Document and Entity Information
Document and Entity Information Document - USD ($) | 12 Months Ended | ||
Dec. 31, 2018 | Feb. 14, 2019 | Jun. 30, 2018 | |
Document and Entity [Abstract] | |||
Entity Registrant Name | FORWARD AIR CORP | ||
Entity Central Index Key | 912,728 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Filer Category | Large Accelerated Filer | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2018 | ||
Document Fiscal Year Focus | 2,018 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false | ||
Entity Common Stock, Shares Outstanding | 28,788,556 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Public Float | $ 1,695,536,388 | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
Entity Shell Company | false |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Current assets: | ||
Cash and cash equivalents | $ 25,657 | $ 3,893 |
Accounts receivable, less allowance of $2,081 in 2018 and $3,006 in 2017 | 156,359 | 147,948 |
Inventories | 2,240 | 1,425 |
Prepaid expenses and other current assets | 11,763 | 9,954 |
Income tax receivable | 5,063 | 4,428 |
Total current assets | 201,082 | 167,648 |
Property and equipment: | ||
Land | 16,928 | 16,928 |
Buildings | 65,919 | 65,870 |
Equipment | 311,573 | 291,181 |
Leasehold improvements | 14,165 | 12,604 |
Construction in progress | 5,315 | 12,652 |
Total property and equipment | 413,900 | 399,235 |
Less accumulated depreciation and amortization | 204,005 | 193,123 |
Net property and equipment | 209,895 | 206,112 |
Goodwill and other acquired intangibles: | ||
Goodwill | 199,092 | 191,671 |
Other acquired intangibles, net of accumulated amortization of $80,666 in 2018 and $71,527 in 2017 | 113,661 | 111,247 |
Total net goodwill and other acquired intangibles | 312,753 | 302,918 |
Other assets | 36,485 | 15,944 |
Total assets | 760,215 | 692,622 |
Current liabilities: | ||
Accounts payable | 34,630 | 30,723 |
Accrued payroll and related items | 16,959 | 13,230 |
Insurance and claims accruals | 12,648 | 11,999 |
Payables to owner-operators | 7,424 | 6,322 |
Collections on behalf of customers | 261 | 329 |
Other accrued expenses | 2,492 | 2,869 |
Income taxes payable | 0 | 320 |
Current portion of capital lease obligations | 309 | 359 |
Total current liabilities | 74,723 | 66,151 |
Capital lease obligations, less current portion | 54 | 365 |
Long-term debt, less current portion | 47,281 | 40,223 |
Other long-term liabilities | 47,739 | 24,104 |
Deferred income taxes | 37,174 | 29,080 |
Commitments and contingencies (Note 7) | ||
Shareholders' equity: | ||
Preferred stock $0.01 par value; Authorized shares - 5,000,000; no shares issued | 0 | 0 |
Common stock, $0.01 par value: Authorized shares - 50,000,000, issued and outstanding shares - 28,534,935 in 2018 and 29,454,062 in 2017 | 285 | 295 |
Additional paid-in capital | 210,296 | 195,346 |
Retained earnings | 342,663 | 337,058 |
Total shareholders' equity | 553,244 | 532,699 |
Total liabilities and shareholders' equity | $ 760,215 | $ 692,622 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Balance Sheet [Abstract] | ||
Allowance for Doubtful Accounts Receivable, Current | $ 2,081 | $ 3,006 |
Finite-Lived Intangible Assets, Accumulated Amortization | $ 80,666 | $ 71,527 |
Common Stock, Par or Stated Value Per Share | $ 0.01 | $ 0.01 |
Common Stock, Shares Authorized | 50,000,000 | 50,000,000 |
Common Stock, Shares, Issued | 28,534,935 | 29,454,062 |
Common Stock, Shares, Outstanding | 28,534,935 | 29,454,062 |
Preferred Stock, Par or Stated Value Per Share | $ 0.01 | $ 0.01 |
Preferred Stock, Shares Authorized | 5,000,000 | 5,000,000 |
Preferred Stock, Shares Issued | 0 | 0 |
Preferred Stock, Shares Outstanding | 0 | 0 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Operating revenue | $ 1,320,886 | $ 1,169,346 | $ 1,030,210 |
Operating expenses: | |||
Purchased transportation | 613,636 | 545,091 | 460,796 |
Salaries, wages and employee benefits | 300,230 | 265,842 | 242,270 |
Operating leases | 75,677 | 63,799 | 60,492 |
Depreciation and amortization | 42,183 | 41,055 | 38,210 |
Insurance and claims | 35,180 | 29,578 | 25,392 |
Fuel expense | 23,121 | 16,542 | 13,233 |
Other operating expenses | 108,828 | 98,682 | 87,672 |
Impairment of goodwill and other intangible assets | 0 | 0 | 42,442 |
Total operating expenses | 1,198,855 | 1,060,589 | 970,507 |
Income from operations | 122,031 | 108,757 | 59,703 |
Other expense: | |||
Interest expense | (1,783) | (1,209) | (1,597) |
Other, net | (2) | (11) | 4 |
Total other expense | (1,785) | (1,220) | (1,593) |
Income before income taxes | 120,246 | 107,537 | 58,110 |
Income taxes | 28,195 | 20,282 | 30,605 |
Net income and comprehensive income | $ 92,051 | $ 87,255 | $ 27,505 |
Net income per share: | |||
Basic (in dollars per share) | $ 3.14 | $ 2.90 | $ 0.90 |
Diluted (in dollars per share) | 3.12 | 2.89 | 0.90 |
Dividends per share (in dollars per share) | $ 0.63 | $ 0.60 | $ 0.51 |
Consolidated Statements of Shar
Consolidated Statements of Shareholders' Equity - USD ($) $ in Thousands | Total | Common Stock [Member] | Additional Paid-in Capital | Retained Earnings | Previously Reported [Member] | Previously Reported [Member]Retained Earnings |
Cumulative Effect of New Accounting Standard | $ (558) | $ (558) | ||||
Balance at Dec. 31, 2015 | 509,497 | $ 305 | $ 160,855 | 348,337 | $ 510,055 | $ 348,895 |
Balance, shares (in shares) at Dec. 31, 2015 | 30,544,000 | |||||
Net and comprehensive income (as adjusted) | 27,505 | 27,505 | ||||
Exercise of stock options | 8,148 | $ 3 | 8,145 | |||
Exercise of stock options (in shares) | 346,000 | |||||
Common stock issued under employee stock purchase plan | 442 | 442 | ||||
Common stock issued under employee stock purchase plan (in shares) | 11,000 | |||||
Share-based compensation | 8,334 | 8,334 | ||||
Dividends | (15,529) | 6 | (15,535) | |||
Cash settlement of share-based awards for minimum tax withholdings | (1,800) | (1,800) | ||||
Cash settlement of share-based awards for minimum tax withholdings (in shares) | (42,000) | |||||
Stock repurchases | (39,983) | $ (9) | (39,974) | |||
Stock repurchases, shares | (910,000) | |||||
Vesting of previously non-vested shares | $ 2 | (2) | ||||
Vesting of previously non-vested shares (in shares) | 141,000 | |||||
Tax benefit for stock options exercised | 1,732 | 1,732 | ||||
Balance at Dec. 31, 2016 | 498,346 | $ 301 | 179,512 | 318,533 | ||
Balance, shares (in shares) at Dec. 31, 2016 | 30,090,000 | |||||
Net and comprehensive income (as adjusted) | 87,255 | 87,255 | ||||
Exercise of stock options | 7,272 | $ 2 | 7,270 | |||
Exercise of stock options (in shares) | 206,000 | |||||
Conversion of Stock, Shares Issued | 10,000 | |||||
Common stock issued under employee stock purchase plan | 458 | 458 | ||||
Common stock issued under employee stock purchase plan (in shares) | 10,000 | |||||
Share-based compensation | 8,103 | 8,103 | ||||
Dividends | (18,052) | 4 | (18,056) | |||
Cash settlement of share-based awards for minimum tax withholdings | (1,700) | (1,700) | ||||
Cash settlement of share-based awards for minimum tax withholdings (in shares) | (35,000) | |||||
Stock repurchases | (48,983) | $ (9) | (48,974) | |||
Stock repurchases, shares | (948,000) | |||||
Vesting of previously non-vested shares | $ 1 | (1) | ||||
Vesting of previously non-vested shares (in shares) | 121,000 | |||||
Balance at Dec. 31, 2017 | $ 532,699 | $ 295 | 195,346 | 337,058 | ||
Balance, shares (in shares) at Dec. 31, 2017 | 29,454,062 | 29,454,000 | ||||
Net and comprehensive income (as adjusted) | $ 92,051 | 92,051 | ||||
Exercise of stock options | 3,921 | $ 1 | 3,920 | |||
Exercise of stock options (in shares) | 95,000 | |||||
Other | (30) | $ 0 | (30) | |||
Common stock issued under employee stock purchase plan | 479 | 479 | ||||
Common stock issued under employee stock purchase plan (in shares) | 9,000 | |||||
Share-based compensation | 10,549 | 10,549 | ||||
Dividends | (18,427) | 3 | (18,430) | |||
Cash settlement of share-based awards for minimum tax withholdings | (1,872) | $ (1) | (1,871) | |||
Cash settlement of share-based awards for minimum tax withholdings (in shares) | (33,000) | |||||
Stock repurchases | (66,126) | $ (11) | (66,115) | |||
Stock repurchases, shares | (1,109,000) | |||||
Vesting of previously non-vested shares | $ 1 | (1) | ||||
Vesting of previously non-vested shares (in shares) | 119,000 | |||||
Balance at Dec. 31, 2018 | $ 553,244 | $ 285 | $ 210,296 | $ 342,663 | ||
Balance, shares (in shares) at Dec. 31, 2018 | 28,534,935 | 28,535,000 |
Consolidated Statements of Sh_2
Consolidated Statements of Shareholders' Equity Consolidated Statements of Shareholders' Equity (Parenthetical) - $ / shares | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Dividends per share (in dollars per share) | $ 0.63 | $ 0.60 | $ 0.51 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Operating activities: | |||
Net income | $ 92,051 | $ 87,255 | $ 27,505 |
Adjustments to reconcile net income to net cash provided by operating activities | |||
Depreciation and amortization | 42,183 | 41,055 | 38,210 |
Impairment of goodwill, intangible and other assets | 0 | 0 | 42,442 |
Change in fair value of earn-out liability | (455) | 0 | 0 |
Share-based compensation | 10,549 | 8,103 | 8,334 |
(Gain) loss on disposal of property and equipment | (171) | 1,281 | 291 |
Provision for loss on receivables | 139 | 1,814 | 258 |
Provision for revenue adjustments | 3,628 | 3,055 | 2,020 |
Deferred income taxes | 8,094 | (12,068) | 3,412 |
Tax benefit for stock options exercised | 0 | 0 | (1,732) |
Changes in operating assets and liabilities | |||
Accounts receivable | (12,178) | (33,457) | (10,077) |
Prepaid expenses and other assets | (2,565) | (1,204) | 283 |
Accounts payable and accrued expenses | 12,535 | 11,010 | (772) |
Income taxes | (1,256) | (3,480) | 20,177 |
Net cash provided by operating activities | 152,554 | 103,364 | 130,351 |
Investing activities: | |||
Proceeds from disposal of property and equipment | 7,059 | 2,440 | 1,929 |
Purchases of property and equipment | (42,293) | (38,265) | (42,186) |
Acquisition of business, net of cash acquired | (19,987) | (23,140) | (11,800) |
Other | (242) | (222) | (337) |
Net cash used in investing activities | (55,463) | (59,187) | (52,394) |
Financing activities: | |||
Payments of debt and capital lease obligations | (302) | (42,790) | (55,768) |
Proceeds from senior credit facility | 7,000 | 55,000 | 0 |
Proceeds from exercise of stock options | 3,921 | 7,272 | 8,148 |
Payments of cash dividends | (18,427) | (18,052) | (15,529) |
Repurchase of common stock (repurchase program) | (66,126) | (48,983) | (39,983) |
Common stock issued under employee stock purchase plan | 479 | 458 | 442 |
Cash settlement of share-based awards for minimum tax withholdings | (1,872) | (1,700) | (1,800) |
Tax benefit for stock options exercised | 0 | 0 | 1,732 |
Net cash used in financing activities | (75,327) | (48,795) | (102,758) |
Net increase (decrease) in cash | 21,764 | (4,618) | (24,801) |
Cash at beginning of period | 3,893 | 8,511 | 33,312 |
Cash at end of period | $ 25,657 | $ 3,893 | $ 8,511 |
Accounting Policies (Notes)
Accounting Policies (Notes) | 12 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies [Text Block] | Accounting Policies Basis of Presentation and Principles of Consolidation Forward Air Corporation's (“the Company”, “We”, “Our”) services are classified into four principal reportable segments: Expedited LTL, Truckload Premium Services (“TLS”), Intermodal and Pool Distribution ("Pool") (See note 10). Through the Expedited LTL segment, we operate a comprehensive national network to provide expedited regional, inter-regional and national less-than-truckload ("LTL") services. Expedited LTL offers customers local pick-up and delivery and other services including shipment consolidation and deconsolidation, warehousing, final mile solutions, customs brokerage and other handling. Because of our roots in serving the deferred air freight market, our terminal network is located at or near airports in the United States and Canada. Through our TLS segment, we provide expedited truckload brokerage, dedicated fleet services, as well as high security and temperature-controlled logistics services in the United States and Canada. Our Intermodal segment provides first- and last-mile high value intermodal container drayage services both to and from seaports and railheads. Intermodal also offers dedicated contract and CFS warehouse and handling services. Today, Intermodal operates primarily in the Midwest and Southeast, with a smaller operational presence in the Southwest. In our Pool Distribution segment, we provide high-frequency handling and distribution of time sensitive product to numerous destinations within a specific geographic region. We offer this service throughout the Mid-Atlantic, Southeast, Midwest and Southwest United States. The accompanying consolidated financial statements of the Company include Forward Air Corporation and its subsidiaries. Intercompany accounts and transactions have been eliminated in consolidation. Use of Estimates The preparation of the consolidated financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Actual results could differ from those estimates. Significant areas requiring management estimates include the following key financial areas: Allowance for Doubtful Accounts The Company evaluates the collectability of its accounts receivable based on a combination of factors. In circumstances in which the Company is aware of a specific customer’s inability to meet its financial obligations to the Company (for example, bankruptcy filings, accounts turned over for collection, or litigation), the Company records a specific reserve for these bad debts against amounts due to reduce the net recognized receivable to the amount the Company reasonably believes will be collected. For all other customers, the Company recognizes reserves for these bad debts based on the length of time the receivables are past due. Specifically, amounts that are 90 days or more past due are reserved at 50.0% for Expedited LTL, 10.0% for Intermodal, 25.0% for Pool and up to 50.0% for TLS. If circumstances change (i.e., the Company experiences higher than expected defaults or an unexpected material adverse change in a customer’s ability to meet its financial obligations to the Company), the estimates of the recoverability of amounts due to the Company could be changed by a material amount. Accounts are written off after all means of collection, including legal action, have been exhausted. Allowance for Revenue Adjustments The Company’s allowance for revenue adjustments consists of amounts reserved for billing rate changes that are not captured upon load initiation. These adjustments are recorded in revenue from operations and generally arise: (1) when the sales department contemporaneously grants small rate changes (“spot quotes”) to customers that differ from the standard rates in the system; (2) when freight requires dimensionalization or is reweighed resulting in a different required rate; (3) when billing errors occur; and (4) when data entry errors occur. When appropriate, permanent rate changes are initiated and reflected in the system. The Company monitors the manual revenue adjustments closely through the employment of various controls that are in place to ensure that revenue recognition is not compromised. During 2018, average revenue adjustments per month were approximately $302 on average revenue per month of approximately $110,074 ( 0.3% of monthly revenue). In order to estimate the allowance for revenue adjustments related to ending accounts receivable, the Company prepares an analysis that considers average monthly revenue adjustments and the average lag for identifying and quantifying these revenue adjustments. Based on this analysis, the Company establishes an allowance covering approximately 35 - 85 days (dependent upon experience in the last twelve months) of average revenue adjustments, adjusted for rebates and billing errors. The lag is periodically adjusted based on actual historical experience. Additionally, the average amount of revenue adjustments per month can vary in relation to the level of sales or based on other factors (such as personnel issues that could result in excessive manual errors or in excessive spot quotes being granted). Both of these significant assumptions are continually evaluated for appropriateness. Self-Insurance Loss Reserves Under U.S. Department of Transportation (“DOT”) regulations, the Company is liable for property damage and personal injuries caused by owner-operators and Company-employed drivers while they are operating on our behalf. Additionally, from time to time, the drivers employed and engaged by the third-party transportation carriers we contract with are involved in accidents, which may result in serious personal injuries. The resulting types and/or amounts of damages may be excluded by or exceed the amount of insurance coverage maintained by the contracted carrier. Although these drivers are not our employees, all of these drivers are employees, owner-operators, or independent contractors working for carriers and, from time to time, claims may be asserted against us for their actions, or for our actions in retaining them. The Company currently maintains liability insurance coverage that it believes is adequate to cover third-party claims. The Company has a self-insured retention ("SIR") of $3,000 per occurrence for vehicle and general liability claims and will be responsible for any damages and personal injuries below that self-insured amount. The Company is also responsible for varying annual aggregate deductible amounts of liability for claims in excess of the SIR/deductible. For the policy year that began April 1, 2018, the Company had an annual $6,000 aggregate deductible for claims between $3,000 and $5,000 . The Company also had a $2,500 aggregate deductible for claims between $5,000 and $10,000 . As a result, the Company is responsible for the first $7,500 per claim, until it meets the $6,000 aggregate deductible for claims between $3,000 and $5,000 and the $2,500 aggregate deductible for claims between $5,000 and $10,000. This insurance covers claims for the LTL Expedited and Pool Distribution segments. TLS maintains separate liability insurance coverage for claims between $0 and $5,000 , and for the policy year that began April 1, 2018, TLS had no SIR for claims in this layer. Intermodal maintains separate liability insurance coverage for all liability claims. For the policy year that began April 1, 2018, Intermodal had an SIR of $50 for each claim. The Company may also be subject to claims for workers’ compensation. The Company maintains workers’ compensation insurance coverage that it believes is adequate to cover such claims. The Company has a SIR of approximately $350 for each such claim, except in Ohio, where it is a qualified self-insured entity with an approximately $500 SIR. The amount of self-insurance loss reserves and loss adjustment expenses is determined based on an estimation process that uses information obtained from both company-specific and industry data, as well as general economic information. The estimation process for self-insurance loss exposure requires management to continuously monitor and evaluate the life cycle of claims. Using data obtained from this monitoring and the Company’s assumptions about the emerging trends, management develops information about the size of ultimate claims based on its historical experience and other available market information. The most significant assumptions used in the estimation process include determining the trend in loss costs, the expected consistency in the frequency and severity of claims incurred but not yet reported, changes in the timing of the reporting of losses from the loss date to the notification date, and expected costs to settle unpaid claims. The Company utilizes a quarterly actuarial analyses to evaluate open claims and estimate the ongoing development exposure. As of December 31, 2018, we have recognized an insurance proceeds receivable and claims payable of $28,520 for open vehicle and workers’ compensation claims in excess of our stop-loss limits. As of December 31, 2017, we recognized an insurance proceeds receivable and claims payable of $8,133 for open vehicle and workers’ compensation claims in excess of our stop-loss limits. These balances are recorded in other assets and other long-term liabilities, respectively, in the Company's consolidated balance sheets. Revenue and Expense Recognition The Company's revenue is generated from providing transportation and related services to customers in accordance with contractual agreements, bill of lading ("BOL") contracts and general tariff provisions. Related services include accessorial charges such as terminal handling, storage, equipment rentals and customs brokerage. These services are distinct and are accounted for as separate performance obligations. Generally, the Company's performance obligations begin when a customer's BOL is received and are satisfied when the delivery of a shipment and related services is completed. The Company recognizes revenue for its services over time to coincide with when its customers simultaneously receive and consume the benefits of these services. Performance obligations are short-term with transit days less than a week. Upon delivery of a shipment or related service, customers are billed and remit payment according to payment terms. Revenue is categorized by line of business as the Company believes this best depicts the nature, timing and amount of revenue and cash flows. For all lines of business, the Company reports revenue on a gross basis as it is the principal in the transaction. In addition, the Company has discretion in setting its service pricing and as a result, the amount earned for these services varies. The Company also has the discretion to select its drivers and other vendors for the services provided to its customers. These factors, discretion in setting prices and discretion in selecting drivers and other vendors, further support reporting revenue on a gross basis. See additional discussion in the Recent Accounting Pronouncements section of this Note and in Note 10, Segment Reporting. All expenses are recognized when incurred. Purchased transportations expenses are typically due to the owner-operator or third-party transportation provider once the delivery of a shipment and related services is completed. To ensure these expenses are properly recognized when incurred, these costs are recognized over time to coincide with the service performance. Cash and Cash Equivalents The Company considers all highly liquid investments with a maturity of three months or less when purchased to be cash and cash equivalents. Inventories Inventories of tires, replacement parts, supplies, and fuel for equipment are stated at the lower of cost or market utilizing the FIFO (first-in, first-out) method of determining cost. Inventories of tires and replacement parts are not material in the aggregate. Replacement parts are expensed when placed in service, while tires are capitalized and amortized over their expected life. Replacement parts and tires are included as a component of other operating expenses in the consolidated statements of comprehensive income. Property and Equipment Property and equipment are stated at cost. Expenditures for normal repair and maintenance are expensed as incurred. Depreciation of property and equipment is calculated based upon the cost of the asset, reduced by its estimated salvage value, using the straight-line method over the estimated useful lives as follows: Buildings 30-40 years Equipment 3-10 years Leasehold improvements Lesser of Useful Life or Initial Lease Term Depreciation expense for each of the three years ended December 31, 2018 , 2017 and 2016 was $33,044 , $30,862 and $28,088 respectively. The Company reviews its long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. Impairment is recognized on assets classified as held and used when the sum of undiscounted estimated cash flows expected to result from the use of the asset is less than the carrying value. If such measurement indicates a possible impairment, the estimated fair value of the asset is compared to its net book value to measure the impairment charge, if any. When the criteria have been met for long-lived assets to be classified as held for sale, the assets are recorded at the lower of carrying value or fair market value (less selling costs). See additional discussion in Note 2, Acquisition, Goodwill and Other Long-Lived Assets. Operating Leases Certain operating leases include rent increases during the initial lease term. For these leases, the Company recognizes the related rental expenses on a straight-line basis over the term of the lease, which includes any rent holiday period, and records the difference between the amounts charged to operations and amount paid as rent as a rent liability. Leasehold improvements are amortized over the shorter of the estimated useful life or the initial term of the lease. Reserves for idle facilities are initially measured at the fair value of the portion of the lease payments associated with the vacated facilities, reduced by estimated sublease rentals. See Recent Accounting Pronouncements for expected changes to lease accounting. In addition, see further discussion in Note 6, Operating Leases. Business Combinations Upon the acquisition of a business, the fair value of the assets acquired and liabilities assumed must be estimated. This requires judgments regarding the identification of acquired assets and liabilities assumed, some of which may not have been previously recorded by the acquired business, as well as judgments regarding the valuation of all identified acquired assets and assumed liabilities. The assets acquired and liabilities assumed are determined by reviewing the operations, interviewing management and reviewing the financial and contractual information of the acquired business. Consideration is typically paid in the form of cash paid upon closing or contingent consideration paid upon satisfaction of a future obligation. If contingent consideration is included in the purchase price, the Company values that consideration as of the acquisition date and it is recorded to goodwill. Once the acquired assets and assumed liabilities are identified, the fair values of the assets and liabilities are estimated using a variety of approaches that require significant judgments. For example, intangible assets are typically valued using a discounted cash flow (“DCF”) analysis, which requires estimates of the future cash flows that are attributable to the intangible asset. A DCF analysis also requires significant judgments regarding the selection of discount rates that are intended to reflect the risks that are inherent in the projected cash flows, the determination of terminal growth rates, and judgments about the useful life and pattern of use of the underlying intangible asset. The valuation of acquired property, plant and equipment requires judgments about current market values, replacement costs, the physical and functional obsolescence of the assets and their remaining useful lives. A failure to appropriately assign fair values to acquired assets and assumed liabilities could significantly impact the amount and timing of future depreciation and amortization expense, as well as significantly overstate or understate assets or liabilities. Goodwill and Other Intangible Assets Goodwill is recorded at cost based on the excess of purchase price over the fair value of net assets acquired. Goodwill and intangible assets with indefinite lives are not amortized but the Company conducts an annual (or more frequently if circumstances indicate possible impairment) impairment test of goodwill for each reporting unit at June 30 of each year. Examples of such events or circumstances could include a significant change in business climate or a loss of significant customers. Other intangible assets are amortized over their useful lives. Results of impairment testing are described in Note 2, Acquisition, Goodwill and Other Long-Lived Assets. Acquisitions are accounted for using the purchase method. The definite-lived intangible assets of the Company resulting from acquisition activity and the related amortization are described in Note 2, Acquisition, Goodwill and Other Long-Lived Assets. Software Development Costs related to software developed or acquired for internal use are expensed or capitalized based on the applicable stage of software development and any capitalized costs are amortized over their estimated useful life. The Company typically uses a five -year straight line amortization for the capitalized amounts of software development costs. At December 31, 2018 and 2017 the Company had $21,492 and $19,567 , respectively, of capitalized software development costs included in property and equipment. Accumulated amortization on these assets was $15,611 and $13,706 at December 31, 2018 and 2017 , respectively. Included in depreciation expense is amortization of capitalized software development costs. Amortization of capitalized software development for the years ended December 31, 2018 , 2017 and 2016 was $1,905 , $1,816 and $1,658 respectively. As of December 31, 2018 the estimated amortization expense for the next five years of capitalized software development costs is as follows: 2019 $ 1,605 2020 1,263 2021 932 2022 653 2023 382 Total $ 4,835 Income Taxes The Company accounts for income taxes using the liability method, whereby deferred tax assets and liabilities are determined based on differences between financial reporting and tax basis of assets and liabilities and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to be recovered or settled. We report a liability for unrecognized tax benefits resulting from uncertain tax positions taken or expected to be taken in a tax return. We recognize interest and penalties, if any, related to unrecognized tax benefits in interest expense and operating expenses, respectively. See additional discussion in the Note 5, Income Taxes. Net Income Per Share The Company calculates net income per share in accordance with the Financial Accounting Standards Board ("FASB") Accounting Standards Codification and the Hierarchy of Generally Accepted Accounting Principles, Earnings per Share (“ASC 260”). Under ASC 260, basic net income per share is computed by dividing net income available to common shareholders by the weighted-average number of common shares outstanding for the period. The Company's non-vested shares contain non-forfeitable rights to dividends and are therefore considered participating securities for purposes of computing net income per share pursuant to the two-class method. Net income allocated to participating securities was $881 in 2018, $700 in 2017 and $210 in 2016. Net losses are not allocated to participating securities in periods in which the Company incurs a net loss. Diluted net income per share is computed by dividing net income available to common shareholders by the weighted-average number of common shares outstanding after considering the additional dilution from any dilutive non-participating securities. The Company's non-participating securities include options and performance shares. Share-Based Payments The Company’s general practice has been to make a single annual grant of share-based compensation to key employees and to make other grants only in connection with new employment or promotions. In addition, the Company makes annual grants to non-employee directors in conjunction with their annual election to our Board of Directors or at the time of their appointment to the Board of Directors. For employees, the Company has granted stock options, non-vested shares and performance shares. For non-employee directors, the Company has generally issued non-vested shares. Stock options typically expire seven years from the grant date and vest ratably over a three -year period. The share-based compensation for stock options is recognized ratably over the requisite service period, or vesting period. The Company uses the Black-Scholes option-pricing model to estimate the grant-date fair value of options granted. The following table contains the weighted-average assumptions used to estimate the fair value of options granted. These assumptions are subjective and changes in these assumptions can materially affect the fair value estimate. December 31, December 31, December 31, Expected dividend yield 1.1 % 1.3 % 1.0 % Expected stock price volatility 24.4 % 28.5 % 28.9 % Weighted average risk-free interest rate 2.7 % 2.0 % 1.3 % Expected life of options (years) 6.1 5.9 5.8 The fair value of non-vested shares issued were estimated using the closing market prices for the business day of the grant. The share-based compensation for the non-vested shares is recognized ratably over the requisite service period or vesting period. The fair value of the performance shares was estimated using a Monte Carlo simulation. The share-based compensation for performance shares are recognized ratably over the requisite service period, or vesting period. The following table contains the weighted-average assumptions used to estimate the fair value of performance shares granted. These assumptions are subjective and changes in these assumptions can materially affect the fair value estimate. Year ended December 31, December 31, December 31, Expected stock price volatility 24.3 % 24.7 % 22.3 % Weighted average risk-free interest rate 2.2 % 1.4 % 0.8 % Under the 2005 Employee Stock Purchase Plan (the “ESPP”), the Company is authorized to issue shares of Common Stock to eligible employees. These shares may be issued at a price equal to 90% of the lesser of the market value on the first day or the last day of each six -month purchase period. Common Stock purchases are paid for through periodic payroll deductions and/or up to two large lump sum contributions. The Company recognizes share-based compensation on the date of purchase based on the difference between the purchase date fair market value and the employee purchase price. See Note 4, Shareholders' Equity, Stock Options and Net Income per Share for additional discussion. Recent Accounting Pronouncements In January 2017, the FASB issued ASU No. 2017-04, Intangibles - Goodwill and Other (Topic 350): "Simplifying the Accounting for Goodwill Impairment." Under the new standard, a goodwill impairment loss will be measured at the amount by which a reporting unit's carrying amount exceeds its fair value, not to exceed the carrying amount of goodwill, thus no longer requiring the two-step method. The guidance requires prospective adoption and will be effective for annual or interim goodwill impairment tests in fiscal years beginning after December 15, 2019. Early adoption of this guidance is permitted for interim or annual goodwill impairment tests performed on testing dates after January 1, 2017. We adopted this guidance as of January 1, 2018 and do not expect any impact to the consolidated financial statements. In February 2016, the FASB issued ASU 2016-02, Leases, which will require lessees to recognize a right-of-use asset with a corresponding lease liability on their balance sheet for most leases classified as operating leases under previous guidance. Lessors will be required to recognize a net lease investment for most leases. Additional qualitative and quantitative disclosures will also be required. We adopted this standard as of January 1, 2019 and therefore, the full impact of this new guidance will be reflected in the Company’s first quarter 2019 financial statements and disclosures. As a result, changes to processes and internal controls to meet the standard’s reporting and disclosure requirements have been implemented. We elected several of the practical expedients permitted under the transition guidance within the new standard. The practical expedients we elected will allow us to carryforward our conclusions over whether any expired or existing contracts contain a lease, to carryforward historical lease classification, and to carryforward our evaluation of initial direct costs for any existing leases. In addition, we elected the practical expedients to combine lease and non-lease components and to keep leases with an initial term of 12 months or less off the balance sheet. For leases with an initial term of 12 months or less, we will recognize the corresponding lease expense on a straight-line basis over the lease term. We applied the transition requirements as of January 1, 2019 and will not present comparative financial statements as allowed per the guidance. In addition, we will recognize a cumulative-effect adjustment to the opening balance of retained earnings in the first quarter 2019 financial statements as allowed per the guidance. We estimate our adoption of the standard will result in the recognition of right-of-use assets and corresponding lease liabilities of approximately $130,000 to $150,000 in the first quarter 2019 financial statements. This asset and corresponding liability could vary to the extent the Company enters into new leases during the quarter. This standard is not expected to materially affect our operating results or liquidity. In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers, which provided guidance on revenue from contracts with customers that superseded most current revenue recognition guidance, including industry-specific guidance. The underlying principle is that an entity will recognize revenue to depict the transfer of goods or services to customers at an amount that the entity expects to be entitled to in exchange for those goods or services. The guidance provides a five-step analysis of transactions to determine when and how revenue is recognized. Other major provisions include capitalization of certain contract costs, consideration of time value of money in the transaction price, and allowing estimates of variable consideration to be recognized before contingencies are resolved in certain circumstances. The guidance also requires enhanced disclosures regarding the nature, amount, timing and uncertainty of revenue and cash flows arising from an entity’s contracts with customers. The guidance is effective for the interim and annual periods beginning on or after December 15, 2017 and we adopted this guidance as of January 1, 2018. The guidance permits the use of either a full retrospective or modified retrospective adoption approach with a cumulative effect adjustment recorded in either scenario as necessary upon transition. As permitted by the guidance, we implemented the use of full retrospective presentation, which required the Company to adjust each prior reporting period presented to conform to the current year presentation. While evaluating principal versus agent relationships under the new standard, we determined that we will transition the fuel surcharge revenue stream from an agent to principal relationship. This caused this revenue stream and associated costs to be recognized on a gross basis that have historically been recognized on a net basis. In addition, based on a review of our customer shipping arrangements, we have concluded that revenue recognition for our performance obligations should be over time. This is because the customer will simultaneously receive and consume the benefits of our services as we perform them over the related service period. A performance obligation is performed over time if an entity determines that another entity would not need to substantially reperform the work completed to date if another entity were to fulfill the remaining performance obligation to the applicable customer. Applying this guidance to our shipping performance obligations, if we were to move a customer’s freight partially to its destination but were unable to complete the remaining obligation, a replacement vendor would only have to complete the transit as opposed to initiating at shipment origin. Therefore, we believe our customers simultaneously receive and consume the benefits we provide and as a result we will recognize the revenue for each shipment over the course of time based on percentage of days in transit. All performance obligations related to the Company's services are completed within twelve months or less. Therefore, the Company has elected the practical expedient permitted under this guidance to not disclose the portion of revenue related to the performance obligations that are unsatisfied, or partially unsatisfied, as of the end of the reporting period. Our revenue from contracts with customers is disclosed within our four reportable segments: Expedited LTL, TLS, Intermodal and Pool. This is consistent with our disclosures in earnings releases and annual reports and with the information regularly reviewed by the chief operating decision maker for evaluating financial performance. The impact of implementing this guidance using the full retrospective approach on the prior period balance sheet and statements of comprehensive income are shown in the "As Adjusted" columns of the following tables: As of December 31, 2017 (In thousands) As Previously Reported Adjustments As Adjusted Balance Sheet: Accounts receivable, net $ 143,041 $ 4,907 $ 147,948 Accounts payable 24,704 6,019 30,723 Deferred income taxes 29,403 (323 ) 29,080 Retained earnings 337,848 (790 ) 337,058 Year ended December 31, 2017 (In thousands, except per share data) As Previously Reported Adjustments As Adjusted Statement of Comprehensive Income: Operating revenue Expedited LTL $ 619,779 $ 36,059 $ 655,838 Truckload Premium Services 179,320 22,432 201,752 Intermodal 148,907 5,777 154,684 Pool Distribution 164,221 4,262 168,483 Eliminations and other operations (11,411 ) — (11,411 ) Consolidated operating revenue 1,100,816 68,530 1,169,346 Operating expenses 992,144 68,445 1,060,589 Income from operations 108,672 85 108,757 Income taxes 20,131 151 20,282 Net income 87,321 (66 ) 87,255 Diluted earnings per share $ 2.89 $ — $ 2.89 Year ended December 31, 2016 (In thousands, except per share data) As Previously Reported Adjustments As Adjusted Statement of Comprehensive Income: Operating revenue Expedited LTL $ 570,778 $ 25,761 $ 596,539 Truckload Premium Services 164,272 16,735 181,007 Intermodal 103,671 1,993 105,664 Pool Distribution 148,661 3,191 151,852 Eliminations and other operations (4,852 ) — (4,852 ) Consolidated operating revenue 982,530 47,680 1,030,210 Operating expenses 922,551 47,956 970,507 Income from operations 59,979 (276 ) 59,703 Income taxes 30,716 (111 ) 30,605 Net income 27,670 (165 ) 27,505 Diluted earnings per share $ 0.90 $ — $ 0.90 |
Acquisitions, Goodwill and Othe
Acquisitions, Goodwill and Other Long-Lived Assets (Notes) | 12 Months Ended |
Dec. 31, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Acquisitions, Goodwill and Other Long-Lived Assets | Acquisitions, Goodwill and Other Long-Lived Assets Intermodal Acquisitions As part of the Company's strategy to expand its Intermodal operations, in January 2016, the Company acquired certain assets of Ace Cargo, LLC ("Ace") for $1,700 , and in August 2016, the Company acquired certain assets of Triumph Transport, Inc. and Triumph Repair Service, Inc. (together referred to as “Triumph”) for $10,100 and an earnout of $1,250 paid in September 2017. These acquisitions provided an opportunity for our Intermodal operations to expand into additional Midwest markets. In May 2017, the Company acquired certain assets of Atlantic Trucking Company, Inc., Heavy Duty Equipment Leasing, LLC, Atlantic Logistics, LLC and Transportation Holdings, Inc. (together referred to as “Atlantic” in this note) for $22,500 and an earnout of $135 paid in the fourth quarter of 2018. The acquisition was funded by a combination of cash on hand and funds from our revolving credit facility. Atlantic was a privately held provider of intermodal, drayage and related services headquartered in Charleston, South Carolina. It also has terminal operations in Atlanta, Charlotte, Houston, Jacksonville, Memphis, Nashville, Norfolk and Savannah. These locations allow Intermodal to significantly expand its footprint in the southeastern region. In October 2017, the Company acquired certain assets of Kansas City Logistics, LLC ("KCL") for $640 and an earnout of $100 paid in the second quarter of 2018. KCL provides CST with an expanded footprint in the Kansas and Missouri markets. In July 2018, the Company acquired certain assets of Multi-Modal Transport Inc. ("MMT") for $3,737 and in October 2018, the Company acquired certain assets of Southwest Freight Distributors (“Southwest”) for $16,250 . Southwest is a Dallas, Texas based premium drayage provider. The MMT acquisition provides Intermodal with an expanded footprint in the Minnesota, North Dakota, South Dakota, Iowa and Wisconsin markets, and the Southwest acquisition provides an expanded footprint in Texas. Both MMT and Southwest also provide access to several strategic customer relationships. The assets, liabilities, and operating results of these collective acquisitions have been included in the Company's consolidated financial statements from their dates of acquisition and have been included in the Intermodal reportable segment. Allocations of Purchase Prices The following table presents the allocations of the previously discussed purchase prices to the assets acquired and liabilities assumed based on their estimated fair values and resulting residual goodwill (in thousands): Ace & Triumph Atlantic KCL MMT Southwest January & August 2016 May 7, 2017 October 22, 2017 July 25, 2018 October 28, 2018 Tangible assets: Property and equipment $ 1,294 $ 1,821 $ 223 $ 81 $ 933 Total tangible assets 1,294 1,821 223 81 933 Intangible assets: Non-compete agreements 139 1,150 6 43 650 Customer relationships 5,335 13,400 234 1,659 9,200 Goodwill 6,282 6,719 277 1,954 5,467 Total intangible assets 11,756 21,269 517 3,656 15,317 Total assets acquired 13,050 23,090 740 3,737 16,250 Liabilities assumed: Current liabilities — 590 100 — — Other liabilities 1,250 — — — — Total liabilities assumed 1,250 590 100 — — Net assets acquired $ 11,800 $ 22,500 $ 640 $ 3,737 $ 16,250 The acquired definite-lived intangible assets have the following useful lives: Useful Lives Ace & Triumph Atlantic KCL MMT Southwest Customer relationships 15 years 15 years 15 years 15 years 10 years Non-compete agreements 5 years 5 years 2 years 4 years 3 years The fair value of the customer relationships and non-compete agreements were estimated using an income approach (level 3). Under this method, an intangible asset's fair value is equal to the present value of the incremental after-tax cash flows (excess earnings) attributable solely to the intangible asset over its remaining useful life. To estimate fair value, the Company used cash flows discounted at rates considered appropriate given the inherent risks associated with each type of asset. The Company believed the level and timing of cash flows appropriately reflected market participant assumptions. Cash flows were assumed to extend through the remaining economic useful life of each class of intangible asset. Goodwill The Company conducted its annual impairment assessments and tests of goodwill for each reporting unit as of June 30, 2018. The first step of the goodwill impairment test is the Company's assessment of qualitative factors to determine whether it is more likely than not that the fair value of a reporting unit is less than the reporting unit's carrying amount, including goodwill. When performing the qualitative assessment, the Company considers the impact of factors including, but not limited to, macroeconomic and industry conditions, overall financial performance of each reporting unit, litigation and new legislation. If based on the qualitative assessments, the Company believes it more likely than not that the fair value of a reporting unit is less than the reporting unit's carrying amount, or periodically as deemed appropriate by management, the Company will prepare an estimation of the respective reporting unit's fair value utilizing a quantitative approach. If a quantitative fair value estimation is required, the Company estimates the fair value of the applicable reporting units based on a combination of a market approach, which considers comparable companies, and the income approach, using a discounted cash flow model, as of the valuation date. Under the market approach, valuation multiples are derived based on a selection of comparable companies and applied to projected operating data for each reporting unit to arrive at an indication of fair value. Under the income approach, the discounted cash flow model determines fair value based on the present value of management prepared projected cash flows over a specific projection period and a residual value related to future cash flows beyond the projection period. Both values are discounted using a rate which reflects our best estimate of the weighted average cost of capital of a market participant, and is adjusted for appropriate risk factors. The Company believes the most sensitive estimate used in the income approach is the management prepared projected cash flows. Consequently, as necessary the Company performs sensitivity tests on select reporting units to ensure reductions of the present value of the projected cash flows by at least 10% would not adversely impact the results of the goodwill impairment tests. Historically, the Company has equally weighted the income and market approaches as it believed the quality and quantity of the collected information were approximately equal. The inputs used in the fair value estimates for goodwill are classified within level 3 of the fair value hierarchy as defined in the FASB Accounting Standards Codification and the Hierarchy of Generally Accepted Accounting Principles (“the FASB Codification”). If the estimation of fair value indicates the impairment potentially exists, the Company will then measure the amount of the impairment, if any. Goodwill impairment exists when the estimated implied fair value of goodwill is less than its carrying value. Changes in strategy or market conditions could significantly impact these fair value estimates and require adjustments to recorded asset balances. Goodwill is allocated to reporting units that are expected to benefit from the business combinations generating the goodwill. As of June 30, 2018, the Company had five reporting units - Expedited LTL, TLX Forward Air, Intermodal, Pool Distribution and Total Quality, Inc. ("TQI"). The TLX Forward Air and the TQI reporting units were assigned to the Truckload Premium Services reportable segment. Currently, there is no goodwill assigned to the TLX Forward Air reporting unit. Our 2018 calculations for LTL, Pool Distribution, Intermodal and TQI indicated that, as of June 30, 2018, the fair value of each reporting unit exceeded their carrying value by approximately 349.0% , 182.0% , 73.0% and 36.0% , respectively. For our June 30, 2018 analysis, the significant assumptions used for the income approach were projected net cash flows and the following discount and long-term growth rates: Expedited LTL Pool Intermodal TQI Discount rate 12.0 % 15.5 % 14.0 % 16.5 % Long-term growth rate 4.0 % 4.0 % 4.0 % 4.0 % The estimates used to calculate the fair value of each reporting unit change from year to year based on operating results, market conditions, and other factors. Changes in these estimates and assumptions could materially affect the determination of the reporting unit's fair value and goodwill impairment for the reporting unit. As of July 1, 2018, the TLX Forward Air and TQI reporting units were fully integrated into the Truckload Premium Services reporting unit. As a result, as of December 31, 2018 we had four reporting units - Expedited LTL, Truckload Premium Services, Intermodal and Pool Distribution. The Company conducted a qualitative assessment as of December 31, 2018 and no indicators of impairment were identified. In 2016, due to the financial performance of the TQI reporting unit falling notably short of previous projections the Company reduced TQI's projected cash flows and as a result the estimate of TQI's fair value no longer exceeded the respective carrying value. Consequently, the Company recorded a goodwill impairment charge of $25,686 for the TQI reporting unit during the year ended December 31, 2016. The following is a summary of the changes in goodwill for Intermodal and the Company for the year ended December 31, 2018. There were no changes to Expedited LTL, Truckload Premium or Pool Distribution during the year ended December 31, 2018. Approximately $119,948 of goodwill is deductible for tax purposes. Expedited LTL Truckload Premium Pool Distribution Intermodal Total Accumulated Accumulated Accumulated Accumulated Goodwill Impairment Goodwill Impairment Goodwill Impairment Goodwill Impairment Net Ending balance, December 31, 2017 $ 97,593 $ — $ 45,164 $ (25,686 ) $ 12,359 $ (6,953 ) $ 69,194 $ — $ 191,671 MMT acquisition — — — — — — 1,954 — 1,954 Southwest acquisition — — — — — — 5,467 — 5,467 Ending balance, December 31, 2018 $ 97,593 $ — $ 45,164 $ (25,686 ) $ 12,359 $ (6,953 ) $ 76,615 $ — $ 199,092 Other Acquired Intangibles Through acquisitions, the Company acquired customer relationships, non-compete agreements and trade names having weighted-average useful lives of 15.0 , 4.5 and 4.0 years, respectively. Amortization expense on acquired customer relationships, non-compete agreements and trade names for each of the years ended December 31, 2018, 2017 and 2016 was $9,138 , $10,193 and $10,122 , respectively. As of December 31, 2018, definite-lived intangible assets are comprised of the following: Acquired Intangibles Accumulated Amortization Accumulated Impairment Net Acquired Intangibles Customer relationships $ 204,226 $ 75,585 $ 16,501 $ 112,140 Non-compete agreements 5,102 3,581 — 1,521 Trade name 1,500 1,500 — — Total $ 210,828 $ 80,666 $ 16,501 $ 113,661 As of December 31, 2017, definite-lived intangible assets are comprised of the following: Acquired Intangibles Accumulated Amortization Accumulated Impairment Net Acquired Intangibles Customer relationships $ 193,209 $ 66,986 $ 16,501 $ 109,722 Non-compete agreements 4,566 3,074 — 1,492 Trade name 1,500 1,467 — 33 Total $ 199,275 $ 71,527 $ 16,501 $ 111,247 The estimated amortization expense for the next five years on definite-lived intangible assets as of December 31, 2018 is as follows: 2019 2020 2021 2022 2023 Customer relationships $ 9,350 $ 9,350 $ 9,207 $ 9,007 $ 8,659 Non-compete agreements 516 486 438 81 — Total $ 9,866 $ 9,836 $ 9,645 $ 9,088 $ 8,659 Additionally, the Company reviews its long-lived assets for impairment whenever events or changes in circumstances indicate the carrying amount may not be recoverable. Impairment is recognized on assets classified as held and used when the sum of undiscounted estimated cash flows expected to result from the use of the asset is less than the carrying value. If such measurement indicates a possible impairment, the estimated fair value of the asset is compared to its net book value to measure the impairment charge, if any. In conjunction with the June 30, 2016 TQI goodwill impairment assessment the Company determined there were indicators that TQI's customer relationship and non-compete intangible assets were impaired, as the undiscounted cash flows associated with the applicable assets no longer exceeded the related assets' net book values. The Company estimated the fair value of the customer relationship and non-compete assets using an income approach (level 3). Under this method, an intangible asset's fair value is equal to the present value of the incremental after-tax cash flows (excess earnings) attributable solely to the intangible asset over its remaining useful life. To estimate fair value, the Company used cash flows discounted at rates considered appropriate given the inherent risks associated with each type of asset. The Company believed the level and timing of cash flows appropriately reflected market participant assumptions. As a result of these estimates the Company recorded an impairment charge of $16,501 related to TQI customer relationships during the year ended December 31, 2016. The Company incurred no such impairment charges during the years ended December 31, 2017 or 2018. |
Debt and Capital Lease Obligati
Debt and Capital Lease Obligations | 12 Months Ended |
Dec. 31, 2018 | |
Debt and Capital Lease Obligations [Abstract] | |
Debt and Capital Leases Disclosures [Text Block] | Debt and Capital Lease Obligations Credit Facilities On September 29, 2017, the Company entered into a five -year senior unsecured revolving credit facility (the “Facility”) with a maximum aggregate principal amount of $150,000 , with a sublimit of $30,000 for letters of credit and a sublimit of $30,000 for swing line loans. The Facility may be increased by up to $100,000 to a maximum aggregate principal amount of $250,000 pursuant to the terms of the credit agreement, subject to the lenders’ agreement to increase their commitments or the addition of new lenders extending such commitments. Such increases to the Facility may be in the form of additional revolving credit loans, term loans or a combination thereof, and are contingent upon there being no events of default under the Facility and satisfaction of other conditions precedent and are subject to the other limitations set forth in the credit agreement. The Facility is scheduled to mature in September 2022. The proceeds were used to refinance existing indebtedness of the Company and may also be used for working capital, capital expenditures and other general corporate purposes. The Facility refinanced the Company’s obligations for its unsecured credit facility under the credit agreement dated as of February 4, 2015, as amended, which was terminated as of the date of the new Facility. Unless the Company elects otherwise under the credit agreement, interest on borrowings under the Facility is based on the highest of (a) the federal funds rate (not less than 0%) plus 0.5% , (b) the administrative agent's prime rate and (c) the LIBOR Rate plus 1.0% , in each case plus a margin that can range from 0.3% to 0.8% with respect to the Facility depending on the Company’s ratio of consolidated funded indebtedness to earnings before interest, taxes, depreciation and amortization, as set forth in the credit agreement. Payments of interest for each loan that is based on the LIBOR Rate are due in arrears on the last day of the interest period applicable to such loan (with interest periods of one, two or three months being available, at the Company’s option). Payments of interest on loans that are not based on the LIBOR Rate are due on the last day of each quarter ended March 31, June 30, September 30 and December 31 of each year. All unpaid amounts of principal and interest are due at maturity. As of December 31, 2018, the Company had $47,500 in borrowings outstanding under the revolving credit facility, $10,650 utilized for outstanding letters of credit and $91,850 of available borrowing capacity under the revolving credit facility. The interest rate on the outstanding borrowings under the facility was 4.1% at December 31, 2018. The Facility contains customary events of default including, among other things, payment defaults, breach of covenants, cross acceleration to material indebtedness, bankruptcy-related defaults, material judgment defaults, and the occurrence of certain change of control events. The occurrence of an event of default may result in, among other things, the termination of the Facilities, acceleration of repayment obligations and the exercise of remedies by the lenders with respect to the Company and its subsidiaries that are party to the Facility. The Facility also contains financial covenants and other covenants that, among other things, restrict the ability of the Company and its subsidiaries, without the approval of the required lenders, to engage in certain mergers, consolidations, asset sales, dividends and stock repurchases, investments, and other transactions or to incur liens or indebtedness in excess of agreed thresholds, as set forth in the credit agreement. As of December 31, 2018, the Company was in compliance with the aforementioned covenants. Capital Leases Primarily through acquisitions, the Company assumed several equipment leases that met the criteria for classification as a capital lease. The leased equipment is being amortized over the shorter of the lease term or useful life. Property and equipment include the following amounts for assets under capital leases: December 31, December 31, Equipment $ 635 $ 635 Accumulated amortization (518 ) (413 ) $ 117 $ 222 Amortization of assets under capital leases is included in depreciation and amortization expense. Future minimum payments, by year and in the aggregate, under non-cancelable capital leases with initial or remaining terms of one year or more consist of the following at December 31, 2018: 2019 $ 325 2020 60 Total 385 Less amounts representing interest 22 Present value of net minimum lease payments (including current portion of $309) $ 363 Interest Payments Cash interest payments during 2018, 2017 and 2016 were $1,841 , $1,193 and $1,770 , respectively. No interest was capitalized during the years ended December 31, 2018, 2017 and 2016. |
Shareholder's Equity, Stock Opt
Shareholder's Equity, Stock Options and Net Income per Share (Notes) | 12 Months Ended |
Dec. 31, 2018 | |
Shareholders’ Equity, Stock Options and Net Income per Share [Abstract] | |
Stockholders' Equity Note Disclosure [Text Block] | Shareholders' Equity, Stock Options and Net Income per Share Preferred Stock There are 5,000,000 shares of preferred stock with a par value of $0.01 authorized, but no shares have been issued to date. Cash Dividends During the fourth quarter of 2018 , the Company’s Board of Directors declared a cash dividend of $0.18 per share of Common Stock. During the first, second and third quarters of 2018, each quarter of 2017 and the fourth quarter of 2016, the Company's Board of Directors declared a cash dividend of $0.15 per share of Common Stock. During the first, second and third quarters of 2016, the Company's Board of Directors declared a cash dividend of $0.12 per share of Common Stock. On February 5, 2019, the Company’s Board of Directors declared a $0.18 per share dividend that will be paid in the first quarter of 2019. The Company expects to continue to pay regular quarterly cash dividends, though each subsequent quarterly dividend is subject to review and approval by the Board of Directors. Repurchase of Common Stock On July 21, 2016, our Board of Directors approved a stock repurchase plan that authorized the repurchase of up to 3,000,000 shares of the Company's Common Stock. Under the 2016 repurchase plan, during the year ended December 31, 2018, we repurchased 1,109,270 shares of Common Stock for $66,126 , or $59.61 per share. As of December 31, 2018 , 709,395 shares remain that may be repurchased. On February 5, 2019, our Board of Directors canceled the Company’s remaining 2016 share repurchase authorization and approved a stock repurchase authorization for up to 5,000,000 shares of the Company’s common stock. The amount and timing of any repurchases under the Company’s new repurchase authorization will be at such prices as determined by management of the Company. Repurchases of common stock may also be made under a Rule 10b5-1 plan, which would permit common stock to be repurchased when the Company might otherwise be precluded from doing so under insider trading laws. Stock repurchases may be commenced or suspended from time to time for any reason. Share-Based Compensation In May 2016, with the approval of shareholders, the Company adopted the 2016 Omnibus Incentive Compensation Plan (the “Omnibus Plan”) to reserve for issuance 2,000,000 common shares. Options issued under these plans have seven year terms and vest over a two to three -year period. With the adoption of the Omnibus Plan, no further awards will be issued under the 1999 Amended Plan. As of December 31, 2018, there were approximately 1,266,219 shares remaining available for grant under the Omnibus Plan. Employee Activity - Options The following table summarizes the Company’s employee stock options outstanding as of December 31, 2018 : Outstanding Exercisable Weighted- Weighted- Weighted- Range of Number Average Average Number Average Exercise Outstanding Remaining Exercise Exercisable Exercise Price (000) Contractual Life Price (000) Price $ 36.90 - 37.14 36 1.0 $ 37.11 36 $ 37.11 41.32 - 44.90 135 3.5 43.39 101 43.33 45.34 - 48.32 116 5.0 47.76 42 47.61 50.71 - 53.73 53 3.4 51.13 49 50.95 57.18 - 60.42 98 6.1 58.78 2 57.18 64.26 - 64.26 100 6.7 64.26 — — $ 36.90 - 64.26 538 4.7 $ 51.37 230 $ 44.89 The following tables summarize the Company’s employee stock option activity and related information for the years ended December 31, 2018 , 2017 and 2016 : Year ended December 31, 2018 December 31, 2017 December 31, 2016 Weighted- Weighted- Weighted- Average Average Average Options Exercise Options Exercise Options Exercise (000) Price (000) Price (000) Price Outstanding at beginning of year 440 $ 45 564 $ 41 786 $ 32 Granted 193 62 128 48 137 44 Exercised (95 ) 41 (206 ) 35 (346 ) 24 Forfeited — — (46 ) 46 (13 ) 35 Outstanding at end of year 538 $ 51 440 $ 45 564 $ 41 Exercisable at end of year 230 $ 45 226 $ 42 331 $ 37 Weighted-average fair value of options granted during the year $ 16 $ 13 $ 12 Aggregate intrinsic value for options exercised $ 1,992 $ 3,569 $ 7,803 Average aggregate intrinsic value for options outstanding $ 4,550 Average aggregate intrinsic value for exercisable options $ 3,439 Year ended December 31, December 31, December 31, Shared-based compensation for options $ 1,578 $ 1,313 $ 1,473 Tax benefit for option compensation $ 398 $ 466 $ 546 Unrecognized compensation cost for options $ 3,128 Weighted average period over which unrecognized compensation will be recognized (years) 2.2 Employee Activity – Non-vested shares Non-vested share grants to employees vest ratably over a three -year period. The following tables summarize the Company's employee non-vested share activity and related information: Year ended December 31, 2018 December 31, 2017 December 31, 2016 Weighted- Weighted- Weighted- Non-vested Average Non-vested Average Non-vested Average Shares Grant Date Shares Grant Date Shares Grant Date (000) Fair Value (000) Fair Value (000) Fair Value Outstanding and non-vested at beginning of year 227 $ 47 222 $ 45 191 $ 46 Granted 202 60 126 48 134 44 Vested (107 ) 56 (105 ) 45 (94 ) 44 Forfeited (7 ) 52 (16 ) 47 (9 ) 45 Outstanding and non-vested at end of year 315 $ 55 227 $ 47 222 $ 45 Aggregate grant date fair value $ 17,295 $ 10,618 $ 10,108 Total fair value of shares vested during the year $ 6,040 $ 5,040 $ 4,064 Year ended December 31, December 31, December 31, Shared-based compensation for non-vested shares $ 6,874 $ 5,045 $ 4,614 Tax benefit for non-vested share compensation $ 1,732 $ 1,791 $ 1,712 Unrecognized compensation cost for non-vested shares $ 11,003 Weighted average period over which unrecognized compensation will be recognized (years) 1.8 Employee Activity – Performance shares In 2018, 2017 and 2016, the Company granted performance shares to key employees. Under the terms of the performance share agreements, on the third anniversary of the grant date, the Company will issue to the employees a calculated number of common stock shares based on the three year performance of the Company's total shareholder return as compared to the total shareholder return of a selected peer group. No shares may be issued if the Company total shareholder return outperforms 25% or less of the peer group, but the number of shares issued may be doubled if the Company total shareholder return performs better than 90% of the peer group. The following tables summarize the Company's employee performance share activity, assuming median share awards, and related information: Year ended December 31, December 31, December 31, Weighted- Weighted- Weighted- Non-vested Average Non-vested Average Non-vested Average Shares Grant Date Shares Grant Date Shares Grant Date (000) Fair Value (000) Fair Value (000) Fair Value Outstanding and non-vested at beginning of year 69 $ 58 80 $ 55 77 $ 52 Granted 18 72 27 56 29 49 Additional shares awarded based on performance — — — — 7 40 Vested — — — — (33 ) 40 Forfeited (22 ) 67 (38 ) 51 — — Outstanding and non-vested at end of year 65 $ 58 69 $ 58 80 $ 55 Aggregate grant date fair value $ 3,795 $ 3,980 $ 4,373 Year ended December 31, December 31, December 31, Shared-based compensation for performance shares $ 1,263 $ 1,045 $ 1,447 Tax benefit for performance share compensation $ 318 $ 371 $ 537 Unrecognized compensation cost for performance shares $ 1,415 Weighted average period over which unrecognized compensation will be recognized (years) 1.7 Employee Activity – Employee Stock Purchase Plan Under the ESPP, at December 31, 2018, the Company is authorized to issue up to a remaining 362,404 shares of Common Stock to employees of the Company. For the years ended December 31, 2018, 2017 and 2016, participants under the ESPP purchased 9,455 , 9,954 , and 11,174 shares, respectively, at an average price of $50.63 , $46.01 , and $39.50 per share, respectively. The weighted-average fair value of each purchase right under the ESPP granted for the years ended December 31, 2018, 2017 and 2016, which is equal to the discount from the market value of the Common Stock at the end of each six month purchase period, was $6.26 , $9.26 , and $6.46 per share, respectively. Share-based compensation expense of $59 , $92 , and $72 was recognized in salaries, wages and employee benefits, during the years ended December 31, 2018, 2017 and 2016, respectively. Non-employee Directors – Non-vested shares In May 2006, the Company’s shareholders approved the Company’s 2006 Non-Employee Director Stock Plan (the “2006 Plan”). The Company’s shareholders then approved the Company’s Amended and Restated Non-Employee Director Stock Plan (the “Amended Plan”) on May 22, 2007. The Amended Plan was then further amended and restated on December 17, 2008. Under the Amended Plan, on the first business day after each Annual Meeting of Shareholders, each non-employee director will automatically be granted an award (the “Annual Grant”), in such form and size as the Board determines from year to year. Unless otherwise determined by the Board, Annual Grants will become vested and nonforfeitable on the earlier of (a) the day immediately prior to the first Annual Meeting that occurs after the Grant Date or (b) the first anniversary of the Grant Date so long as the non-employee director’s service with the Company does not earlier terminate. Each director may elect to defer receipt of the shares under a non-vested share award until the director terminates service on the Board of Directors. If a director elects to defer receipt, the Company will issue deferred stock units to the director, which do not represent actual ownership in shares and the director will not have voting rights or other incidents of ownership until the shares are issued. However, the Company will credit the director with dividend equivalent payments in the form of additional deferred stock units for each cash dividend payment made by the Company. In May 2016, with the approval of shareholders, the Company further amended the Amended Plan to reserve for issuance an additional 160,000 common shares, increasing the total number of reserved common shares under the Amended Plan to 360,000 . As of December 31, 2018, there were approximately 132,313 shares remaining available for grant. The following tables summarize the Company's non-employee non-vested share activity and related information: Year ended December 31, December 31, December 31, Non-vested Non-vested Non-vested Shares and Weighted- Shares and Weighted- Shares and Weighted- Deferred Average Deferred Average Deferred Average Stock Units Grant Date Stock Units Grant Date Stock Units Grant Date (000) Fair Value (000) Fair Value (000) Fair Value Outstanding and non-vested at beginning of year 11 $ 52 16 $ 44 15 $ 51 Granted 16 59 14 52 16 44 Vested (12 ) 52 (16 ) 44 (15 ) 51 Forfeited — — (3 ) 49 — — Outstanding and non-vested at end of year 15 $ 59 11 $ 52 16 $ 44 Aggregate grant date fair value $ 920 $ 742 $ 688 Total fair value of shares vested during the year $ 615 $ 809 $ 639 Year ended December 31, December 31, December 31, Shared-based compensation for non-vested shares $ 775 $ 608 $ 728 Tax benefit for non-vested share compensation $ 195 $ 216 $ 263 Unrecognized compensation cost for non-vested shares $ 360 Weighted average period over which unrecognized compensation will be recognized (years) 0.4 Net Income per Share The following table sets forth the computation of net income per basic and diluted share: 2018 2017 2016 (As Adjusted) (As Adjusted) Numerator: Net income and comprehensive income $ 92,051 $ 87,255 $ 27,505 Income allocated to participating securities (881 ) (700 ) (210 ) Numerator for basic and diluted income per share - net income 91,170 86,555 27,295 Denominator: Denominator for basic net income per share - weighted-average shares (in thousands) 29,076 29,867 30,283 Effect of dilutive stock options (in thousands) 80 64 130 Effect of dilutive performance shares (in thousands) 34 33 31 Denominator for diluted net income per share - adjusted weighted-average shares (in thousands) 29,190 29,964 30,444 Basic net income per share $ 3.14 $ 2.90 $ 0.90 Diluted net income per share $ 3.12 $ 2.89 $ 0.90 The number of instruments that could potentially dilute net income per basic share in the future, but that were not included in the computation of net income per diluted share because to do so would have been anti-dilutive for the periods presented, are as follows: 2018 2017 2016 Anti-dilutive stock options (in thousands) 126 172 310 Anti-dilutive performance shares (in thousands) 16 — — Anti-dilutive non-vested shares and deferred stock units (in thousands) 9 — — Total anti-dilutive shares (in thousands) 151 172 310 |
Income Taxes (Notes)
Income Taxes (Notes) | 12 Months Ended |
Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes Tax Reform On December 22, 2017, President Trump signed into law H.R. 1, “An Act to provide for reconciliation pursuant to titles II and V of the concurrent resolution on the budget for fiscal year 2018” (this legislation is referred to herein as the “U.S. Tax Act”). The U.S. Tax Act provided for significant changes in the U.S. Internal Revenue Code of 1986, as amended. The U.S. Tax Act contains provisions with separate effective dates but is generally effective for taxable years beginning after December 31, 2017. Beginning on January 1, 2018, the U.S. Tax Act lowered the U.S. corporate income tax rate from 35% to 21% on our U.S. earnings from that date and beyond. The revaluation of our U.S. deferred tax assets and liabilities to the 21% corporate tax rate reduced our net U.S. deferred income tax liability by approximately $15,901 which is reflected as a reduction in our income tax expense in our results for the quarter and year ended December 31, 2017. On December 22, 2017, the SEC staff issued SAB 118 that allows us to record provisional amounts during a measurement period not to extend beyond one year of the enactment date. As of December 22, 2018, the Company has completed its accounting for all of the enactment-date income tax effects of the U.S. Tax Act. The Company made no adjustments to the provisional amounts recorded at December 31, 2017. Income Taxes The provision for income taxes consists of the following: 2018 2017 2016 (As Adjusted) (As Adjusted) Current: Federal $ 16,572 $ 28,556 $ 24,139 State 3,559 4,043 3,052 20,131 32,599 27,191 Deferred: Federal 7,194 (11,860 ) 3,145 State 870 (457 ) 269 8,064 (12,317 ) 3,414 $ 28,195 $ 20,282 $ 30,605 The tax benefit associated with the exercise of stock options and the vesting of non-vested shares recorded to additional paid in capital during the year ended December 31, 2016 was $1,732 and is reflected as an increase in additional paid-in capital in the accompanying consolidated statements of shareholders’ equity. For 2018 and 2017, FASB guidance required the recognition of the income tax effects of awards in the income statement when the awards vest or are settled thus eliminating additional paid in capital ("APIC") pools. The historical income tax expense differs from the amounts computed by applying the federal statutory rate of 21.0% for 2018 and 35.0% for 2017 and 2016 to income before income taxes as follows: 2018 2017 2016 (As Adjusted) (As Adjusted) Tax expense at the statutory rate $ 25,252 $ 37,637 $ 20,399 State income taxes, net of federal benefit 3,685 2,339 2,229 Share-based compensation (50 ) (366 ) — Qualified stock options 12 32 (88 ) Other permanent differences 163 252 474 TQI goodwill impairment — — 8,990 Deferred tax asset valuation allowance 35 78 (2 ) Federal qualified property deductions — (2,075 ) (1,311 ) Federal income tax credits (207 ) (58 ) — Non-taxable acquisitions — (568 ) — Rate impact on deferred tax liabilities — (15,901 ) — Other (695 ) (1,088 ) (86 ) $ 28,195 $ 20,282 $ 30,605 Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Significant components of the Company’s deferred tax liabilities and assets are as follows: December 31, December 31, (As Adjusted) Deferred tax assets: Accrued expenses $ 10,362 $ 8,228 Allowance for doubtful accounts 535 777 Share-based compensation 3,526 3,002 Accruals for income tax contingencies 217 251 Net operating loss carryforwards 2,906 4,733 Total deferred tax assets 17,546 16,991 Valuation allowance (395 ) (360 ) Total deferred tax assets, net of valuation allowance 17,151 16,631 Deferred tax liabilities: Tax over book depreciation 25,606 19,402 Intangible assets 10,904 11,108 Prepaid expenses deductible when paid 3,902 3,460 Goodwill 13,913 11,741 Total deferred tax liabilities 54,325 45,711 Net deferred tax liabilities $ (37,174 ) $ (29,080 ) Total cash income tax payments, net of refunds, during fiscal years 2018 , 2017 and 2016 were $21,064 , $36,110 and $10,628 , respectively. The Company has considered the weight of all available evidence in determining the need for a valuation allowance against each of the Company’s various deferred tax assets and believes the Company’s history of income is a significant weight of evidence supporting the realization of all of the Company’s federal and most state deferred tax assets. In addition, the Company believes all existing deferred tax liabilities will reverse in a manner that generates enough taxable income to realize an offsetting amount of deferred tax assets. Given the historical positive performance of the Company for having more than ten consecutive years of profitability, the Company expects to fully utilize the vast majority of its deferred tax assets and has concluded that the only valuation allowance needed relates to state net operating loss carryforwards, as noted below. As a result of the Towne acquisition the Company has approximately $10,258 , $18,586 and $27,050 of federal net operating losses as of December 31, 2018, 2017 and 2016 respectively, that will expire between 2020 and 2030. The Company expects to be able to fully utilize these federal net operating losses before they expire. At December 31, 2018 and 2017 , the Company had state net operating loss carryforwards of $18,148 and $18,126 , respectively, that will expire between 2018 and 2030. Also, the use of these state net operating losses is limited to the future taxable income of separate legal entities. Based on expectations of future taxable income, management believes that it is more likely than not that the results of operations for certain separate legal entities will not generate sufficient taxable income to realize portions of these net operating loss benefits for state loss carryforwards. As a result, a valuation allowance has been provided for the state loss carryforwards for these specific legal entities. The valuation allowance on these state loss carryforwards increased $35 during 2018 and $78 during 2017. Income Tax Contingencies The Company, or one of its subsidiaries, files income tax returns in the U.S. federal jurisdiction, various states and Canada. With a few exceptions, the Company is no longer subject to U.S. federal, state and local, or Canadian examinations by tax authorities for years before 2012. A reconciliation of the beginning and ending amount of unrecognized tax benefit is as follows: Liability for Unrecognized Tax Benefits Balance at December 31, 2015 $ 773 Reductions for settlement with state taxing authorities (247 ) Additions for tax positions of current year 56 Balance at December 31, 2016 582 Reductions for settlement with state taxing authorities (14 ) Additions for tax positions of prior years 400 Additions for tax positions of current year 366 Balance at December 31, 2017 1,334 Reductions for settlement with state taxing authorities (271 ) Reductions for tax positions of prior years (40 ) Additions for tax positions of current year 35 Balance at December 31, 2018 $ 1,058 Included in the liability for unrecognized tax benefits at December 31, 2018 and December 31, 2017 are tax positions of $1,058 and $1,334 , respectively, which represents tax positions where the realization of the ultimate benefit is uncertain and the disallowance of which would affect the Company’s annual effective income tax rate. In addition, at December 31, 2018 and December 31, 2017 , the Company had accrued penalties associated with unrecognized tax benefits of $61 and $105 , respectively. At December 31, 2018 and December 31, 2017 , the Company also had accrued interest associated with unrecognized tax benefits of $143 and $201 , respectively. |
Operating Leases
Operating Leases | 12 Months Ended |
Dec. 31, 2018 | |
Operating Leases [Abstract] | |
Leases of Lessee Disclosure [Text Block] | Operating Leases The Company leases certain facilities under noncancellable operating leases that expire in various years through 2026. Certain leases may be renewed for periods varying from one to ten years. The Company has entered into or assumed through acquisition several operating leases for tractors, straight trucks and trailers with original lease terms between three and five years. These leases expire in various years through 2023 and may not be renewed beyond the original term. Sublease rental income was $1,724 , $1,923 and $1,517 in 2018, 2017 and 2016, respectively. In 2019, the Company expects to receive aggregate future minimum rental payments under noncancellable subleases of approximately $1,155 . Noncancellable subleases expire between 2019 and 2021. Future minimum rental payments under noncancellable operating leases with initial or remaining terms in excess of one year consisted of the following at December 31, 2018: 2019 $ 51,380 2020 40,999 2021 29,598 2022 16,612 2023 9,234 Thereafter 11,459 Total $ 159,282 |
Commitments and Contingencies (
Commitments and Contingencies (Notes) | 12 Months Ended |
Dec. 31, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies From time to time, the Company is party to ordinary, routine litigation incidental to and arising in the normal course of business. The Company does not believe that any of these pending actions, individually or in the aggregate, will have a material adverse effect on its financial condition, results of operations or cash flows. The primary claims in the Company’s business relate to workers’ compensation, property damage, vehicle liability and employee medical benefits. Most of the Company’s insurance coverage provides for self-insurance levels with primary and excess coverage which management believes is sufficient to adequately protect the Company from catastrophic claims. Such insurance coverage above the applicable self-insurance levels continues to be an important part of the Company's risk management process. In the opinion of management, adequate provision has been made for all incurred claims up to the self-insured limits, including provision for estimated claims incurred but not reported. The Company estimates its self-insurance loss exposure by evaluating the merits and circumstances surrounding individual known claims and by performing hindsight and actuarial analysis to determine an estimate of probable losses on claims incurred but not reported. Such losses should be realized immediately as the events underlying the claims have already occurred as of the balance sheet dates. Because of the uncertainty of the ultimate resolution of outstanding claims, as well as uncertainty regarding claims incurred but not reported, it is possible that management’s provision for these losses could change materially in the near term. However, no estimate can currently be made of the range of additional loss that is at least reasonably possible. As of December 31, 2018, the Company had commitments to purchase trailers and forklifts for approximately $14,305 during 2019. |
Employee Benefit Plan (Notes)
Employee Benefit Plan (Notes) | 12 Months Ended |
Dec. 31, 2018 | |
Employee Benefit Plan [Abstract] | |
Compensation and Employee Benefit Plans [Text Block] | Employee Benefit Plan The Company has a retirement savings plan (the “401(k) Plan”). The 401(k) Plan is a defined contribution plan whereby employees who have completed 90 days of service, a minimum of 1,000 hours of service and are age 21 or older are eligible to participate. The 401(k) Plan allows eligible employees to make contributions of 2.0% to 80.0% of their annual compensation. For all periods presented, employer contributions were made at 25.0% of the employee’s contribution up to a maximum of 6.0% of total annual compensation, except where government limitations prohibit. Employer contributions vest 20.0% after two years of service and continue vesting 20.0% per year until fully vested. The Company’s matching contributions expensed in 2018 , 2017 and 2016 were approximately $1,713 , $1,441 and $1,056 , respectively. |
Financial Instruments (Notes)
Financial Instruments (Notes) | 12 Months Ended |
Dec. 31, 2018 | |
Financial Instruments, Financial Assets, Balance Sheet Groupings [Abstract] | |
Financial Instruments Disclosure [Text Block] | Financial Instruments Off Balance Sheet Risk At December 31, 2018, the Company had letters of credit outstanding totaling $10,650 . Fair Value of Financial Instruments The following methods and assumptions were used by the Company in estimating its fair value disclosures for financial instruments: Accounts receivable and accounts payable: The carrying amounts reported in the balance sheet for accounts receivable and accounts payable approximate their fair value based on their short-term nature. The Company’s revolving credit facility and term loan bear variable interest rates plus additional basis points based upon covenants related to total indebtedness to earnings. As the term loan bears a variable interest rate and there have been no significant changes to our credit rating, the carrying value approximates fair value. Using interest rate quotes and discounted cash flows, the Company estimated the fair value of its outstanding capital lease obligations as follows: December 31, December 31, Carrying Value Fair Value Carrying Value Fair Value Capital lease obligations $ 363 $ 374 $ 724 $ 744 The Company's fair value estimates for the above financial instruments are classified within level 3 of the fair value hierarchy as defined in the FASB Codification. |
Segment Reporting (Notes)
Segment Reporting (Notes) | 12 Months Ended |
Dec. 31, 2018 | |
Segment Reporting [Abstract] | |
Segment Reporting | Segment Reporting The Company has four reportable segments based on information available to and used by the chief operating decision maker. Expedited LTL operates a comprehensive national network that provides expedited regional, inter-regional and national LTL and final mile services. The TLS segment provides expedited truckload brokerage, dedicated fleet services and high security and temperature-controlled logistics services. The Intermodal segment primarily provides first- and last-mile high value intermodal container drayage services both to and from seaports and railheads. Pool Distribution provides high-frequency handling and distribution of time sensitive product to numerous destinations. Except for certain insurance activity, the accounting policies of the segments are the same as those described in the summary of significant accounting policies disclosed in Note 1. For workers compensation and vehicle claims each segment is charged an insurance premium and is also charged a deductible that corresponds with our corporate deductibles disclosed in Note 1. However, any losses beyond our deductibles and any loss development factors applied to our outstanding claims as a result of actuary analysis are not passed to the segments, but recorded at the corporate level within Eliminations and Other. Segment data includes intersegment revenues. Costs of the corporate headquarters and shared services are allocated to the segments based on usage. The expense associated with shared operating assets, such as trailers, are allocated between operating segments based on usage. However, the carrying value of the asset's basis are not allocated. The Company evaluates the performance of its segments based on income from operations. The Company’s business is conducted in the U.S. and Canada. The following tables summarize segment information about results from operations and assets used by the chief operating decision maker of the Company in making decisions regarding allocation of assets and resources as of and for the years ended December 31, 2018 , 2017 and 2016 . Year ended December 31, 2018 Expedited LTL Truckload Premium Services Pool Distribution Intermodal Eliminations & Other Consolidated External revenues $ 740,332 $ 186,114 $ 193,690 $ 200,750 $ — $ 1,320,886 Intersegment revenues 7,230 6,468 427 256 (14,381 ) — Depreciation and amortization 22,523 6,429 6,900 6,329 2 42,183 Share-based compensation expense 7,761 696 453 984 655 10,549 Interest expense 1 (21 ) — 58 1,745 1,783 Income (loss) from operations 96,385 5,055 5,870 23,266 (8,545 ) 122,031 Total assets 478,888 71,163 64,306 167,002 (21,144 ) 760,215 Capital expenditures 38,520 190 2,729 854 — 42,293 Year ended December 31, 2017 (As Adjusted) Expedited LTL Truckload Premium Services Pool Distribution Intermodal Eliminations & Other Consolidated External revenues $ 652,304 $ 194,402 $ 168,194 $ 154,446 $ — $ 1,169,346 Intersegment revenues 3,534 7,350 289 238 (11,411 ) — Depreciation and amortization 22,103 6,328 6,773 5,848 3 41,055 Share-based compensation expense 6,776 378 387 562 — 8,103 Interest expense 3 2 — 48 1,156 1,209 Income (loss) from operations 87,969 3,215 6,378 12,963 (1,768 ) 108,757 Total assets 440,823 65,829 55,970 149,150 (19,150 ) 692,622 Capital expenditures 36,650 33 1,068 514 — 38,265 Year ended December 31, 2016 ( As Adjusted) Expedited LTL Truckload Premium Services Pool Distribution Intermodal Eliminations & Other Consolidated External revenues $ 593,472 $ 179,989 $ 151,245 $ 105,504 $ — $ 1,030,210 Intersegment revenues 3,067 1,018 607 160 (4,852 ) — Depreciation and amortization 21,919 6,441 5,975 3,876 (1 ) 38,210 Share-based compensation expense 7,209 332 334 459 — 8,334 Impairment of goodwill and other intangible assets — 42,442 — — — 42,442 Interest expense 1,687 3 — 83 (176 ) 1,597 Income (loss) from operations 83,142 (35,409 ) 3,633 11,060 (2,723 ) 59,703 Total assets 443,077 53,695 50,271 130,295 (33,290 ) 644,048 Capital expenditures 37,501 1,828 2,637 220 — 42,186 |
Quarterly Results of Operations
Quarterly Results of Operations (Unaudited) | 12 Months Ended |
Dec. 31, 2018 | |
Quarterly Results of Operations (Unaudited) [Abstract] | |
Quarterly Financial Information [Text Block] | Quarterly Results of Operations (Unaudited) The following is a summary of the quarterly results of operations for the years ended December 31, 2018 and 2017 : 2018 March 31 June 30 September 30 December 31 Operating revenue $ 302,608 $ 330,343 $ 331,375 $ 356,561 Income from operations 24,235 32,870 29,879 35,047 Net income 17,741 24,298 22,329 27,684 Net income per share: Basic $ 0.60 $ 0.83 $ 0.76 $ 0.95 Diluted $ 0.60 $ 0.82 $ 0.76 $ 0.95 2017 (As Adjusted) March 31 June 30 September 30 December 31 Operating revenue $ 262,046 $ 283,876 $ 298,289 $ 325,136 Income from operations 23,743 29,996 27,176 27,843 Net income 14,581 19,666 18,328 34,681 Net income per share: Basic $ 0.48 $ 0.65 $ 0.61 $ 1.17 Diluted $ 0.48 $ 0.65 $ 0.61 $ 1.16 |
Schedule II - Valuation and Qua
Schedule II - Valuation and Qualifying Accounts (Notes) | 12 Months Ended |
Dec. 31, 2018 | |
SEC Schedule, 12-09, Valuation and Qualifying Accounts [Abstract] | |
SEC Schedule, 12-09, Schedule of Valuation and Qualifying Accounts Disclosure [Text Block] | Col. A Col. B Col. C Col. D Col. E Balance at Beginning of Period Charged to Costs and Expenses Charged to Other Accounts Described Deductions -Described Balance at End of Period Year ended December 31, 2018 Allowance for doubtful accounts $ 2,542 $ 139 $ — $ 1,372 (2) $ 1,309 Allowance for revenue adjustments (1) 464 — 3,628 3,320 (3) 772 Income tax valuation 360 35 — — 395 3,366 174 3,628 4,692 2,476 Year ended December 31, 2017 Allowance for doubtful accounts $ 1,309 $ 1,814 $ — $ 581 (2) $ 2,542 Allowance for revenue adjustments (1) 405 — 3,055 2,996 (3) 464 Income tax valuation 282 78 — — 360 1,996 1,892 3,055 3,577 3,366 Year ended December 31, 2016 Allowance for doubtful accounts $ 1,310 $ 258 $ — $ 259 (2) $ 1,309 Allowance for revenue adjustments (1) 1,095 — 2,020 2,710 (3) 405 Income tax valuation 284 (2 ) — — 282 2,689 256 2,020 2,969 1,996 (1) Represents an allowance for adjustments to accounts receivable due to disputed rates, accessorial charges and other aspects of previously billed shipments. (2) Represents uncollectible accounts written off, net of recoveries (3) Represents adjustments to billed accounts receivable |
Accounting Policies Accounting
Accounting Policies Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
Use of Estimates, Policy [Policy Text Block] | Use of Estimates The preparation of the consolidated financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Actual results could differ from those estimates. Significant areas requiring management estimates include the following key financial areas: Allowance for Doubtful Accounts The Company evaluates the collectability of its accounts receivable based on a combination of factors. In circumstances in which the Company is aware of a specific customer’s inability to meet its financial obligations to the Company (for example, bankruptcy filings, accounts turned over for collection, or litigation), the Company records a specific reserve for these bad debts against amounts due to reduce the net recognized receivable to the amount the Company reasonably believes will be collected. For all other customers, the Company recognizes reserves for these bad debts based on the length of time the receivables are past due. Specifically, amounts that are 90 days or more past due are reserved at 50.0% for Expedited LTL, 10.0% for Intermodal, 25.0% for Pool and up to 50.0% for TLS. If circumstances change (i.e., the Company experiences higher than expected defaults or an unexpected material adverse change in a customer’s ability to meet its financial obligations to the Company), the estimates of the recoverability of amounts due to the Company could be changed by a material amount. Accounts are written off after all means of collection, including legal action, have been exhausted. Allowance for Revenue Adjustments The Company’s allowance for revenue adjustments consists of amounts reserved for billing rate changes that are not captured upon load initiation. These adjustments are recorded in revenue from operations and generally arise: (1) when the sales department contemporaneously grants small rate changes (“spot quotes”) to customers that differ from the standard rates in the system; (2) when freight requires dimensionalization or is reweighed resulting in a different required rate; (3) when billing errors occur; and (4) when data entry errors occur. When appropriate, permanent rate changes are initiated and reflected in the system. The Company monitors the manual revenue adjustments closely through the employment of various controls that are in place to ensure that revenue recognition is not compromised. During 2018, average revenue adjustments per month were approximately $302 on average revenue per month of approximately $110,074 ( 0.3% of monthly revenue). In order to estimate the allowance for revenue adjustments related to ending accounts receivable, the Company prepares an analysis that considers average monthly revenue adjustments and the average lag for identifying and quantifying these revenue adjustments. Based on this analysis, the Company establishes an allowance covering approximately 35 - 85 days (dependent upon experience in the last twelve months) of average revenue adjustments, adjusted for rebates and billing errors. The lag is periodically adjusted based on actual historical experience. Additionally, the average amount of revenue adjustments per month can vary in relation to the level of sales or based on other factors (such as personnel issues that could result in excessive manual errors or in excessive spot quotes being granted). Both of these significant assumptions are continually evaluated for appropriateness. Self-Insurance Loss Reserves Under U.S. Department of Transportation (“DOT”) regulations, the Company is liable for property damage and personal injuries caused by owner-operators and Company-employed drivers while they are operating on our behalf. Additionally, from time to time, the drivers employed and engaged by the third-party transportation carriers we contract with are involved in accidents, which may result in serious personal injuries. The resulting types and/or amounts of damages may be excluded by or exceed the amount of insurance coverage maintained by the contracted carrier. Although these drivers are not our employees, all of these drivers are employees, owner-operators, or independent contractors working for carriers and, from time to time, claims may be asserted against us for their actions, or for our actions in retaining them. The Company currently maintains liability insurance coverage that it believes is adequate to cover third-party claims. The Company has a self-insured retention ("SIR") of $3,000 per occurrence for vehicle and general liability claims and will be responsible for any damages and personal injuries below that self-insured amount. The Company is also responsible for varying annual aggregate deductible amounts of liability for claims in excess of the SIR/deductible. For the policy year that began April 1, 2018, the Company had an annual $6,000 aggregate deductible for claims between $3,000 and $5,000 . The Company also had a $2,500 aggregate deductible for claims between $5,000 and $10,000 . As a result, the Company is responsible for the first $7,500 per claim, until it meets the $6,000 aggregate deductible for claims between $3,000 and $5,000 and the $2,500 aggregate deductible for claims between $5,000 and $10,000. This insurance covers claims for the LTL Expedited and Pool Distribution segments. TLS maintains separate liability insurance coverage for claims between $0 and $5,000 , and for the policy year that began April 1, 2018, TLS had no SIR for claims in this layer. Intermodal maintains separate liability insurance coverage for all liability claims. For the policy year that began April 1, 2018, Intermodal had an SIR of $50 for each claim. The Company may also be subject to claims for workers’ compensation. The Company maintains workers’ compensation insurance coverage that it believes is adequate to cover such claims. The Company has a SIR of approximately $350 for each such claim, except in Ohio, where it is a qualified self-insured entity with an approximately $500 SIR. The amount of self-insurance loss reserves and loss adjustment expenses is determined based on an estimation process that uses information obtained from both company-specific and industry data, as well as general economic information. The estimation process for self-insurance loss exposure requires management to continuously monitor and evaluate the life cycle of claims. Using data obtained from this monitoring and the Company’s assumptions about the emerging trends, management develops information about the size of ultimate claims based on its historical experience and other available market information. The most significant assumptions used in the estimation process include determining the trend in loss costs, the expected consistency in the frequency and severity of claims incurred but not yet reported, changes in the timing of the reporting of losses from the loss date to the notification date, and expected costs to settle unpaid claims. The Company utilizes a quarterly actuarial analyses to evaluate open claims and estimate the ongoing development exposure. As of December 31, 2018, we have recognized an insurance proceeds receivable and claims payable of $28,520 for open vehicle and workers’ compensation claims in excess of our stop-loss limits. As of December 31, 2017, we recognized an insurance proceeds receivable and claims payable of $8,133 for open vehicle and workers’ compensation claims in excess of our stop-loss limits. These balances are recorded in other assets and other long-term liabilities, respectively, in the Company's consolidated balance sheets. |
Revenue Recognition, Policy [Policy Text Block] | Revenue and Expense Recognition The Company's revenue is generated from providing transportation and related services to customers in accordance with contractual agreements, bill of lading ("BOL") contracts and general tariff provisions. Related services include accessorial charges such as terminal handling, storage, equipment rentals and customs brokerage. These services are distinct and are accounted for as separate performance obligations. Generally, the Company's performance obligations begin when a customer's BOL is received and are satisfied when the delivery of a shipment and related services is completed. The Company recognizes revenue for its services over time to coincide with when its customers simultaneously receive and consume the benefits of these services. Performance obligations are short-term with transit days less than a week. Upon delivery of a shipment or related service, customers are billed and remit payment according to payment terms. Revenue is categorized by line of business as the Company believes this best depicts the nature, timing and amount of revenue and cash flows. For all lines of business, the Company reports revenue on a gross basis as it is the principal in the transaction. In addition, the Company has discretion in setting its service pricing and as a result, the amount earned for these services varies. The Company also has the discretion to select its drivers and other vendors for the services provided to its customers. These factors, discretion in setting prices and discretion in selecting drivers and other vendors, further support reporting revenue on a gross basis. See additional discussion in the Recent Accounting Pronouncements section of this Note and in Note 10, Segment Reporting. All expenses are recognized when incurred. Purchased transportations expenses are typically due to the owner-operator or third-party transportation provider once the delivery of a shipment and related services is completed. To ensure these expenses are properly recognized when incurred, these costs are recognized over time to coincide with the service performance. |
Cash and Cash Equivalents, Policy [Policy Text Block] | Cash and Cash Equivalents The Company considers all highly liquid investments with a maturity of three months or less when purchased to be cash and cash equivalents. |
Inventories, Policy [Policy Text Block] | Inventories Inventories of tires, replacement parts, supplies, and fuel for equipment are stated at the lower of cost or market utilizing the FIFO (first-in, first-out) method of determining cost. Inventories of tires and replacement parts are not material in the aggregate. Replacement parts are expensed when placed in service, while tires are capitalized and amortized over their expected life. Replacement parts and tires are included as a component of other operating expenses in the consolidated statements of comprehensive income. |
Property and Equipment, Policy [Policy Text Block] | Property and Equipment Property and equipment are stated at cost. Expenditures for normal repair and maintenance are expensed as incurred. Depreciation of property and equipment is calculated based upon the cost of the asset, reduced by its estimated salvage value, using the straight-line method over the estimated useful lives as follows: Buildings 30-40 years Equipment 3-10 years Leasehold improvements Lesser of Useful Life or Initial Lease Term Depreciation expense for each of the three years ended December 31, 2018 , 2017 and 2016 was $33,044 , $30,862 and $28,088 respectively. The Company reviews its long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. Impairment is recognized on assets classified as held and used when the sum of undiscounted estimated cash flows expected to result from the use of the asset is less than the carrying value. If such measurement indicates a possible impairment, the estimated fair value of the asset is compared to its net book value to measure the impairment charge, if any. When the criteria have been met for long-lived assets to be classified as held for sale, the assets are recorded at the lower of carrying value or fair market value (less selling costs). See additional discussion in Note 2, Acquisition, Goodwill and Other Long-Lived Assets. |
Operating Leases, Policy [Policy Text Block] | Operating Leases Certain operating leases include rent increases during the initial lease term. For these leases, the Company recognizes the related rental expenses on a straight-line basis over the term of the lease, which includes any rent holiday period, and records the difference between the amounts charged to operations and amount paid as rent as a rent liability. Leasehold improvements are amortized over the shorter of the estimated useful life or the initial term of the lease. Reserves for idle facilities are initially measured at the fair value of the portion of the lease payments associated with the vacated facilities, reduced by estimated sublease rentals. See Recent Accounting Pronouncements for expected changes to lease accounting. In addition, see further discussion in Note 6, Operating Leases. |
Business Combinations Policy [Policy Text Block] | Business Combinations Upon the acquisition of a business, the fair value of the assets acquired and liabilities assumed must be estimated. This requires judgments regarding the identification of acquired assets and liabilities assumed, some of which may not have been previously recorded by the acquired business, as well as judgments regarding the valuation of all identified acquired assets and assumed liabilities. The assets acquired and liabilities assumed are determined by reviewing the operations, interviewing management and reviewing the financial and contractual information of the acquired business. Consideration is typically paid in the form of cash paid upon closing or contingent consideration paid upon satisfaction of a future obligation. If contingent consideration is included in the purchase price, the Company values that consideration as of the acquisition date and it is recorded to goodwill. Once the acquired assets and assumed liabilities are identified, the fair values of the assets and liabilities are estimated using a variety of approaches that require significant judgments. For example, intangible assets are typically valued using a discounted cash flow (“DCF”) analysis, which requires estimates of the future cash flows that are attributable to the intangible asset. A DCF analysis also requires significant judgments regarding the selection of discount rates that are intended to reflect the risks that are inherent in the projected cash flows, the determination of terminal growth rates, and judgments about the useful life and pattern of use of the underlying intangible asset. The valuation of acquired property, plant and equipment requires judgments about current market values, replacement costs, the physical and functional obsolescence of the assets and their remaining useful lives. A failure to appropriately assign fair values to acquired assets and assumed liabilities could significantly impact the amount and timing of future depreciation and amortization expense, as well as significantly overstate or understate assets or liabilities. |
Goodwill and Other Intangible Assets, Policy [Policy Text Block] | Goodwill and Other Intangible Assets Goodwill is recorded at cost based on the excess of purchase price over the fair value of net assets acquired. Goodwill and intangible assets with indefinite lives are not amortized but the Company conducts an annual (or more frequently if circumstances indicate possible impairment) impairment test of goodwill for each reporting unit at June 30 of each year. Examples of such events or circumstances could include a significant change in business climate or a loss of significant customers. Other intangible assets are amortized over their useful lives. Results of impairment testing are described in Note 2, Acquisition, Goodwill and Other Long-Lived Assets. Acquisitions are accounted for using the purchase method. The definite-lived intangible assets of the Company resulting from acquisition activity and the related amortization are described in Note 2, Acquisition, Goodwill and Other Long-Lived Assets. |
Software Development, Policy [Policy Text Block] | Software Development Costs related to software developed or acquired for internal use are expensed or capitalized based on the applicable stage of software development and any capitalized costs are amortized over their estimated useful life. The Company typically uses a five -year straight line amortization for the capitalized amounts of software development costs. At December 31, 2018 and 2017 the Company had $21,492 and $19,567 , respectively, of capitalized software development costs included in property and equipment. Accumulated amortization on these assets was $15,611 and $13,706 at December 31, 2018 and 2017 , respectively. Included in depreciation expense is amortization of capitalized software development costs. Amortization of capitalized software development for the years ended December 31, 2018 , 2017 and 2016 was $1,905 , $1,816 and $1,658 respectively. As of December 31, 2018 the estimated amortization expense for the next five years of capitalized software development costs is as follows: 2019 $ 1,605 2020 1,263 2021 932 2022 653 2023 382 Total $ 4,835 |
Income Taxes, Policy [Policy Text Block] | Income Taxes The Company accounts for income taxes using the liability method, whereby deferred tax assets and liabilities are determined based on differences between financial reporting and tax basis of assets and liabilities and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to be recovered or settled. We report a liability for unrecognized tax benefits resulting from uncertain tax positions taken or expected to be taken in a tax return. We recognize interest and penalties, if any, related to unrecognized tax benefits in interest expense and operating expenses, respectively. See additional discussion in the Note 5, Income Taxes. |
Net Income Per Share, Policy [Policy Text Block] | Net Income Per Share The Company calculates net income per share in accordance with the Financial Accounting Standards Board ("FASB") Accounting Standards Codification and the Hierarchy of Generally Accepted Accounting Principles, Earnings per Share (“ASC 260”). Under ASC 260, basic net income per share is computed by dividing net income available to common shareholders by the weighted-average number of common shares outstanding for the period. The Company's non-vested shares contain non-forfeitable rights to dividends and are therefore considered participating securities for purposes of computing net income per share pursuant to the two-class method. Net income allocated to participating securities was $881 in 2018, $700 in 2017 and $210 in 2016. Net losses are not allocated to participating securities in periods in which the Company incurs a net loss. Diluted net income per share is computed by dividing net income available to common shareholders by the weighted-average number of common shares outstanding after considering the additional dilution from any dilutive non-participating securities. The Company's non-participating securities include options and performance shares. |
Share-based Payments, Policy [Policy Text Block] | Share-Based Payments The Company’s general practice has been to make a single annual grant of share-based compensation to key employees and to make other grants only in connection with new employment or promotions. In addition, the Company makes annual grants to non-employee directors in conjunction with their annual election to our Board of Directors or at the time of their appointment to the Board of Directors. For employees, the Company has granted stock options, non-vested shares and performance shares. For non-employee directors, the Company has generally issued non-vested shares. Stock options typically expire seven years from the grant date and vest ratably over a three -year period. The share-based compensation for stock options is recognized ratably over the requisite service period, or vesting period. The Company uses the Black-Scholes option-pricing model to estimate the grant-date fair value of options granted. The following table contains the weighted-average assumptions used to estimate the fair value of options granted. These assumptions are subjective and changes in these assumptions can materially affect the fair value estimate. December 31, December 31, December 31, Expected dividend yield 1.1 % 1.3 % 1.0 % Expected stock price volatility 24.4 % 28.5 % 28.9 % Weighted average risk-free interest rate 2.7 % 2.0 % 1.3 % Expected life of options (years) 6.1 5.9 5.8 The fair value of non-vested shares issued were estimated using the closing market prices for the business day of the grant. The share-based compensation for the non-vested shares is recognized ratably over the requisite service period or vesting period. The fair value of the performance shares was estimated using a Monte Carlo simulation. The share-based compensation for performance shares are recognized ratably over the requisite service period, or vesting period. The following table contains the weighted-average assumptions used to estimate the fair value of performance shares granted. These assumptions are subjective and changes in these assumptions can materially affect the fair value estimate. Year ended December 31, December 31, December 31, Expected stock price volatility 24.3 % 24.7 % 22.3 % Weighted average risk-free interest rate 2.2 % 1.4 % 0.8 % Under the 2005 Employee Stock Purchase Plan (the “ESPP”), the Company is authorized to issue shares of Common Stock to eligible employees. These shares may be issued at a price equal to 90% of the lesser of the market value on the first day or the last day of each six -month purchase period. Common Stock purchases are paid for through periodic payroll deductions and/or up to two large lump sum contributions. The Company recognizes share-based compensation on the date of purchase based on the difference between the purchase date fair market value and the employee purchase price. See Note 4, Shareholders' Equity, Stock Options and Net Income per Share for additional discussion. |
New Accounting Pronouncements, Policy [Policy Text Block] | Recent Accounting Pronouncements In January 2017, the FASB issued ASU No. 2017-04, Intangibles - Goodwill and Other (Topic 350): "Simplifying the Accounting for Goodwill Impairment." Under the new standard, a goodwill impairment loss will be measured at the amount by which a reporting unit's carrying amount exceeds its fair value, not to exceed the carrying amount of goodwill, thus no longer requiring the two-step method. The guidance requires prospective adoption and will be effective for annual or interim goodwill impairment tests in fiscal years beginning after December 15, 2019. Early adoption of this guidance is permitted for interim or annual goodwill impairment tests performed on testing dates after January 1, 2017. We adopted this guidance as of January 1, 2018 and do not expect any impact to the consolidated financial statements. In February 2016, the FASB issued ASU 2016-02, Leases, which will require lessees to recognize a right-of-use asset with a corresponding lease liability on their balance sheet for most leases classified as operating leases under previous guidance. Lessors will be required to recognize a net lease investment for most leases. Additional qualitative and quantitative disclosures will also be required. We adopted this standard as of January 1, 2019 and therefore, the full impact of this new guidance will be reflected in the Company’s first quarter 2019 financial statements and disclosures. As a result, changes to processes and internal controls to meet the standard’s reporting and disclosure requirements have been implemented. We elected several of the practical expedients permitted under the transition guidance within the new standard. The practical expedients we elected will allow us to carryforward our conclusions over whether any expired or existing contracts contain a lease, to carryforward historical lease classification, and to carryforward our evaluation of initial direct costs for any existing leases. In addition, we elected the practical expedients to combine lease and non-lease components and to keep leases with an initial term of 12 months or less off the balance sheet. For leases with an initial term of 12 months or less, we will recognize the corresponding lease expense on a straight-line basis over the lease term. We applied the transition requirements as of January 1, 2019 and will not present comparative financial statements as allowed per the guidance. In addition, we will recognize a cumulative-effect adjustment to the opening balance of retained earnings in the first quarter 2019 financial statements as allowed per the guidance. We estimate our adoption of the standard will result in the recognition of right-of-use assets and corresponding lease liabilities of approximately $130,000 to $150,000 in the first quarter 2019 financial statements. This asset and corresponding liability could vary to the extent the Company enters into new leases during the quarter. This standard is not expected to materially affect our operating results or liquidity. In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers, which provided guidance on revenue from contracts with customers that superseded most current revenue recognition guidance, including industry-specific guidance. The underlying principle is that an entity will recognize revenue to depict the transfer of goods or services to customers at an amount that the entity expects to be entitled to in exchange for those goods or services. The guidance provides a five-step analysis of transactions to determine when and how revenue is recognized. Other major provisions include capitalization of certain contract costs, consideration of time value of money in the transaction price, and allowing estimates of variable consideration to be recognized before contingencies are resolved in certain circumstances. The guidance also requires enhanced disclosures regarding the nature, amount, timing and uncertainty of revenue and cash flows arising from an entity’s contracts with customers. The guidance is effective for the interim and annual periods beginning on or after December 15, 2017 and we adopted this guidance as of January 1, 2018. The guidance permits the use of either a full retrospective or modified retrospective adoption approach with a cumulative effect adjustment recorded in either scenario as necessary upon transition. As permitted by the guidance, we implemented the use of full retrospective presentation, which required the Company to adjust each prior reporting period presented to conform to the current year presentation. While evaluating principal versus agent relationships under the new standard, we determined that we will transition the fuel surcharge revenue stream from an agent to principal relationship. This caused this revenue stream and associated costs to be recognized on a gross basis that have historically been recognized on a net basis. In addition, based on a review of our customer shipping arrangements, we have concluded that revenue recognition for our performance obligations should be over time. This is because the customer will simultaneously receive and consume the benefits of our services as we perform them over the related service period. A performance obligation is performed over time if an entity determines that another entity would not need to substantially reperform the work completed to date if another entity were to fulfill the remaining performance obligation to the applicable customer. Applying this guidance to our shipping performance obligations, if we were to move a customer’s freight partially to its destination but were unable to complete the remaining obligation, a replacement vendor would only have to complete the transit as opposed to initiating at shipment origin. Therefore, we believe our customers simultaneously receive and consume the benefits we provide and as a result we will recognize the revenue for each shipment over the course of time based on percentage of days in transit. All performance obligations related to the Company's services are completed within twelve months or less. Therefore, the Company has elected the practical expedient permitted under this guidance to not disclose the portion of revenue related to the performance obligations that are unsatisfied, or partially unsatisfied, as of the end of the reporting period. Our revenue from contracts with customers is disclosed within our four reportable segments: Expedited LTL, TLS, Intermodal and Pool. This is consistent with our disclosures in earnings releases and annual reports and with the information regularly reviewed by the chief operating decision maker for evaluating financial performance. The impact of implementing this guidance using the full retrospective approach on the prior period balance sheet and statements of comprehensive income are shown in the "As Adjusted" columns of the following tables: As of December 31, 2017 (In thousands) As Previously Reported Adjustments As Adjusted Balance Sheet: Accounts receivable, net $ 143,041 $ 4,907 $ 147,948 Accounts payable 24,704 6,019 30,723 Deferred income taxes 29,403 (323 ) 29,080 Retained earnings 337,848 (790 ) 337,058 Year ended December 31, 2017 (In thousands, except per share data) As Previously Reported Adjustments As Adjusted Statement of Comprehensive Income: Operating revenue Expedited LTL $ 619,779 $ 36,059 $ 655,838 Truckload Premium Services 179,320 22,432 201,752 Intermodal 148,907 5,777 154,684 Pool Distribution 164,221 4,262 168,483 Eliminations and other operations (11,411 ) — (11,411 ) Consolidated operating revenue 1,100,816 68,530 1,169,346 Operating expenses 992,144 68,445 1,060,589 Income from operations 108,672 85 108,757 Income taxes 20,131 151 20,282 Net income 87,321 (66 ) 87,255 Diluted earnings per share $ 2.89 $ — $ 2.89 Year ended December 31, 2016 (In thousands, except per share data) As Previously Reported Adjustments As Adjusted Statement of Comprehensive Income: Operating revenue Expedited LTL $ 570,778 $ 25,761 $ 596,539 Truckload Premium Services 164,272 16,735 181,007 Intermodal 103,671 1,993 105,664 Pool Distribution 148,661 3,191 151,852 Eliminations and other operations (4,852 ) — (4,852 ) Consolidated operating revenue 982,530 47,680 1,030,210 Operating expenses 922,551 47,956 970,507 Income from operations 59,979 (276 ) 59,703 Income taxes 30,716 (111 ) 30,605 Net income 27,670 (165 ) 27,505 Diluted earnings per share $ 0.90 $ — $ 0.90 |
Accounting Policies Depreciatio
Accounting Policies Depreciation Calculation (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment [Table Text Block] | Depreciation of property and equipment is calculated based upon the cost of the asset, reduced by its estimated salvage value, using the straight-line method over the estimated useful lives as follows: Buildings 30-40 years Equipment 3-10 years Leasehold improvements Lesser of Useful Life or Initial Lease Term |
Accounting Policies Capitalized
Accounting Policies Capitalized Software Development Amortization Expense (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Software and Software Development Costs [Member] | |
Software Development, Schedule of Expected Amortization Expense [Table Text Block] | As of December 31, 2018 the estimated amortization expense for the next five years of capitalized software development costs is as follows: 2019 $ 1,605 2020 1,263 2021 932 2022 653 2023 382 Total $ 4,835 |
Accounting Policies Stock Optio
Accounting Policies Stock Option Assumptions (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Share-based Compensation [Abstract] | |
Schedule of Share-based Payment Award, Valuation Assumptions [Table Text Block] | The following table contains the weighted-average assumptions used to estimate the fair value of options granted. These assumptions are subjective and changes in these assumptions can materially affect the fair value estimate. December 31, December 31, December 31, Expected dividend yield 1.1 % 1.3 % 1.0 % Expected stock price volatility 24.4 % 28.5 % 28.9 % Weighted average risk-free interest rate 2.7 % 2.0 % 1.3 % Expected life of options (years) 6.1 5.9 5.8 The fair value of non-vested shares issued were estimated using the closing market prices for the business day of the grant. The share-based compensation for the non-vested shares is recognized ratably over the requisite service period or vesting period. The fair value of the performance shares was estimated using a Monte Carlo simulation. The share-based compensation for performance shares are recognized ratably over the requisite service period, or vesting period. The following table contains the weighted-average assumptions used to estimate the fair value of performance shares granted. These assumptions are subjective and changes in these assumptions can materially affect the fair value estimate. Year ended December 31, December 31, December 31, Expected stock price volatility 24.3 % 24.7 % 22.3 % Weighted average risk-free interest rate 2.2 % 1.4 % 0.8 % |
Accounting Policies Impact of R
Accounting Policies Impact of Recent Accounting Pronouncements (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Impact of Recent Accounting Pronouncements [Abstract] | |
Schedule of New Accounting Pronouncements and Changes in Accounting Principles [Table Text Block] | The impact of implementing this guidance using the full retrospective approach on the prior period balance sheet and statements of comprehensive income are shown in the "As Adjusted" columns of the following tables: As of December 31, 2017 (In thousands) As Previously Reported Adjustments As Adjusted Balance Sheet: Accounts receivable, net $ 143,041 $ 4,907 $ 147,948 Accounts payable 24,704 6,019 30,723 Deferred income taxes 29,403 (323 ) 29,080 Retained earnings 337,848 (790 ) 337,058 Year ended December 31, 2017 (In thousands, except per share data) As Previously Reported Adjustments As Adjusted Statement of Comprehensive Income: Operating revenue Expedited LTL $ 619,779 $ 36,059 $ 655,838 Truckload Premium Services 179,320 22,432 201,752 Intermodal 148,907 5,777 154,684 Pool Distribution 164,221 4,262 168,483 Eliminations and other operations (11,411 ) — (11,411 ) Consolidated operating revenue 1,100,816 68,530 1,169,346 Operating expenses 992,144 68,445 1,060,589 Income from operations 108,672 85 108,757 Income taxes 20,131 151 20,282 Net income 87,321 (66 ) 87,255 Diluted earnings per share $ 2.89 $ — $ 2.89 Year ended December 31, 2016 (In thousands, except per share data) As Previously Reported Adjustments As Adjusted Statement of Comprehensive Income: Operating revenue Expedited LTL $ 570,778 $ 25,761 $ 596,539 Truckload Premium Services 164,272 16,735 181,007 Intermodal 103,671 1,993 105,664 Pool Distribution 148,661 3,191 151,852 Eliminations and other operations (4,852 ) — (4,852 ) Consolidated operating revenue 982,530 47,680 1,030,210 Operating expenses 922,551 47,956 970,507 Income from operations 59,979 (276 ) 59,703 Income taxes 30,716 (111 ) 30,605 Net income 27,670 (165 ) 27,505 Diluted earnings per share $ 0.90 $ — $ 0.90 |
Acquisitions, Goodwill and Ot_2
Acquisitions, Goodwill and Other Long-Lived Assets Acquisitions, Goodwill and Other Long-Lived Assets (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Goodwill [Line Items] | |
Purchase Price Allocation [Table Text Block] | The following table presents the allocations of the previously discussed purchase prices to the assets acquired and liabilities assumed based on their estimated fair values and resulting residual goodwill (in thousands): Ace & Triumph Atlantic KCL MMT Southwest January & August 2016 May 7, 2017 October 22, 2017 July 25, 2018 October 28, 2018 Tangible assets: Property and equipment $ 1,294 $ 1,821 $ 223 $ 81 $ 933 Total tangible assets 1,294 1,821 223 81 933 Intangible assets: Non-compete agreements 139 1,150 6 43 650 Customer relationships 5,335 13,400 234 1,659 9,200 Goodwill 6,282 6,719 277 1,954 5,467 Total intangible assets 11,756 21,269 517 3,656 15,317 Total assets acquired 13,050 23,090 740 3,737 16,250 Liabilities assumed: Current liabilities — 590 100 — — Other liabilities 1,250 — — — — Total liabilities assumed 1,250 590 100 — — Net assets acquired $ 11,800 $ 22,500 $ 640 $ 3,737 $ 16,250 |
Business Acquisition, Pro Forma Information [Table Text Block] | The acquired definite-lived intangible assets have the following useful lives: Useful Lives Ace & Triumph Atlantic KCL MMT Southwest Customer relationships 15 years 15 years 15 years 15 years 10 years Non-compete agreements 5 years 5 years 2 years 4 years 3 years |
Fair Value Inputs [Table Text Block] | For our June 30, 2018 analysis, the significant assumptions used for the income approach were projected net cash flows and the following discount and long-term growth rates: Expedited LTL Pool Intermodal TQI Discount rate 12.0 % 15.5 % 14.0 % 16.5 % Long-term growth rate 4.0 % 4.0 % 4.0 % 4.0 % |
Schedule of Goodwill [Table Text Block] | The following is a summary of the changes in goodwill for Intermodal and the Company for the year ended December 31, 2018. There were no changes to Expedited LTL, Truckload Premium or Pool Distribution during the year ended December 31, 2018. Approximately $119,948 of goodwill is deductible for tax purposes. Expedited LTL Truckload Premium Pool Distribution Intermodal Total Accumulated Accumulated Accumulated Accumulated Goodwill Impairment Goodwill Impairment Goodwill Impairment Goodwill Impairment Net Ending balance, December 31, 2017 $ 97,593 $ — $ 45,164 $ (25,686 ) $ 12,359 $ (6,953 ) $ 69,194 $ — $ 191,671 MMT acquisition — — — — — — 1,954 — 1,954 Southwest acquisition — — — — — — 5,467 — 5,467 Ending balance, December 31, 2018 $ 97,593 $ — $ 45,164 $ (25,686 ) $ 12,359 $ (6,953 ) $ 76,615 $ — $ 199,092 |
Definite-Lived Intangible Assets [Member] | |
Goodwill [Line Items] | |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense [Table Text Block] | As of December 31, 2018, definite-lived intangible assets are comprised of the following: Acquired Intangibles Accumulated Amortization Accumulated Impairment Net Acquired Intangibles Customer relationships $ 204,226 $ 75,585 $ 16,501 $ 112,140 Non-compete agreements 5,102 3,581 — 1,521 Trade name 1,500 1,500 — — Total $ 210,828 $ 80,666 $ 16,501 $ 113,661 As of December 31, 2017, definite-lived intangible assets are comprised of the following: Acquired Intangibles Accumulated Amortization Accumulated Impairment Net Acquired Intangibles Customer relationships $ 193,209 $ 66,986 $ 16,501 $ 109,722 Non-compete agreements 4,566 3,074 — 1,492 Trade name 1,500 1,467 — 33 Total $ 199,275 $ 71,527 $ 16,501 $ 111,247 The estimated amortization expense for the next five years on definite-lived intangible assets as of December 31, 2018 is as follows: 2019 2020 2021 2022 2023 Customer relationships $ 9,350 $ 9,350 $ 9,207 $ 9,007 $ 8,659 Non-compete agreements 516 486 438 81 — Total $ 9,866 $ 9,836 $ 9,645 $ 9,088 $ 8,659 |
Debt and Capital Lease Obliga_2
Debt and Capital Lease Obligations (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Debt and Capital Lease Obligations [Abstract] | |
Schedule of Capital Leased Asssets [Table Text Block] | Property and equipment include the following amounts for assets under capital leases: December 31, December 31, Equipment $ 635 $ 635 Accumulated amortization (518 ) (413 ) $ 117 $ 222 |
Schedule of Future Minimum Lease Payments for Capital Leases [Table Text Block] | Future minimum payments, by year and in the aggregate, under non-cancelable capital leases with initial or remaining terms of one year or more consist of the following at December 31, 2018: 2019 $ 325 2020 60 Total 385 Less amounts representing interest 22 Present value of net minimum lease payments (including current portion of $309) $ 363 |
Shareholder's Equity, Stock O_2
Shareholder's Equity, Stock Options and Net Income per Share (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block] | The following table sets forth the computation of net income per basic and diluted share: 2018 2017 2016 (As Adjusted) (As Adjusted) Numerator: Net income and comprehensive income $ 92,051 $ 87,255 $ 27,505 Income allocated to participating securities (881 ) (700 ) (210 ) Numerator for basic and diluted income per share - net income 91,170 86,555 27,295 Denominator: Denominator for basic net income per share - weighted-average shares (in thousands) 29,076 29,867 30,283 Effect of dilutive stock options (in thousands) 80 64 130 Effect of dilutive performance shares (in thousands) 34 33 31 Denominator for diluted net income per share - adjusted weighted-average shares (in thousands) 29,190 29,964 30,444 Basic net income per share $ 3.14 $ 2.90 $ 0.90 Diluted net income per share $ 3.12 $ 2.89 $ 0.90 |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share [Table Text Block] | The number of instruments that could potentially dilute net income per basic share in the future, but that were not included in the computation of net income per diluted share because to do so would have been anti-dilutive for the periods presented, are as follows: 2018 2017 2016 Anti-dilutive stock options (in thousands) 126 172 310 Anti-dilutive performance shares (in thousands) 16 — — Anti-dilutive non-vested shares and deferred stock units (in thousands) 9 — — Total anti-dilutive shares (in thousands) 151 172 310 |
Employee Stock Option [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Share-based Compensation, Stock Options, Activity [Table Text Block] | The following table summarizes the Company’s employee stock options outstanding as of December 31, 2018 : Outstanding Exercisable Weighted- Weighted- Weighted- Range of Number Average Average Number Average Exercise Outstanding Remaining Exercise Exercisable Exercise Price (000) Contractual Life Price (000) Price $ 36.90 - 37.14 36 1.0 $ 37.11 36 $ 37.11 41.32 - 44.90 135 3.5 43.39 101 43.33 45.34 - 48.32 116 5.0 47.76 42 47.61 50.71 - 53.73 53 3.4 51.13 49 50.95 57.18 - 60.42 98 6.1 58.78 2 57.18 64.26 - 64.26 100 6.7 64.26 — — $ 36.90 - 64.26 538 4.7 $ 51.37 230 $ 44.89 The following tables summarize the Company’s employee stock option activity and related information for the years ended December 31, 2018 , 2017 and 2016 : Year ended December 31, 2018 December 31, 2017 December 31, 2016 Weighted- Weighted- Weighted- Average Average Average Options Exercise Options Exercise Options Exercise (000) Price (000) Price (000) Price Outstanding at beginning of year 440 $ 45 564 $ 41 786 $ 32 Granted 193 62 128 48 137 44 Exercised (95 ) 41 (206 ) 35 (346 ) 24 Forfeited — — (46 ) 46 (13 ) 35 Outstanding at end of year 538 $ 51 440 $ 45 564 $ 41 Exercisable at end of year 230 $ 45 226 $ 42 331 $ 37 Weighted-average fair value of options granted during the year $ 16 $ 13 $ 12 Aggregate intrinsic value for options exercised $ 1,992 $ 3,569 $ 7,803 Average aggregate intrinsic value for options outstanding $ 4,550 Average aggregate intrinsic value for exercisable options $ 3,439 Year ended December 31, December 31, December 31, Shared-based compensation for options $ 1,578 $ 1,313 $ 1,473 Tax benefit for option compensation $ 398 $ 466 $ 546 Unrecognized compensation cost for options $ 3,128 Weighted average period over which unrecognized compensation will be recognized (years) 2.2 |
Employee Non-vested Shares [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Schedule of Nonvested Share Activity [Table Text Block] | The following tables summarize the Company's employee non-vested share activity and related information: Year ended December 31, 2018 December 31, 2017 December 31, 2016 Weighted- Weighted- Weighted- Non-vested Average Non-vested Average Non-vested Average Shares Grant Date Shares Grant Date Shares Grant Date (000) Fair Value (000) Fair Value (000) Fair Value Outstanding and non-vested at beginning of year 227 $ 47 222 $ 45 191 $ 46 Granted 202 60 126 48 134 44 Vested (107 ) 56 (105 ) 45 (94 ) 44 Forfeited (7 ) 52 (16 ) 47 (9 ) 45 Outstanding and non-vested at end of year 315 $ 55 227 $ 47 222 $ 45 Aggregate grant date fair value $ 17,295 $ 10,618 $ 10,108 Total fair value of shares vested during the year $ 6,040 $ 5,040 $ 4,064 Year ended December 31, December 31, December 31, Shared-based compensation for non-vested shares $ 6,874 $ 5,045 $ 4,614 Tax benefit for non-vested share compensation $ 1,732 $ 1,791 $ 1,712 Unrecognized compensation cost for non-vested shares $ 11,003 Weighted average period over which unrecognized compensation will be recognized (years) 1.8 |
Key Employee Performance Share Based Plan [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Schedule of Nonvested Performance-based Units Activity [Table Text Block] | The following tables summarize the Company's employee performance share activity, assuming median share awards, and related information: Year ended December 31, December 31, December 31, Weighted- Weighted- Weighted- Non-vested Average Non-vested Average Non-vested Average Shares Grant Date Shares Grant Date Shares Grant Date (000) Fair Value (000) Fair Value (000) Fair Value Outstanding and non-vested at beginning of year 69 $ 58 80 $ 55 77 $ 52 Granted 18 72 27 56 29 49 Additional shares awarded based on performance — — — — 7 40 Vested — — — — (33 ) 40 Forfeited (22 ) 67 (38 ) 51 — — Outstanding and non-vested at end of year 65 $ 58 69 $ 58 80 $ 55 Aggregate grant date fair value $ 3,795 $ 3,980 $ 4,373 Year ended December 31, December 31, December 31, Shared-based compensation for performance shares $ 1,263 $ 1,045 $ 1,447 Tax benefit for performance share compensation $ 318 $ 371 $ 537 Unrecognized compensation cost for performance shares $ 1,415 Weighted average period over which unrecognized compensation will be recognized (years) 1.7 |
Nonemployee Director Nonvested Shares Granted [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Schedule of Nonvested Share Activity [Table Text Block] | The following tables summarize the Company's non-employee non-vested share activity and related information: Year ended December 31, December 31, December 31, Non-vested Non-vested Non-vested Shares and Weighted- Shares and Weighted- Shares and Weighted- Deferred Average Deferred Average Deferred Average Stock Units Grant Date Stock Units Grant Date Stock Units Grant Date (000) Fair Value (000) Fair Value (000) Fair Value Outstanding and non-vested at beginning of year 11 $ 52 16 $ 44 15 $ 51 Granted 16 59 14 52 16 44 Vested (12 ) 52 (16 ) 44 (15 ) 51 Forfeited — — (3 ) 49 — — Outstanding and non-vested at end of year 15 $ 59 11 $ 52 16 $ 44 Aggregate grant date fair value $ 920 $ 742 $ 688 Total fair value of shares vested during the year $ 615 $ 809 $ 639 Year ended December 31, December 31, December 31, Shared-based compensation for non-vested shares $ 775 $ 608 $ 728 Tax benefit for non-vested share compensation $ 195 $ 216 $ 263 Unrecognized compensation cost for non-vested shares $ 360 Weighted average period over which unrecognized compensation will be recognized (years) 0.4 |
Income Taxes Income Tax Provisi
Income Taxes Income Tax Provision (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
Schedule of Components of Income Tax Expense (Benefit) [Table Text Block] | The provision for income taxes consists of the following: 2018 2017 2016 (As Adjusted) (As Adjusted) Current: Federal $ 16,572 $ 28,556 $ 24,139 State 3,559 4,043 3,052 20,131 32,599 27,191 Deferred: Federal 7,194 (11,860 ) 3,145 State 870 (457 ) 269 8,064 (12,317 ) 3,414 $ 28,195 $ 20,282 $ 30,605 |
Schedule of Effective Income Tax Rate Reconciliation [Table Text Block] | The historical income tax expense differs from the amounts computed by applying the federal statutory rate of 21.0% for 2018 and 35.0% for 2017 and 2016 to income before income taxes as follows: 2018 2017 2016 (As Adjusted) (As Adjusted) Tax expense at the statutory rate $ 25,252 $ 37,637 $ 20,399 State income taxes, net of federal benefit 3,685 2,339 2,229 Share-based compensation (50 ) (366 ) — Qualified stock options 12 32 (88 ) Other permanent differences 163 252 474 TQI goodwill impairment — — 8,990 Deferred tax asset valuation allowance 35 78 (2 ) Federal qualified property deductions — (2,075 ) (1,311 ) Federal income tax credits (207 ) (58 ) — Non-taxable acquisitions — (568 ) — Rate impact on deferred tax liabilities — (15,901 ) — Other (695 ) (1,088 ) (86 ) $ 28,195 $ 20,282 $ 30,605 |
Schedule of Deferred Tax Assets and Liabilities [Table Text Block] | Significant components of the Company’s deferred tax liabilities and assets are as follows: December 31, December 31, (As Adjusted) Deferred tax assets: Accrued expenses $ 10,362 $ 8,228 Allowance for doubtful accounts 535 777 Share-based compensation 3,526 3,002 Accruals for income tax contingencies 217 251 Net operating loss carryforwards 2,906 4,733 Total deferred tax assets 17,546 16,991 Valuation allowance (395 ) (360 ) Total deferred tax assets, net of valuation allowance 17,151 16,631 Deferred tax liabilities: Tax over book depreciation 25,606 19,402 Intangible assets 10,904 11,108 Prepaid expenses deductible when paid 3,902 3,460 Goodwill 13,913 11,741 Total deferred tax liabilities 54,325 45,711 Net deferred tax liabilities $ (37,174 ) $ (29,080 ) |
Summary of Positions for which Significant Change in Unrecognized Tax Benefits is Reasonably Possible [Table Text Block] | A reconciliation of the beginning and ending amount of unrecognized tax benefit is as follows: Liability for Unrecognized Tax Benefits Balance at December 31, 2015 $ 773 Reductions for settlement with state taxing authorities (247 ) Additions for tax positions of current year 56 Balance at December 31, 2016 582 Reductions for settlement with state taxing authorities (14 ) Additions for tax positions of prior years 400 Additions for tax positions of current year 366 Balance at December 31, 2017 1,334 Reductions for settlement with state taxing authorities (271 ) Reductions for tax positions of prior years (40 ) Additions for tax positions of current year 35 Balance at December 31, 2018 $ 1,058 |
Operating Leases (Tables)
Operating Leases (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Operating Leases [Abstract] | |
Schedule of Future Minimum Rental Payments for Operating Leases [Table Text Block] | Future minimum rental payments under noncancellable operating leases with initial or remaining terms in excess of one year consisted of the following at December 31, 2018: 2019 $ 51,380 2020 40,999 2021 29,598 2022 16,612 2023 9,234 Thereafter 11,459 Total $ 159,282 |
Financial Instruments (Tables)
Financial Instruments (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Financial Instruments, Financial Assets, Balance Sheet Groupings [Abstract] | |
Financial Instruments | Using interest rate quotes and discounted cash flows, the Company estimated the fair value of its outstanding capital lease obligations as follows: December 31, December 31, Carrying Value Fair Value Carrying Value Fair Value Capital lease obligations $ 363 $ 374 $ 724 $ 744 |
Segment Reporting (Tables)
Segment Reporting (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Segment Reporting [Abstract] | |
Summary of segment information | The following tables summarize segment information about results from operations and assets used by the chief operating decision maker of the Company in making decisions regarding allocation of assets and resources as of and for the years ended December 31, 2018 , 2017 and 2016 . Year ended December 31, 2018 Expedited LTL Truckload Premium Services Pool Distribution Intermodal Eliminations & Other Consolidated External revenues $ 740,332 $ 186,114 $ 193,690 $ 200,750 $ — $ 1,320,886 Intersegment revenues 7,230 6,468 427 256 (14,381 ) — Depreciation and amortization 22,523 6,429 6,900 6,329 2 42,183 Share-based compensation expense 7,761 696 453 984 655 10,549 Interest expense 1 (21 ) — 58 1,745 1,783 Income (loss) from operations 96,385 5,055 5,870 23,266 (8,545 ) 122,031 Total assets 478,888 71,163 64,306 167,002 (21,144 ) 760,215 Capital expenditures 38,520 190 2,729 854 — 42,293 Year ended December 31, 2017 (As Adjusted) Expedited LTL Truckload Premium Services Pool Distribution Intermodal Eliminations & Other Consolidated External revenues $ 652,304 $ 194,402 $ 168,194 $ 154,446 $ — $ 1,169,346 Intersegment revenues 3,534 7,350 289 238 (11,411 ) — Depreciation and amortization 22,103 6,328 6,773 5,848 3 41,055 Share-based compensation expense 6,776 378 387 562 — 8,103 Interest expense 3 2 — 48 1,156 1,209 Income (loss) from operations 87,969 3,215 6,378 12,963 (1,768 ) 108,757 Total assets 440,823 65,829 55,970 149,150 (19,150 ) 692,622 Capital expenditures 36,650 33 1,068 514 — 38,265 Year ended December 31, 2016 ( As Adjusted) Expedited LTL Truckload Premium Services Pool Distribution Intermodal Eliminations & Other Consolidated External revenues $ 593,472 $ 179,989 $ 151,245 $ 105,504 $ — $ 1,030,210 Intersegment revenues 3,067 1,018 607 160 (4,852 ) — Depreciation and amortization 21,919 6,441 5,975 3,876 (1 ) 38,210 Share-based compensation expense 7,209 332 334 459 — 8,334 Impairment of goodwill and other intangible assets — 42,442 — — — 42,442 Interest expense 1,687 3 — 83 (176 ) 1,597 Income (loss) from operations 83,142 (35,409 ) 3,633 11,060 (2,723 ) 59,703 Total assets 443,077 53,695 50,271 130,295 (33,290 ) 644,048 Capital expenditures 37,501 1,828 2,637 220 — 42,186 |
Quarterly Results of Operatio_2
Quarterly Results of Operations (Unaudited) (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Quarterly Results of Operations (Unaudited) [Abstract] | |
Schedule of Quarterly Financial Information [Table Text Block] | The following is a summary of the quarterly results of operations for the years ended December 31, 2018 and 2017 : 2018 March 31 June 30 September 30 December 31 Operating revenue $ 302,608 $ 330,343 $ 331,375 $ 356,561 Income from operations 24,235 32,870 29,879 35,047 Net income 17,741 24,298 22,329 27,684 Net income per share: Basic $ 0.60 $ 0.83 $ 0.76 $ 0.95 Diluted $ 0.60 $ 0.82 $ 0.76 $ 0.95 2017 (As Adjusted) March 31 June 30 September 30 December 31 Operating revenue $ 262,046 $ 283,876 $ 298,289 $ 325,136 Income from operations 23,743 29,996 27,176 27,843 Net income 14,581 19,666 18,328 34,681 Net income per share: Basic $ 0.48 $ 0.65 $ 0.61 $ 1.17 Diluted $ 0.48 $ 0.65 $ 0.61 $ 1.16 |
Accounting Policies (Details)
Accounting Policies (Details) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||||
Dec. 31, 2018USD ($)Days$ / shares | Sep. 30, 2018USD ($)$ / shares | Jun. 30, 2018USD ($)$ / shares | Mar. 31, 2018USD ($)$ / shares | Dec. 31, 2017USD ($)$ / shares | Sep. 30, 2017USD ($)$ / shares | Jun. 30, 2017USD ($)$ / shares | Mar. 31, 2017USD ($)$ / shares | Dec. 31, 2018USD ($)Days$ / shares | Dec. 31, 2017USD ($)$ / shares | Dec. 31, 2016USD ($)$ / shares | Jan. 01, 2019USD ($) | Dec. 31, 2015USD ($) | |
Accounting Policies [Line Items] | |||||||||||||
Operating revenue | $ 356,561 | $ 331,375 | $ 330,343 | $ 302,608 | $ 325,136 | $ 298,289 | $ 283,876 | $ 262,046 | $ 1,320,886 | $ 1,169,346 | $ 1,030,210 | ||
Accounts Receivable, Net, Current | $ 156,359 | 147,948 | $ 156,359 | 147,948 | |||||||||
Number of principal reporting segments | 4 | ||||||||||||
Undistributed Earnings (Loss) Allocated to Participating Securities, Basic | $ 881 | 700 | 210 | ||||||||||
Amount Reclassified from Current Deferred Tax Asset to Non-current Deferred Tax Liability | $ (558) | ||||||||||||
Accounting Policies, Use of Estimates [Abstract] | |||||||||||||
Minimum number of days past due for receivable reserve | Days | 90 | 90 | |||||||||||
Average monthly revenue adjustments | $ 302 | ||||||||||||
Average monthly revenue | $ 110,074 | ||||||||||||
Average monthly revenue adjustments as a percentage of monthly revenue | 0.30% | 0.30% | |||||||||||
Number of days in revenue adjustment reserve, minimum | Days | 35 | ||||||||||||
Number of days in revenue adjustment reserve, maximum | Days | 85 | ||||||||||||
Self insurance limit on individual vehicle and general claims | $ 7,500 | ||||||||||||
Insurance Settlements Receivable | $ 28,520 | 8,133 | $ 28,520 | 8,133 | |||||||||
Accounting Policies, Cash and Cash Equivalents [Abstract] | |||||||||||||
Maximum term for liquid investments to be considered cash equivalents, in months | 3 months | ||||||||||||
Accounting Policies, Property and Equipment [Abstract] | |||||||||||||
Depreciation | $ 33,044 | 30,862 | 28,088 | ||||||||||
Accounting Policies, Software Development [Abstract] | |||||||||||||
Capitalized software development costs | 21,492 | 19,567 | 21,492 | 19,567 | |||||||||
Capitalized computer software, accumulated amortization | 15,611 | 13,706 | 15,611 | 13,706 | |||||||||
Capitalized Computer Software, Amortization | 1,905 | 1,816 | 1,658 | ||||||||||
Accounting Policies, Share-based Payments [Abstract] | |||||||||||||
Deferred Tax Liabilities, Net, Noncurrent | 37,174 | 29,080 | 37,174 | 29,080 | |||||||||
Retained Earnings (Accumulated Deficit) | 342,663 | 337,058 | 342,663 | 337,058 | |||||||||
Costs and Expenses | 1,198,855 | 1,060,589 | 970,507 | ||||||||||
Operating Income (Loss) | 35,047 | 29,879 | 32,870 | 24,235 | 27,843 | 27,176 | 29,996 | 23,743 | 122,031 | 108,757 | 59,703 | ||
Income Tax Expense (Benefit) | 28,195 | 20,282 | 30,605 | ||||||||||
Net income (loss) | $ 27,684 | $ 22,329 | $ 24,298 | $ 17,741 | $ 34,681 | $ 18,328 | $ 19,666 | $ 14,581 | $ 92,051 | $ 87,255 | $ 27,505 | ||
Diluted net income per share | $ / shares | $ 0.95 | $ 0.76 | $ 0.82 | $ 0.60 | $ 1.16 | $ 0.61 | $ 0.65 | $ 0.48 | $ 3.12 | $ 2.89 | $ 0.90 | ||
Self insurance retention liability | $ 3,000 | ||||||||||||
Self-insurance retention Workers' compensation | $ 350 | ||||||||||||
Software and Software Development Costs [Member] | |||||||||||||
Accounting Policies, Property and Equipment [Abstract] | |||||||||||||
Property and equipment, useful life | 5 years | ||||||||||||
Capitalized software future estimated amortization expense | |||||||||||||
2,019 | $ 1,605 | $ 1,605 | |||||||||||
2,020 | 1,263 | 1,263 | |||||||||||
2,021 | 932 | 932 | |||||||||||
2,022 | 653 | 653 | |||||||||||
2,023 | 382 | 382 | |||||||||||
Total | $ 4,835 | $ 4,835 | |||||||||||
Stock Option [Member] | |||||||||||||
Accounting Policies, Share-based Payments [Abstract] | |||||||||||||
Period from grant date of stock options to expiration (in years) | 7 years | ||||||||||||
Share-based awards, vesting period | 3 years | ||||||||||||
Expected dividend yield (in hundredths) | 1.10% | 1.30% | 1.00% | ||||||||||
Expected stock price volatility | 24.40% | 28.50% | 28.90% | ||||||||||
Weighted average risk-free interest rate | 2.70% | 2.00% | 1.30% | ||||||||||
Expected life of options (in years) | 6 years 1 month 11 days | 5 years 10 months 11 days | 5 years 9 months 11 days | ||||||||||
Key Employee Performance Share Based Plan [Member] | |||||||||||||
Accounting Policies, Share-based Payments [Abstract] | |||||||||||||
Share-based awards, vesting period | 3 years | ||||||||||||
Expected stock price volatility | 24.30% | 24.70% | 22.30% | ||||||||||
Weighted average risk-free interest rate | 2.20% | 1.40% | 0.80% | ||||||||||
Employee Stock Purchase Plan [Member] | |||||||||||||
Accounting Policies, Share-based Payments [Abstract] | |||||||||||||
Percentage of share price for shares issued under the ESPP (in hundredths) | 90.00% | ||||||||||||
Purchase Period for Employee Stock Purchase Plan | 6 months | ||||||||||||
Number of large lump sum contributions related to ESPP stock purchases | 2 | 2 | |||||||||||
Expedited LTL [Member] | |||||||||||||
Accounting Policies [Line Items] | |||||||||||||
Operating revenue | $ 740,332 | $ 652,304 | $ 593,472 | ||||||||||
Accounting Policies, Use of Estimates [Abstract] | |||||||||||||
Reserve percentage for past due accounts receivable | 50.00% | 50.00% | |||||||||||
Accounting Policies, Share-based Payments [Abstract] | |||||||||||||
Operating Income (Loss) | $ 96,385 | 87,969 | 83,142 | ||||||||||
Intermodal [Member] | |||||||||||||
Accounting Policies [Line Items] | |||||||||||||
Operating revenue | $ 200,750 | 154,446 | 105,504 | ||||||||||
Accounting Policies, Use of Estimates [Abstract] | |||||||||||||
Reserve percentage for past due accounts receivable | 10.00% | 10.00% | |||||||||||
Accounting Policies, Share-based Payments [Abstract] | |||||||||||||
Operating Income (Loss) | $ 23,266 | 12,963 | 11,060 | ||||||||||
Self insurance retention liability | 50 | ||||||||||||
Pool Distribution [Member] | |||||||||||||
Accounting Policies [Line Items] | |||||||||||||
Operating revenue | $ 193,690 | 168,194 | 151,245 | ||||||||||
Accounting Policies, Use of Estimates [Abstract] | |||||||||||||
Reserve percentage for past due accounts receivable | 25.00% | 25.00% | |||||||||||
Accounting Policies, Share-based Payments [Abstract] | |||||||||||||
Operating Income (Loss) | $ 5,870 | 6,378 | 3,633 | ||||||||||
Truckload Premium Services [Member] | |||||||||||||
Accounting Policies [Line Items] | |||||||||||||
Operating revenue | $ 186,114 | 194,402 | 179,989 | ||||||||||
Accounting Policies, Use of Estimates [Abstract] | |||||||||||||
Reserve percentage for past due accounts receivable | 50.00% | 50.00% | |||||||||||
Accounting Policies, Share-based Payments [Abstract] | |||||||||||||
Operating Income (Loss) | $ 5,055 | 3,215 | (35,409) | ||||||||||
Intersegment Eliminations [Member] | |||||||||||||
Accounting Policies, Share-based Payments [Abstract] | |||||||||||||
Operating Income (Loss) | $ (8,545) | (1,768) | (2,723) | ||||||||||
Minimum [Member] | |||||||||||||
Accounting Policies [Line Items] | |||||||||||||
Operating Lease, Right-of-Use Asset | $ 130,000 | ||||||||||||
Accounting Policies, Share-based Payments [Abstract] | |||||||||||||
Operating Lease, Liability | 130,000 | ||||||||||||
Minimum [Member] | Building [Member] | |||||||||||||
Accounting Policies, Property and Equipment [Abstract] | |||||||||||||
Property and equipment, useful life | 30 years | ||||||||||||
Minimum [Member] | Equipment [Member] | |||||||||||||
Accounting Policies, Property and Equipment [Abstract] | |||||||||||||
Property and equipment, useful life | 3 years | ||||||||||||
Maximum [Member] | |||||||||||||
Accounting Policies [Line Items] | |||||||||||||
Operating Lease, Right-of-Use Asset | 150,000 | ||||||||||||
Accounting Policies, Share-based Payments [Abstract] | |||||||||||||
Operating Lease, Liability | $ 150,000 | ||||||||||||
Maximum [Member] | Building [Member] | |||||||||||||
Accounting Policies, Property and Equipment [Abstract] | |||||||||||||
Property and equipment, useful life | 40 years | ||||||||||||
Maximum [Member] | Equipment [Member] | |||||||||||||
Accounting Policies, Property and Equipment [Abstract] | |||||||||||||
Property and equipment, useful life | 10 years | ||||||||||||
Adjustments for New Accounting Pronouncement [Member] | |||||||||||||
Accounting Policies [Line Items] | |||||||||||||
Operating revenue | 1,169,346 | 1,030,210 | |||||||||||
Accounts Receivable, Net, Current | $ 147,948 | 147,948 | |||||||||||
Accounting Policies, Share-based Payments [Abstract] | |||||||||||||
Accounts Payable | 30,723 | 30,723 | |||||||||||
Deferred Tax Liabilities, Net, Noncurrent | 29,080 | 29,080 | |||||||||||
Retained Earnings (Accumulated Deficit) | 337,058 | 337,058 | |||||||||||
Costs and Expenses | 1,060,589 | 970,507 | |||||||||||
Operating Income (Loss) | 108,757 | 59,703 | |||||||||||
Income Tax Expense (Benefit) | 20,282 | 30,605 | |||||||||||
Net income (loss) | $ 87,255 | $ 27,505 | |||||||||||
Diluted net income per share | $ / shares | $ 2.89 | $ 0.90 | |||||||||||
Adjustments for New Accounting Pronouncement [Member] | Expedited LTL [Member] | |||||||||||||
Accounting Policies [Line Items] | |||||||||||||
Operating revenue | $ 655,838 | $ 596,539 | |||||||||||
Adjustments for New Accounting Pronouncement [Member] | Intermodal [Member] | |||||||||||||
Accounting Policies [Line Items] | |||||||||||||
Operating revenue | 154,684 | 105,664 | |||||||||||
Adjustments for New Accounting Pronouncement [Member] | Pool Distribution [Member] | |||||||||||||
Accounting Policies [Line Items] | |||||||||||||
Operating revenue | 168,483 | 151,852 | |||||||||||
Adjustments for New Accounting Pronouncement [Member] | Truckload Premium Services [Member] | |||||||||||||
Accounting Policies [Line Items] | |||||||||||||
Operating revenue | 201,752 | 181,007 | |||||||||||
Adjustments for New Accounting Pronouncement [Member] | Intersegment Eliminations [Member] | |||||||||||||
Accounting Policies [Line Items] | |||||||||||||
Operating revenue | (11,411) | (4,852) | |||||||||||
Restatement Adjustment [Member] | Adjustments for New Accounting Pronouncement [Member] | |||||||||||||
Accounting Policies [Line Items] | |||||||||||||
Operating revenue | 68,530 | 47,680 | |||||||||||
Accounts Receivable, Net, Current | 4,907 | 4,907 | |||||||||||
Accounting Policies, Share-based Payments [Abstract] | |||||||||||||
Accounts Payable | 6,019 | 6,019 | |||||||||||
Deferred Tax Liabilities, Net, Noncurrent | (323) | (323) | |||||||||||
Retained Earnings (Accumulated Deficit) | (790) | (790) | |||||||||||
Costs and Expenses | 68,445 | 47,956 | |||||||||||
Operating Income (Loss) | 85 | (276) | |||||||||||
Income Tax Expense (Benefit) | 151 | (111) | |||||||||||
Net income (loss) | (66) | (165) | |||||||||||
Restatement Adjustment [Member] | Adjustments for New Accounting Pronouncement [Member] | Expedited LTL [Member] | |||||||||||||
Accounting Policies [Line Items] | |||||||||||||
Operating revenue | 36,059 | 25,761 | |||||||||||
Restatement Adjustment [Member] | Adjustments for New Accounting Pronouncement [Member] | Intermodal [Member] | |||||||||||||
Accounting Policies [Line Items] | |||||||||||||
Operating revenue | 5,777 | 1,993 | |||||||||||
Restatement Adjustment [Member] | Adjustments for New Accounting Pronouncement [Member] | Pool Distribution [Member] | |||||||||||||
Accounting Policies [Line Items] | |||||||||||||
Operating revenue | 4,262 | 3,191 | |||||||||||
Restatement Adjustment [Member] | Adjustments for New Accounting Pronouncement [Member] | Truckload Premium Services [Member] | |||||||||||||
Accounting Policies [Line Items] | |||||||||||||
Operating revenue | 22,432 | 16,735 | |||||||||||
Previously Reported [Member] | Adjustments for New Accounting Pronouncement [Member] | |||||||||||||
Accounting Policies [Line Items] | |||||||||||||
Operating revenue | 1,100,816 | 982,530 | |||||||||||
Accounts Receivable, Net, Current | 143,041 | 143,041 | |||||||||||
Accounting Policies, Share-based Payments [Abstract] | |||||||||||||
Accounts Payable | 24,704 | 24,704 | |||||||||||
Deferred Tax Liabilities, Net, Noncurrent | 29,403 | 29,403 | |||||||||||
Retained Earnings (Accumulated Deficit) | $ 337,848 | 337,848 | |||||||||||
Costs and Expenses | 992,144 | 922,551 | |||||||||||
Operating Income (Loss) | 108,672 | 59,979 | |||||||||||
Income Tax Expense (Benefit) | 20,131 | 30,716 | |||||||||||
Net income (loss) | $ 87,321 | $ 27,670 | |||||||||||
Diluted net income per share | $ / shares | $ 2.89 | $ 0.90 | |||||||||||
Previously Reported [Member] | Adjustments for New Accounting Pronouncement [Member] | Expedited LTL [Member] | |||||||||||||
Accounting Policies [Line Items] | |||||||||||||
Operating revenue | $ 619,779 | $ 570,778 | |||||||||||
Previously Reported [Member] | Adjustments for New Accounting Pronouncement [Member] | Intermodal [Member] | |||||||||||||
Accounting Policies [Line Items] | |||||||||||||
Operating revenue | 148,907 | 103,671 | |||||||||||
Previously Reported [Member] | Adjustments for New Accounting Pronouncement [Member] | Pool Distribution [Member] | |||||||||||||
Accounting Policies [Line Items] | |||||||||||||
Operating revenue | 164,221 | 148,661 | |||||||||||
Previously Reported [Member] | Adjustments for New Accounting Pronouncement [Member] | Truckload Premium Services [Member] | |||||||||||||
Accounting Policies [Line Items] | |||||||||||||
Operating revenue | 179,320 | 164,272 | |||||||||||
Previously Reported [Member] | Adjustments for New Accounting Pronouncement [Member] | Intersegment Eliminations [Member] | |||||||||||||
Accounting Policies [Line Items] | |||||||||||||
Operating revenue | $ (11,411) | $ (4,852) | |||||||||||
Aggregate deductible for claims between $3,000 and $5,000 [Member] | |||||||||||||
Accounting Policies, Share-based Payments [Abstract] | |||||||||||||
Self insurance retention liability additional deductible | $ 6,000 | ||||||||||||
Aggregate deductible for claims between $3,000 and $5,000 [Member] | Minimum [Member] | |||||||||||||
Accounting Policies, Share-based Payments [Abstract] | |||||||||||||
Self insurance retention liability additonal deductible applicable range | 3,000 | ||||||||||||
Aggregate deductible for claims between $3,000 and $5,000 [Member] | Maximum [Member] | |||||||||||||
Accounting Policies, Share-based Payments [Abstract] | |||||||||||||
Self insurance retention liability additonal deductible applicable range | 5,000 | ||||||||||||
Aggregate deductible for claims between $5,000 and $10,000 [Member] | |||||||||||||
Accounting Policies, Share-based Payments [Abstract] | |||||||||||||
Self insurance retention liability additional deductible | 2,500 | ||||||||||||
Aggregate deductible for claims between $5,000 and $10,000 [Member] | Minimum [Member] | |||||||||||||
Accounting Policies, Share-based Payments [Abstract] | |||||||||||||
Self insurance retention liability additonal deductible applicable range | 5,000 | ||||||||||||
Aggregate deductible for claims between $5,000 and $10,000 [Member] | Maximum [Member] | |||||||||||||
Accounting Policies, Share-based Payments [Abstract] | |||||||||||||
Self insurance retention liability additonal deductible applicable range | 10,000 | ||||||||||||
Truckload Premium Services [Member] | Aggregate deductible for claims between $0 and $5,000 [Member] | Minimum [Member] | |||||||||||||
Accounting Policies, Use of Estimates [Abstract] | |||||||||||||
Liability insurance coverage | 0 | ||||||||||||
Truckload Premium Services [Member] | Aggregate deductible for claims between $0 and $5,000 [Member] | Maximum [Member] | |||||||||||||
Accounting Policies, Use of Estimates [Abstract] | |||||||||||||
Liability insurance coverage | 5,000 | ||||||||||||
State of Ohio [Member] | |||||||||||||
Accounting Policies, Share-based Payments [Abstract] | |||||||||||||
Self-insurance retention Workers' compensation | $ 500 |
Acquisitions, Goodwill and Ot_3
Acquisitions, Goodwill and Other Long-Lived Assets (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Oct. 28, 2018 | Jul. 25, 2018 | Oct. 22, 2017 | May 07, 2017 | Aug. 29, 2016 | Jan. 31, 2016 | |
Segment Reporting Information [Line Items] | |||||||||||||||||
Impairment of Intangible Assets, Finite-lived | $ 16,501 | $ 16,501 | |||||||||||||||
Goodwill, Net | $ 199,092 | $ 191,671 | 199,092 | 191,671 | |||||||||||||
Payments to Acquire Businesses, Net of Cash Acquired | 19,987 | 23,140 | $ 11,800 | ||||||||||||||
Unrecognized Tax Benefits, Income Tax Penalties Accrued | 61 | 105 | 61 | 105 | |||||||||||||
Unrecognized Tax Benefits, Interest on Income Taxes Accrued | 143 | 201 | 143 | 201 | |||||||||||||
Operating Income (Loss) | 35,047 | $ 29,879 | $ 32,870 | $ 24,235 | 27,843 | $ 27,176 | $ 29,996 | $ 23,743 | 122,031 | 108,757 | 59,703 | ||||||
Net income (loss) | $ 27,684 | $ 22,329 | $ 24,298 | $ 17,741 | $ 34,681 | $ 18,328 | $ 19,666 | $ 14,581 | $ 92,051 | $ 87,255 | $ 27,505 | ||||||
Basic (in dollars per share) | $ 0.95 | $ 0.76 | $ 0.83 | $ 0.60 | $ 1.17 | $ 0.61 | $ 0.65 | $ 0.48 | $ 3.14 | $ 2.90 | $ 0.90 | ||||||
Diluted (in dollars per share) | $ 0.95 | $ 0.76 | $ 0.82 | $ 0.60 | $ 1.16 | $ 0.61 | $ 0.65 | $ 0.48 | $ 3.12 | $ 2.89 | $ 0.90 | ||||||
Customer Relationships [Member] | |||||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||||
Impairment of Intangible Assets, Finite-lived | $ 16,501 | $ 16,501 | |||||||||||||||
Atlantic [Member] | |||||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||||
Business Acquisition, Cash Paid | $ 22,500 | ||||||||||||||||
Business Combination, Contingent Consideration Arrangements, Range of Outcomes, Value, High | $ 135 | $ 135 | |||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Other Noncurrent Assets | 1,821 | ||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Total Liabilities Assumed, Total Tangible Assets | 1,821 | ||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | 21,269 | ||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Net Assets | 23,090 | ||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities | 590 | ||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Liabilities | 590 | ||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Total Liabilities Assumed, Net Total Assets | 22,500 | ||||||||||||||||
Atlantic [Member] | Noncompete Agreements [Member] | |||||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 5 years | ||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill | 1,150 | ||||||||||||||||
Atlantic [Member] | Customer Relationships [Member] | |||||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 15 years | ||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill | 13,400 | ||||||||||||||||
Atlantic [Member] | Goodwill [Member] | |||||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | $ 6,719 | ||||||||||||||||
KCL [Member] | |||||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||||
Business Acquisition, Cash Paid | $ 640 | ||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Other Noncurrent Assets | 223 | ||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Total Liabilities Assumed, Total Tangible Assets | 223 | ||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | 517 | ||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Net Assets | 740 | ||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities | 100 | ||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Liabilities | 100 | ||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Total Liabilities Assumed, Net Total Assets | 640 | ||||||||||||||||
KCL [Member] | Noncompete Agreements [Member] | |||||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 2 years | ||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill | 6 | ||||||||||||||||
KCL [Member] | Customer Relationships [Member] | |||||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 15 years | ||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill | 234 | ||||||||||||||||
KCL [Member] | Goodwill [Member] | |||||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | 277 | ||||||||||||||||
MMT [Member] | |||||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||||
Goodwill, Net | 1,954 | $ 1,954 | |||||||||||||||
Business Acquisition, Cash Paid | $ 3,737 | ||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Other Noncurrent Assets | 81 | ||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Total Liabilities Assumed, Total Tangible Assets | 81 | ||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | 3,656 | ||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Net Assets | 3,737 | ||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Total Liabilities Assumed, Net Total Assets | 3,737 | ||||||||||||||||
MMT [Member] | Noncompete Agreements [Member] | |||||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 4 years | ||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill | 43 | ||||||||||||||||
MMT [Member] | Customer Relationships [Member] | |||||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 15 years | ||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill | 1,659 | ||||||||||||||||
MMT [Member] | Goodwill [Member] | |||||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | $ 1,954 | ||||||||||||||||
Triumph & Ace [Member] | |||||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Other Noncurrent Assets | $ 1,294 | ||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Total Liabilities Assumed, Total Tangible Assets | 1,294 | ||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | 11,756 | ||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Net Assets | 13,050 | ||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Noncurrent Liabilities, Other | 1,250 | ||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Liabilities | 1,250 | ||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Total Liabilities Assumed, Net Total Assets | 11,800 | ||||||||||||||||
Triumph & Ace [Member] | Noncompete Agreements [Member] | |||||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 5 years | ||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill | 139 | ||||||||||||||||
Triumph & Ace [Member] | Customer Relationships [Member] | |||||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 15 years | ||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill | 5,335 | ||||||||||||||||
Triumph & Ace [Member] | Goodwill [Member] | |||||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | 6,282 | ||||||||||||||||
Ace [Member] | |||||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||||
Business Acquisition, Cash Paid | $ 1,700 | ||||||||||||||||
Triumph [Member] | |||||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||||
Business Acquisition, Cash Paid | 10,100 | ||||||||||||||||
Business Combination, Contingent Consideration Arrangements, Range of Outcomes, Value, High | $ 1,250 | ||||||||||||||||
Southwest Freight Distributors [Member] | |||||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||||
Goodwill, Net | $ 5,467 | $ 5,467 | |||||||||||||||
Business Acquisition, Cash Paid | $ 16,250 | ||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Other Noncurrent Assets | 933 | ||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Total Liabilities Assumed, Total Tangible Assets | 933 | ||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | 15,317 | ||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Net Assets | 16,250 | ||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Total Liabilities Assumed, Net Total Assets | 16,250 | ||||||||||||||||
Southwest Freight Distributors [Member] | Noncompete Agreements [Member] | |||||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 3 years | ||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill | 650 | ||||||||||||||||
Southwest Freight Distributors [Member] | Customer Relationships [Member] | |||||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 10 years | ||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill | 9,200 | ||||||||||||||||
Southwest Freight Distributors [Member] | Goodwill [Member] | |||||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | $ 5,467 | ||||||||||||||||
KCL [Member] | |||||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||||
Business Combination, Contingent Consideration, Liability | $ 100 |
Acquisitions, Goodwill and Ot_4
Acquisitions, Goodwill and Other Long-Lived Assets Carrying Value of Goodwill (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Jun. 30, 2018 | |
Goodwill [Line Items] | ||||
Business Acquisition, Goodwill, Expected Tax Deductible Amount | $ 119,948 | |||
Goodwill, Net | 199,092 | $ 191,671 | ||
Amortization expense of acquired intangible assets | $ 9,138 | 10,193 | $ 10,122 | |
Customer Relationships [Member] | ||||
Goodwill [Line Items] | ||||
Finite-Lived Intangible Asset, Useful Life | 15 years 11 days | |||
Noncompete Agreements [Member] | ||||
Goodwill [Line Items] | ||||
Finite-Lived Intangible Asset, Useful Life | 4 years 6 months 11 days | |||
Trade Names [Member] | ||||
Goodwill [Line Items] | ||||
Finite-Lived Intangible Asset, Useful Life | 4 years 11 days | |||
Atlantic [Member] | Customer Relationships [Member] | ||||
Goodwill [Line Items] | ||||
Weighted average useful lives of acquired intangible assets | 15 years | |||
Atlantic [Member] | Noncompete Agreements [Member] | ||||
Goodwill [Line Items] | ||||
Weighted average useful lives of acquired intangible assets | 5 years | |||
KCL [Member] | Customer Relationships [Member] | ||||
Goodwill [Line Items] | ||||
Weighted average useful lives of acquired intangible assets | 15 years | |||
KCL [Member] | Noncompete Agreements [Member] | ||||
Goodwill [Line Items] | ||||
Weighted average useful lives of acquired intangible assets | 2 years | |||
TQI [Member] | ||||
Goodwill [Line Items] | ||||
Discount rate | 16.50% | |||
Percentage of Fair Value in Excess of Carrying Amount | 36.00% | |||
Long-term growth rate | 4.00% | |||
Expedited LTL [Member] | ||||
Goodwill [Line Items] | ||||
Discount rate | 12.00% | |||
Percentage of Fair Value in Excess of Carrying Amount | 349.00% | |||
Goodwill, Net | $ 97,593 | 97,593 | ||
Long-term growth rate | 4.00% | |||
Truckload Premium Services [Member] | ||||
Goodwill [Line Items] | ||||
Goodwill, Net | 45,164 | 45,164 | ||
Accumulated impairment loss | $ (25,686) | (25,686) | ||
Pool Distribution [Member] | ||||
Goodwill [Line Items] | ||||
Discount rate | 15.50% | |||
Percentage of Fair Value in Excess of Carrying Amount | 182.00% | |||
Goodwill, Net | $ 12,359 | 12,359 | ||
Accumulated impairment loss | $ (6,953) | (6,953) | ||
Long-term growth rate | 4.00% | |||
Intermodal [Member] | ||||
Goodwill [Line Items] | ||||
Discount rate | 14.00% | |||
Percentage of Fair Value in Excess of Carrying Amount | 73.00% | |||
Goodwill, Net | $ 76,615 | $ 69,194 | ||
Long-term growth rate | 4.00% | |||
MMT [Member] | ||||
Goodwill [Line Items] | ||||
Goodwill, Net | 1,954 | |||
Goodwill, Acquired During Period | $ 1,954 | |||
MMT [Member] | Customer Relationships [Member] | ||||
Goodwill [Line Items] | ||||
Weighted average useful lives of acquired intangible assets | 15 years | |||
MMT [Member] | Noncompete Agreements [Member] | ||||
Goodwill [Line Items] | ||||
Weighted average useful lives of acquired intangible assets | 4 years | |||
Southwest Freight Distributors [Member] | ||||
Goodwill [Line Items] | ||||
Goodwill, Net | $ 5,467 | |||
Goodwill, Acquired During Period | $ 5,467 | |||
Southwest Freight Distributors [Member] | Customer Relationships [Member] | ||||
Goodwill [Line Items] | ||||
Weighted average useful lives of acquired intangible assets | 10 years | |||
Southwest Freight Distributors [Member] | Noncompete Agreements [Member] | ||||
Goodwill [Line Items] | ||||
Weighted average useful lives of acquired intangible assets | 3 years | |||
Triumph & Ace [Member] | Customer Relationships [Member] | ||||
Goodwill [Line Items] | ||||
Weighted average useful lives of acquired intangible assets | 15 years | |||
Triumph & Ace [Member] | Noncompete Agreements [Member] | ||||
Goodwill [Line Items] | ||||
Weighted average useful lives of acquired intangible assets | 5 years |
Acquisitions, Goodwill and Ot_5
Acquisitions, Goodwill and Other Long-Lived Assets Estimated Amortization Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Intangible Assets [Line Items] | ||
Finite-lived Intangible Assets Acquired | $ 210,828 | $ 199,275 |
Finite-Lived Intangible Assets, Future Amortization Expense [Abstract] | ||
Year 2,019 | 9,866 | |
Year 2,020 | 9,836 | |
Year 2,021 | 9,645 | |
Year 2,022 | 9,088 | |
Year 2,023 | 8,659 | |
Finite-Lived Intangible Assets, Accumulated Amortization | 80,666 | 71,527 |
Impairment of Intangible Assets, Finite-lived | 16,501 | 16,501 |
Intangible Assets, Net (Excluding Goodwill) | 113,661 | 111,247 |
Customer Relationships [Member] | ||
Intangible Assets [Line Items] | ||
Finite-lived Intangible Assets Acquired | 204,226 | 193,209 |
Finite-Lived Intangible Assets, Future Amortization Expense [Abstract] | ||
Year 2,019 | 9,350 | |
Year 2,020 | 9,350 | |
Year 2,021 | 9,207 | |
Year 2,022 | 9,007 | |
Year 2,023 | $ 8,659 | |
Finite-Lived Intangible Asset, Useful Life | 15 years 11 days | |
Finite-Lived Intangible Assets, Accumulated Amortization | $ 75,585 | 66,986 |
Impairment of Intangible Assets, Finite-lived | 16,501 | 16,501 |
Intangible Assets, Net (Excluding Goodwill) | 112,140 | 109,722 |
Noncompete Agreements [Member] | ||
Intangible Assets [Line Items] | ||
Finite-lived Intangible Assets Acquired | 5,102 | 4,566 |
Finite-Lived Intangible Assets, Future Amortization Expense [Abstract] | ||
Year 2,019 | 516 | |
Year 2,020 | 486 | |
Year 2,021 | 438 | |
Year 2,022 | 81 | |
Year 2,023 | $ 0 | |
Finite-Lived Intangible Asset, Useful Life | 4 years 6 months 11 days | |
Finite-Lived Intangible Assets, Accumulated Amortization | $ 3,581 | 3,074 |
Intangible Assets, Net (Excluding Goodwill) | 1,521 | 1,492 |
Trade Names [Member] | ||
Intangible Assets [Line Items] | ||
Finite-lived Intangible Assets Acquired | $ 1,500 | 1,500 |
Finite-Lived Intangible Assets, Future Amortization Expense [Abstract] | ||
Finite-Lived Intangible Asset, Useful Life | 4 years 11 days | |
Finite-Lived Intangible Assets, Accumulated Amortization | $ 1,500 | 1,467 |
Intangible Assets, Net (Excluding Goodwill) | $ 0 | $ 33 |
Debt and Capital Lease Obliga_3
Debt and Capital Lease Obligations (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Sep. 29, 2017 | |
Line of Credit Facility [Line Items] | ||
Credit facility term (in years) | 5 | |
Senior credit facility amount | $ 250,000 | |
Additional borrowing capacity of credit facility | $ 100,000 | |
Base reference rate of credit facilities | LIBOR | |
Debt Instrument, Basis Spread on Variable Rate | 1.00% | |
Utilized for outstanding letters of credit | $ 10,650 | |
Available borrowing capacity | 91,850 | |
Revolving Credit Facility [Member] | ||
Line of Credit Facility [Line Items] | ||
Basis spread on variable rate minimum (in hundredths) | 0.30% | |
Basis spread on variable rate maximum (in hundredths) | 0.80% | |
Proceeds from Lines of Credit | 47,500 | |
Available borrowing capacity | $ 150,000 | |
Line of Credit Facility, Interest Rate at Period End | 4.10% | |
Letter of Credit [Member] | ||
Line of Credit Facility [Line Items] | ||
Line of Credit Facility, Capacity Available for Specific Purpose Other than for Trade Purchases | $ 30,000 | |
Swing line loan [Member] | ||
Line of Credit Facility [Line Items] | ||
Line of Credit Facility, Capacity Available for Specific Purpose Other than for Trade Purchases | $ 30,000 | |
Federal funds [Member] | ||
Line of Credit Facility [Line Items] | ||
Debt Instrument, Basis Spread on Variable Rate | 0.50% |
Debt and Capital Lease Obliga_4
Debt and Capital Lease Obligations - Capital Lease (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Capital Leases, Future Minimum Payments Due [Abstract] | |||
2,019 | $ 325 | ||
2,020 | 60 | ||
Total | 385 | ||
Less amounts representing interest | 22 | ||
Present value of net minimum lease payments (including current portion of $309) | 363 | ||
Interest Paid, Including Capitalized Interest, Operating and Investing Activities | 1,841 | $ 1,193 | $ 1,770 |
Equipment [Member] | |||
Capital Lease Obligations [Abstract] | |||
Equipment | 635 | 635 | |
Accumulated amortization | (518) | (413) | |
Capital leases, net | $ 117 | $ 222 |
Shareholders' Equity, Stock Opt
Shareholders' Equity, Stock Options and Net Income per Share - Common and Preferred Stock (Details) - USD ($) $ / shares in Units, $ in Thousands | Feb. 05, 2019 | Jul. 21, 2016 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | May 31, 2016 |
Preferred Stock [Abstract] | |||||||||||||||||||
Preferred stock, shares authorized | 5,000,000 | 5,000,000 | 5,000,000 | 5,000,000 | |||||||||||||||
Preferred stock par value per share | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 | |||||||||||||||
Cash Dividends [Abstract] | |||||||||||||||||||
Quarterly cash dividend per share, common stock | $ 0.18 | $ 0.18 | $ 0.15 | $ 0.15 | $ 0.15 | $ 0.15 | $ 0.15 | $ 0.15 | $ 0.15 | $ 0.15 | $ 0.12 | $ 0.12 | $ 0.12 | ||||||
Repurchase of Common Stock [Abstract] | |||||||||||||||||||
Repurchase of common stock (repurchase program) | $ 66,126 | $ 48,983 | $ 39,983 | ||||||||||||||||
Common Stock [Member] | |||||||||||||||||||
Share-based Compensation [Abstract] | |||||||||||||||||||
Additional authorized shares for employee stock awards | 1,266,219 | 1,266,219 | 2,000,000 | ||||||||||||||||
Employee Stock Option [Member] | |||||||||||||||||||
Share-based Compensation [Abstract] | |||||||||||||||||||
Expected life of options (in years) | 7 years | ||||||||||||||||||
Minimum [Member] | Employee Stock Option [Member] | |||||||||||||||||||
Share-based Compensation [Abstract] | |||||||||||||||||||
Option award vesting period | 2 years | ||||||||||||||||||
Maximum [Member] | Employee Stock Option [Member] | |||||||||||||||||||
Share-based Compensation [Abstract] | |||||||||||||||||||
Option award vesting period | 3 years | ||||||||||||||||||
2016 Stock Repurchase Plan [Member] | Common Stock [Member] | |||||||||||||||||||
Repurchase of Common Stock [Abstract] | |||||||||||||||||||
Share repurchase program, authorized shares | 3,000,000 | ||||||||||||||||||
Stock Repurchased During Period, Shares | 1,109,270 | ||||||||||||||||||
Repurchase of common stock (repurchase program) | $ 66,126 | ||||||||||||||||||
Treasury stock acquired, average cost per share | $ 59.61 | ||||||||||||||||||
Remaining shares authorized under share repurchase program | 709,395 | ||||||||||||||||||
2019 Stock Repurchase Plan [Member] | Common Stock [Member] | |||||||||||||||||||
Repurchase of Common Stock [Abstract] | |||||||||||||||||||
Share repurchase program, authorized shares | 5,000,000 |
Shareholders' Equity, Stock O_2
Shareholders' Equity, Stock Options and Net Income per Share - Stock Option Activity (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based compensation | $ 10,549 | $ 8,103 | $ 8,334 |
Employee Stock Option [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Outstanding at beginning of year (shares) | 440 | 564 | 786 |
Granted (shares) | 193 | 128 | 137 |
Exercise of stock options (in shares) | (95) | (206) | (346) |
Forfeited (shares) | 0 | (46) | (13) |
Outstanding at end of year (shares) | 538 | 440 | 564 |
Exercisable at end of year | 230 | 226 | 331 |
Weighted Average Outstanding at beginning of year (per share) | $ 45 | $ 41 | $ 32 |
Weighted average exercise price for options granted in the period | 62 | 48 | 44 |
Weighted average exercise price for options exercised in the period | 41 | 35 | 24 |
Weighted average exercise price for options forfeited in the period | 0 | 46 | 35 |
Weighted Average Outstanding at end of year (per share) | 51 | 45 | 41 |
Weighted average exercise price for options exercisable at year end | 45 | 42 | 37 |
Weighted-average fair value of options granted during the year (dollars per share) | $ 16 | $ 13 | $ 12 |
Aggregate intrinsic value of options exercised | $ 1,992 | $ 3,569 | $ 7,803 |
Average aggregate intrinsic value for options outstanding | 4,550 | ||
Average aggregate instrinsic value for exercisable options | 3,439 | ||
Share-based compensation | 1,578 | 1,313 | 1,473 |
Tax benefit related to share-based compensation expense | 398 | $ 466 | $ 546 |
Unrecognized compensation cost | $ 3,128 | ||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | 2 years 2 months 11 days | ||
Exercise Price Range 36.90 thru 37.14 [Member] | Employee Stock Option [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Outstanding at end of year (shares) | 36 | ||
Exercisable at end of year | 36 | ||
Weighted Average Outstanding at end of year (per share) | $ 37.11 | ||
Weighted average exercise price for options exercisable at year end | 37.11 | ||
Range of exercise price, lower range limit | 36.90 | ||
Range of exercise price, upper range limit | $ 37.14 | ||
Weighted average remaining contractual life | 1 year 11 days | ||
Exercise Price Range 41.32 thru 44.90 [Member] | Employee Stock Option [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Outstanding at end of year (shares) | 135 | ||
Exercisable at end of year | 101 | ||
Weighted Average Outstanding at end of year (per share) | $ 43.39 | ||
Weighted average exercise price for options exercisable at year end | 43.33 | ||
Range of exercise price, lower range limit | 41.32 | ||
Range of exercise price, upper range limit | $ 44.90 | ||
Weighted average remaining contractual life | 3 years 6 months 11 days | ||
Exercise Price Range 45.34 thru 48.32 [Member] | Employee Stock Option [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Outstanding at end of year (shares) | 116 | ||
Exercisable at end of year | 42 | ||
Weighted Average Outstanding at end of year (per share) | $ 47.76 | ||
Weighted average exercise price for options exercisable at year end | 47.61 | ||
Range of exercise price, lower range limit | 45.34 | ||
Range of exercise price, upper range limit | $ 48.32 | ||
Weighted average remaining contractual life | 5 years 11 days | ||
Exercise Price Range 50.71 thru 53.73 [Member] | Employee Stock Option [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Outstanding at end of year (shares) | 53 | ||
Exercisable at end of year | 49 | ||
Weighted Average Outstanding at end of year (per share) | $ 51.13 | ||
Weighted average exercise price for options exercisable at year end | 50.95 | ||
Range of exercise price, lower range limit | 50.71 | ||
Range of exercise price, upper range limit | $ 53.73 | ||
Weighted average remaining contractual life | 3 years 4 months 11 days | ||
Exercise Price Range 57.18 thru 60.42 [Member] | Employee Stock Option [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Outstanding at end of year (shares) | 98 | ||
Exercisable at end of year | 2 | ||
Weighted Average Outstanding at end of year (per share) | $ 58.78 | ||
Weighted average exercise price for options exercisable at year end | 57.18 | ||
Range of exercise price, lower range limit | 57.18 | ||
Range of exercise price, upper range limit | $ 60.42 | ||
Weighted average remaining contractual life | 6 years 1 month 11 days | ||
Exercise Price Range 64.26 thru 64.26 [Member] | Employee Stock Option [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Outstanding at end of year (shares) | 100 | ||
Weighted Average Outstanding at end of year (per share) | $ 64.26 | ||
Range of exercise price, lower range limit | 64.26 | ||
Range of exercise price, upper range limit | $ 64.26 | ||
Weighted average remaining contractual life | 6 years 8 months 11 days | ||
Exercise Price Range 36.90 thru 64.26 [Member] | Employee Stock Option [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Outstanding at end of year (shares) | 538 | ||
Exercisable at end of year | 230 | ||
Weighted Average Outstanding at end of year (per share) | $ 51.37 | ||
Weighted average exercise price for options exercisable at year end | 44.89 | ||
Range of exercise price, lower range limit | 36.90 | ||
Range of exercise price, upper range limit | $ 64.26 | ||
Weighted average remaining contractual life | 4 years 8 months 11 days |
Shareholders' Equity, Stock O_3
Shareholders' Equity, Stock Options and Net Income per Share - Employee Activity Non-vested Shares (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based compensation | $ 10,549 | $ 8,103 | $ 8,334 |
Employee Non-vested Shares [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share-based awards, vesting period | 3 years | ||
Outstanding at beginning of year (shares) | 227 | 222 | 191 |
Granted (shares) | 202 | 126 | 134 |
Vested (shares) | (107) | (105) | (94) |
Forfeited (shares) | (7) | (16) | (9) |
Outstanding at end of year (shares) | 315 | 227 | 222 |
Weighted average grant date fair value of non-vested shares at beginning of year | $ 47 | $ 45 | $ 46 |
Weighted Average Grant Date Fair Value | 60 | 48 | 44 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period, Weighted Average Grant Date Fair Value | 56 | 45 | 44 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeited in Period, Weighted Average Grant Date Fair Value | 52 | 47 | 45 |
Weighted average grant date fair value non-vested shares at end of year | $ 55 | $ 47 | $ 45 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Granted in Period, Total Fair Value | $ 17,295 | $ 10,618 | $ 10,108 |
Grant date fair value of shares that vested during the year | 6,040 | 5,040 | 4,064 |
Share-based compensation | 6,874 | 5,045 | 4,614 |
Tax benefit related to share-based compensation expense | 1,732 | $ 1,791 | $ 1,712 |
Unrecognized compensation cost | $ 11,003 | ||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | 1 year 9 months 11 days |
Shareholders' Equity, Stock O_4
Shareholders' Equity, Stock Options and Net Income per Share - Employee Activity - Performance Shares (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Employee Activity - Performance Shares [Line Items] | |||
Share-based compensation | $ 10,549 | $ 8,103 | $ 8,334 |
Key Employee Performance Share Based Plan [Member] | |||
Employee Activity - Performance Shares [Line Items] | |||
Share-based awards, vesting period | 3 years | ||
Minimum percentage of peer group by which Company share price must outperform before incremental performance shares are issued | 25.00% | ||
Percentage of Peer Group By Which Company Share Price Must Outperform Before Maximum Incremental Shares Are Issued | 90.00% | ||
Outstanding at beginning of year (shares) | 69 | 80 | 77 |
Granted (shares) | 18 | 27 | 29 |
Additional shares awarded based on performance | 7 | ||
Vested (shares) | (33) | ||
Forfeited (shares) | (22) | (38) | |
Outstanding at end of year (shares) | 65 | 69 | 80 |
Weighted average grant date fair value of non-vested shares at beginning of year | $ 58 | $ 55 | $ 52 |
Weighted average fair value of performance shares | 72 | 56 | 49 |
Stock Issued During Period, Weighted Average Grant Date Fair Value | 40 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period, Weighted Average Grant Date Fair Value | 40 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeitures, Weighted Average Grant Date Fair Value | 67 | 51 | |
Weighted average grant date fair value non-vested shares at end of year | $ 58 | $ 58 | $ 55 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Granted in Period, Total Fair Value | $ 3,795 | $ 3,980 | $ 4,373 |
Share-based compensation | 1,263 | 1,045 | 1,447 |
Tax benefit related to share-based compensation expense | 318 | $ 371 | $ 537 |
Unrecognized compensation cost | $ 1,415 | ||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | 1 year 8 months 11 days |
Shareholders' Equity Stock Opti
Shareholders' Equity Stock Options and Net Income per Share - Employee Stock Purchase Plan (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Schedule of Employee Stock Purchase Plan (ESPP) Disclosures [Line Items] | |||
Share-based compensation | $ 10,549 | $ 8,103 | $ 8,334 |
Employee Stock Purchase Plan [Member] | |||
Schedule of Employee Stock Purchase Plan (ESPP) Disclosures [Line Items] | |||
Number of shares authorized under the plan | 362,404 | ||
Common stock issued under employee stock purchase plan (in shares) | 9,455 | 9,954 | 11,174 |
Weighted average price of shares purchased (dollars per share) | $ 50.63 | $ 46.01 | $ 39.50 |
Purchase Period for Employee Stock Purchase Plan | 6 months | ||
Weighted Average Grant Date Fair Value | $ 6.26 | $ 9.26 | $ 6.46 |
Share-based compensation | $ 59 | $ 92 | $ 72 |
Shareholders' Equity, Stock O_5
Shareholders' Equity, Stock Options and Net Income per Share - Non-employee Director Non-vested Shares (Details) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 12 Months Ended | ||
May 31, 2016 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Non-Vested Shares [Line Items] | ||||
Share-based compensation | $ 10,549 | $ 8,103 | $ 8,334 | |
Nonemployee Director Nonvested Shares Granted [Member] | ||||
Non-Vested Shares [Line Items] | ||||
Outstanding at beginning of year (shares) | 11,000 | 16,000 | 15,000 | |
Granted (shares) | 16,000 | 14,000 | 16,000 | |
Vested (shares) | (12,000) | (16,000) | (15,000) | |
Forfeited (shares) | (3,000) | |||
Outstanding at end of year (shares) | 15,000 | 11,000 | 16,000 | |
Weighted average grant date fair value of non-vested shares at beginning of year | $ 52 | $ 44 | $ 51 | |
Weighted Average Grant Date Fair Value | 59 | 52 | 44 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period, Weighted Average Grant Date Fair Value | 52 | 44 | 51 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeitures, Weighted Average Grant Date Fair Value | 49 | |||
Weighted average grant date fair value non-vested shares at end of year | $ 59 | $ 52 | $ 44 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Granted in Period, Total Fair Value | $ 920 | $ 742 | $ 688 | |
Grant date fair value of shares that vested during the year | 615 | 809 | 639 | |
Share-based compensation | 775 | 608 | 728 | |
Tax benefit related to share-based compensation expense | 195 | $ 216 | $ 263 | |
Unrecognized compensation cost | $ 360 | |||
Additional shares authorized available for grant | 160,000 | |||
Number of shares authorized under the plan | 360,000 | |||
Shares available for grant | 132,313 | |||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | 4 months 11 days |
Shareholders' Equity, Stock O_6
Shareholders' Equity, Stock Options and Net Income per Share - Net Income per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | |||||||||||
Net income and comprehensive income | $ 27,684 | $ 22,329 | $ 24,298 | $ 17,741 | $ 34,681 | $ 18,328 | $ 19,666 | $ 14,581 | $ 92,051 | $ 87,255 | $ 27,505 |
Undistributed Earnings (Loss) Allocated to Participating Securities, Basic | (881) | (700) | (210) | ||||||||
Numerator for net income and comprehensive income to common shareholders | $ 91,170 | $ 86,555 | $ 27,295 | ||||||||
Denominator for basic income per share - weighted-average shares | 29,076 | 29,867 | 30,283 | ||||||||
Denominator for diluted income per share - adjusted weighted-average shares | 29,190 | 29,964 | 30,444 | ||||||||
Basic net income per share | $ 0.95 | $ 0.76 | $ 0.83 | $ 0.60 | $ 1.17 | $ 0.61 | $ 0.65 | $ 0.48 | $ 3.14 | $ 2.90 | $ 0.90 |
Diluted net income per share | $ 0.95 | $ 0.76 | $ 0.82 | $ 0.60 | $ 1.16 | $ 0.61 | $ 0.65 | $ 0.48 | $ 3.12 | $ 2.89 | $ 0.90 |
Total number anti-dilutive options and non-vested shares excluded from income per diluted share computation | 151 | 172 | 310 | ||||||||
Equity Option [Member] | |||||||||||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | |||||||||||
Weighted Average Number Diluted Shares Outstanding Adjustment | 80 | 64 | 130 | ||||||||
Total number anti-dilutive options and non-vested shares excluded from income per diluted share computation | 126 | 172 | 310 | ||||||||
Key Employee Performance Share Based Plan [Member] | |||||||||||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | |||||||||||
Weighted Average Number Diluted Shares Outstanding Adjustment | 34 | 33 | 31 | ||||||||
Total number anti-dilutive options and non-vested shares excluded from income per diluted share computation | 16 | ||||||||||
Employee Non-vested Shares [Member] | |||||||||||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | |||||||||||
Total number anti-dilutive options and non-vested shares excluded from income per diluted share computation | 9 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Income taxes [Line Items] | |||
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 21.00% | 35.00% | 35.00% |
Current: [Abstract] | |||
Federal | $ 16,572 | $ 28,556 | $ 24,139 |
State | 3,559 | 4,043 | 3,052 |
Current Income Tax Expense (Benefit) | 20,131 | 32,599 | 27,191 |
Deferred: [Abstract] | |||
Federal | 7,194 | (11,860) | 3,145 |
State | 870 | (457) | 269 |
Deferred Income Tax Expense (Benefit) | 8,064 | (12,317) | 3,414 |
Income Tax Expense (Benefit) | 28,195 | 20,282 | 30,605 |
Adjustments to Additional Paid in Capital, Income Tax Benefit from Share-based Compensation | 1,732 | ||
Income tax provision [Abstract] | |||
Tax expense at the statutory rate | 25,252 | 37,637 | 20,399 |
State income taxes, net of federal benefit | 3,685 | 2,339 | 2,229 |
Share based compensation | (50) | (366) | |
Incentive stock options | 12 | 32 | (88) |
Other permanent differences | 163 | 252 | 474 |
Deferred tax asset valuation allowance | 35 | 78 | (2) |
Federal qualified property deductions | (2,075) | (1,311) | |
Federal income tax credits | (207) | (58) | |
Non-taxable acquisitions | (568) | ||
Rate impact of deferred tax liabilities | (15,901) | ||
Other | (695) | (1,088) | (86) |
Income Tax Expense (Benefit) | 28,195 | 20,282 | 30,605 |
Deferred Tax Liabilities and Assets [Abstract] | |||
Accrued expenses | 10,362 | 8,228 | |
Allowance for doubtful accounts | 535 | 777 | |
Share-based compensation | 3,526 | 3,002 | |
Accruals for income tax contingencies | 217 | 251 | |
Net operating loss carryforwards | 2,906 | 4,733 | |
Total deferred tax assets | 17,546 | 16,991 | |
Valuation allowance | (395) | (360) | |
Total deferred tax assets, net of valuation allowance | 17,151 | 16,631 | |
Tax over book depreciation | 25,606 | 19,402 | |
Intangible assets | 10,904 | 11,108 | |
Prepaid expenses deductible when paid | 3,902 | 3,460 | |
Goodwill | 13,913 | 11,741 | |
Deferred Tax Liabilities, Gross | 54,325 | 45,711 | |
Net deferred tax liabilities | (37,174) | (29,080) | |
Federal net operating loss | 10,258 | 18,586 | 27,050 |
Operating Loss Carryforwards, State and Local | 18,148 | 18,126 | |
Balance sheet classification of deferred income taxes [Abstract] | |||
Deferred tax liabilites, noncurrent | (37,174) | (29,080) | |
Income taxes paid | 21,064 | 36,110 | 10,628 |
Increase (Decrease) in valuation allowance for state loss carryforwards | 35 | 78 | |
Reconciliation of Unrecognized Tax Benefits [Roll Forward] | |||
Balance at beginning of year | 1,334 | 582 | 773 |
Reductions for settlement with state taxing authorities | (271) | (14) | (247) |
Reductions for tax positions of prior years | (40) | ||
Additions for tax positions of current year | 35 | 366 | 56 |
Additions for tax positions of prior years | 400 | ||
Balance at end of year | 1,058 | 1,334 | 582 |
Income tax penalties accrued | 61 | 105 | |
Interest on income taxes accrued | $ 143 | $ 201 | |
TQI [Member] | |||
Income tax provision [Abstract] | |||
Goodwill, Impairment Loss | $ 8,990 |
Operating Leases (Details)
Operating Leases (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Operating Leased Assets [Line Items] | |||
Operating lease renewal option, minimum (in years) | 1 year | ||
Operating lease renewal option, maximum (in years) | 10 years | ||
Operating lease original term, for tractors, trucks and trailers, minimum (in years) | 3 years | ||
Operating lease original term, for tractors, trucks and trailers, maximum (in years) | 5 years | ||
Sublease rental income | $ 1,724 | $ 1,923 | $ 1,517 |
Expected future sublease rental income | 1,155 | ||
Operating Leases, Future Minimum Payments Due [Abstract] | |||
2,019 | 51,380 | ||
2,020 | 40,999 | ||
2,021 | 29,598 | ||
2,022 | 16,612 | ||
2,023 | 9,234 | ||
Thereafter | 11,459 | ||
Total | $ 159,282 |
Commitments and Contingencies_2
Commitments and Contingencies (Details) $ in Thousands | Dec. 31, 2018USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments to purchase trailers, vehicles and forklifts | $ 14,305 |
Employee Benefit Plan (Details)
Employee Benefit Plan (Details) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018USD ($)Days | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | |
Defined Benefit Plan Disclosure [Line Items] | |||
Defined Contribution Plan minimum number of days of employee service required | Days | 90 | ||
Defined Contribution Plan Minimum Hours of Service | 1,000 | ||
Defined contribution plan, minimum age requirement | 21 | ||
Defined contribution plan, minimum employee contribution of annual compensation | 2.00% | ||
Defined contribution plan, maximum employee contribution of annual compensation | 80.00% | ||
Defined contribution plan, employer match percentage | 25.00% | ||
Defined contribution plan, maximum employee contribution matched by employer | 6.00% | ||
Defined contribution plan, percentage at which employees vest annually in employer contributions | 20.00% | ||
Defined Contribution Plan Minimum Years of Service Before Vesting Of Employer Contributions | 2 years | ||
Defined Benefit Plan, Plan Assets, Contributions by Employer | $ | $ 1,713 | $ 1,441 | $ 1,056 |
Financial Instruments Financial
Financial Instruments Financial Instruments - Balance Sheet Grouping (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Letters of Credit Outstanding, Amount | $ 10,650 | |
Notes Payable | 374 | $ 744 |
Carrying Value [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Notes Payable | $ 363 | $ 724 |
Segment Reporting (Details)
Segment Reporting (Details) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018USD ($) | Sep. 30, 2018USD ($) | Jun. 30, 2018USD ($) | Mar. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Sep. 30, 2017USD ($) | Jun. 30, 2017USD ($) | Mar. 31, 2017USD ($) | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | |
Segment Reporting Information [Line Items] | |||||||||||
Number of principal reporting segments | 4 | ||||||||||
External revenues | $ 356,561 | $ 331,375 | $ 330,343 | $ 302,608 | $ 325,136 | $ 298,289 | $ 283,876 | $ 262,046 | $ 1,320,886 | $ 1,169,346 | $ 1,030,210 |
Depreciation and amortization | 42,183 | 41,055 | 38,210 | ||||||||
Share-based Compensation | 10,549 | 8,103 | 8,334 | ||||||||
Goodwill and Intangible Asset Impairment | 0 | 0 | 42,442 | ||||||||
Interest expense | 1,783 | 1,209 | 1,597 | ||||||||
Operating Income (Loss) | 35,047 | $ 29,879 | $ 32,870 | $ 24,235 | 27,843 | $ 27,176 | $ 29,996 | $ 23,743 | 122,031 | 108,757 | 59,703 |
Total assets | 760,215 | 692,622 | 760,215 | 692,622 | 644,048 | ||||||
Additions to Other Assets, Amount | 42,293 | 38,265 | 42,186 | ||||||||
Expedited LTL [Member] | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
External revenues | 740,332 | 652,304 | 593,472 | ||||||||
Revenue from Related Parties | 7,230 | 3,534 | 3,067 | ||||||||
Depreciation and amortization | 22,523 | 22,103 | 21,919 | ||||||||
Share-based Compensation | 7,761 | 6,776 | 7,209 | ||||||||
Interest expense | 1 | 3 | 1,687 | ||||||||
Operating Income (Loss) | 96,385 | 87,969 | 83,142 | ||||||||
Total assets | 478,888 | 440,823 | 478,888 | 440,823 | 443,077 | ||||||
Additions to Other Assets, Amount | 38,520 | 36,650 | 37,501 | ||||||||
Truckload Premium Services [Member] | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
External revenues | 186,114 | 194,402 | 179,989 | ||||||||
Revenue from Related Parties | 6,468 | 7,350 | 1,018 | ||||||||
Depreciation and amortization | 6,429 | 6,328 | 6,441 | ||||||||
Share-based Compensation | 696 | 378 | 332 | ||||||||
Goodwill and Intangible Asset Impairment | 42,442 | ||||||||||
Interest expense | (21) | 2 | 3 | ||||||||
Operating Income (Loss) | 5,055 | 3,215 | (35,409) | ||||||||
Total assets | 71,163 | 65,829 | 71,163 | 65,829 | 53,695 | ||||||
Additions to Other Assets, Amount | 190 | 33 | 1,828 | ||||||||
Pool Distribution [Member] | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
External revenues | 193,690 | 168,194 | 151,245 | ||||||||
Revenue from Related Parties | 427 | 289 | 607 | ||||||||
Depreciation and amortization | 6,900 | 6,773 | 5,975 | ||||||||
Share-based Compensation | 453 | 387 | 334 | ||||||||
Operating Income (Loss) | 5,870 | 6,378 | 3,633 | ||||||||
Total assets | 64,306 | 55,970 | 64,306 | 55,970 | 50,271 | ||||||
Additions to Other Assets, Amount | 2,729 | 1,068 | 2,637 | ||||||||
Intermodal [Member] | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
External revenues | 200,750 | 154,446 | 105,504 | ||||||||
Revenue from Related Parties | 256 | 238 | 160 | ||||||||
Depreciation and amortization | 6,329 | 5,848 | 3,876 | ||||||||
Share-based Compensation | 984 | 562 | 459 | ||||||||
Interest expense | 58 | 48 | 83 | ||||||||
Operating Income (Loss) | 23,266 | 12,963 | 11,060 | ||||||||
Total assets | 167,002 | 149,150 | 167,002 | 149,150 | 130,295 | ||||||
Additions to Other Assets, Amount | 854 | 514 | 220 | ||||||||
Business Intersegment, Eliminations [Member] | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Revenue from Related Parties | (14,381) | (11,411) | (4,852) | ||||||||
Depreciation and amortization | 2 | 3 | (1) | ||||||||
Share-based Compensation | 655 | ||||||||||
Interest expense | 1,745 | 1,156 | (176) | ||||||||
Operating Income (Loss) | (8,545) | (1,768) | (2,723) | ||||||||
Total assets | $ (21,144) | $ (19,150) | $ (21,144) | $ (19,150) | $ (33,290) |
Quarterly Results of Operatio_3
Quarterly Results of Operations (Unaudited) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Operating revenue | $ 356,561 | $ 331,375 | $ 330,343 | $ 302,608 | $ 325,136 | $ 298,289 | $ 283,876 | $ 262,046 | $ 1,320,886 | $ 1,169,346 | $ 1,030,210 |
Income from operations | 35,047 | 29,879 | 32,870 | 24,235 | 27,843 | 27,176 | 29,996 | 23,743 | 122,031 | 108,757 | 59,703 |
Net income | $ 27,684 | $ 22,329 | $ 24,298 | $ 17,741 | $ 34,681 | $ 18,328 | $ 19,666 | $ 14,581 | $ 92,051 | $ 87,255 | $ 27,505 |
Net income per share: | |||||||||||
Basic | $ 0.95 | $ 0.76 | $ 0.83 | $ 0.60 | $ 1.17 | $ 0.61 | $ 0.65 | $ 0.48 | $ 3.14 | $ 2.90 | $ 0.90 |
Diluted | $ 0.95 | $ 0.76 | $ 0.82 | $ 0.60 | $ 1.16 | $ 0.61 | $ 0.65 | $ 0.48 | $ 3.12 | $ 2.89 | $ 0.90 |
Schedule II - Valuation and Q_2
Schedule II - Valuation and Qualifying Accounts (Details) - USD ($) $ in Thousands | 12 Months Ended | |||||||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |||||
SEC Schedule, 12-09, Valuation and Qualifying Accounts Disclosure [Line Items] | ||||||||
SEC Schedule, 12-09, Valuation Allowances and Reserves, Amount | $ 2,476 | $ 3,366 | $ 1,996 | $ 2,689 | ||||
Valuation Allowances and Reserves, Charged to Cost and Expense | 174 | 1,892 | 256 | |||||
SEC Schedule, 12-09, Valuation Allowances and Reserves, Deduction | 4,692 | 3,577 | 2,969 | |||||
SEC Schedule, 12-09, Allowance, Credit Loss [Member] | ||||||||
SEC Schedule, 12-09, Valuation and Qualifying Accounts Disclosure [Line Items] | ||||||||
SEC Schedule, 12-09, Valuation Allowances and Reserves, Amount | 1,309 | 2,542 | 1,309 | 1,310 | ||||
Valuation Allowances and Reserves, Charged to Cost and Expense | 139 | 1,814 | 258 | |||||
SEC Schedule, 12-09, Valuation Allowances and Reserves, Deduction | [1] | 1,372 | 581 | 259 | ||||
Allowance for revenue adjustments [Member] | ||||||||
SEC Schedule, 12-09, Valuation and Qualifying Accounts Disclosure [Line Items] | ||||||||
SEC Schedule, 12-09, Valuation Allowances and Reserves, Amount | 772 | 464 | [2] | 405 | [2] | 1,095 | [2] | |
SEC Schedule, 12-09, Valuation Allowances and Reserves, Additions, Charge to Other Account | 3,628 | 3,055 | 2,020 | |||||
SEC Schedule, 12-09, Valuation Allowances and Reserves, Deduction | [3] | 3,320 | 2,996 | 2,710 | ||||
SEC Schedule, 12-09, Valuation Allowance, Deferred Tax Asset [Member] | ||||||||
SEC Schedule, 12-09, Valuation and Qualifying Accounts Disclosure [Line Items] | ||||||||
SEC Schedule, 12-09, Valuation Allowances and Reserves, Amount | 395 | 360 | 282 | $ 284 | ||||
Valuation Allowances and Reserves, Charged to Cost and Expense | $ 35 | $ 78 | $ (2) | |||||
[1] | Represents uncollectible accounts written off, net of recoveries | |||||||
[2] | Represents an allowance for adjustments to accounts receivable due to disputed rates, accessorial charges and other aspects of previously billed shipments. | |||||||
[3] | Represents adjustments to billed accounts receivable |