Document And Entity Information
Document And Entity Information - shares | 9 Months Ended | |
Sep. 30, 2018 | Nov. 06, 2018 | |
Document Information [Line Items] | ||
Entity Registrant Name | COVENANT TRANSPORTATION GROUP INC | |
Entity Central Index Key | 928,658 | |
Trading Symbol | cvti | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Accelerated Filer | |
Entity Current Reporting Status | Yes | |
Entity Emerging Growth Company | false | |
Entity Small Business | false | |
Document Type | 10-Q | |
Document Period End Date | Sep. 30, 2018 | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | Q3 | |
Amendment Flag | false | |
Common Class B [Member] | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding (in shares) | 2,350,000 | |
Common Class A [Member] | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding (in shares) | 15,996,066 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Current assets: | ||
Cash and cash equivalents | $ 19,612 | $ 15,356 |
Accounts receivable, net of allowance of $1,817 in 2018 and $1,460 in 2017 | 134,957 | 104,153 |
Drivers' advances and other receivables, net of allowance of $672 in 2018 and $496 in 2017 | 15,340 | 15,062 |
Inventory and supplies | 4,337 | 4,232 |
Prepaid expenses | 12,045 | 8,699 |
Assets held for sale | 1,325 | 1,444 |
Income taxes receivable | 1,585 | 11,551 |
Other short-term assets | 2,333 | 1,817 |
Total current assets | 191,534 | 162,314 |
Property and equipment, at cost | 635,909 | 650,988 |
Less: accumulated depreciation and amortization | (187,144) | (186,916) |
Net property and equipment | 448,765 | 464,072 |
Goodwill | 41,086 | |
Other intangibles, net | 33,269 | |
Other assets, net | 32,828 | 23,282 |
Total assets | 747,482 | 649,668 |
Current liabilities: | ||
Checks outstanding in excess of bank balances | 605 | |
Accounts payable | 21,488 | 11,857 |
Accrued expenses | 47,797 | 26,520 |
Current maturities of long-term debt | 27,643 | 24,596 |
Current portion of capital lease obligations | 5,074 | 2,962 |
Current portion of insurance and claims accrual | 24,785 | 15,042 |
Other short-term liabilities | 243 | |
Total current liabilities | 127,392 | 81,220 |
Long-term debt | 169,037 | 164,465 |
Long-term portion of capital lease obligations | 33,877 | 21,777 |
Insurance and claims accrual | 16,291 | 21,836 |
Deferred income taxes | 73,347 | 63,344 |
Other long-term liabilities | 1,388 | 1,825 |
Total liabilities | 421,332 | 354,467 |
Commitments and contingent liabilities | ||
Stockholders' equity: | ||
Additional paid-in-capital | 140,404 | 137,242 |
Accumulated other comprehensive income | 1,487 | 293 |
Retained earnings | 184,064 | 157,471 |
Total stockholders' equity | 326,150 | 295,201 |
Total liabilities and stockholders' equity | 747,482 | 649,668 |
Common Class A [Member] | ||
Stockholders' equity: | ||
Common stock | 171 | 171 |
Common Class B [Member] | ||
Stockholders' equity: | ||
Common stock | $ 24 | $ 24 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Unaudited) (Parentheticals) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Accounts receivable allowance | $ 1,817 | $ 1,460 |
Drivers' advances and other receivables, allowance | $ 672 | $ 496 |
Common Class A [Member] | ||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 20,000,000 | 20,000,000 |
Common stock, shares issued (in shares) | 15,996,066 | 15,979,703 |
Common stock, shares outstanding (in shares) | 15,996,066 | 15,979,703 |
Common Class B [Member] | ||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 5,000,000 | 5,000,000 |
Common stock, shares issued (in shares) | 2,350,000 | 2,350,000 |
Common stock, shares outstanding (in shares) | 2,350,000 | 2,350,000 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Revenue: | ||||
Total revenue | $ 243,303 | $ 178,631 | $ 613,187 | $ 501,701 |
Operating expenses: | ||||
Salaries, wages, and related expenses | 86,249 | 60,732 | 211,621 | 178,639 |
Fuel expense | 33,428 | 25,998 | 89,817 | 76,310 |
Operations and maintenance | 16,457 | 13,046 | 40,783 | 37,504 |
Revenue equipment rentals and purchased transportation | 47,445 | 36,361 | 115,525 | 90,719 |
Operating taxes and licenses | 3,377 | 2,364 | 8,649 | 7,197 |
Insurance and claims | 12,675 | 7,681 | 31,269 | 24,313 |
Communications and utilities | 1,810 | 1,747 | 5,216 | 5,081 |
General supplies and expenses | 6,391 | 3,729 | 16,833 | 10,919 |
Depreciation and amortization, including gains and losses on disposition of property and equipment | 19,290 | 17,932 | 56,803 | 57,707 |
Total operating expenses | 227,122 | 169,590 | 576,516 | 488,389 |
Operating income | 16,181 | 9,041 | 36,671 | 13,312 |
Interest expense, net | 2,460 | 2,174 | 6,360 | 6,216 |
Income from equity method investment | (2,142) | (750) | (5,407) | (2,575) |
Income before income taxes | 15,863 | 7,617 | 35,718 | 9,671 |
Income tax expense | 4,249 | 2,985 | 9,716 | 3,530 |
Net income | $ 11,614 | $ 4,632 | $ 26,002 | $ 6,141 |
Income per share: | ||||
Basic net income per share (in dollars per share) | $ 0.63 | $ 0.25 | $ 1.42 | $ 0.34 |
Diluted net income per share (in dollars per share) | $ 0.63 | $ 0.25 | $ 1.41 | $ 0.33 |
Basic weighted average shares outstanding (in shares) | 18,343 | 18,288 | 18,337 | 18,275 |
Diluted weighted average shares outstanding (in shares) | 18,497 | 18,404 | 18,448 | 18,366 |
Cargo and Freight [Member] | ||||
Revenue: | ||||
Total revenue | $ 214,623 | $ 159,500 | $ 535,721 | $ 445,212 |
Fuel Surcharge [Member] | ||||
Revenue: | ||||
Total revenue | $ 28,680 | $ 19,131 | $ 77,466 | $ 56,489 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Income (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Net income | $ 11,614 | $ 4,632 | $ 26,002 | $ 6,141 |
Other comprehensive income (loss): | ||||
Unrealized gain (loss) on effective portion of cash flow hedges, net of tax of $133 and $782 in 2018 and $1,050 and $796 in 2017, respectively | 353 | 1,678 | 2,065 | (1,271) |
Reclassification of cash flow hedges (gain) loss into statement of operations, net of tax of $155 and $330 in 2018 and $424 and $1,546 in 2017, respectively | (406) | 677 | (868) | 2,469 |
Unrealized holding loss on investments classified as available-for-sale | (3) | (3) | ||
Total other comprehensive income (loss) | (56) | 2,355 | 1,194 | 1,198 |
Comprehensive income | $ 11,558 | $ 6,987 | $ 27,196 | $ 7,339 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Comprehensive Income (Unaudited) (Parentheticals) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Unrealized gain (loss) on effective portion of cash flow hedges, tax | $ 133 | $ 782 | $ 1,050 | $ 796 |
Reclassification of cash flow hedges (gain) loss into statement of operations, tax | $ 155 | $ 330 | $ 424 | $ 1,546 |
Condensed Consolidated Statem_4
Condensed Consolidated Statement of Stockholders' Equity (Unaudited) - 9 months ended Sep. 30, 2018 - USD ($) $ in Thousands | Common Stock [Member]Common Class A [Member] | Common Stock [Member]Common Class B [Member] | Additional Paid-in Capital [Member] | AOCI Attributable to Parent [Member] | Retained Earnings [Member] | Total |
Balance at Dec. 31, 2017 | $ 171 | $ 24 | $ 137,242 | $ 293 | $ 157,471 | $ 295,201 |
Net income | 26,002 | 26,002 | ||||
Other comprehensive income | 1,194 | 1,194 | ||||
Stock-based employee compensation expense | 2,868 | 2,868 | ||||
Issuance of restricted shares | 294 | 294 | ||||
Balance at Sep. 30, 2018 | $ 171 | $ 24 | $ 140,404 | $ 1,487 | 184,064 | 326,150 |
Effect of adoption of ASU 2014-09 | $ 591 | $ 591 |
Condensed Consolidated Statem_5
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Cash flows from operating activities: | ||
Net income | $ 26,002 | $ 6,141 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Provision for losses on accounts receivable | 168 | 241 |
Reversal of gain on sales to equity method investee | (185) | (153) |
Depreciation, Depletion and Amortization, Nonproduction, Total | 56,370 | 54,489 |
Amortization of deferred financing fees | 111 | 206 |
Deferred income tax expense | 9,172 | 16,437 |
Income tax benefit arising from restricted share vesting | 19 | 96 |
Stock-based compensation expense | 3,243 | 896 |
Equity in income of affiliate | (5,407) | (2,575) |
Return on investment in affiliated company | 1,960 | |
Loss on disposition of property and equipment | 433 | 3,217 |
Loss on investment in available-for-sale securities | (6) | |
Changes in operating assets and liabilities: | ||
Receivables and advances | (4,717) | (19,975) |
Prepaid expenses and other assets | (2,763) | 1,439 |
Inventory and supplies | (102) | (69) |
Insurance and claims accrual | 1,553 | 837 |
Accounts payable and accrued expenses | 17,723 | (400) |
Net cash flows provided by operating activities | 101,614 | 62,787 |
Cash flows from investing activities: | ||
Acquisition of Landair Holdings, Inc., net of cash acquired | (106,060) | |
Purchase of available-for-sale securities | (1,496) | |
Acquisition of property and equipment | (44,528) | (89,917) |
Proceeds from disposition of property and equipment | 49,302 | 32,739 |
Net cash flows used in investing activities | (102,782) | (57,178) |
Cash flows from financing activities: | ||
Change in checks outstanding in excess of bank balances | 605 | 1,325 |
Proceeds from issuance of notes payable | 83,746 | 110,762 |
Repayments of notes payable | (73,376) | (101,717) |
Repayments of capital lease obligations | (2,608) | (6,689) |
Proceeds under revolving credit facility | 1,153,310 | 930,161 |
Repayments under revolving credit facility | (1,156,162) | (938,667) |
Payment of minimum tax withholdings on stock compensation | (81) | (257) |
Debt refinancing costs | (10) | |
Net cash provided by (used in) financing activities | 5,424 | (5,082) |
Net change in cash and cash equivalents | 4,256 | 527 |
Cash and cash equivalents at beginning of period | 15,356 | 7,750 |
Cash and cash equivalents at end of period | 19,612 | 8,277 |
Supplemental disclosure of cash flow information: | ||
Equipment purchased under capital leases | $ 16,820 | $ 9,953 |
Note 1 - Significant Accounting
Note 1 - Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2018 | |
Notes to Financial Statements | |
Significant Accounting Policies [Text Block] | Note 1. Significant Accounting Policies Basis of Presentation The condensed consolidated financial statements include the accounts of Covenant Transportation Group, Inc., a Nevada holding company, and its wholly owned subsidiaries. References in this report to "we," "us," "our," the "Company," and similar expressions refer to Covenant Transportation Group, Inc. and its wholly owned subsidiaries. All significant intercompany balances and transactions have been eliminated in consolidation. The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and with the instructions to Form 10 10 X 1933. Certain information and footnote disclosures have been condensed or omitted pursuant to such rules and regulations. The December 31, 2017, three nine September 30, 2018 not may December 31, 2018. 10 December 31, 2017. not Recent Accounting Pronouncements Accounting Standards adopted In May 2014 2014 09, five January 1, 2018. As permitted by the guidance, we elected the modified retrospective approach and thus recognized the cumulative effect of adoption of $0.6 first 2018 Based on our review of our customer shipping arrangements and the related guidance, we have concluded that we will recognize revenue from loads proportionally as the transportation service is performed based on the percentage of miles completed as of the period end, as opposed to recognizing revenue upon the completion of the load, which was our historic practice. Revenue will be recognized on a gross basis at amounts charged to our customers because we control and are primarily responsible for the fulfillment of the promised service. Our recognition of revenue under the new standard approximates our recognition of revenue under the prior standard, as there will generally be a consistent amount of freight in process at the beginning and end of the period; however, seasonality and the day on which the period ends may The following tables summarize the impacts of adopting ASU 606 three nine September 30, 2018. Three Months Ended September 30, 2018 Financial Statement Line Item (in thousands) As reported Adjustments Balances without adoption of Topic 606 Consolidated Balance Sheet Accounts receivable, net of allowances $ 134,957 $ (1,276 ) $ 133,681 Total assets 747,482 (1,276 ) 746,206 Accrued expenses 47,797 (236 ) 47,561 Deferred income taxes 73,347 (286 ) 73,061 Total liabilities 421,332 (522 ) 420,810 Retained earnings 184,064 (754 ) 183,310 Total stockholders’ equity 326,150 (754 ) 325,396 Total liabilities and stockholders’ equity 747,482 (1,276 ) 746,206 Consolidated Statement of Operations Freight revenue 214,623 49 214,672 Total revenue 243,303 49 243,352 Salaries, wages and related expenses 86,249 (1 ) 86,248 Revenue equipment rentals and purchased transportation 47,445 (95 ) 47,350 Total operating expenses 227,122 (96 ) 227,026 Income tax expense 4,249 40 4,289 Net income 11,614 105 11,719 Consolidated Statement of Comprehensive Income Net income 11,614 105 11,719 Comprehensive income 11,558 105 11,663 Consolidated Statement of Cash Flows Operating Cash Flows Net income 11,614 105 11,719 Deferred income tax expense 2,676 40 2,716 Change in: Receivables and advances (16,537 ) (49 ) (16,586 ) Change in: Accounts payable and accrued expenses 16,087 (96 ) 15,991 Net cash flows provided by operating activities 38,981 - 38,981 Nine Months Ended September 30, 2018 Financial Statement Line Item (in thousands) As reported Adjustments Balances without adoption of Topic 606 Consolidated Balance Sheet Accounts receivable, net of allowances $ 134,957 $ (1,276 ) $ 133,681 Total assets 747,482 (1,276 ) 746,206 Accrued expenses 47,797 (236 ) 47,561 Deferred income taxes 73,347 (286 ) 73,061 Total liabilities 421,332 (522 ) 420,810 Retained earnings 184,064 (754 ) 183,310 Total stockholders’ equity 326,150 (754 ) 325,396 Total liabilities and stockholders’ equity 747,482 (1,276 ) 746,206 Consolidated Statement of Operations Freight revenue 535,721 (266 ) 535,455 Total revenue 613,187 (266 ) 612,921 Salaries, wages and related expenses 211,621 13 211,634 Revenue equipment rentals and purchased transportation 115,525 (54 ) 115,471 Total operating expenses 576,516 (41 ) 576,475 Income tax expense 9,716 (62 ) 9,654 Net income 26,002 (164 ) 25,838 Consolidated Statement of Comprehensive Income Net income 26,002 (163 ) 25,838 Comprehensive income 27,196 (163 ) 27,032 Consolidated Statement of Cash Flows Operating Cash Flows Net income 26,002 (163 ) 25,838 Deferred income tax expense 9,172 (62 ) 9,110 Change in: Receivables and advances (4,717 ) 266 (4,451 ) Change in: Accounts payable and accrued expenses 17,723 (41 ) 17,682 Net cash flows provided by operating activities 101,613 - 101,612 We have two The Truckload segment consists of four four Managed Freight is comprised primarily of freight brokerage, logistics, and transportation management services. Included in Managed Freight are our accounts receivable factoring and warehousing businesses, which do not $3.4 $11.7 nine September 30, 2018. The following table summarizes our revenue by reportable segment by operating fleet, as used by our chief operating decision maker of the Company in making decisions regarding allocation of resources, etc., for the three nine September 30, 2018: (in thousands) Three Months ended September 30, Nine Months ended September 30, 2018 2017 2018 2017 Total Revenues: Truckload: Covenant Transport $ 108,223 $ 95,100 $ 309,583 $ 272,387 Truckload: SRT 47,866 41,382 134,163 123,905 Truckload: Star Transportation 19,887 16,584 57,489 50,030 Truckload: Landair 21,077 - 21,077 - Managed Freight 46,250 25,565 90,875 55,379 Total $ 243,303 $ 178,631 $ 613,187 $ 501,701 Accounting Standards not In February 2016, 2016 02, not twelve January 1, 2019, third Property and Equipment Property and equipment is stated at cost less accumulated depreciation. Depreciation for book purposes is determined using the straight-line method over the estimated useful lives of the assets, while depreciation for tax purposes is generally recorded using an accelerated method. Depreciation of revenue equipment is our largest item of depreciation. We have historically depreciated new tractors (excluding day cabs) over five 15% seven ten 25% not |
Note 2 - Income Per Share
Note 2 - Income Per Share | 9 Months Ended |
Sep. 30, 2018 | |
Notes to Financial Statements | |
Earnings Per Share [Text Block] | Note 2. Income Per Share Basic income per share excludes dilution and is computed by dividing earnings available to common stockholders by the weighted-average number of common shares outstanding for the period. Diluted income per share reflects the dilution that could occur if securities or other contracts to issue common stock were exercised or converted into common stock or resulted in the issuance of common stock that then shared in our earnings. There were no three nine September 30, 2018. no September 30, 2018. The following table sets forth for the periods indicated the calculation of net income per share included in the condensed consolidated statements of operations: (in thousands except per share data) Three Months ended September 30, Nine Months ended September 30, 2018 2017 2018 2017 Numerator: Net income $ 11,614 $ 4,632 $ 26,002 $ 6,141 Denominator: Denominator for basic earnings per share – weighted-average shares 18,343 18,288 18,337 18,275 Effect of dilutive securities: Equivalent shares issuable upon conversion of unvested restricted stock 154 116 111 91 Denominator for diluted earnings per share – adjusted weighted-average shares and assumed conversions 18,497 18,404 18,448 18,366 Basic income per share: $ 0.63 $ 0.25 $ 1.42 $ 0.34 Diluted income per share: $ 0.63 $ 0.25 $ 1.41 $ 0.33 |
Note 3 - Segment Information
Note 3 - Segment Information | 9 Months Ended |
Sep. 30, 2018 | |
Notes to Financial Statements | |
Segment Reporting Disclosure [Text Block] | Note 3. Segment Information We have two not $3.4 $11.7 nine September 30, 2018. The accounting policies of the segments are the same as those described in the summary of significant accounting policies in our 2017 10 The following table summarizes our segment information used by our chief operating decision maker of the Company in making decisions regarding allocation of resources, etc., as of and for the three nine September 30, 2018: (in thousands) Three months ended September 30, Nine months ended September 30, 2018 2017 2018 2017 Total Revenues: Truckload $ 197,053 $ 153,066 $ 522,312 $ 446,322 Managed Freight 46,250 25,565 90,875 55,379 Total $ 243,303 $ 178,631 $ 613,187 $ 501,701 Operating Income: Truckload $ 11,960 $ 6,573 $ 29,055 $ 7,812 Managed Freight 4,221 2,468 7,616 5,500 Total $ 16,181 $ 9,041 $ 36,671 $ 13,312 |
Note 4 - Income Taxes
Note 4 - Income Taxes | 9 Months Ended |
Sep. 30, 2018 | |
Notes to Financial Statements | |
Income Tax Disclosure [Text Block] | Note 4. Income Taxes Income tax expense varies from the amount computed by applying the federal corporate income tax rates of 21% 35% 2018 2017, Our liability recorded for uncertain tax positions as of September 30, 2018 $0.1 December 31, 2017. The net deferred tax liability of $73.3 not may September 30, 2018, $0.1 may Provisional Amounts in the Effective Rate The Tax Cuts and Jobs Act (the “Act”) was enacted on December 22, 2017. No. 118 September 30, 2018, not three nine September 30, 2018, no December 31, 2017. may Deferred tax assets and liabilities: We remeasured certain deferred tax assets and liabilities based on the rates at which they are expected to reverse in the future, which is generally 21%. 35% $40.1 December 31, 2017 three nine September 30, 2018, no not |
Note 5 - Fair Value of Financia
Note 5 - Fair Value of Financial Instruments | 9 Months Ended |
Sep. 30, 2018 | |
Notes to Financial Statements | |
Fair Value Disclosures [Text Block] | Note 5. Fair Value of Financial Instruments Fair value is defined as an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. Accordingly, fair value is a market-based measurement that is determined based on assumptions that market participants would use in pricing an asset or liability. The fair value of the hedge derivative liability was determined based on quotes from the counterparty which were verified by comparing them to the exchange on which the related futures are traded, adjusted for counterparty credit risk. The fair value of our interest rate swap agreements is determined using the market-standard methodology of netting the discounted future fixed-cash payments and the discounted expected variable-cash receipts. The variable-cash receipts are based on an expectation of future interest rates (forward curves) derived from observable market interest rate curves. These analyses reflect the contractual terms of the swap, including the period to maturity, and use observable market-based inputs, including interest rate curves and implied volatilities. The fair value of available-for-sale securities is based upon quoted prices in active markets. The fair value calculation also includes an amount for risk of non-performance of our counterparties using "significant unobservable inputs" such as estimates of current credit spreads to evaluate the likelihood of default, which we have determined to be insignificant to the overall fair value of our interest rate swap agreements. A three ● Level 1. ● Level 2. ● Level 3. no Financial Instruments Measured at Fair Value on a Recurring Basis (in thousands) Hedge derivatives September 30, 2018 December 31, 2017 (1) Net Fair Value of Derivatives $2,055 $393 Quoted Prices in Active Markets (Level 1) - - Significant Other Observable Inputs (Level 2) $2,055 $393 Significant Unobservable Inputs (Level 3) - - ( 1 Includes derivative liabilities of $487 December 31, 2017. (in thousands) Available-for-sale securities September 30, 2018 December 31, 2017 Net Fair Value of Derivatives $1,493 $- Quoted Prices in Active Markets (Level 1) $1,493 - Significant Other Observable Inputs (Level 2) - - Significant Unobservable Inputs (Level 3) - - Our financial instruments consist primarily of cash and cash equivalents, certificates of deposit, accounts receivable, commodity contracts, accounts payable, debt, and interest rate swaps. The carrying amount of cash and cash equivalents, certificates of deposit, accounts receivable, accounts payable, and current debt approximates their fair value because of the short-term maturity of these instruments. Included in accounts receivable is $46.2 $31.9 September 30, 2018 December 31, 2017, $0.4 $0.2 85% 95% September 30, 2018 December 31, 2017, $2.4 $0.6 30 40 Interest rates that are currently available to us for issuance of long-term debt with similar terms and remaining maturities are used to estimate the fair value of our long-term debt, which primarily consists of revenue equipment installment notes. The fair value of our revenue equipment installment notes approximated the carrying value at September 30, 2018, 6, |
Note 6 - Derivative Instruments
Note 6 - Derivative Instruments | 9 Months Ended |
Sep. 30, 2018 | |
Notes to Financial Statements | |
Derivative Instruments and Hedging Activities Disclosure [Text Block] | Note 6. Derivative Instruments We engage in activities that expose us to market risks, including the effects of changes in fuel prices and in interest rates. Financial exposures are evaluated as an integral part of our risk management program, which seeks, from time-to-time, to reduce the potentially adverse effects that the volatility of fuel markets and interest rate risk may In an effort to seek to reduce the variability of the ultimate cash flows associated with fluctuations in diesel fuel prices, we periodically enter into various derivative instruments, including forward futures swap contracts. Specifically, we enter into hedging contracts with respect to ultra-low sulfur diesel ("ULSD"). Under these contracts, we pay a fixed rate per gallon of ULSD and receive the monthly average price of Gulf Coast ULSD. The retrospective and prospective regression analyses provided that changes in the prices of diesel fuel and ULSD were deemed to be highly effective based on the relevant authoritative guidance. We do not In August 2015, $28.0 7. 4.2% August 1, 2035. 2016 2017, 815, no September 30, 2018, $1.2 $0.1 three September 30, 2018, September 30, 2018, $0.1 twelve We recognize all derivative instruments at fair value on our condensed consolidated balance sheets. Our derivative instruments are designated as cash flow hedges, thus the gain or loss on the derivatives is reported as a component of accumulated other comprehensive income and will be reclassified into earnings in the same period during which the hedged transaction affects earnings. The change in fair value of the hedge offsets the change in fair value of the hedged item. At September 30, 2018, 1.9 2018, 17.1% 2018 The fair value of the fuel hedge contracts that were in effect at September 30, 2018, $0.9 third 2018, $2.31 $2.02 2017 $1.83 $1.41 Additionally, $0.6 $1.3 three nine September 30, 2018, September 30, 2018, $0.6 twelve We perform both a prospective and retrospective assessment of the effectiveness of our fuel hedge contracts at inception and quarterly, including assessing the possibility of counterparty default. If we determine that a derivative is no September 30, 2018, Outstanding financial derivative instruments expose us to credit loss in the event of nonperformance by the counterparties to the agreements. We do not |
Note 7 - Debt
Note 7 - Debt | 9 Months Ended |
Sep. 30, 2018 | |
Notes to Financial Statements | |
Debt Disclosure [Text Block] | Note 7. Debt Current and long-term debt consisted of the following at September 30, 2018 December 31, 2017: (in thousands) September 30, 2018 December 31, 2017 Current Long-Term Current Long-Term Borrowings under Credit Facility; interest rate of 5.8% at September 30, 2018 $ - $ 6,155 $ - $ - Revenue equipment installment notes with finance companies; weighted average interest rate of 3.6% and 3.3% at September 30, 2018 and December 31, 2017, respectively, due in monthly installments with final maturities at various dates ranging from October 2018 to July 2023, secured by related revenue equipment 26,752 139,044 23,732 130,946 Real estate note; interest rate of 3.8% and 3.1% at September 30, 2018 and December 31, 2017, respectively, due in monthly installments with a fixed maturity at August 2035, secured by related real estate 1,037 24,029 1,004 24,810 Deferred loan costs (146 ) (191 ) (140 ) (298 ) Total debt 27,643 169,037 24,596 164,465 Principal portion of capital lease obligations, secured by related revenue equipment 5,074 33,877 2,962 21,777 Total debt and capital lease obligations $ 32,717 $ 202,914 $ 27,558 $ 186,242 We and substantially all of our subsidiaries are parties to a Third Amended and Restated Credit Facility (the "Credit Facility") with Bank of America, N.A., as agent (the "Agent") and JPMorgan Chase Bank, N.A. (together with the Agent, the "Lenders"). The Credit Facility is a $95.0 no $50.0 $95.0 $95.0 $10.0 10% September 2021. Borrowings under the Credit Facility are classified as either "base rate loans" or "LIBOR loans." Base rate loans accrue interest at a base rate equal to the greater of the Agent's prime rate, the federal funds rate plus 0.5%, 1.0%, 0.5% 1.0%; 1.5% 2.0%. 0.25% Borrowings under the Credit Facility are subject to a borrowing base limited to the lesser of (A) $95.0 85% 85% 95% 35% $25.0 75% September 30, 2018, $35.1 $59.9 $6.2 September 30, 2018, 5.8% $6.2 no September 30, 2018 December 31, 2017, no The Credit Facility includes usual and customary events of default for a facility of this nature and provides that, upon the occurrence and continuation of an event of default, payment of all amounts payable under the Credit Facility may may Capital lease obligations are utilized to finance a portion of our revenue equipment and are entered into with certain finance companies who are not September 30, 2018 October 2018 September 2023 Pricing for the revenue equipment installment notes is quoted by the respective financial affiliates of our primary revenue equipment suppliers and other lenders at the funding of each group of equipment acquired and include fixed annual rates for new equipment under retail installment contracts. The notes included in the funding are due in monthly installments with final maturities at various dates ranging from October 2018 July 2023. not $133.0 $0.9 September 30, 2018, 2018, |
Note 8 - Stock-based Compensati
Note 8 - Stock-based Compensation | 9 Months Ended |
Sep. 30, 2018 | |
Notes to Financial Statements | |
Disclosure of Compensation Related Costs, Share-based Payments [Text Block] | Note 8 . Stock -Based Compensation Our 2006 February 2013, 162 2013 May 29, 2013. The Incentive Plan permits annual awards of shares of our Class A common stock to executives, other key employees, consultants, non-employee directors, and eligible participants under various types of options, restricted stock awards, or other equity instruments. At September 30, 2018, 49,405 1,550,000 No may 200,000 No may March 31, 2023. Included in salaries, wages, and related expenses within the condensed consolidated statements of operations is $1.1 $0.3 three September 30, 2018 2017, $2.9 $0.6 nine September 30, 2018 2017, 2018 2017 $0.4 $0.3 three nine September 30, 2018 2017, The Incentive Plan allows participants to pay the federal and state minimum statutory tax withholding requirements related to awards that vest or allows participants to deliver to us shares of Class A common stock having a fair market value equal to the minimum amount of such required withholding taxes. To satisfy withholding requirements for shares that vested through September 30, 2018, 2,753 $29.57 2018, $0.1 |
Note 9 - Equity Method Investme
Note 9 - Equity Method Investment | 9 Months Ended |
Sep. 30, 2018 | |
Notes to Financial Statements | |
Equity Method Investment [Text Block] | Note 9. Equity Method Investment We own a minority investment in Transport Enterprise Leasing, LLC ("TEL"). TEL is a tractor and trailer equipment leasing company and used equipment reseller. We have not no May 2016, $0.1 nine September 30, 2018 2017, $5.9 $4.2 $0.2 nine September 30, 2018 2017, 49% third $0.2 September 30, 2018, September 30, 2018 December 31, 2017, $5.7 $7.8 We have accounted for our investment in TEL using the equity method of accounting and thus our financial results include our proportionate share of TEL's 2018 September 30, 2018, $5.4 $25.7 $20.1 September 30, 2018 December 31, 2017, See TEL’s summarized financial information below: (in thousands) As of September 30, 2018 As of December 31, 2017 Current Assets $ 23,276 $ 19,660 Non-current Assets 255,352 183,905 Current Liabilities 15,451 53,981 Non-current Liabilities 219,878 117,135 Total Equity $ 43,299 $ 32,449 For the three months ended September 30, 2018 For the three months ended September 30, 2017 For the nine months ended September 30, 2018 For the nine months ended September 30, 2017 Revenue $ 25,437 $ 18,299 $ 74,152 $ 64,543 Operating Expenses 19,061 15,439 58,060 55,753 Operating Income 6,376 2,860 16,092 8,790 Net Income $ 4,369 $ 1,499 $ 10,850 $ 5,188 |
Note 10 - Commitments and Conti
Note 10 - Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2018 | |
Notes to Financial Statements | |
Commitments and Contingencies Disclosure [Text Block] | Note 10. Commitments and Contingencies From time-to-time, we are a party to ordinary, routine litigation arising in the ordinary course of business, most of which involves claims for personal injury and property damage incurred in connection with the transportation of freight. We maintain insurance to cover liabilities arising from the transportation of freight for amounts in excess of certain self-insured retentions. In management's opinion, our potential exposure under pending legal proceedings is adequately provided for in the accompanying condensed consolidated financial statements. On May 8, 2017, 2008. 2014, 2015. $0.9 first 2017 September 25, 2018, $6.8 six Our SRT subsidiary is a defendant in a lawsuit filed on December 16, 2016 four February, 2017 July, 2017, Based on our present knowledge of the facts and, in certain cases, advice of outside counsel, management believes the resolution of open claims and pending litigation, taking into account existing reserves, is not We had $35.1 $32.9 September 30, 2018 December 31, 2017, See Note 12 |
Note 11 - Other Comprehensive I
Note 11 - Other Comprehensive Income (Loss) ("OCI") | 9 Months Ended |
Sep. 30, 2018 | |
Notes to Financial Statements | |
Comprehensive Income (Loss) Note [Text Block] | Note 11. Other comprehensive income (loss) ( " OCI " ) OCI is comprised of net income and other adjustments, including changes in the fair value of certain derivative financial instruments qualifying as cash flow hedges. The following table summarizes the change in the components of our OCI balance for the periods presented (in thousands; presented net of tax): Details about OCI Components Amount Reclassified from OCI for the three months ended September 30, 201 8 Amount Reclassified from OCI for the nine months ended September 30, 201 8 Affected Line Item in the Statement of Operations Losses (gains) on cash flow hedges Commodity derivative contracts $ (580 ) $ (1,312 ) Fuel expense 160 361 Income tax expense $ (420 ) $ (951 ) Net of tax Interest rate swap contract $ 19 $ 114 Interest expense (5 ) (31 ) Income tax benefit $ 14 $ 83 Net of tax |
Note 12 - Acquisition of Landai
Note 12 - Acquisition of Landair Holdings, Inc. | 9 Months Ended |
Sep. 30, 2018 | |
Notes to Financial Statements | |
Business Combination Disclosure [Text Block] | Note 12. Acquisition of Landair Holdings, Inc. On July 3, 2018, 100% $91.2 $15.5 $91.2 $8.2 338 10 Landair is a leading dedicated and for-hire truckload carrier, as well as a supplier of transportation management, warehousing and logistics inventory management services. Landair’s results have been included in the condensed consolidated financial statements since the date of acquisition. Landair’s trucking operations’ results are reported within our Truckload segment, while Landair’s logistics operations’ results are reported within our Managed Freight segment. The fair value of the total consideration transferred was $106.7 not $0.8 338 10 (in thousands) Cash paid $ 106,700 Allocated to: Historical book value of Landair’s assets and liabilities $ 25,589 Adjustments to recognize assets and liabilities at acquisition-date fair value: Property, plant, and equipment (7,450 ) Other assets (1,094 ) Liabilities (829 ) Fair value of tangible net assets acquired 16,216 Post-acquisition goodwill adjustments (114 ) Identifiable intangibles at acquisition-date fair value 34,000 Debt paid at closing 15,512 Excess of consideration transferred over the net amount of assets and liabilities recognized $ 41,086 Cash paid pursuant to Stock Purchase Agreement $ 106,700 Cash acquired included in historical book value of Landair assets and liabilities (754 ) Net purchase price $ 105,946 Deferred income taxes arising from the acquisition are immaterial because of the election under Internal Revenue Code Section 338 10 The following table summarizes the preliminary fair values of the assets acquired and liabilities assumed at the acquisition date. (in thousands) July 3, 2018 Cash and cash equivalents $ 754 Accounts receivable 12,610 Driver advances and other receivables 4,295 Inventory and supplies 3 Prepaid expenses 1,010 Assets held for sale 128 Net property and equipment 26,164 Other assets, net 22 Other intangibles, net 34,000 Total identifiable assets acquired 78,986 Accounts payable (5,475 ) Accrued expenses (5,015 ) Insurance and claims accrual (2,645 ) Other short-term liabilities (123 ) Total liabilities assumed (13,258 ) Net identifiable assets acquired 65,728 Goodwill 40,972 Net assets acquired 106,700 The goodwill recognized is attributable primarily to expected cost synergies in the areas of insurance and claims, workers compensation, fuel, and purchases of revenue equipment. Additionally, Landair and the historical Company have limited customer overlap, and as such we expect to be able to cross-sell services between historical customers and those of Landair. The amounts of revenue and earnings of Landair included in the Company’s consolidated results of operations from the acquisition date to the period ended September 30, 2018 (in thousands) Three months ended September 30, 2018 Total revenue $ 41,490 Net income $ 1,956 The following unaudited pro forma consolidated results of operations for the three nine September 30, 2018 2017 January 1, 2017: (in thousands) Three months ended September 30, Nine months ended September 30, 2018 2017 2018 2017 Total revenue $ 243,303 $ 208,842 $ 687,937 $ 592,333 Net income $ 11,614 $ 4,882 $ 28,886 $ 6,892 Basic net income per share $ 0.63 $ 0.27 $ 1.58 $ 0.38 Diluted net income per share $ 0.63 $ 0.27 $ 1.57 $ 0.38 For the nine September 30, 2018, $2.1 $3.4 $1.1 13, $2.0 $0.1 three nine September 30, 2018 two June 30, 2018 July 3, 2018, For the three nine September 30, 2017, $0.6 $1.7 nine 13, $1.0 $3.0 nine The pro forma adjustments have been made solely for informational purposes. The actual results reported by the consolidated company in periods following the acquisition may not two not not not |
Note 13 - Intangible Assets
Note 13 - Intangible Assets | 9 Months Ended |
Sep. 30, 2018 | |
Notes to Financial Statements | |
Intangible Assets Disclosure [Text Block] | Note 13. Intangible Assets Based on the preliminary allocation of the purchase price for Landair, the following amounts have been allocated to identifiable intangible assets along with the respective amortization periods: (in thousands) September 30, 2018 Gross intangible assets Accumulated amortization Net intangible assets Life (months) Trade name $ 4,400 $ (73 ) $ 4,327 180 Non-Compete agreement 1,400 (70 ) 1,330 60 Customer relationships 28,200 (588 ) 27,612 144 Total $ 34,000 $ (731 ) $ 33,269 The above intangible assets have a weighted average life of 145 five ( In thousands 2018 $ 731 2019 2,923 2020 2,923 2021 2,923 2022 2,923 2023 2,783 Thereafter 18,063 |
Note 14 - Available-for-sale Se
Note 14 - Available-for-sale Securities | 9 Months Ended |
Sep. 30, 2018 | |
Notes to Financial Statements | |
Investments in Debt and Marketable Equity Securities (and Certain Trading Assets) Disclosure [Text Block] | Note 14. Available-for-sale Securities We have purchased certain investments to meet dual objectives of capital preservation and maintenance of sufficient resources to fund insurance losses. As such, the investments are not not ten not (in thousands) September 30, 2018 Amortized cost basis Gross unrealized losses (less than 12 months) Fair value US corporate securities, maturing within one to five years $ 396 $ (2 ) $ 394 Certificates of deposit, maturing in less than one year 600 (0 ) 600 Certificates of deposit, maturing within one to five years 500 (1 ) 499 Total available-for-sale securities $ 1,496 $ (3 ) $ 1,493 |
Significant Accounting Policies
Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2018 | |
Accounting Policies [Abstract] | |
Basis of Accounting, Policy [Policy Text Block] | Basis of Presentation The condensed consolidated financial statements include the accounts of Covenant Transportation Group, Inc., a Nevada holding company, and its wholly owned subsidiaries. References in this report to "we," "us," "our," the "Company," and similar expressions refer to Covenant Transportation Group, Inc. and its wholly owned subsidiaries. All significant intercompany balances and transactions have been eliminated in consolidation. The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and with the instructions to Form 10 10 X 1933. Certain information and footnote disclosures have been condensed or omitted pursuant to such rules and regulations. The December 31, 2017, three nine September 30, 2018 not may December 31, 2018. 10 December 31, 2017. not |
New Accounting Pronouncements, Policy [Policy Text Block] | Recent Accounting Pronouncements Accounting Standards adopted In May 2014 2014 09, five January 1, 2018. As permitted by the guidance, we elected the modified retrospective approach and thus recognized the cumulative effect of adoption of $0.6 first 2018 Based on our review of our customer shipping arrangements and the related guidance, we have concluded that we will recognize revenue from loads proportionally as the transportation service is performed based on the percentage of miles completed as of the period end, as opposed to recognizing revenue upon the completion of the load, which was our historic practice. Revenue will be recognized on a gross basis at amounts charged to our customers because we control and are primarily responsible for the fulfillment of the promised service. Our recognition of revenue under the new standard approximates our recognition of revenue under the prior standard, as there will generally be a consistent amount of freight in process at the beginning and end of the period; however, seasonality and the day on which the period ends may The following tables summarize the impacts of adopting ASU 606 three nine September 30, 2018. Three Months Ended September 30, 2018 Financial Statement Line Item (in thousands) As reported Adjustments Balances without adoption of Topic 606 Consolidated Balance Sheet Accounts receivable, net of allowances $ 134,957 $ (1,276 ) $ 133,681 Total assets 747,482 (1,276 ) 746,206 Accrued expenses 47,797 (236 ) 47,561 Deferred income taxes 73,347 (286 ) 73,061 Total liabilities 421,332 (522 ) 420,810 Retained earnings 184,064 (754 ) 183,310 Total stockholders’ equity 326,150 (754 ) 325,396 Total liabilities and stockholders’ equity 747,482 (1,276 ) 746,206 Consolidated Statement of Operations Freight revenue 214,623 49 214,672 Total revenue 243,303 49 243,352 Salaries, wages and related expenses 86,249 (1 ) 86,248 Revenue equipment rentals and purchased transportation 47,445 (95 ) 47,350 Total operating expenses 227,122 (96 ) 227,026 Income tax expense 4,249 40 4,289 Net income 11,614 105 11,719 Consolidated Statement of Comprehensive Income Net income 11,614 105 11,719 Comprehensive income 11,558 105 11,663 Consolidated Statement of Cash Flows Operating Cash Flows Net income 11,614 105 11,719 Deferred income tax expense 2,676 40 2,716 Change in: Receivables and advances (16,537 ) (49 ) (16,586 ) Change in: Accounts payable and accrued expenses 16,087 (96 ) 15,991 Net cash flows provided by operating activities 38,981 - 38,981 Nine Months Ended September 30, 2018 Financial Statement Line Item (in thousands) As reported Adjustments Balances without adoption of Topic 606 Consolidated Balance Sheet Accounts receivable, net of allowances $ 134,957 $ (1,276 ) $ 133,681 Total assets 747,482 (1,276 ) 746,206 Accrued expenses 47,797 (236 ) 47,561 Deferred income taxes 73,347 (286 ) 73,061 Total liabilities 421,332 (522 ) 420,810 Retained earnings 184,064 (754 ) 183,310 Total stockholders’ equity 326,150 (754 ) 325,396 Total liabilities and stockholders’ equity 747,482 (1,276 ) 746,206 Consolidated Statement of Operations Freight revenue 535,721 (266 ) 535,455 Total revenue 613,187 (266 ) 612,921 Salaries, wages and related expenses 211,621 13 211,634 Revenue equipment rentals and purchased transportation 115,525 (54 ) 115,471 Total operating expenses 576,516 (41 ) 576,475 Income tax expense 9,716 (62 ) 9,654 Net income 26,002 (164 ) 25,838 Consolidated Statement of Comprehensive Income Net income 26,002 (163 ) 25,838 Comprehensive income 27,196 (163 ) 27,032 Consolidated Statement of Cash Flows Operating Cash Flows Net income 26,002 (163 ) 25,838 Deferred income tax expense 9,172 (62 ) 9,110 Change in: Receivables and advances (4,717 ) 266 (4,451 ) Change in: Accounts payable and accrued expenses 17,723 (41 ) 17,682 Net cash flows provided by operating activities 101,613 - 101,612 We have two The Truckload segment consists of four four Managed Freight is comprised primarily of freight brokerage, logistics, and transportation management services. Included in Managed Freight are our accounts receivable factoring and warehousing businesses, which do not $3.4 $11.7 nine September 30, 2018. The following table summarizes our revenue by reportable segment by operating fleet, as used by our chief operating decision maker of the Company in making decisions regarding allocation of resources, etc., for the three nine September 30, 2018: (in thousands) Three Months ended September 30, Nine Months ended September 30, 2018 2017 2018 2017 Total Revenues: Truckload: Covenant Transport $ 108,223 $ 95,100 $ 309,583 $ 272,387 Truckload: SRT 47,866 41,382 134,163 123,905 Truckload: Star Transportation 19,887 16,584 57,489 50,030 Truckload: Landair 21,077 - 21,077 - Managed Freight 46,250 25,565 90,875 55,379 Total $ 243,303 $ 178,631 $ 613,187 $ 501,701 Accounting Standards not In February 2016, 2016 02, not twelve January 1, 2019, third |
Property, Plant and Equipment, Policy [Policy Text Block] | Property and Equipment Property and equipment is stated at cost less accumulated depreciation. Depreciation for book purposes is determined using the straight-line method over the estimated useful lives of the assets, while depreciation for tax purposes is generally recorded using an accelerated method. Depreciation of revenue equipment is our largest item of depreciation. We have historically depreciated new tractors (excluding day cabs) over five 15% seven ten 25% not |
Note 1 - Significant Accounti_2
Note 1 - Significant Accounting Policies (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Notes Tables | |
Schedule of New Accounting Pronouncements and Changes in Accounting Principles [Table Text Block] | Three Months Ended September 30, 2018 Financial Statement Line Item (in thousands) As reported Adjustments Balances without adoption of Topic 606 Consolidated Balance Sheet Accounts receivable, net of allowances $ 134,957 $ (1,276 ) $ 133,681 Total assets 747,482 (1,276 ) 746,206 Accrued expenses 47,797 (236 ) 47,561 Deferred income taxes 73,347 (286 ) 73,061 Total liabilities 421,332 (522 ) 420,810 Retained earnings 184,064 (754 ) 183,310 Total stockholders’ equity 326,150 (754 ) 325,396 Total liabilities and stockholders’ equity 747,482 (1,276 ) 746,206 Consolidated Statement of Operations Freight revenue 214,623 49 214,672 Total revenue 243,303 49 243,352 Salaries, wages and related expenses 86,249 (1 ) 86,248 Revenue equipment rentals and purchased transportation 47,445 (95 ) 47,350 Total operating expenses 227,122 (96 ) 227,026 Income tax expense 4,249 40 4,289 Net income 11,614 105 11,719 Consolidated Statement of Comprehensive Income Net income 11,614 105 11,719 Comprehensive income 11,558 105 11,663 Consolidated Statement of Cash Flows Operating Cash Flows Net income 11,614 105 11,719 Deferred income tax expense 2,676 40 2,716 Change in: Receivables and advances (16,537 ) (49 ) (16,586 ) Change in: Accounts payable and accrued expenses 16,087 (96 ) 15,991 Net cash flows provided by operating activities 38,981 - 38,981 Nine Months Ended September 30, 2018 Financial Statement Line Item (in thousands) As reported Adjustments Balances without adoption of Topic 606 Consolidated Balance Sheet Accounts receivable, net of allowances $ 134,957 $ (1,276 ) $ 133,681 Total assets 747,482 (1,276 ) 746,206 Accrued expenses 47,797 (236 ) 47,561 Deferred income taxes 73,347 (286 ) 73,061 Total liabilities 421,332 (522 ) 420,810 Retained earnings 184,064 (754 ) 183,310 Total stockholders’ equity 326,150 (754 ) 325,396 Total liabilities and stockholders’ equity 747,482 (1,276 ) 746,206 Consolidated Statement of Operations Freight revenue 535,721 (266 ) 535,455 Total revenue 613,187 (266 ) 612,921 Salaries, wages and related expenses 211,621 13 211,634 Revenue equipment rentals and purchased transportation 115,525 (54 ) 115,471 Total operating expenses 576,516 (41 ) 576,475 Income tax expense 9,716 (62 ) 9,654 Net income 26,002 (164 ) 25,838 Consolidated Statement of Comprehensive Income Net income 26,002 (163 ) 25,838 Comprehensive income 27,196 (163 ) 27,032 Consolidated Statement of Cash Flows Operating Cash Flows Net income 26,002 (163 ) 25,838 Deferred income tax expense 9,172 (62 ) 9,110 Change in: Receivables and advances (4,717 ) 266 (4,451 ) Change in: Accounts payable and accrued expenses 17,723 (41 ) 17,682 Net cash flows provided by operating activities 101,613 - 101,612 |
Disaggregation of Revenue [Table Text Block] | (in thousands) Three Months ended September 30, Nine Months ended September 30, 2018 2017 2018 2017 Total Revenues: Truckload: Covenant Transport $ 108,223 $ 95,100 $ 309,583 $ 272,387 Truckload: SRT 47,866 41,382 134,163 123,905 Truckload: Star Transportation 19,887 16,584 57,489 50,030 Truckload: Landair 21,077 - 21,077 - Managed Freight 46,250 25,565 90,875 55,379 Total $ 243,303 $ 178,631 $ 613,187 $ 501,701 |
Note 2 - Income Per Share (Tabl
Note 2 - Income Per Share (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Notes Tables | |
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block] | (in thousands except per share data) Three Months ended September 30, Nine Months ended September 30, 2018 2017 2018 2017 Numerator: Net income $ 11,614 $ 4,632 $ 26,002 $ 6,141 Denominator: Denominator for basic earnings per share – weighted-average shares 18,343 18,288 18,337 18,275 Effect of dilutive securities: Equivalent shares issuable upon conversion of unvested restricted stock 154 116 111 91 Denominator for diluted earnings per share – adjusted weighted-average shares and assumed conversions 18,497 18,404 18,448 18,366 Basic income per share: $ 0.63 $ 0.25 $ 1.42 $ 0.34 Diluted income per share: $ 0.63 $ 0.25 $ 1.41 $ 0.33 |
Note 3 - Segment Information (T
Note 3 - Segment Information (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Notes Tables | |
Schedule of Segment Reporting Information, by Segment [Table Text Block] | (in thousands) Three months ended September 30, Nine months ended September 30, 2018 2017 2018 2017 Total Revenues: Truckload $ 197,053 $ 153,066 $ 522,312 $ 446,322 Managed Freight 46,250 25,565 90,875 55,379 Total $ 243,303 $ 178,631 $ 613,187 $ 501,701 Operating Income: Truckload $ 11,960 $ 6,573 $ 29,055 $ 7,812 Managed Freight 4,221 2,468 7,616 5,500 Total $ 16,181 $ 9,041 $ 36,671 $ 13,312 |
Note 5 - Fair Value of Financ_2
Note 5 - Fair Value of Financial Instruments (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Notes Tables | |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis [Table Text Block] | (in thousands) Hedge derivatives September 30, 2018 December 31, 2017 (1) Net Fair Value of Derivatives $2,055 $393 Quoted Prices in Active Markets (Level 1) - - Significant Other Observable Inputs (Level 2) $2,055 $393 Significant Unobservable Inputs (Level 3) - - (in thousands) Available-for-sale securities September 30, 2018 December 31, 2017 Net Fair Value of Derivatives $1,493 $- Quoted Prices in Active Markets (Level 1) $1,493 - Significant Other Observable Inputs (Level 2) - - Significant Unobservable Inputs (Level 3) - - |
Note 7 - Debt (Tables)
Note 7 - Debt (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Notes Tables | |
Schedule of Debt [Table Text Block] | (in thousands) September 30, 2018 December 31, 2017 Current Long-Term Current Long-Term Borrowings under Credit Facility; interest rate of 5.8% at September 30, 2018 $ - $ 6,155 $ - $ - Revenue equipment installment notes with finance companies; weighted average interest rate of 3.6% and 3.3% at September 30, 2018 and December 31, 2017, respectively, due in monthly installments with final maturities at various dates ranging from October 2018 to July 2023, secured by related revenue equipment 26,752 139,044 23,732 130,946 Real estate note; interest rate of 3.8% and 3.1% at September 30, 2018 and December 31, 2017, respectively, due in monthly installments with a fixed maturity at August 2035, secured by related real estate 1,037 24,029 1,004 24,810 Deferred loan costs (146 ) (191 ) (140 ) (298 ) Total debt 27,643 169,037 24,596 164,465 Principal portion of capital lease obligations, secured by related revenue equipment 5,074 33,877 2,962 21,777 Total debt and capital lease obligations $ 32,717 $ 202,914 $ 27,558 $ 186,242 |
Note 9 - Equity Method Invest_2
Note 9 - Equity Method Investment (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Balance Sheet [Member] | |
Notes Tables | |
Equity Method Investments [Table Text Block] | (in thousands) As of September 30, 2018 As of December 31, 2017 Current Assets $ 23,276 $ 19,660 Non-current Assets 255,352 183,905 Current Liabilities 15,451 53,981 Non-current Liabilities 219,878 117,135 Total Equity $ 43,299 $ 32,449 |
Income Statement [Member] | |
Notes Tables | |
Equity Method Investments [Table Text Block] | For the three months ended September 30, 2018 For the three months ended September 30, 2017 For the nine months ended September 30, 2018 For the nine months ended September 30, 2017 Revenue $ 25,437 $ 18,299 $ 74,152 $ 64,543 Operating Expenses 19,061 15,439 58,060 55,753 Operating Income 6,376 2,860 16,092 8,790 Net Income $ 4,369 $ 1,499 $ 10,850 $ 5,188 |
Note 11 - Other Comprehensive_2
Note 11 - Other Comprehensive Income (Loss) ("OCI") (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Notes Tables | |
Reclassification out of Accumulated Other Comprehensive Income [Table Text Block] | Details about OCI Components Amount Reclassified from OCI for the three months ended September 30, 201 8 Amount Reclassified from OCI for the nine months ended September 30, 201 8 Affected Line Item in the Statement of Operations Losses (gains) on cash flow hedges Commodity derivative contracts $ (580 ) $ (1,312 ) Fuel expense 160 361 Income tax expense $ (420 ) $ (951 ) Net of tax Interest rate swap contract $ 19 $ 114 Interest expense (5 ) (31 ) Income tax benefit $ 14 $ 83 Net of tax |
Note 12 - Acquisition of Land_2
Note 12 - Acquisition of Landair Holdings, Inc. (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Notes Tables | |
Schedule of Business Acquisitions, by Acquisition [Table Text Block] | (in thousands) Cash paid $ 106,700 Allocated to: Historical book value of Landair’s assets and liabilities $ 25,589 Adjustments to recognize assets and liabilities at acquisition-date fair value: Property, plant, and equipment (7,450 ) Other assets (1,094 ) Liabilities (829 ) Fair value of tangible net assets acquired 16,216 Post-acquisition goodwill adjustments (114 ) Identifiable intangibles at acquisition-date fair value 34,000 Debt paid at closing 15,512 Excess of consideration transferred over the net amount of assets and liabilities recognized $ 41,086 Cash paid pursuant to Stock Purchase Agreement $ 106,700 Cash acquired included in historical book value of Landair assets and liabilities (754 ) Net purchase price $ 105,946 |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed [Table Text Block] | (in thousands) July 3, 2018 Cash and cash equivalents $ 754 Accounts receivable 12,610 Driver advances and other receivables 4,295 Inventory and supplies 3 Prepaid expenses 1,010 Assets held for sale 128 Net property and equipment 26,164 Other assets, net 22 Other intangibles, net 34,000 Total identifiable assets acquired 78,986 Accounts payable (5,475 ) Accrued expenses (5,015 ) Insurance and claims accrual (2,645 ) Other short-term liabilities (123 ) Total liabilities assumed (13,258 ) Net identifiable assets acquired 65,728 Goodwill 40,972 Net assets acquired 106,700 |
Business Acquisition, Pro Forma Information [Table Text Block] | (in thousands) Three months ended September 30, 2018 Total revenue $ 41,490 Net income $ 1,956 (in thousands) Three months ended September 30, Nine months ended September 30, 2018 2017 2018 2017 Total revenue $ 243,303 $ 208,842 $ 687,937 $ 592,333 Net income $ 11,614 $ 4,882 $ 28,886 $ 6,892 Basic net income per share $ 0.63 $ 0.27 $ 1.58 $ 0.38 Diluted net income per share $ 0.63 $ 0.27 $ 1.57 $ 0.38 |
Note 13 - Intangible Assets (Ta
Note 13 - Intangible Assets (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Notes Tables | |
Schedule of Finite-Lived Intangible Assets [Table Text Block] | (in thousands) September 30, 2018 Gross intangible assets Accumulated amortization Net intangible assets Life (months) Trade name $ 4,400 $ (73 ) $ 4,327 180 Non-Compete agreement 1,400 (70 ) 1,330 60 Customer relationships 28,200 (588 ) 27,612 144 Total $ 34,000 $ (731 ) $ 33,269 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense [Table Text Block] | ( In thousands 2018 $ 731 2019 2,923 2020 2,923 2021 2,923 2022 2,923 2023 2,783 Thereafter 18,063 |
Note 14 - Available-for-sale _2
Note 14 - Available-for-sale Securities (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Notes Tables | |
Debt Securities, Available-for-sale [Table Text Block] | (in thousands) September 30, 2018 Amortized cost basis Gross unrealized losses (less than 12 months) Fair value US corporate securities, maturing within one to five years $ 396 $ (2 ) $ 394 Certificates of deposit, maturing in less than one year 600 (0 ) 600 Certificates of deposit, maturing within one to five years 500 (1 ) 499 Total available-for-sale securities $ 1,496 $ (3 ) $ 1,493 |
Note 1 - Significant Accounti_3
Note 1 - Significant Accounting Policies (Details Textual) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2018USD ($) | Mar. 31, 2018USD ($) | Sep. 30, 2017USD ($) | Sep. 30, 2018USD ($) | Sep. 30, 2017USD ($) | |
Number of Reportable Segments | 2 | ||||
Number of Asset-based Operating Fleets Aggregated in a Segment | 4 | ||||
Revenue from Contract with Customer, Including Assessed Tax | $ 243,303 | $ 178,631 | $ 613,187 | $ 501,701 | |
Tractors [Member] | |||||
Property, Plant and Equipment, Useful Life | 5 years | ||||
Property, Plant and Equipment, Salvage Value, Percentage | 15.00% | 15.00% | |||
Refrigerated Trailers [Member] | |||||
Property, Plant and Equipment, Useful Life | 7 years | ||||
Dry Van Trailers [Member] | |||||
Property, Plant and Equipment, Useful Life | 10 years | ||||
Property, Plant and Equipment, Salvage Value, Percentage | 25.00% | 25.00% | |||
Managed Freight [Member] | |||||
Revenue from Contract with Customer, Including Assessed Tax | $ 46,250 | $ 25,565 | $ 90,875 | $ 55,379 | |
Managed Freight [Member] | Accounts Receivable Factoring Business [Member] | |||||
Revenue from Contract with Customer, Including Assessed Tax | 3,400 | ||||
Managed Freight [Member] | Warehousing Business [Member] | |||||
Revenue from Contract with Customer, Including Assessed Tax | $ 11,700 | ||||
Accounting Standards Update 2014-09 [Member] | |||||
Cumulative Effect on Retained Earnings, Net of Tax, Total | $ 600 |
Note 1 - Significant Accounti_4
Note 1 - Significant Accounting Policies - Impacts of Adopting ASU 2014-09 (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Dec. 31, 2017 | |
Accounts receivable, net of allowances | $ 134,957 | $ 134,957 | $ 104,153 | ||
Total assets | 747,482 | 747,482 | 649,668 | ||
Accrued expenses | 47,797 | 47,797 | 26,520 | ||
Deferred income taxes | 73,347 | 73,347 | 63,344 | ||
Total liabilities | 421,332 | 421,332 | 354,467 | ||
Retained earnings | 184,064 | 184,064 | 157,471 | ||
Total stockholders’ equity | 326,150 | 326,150 | 295,201 | ||
Total liabilities and stockholders’ equity | 747,482 | 747,482 | $ 649,668 | ||
Revenue from Contract with Customer, Including Assessed Tax | 243,303 | $ 178,631 | 613,187 | $ 501,701 | |
Labor and Related Expense | 86,249 | 60,732 | 211,621 | 178,639 | |
Revenue equipment rentals and purchased transportation | 47,445 | 36,361 | 115,525 | 90,719 | |
Operating Expenses, Total | 227,122 | 169,590 | 576,516 | 488,389 | |
Income Tax Expense (Benefit), Total | 4,249 | 2,985 | 9,716 | 3,530 | |
Net income | 11,614 | 4,632 | 26,002 | 6,141 | |
Comprehensive income | 11,558 | 6,987 | 27,196 | 7,339 | |
Deferred income tax expense | 2,676 | 9,172 | 16,437 | ||
Receivables and advances | (16,537) | (4,717) | (19,975) | ||
Accounts payable and accrued expenses | 16,087 | 17,723 | (400) | ||
Net cash flows provided by operating activities | 38,981 | 101,614 | 62,787 | ||
Cargo and Freight [Member] | |||||
Revenue from Contract with Customer, Including Assessed Tax | 214,623 | $ 159,500 | 535,721 | $ 445,212 | |
Calculated under Revenue Guidance in Effect before Topic 606 [Member] | |||||
Accounts receivable, net of allowances | 133,681 | 133,681 | |||
Total assets | 746,206 | 746,206 | |||
Accrued expenses | 47,561 | 47,561 | |||
Deferred income taxes | 73,061 | 73,061 | |||
Total liabilities | 420,810 | 420,810 | |||
Retained earnings | 183,310 | 183,310 | |||
Total stockholders’ equity | 325,396 | 325,396 | |||
Total liabilities and stockholders’ equity | 746,206 | 746,206 | |||
Revenue from Contract with Customer, Including Assessed Tax | 243,352 | 612,921 | |||
Labor and Related Expense | 86,248 | 211,634 | |||
Revenue equipment rentals and purchased transportation | 47,350 | 115,471 | |||
Operating Expenses, Total | 227,026 | 576,475 | |||
Income Tax Expense (Benefit), Total | 4,289 | 9,654 | |||
Net income | 11,719 | 25,838 | |||
Comprehensive income | 11,663 | 27,032 | |||
Deferred income tax expense | 2,716 | 9,110 | |||
Receivables and advances | (16,586) | (4,451) | |||
Accounts payable and accrued expenses | 15,991 | 17,682 | |||
Net cash flows provided by operating activities | 38,981 | 101,612 | |||
Calculated under Revenue Guidance in Effect before Topic 606 [Member] | Cargo and Freight [Member] | |||||
Revenue from Contract with Customer, Including Assessed Tax | 214,672 | 535,455 | |||
Accounting Standards Update 2014-09 [Member] | Difference between Revenue Guidance in Effect before and after Topic 606 [Member] | |||||
Accounts receivable, net of allowances | (1,276) | (1,276) | |||
Total assets | (1,276) | (1,276) | |||
Accrued expenses | (236) | (236) | |||
Deferred income taxes | (286) | (286) | |||
Total liabilities | (522) | (522) | |||
Retained earnings | (754) | (754) | |||
Total stockholders’ equity | (754) | (754) | |||
Total liabilities and stockholders’ equity | (1,276) | (1,276) | |||
Revenue from Contract with Customer, Including Assessed Tax | 49 | (266) | |||
Labor and Related Expense | (1) | 13 | |||
Revenue equipment rentals and purchased transportation | (95) | (54) | |||
Operating Expenses, Total | (96) | (41) | |||
Income Tax Expense (Benefit), Total | 40 | (62) | |||
Net income | 105 | (164) | |||
Comprehensive income | 105 | (163) | |||
Deferred income tax expense | 40 | (62) | |||
Receivables and advances | (49) | 266 | |||
Accounts payable and accrued expenses | (96) | (41) | |||
Net cash flows provided by operating activities | |||||
Accounting Standards Update 2014-09 [Member] | Difference between Revenue Guidance in Effect before and after Topic 606 [Member] | Cargo and Freight [Member] | |||||
Revenue from Contract with Customer, Including Assessed Tax | $ 49 | $ (266) |
Note 1 - Significant Accounti_5
Note 1 - Significant Accounting Policies - Segment By Operating Fleet Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Total revenue | $ 243,303 | $ 178,631 | $ 613,187 | $ 501,701 |
Truckload [Member] | ||||
Total revenue | 197,053 | 153,066 | 522,312 | 446,322 |
Truckload [Member] | Covenant Transport, Inc. [Member] | ||||
Total revenue | 108,223 | 95,100 | 309,583 | 272,387 |
Truckload [Member] | Southern Refrigerated Transport, Inc. [Member] | ||||
Total revenue | 47,866 | 41,382 | 134,163 | 123,905 |
Truckload [Member] | Star Transportation Inc [Member] | ||||
Total revenue | 19,887 | 16,584 | 57,489 | 50,030 |
Truckload [Member] | Landair [Member] | ||||
Total revenue | 21,077 | 21,077 | ||
Managed Freight [Member] | ||||
Total revenue | $ 46,250 | $ 25,565 | $ 90,875 | $ 55,379 |
Note 2 - Income Per Share (Deta
Note 2 - Income Per Share (Details Textual) shares in Thousands | 3 Months Ended | 9 Months Ended |
Sep. 30, 2018shares | Sep. 30, 2018shares | |
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 0 | 0 |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Number of Outstanding Options, Ending Balance | 0 | 0 |
Note 2 - Income Per Share - Cal
Note 2 - Income Per Share - Calculation of Net Income Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Net income | $ 11,614 | $ 4,632 | $ 26,002 | $ 6,141 |
Basic weighted average shares outstanding (in shares) | 18,343 | 18,288 | 18,337 | 18,275 |
Equivalent shares issuable upon conversion of unvested restricted stock (in shares) | 154 | 116 | 111 | 91 |
Denominator for diluted earnings per share – adjusted weighted-average shares and assumed conversions (in shares) | 18,497 | 18,404 | 18,448 | 18,366 |
Basic income per share: (in dollars per share) | $ 0.63 | $ 0.25 | $ 1.42 | $ 0.34 |
Diluted income per share: (in dollars per share) | $ 0.63 | $ 0.25 | $ 1.41 | $ 0.33 |
Note 3 - Segment Information (D
Note 3 - Segment Information (Details Textual) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018USD ($) | Sep. 30, 2017USD ($) | Sep. 30, 2018USD ($) | Sep. 30, 2017USD ($) | |
Number of Reportable Segments | 2 | |||
Revenue from Contract with Customer, Including Assessed Tax | $ 243,303 | $ 178,631 | $ 613,187 | $ 501,701 |
Managed Freight [Member] | ||||
Revenue from Contract with Customer, Including Assessed Tax | $ 46,250 | $ 25,565 | 90,875 | $ 55,379 |
Accounts Receivable Factoring Business [Member] | Managed Freight [Member] | ||||
Revenue from Contract with Customer, Including Assessed Tax | 3,400 | |||
Warehousing Business [Member] | Managed Freight [Member] | ||||
Revenue from Contract with Customer, Including Assessed Tax | $ 11,700 |
Note 3 - Segment Information -
Note 3 - Segment Information - Segment Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Revenue from Contract with Customer, Including Assessed Tax | $ 243,303 | $ 178,631 | $ 613,187 | $ 501,701 |
Operating income | 16,181 | 9,041 | 36,671 | 13,312 |
Truckload [Member] | ||||
Revenue from Contract with Customer, Including Assessed Tax | 197,053 | 153,066 | 522,312 | 446,322 |
Operating income | 11,960 | 6,573 | 29,055 | 7,812 |
Managed Freight [Member] | ||||
Revenue from Contract with Customer, Including Assessed Tax | 46,250 | 25,565 | 90,875 | 55,379 |
Operating income | $ 4,221 | $ 2,468 | $ 7,616 | $ 5,500 |
Note 4 - Income Taxes (Details
Note 4 - Income Taxes (Details Textual) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Dec. 31, 2017 | Jun. 30, 2018 | |
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 21.00% | 35.00% | ||||
Income Tax Expense (Benefit), Total | $ 4,249 | $ 2,985 | $ 9,716 | $ 3,530 | ||
Deferred Tax Liabilities, Net, Total | $ 73,300 | 73,300 | ||||
Income Tax Expense (Benefit), Continuing Operations, Adjustment of Deferred Tax (Asset) Liability | $ 40,100 | |||||
State and Local Jurisdiction [Member] | Deferred Tax Assets Related to State Net Operating Loss Carry Forwards [Member] | ||||||
Deferred Tax Assets, Valuation Allowance, Total | $ 100 | |||||
Interest and Penalties Recognized for Uncertain Tax Positions [Member] | ||||||
Income Tax Expense (Benefit), Total | $ (100) |
Note 5 - Fair Value of Financ_3
Note 5 - Fair Value of Financial Instruments (Details Textual) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2018 | Dec. 31, 2017 | |
Trade Receivables Held-for-sale, Net, Not Part of Disposal Group, Ending Balance | $ 46,200 | $ 31,900 |
Allowance for Doubtful Accounts Receivable, Ending Balance | 400 | 200 |
Accounts Payable, Total | $ 2,400 | 600 |
Minimum [Member] | ||
Factoring Receivables, Percentage Advanced | 85.00% | |
Factoring Receivables, Term | 30 days | |
Maximum [Member] | ||
Factoring Receivables, Percentage Advanced | 95.00% | |
Factoring Receivables, Term | 40 days | |
Interest Rate Swap [Member] | ||
Derivative Liability, Total | $ 487 |
Note 5 - Fair Value of Financ_4
Note 5 - Fair Value of Financial Instruments - Assets and Liabilities Measured at Fair Value on a Recurring Basis (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 | |
Fair Value of Derivatives | $ 2,055 | $ 393 | [1] |
Available-for-sale securities | 1,493 | ||
Fair Value, Inputs, Level 1 [Member] | |||
Fair Value of Derivatives | [1] | ||
Available-for-sale securities | 1,493 | ||
Fair Value, Inputs, Level 2 [Member] | |||
Fair Value of Derivatives | 2,055 | 393 | [1] |
Available-for-sale securities | |||
Fair Value, Inputs, Level 3 [Member] | |||
Fair Value of Derivatives | [1] | ||
Available-for-sale securities | |||
[1] | Includes derivative liabilities of $487 at December 31, 2017. |
Note 6 - Derivative Instrumen_2
Note 6 - Derivative Instruments (Details Textual) gal in Millions, $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018USD ($)$ / gal | Sep. 30, 2017$ / gal | Sep. 30, 2018USD ($)gal | Aug. 31, 2015USD ($) | |
Derivative Instruments, Gain (Loss) Reclassified from Accumulated OCI into Income, Effective Portion, Net, Total | $ 0.6 | $ 1.3 | ||
Cash Flow Hedge Derivative Instrument Assets at Fair Value | $ 0.9 | 0.9 | ||
Cash Flow Hedge Gain (Loss) to be Reclassified within Twelve Months | 0.6 | |||
Minimum [Member] | ||||
Underlying, Derivative Volume | $ / gal | 2.31 | 1.83 | ||
Maximum [Member] | ||||
Underlying, Derivative Volume | $ / gal | 2.02 | 1.41 | ||
Interest Rate Swap [Member] | ||||
Derivative, Notional Amount | $ 28 | |||
Derivative, Fixed Interest Rate | 4.20% | |||
Derivative Instruments in Hedges, Liabilities, at Fair Value, Total | $ 1.2 | 1.2 | ||
Derivative Instruments, Gain (Loss) Reclassification from Accumulated OCI to Income, Estimated Net Amount to be Transferred | $ 0.1 | |||
Interest Rate Swap [Member] | Interest Expense [Member] | ||||
Derivative Instruments, Gain (Loss) Reclassified from Accumulated OCI into Income, Effective Portion, Net, Total | $ 0.1 | |||
Fuel Hedge Contracts for 2018 Requirements [Member] | ||||
Derivative, Nonmonetary Notional Amount, Volume | gal | 1.9 | |||
Percent of Projected Fuel Requirements | 17.10% |
Note 7 - Debt (Details Textual)
Note 7 - Debt (Details Textual) - USD ($) | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2018 | Dec. 31, 2017 | Jun. 30, 2018 | |
Line of Credit Facility, Maximum Borrowing Capacity | $ 95,000,000 | ||
Line of Credit Facility, Maximum Increase in Borrowing Capacity | $ 50,000,000 | ||
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage | 0.25% | ||
Percent of Eligible Accounts Receivable | 85.00% | ||
Percent of Appraised Net Orderly Liquidation, Value of Eligible Revenue Equipment | 85.00% | ||
Percent of Net Book Value of Eligible Revenue Equipment | 95.00% | ||
Line of Credit Facility, Availability as Percentage of Revolver Commitment | 35.00% | ||
Line of Credit Facility, Revolver Commitment, Amount | $ 25,000,000 | ||
Percent of Appraised Fair Market Value of Eligible Real Estate | 75.00% | ||
Letters of Credit Outstanding, Amount | $ 35,100,000 | $ 32,900,000 | |
Line of Credit Facility, Remaining Borrowing Capacity | 59,900,000 | ||
Long-term Line of Credit, Total | $ 6.20 | ||
Debt Instrument, Interest Rate, Stated Percentage | 5.80% | ||
Fixed Charge Coverage Requirement | $ 0 | $ 0 | |
Debt, Secured with a Cross Default Feature | 133,000,000 | ||
Commodity Contract Asset, Current | $ 900,000 | ||
Federal Funds Rate [Member] | Base Rate Loans [Member] | |||
Debt Instrument, Basis Spread on Variable Rate | 0.50% | ||
London Interbank Offered Rate (LIBOR) [Member] | Base Rate Loans [Member] | |||
Debt Instrument, Basis Spread on Variable Rate | 1.00% | ||
Applicable Margin [Member] | Base Rate Loans [Member] | Minimum [Member] | |||
Debt Instrument, Basis Spread on Variable Rate | 0.50% | ||
Applicable Margin [Member] | Base Rate Loans [Member] | Maximum [Member] | |||
Debt Instrument, Basis Spread on Variable Rate | 1.00% | ||
Applicable Margin [Member] | LIBOR [Member] | Minimum [Member] | |||
Debt Instrument, Basis Spread on Variable Rate | 1.50% | ||
Applicable Margin [Member] | LIBOR [Member] | Maximum [Member] | |||
Debt Instrument, Basis Spread on Variable Rate | 2.00% | ||
Letter of Credit [Member] | |||
Line of Credit Facility, Maximum Borrowing Capacity | $ 95,000,000 | ||
Swing Line Sub Facility [Member] | |||
Line of Credit Facility, Maximum Borrowing Capacity | $ 10,000,000 | ||
Percent of Aggregate Commitments under Credit Facility | 10.00% | ||
Revolving Credit Facility [Member] | Base Rate Loans [Member] | |||
Long-term Line of Credit, Total | $ 6,200,000 | ||
Debt Instrument, Interest Rate, Stated Percentage | 5.80% | ||
Revolving Credit Facility [Member] | LIBOR Loans [Member] | |||
Long-term Line of Credit, Total | $ 0 |
Note 7 - Debt - Current and Lon
Note 7 - Debt - Current and Long-term Debt (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Borrowings under Credit Facility; interest rate of 5.8% at September 30, 2018 | $ 6,155 | |
Long term debt, current | 27,643 | 24,596 |
Long-term debt, noncurrent | 169,037 | 164,465 |
Deferred loan costs, current | (146) | (140) |
Deferred loan costs, noncurrent | (191) | (298) |
Principal portion of capital lease obligations, secured by related revenue equipment, current | 5,074 | 2,962 |
Principal portion of capital lease obligations, secured by related revenue equipment, noncurrent | 33,877 | 21,777 |
Total debt and capital lease obligations, current | 32,717 | 27,558 |
Total debt and capital lease obligations, noncurrent | 202,914 | 186,242 |
Revenue Equipment Installment Notes [Member] | ||
Long term debt, current | 26,752 | 23,732 |
Long-term debt, noncurrent | 139,044 | 130,946 |
Real Estate Note [Member] | ||
Long term debt, current | 1,037 | 1,004 |
Long-term debt, noncurrent | $ 24,029 | $ 24,810 |
Note 7 - Debt - Current and L_2
Note 7 - Debt - Current and Long-term Debt (Details) (Parentheticals) | Sep. 30, 2018 | Dec. 31, 2017 |
Long term debt, interest rate | 5.80% | |
Revenue Equipment Installment Notes [Member] | ||
Long term debt, interest rate | 3.60% | 3.30% |
Real Estate Note [Member] | ||
Long term debt, interest rate | 3.80% | 3.10% |
Note 8 - Stock-based Compensa_2
Note 8 - Stock-based Compensation (Details Textual) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant | 49,405 | 49,405 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | 1,550,000 | 1,550,000 | ||
Maximum Number of Shares of Class A Common Stock Awarded to any Participant in the Incentive Plan in any Calendar Year | 200,000 | 200,000 | ||
Payments Related to Tax Withholding for Share-based Compensation | $ 81 | $ 257 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 0 | 0 | 0 | |
Common Class A [Member] | ||||
Shares Paid for Tax Withholding for Share Based Compensation | 2,753 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Per Share Weighted Average Price of Shares Purchased | $ 29.57 | $ 29.57 | ||
Payments Related to Tax Withholding for Share-based Compensation | $ 100 | |||
Salaries Wages And Related Expenses [Member] | ||||
Allocated Share-based Compensation Expense, Total | $ 1,100 | $ 300 | 2,900 | $ 600 |
General Supplies and Expenses [Member] | ||||
Allocated Share-based Compensation Expense, Total | $ 400 | $ 300 | $ 400 | $ 300 |
Note 9 - Equity Method Invest_3
Note 9 - Equity Method Investment (Details Textual) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Dec. 31, 2017 | |
Proceeds from Sale of Property, Plant, and Equipment, Total | $ 49,302 | $ 32,739 | |||
Income (Loss) from Equity Method Investments, Total | $ 2,142 | $ 750 | 5,407 | 2,575 | |
Transport Enterprise Leasing LLC [Member] | |||||
Proceeds from Sale of Property, Plant, and Equipment, Total | 100 | 100 | |||
Revenue from Related Parties | 5,900 | 4,200 | |||
Deferred Gain on Sale of Property | $ 200 | $ 200 | $ 200 | $ 200 | |
Equity Method Investment, Ownership Percentage | 49.00% | 49.00% | |||
Due from Related Parties, Total | $ 5,700 | $ 5,700 | $ 7,800 | ||
Equity Method Investments | 25,700 | 25,700 | $ 20,100 | ||
Transport Enterprise Leasing LLC [Member] | Reduction in TEL Investment [Member] | |||||
Deferred Gain on Sale of Property | $ 200 | $ 200 |
Note 9 - Equity Method Invest_4
Note 9 - Equity Method Investment - TEL's Summarized Financial Information - Balance Sheets (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Current Assets | $ 23,276 | $ 19,660 |
Non-current Assets | 255,352 | 183,905 |
Current Liabilities | 15,451 | 53,981 |
Non-current Liabilities | 219,878 | 117,135 |
Total Equity | $ 43,299 | $ 32,449 |
Note 9 - Equity Method Invest_5
Note 9 - Equity Method Investment - TEL's Summarized Financial Information - Income Statement (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Revenue | $ 25,437 | $ 18,299 | $ 74,152 | $ 64,543 |
Operating Expenses | 19,061 | 15,439 | 58,060 | 55,753 |
Operating Income | 6,376 | 2,860 | 16,092 | 8,790 |
Net Income | $ 4,369 | $ 1,499 | $ 10,850 | $ 5,188 |
Note 10 - Commitments and Con_2
Note 10 - Commitments and Contingencies (Details Textual) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Mar. 31, 2017 | Mar. 31, 2019 | Sep. 30, 2018 | Dec. 31, 2017 | |
Letters of Credit Outstanding, Amount | $ 35,100,000 | $ 32,900,000 | ||
Cargo Claim [Member] | Scenario, Forecast [Member] | ||||
Payments for Legal Settlements | $ 6,800,000 | |||
Cargo Claim [Member] | Judicial Ruling [Member] | ||||
Increase (Decrease) in Estimated Litigation Liability | $ 900,000 |
Note 11 - Other Comprehensive_3
Note 11 - Other Comprehensive Income (Loss) ("OCI") - Components of AOCI (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Other comprehensive income (loss), reclassification adjustment from AOCI on derivatives, tax | $ (155) | $ (330) | $ (424) | $ (1,546) |
Other comprehensive income (loss), reclassification adjustment from AOCI on derivatives, net of tax | 406 | $ (677) | 868 | $ (2,469) |
Reclassification out of Accumulated Other Comprehensive Income [Member] | ||||
Other comprehensive income (loss), reclassification adjustment from AOCI on derivatives, before tax | 19 | 114 | ||
Commodity Contract [Member] | Reclassification out of Accumulated Other Comprehensive Income [Member] | ||||
Other comprehensive income (loss), reclassification adjustment from AOCI on derivatives, net of tax | (420) | (951) | ||
Commodity Contract [Member] | Fuel Expense [Member] | Reclassification out of Accumulated Other Comprehensive Income [Member] | ||||
Other comprehensive income (loss), reclassification adjustment from AOCI on derivatives, before tax | (580) | (1,312) | ||
Commodity Contract [Member] | Income Tax Expense [Member] | Reclassification out of Accumulated Other Comprehensive Income [Member] | ||||
Other comprehensive income (loss), reclassification adjustment from AOCI on derivatives, tax | 160 | 361 | ||
Interest Rate Cap [Member] | Reclassification out of Accumulated Other Comprehensive Income [Member] | ||||
Other comprehensive income (loss), reclassification adjustment from AOCI on derivatives, net of tax | 14 | 83 | ||
Interest Rate Cap [Member] | Income Tax Expense [Member] | Reclassification out of Accumulated Other Comprehensive Income [Member] | ||||
Other comprehensive income (loss), reclassification adjustment from AOCI on derivatives, tax | $ (5) | $ (31) |
Note 12 - Acquisition of Land_3
Note 12 - Acquisition of Landair Holdings, Inc. (Details Textual) - USD ($) $ in Thousands | Jul. 03, 2018 | Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 |
Labor and Related Expense | $ 86,249 | $ 60,732 | $ 211,621 | $ 178,639 | |
Operating Expenses, Total | 227,122 | 169,590 | 576,516 | 488,389 | |
Depreciation, Depletion and Amortization, Nonproduction, Total | 56,370 | 54,489 | |||
Income Tax Expense (Benefit), Total | $ 4,249 | 2,985 | 9,716 | 3,530 | |
Adjustment for Sale Bonuses and Non-recurring Compensation [Member] | |||||
Labor and Related Expense | (2,100) | ||||
Acquisition-related Costs [Member] | |||||
Operating Expenses, Total | 3,400 | ||||
Adjustments Related to Changes in Useful Life of Intangible and Fair Value of Property and Equipment [Member] | |||||
Depreciation, Depletion and Amortization, Nonproduction, Total | 600 | 1,100 | 1,700 | ||
Adjustments Related to Financing Obtained by the Company and Extinguishment of Debt Held by Acquiree [Member] | |||||
Interest Expense, Total | $ 1,000 | 2,000 | $ 3,000 | ||
Adjustments for Tax Effect of Pro Forma Adjustments and Depreciation Expense [Member] | |||||
Income Tax Expense (Benefit), Total | $ 100 | ||||
Landair Holdings Inc [Member] | |||||
Business Acquisition, Percentage of Voting Interests Acquired | 100.00% | ||||
Payments to Acquire Businesses, Gross | $ 91,200 | ||||
Payments to Acquire Businesses, Gross Payment of Debt | 15,500 | ||||
Payments to Acquire Businesses, IRC Section 338(h)(10) | 8,200 | ||||
Business Combination, Consideration Transferred, Total | 106,700 | ||||
Cash Acquired from Acquisition | $ 754 |
Note 12 - Acquisition of Land_4
Note 12 - Acquisition of Landair Holdings, Inc - Allocation of Purchase Price (Details) - USD ($) $ in Thousands | Jul. 03, 2018 | Sep. 30, 2018 | Sep. 30, 2017 | Dec. 31, 2017 |
Excess of consideration transferred over the net amount of assets and liabilities recognized | $ 41,086 | |||
Net purchase price | $ 106,060 | |||
Landair Holdings Inc [Member] | ||||
Cash paid | $ 106,700 | |||
Historical book value of Landair’s assets and liabilities | 65,728 | |||
Property, plant, and equipment | 26,164 | |||
Other assets | 22 | |||
Liabilities | 13,258 | |||
Fair value of tangible net assets acquired | 16,216 | |||
Post-acquisition goodwill adjustments | (114) | |||
Identifiable intangibles at acquisition-date fair value | 34,000 | |||
Debt paid at closing | 15,512 | |||
Excess of consideration transferred over the net amount of assets and liabilities recognized | 41,086 | |||
Cash acquired included in historical book value of Landair assets and liabilities | (754) | |||
Net purchase price | 105,946 | |||
Landair Holdings Inc [Member] | Measured by Acquired Company [Member] | ||||
Historical book value of Landair’s assets and liabilities | 25,589 | |||
Landair Holdings Inc [Member] | Fair Value Adjustment [Member] | ||||
Property, plant, and equipment | (7,450) | |||
Other assets | (1,094) | |||
Liabilities | $ (829) |
Note 12 - Acquisition of Land_5
Note 12 - Acquisition of Landair Holdings, Inc - Fair Values of Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Jul. 03, 2018 | Dec. 31, 2017 |
Goodwill | $ 41,086 | ||
Landair Holdings Inc [Member] | |||
Cash and cash equivalents | $ 754 | ||
Accounts receivable | 12,610 | ||
Driver advances and other receivables | 4,295 | ||
Inventory and supplies | 3 | ||
Prepaid expenses | 1,010 | ||
Assets held for sale | 128 | ||
Property, plant, and equipment | 26,164 | ||
Other assets | 22 | ||
Identifiable intangibles at acquisition-date fair value | 34,000 | ||
Total identifiable assets acquired | 78,986 | ||
Accounts payable | (5,475) | ||
Accrued expenses | (5,015) | ||
Insurance and claims accrual | (2,645) | ||
Other short-term liabilities | (123) | ||
Total liabilities assumed | (13,258) | ||
Net identifiable assets acquired | 65,728 | ||
Goodwill | 41,086 | ||
Net assets acquired | $ 106,700 |
Note 12 - Acquisition of Land_6
Note 12 - Acquisition of Landair Holdings, Inc - Pro Forma Information (Details) - Landair Holdings Inc [Member] - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Total revenue | $ 41,490 | |||
Net income | 1,956 | |||
Total revenue | 243,303 | $ 208,842 | $ 687,937 | $ 592,333 |
Net income | $ 11,614 | $ 4,882 | $ 28,886 | $ 6,892 |
Basic net income per share (in dollars per share) | $ 0.63 | $ 0.27 | $ 1.58 | $ 0.38 |
Diluted net income per share (in dollars per share) | $ 0.63 | $ 0.27 | $ 1.57 | $ 0.38 |
Note 13 - Intangible Assets (De
Note 13 - Intangible Assets (Details Textual) | 9 Months Ended |
Sep. 30, 2018 | |
Finite-Lived Intangible Asset, Useful Life | |
Weighted Average [Member] | |
Finite-Lived Intangible Asset, Useful Life | 12 years 30 days |
Note 13 - Intangible Assets - I
Note 13 - Intangible Assets - Intangible Assets (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2018 | Dec. 31, 2017 | |
Finite-Lived Intangible Assets, Gross | $ 34,000 | |
Finite-Lived Intangible Assets, Accumulated Amortization | 731 | |
Finite-Lived Intangible Assets, Net | $ 33,269 | |
Finite-Lived Intangible Asset, Useful Life (Month) | ||
Trade Names [Member] | ||
Finite-Lived Intangible Assets, Gross | $ 4,400 | |
Finite-Lived Intangible Assets, Accumulated Amortization | 73 | |
Finite-Lived Intangible Assets, Net | $ 4,327 | |
Finite-Lived Intangible Asset, Useful Life (Month) | 15 years | |
Noncompete Agreements [Member] | ||
Finite-Lived Intangible Assets, Gross | $ 1,400 | |
Finite-Lived Intangible Assets, Accumulated Amortization | 70 | |
Finite-Lived Intangible Assets, Net | $ 1,330 | |
Finite-Lived Intangible Asset, Useful Life (Month) | 5 years | |
Customer Relationships [Member] | ||
Finite-Lived Intangible Assets, Gross | $ 28,200 | |
Finite-Lived Intangible Assets, Accumulated Amortization | 588 | |
Finite-Lived Intangible Assets, Net | $ 27,612 | |
Finite-Lived Intangible Asset, Useful Life (Month) | 12 years |
Note 13 - Intangible Assets - E
Note 13 - Intangible Assets - Expected Future Amortization (Details) $ in Thousands | Sep. 30, 2018USD ($) |
2,018 | $ 731 |
2,019 | 2,923 |
2,020 | 2,923 |
2,021 | 2,923 |
2,022 | 2,923 |
2,023 | 2,783 |
Thereafter | $ 18,063 |
Note 14 - Available-for-sale _3
Note 14 - Available-for-sale Securities (Details Textual) | Sep. 30, 2018 |
Debt Securities, Available-for-sale, Unrealized Loss Position, Number of Positions | 10 |
Note 14 - Available-for-sale _4
Note 14 - Available-for-sale Securities - Available-for-sale Securities (Details) - USD ($) | Sep. 30, 2018 | Dec. 31, 2017 |
Available-for-sale securities, amortized cost | $ 1,496,000 | |
Available-for-sale securities, gross unrealized losses | (3,000) | |
Available-for-sale securities, fair value | 1,493,000 | |
Debt Security, Corporate, US [Member] | ||
Available-for-sale securities, amortized cost | 396,000 | |
Available-for-sale securities, gross unrealized losses | (2,000) | |
Available-for-sale securities, fair value | 394,000 | |
Certificates of Deposit [Member] | ||
Available-for-sale securities, amortized cost | 600,000 | |
Available-for-sale securities, gross unrealized losses | 0 | |
Available-for-sale securities, fair value | 600,000 | |
Certificates of Deposit, Maturing Within One to Five Years [Member] | ||
Available-for-sale securities, amortized cost | 500,000 | |
Available-for-sale securities, gross unrealized losses | (1,000) | |
Available-for-sale securities, fair value | $ 499,000 |