Document And Entity Information
Document And Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2023 | Feb. 14, 2024 | Jun. 30, 2022 | |
Document Information [Line Items] | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Dec. 31, 2023 | ||
Document Transition Report | false | ||
Entity File Number | 0-20797 | ||
Entity Registrant Name | RUSH ENTERPRISES, INC. | ||
Entity Incorporation, State or Country Code | TX | ||
Entity Tax Identification Number | 74-1733016 | ||
Entity Address, Address Line One | 555 IH 35 South | ||
Entity Address, City or Town | New Braunfels | ||
Entity Address, State or Province | TX | ||
Entity Address, Postal Zip Code | 78130 | ||
City Area Code | 830 | ||
Local Phone Number | 302-5200 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
ICFR Auditor Attestation Flag | true | ||
Document Financial Statement Error Correction [Flag] | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 3,362,424,057 | ||
Auditor Firm ID | 42 | ||
Auditor Name | Ernst & Young LLP | ||
Auditor Location | San Antonio, Texas | ||
Entity Central Index Key | 0001012019 | ||
Current Fiscal Year End Date | --12-31 | ||
Document Fiscal Year Focus | 2023 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false | ||
Common Class A [Member] | |||
Document Information [Line Items] | |||
Title of 12(b) Security | Class A Common Stock, $0.01 par value | ||
Trading Symbol | RUSHA | ||
Security Exchange Name | NASDAQ | ||
Entity Common Stock, Shares Outstanding (in shares) | 61,517,252 | ||
Common Class B [Member] | |||
Document Information [Line Items] | |||
Title of 12(b) Security | Class B Common Stock, $0.01 par value | ||
Trading Symbol | RUSHB | ||
Security Exchange Name | NASDAQ | ||
Entity Common Stock, Shares Outstanding (in shares) | 16,364,153 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Current assets: | ||
Cash, cash equivalents and restricted cash | $ 183,725 | $ 201,044 |
Accounts receivable, net | 259,353 | 220,651 |
Inventories, net | 1,801,447 | 1,429,429 |
Prepaid expenses and other | 15,779 | 16,619 |
Total current assets | 2,260,304 | 1,867,743 |
Property and equipment, net | 1,488,086 | 1,368,594 |
Operating lease right-of-use assets, net | 120,162 | 102,685 |
Goodwill, net | 420,708 | 416,363 |
Other assets, net | 74,981 | 65,681 |
Total assets | 4,364,241 | 3,821,066 |
Current liabilities: | ||
Floor plan notes payable | 1,139,744 | 933,203 |
Current maturities of finance lease obligations | 36,119 | 29,209 |
Current maturities of operating lease obligations | 17,438 | 15,003 |
Trade accounts payable | 162,134 | 171,717 |
Customer deposits | 145,326 | 116,240 |
Accrued expenses | 172,549 | 163,302 |
Total current liabilities | 1,673,310 | 1,428,674 |
Long-term debt | 414,002 | 275,433 |
Finance lease obligations, net of current maturities | 97,617 | 93,483 |
Operating lease obligations, net of current maturities | 104,514 | 89,029 |
Other long-term liabilities | 24,811 | 19,455 |
Deferred income taxes, net | 159,571 | 151,970 |
Shareholders’ equity: | ||
Preferred stock, par value $.01 per share; 1,000,000 shares authorized; 0 shares outstanding in 2023 and 2022 | 0 | 0 |
Common stock, par value $.01 per share; 105,000,000 Class A shares and 35,000,000 Class B shares authorized; 61,461,281 Class A shares and 16,364,158 Class B shares outstanding in 2023; and 63,518,042 Class A shares and 18,124,627 Class B shares outstanding in 2022 | 806 | 572 |
Additional paid-in capital | 542,046 | 500,642 |
Treasury stock, at cost: 1,092,142 Class A shares and 1,731,157 Class B shares in 2023; and 1,626,777 Class A shares and 1,112,446 Class B shares in 2022 | (119,835) | (130,930) |
Retained earnings | 1,450,025 | 1,378,337 |
Accumulated other comprehensive (loss) | (2,163) | (4,130) |
Total Rush Enterprises, Inc. shareholders’ equity | 1,870,879 | 1,744,491 |
Noncontrolling interest | 19,537 | 18,531 |
Total shareholders’ equity | 1,890,416 | 1,763,022 |
Total liabilities and shareholders’ equity | $ 4,364,241 | $ 3,821,066 |
Common Class A [Member] | ||
Shareholders’ equity: | ||
Treasury Stock, Common, Shares (in shares) | 1,092,142 | 1,626,777 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parentheticals) - $ / shares | Dec. 31, 2023 | Dec. 31, 2022 |
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, authorized (in shares) | 1,000,000 | 1,000,000 |
Preferred stock, outstanding (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common Class A [Member] | ||
Common stock, authorized (in shares) | 105,000,000 | 105,000,000 |
Common stock, outstanding (in shares) | 61,461,281 | 63,518,042 |
Treasury Stock, Common, Shares (in shares) | 1,092,142 | 1,626,777 |
Common Class B [Member] | ||
Common stock, authorized (in shares) | 35,000,000 | 35,000,000 |
Common stock, outstanding (in shares) | 16,364,158 | 18,124,627 |
Treasury Stock, Common, Shares (in shares) | 1,731,157 | 1,112,446 |
Consolidated Statements of Inco
Consolidated Statements of Income - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Revenues | |||
Revenue | $ 7,571,244 | $ 6,779,413 | $ 4,878,908 |
Lease and rental sales | 353,780 | 322,257 | 247,234 |
Total revenue | 7,925,024 | 7,101,668 | 5,126,142 |
Cost of products sold | |||
Lease and rental sales | 247,935 | 221,804 | 188,093 |
Total cost of products sold | 6,331,934 | 5,614,511 | 4,033,844 |
Gross profit | 1,593,090 | 1,487,159 | 1,092,298 |
Selling, general and administrative | 1,021,722 | 927,836 | 731,340 |
Depreciation and amortization | 59,830 | 55,665 | 53,354 |
Gain on sale of assets | 843 | 2,455 | 1,432 |
Operating income | 512,381 | 506,113 | 309,036 |
Other income | 2,597 | 22,338 | 6,417 |
Interest income (expense): | |||
Interest income | 777 | 639 | 657 |
Interest expense | (53,694) | (19,763) | (2,427) |
Total interest expense, net | (52,917) | (19,124) | (1,770) |
Income before taxes | 462,061 | 509,327 | 313,683 |
Income tax provision | 114,000 | 117,242 | 72,268 |
Net income | 348,061 | 392,085 | 241,415 |
Less: Net income attributable to noncontrolling interest | 1,006 | 703 | 0 |
Net income attributable to Rush Enterprises, Inc. | $ 347,055 | $ 391,382 | $ 241,415 |
Basic (in dollars per share) | $ 4.28 | $ 4.71 | $ 2.88 |
Diluted (in dollars per share) | 4.15 | 4.57 | 2.78 |
Dividends declared per common share (in dollars per share) | $ 0.62 | $ 0.49 | $ 0.27 |
New and Used Commercial Vehicle [Member] | |||
Revenues | |||
Revenue | $ 4,957,969 | $ 4,351,370 | $ 3,039,953 |
Cost of products sold | |||
Cost of products sold | 4,474,616 | 3,937,091 | 2,736,502 |
Parts and Service [Member] | |||
Revenues | |||
Revenue | 2,562,141 | 2,372,439 | 1,793,363 |
Cost of products sold | |||
Cost of products sold | 1,609,383 | 1,455,616 | 1,109,249 |
Finance and Insurance [Member] | |||
Revenues | |||
Revenue | 24,271 | 29,741 | 27,964 |
Product and Service, Other [Member] | |||
Revenues | |||
Revenue | $ 26,863 | $ 25,863 | $ 17,628 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Net income | $ 348,061 | $ 392,085 | $ 241,415 |
Other comprehensive income (loss), net of tax: | |||
Foreign currency translation | 1,967 | (4,316) | (82) |
Reclassification of currency translation related to equity method accounting | 0 | (601) | 0 |
Other comprehensive income (loss) attributable to Rush Enterprises, Inc. | 1,967 | (4,917) | (82) |
Comprehensive income | 350,028 | 387,168 | 241,333 |
Less: Comprehensive income attributable to noncontrolling interest | 1,006 | 703 | 0 |
Comprehensive income attributable to Rush Enterprises, Inc. | $ 349,022 | $ 386,465 | $ 241,333 |
Consolidated Statements of Shar
Consolidated Statements of Shareholders' Equity - USD ($) $ in Thousands | Common Stock [Member] Common Class A [Member] | Common Stock [Member] Common Class B [Member] | Common Stock [Member] | Additional Paid-in Capital [Member] | Treasury Stock, Common [Member] | Retained Earnings [Member] Common Class A [Member] | Retained Earnings [Member] Common Class B [Member] | Retained Earnings [Member] | AOCI Attributable to Parent [Member] | Parent [Member] Common Class A [Member] | Parent [Member] Common Class B [Member] | Parent [Member] | Noncontrolling Interest [Member] | Common Class A [Member] | Common Class B [Member] | Total |
Balance (in shares) at Dec. 31, 2020 | 63,756,000 | 18,705,000 | ||||||||||||||
Balance at Dec. 31, 2020 | $ 551 | $ 437,646 | $ (2,879) | $ 831,850 | $ 869 | $ 1,268,037 | $ 1,268,037 | |||||||||
Stock options exercised and stock awards (in shares) | 1,176,000 | |||||||||||||||
Stock options exercised and stock awards | 8 | 14,157 | 14,165 | 14,165 | ||||||||||||
Stock-based compensation related to stock options, restricted shares and employee stock purchase plan | 22,246 | 22,246 | 22,246 | |||||||||||||
Vesting of restricted share awards | $ 520 | 3 | (7,447) | (7,444) | (7,444) | |||||||||||
Issuance of common stock under employee stock purchase plan (in shares) | 224,000 | |||||||||||||||
Issuance of common stock under employee stock purchase plan | 1 | 4,148 | 4,149 | 4,149 | ||||||||||||
Common stock repurchases (in shares) | (494,000) | (627,000) | ||||||||||||||
Common stock repurchases | (34,054) | (34,054) | (34,054) | |||||||||||||
Cash dividends declared on common stock | $ (31,816) | $ (9,867) | $ (31,816) | $ (9,867) | $ (31,816) | $ (9,867) | ||||||||||
Other comprehensive income | (82) | (82) | (82) | |||||||||||||
Net income | 241,415 | 241,415 | 241,415 | |||||||||||||
Foreign currency translation adjustment | (82) | |||||||||||||||
Foreign currency translation | (82) | |||||||||||||||
Balance (in shares) at Dec. 31, 2021 | 64,662,000 | 18,598,000 | ||||||||||||||
Balance at Dec. 31, 2021 | 563 | 470,750 | (36,933) | 1,031,582 | 787 | 1,466,749 | 1,466,749 | |||||||||
Stock options exercised and stock awards (in shares) | 585 | |||||||||||||||
Stock options exercised and stock awards | 4 | 8,029 | 8,033 | 8,033 | ||||||||||||
Stock-based compensation related to stock options, restricted shares and employee stock purchase plan | 25,315 | 25,315 | 25,315 | |||||||||||||
Vesting of restricted share awards | 3 | (8,669) | (8,666) | (8,666) | ||||||||||||
Issuance of common stock under employee stock purchase plan (in shares) | 201,000 | |||||||||||||||
Issuance of common stock under employee stock purchase plan | 2 | 5,217 | 5,219 | 5,219 | ||||||||||||
Common stock repurchases (in shares) | (1,930,000) | (930,000) | ||||||||||||||
Common stock repurchases | (93,997) | (93,997) | (93,997) | |||||||||||||
Cash dividends declared on common stock | (34,207) | (10,420) | (34,207) | (10,420) | (34,207) | (10,420) | ||||||||||
Net income | 391,382 | 391,382 | $ 703 | 392,085 | ||||||||||||
Vesting of restricted share awards (in shares) | 457 | |||||||||||||||
Reclassification of foreign currency translation related to equity method | (601) | (601) | (601) | |||||||||||||
Foreign currency translation adjustment | (4,316) | (4,316) | (4,316) | |||||||||||||
Foreign currency translation | (4,316) | (4,316) | (4,316) | |||||||||||||
Noncontrolling interest equity | 17,828 | 17,828 | ||||||||||||||
Balance (in shares) at Dec. 31, 2022 | 63,518,000 | 18,125,000 | ||||||||||||||
Balance at Dec. 31, 2022 | 572 | 500,642 | (130,930) | 1,378,337 | (4,130) | 1,744,491 | $ 1,763,022 | |||||||||
Stock options exercised and stock awards (in shares) | 822 | 800,988 | ||||||||||||||
Stock options exercised and stock awards | 6 | 12,120 | 12,126 | $ 12,126 | ||||||||||||
Stock-based compensation related to stock options, restricted shares and employee stock purchase plan | 30,354 | 30,354 | 30,354 | |||||||||||||
Vesting of restricted share awards | 3 | (7,018) | (7,015) | (7,015) | ||||||||||||
Issuance of common stock under employee stock purchase plan (in shares) | 209,000 | |||||||||||||||
Issuance of common stock under employee stock purchase plan | 5,952 | 5,952 | ||||||||||||||
Common stock repurchases (in shares) | (3,088) | (2,182) | ||||||||||||||
Common stock repurchases | (213,425) | (213,425) | (213,425) | |||||||||||||
Cash dividends declared on common stock | $ (38,727) | $ (11,896) | $ (38,727) | $ (11,896) | $ (38,727) | $ (11,896) | ||||||||||
Net income | 347,055 | 347,055 | 1,006 | 348,061 | ||||||||||||
Vesting of restricted share awards (in shares) | 421,000 | |||||||||||||||
Foreign currency translation adjustment | 1,967 | 1,967 | 1,967 | |||||||||||||
Foreign currency translation | 1,967 | 1,967 | 1,967 | |||||||||||||
Retirement of treasury shares and par value adjustment | 224 | (3) | 224,520 | (224,744) | (3) | (3) | ||||||||||
Balance (in shares) at Dec. 31, 2023 | 61,461,000 | 16,364,000 | ||||||||||||||
Balance at Dec. 31, 2023 | $ 806 | $ 542,046 | $ (119,835) | $ 1,450,025 | $ (2,163) | $ 1,870,879 | $ 19,537 | $ 1,890,416 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Cash flows from operating activities: | |||
Net income | $ 348,061 | $ 392,085 | $ 241,415 |
Adjustments to reconcile net income to net cash provided by operating activities | |||
Depreciation and amortization | 221,141 | 199,149 | 169,497 |
Gain on sale of property and equipment, net | (843) | (2,467) | (1,432) |
Gain on joint venture transaction | 0 | (12,500) | 0 |
Gain on business acquisition | 0 | (6,958) | 0 |
Stock-based compensation expense related to employee stock options and employee stock purchases | 30,354 | 25,315 | 22,246 |
Provision for deferred income tax expense | 7,601 | 4,261 | 14,034 |
Change in accounts receivable, net | (38,307) | (74,607) | 32,312 |
Change in inventories | (297,678) | (324,508) | (33,572) |
Change in prepaid expenses and other, net | 862 | 1,340 | (252) |
Change in trade accounts payable | (10,629) | 31,438 | 12,053 |
Change in customer deposits | 28,803 | 34,121 | 2,993 |
Change in accrued expenses | 7,198 | 32,789 | (31,337) |
Other, net | (850) | (5,058) | (5,611) |
Net cash provided by operating activities | 295,713 | 294,400 | 422,346 |
Cash flows from investing activities: | |||
Acquisition of property and equipment | (368,881) | (243,060) | (167,177) |
Proceeds from the sale of property and equipment | 2,212 | 7,124 | 3,447 |
Business disposition | 0 | 27,500 | 0 |
Business acquisitions, net of cash | (16,050) | (20,762) | (269,332) |
Other | (4,311) | (11,732) | 157 |
Net cash used in investing activities | (387,030) | (240,930) | (432,905) |
Cash flows from financing activities: | |||
Draws (payments) on floor plan notes payable – non-trade, net | 205,487 | 273,906 | 118,945 |
Proceeds from long-term debt | 1,429,083 | 958,328 | 260,336 |
Principal payments on long-term debt | (1,291,615) | (1,084,465) | (455,064) |
Principal payments on finance lease obligations | (17,693) | (14,780) | (13,774) |
Proceeds from issuance of shares relating to employee stock options and employee stock purchases | 18,077 | 13,255 | 18,313 |
Taxes paid related to net share settlement of equity awards | (7,017) | (8,669) | (7,443) |
Payments of cash dividends | (50,582) | (44,556) | (41,060) |
Common stock repurchased | (211,778) | (93,709) | (33,596) |
Net cash provided by (used in) financing activities | 73,962 | (690) | (153,343) |
Net (decrease) increase in cash, cash equivalents and restricted cash | (17,355) | 52,780 | (163,902) |
Effect of exchange rate on cash | 36 | 118 | 0 |
Cash, cash equivalents and restricted cash, beginning of year | 201,044 | 148,146 | 312,048 |
Cash, cash equivalents and restricted cash, end of year | 183,725 | 201,044 | 148,146 |
Supplemental disclosure of cash flow information: | |||
Interest | 56,427 | 21,694 | 22,224 |
Income taxes paid, net | 106,872 | 102,038 | 101,987 |
Assets acquired under finance leases | $ 43,330 | $ 33,654 | $ 29,044 |
Note 1 - Organization and Opera
Note 1 - Organization and Operations | 12 Months Ended |
Dec. 31, 2023 | |
Notes to Financial Statements | |
Organization, Consolidation and Presentation of Financial Statements Disclosure [Text Block] | 1. ORGANIZATION AND OPERATIONS Rush Enterprises, Inc. (the “Company”) was incorporated in 1965 under the laws of the State of Texas. The Company operates a network of commercial vehicle dealerships that primarily sell commercial vehicles manufactured by Peterbilt, International, Hino, Ford, Isuzu, IC Bus, Blue Bird or Dennis Eagle. Through its strategically located network of Rush Truck Centers, the Company provides one-stop service for the needs of its commercial vehicle customers, including retail sales of new and used commercial vehicles, aftermarket parts sales, service and repair facilities, financing, leasing and rental, and insurance products. Restricted Cash Restricted cash consists of deposits for the statutory restriction on cash related to the Company’s captive insurance company of $2.8 million as of December 31, 2023. Stock Split On July 25, 2023, the Board of Directors of the Company declared a 3-for-2 stock split of the Company’s Class A common stock and Class B common stock, which was effected in the form of a stock dividend. On August 28, 2023, the Company distributed one Authorized Shares On May 16, 2023, the Company’s shareholders approved the Certificate of Amendment to the Restated Articles of Incorporation of the Company to increase the number of authorized shares of Class A Common Stock from 60,000,000 to 105,000,000 and Class B Common Stock from 20,000,000 to 35,000,000. Treasury Stock Retirement During the third quarter of 2023, the Company retired 3,052,899 shares of Class A common stock and 1,445,515 shares of Class B common stock. The Company recorded the retirement directly against retained earnings based on the Company’s policy election. The Company accounts for treasury stock using the cost method. There was no effect on the Company’s overall equity position due to the retirement of the treasury shares. Foreign Currency Transactions The functional currency of the Company’s foreign subsidiary, Rush Truck Centres of Canada Limited (“RTC Canada”), is the local currency, the Canadian dollar. Results of operations for RTC Canada are translated to USD using the average exchange rate on a monthly basis during each quarter. The assets and liabilities of RTC Canada are translated into USD using the exchange rate in effect on the balance sheet date. The related translation adjustments are recorded as a separate component of the Company’s Consolidated Statements of Shareholders’ Equity in accumulated other comprehensive income (loss). |
Note 2 - Significant Accounting
Note 2 - Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2023 | |
Notes to Financial Statements | |
Significant Accounting Policies [Text Block] | 2. SIGNIFICANT ACCOUNTING POLICIES Principles of Consolidation The consolidated financial statements presented herein include the accounts of Rush Enterprises, Inc. together with its consolidated subsidiaries. All significant inter-company balances and transactions have been eliminated in consolidation. Estimates in Financial Statements The preparation of the Company’s financial statements in conformity with U.S. generally accepted accounting principles (“GAAP”) requires management to make certain estimates and assumptions. These estimates and assumptions affect the reported amounts of assets and liabilities, the disclosures of contingent assets and liabilities at the balance sheet date and the amounts of revenues and expenses recognized during the reporting period. Management analyzes the Company’s estimates based on historical experience and other assumptions that are believed to be reasonable under the circumstances, however, actual results could differ materially from such estimates. Cash, Cash Equivalents and Restricted Cash Cash and cash equivalents generally consist of cash and other money market instruments. The Company considers all highly liquid investments with an original maturity of ninety days or less to be cash equivalents. Restricted cash consists of deposits for the statutory restriction on cash related to the Company’s captive insurance company. Allowance for Credit Losses and Repossession Losses The Company maintains an allowance for credit losses based on the probability of default, its historical rate of losses, aging and current economic conditions. Accounts receivables consist primarily of commercial vehicle sales receivables, manufacturers’ receivables, leasing and parts and service receivables and other trade receivables. The Company writes off account balances when it has exhausted reasonable collection efforts and determined that the likelihood of collection is remote. These write-offs are charged against the allowance for credit losses. The Company provides an allowance for repossession losses after considering historical loss experience and other factors that might affect the ability of customers to meet their obligations on finance contracts sold by the Company when the Company has a potential liability. Inventories Inventories are stated at the lower of cost or net realizable value. Cost is determined by specific identification of new and used commercial vehicle inventory and by the first-in, first-out method for tires, parts and accessories. As the market value of the Company’s inventory typically declines over time, reserves are established based on historical loss experience and market trends. These reserves are charged to cost of sales and reduce the carrying value of the Company’s inventory on hand. An allowance is provided when it is anticipated that cost will exceed net realizable value. Property and Equipment Property and equipment are stated at cost and depreciated over their estimated useful lives. Leasehold improvements are amortized over the useful life of the improvement, or the term of the lease, whichever is shorter. Provision for depreciation of property and equipment is calculated primarily on a straight-line basis. The Company capitalizes interest on borrowings during the active construction period of major capital projects. Capitalized interest, when incurred, is added to the cost of the underlying assets and is amortized over the estimated useful life of such assets. In 2023, the Company capitalized $0.7 million in interest. The cost, accumulated depreciation and amortization and estimated useful lives of the Company’s property and equipment are summarized as follows (in thousands): 2023 2022 Estimated Life (Years) Land $ 172,396 $ 162,641 Buildings and improvements 591,992 570,595 10 – 39 Leasehold improvements 43,088 42,236 2 – 39 Machinery and shop equipment 105,544 96,584 5 – 20 Furniture, fixtures and computers 111,242 98,609 3 – 15 Transportation equipment 135,425 116,327 3 – 15 Lease and rental vehicles 1,155,767 1,067,006 1 – 8 Construction in progress 31,037 14,585 Accumulated depreciation and amortization (858,405 ) (799,989 ) Total $ 1,488,086 $ 1,368,594 The Company recorded depreciation expense of $194.1 million and amortization expense of $27.0 million for the year ended December 31, 2023, depreciation expense of $177.1 million and amortization expense of $22.1 million for the year ended December 31, 2022, and depreciation expense of $148.3 million and amortization expense of $21.2 million for the year ended December 31, 2021. As of December 31, 2023, the Company had $125.7 million in lease and rental vehicles under various finance leases included in property and equipment, net of accumulated amortization of $58.9 million. The Company recorded depreciation and amortization expense of $161.3 million related to lease and rental vehicles in lease and rental cost of products sold for the year ended December 31, 2023, $143.5 million for the year ended December 31, 2022 and $116.1 million for the year ended December 31, 2021. Purchase Price Allocation, Intangible Assets and Goodwill The Company uses the acquisition method of accounting for the recognition of assets acquired and liabilities assumed through acquisitions at their estimated fair values as of the date of acquisition. The purchase price allocation for business combinations and asset acquisitions requires the use of accounting estimates and judgments to allocate the purchase price to the identifiable tangible and intangible assets acquired and liabilities assumed based on their respective fair values. As a result, during the measurement period, which is not to exceed one year from the date of acquisition, any changes in the estimated fair values of the net assets recorded for the acquisitions will result in an adjustment to goodwill. Upon the conclusion of the measurement period or final determination of the values of assets acquired or liabilities assumed, whichever comes first, any subsequent adjustments are recorded in the Consolidated Statements of Income. The Company determines whether substantially all the fair value of the gross assets acquired are concentrated in a single identifiable asset or a group of similar identifiable assets. If so, the single asset or group of assets, as applicable, is not a business. If not, the Company determines whether the single asset or group of assets, as applicable, meets the definition of a business. In connection with the Company’s business combinations, it records certain intangible assets, including franchise rights. The Company periodically reviews the estimated useful lives and fair values of its identifiable intangible assets, taking into consideration any events or circumstances that might result in a diminished fair value or revised useful life. See Note 15 – Acquisitions in the Notes to the Financial Statements for further discussion. Goodwill represents the excess, at the date of acquisition, of the purchase price of an acquired business over the fair value of the net tangible and intangible assets acquired. In addition to goodwill, the Company recognizes separately identifiable intangible assets for rights under franchise agreements with manufacturers. The fair value of the intangible franchise right is determined at the acquisition date by discounting the projected cash flows specific to each acquisition. The carrying value of the Company’s manufacturer franchise rights was $12.3 million as of December 31, 2023 and December 31, 2022, and is included in Other Assets on the accompanying Consolidated Balance Sheet. The Company has determined that manufacturer franchise rights have an indefinite life, as there are no economic or other factors that limit their useful lives and they are expected to generate cash flows indefinitely due to the historically long lives of the manufacturers’ brand names. Furthermore, to the extent that any agreements evidencing manufacturer franchise rights have expiration dates, the Company expects that it will be able to renew those agreements in the ordinary course of business. Accordingly, the Company does not amortize manufacturer franchise rights. Due to the fact that manufacturer franchise rights are specific to a geographic region, the Company has determined that evaluating and including all locations acquired in the geographic region is the appropriate level for purposes of testing franchise rights for impairment. The Company is subject to financial statement risk to the extent that manufacturer franchise rights become impaired due to decreases in the fair market value of its individual franchises. The Company assesses goodwill and intangible franchise rights for impairment annually in the fourth quarter, or whenever events or changes in circumstances indicate an impairment may have occurred. If impaired, the carrying values of the assets are written down to fair value using Level 3 inputs. See Fair Value Measurements below for further discussion of Level 3 fair value inputs. For the annual goodwill and intangible franchise rights impairment assessment conducted in the fourth quarter of 2023, the Company elected to perform a qualitative assessment and determined that it was not more-likely-than-not that the fair values of the Company’s reporting units were less than their carrying values. No impairments of goodwill or intangible franchise rights were recorded during the years ended December 31, 2023, 2022 and 2021. The following table sets forth the change in the carrying amount of goodwill for the Company for the year ended December 31, 2023 (in thousands): Balance December 31, 2022 $ 416,363 Acquisitions during 2023 3,250 Currency translation 1,095 Balance December 31, 2023 $ 420,708 Equity Method Investments On February 25, 2019, the Company acquired 50% of the equity interest in RTC Canada, which acquired the operating assets of Tallman Group, the largest International Truck dealer in Canada. Prior to acquiring an additional 30% equity interest on May 2, 2022, for approximately $20.0 million, the Company accounted for the equity interest in RTC Canada using the equity method of accounting. Subsequent to the Company’s acquisition of the additional 30% equity interest on May 2, 2022, operations of RTC Canada are included in the accompanying consolidated financial statements. Income (loss) related to the 20% equity owner of RTC Canada is reflected in the accompanying consolidated financial statements as a noncontrolling interest. See Note 15 – Acquisitions in the Notes to the Financial Statements for further discussion. On January 3, 2022, a subsidiary of Cummins, Inc. acquired a 50% equity interest in Natural Gas Fuel Systems, LLC (“NGFS”) from the Company for $27.5 million. NGFS previously conducted business as Momentum Fuel Technologies. The $12.5 million gain realized on the transaction is included in Other income on the Consolidated Statements of Income for the year ended December 31, 2022. The Company is accounting for the business as a joint venture and recognizes the investment using the equity method. The Company’s equity income in NGFS is included in the line item Other income on the Consolidated Statements of Income. Income Taxes Management’s judgment is required to determine the provisions for income taxes and to determine whether deferred tax assets will be realized in full or in part. Deferred income tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. When it is more likely than not that all or some portion of specific deferred income tax assets will not be realized, a valuation allowance must be established for the amount of deferred income tax assets that are determined not to be realizable. Accordingly, the facts and financial circumstances impacting deferred income tax assets are reviewed quarterly and management’s judgment is applied to determine the amount of valuation allowance required, if any, in any given period. In determining its provision for income taxes, the Company uses an annual effective income tax rate based on annual income, permanent differences between book and tax income, and statutory income tax rates. The effective income tax rate also reflects its assessment of the ultimate outcome of tax audits. The Company adjusts its annual effective income tax rate as additional information on outcomes or events becomes available. Discrete events such as audit settlements or changes in tax laws are recognized in the period in which they occur. The Company’s income tax returns are periodically audited by tax authorities. These audits include questions regarding the Company’s tax filing positions, including the timing and amount of deductions. In evaluating the exposures associated with its various tax filing positions, the Company adjusts its liability for unrecognized tax benefits and income tax provision in the period in which an uncertain tax position is effectively settled, the statute of limitations expires for the relevant taxing authority to examine the tax position or when more information becomes available. The Company’s liability for unrecognized tax benefits contains uncertainties because management is required to make assumptions and to apply judgment to estimate the exposures associated with its various filing positions. The Company’s effective income tax rate is also affected by changes in tax law, the level of earnings and the results of tax audits. Although the Company believes that the judgments and estimates are reasonable, actual results could differ, and the Company may be exposed to losses or gains that could be material. An unfavorable tax settlement would generally require use of the Company’s cash and result in an increase in its effective income tax rate in the period of resolution. A favorable tax settlement would be recognized as a reduction in the Company’s effective income tax rate in the period of resolution. The Company’s income tax expense includes the impact of reserve provisions and changes to reserves that it considers appropriate, as well as related interest. Revenue Recognition Policies The Company recognizes revenue when its customer obtains control of promised goods or services, in an amount that reflects the consideration which the Company expects to receive in exchange for those goods or services. To determine revenue recognition for arrangements that the Company determines are within the scope of ASU 2014-09, “ Revenue from Contracts with Customers ( Topic 606 ) Rental and Lease Sales The Company leases commercial vehicles that the Company owns to customers. Lease and rental revenue is recognized over the period of the related lease or rental agreement. Variable rental revenue is recognized when it is earned. Cost of Sales For the Company’s new and used commercial vehicle operations, cost of sales consists primarily of the Company’s actual purchase price, plus make-ready expenses, less any applicable manufacturers’ incentives. For the Company’s parts operations, cost of sales consists primarily of the Company’s actual purchase price, less any applicable manufacturers’ incentives. For the Company’s service and collision center operations, technician labor cost is the primary component of cost of sales. For the Company’s rental and leasing operations, cost of sales consists primarily of depreciation and amortization, rent, maintenance costs, license costs and interest expense considered direct and incremental on the lease and rental fleet owned and leased by the Company. There are no costs of sales associated with the Company’s finance and insurance revenue or other revenue. Leases The Company leases commercial vehicles and real estate under finance and operating leases. The Company determines whether an arrangement is a lease at its inception. For leases with terms greater than twelve months, the Company records a lease asset and liability at the present value of lease payments over the term. Many of the Company’s leases include renewal options and termination options that are factored into its determination of lease payments when appropriate. When available, the Company uses the rate implicit in the lease to discount lease payments to present value; however, most of its leases do not provide a readily determinable implicit rate. Therefore, the Company must estimate its incremental borrowing rate to discount the lease payments based on information available at lease commencement. Taxes Assessed by a Governmental Authority The Company accounts for sales taxes assessed by a governmental authority that are directly imposed on a revenue-producing transaction on a net (excluded from revenues) basis. Selling, General and Administrative Expenses Selling, general and administrative expenses consist primarily of incentive-based compensation for sales, finance and general management personnel, salaries for administrative personnel and expenses for rent, marketing, insurance, utilities and other general operating purposes. Stock Based Compensation The Company applies the provisions of ASC topic 718-10, “ Compensation Stock Compensation, The Company uses the Black-Scholes option-pricing model to estimate the fair value of share-based payment awards on the date of grant. The value of the portion of the award that is ultimately expected to vest is recognized as an expense over the requisite service periods. Compensation expense for all share-based payment awards is recognized using the straight-line single-option method. Stock-based compensation expense is recognized based on awards expected to vest. Accordingly, stock-based compensation expense has been reduced for estimated forfeitures. Forfeitures are estimated at the time of grant and revised, if necessary, in subsequent periods if actual forfeitures differ from those estimates. The Company determines the fair value of share-based payment awards on the date of grant using an option-pricing model that is affected by the Company’s stock price, as well as assumptions regarding a number of subjective variables. These variables include the Company’s expected stock price volatility over the term of the awards and actual and projected stock option exercise behaviors. Option-pricing models were developed for use in estimating the value of traded options that have no vesting or hedging restrictions and are fully transferable. Because the Company’s stock options have characteristics that are significantly different from traded options and because changes in the subjective assumptions can materially affect the estimated value, in management’s opinion, the existing valuation models may not provide an accurate measure of fair value and it may not be indicative of the fair value observed in a market transaction between a willing buyer and a willing seller. The following table reflects the weighted-average fair value of stock options granted during each period using the Black-Scholes option valuation model with the following weighted-average assumptions used: 2023 2022 2021 Weighted-average stock volatility 34.60 % 34.97 % 36.03 % Expected dividend yield 1.54 % 1.44 % 1.65 % Risk-free interest rate 3.58 % 2.13 % 1.07 % Expected life (years) 6.0 6.0 6.0 Weighted-average fair value of stock options granted $ 11.82 $ 11.21 $ 9.85 The Company computes its historical stock price volatility in accordance with ASC Topic 718-10. The risk-free interest rate for periods within the contractual life of the option is based on the U.S. Treasury yield curve in effect at the time of grant. The dividend yield assumption is based on the Company’s history and expectation of dividend payouts. The expected life of stock options represents the weighted-average period the stock options are expected to remain outstanding. Advertising Costs Advertising costs are expensed as incurred. Advertising and marketing expense was $10.0 million for 2023, $8.7 million for 2022 and $7.5 million for 2021. Advertising and marketing expense is included in selling, general and administrative expense. Accounting for Internal Use Software The Company’s accounting policy with respect to accounting for computer software developed or obtained for internal use is consistent with ASC topic 350-40 (Internal Use Software) Insurance The Company utilizes a captive insurance company to manage its auto and general commercial liability insurance, which the Company supplements with excess insurance coverage at a level management believes is sufficient. The Company is partially self-insured for a portion of the claims related to its worker’s compensation, medical insurance and vehicle inventory. The Company uses actuarial information provided from third-party administrators to calculate an accrual for claims incurred, but not reported, and for the remaining portion of claims that have been reported. The Company is fully self-insured for claims related to its real and personal property (except for its vehicle inventor, as noted above). Fair Value Measurements The Company has various financial instruments that it must measure at fair value on a recurring basis. See Note 9 – Financial Instruments and Fair Value of the Notes to Consolidated Financial Statements, for further information. The Company also applies the provisions of fair value measurement to various nonrecurring measurements for its financial and nonfinancial assets and liabilities. Applicable accounting standards define fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (an exit price). The Company measures its assets and liabilities using inputs from the following three levels of the fair value hierarchy: Level 1 inputs are unadjusted quoted prices in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date. Level 2 inputs include quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the asset or liability (i.e., interest rates, yield curves, etc.), and inputs that are derived principally from or corroborated by observable market data by correlation or other means (market corroborated inputs). Level 3 includes unobservable inputs that reflect the Company’s assumptions about what factors market participants would use in pricing the asset or liability. The Company develops these inputs based on the best information available, including its own data. Recent Accounting Pronouncements In November 2023, the Financial Accounting Standards Board (“FASB”) issued updated accounting guidance related to annual and interim segment disclosures. The updated accounting guidance, among other things, requires disclosure of certain significant segment expenses. The Company will adopt the updated accounting guidance in its Annual Report on Form 10-K for the year ended December 31, 2024. The Company is currently evaluating the impact the adoption of the new accounting guidance will have on its segment disclosures in Note 16. In December 2023, the FASB issued updated accounting guidance related to income tax disclosures. The updated accounting guidance, among other things, requires additional disclosure primarily related to the income tax rate reconciliation and income taxes paid. The Company will adopt the updated accounting guidance in its Annual Report on Form 10-K for the year ended December 31, 2025. The Company is currently evaluating the impact the adoption of the new accounting guidance will have on its income tax disclosures in Note 13. |
Note 3 - Supplier Concentration
Note 3 - Supplier Concentration | 12 Months Ended |
Dec. 31, 2023 | |
Notes to Financial Statements | |
Concentration Risk Disclosure [Text Block] | 3. SUPPLIER CONCENTRATION Major Suppliers and Dealership Agreements The Company has entered into dealership agreements with various manufacturers of commercial vehicles and buses (“Manufacturers”). These agreements are nonexclusive agreements that allow the Company to stock, sell at retail and service commercial vehicles and sell parts from the Manufacturers in the Company’s defined area of responsibility. The agreements allow the Company to use the Manufacturers’ names, trade symbols and intellectual property and expire as follows: Manufacturer Expiration Dates Peterbilt July 2024 International May 2025 through January 2029 Isuzu Indefinite Hino Indefinite Ford Indefinite Blue Bird August 2024 IC Bus May 2025 through December 2027 Dennis Eagle Indefinite These agreements, as well as agreements with various other Manufacturers, impose a number of restrictions and obligations on the Company, including restrictions on a change in control of the Company and the maintenance of certain required levels of working capital. Violation of these restrictions could result in the loss of the Company’s right to purchase the Manufacturers’ products and use the Manufacturers’ trademarks. The Company purchases its new Peterbilt vehicles from Peterbilt and most of the parts sold at its Peterbilt dealerships from PACCAR, Inc, the parent company of Peterbilt, at prevailing prices charged to all franchised dealers. Sales of new Peterbilt commercial vehicles accounted for approximately 50.7% of the Company’s new vehicle sales revenue for the year ended December 31, 2023, 59.6% of the Company’s new vehicle sales revenue for the year ended December 31, 2022, and 62.5% of the Company’s new vehicle sales revenue for the year ended December 31, 2021. Primary Lenders The Company purchases its new and used commercial vehicle inventories with the assistance of floor plan financing programs as described in Note 7 to these Notes to Consolidated Financial Statements. The Company finances the majority of all new commercial vehicle inventory and the loan value of its used commercial vehicle inventory under the Floor Plan Credit Agreement with BMO Harris. The Floor Plan Credit Agreement includes an aggregate loan commitment of $1.0 billion. The Company’s floor plan financing agreements provide that the occurrence of certain events will be considered events of default. In the event that the Company’s floor plan financing becomes insufficient, or its relationship with any of its current primary lenders terminates, the Company would need to obtain similar financing from other sources. Management believes it can obtain additional floor plan financing or alternative financing if necessary. From time to time, the Company uses the WF Credit Agreement to finance its Idealease lease and rental fleet vehicles and for other working capital needs. Pursuant to the terms of the WF Credit Agreement, the WF Lenders have agreed to make up to $175.0 million of revolving credit loans for certain of the Company’s capital expenditures, including commercial vehicle purchases for the Company’s Idealease lease and rental fleet, and general working capital needs. The Company expects to use the revolving credit loans available under the WF Credit Agreement primarily for the purpose of purchasing commercial vehicles for the Company’s Idealease lease, rental fleet and other working capital needs. The Company uses the PLC Agreement to finance its PacLease lease and rental fleet vehicles. Pursuant to the terms of the PLC Agreement, PLC agreed to make up to $300.0 million of revolving credit loans to finance commercial vehicle purchases and other equipment to be leased or rented through the Company’s PacLease franchises. RTC Canada uses the RTC Canada Revolving Credit Agreement to finance its Idealease lease and rental fleet vehicles. Pursuant to the terms of the RTC Canada Revolving Credit Agreement, BMO agreed to make up to $120.0 million CAD of revolving credit loans to finance certain of RTC Canada’s capital expenditures, including commercial vehicle purchases and other equipment to be leased or rented through RTC Canada’s Idealease franchise, with an additional $20.0 million available upon the request of RTC Canada and consent of BMO. RTC Canada uses the RTC Canada Floor Plan Agreement to finance its new and used vehicle inventory. Pursuant to the terms of the RTC Canada Floor Plan Agreement, BMO agreed to make up to $116.7 million CAD of revolving credit loans to finance RTC Canada’s purchase of new and used vehicle inventory. Concentrations of Credit Risks Financial instruments that potentially subject the Company to significant concentrations of credit risk consist principally of cash, cash equivalents, restricted cash, and accounts receivable. The Company places its cash, cash equivalents and restricted cash with what it considers to be quality financial institutions based on periodic assessments of such institutions. The Company’s cash, cash equivalents and restricted cash may be uninsured or in deposit accounts that exceed the Federal Deposit Insurance Corporation insurance limit. The Company controls credit risk through credit approvals and by selling a majority of its trade receivables, other than vehicle accounts receivable, without recourse. Concentrations of credit risk with respect to trade receivables are reduced because a large number of geographically diverse customers make up the Company’s customer base; however, substantially all of the Company’s business is concentrated in the United States commercial vehicle markets and related aftermarkets. The Company generally sells finance contracts it enters into with customers to finance the purchase of commercial vehicles to third parties. These finance contracts are sold by the Company both with and without recourse. A majority of the Company’s finance contracts are sold without recourse. The Company provides an allowance for doubtful receivables and a reserve for repossession losses related to finance contracts sold with recourse. Historically, the Company’s allowances and reserves have covered losses inherent in these receivables. |
Note 4 - Accounts Receivable
Note 4 - Accounts Receivable | 12 Months Ended |
Dec. 31, 2023 | |
Notes to Financial Statements | |
Loans, Notes, Trade and Other Receivables Disclosure [Text Block] | 4. ACCOUNTS RECEIVABLE The Company’s accounts receivable, net, consisted of the following (in thousands): December 31, 2023 2022 Trade accounts receivable from sale of vehicles $ 119,575 $ 83,159 Trade receivables other than vehicles 98,555 96,978 Warranty claims 21,395 13,060 Other accounts receivable 23,633 29,776 Less allowance for credit losses (3,805 ) (2,322 ) Total $ 259,353 $ 220,651 Accounts receivable as of January 1, 2022 was $140.2 million. |
Note 5 - Inventories
Note 5 - Inventories | 12 Months Ended |
Dec. 31, 2023 | |
Notes to Financial Statements | |
Inventory Disclosure [Text Block] | 5. INVENTORIES The Company’s inventories, net, consisted of the following (in thousands): December 31, 2023 2022 New commercial vehicles $ 1,388,687 $ 955,485 Used commercial vehicles 47,036 86,306 Parts and accessories 353,992 369,562 Other 33,100 34,564 Less allowance (21,368 ) (16,488 ) Total $ 1,801,447 $ 1,429,429 |
Note 6 - Valuation Accounts
Note 6 - Valuation Accounts | 12 Months Ended |
Dec. 31, 2023 | |
Notes to Financial Statements | |
SEC Schedule, 12-09, Schedule of Valuation and Qualifying Accounts Disclosure [Text Block] | 6. VALUATION ACCOUNTS: Valuation and allowance accounts include the following (in thousands): Balance Beginning of Year Net Charged to Costs and Expenses Net Write- Offs Balance End of Year 2023 Reserve for parts inventory $ 9,423 $ 6,274 $ (6,532 ) $ 9,165 Reserve for commercial vehicle inventory 7,065 11,191 (6,053 ) 12,203 2022 Reserve for parts inventory $ 7,460 $ 7,378 $ (5,415 ) $ 9,423 Reserve for commercial vehicle inventory 919 13,653 (7,507 ) 7,065 2021 Reserve for parts inventory $ 9,315 $ 3,520 $ (5,375 ) $ 7,460 Reserve for commercial vehicle inventory 6,075 (536 ) (4,620 ) 919 Inventory The Company provides a reserve for obsolete and slow moving parts. The reserve is reviewed and, if necessary, adjustments are made on a quarterly basis. The Company relies on historical information to support its reserve. Once the inventory is written down, the Company does not reverse any reserve balance until the inventory is sold. The valuation for new and used commercial vehicle inventory is based on specific identification. A detail of new and used commercial vehicle inventory is reviewed and, if necessary, adjustments to the value of specific vehicles are made on a quarterly basis. Accounts Receivable and Allowance for Credit Losses The Company establishes an allowance for credit losses to present the net amount of accounts receivable expected to be collected. Under Accounting Standards Topic 326, Financial Instruments Credit Losses Accounts receivable consists primarily of commercial vehicle sales receivables, manufacturers’ receivables and leasing, parts and service sales receivables and other trade receivables. The Company maintains an allowance for credit losses based on the probability of default, its historical rate of losses, aging and current economic conditions. The Company writes off account balances when it has exhausted reasonable collection efforts and determined that the likelihood of collection is remote. These write-offs are charged against the allowance for credit losses. The following table summarizes the changes in the allowance for credit losses (in thousands): Balance December 31, 2022 Provision for the Year Ended December 31, 2023 Write offs Against Allowance, net of Recoveries Balance December 31, 2023 Commercial vehicle receivables $ 160 $ - $ (58 ) $ 102 Manufacturers’ receivables 573 2,576 (2,185 ) 964 Leasing, parts and service receivables 1,589 3,212 (3,141 ) 1,660 Other receivables - 1,066 13 1,079 Total $ 2,322 $ 6,854 $ (5,371 ) $ 3,805 |
Note 7 - Floor Plan Notes Payab
Note 7 - Floor Plan Notes Payable and Lines of Credit | 12 Months Ended |
Dec. 31, 2023 | |
Notes to Financial Statements | |
Debt Disclosure [Text Block] | 7. FLOOR PLAN NOTES PAYABLE AND LINES OF CREDIT Floor Plan Notes Payable Floor plan notes are financing agreements to facilitate the Company’s purchase of new and used commercial vehicle inventory. These notes are collateralized by the inventory purchased, and accounts receivable arising from the sale thereof. The Company’s Floor Plan Credit Agreement provides for a loan commitment of up to $1.0 billion. The interest rate under the Company’s Floor Plan Credit Agreement is the one month SOFR plus 1.20%. The effective interest rate applicable to the Company’s Floor Plan Credit Agreement was approximately 6.54% as of December 31, 2023. The Company utilizes its excess cash on hand to pay down its outstanding borrowings under its Floor Plan Credit Agreement, and the resulting interest earned is recognized as an offset to the Company’s gross interest expense under the Floor Plan Credit Agreement. The Company’s RTC Canada Floor Plan Agreement provides for a loan commitment of up to $116.7 million CAD Loans to purchase used vehicle inventory are limited to twenty percent ( 20% The Company finances substantially all of the purchase price of its new commercial vehicle inventory and the loan value of its used commercial vehicle inventory under its Floor Plan Credit Agreement and RTC Canada Floor Plan Agreement, under which BMO Harris and BMO pay the manufacturer directly with respect to new commercial vehicles. Amounts borrowed under the Company’s Floor Plan Credit Agreement and RTC Canada Floor Plan Agreement are due when the related commercial vehicle inventory (collateral) is sold. The Company’s Floor Plan Credit Agreement expires September 14, 2026, although BMO Harris has the right to terminate the Floor Plan Credit Agreement at any time upon 360 days written notice and the Company may terminate at any time, subject to specified limited exceptions. On December 31, 2023, the Company had approximately $984.4 million outstanding under its Floor Plan Credit Agreement. The Company’s RTC Canada Floor Plan Agreement expires September 14, 2026. On December 31, 2023, the Company had approximately $55.9 million CAD outstanding under the RTC Canada Floor Plan Agreement. The Company’s weighted average interest rate for floor plan notes payable was 3.3% for the year ended December 31, 2023, and 1.6% for the year ended December 31, 2022, which is net of interest related to prepayments of new and used inventory loans. Assets pledged as collateral were as follows (in thousands): December 31, 2023 2022 Inventories, new and used vehicles at cost based on specific identification, net of allowance $ 1,423,521 $ 1,034,727 Vehicle sale-related accounts receivable 119,575 83,158 Total $ 1,543,096 $ 1,117,885 Floor plan notes payable related to vehicles $ 1,139,744 $ 933,203 Lines of Credit The Company has a line of credit that provides for a maximum borrowing of $20.0 million. There were no advances outstanding under this secured line of credit as of December 31, 2023; however, $17.9 million was pledged to secure various letters of credit related to self-insurance products, leaving $2.1 million available for future borrowings as of December 31, 2023. |
Note 8 - Long-term Debt
Note 8 - Long-term Debt | 12 Months Ended |
Dec. 31, 2023 | |
Notes to Financial Statements | |
Long-Term Debt [Text Block] | 8. LONG-TERM DEBT Long-term debt was comprised of the following variable interest rate term notes (in thousands): December 31, 2023 2022 Total long-term debt, net of current maturities $ 414,002 $ 275,433 As of December 31, 2023, long-term debt maturities were as follows (in thousands): 2024 $ - 2025 265,000 2026 149,002 2027 - 2028 - Thereafter - Total $ 414,002 On September 14, 2021, the Company entered into the WF Credit Agreement with the WF Lenders and the WF Agent. Pursuant to the terms of the WF Credit Agreement (as amended), the WF Lenders have agreed to make up to $175.0 million of revolving credit loans for certain of the Company’s capital expenditures, including commercial vehicle purchases for the Company’s Idealease lease and rental fleet, and general working capital needs. Borrowings under the WF Credit Agreement bear interest per annum, payable on each interest payment date, as defined in the WF Credit Agreement, at (A) SOFR plus (i) 1.25% or (ii) 1.5%, depending on the Company’s consolidated leverage ratio or (B) on or after the term SOFR transition date, the term SOFR plus (i) 1.25% or (ii) 1.5%, depending on the Company’s consolidated leverage ratio. The WF Credit Agreement expires on September 14, 2026, although, upon the occurrence and during the continuance of an event of default, the WF Agent has the right to, or upon the request of the required lenders must, terminate the commitments and declare all outstanding principal and interest due and payable. The Company may terminate the commitments at any time. The Company expects to use the revolving credit loans available under the WF Credit Agreement primarily for the purpose of purchasing commercial vehicles for the Company’s Idealease lease and rental fleet. On November 1, 2023, the Company entered into the PLC Agreement. Pursuant to the terms of the PLC Agreement, PLC agreed to make up to $300.0 million of revolving credit loans to finance certain of the Company’s capital expenditures, including commercial vehicle purchases and other equipment to be leased or rented through the Company’s PacLease franchises. Advances under the PLC Agreement bear interest per annum, payable on the fifth day of the following month, at the Company’s option, at either (A) the prime rate, minus 1.55%, provided that the floating rate of interest is subject to a floor of 0%, or (B) a fixed rate, to be determined between the Company and PLC in each instance of borrowing at a fixed rate. The PLC Agreement expires on December 1, 2025, although either party has the right to terminate the PLC Agreement at any time upon 180 days written notice. On May 31, 2022, RTC Canada entered into the RTC Canada Revolving Credit Agreement. Pursuant to the terms of the RTC Canada Revolving Credit Agreement, BMO agreed to make up to $120.0 million CAD of revolving credit loans to finance certain of RTC Canada’s capital expenditures, including commercial vehicle purchases and other equipment to be leased or rented through RTC Canada’s Idealease franchise, with an additional $20.0 million available upon the request of RTC Canada and consent of BMO. Advances under the RTC Canada Revolving Credit Agreement bear interest per annum, payable on the first business day of each calendar month, at CDOR, plus 1.35%. The RTC Canada Revolving Credit Agreement expires September 14, 2026. The interest associated with the WF Credit Agreement, the PLC Agreement and the RTC Canada Revolving Credit Agreement is recorded in interest expense on the Consolidated Statement of Income. The WF Credit Agreement, PLC Agreement and RTC Canada Revolving Credit Agreement are general borrowing facilities, whereas prior to these credit agreements, interest expense associated with the Company’s lease and rental fleet was recorded in cost of sales as the borrowings were directly related to each lease and rental vehicle. The Company’s floor plan financing agreements and the WF Credit Agreement require the Company to satisfy various financial ratios such as the leverage ratio, the asset coverage ratio and the fixed charge coverage ratio. As of December 31, 2023, the Company was in compliance with all debt covenants related to its floor plan credit agreements and the WF Credit Agreement. The Company does not anticipate any breach of the covenants in the foreseeable future. |
Note 9 - Financial Instruments
Note 9 - Financial Instruments and Fair Value | 12 Months Ended |
Dec. 31, 2023 | |
Notes to Financial Statements | |
Fair Value Disclosures [Text Block] | 9. FINANCIAL INSTRUMENTS AND FAIR VALUE The Company measures certain financial assets and liabilities at fair value on a recurring basis. Financial instruments consist primarily of cash, accounts receivable, accounts payable and floor plan notes payable. The carrying values of the Company’s financial instruments approximate fair value due either to their short-term nature or existence of variable interest rates, which approximate market rates. Certain methods and assumptions were used by the Company in estimating the fair value of financial instruments as of December 31, 2023, and 2022. The carrying value of current assets and current liabilities approximates the fair value due to the short maturity of these items. The fair value of the Company’s long-term debt is based on secondary market indicators. Because the Company’s debt is not quoted, estimates are based on each obligation’s characteristics, including remaining maturities, interest rate, credit rating, collateral and liquidity. Accordingly, the Company concluded that the valuation measurement inputs of its long-term debt represent, at its lowest level, current market interest rates available to the Company for similar debt and the Company’s current credit standing. The Company has categorized such debt within Level 2 of the hierarchy framework. The carrying amount approximates fair value. |
Note 10 - Leases
Note 10 - Leases | 12 Months Ended |
Dec. 31, 2023 | |
Notes to Financial Statements | |
Leases of Lessee and Lessor Disclosure [Text Block] | 10. LEASES In February 2016, the FASB issued ASU No. 2016-02, “ Leases ( Topic 842 ), A lease is classified as a finance lease if any of the following conditions exist on the date of lease commencement: ● The lease transfers ownership of the underlying asset to the lessee by the end of the lease term. ● The lease provides the lessee an option to purchase the underlying asset, and that option is reasonably certain to be exercised. ● The lease term is for the major part of the remaining economic life of the underlying asset. ● The present value of the lease payments equals or exceeds substantially all of the fair value of the underlying asset. ● The underlying asset is of such a specialized nature that only the lessee can use it without major modifications. ● The lessor expects to have no alternative use for the leased asset at the end of the lease. The Company applied the practical expedients permitted under Topic 842, which among other things, allowed it to retain its existing assessment of whether an arrangement is, or contains, a lease and whether such lease is classified as an operating or finance lease. The Company made an accounting policy election that keeps leases with an initial term of twelve months or less off of the balance sheet and results in recognizing those lease payments in the Consolidated Statements of Income and Comprehensive Income on a straight-line basis over the lease term. The Company leases certain commercial vehicles and real estate under finance and operating leases. The Company determines whether an arrangement is a lease at its inception. For leases with terms greater than twelve months, the Company records the related asset and obligation at the present value of lease payments over the term. Many of the Company’s leases include renewal options and/or termination options that are factored into its determination of lease payments when appropriate. The Company has elected not to account for lease and nonlease components as a single combined lease component as lessee. When available, the Company uses the rate implicit in the lease to discount lease payments to present value; however, most of its leases do not provide a readily determinable implicit rate. Therefore, the Company must estimate its incremental borrowing rate to discount the lease payments based on information available at lease commencement. Lease of Vehicles as Lessee The Company leases commercial vehicles as the lessee under finance leases and operating leases. The lease terms vary from one ten The Company usually guarantees the residual value of vehicles under operating lease and finance lease arrangements. As of December 31, 2023, the Company guaranteed commercial vehicle residual values of approximately $72.3 million under operating lease and finance lease arrangements. Lease of Facilities as Lessee The Company’s facility leases are classified as operating and finance leases and primarily reflect its use of dealership facilities and office space. The lease terms vary from one one The Company leases facilities in Ontario, Canada from entities owned by the noncontrolling interest holder of RTC Canada. In 2023, the Company recorded approximately $2.1 million in operating lease expense related to these leases. Lease Costs and Supplemental Information Components of lease cost are as follows (in thousands): Year Ended Component Classification December 31, 2023 December 31, 2022 Operating lease cost SG&A expense $ 14,924 $ 11,288 Operating lease cost Lease and rental cost of products sold 5,981 6,081 Finance lease cost – amortization of right-of-use assets Lease and rental cost of products sold 24,655 20,135 Finance lease cost – interest on lease liabilities Lease and rental cost of products sold 5,454 4,783 Short-term lease cost SG&A expense 191 413 Supplemental cash flow information and non-cash activity related to operating and finance leases are as follows (in thousands): Year Ended December 31, 2023 December 31, 2022 Operating cash flow information: Cash paid for amounts included in the measurement of lease liabilities $ 26,359 $ 21,874 Financing cash flow information: Cash paid for amounts included in the measurement of lease liabilities $ 17,693 $ 14,780 Non-cash activity: Operating lease right-of-use assets obtained in exchange for lease obligations $ 40,093 $ 54,385 Weighted-average remaining lease term and discount rate for operating and finance leases as of December 31, 2023 are as follows: Finance Leases Operating Leases Weighted-average remaining lease term (in months) 39 106 Weighted-average discount rate 4.3 % 4.8 % Maturities of lease liabilities by fiscal year for finance leases and operating leases as of December 31, 2023 are as follows (in thousands): Finance Leases Operating Leases 2024 $ 41,189 $ 23,359 2025 34,172 19,282 2026 26,904 18,578 2027 18,587 17,730 2028 14,961 15,502 2029 and beyond 12,730 60,158 Total lease payments $ 148,543 $ 154,609 Less: Imputed interest (14,807 ) (32,658 ) Present value of lease liabilities $ 133,736 $ 121,951 Lease of Vehicles as Lessor The Company leases commercial vehicles that the Company owns to customers primarily over periods of one ten The Company’s policy is to depreciate its lease and rental fleet using a straight-line method over each customer’s contractual lease term. The lease unit is depreciated to a residual value that approximates fair value at the expiration of the lease term. This policy results in the Company realizing reasonable gross margins while the unit is in service and a corresponding gain or loss on sale when the unit is sold at the end of the lease term. Sales-type leases are recognized by the Company as lease receivables. The lessee obtains control of the underlying asset and the Company recognizes sales revenue upon lease commencement. The receivable for sales-type leases as of December 31, 2023, in the amount of $8.4 million is reflected in Other Assets on the Consolidated Balance Sheet. Minimum rental revenue to be received for non-cancelable leases and subleases in effect as of December 31, 2023, are as follows (in thousands): 2024 $ 174,835 2025 140,135 2026 105,495 2027 75,672 2028 44,081 Thereafter 25,405 Total $ 565,623 Rental income during the year ended December 31, 2023, and 2022, consisted of the following (in thousands): 2023 2022 Minimum rental payments $ 306,897 $ 278,330 Nonlease payments 46,883 43,927 Total $ 353,780 $ 322,257 |
Note 11 - Share Based Compensat
Note 11 - Share Based Compensation and Employee Benefit Plans | 12 Months Ended |
Dec. 31, 2023 | |
Notes to Financial Statements | |
Share-Based Payment Arrangement [Text Block] | 11. SHARE BASED COMPENSATION AND EMPLOYEE BENEFIT PLANS Employee Stock Purchase Plan The Company’s 2004 Employee Stock Purchase Plan, as amended and restated (the “Employee Stock Purchase Plan”), allows eligible employees to contribute up to $10,625 of their base earnings every six months toward the semi-annual purchase of the Company’s Class A common stock. The employee’s purchase price is 85% of the lesser of the closing price of the Class A common stock on the first business day or the last business day of the semi-annual offering period, as reported by The NASDAQ Global Select Market. Employees may purchase shares having a fair market value of up to $25,000 (measured as of the first day of each semi-annual offering period) for each calendar year. On May 16, 2023, the Company’s shareholders approved the amendment and restatement of the Employee Stock Purchase Plan to increase the number of shares of Class A Common Stock authorized for issuance thereunder by 600,000 shares. Under the Employee Stock Purchase Plan, there are approximately 1,082,000 shares remaining of the 4,650,000 shares of the Company’s Class A common Stock that were reserved for issuance. The Company issued 208,854 shares under the Employee Stock Purchase Plan during the year ended December 31, 2023 and 201,173 shares during the year ended December 31, 2022. Of the 7,860 employees eligible to participate, approximately 2,242 elected to participate in the plan as of December 31, 2023. Non-Employee Director Stock Option Plan The Rush Enterprises, Inc. 2006 Non-Employee Director Stock Option Plan, as amended and restated (the “Director Plan”), reserved 1,125,000 shares of Class A common stock for issuance upon exercise of any awards granted under the plan. The Director Plan is designed to attract and retain highly qualified non-employee directors. Currently, each non-employee director receives a grant of the Company’s Class A common stock equivalent to a compensation value of $750,000; provided however, that directors may elect to receive up to 40% of the value of such grant in cash. In 2023, three non-employee directors each received a grant of 4,116 shares of the Company’s Class A common stock, two non-employee directors each received a grant of 2,469 shares of the Company’s Class A common stock and $58,000 cash and one non-employee director received a grant of 2,880 shares of the Company’s Class A common stock and $43,500 cash, for total compensation equivalent to $145,000 each. One director who was appointed to the Company’s Board of Directors in October of 2023 received 1,501 shares of the Company’s Class A common stock, for total compensation equivalent to $72,500. In 2022, three non-employee directors each received a grant of 2,757 shares of the Company’s Class A common stock, two non-employee directors each received a grant of 1,654 shares of the Company’s Class A common stock and $58,000 cash and one non-employee director received a grant of 1,930 shares of the Company’s Class A common stock and $43,500 cash, for total compensation equivalent to $145,000 each. Under the Director Plan, there are approximately 180,298 shares remaining for issuance of the 1,125,000 shares of the Company’s Class A common stock that were reserved for issuance. The Company granted 21,667 shares of Class A common stock under the Director Plan during the year ended December 31, 2023 and 20,264 shares of Class A common stock under the Director Plan during the year ended December 31, 2022. Employee Incentive Plans In May 2007, the Board of Directors and shareholders adopted the Rush Enterprises, Inc. 2007 Long-Term Incentive Plan (the “2007 Incentive Plan”). The 2007 Incentive Plan provides for the grant of stock options (which may be nonqualified stock options or incentive stock options for tax purposes), stock appreciation rights issued independent of or in tandem with such options (“SARs”), restricted stock awards and performance awards. The 2007 Incentive Plan was amended and restated on May 20, 2014, May 16, 2017, May 12, 2020 and May 16, 2023. The number of shares available for issuance under the plan include 21,600,000 shares of Class A common stock and 9,000,000 shares of Class B common stock. The aggregate number of shares of common stock subject to stock options or SARs that may be granted to any one participant in any year under the 2007 Incentive Plan is 150,000 shares of Class A common stock or 150,000 150,000 Valuation and Expense Information Stock-based compensation expense related to stock options, restricted stock awards and employee stock purchases was $30.4 million for the year ended December 31, 2023, $25.3 million for the year ended December 31, 2022, and $22.2 million for the year ended December 31, 2021. Cash received from options exercised and shares purchased under all share-based payment arrangements was $18.0 million for the year ended December 31, 2023, $13.3 million for the year ended December 31, 2022, and $18.3 million for the year ended December 31, 2021. The following table presents a summary of the Company’s stock option activity and related information for the year ended December 31, 2023: Weighted Weighted Average Average Remaining Aggregate Exercise Contractual Intrinsic Options Shares Price Life (in Years) Value Balance of Outstanding Options at January 1, 2023 5,872,862 $ 20.13 Granted 790,673 35.04 Exercised (800,988 ) 15.06 Forfeited (40,249 ) 31.12 Balance of Outstanding Options at December 31, 2023 5,822,298 $ 22.76 5.8 $ 160,233,514 Expected to vest after December 31, 2023 3,268,970 $ 28.47 7.5 $ 71,368,515 Vested and exercisable at December 31, 2023 2,520,629 $ 15.18 3.7 $ 88,341,805 The aggregate intrinsic value in the preceding table represents the total pretax intrinsic value, based on the closing price of the Company’s Class A common stock on December 31, 2023, which was $50.30. The total intrinsic value of options exercised was $19.8 million during the year ended December 31, 2023, $11.6 million during the year ended December 31, 2022, and $23.4 million during the year ended December 31, 2021. The following table presents a summary of the status of the number of shares underlying the Company’s non-vested stock options as of December 31, 2023, and changes during the year ended December 31, 2023: Weighted Average Number of Grant Date Non-vested Shares Shares Fair Value Non-vested at January 1, 2023 3,600,568 $ 7.35 Granted 790,673 11.82 Vested (1,049,321 ) 5.56 Forfeited (40,249 ) 9.93 Non-vested at December 31, 2023 3,301,671 $ 8.95 The total fair value of vested options was $5.8 million during the year ended December 31, 2023, $5.9 million during the year ended December 31, 2022, and $5.0 million during the year ended December 31, 2021. The weighted-average grant date fair value of options granted was $11.82 per share during the year ended December 31, 2023, $11.21 per share during the year ended December 31, 2022, and $9.85 per share during the year ended December 31, 2021. Stock Awards The Company granted restricted stock awards to certain of its employees under the 2007 Incentive Plan and unrestricted stock awards to its non-employee directors under the Director Plan during the year ended December 31, 2023. The restricted stock awards granted to employees vest in three The following table presents a summary of the Company’s non-vested restricted stock awards at December 31, 2023: Weighted Average Weighted Remaining Aggregate Average Contractual Intrinsic Grant Date Stock Awards and Units Shares Life (in Years) Value Fair Value Outstanding non-vested shares at January 1, 2023 1,128,981 $ 27.92 Granted 572,804 36.97 Vested (627,393 ) 24.67 Forfeited ‒ ‒ Outstanding non-vested at December 31, 2023 1,074,392 8.6 $ 56,921,288 34.64 Expected to vest after December 31, 2023 1,071,636 8.6 $ 56,775,267 34.64 The total fair value of the shares issued upon the vesting of restricted and unrestricted stock awards during the year ended December 31, 2023 was $15.5 million. The weighted-average grant date fair value of stock awards granted was $36.97 per share during the year ended December 31, 2023, $36.97 per share during the year ended December 31, 2022 and $29.91 per share during the year ended December 31, 2021. As of December 31, 2023, the Company had $11.2 million of unrecognized compensation expense related to non-vested employee stock options to be recognized over a weighted-average period of 2.2 years and $12.2 million of unrecognized compensation cost related to non-vested restricted stock awards to be recognized over a weighted-average period of 12.2 years. Defined Contribution Plan The Company has a defined contribution plan (the “Rush 401k Plan”) that is available to all U.S. based employees. Each employee who has completed 30 days of continuous service is entitled to enter the Rush 401k Plan on the first day of the following month. Participating employees may contribute from 1% to 1% of their total gross compensation. However, certain highly compensated employees are limited to a maximum contribution of 15% of total gross compensation. The Company’s policy is for the first 10% of an employee’s contribution, the Company contributes an amount equal to 20% of the employees’ contributions for those employees with less than five years of service and an amount equal to 40% of the employees’ contributions for those employees with more than five years of service. The Company incurred expenses related to the Rush 401k Plan of approximately $13.3 million during the year ended December 31, 2023, $12.1 million during the year ended December 31, 2022, and $8.2 million during the year ended December 31, 2021. Deferred Compensation Plan On November 6, 2010, the Board of Directors of the Company adopted the Rush Enterprises, Inc. Deferred Compensation Plan (the “Deferred Compensation Plan”) pursuant to which certain employees and directors may elect to defer a portion of their annual compensation. The Deferred Compensation Plan was amended and restated effective May 18, 2021, in order to bring the plan into conformance with current “best” practices. The Company established a rabbi trust to finance obligations under the Deferred Compensation Plan with corporate-owned variable life insurance contracts. Participants are 100% vested in their respective deferrals and the earnings thereon. The first deferral election period began on January 1, 2011. The Company’s liability related to the Deferred Compensation Plan was $24.8 million on December 31, 2023, and $19.4 million on December 31, 2022. The related cash surrender value of the life insurance contracts was $18.0 million on December 31, 2023, and $13.0 million on December 31, 2022. The Company currently does not provide any post-retirement benefits nor does it provide any post-employment benefits. |
Note 12 - Earnings Per Share
Note 12 - Earnings Per Share | 12 Months Ended |
Dec. 31, 2023 | |
Notes to Financial Statements | |
Earnings Per Share [Text Block] | 12. EARNINGS PER SHARE Basic earnings per share (“EPS”) were computed by dividing income from continuing operations by the weighted average number of shares of common stock outstanding during the period. Diluted EPS differs from basic EPS due to the assumed conversions of potentially dilutive options, restricted shares awards and restricted stock unit awards that were outstanding during the period. Each share of Class A common stock ranks equal to each share of Class B common stock with respect to receipt of any dividends or distributions declared on shares of common stock and the right to receive proceeds on liquidation or dissolution of the Company after payment of its indebtedness and liquidation preference payments to holders of any preferred shares. However, holders of Class A common stock have 1/20th of one vote per share on all matters requiring a shareholder vote, while holders of Class B common stock have one full vote per share. The following is a reconciliation of the numerators and the denominators of the basic and diluted per share computations for income from continuing operations (in thousands, except per share amounts): 2023 2022 2021 Numerator- Numerator for basic and diluted earnings per share − Net income available to common shareholders $ 347,055 $ 391,382 $ 241,415 Denominator- Denominator for basic earnings per share – weighted average shares outstanding 81,089 83,100 83,838 Effect of dilutive securities − Employee and director stock options and restricted share awards 2,631 2,627 2,979 Denominator for diluted earnings per share − adjusted weighted average shares outstanding and assumed conversions 83,720 85,727 86,817 Basic earnings per common share $ 4.28 $ 4.71 $ 2.88 Diluted earnings per common share and common share equivalents $ 4.15 $ 4.57 $ 2.78 Options to purchase shares of common stock that were outstanding for the years ended December 31, 2023, 2022 and 2021 that were not included in the computation of diluted earnings per share because the effect would have been anti-dilutive are as follows (in thousands): 2023 2022 2021 Anti-dilutive options – weighted average 1,282 1,271 655 |
Note 13 - Income Taxes
Note 13 - Income Taxes | 12 Months Ended |
Dec. 31, 2023 | |
Notes to Financial Statements | |
Income Tax Disclosure [Text Block] | 13. INCOME TAXES: The tax provisions are summarized as follows (in thousands): Year Ended December 31, 2023 2022 2021 Income before income taxes: Domestic $ 455,288 $ 502,141 $ 307,260 Foreign 6,773 7,186 6,423 Total 462,061 509,327 313,683 Current provision Federal $ 87,270 $ 93,942 $ 47,475 State 16,864 16,516 10,759 Foreign 2,265 2,523 - Total 106,399 112,981 58,234 Deferred provision (benefit) Federal 7,617 7,975 13,809 State 505 (565 ) (631 ) Foreign (521 ) (3,149 ) 856 Total 7,601 4,261 14,034 Provision for income taxes $ 114,000 $ 117,242 $ 72,268 A reconciliation of taxes based on the federal statutory rates and the provisions (benefits) for income taxes are summarized as follows (in thousands): Year Ended December 31, 2023 2022 2021 Amount Rate Amount Rate Amount Rate Income taxes at the federal statutory rate $ 97,032 21.0 % $ 106,959 21.0 % $ 65,694 21.0 % State income taxes, net of federal benefit (a) 14,120 3.1 12,708 2.5 7,874 2.5 Tax effect of permanent differences 1,357 0.3 (488 ) (0.1 ) (2502 ) (0.8 ) Foreign tax rate differential 266 0.0 (2134 ) (0.4 ) (313 ) (0.1 ) Other, net 1,225 0.3 197 0.0 1,515 0.5 Provision for income taxes $ 114,000 24.7 % $ 117,242 23.0 % $ 72,268 23.1 % (a) State taxes in Texas, California and Illinois made up the majority (greater than 50 percent) of the tax effect in this category The following summarizes the components of net deferred income tax liabilities included in the balance sheet (in thousands): December 31, 2023 2022 Deferred income tax (assets) liabilities: Inventory $ (5,215 ) $ (4,710 ) Accounts receivable (436 ) (430 ) Vehicle finance lease obligations (31,178 ) (28,514 ) Finance and operating leases - Liability (29,446 ) (25,283 ) Stock options (8,785 ) (7,525 ) Accrued liabilities (4,653 ) (3,632 ) State net operating loss carry forward (1,111 ) (1,268 ) State tax credit (34 ) (77 ) Other (6,167 ) (5,519 ) Finance and operating leases - Asset 29,031 24,989 Fixed assets and intangibles 217,565 203,939 Net deferred income tax liability $ 159,571 $ 151,970 As of December 31, 2023, the Company had approximately $26.9 million in state net operating loss carry forwards that expire from 2023 to 2042, which result in a deferred tax asset of approximately $1.1 million. The Company has concluded that its state net operating losses are more likely than not to be realized and has not recorded a valuation allowance against them. The Company had unrecognized income tax benefits totaling $6.7 million as a component of accrued liabilities as of December 31, 2023, and $5.3 million as of December 31, 2022, the total of which, if recognized, would impact the Company’s effective tax rate. An unfavorable settlement would require a charge to income tax expense and a favorable resolution would be recognized as a reduction to income tax expense. The Company recognizes interest accrued related to unrecognized tax benefits in income tax expense. During the years ended December 31, 2023, 2022 and 2021, the Company recognized approximately $86,200, $86,200, and $129,660 in interest expense. No Undistributed earnings of certain of the Company’s foreign subsidiaries amounted to approximately $22.9 million at December 2023 and $18.9 million at December 2022. Those earnings are considered to be indefinitely reinvested. Upon repatriation of those earnings in the form of dividends or otherwise, the Company may be subject to state and local taxes, and/or withholding taxes payable to the various foreign countries. The Company expects to be able to take a 100% dividends received deduction to offset any U.S. federal income tax liability on the distribution of untaxed earnings and profits. The Company does not anticipate a significant change in the amount of unrecognized tax benefits in the next 12 months. As of December 31, 2023, the tax years ended December 31, 2020 through 2023 remained subject to audit by federal tax authorities and the tax years ended December 31, 2019 through 2023, remained subject to audit by state tax authorities. The table below presents the reconciliation of the change in the unrecognized tax benefits (in thousands): 2023 2022 2021 Unrecognized tax benefits at beginning of period $ 5,377 $ 4,309 $ 3,306 Gross increases – tax positions in current year 2,582 2,025 1,512 Reductions due to lapse of statute of limitations (1,188 ) (957 ) (509 ) Unrecognized tax benefits at end of period $ 6,771 $ 5,377 $ 4,309 |
Note 14 - Commitments and Conti
Note 14 - Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2023 | |
Notes to Financial Statements | |
Commitments and Contingencies Disclosure [Text Block] | 14. COMMITMENTS AND CONTINGENCIES From time to time, the Company is involved in litigation arising out of its operations in the ordinary course of business. The Company maintains liability insurance, through self-insurance and third-party excess insurance, including product liability coverage, in amounts deemed adequate by management. However, an uninsured or partially insured claim, or claim for which indemnification is not available, could have a material adverse effect on the Company’s financial condition or results of operations. As of December 31, 2023, the Company believes that there are no pending claims or litigation, individually or in the aggregate, that are reasonably likely to have a material adverse effect on its financial position or results of operations. However, due to the inherent uncertainty of litigation, there can be no assurance that the resolution of any particular claim or proceeding would not have a material adverse effect on the Company’s financial condition or results of operations for the fiscal period in which such resolution occurred. |
Note 15 - Acquisitions
Note 15 - Acquisitions | 12 Months Ended |
Dec. 31, 2023 | |
Notes to Financial Statements | |
Business Combination Disclosure [Text Block] | 15. ACQUISITIONS: All of the following acquisitions, unless otherwise noted, were considered business combinations accounted for under ASC 805 “Business Combinations.” Pro forma information is not included in accordance with ASC 805 since no acquisitions were considered material individually or in the aggregate. On December 4, 2023, the Company acquired certain assets of Freeway Ford Truck Sales, Inc., which included real estate and a Ford commercial vehicle franchise in Chicago, Illinois, along with commercial vehicle and parts inventory. The transaction was valued at approximately $16.3 million, with the purchase price paid in cash. On November 7, 2022, the Company acquired certain assets of Scheppers International Truck Center, Inc., which included real estate and an International truck franchise in Jefferson City, Missouri, along with commercial vehicle and parts inventory. The transaction was valued at approximately $6.8 million, with the purchase price paid in cash. On May 2, 2022, the Company completed the acquisition of an additional 30% equity interest in RTC Canada, resulting in an 80% controlling interest in RTC Canada. The acquisition was accounted for as an acquisition achieved in stages under ASC 805, Business Combinations As of May 2, 2022, the Company established a noncontrolling interest related to the minority holders. The fair value of the 20% noncontrolling interest in RTC Canada is estimated to be $17.8 million. The fair value of the noncontrolling interest was estimated using a combination of the income approach and a market approach. Since RTC Canada is a private company, the fair value measurement is based on significant inputs that are not observable in the market and thus represents a Level 3 measurement as defined in ASC 820, Fair Value Measurement The purchase price was allocated based on the fair values of the assets and liabilities at the date of acquisition as follows (in thousands): Cash $ 4,310 Accounts receivable 19,072 Inventory 56,255 Property and equipment, including real estate 80,196 Floor plan notes payable (30,501 ) Trade payables (19,978 ) Customer deposits (1,980 ) Accrued liabilities (7,875 ) Notes payable (69,545 ) Goodwill 44,174 Franchise rights 3,906 Other 3,422 Equity investment in RTC Canada (37,309 ) Noncontrolling interest (17,828 ) Gain on equity method investment (6,958 ) Total $ 19,361 The goodwill of $44.2 million for the RTC Canada acquisition is primarily attributable to the synergies expected to arise after obtaining a controlling interest in the entity. Prior to May 2, 2022, the Company accounted for its 50% equity interest in RTC Canada as an equity-method investment. Subsequent to the Company’s acquisition of the additional 50% equity interest on May 2, 2022, operations of RTC Canada are included in the accompanying consolidated financial statements. |
Note 16 - Segments
Note 16 - Segments | 12 Months Ended |
Dec. 31, 2023 | |
Notes to Financial Statements | |
Segment Reporting Disclosure [Text Block] | 16. SEGMENTS The Company currently has one The Company also has revenues attributable to three There were no material intersegment sales during the years ended December 31, 2023, 2022 or 2021. The following table contains summarized information about reportable segment revenue, segment income or loss from continuing operations and segment assets for the periods ended December 31, 2023, 2022 and 2021 (in thousands): Truck All Segment Other Totals 2023 Revenues from external customers $ 7,909,230 $ 15,794 $ 7,925,024 Interest income 777 – 777 Interest expense 53,694 – 53,694 Depreciation and amortization 59,373 457 59,830 Segment operating income 512,375 6 512,381 Segment income from continuing operations before taxes 462,055 6 462,061 Segment assets 4,308,264 55,977 4,364,241 Goodwill 418,148 2,560 420,708 Expenditures for segment assets 367,942 939 368,881 2022 Revenues from external customers $ 7,084,847 $ 16,821 $ 7,101,668 Interest income 639 – 639 Interest expense 19,763 – 19,763 Depreciation and amortization 55,354 311 55,665 Segment operating income 505,415 698 506,113 Segment income from continuing operations before taxes 508,629 698 509,327 Segment assets 3,769,007 52,059 3,821,066 Goodwill 413,803 2,560 416,363 Expenditures for segment assets 242,503 557 243,060 2021 Revenues from external customers $ 5,109,070 $ 17,072 $ 5,126,142 Interest income 657 – 657 Interest expense 2,119 308 2,427 Depreciation and amortization 53,096 258 53,354 Segment operating income 307,394 1,642 309,036 Segment income from continuing operations before taxes 312,350 1,333 313,683 Segment assets 3,068,365 51,612 3,119,977 Goodwill 367,771 2,560 370,331 Expenditures for segment assets 163,624 3,553 167,177 |
Note 17 - Revenue
Note 17 - Revenue | 12 Months Ended |
Dec. 31, 2023 | |
Notes to Financial Statements | |
Revenue from Contract with Customer [Text Block] | 17. REVENUE The Company’s revenues are primarily generated from the sale of finished products to customers. Those sales predominantly contain a single delivery element and revenue from such sales is recognized when the customer obtains control, which is typically when the finished product is delivered to the customer. The Company’s material revenue streams have been identified as the following: the sale of new and used commercial vehicles, arrangement of associated commercial vehicle financing and insurance contracts, the performance of commercial vehicle repair services and the sale of commercial vehicle parts. Taxes collected from customers relating to product sales and remitted to governmental authorities are excluded from revenues. The following table summarizes the Company’s disaggregated revenue by revenue source, excluding lease and rental revenue, for the years ended December 31, 2023, December 31, 2022 and December 31, 2021 (in thousands): 2023 2022 2021 Commercial vehicle sales revenue $ 4,957,969 $ 4,351,370 $ 3,039,953 Parts revenue 1,493,903 1,436,981 1,059,382 Commercial vehicle repair service revenue 1,068,238 935,458 733,981 Finance revenue 11,665 16,992 16,385 Insurance revenue 12,606 12,749 11,579 Other revenue 26,863 25,863 17,628 Total $ 7,571,244 $ 6,779,413 $ 4,878,908 All of the Company's performance obligations are generally transferred to customers at a point in time. The Company did not have any material contract assets or contract liabilities on the balance sheet as of December 31, 2023, or December 31, 2022. Revenues related to commercial vehicle sales, parts sales, commercial vehicle repair service, finance and the majority of other revenues are related to the Truck Segment. For the sale of new and used commercial vehicles, revenue is recognized at a point in time when control is transferred to the customer, which is when delivery of the commercial vehicle occurs. Revenue is measured as the amount of consideration the Company expects to receive in exchange for transferring the commercial vehicle. When control is transferred to the customer, the Company has an unconditional right to payment and a receivable is recorded for any consideration not received. The Company controls the commercial vehicle before it is transferred to the customer and it obtains all of the remaining benefits from the commercial vehicle relating to the sale, ability to pledge the asset or hold the asset. The Company is a principal in all commercial vehicle transactions. The Company retains inventory risk, determines the selling price to the customer and delivers the commercial vehicle to the customer. The Company generally pays a commission to internal sales representatives for the sale of a commercial vehicle. The Company will continue to expense the commission and recognize it concurrently with the respective commercial vehicle sale revenue upon delivery of the commercial vehicle to a customer. Revenue from the sale of parts is recognized when the Company transfers control of the goods to the customer and consideration has been received in the form of cash or a receivable from the customer. The Company provides its customers the right to return certain eligible parts, estimates the expected returns based on an analysis of historical experience and records an allowance for estimated returns, which has historically not been material. Revenue from the sale of commercial vehicle repair service is recognized when the service performed by the Company on a customer’s vehicle is complete and the customer accepts the repair. Because the Company does not have an enforceable right to payment while the repair is being performed, revenue is recognized when the repair is complete. After a customer’s acceptance, the Company has no remaining obligations to transfer goods or services to the customer and consideration has been received in the form of cash or a receivable from the customer. Any remaining performance obligations represent service orders for which work has not been completed. The Company’s service contracts are predominantly short-term in nature with a contract term of one month or less. For those contracts, the Company has utilized the practical expedient in Topic 606 exempting the Company from disclosure of the transaction price allocated to remaining performance obligations if the performance obligation is part of a contract that has an original expected duration of one year or less. The Company receives commissions from third-party lenders for arranging customer financing for the purchase of commercial vehicles. The receipt of such commissions is deemed to be a single performance obligation that is satisfied when a financing agreement is executed and accepted by the financing provider. Once the contract has been accepted by the financing provider, the Company’s performance obligation has been satisfied and the Company generally has no further obligations under the contract. The Company is the agent in this transaction, as it does not have control over the acceptance of the customer’s financing arrangement by the financing provider. Consideration paid to the Company by the financing provider is based on the agreement between the Company and the financing provider. The Company receives commissions from third-party insurance companies for arranging insurance coverage for customers. The receipt of such commissions is deemed to be a single performance obligation that is satisfied when the insurance coverage is bound. The Company has no further obligations under the contract. The Company is the agent in this transaction because it does not have control over the insurance coverage provided by the insurance carrier. Consideration paid to the Company by the insurance provider is based on the agreement between the Company and the insurance provider. The Company records revenues from finance and insurance products at the net commission amount, which includes estimates of chargebacks that can occur if the underlying contract is not fulfilled. Chargeback amounts for commissions from financing companies are estimated assuming financing contracts are terminated before the customer has made six monthly payments. Chargeback amounts for commissions from insurance companies are estimated assuming insurance contracts are terminated before the underlying insurance contractual term has expired. Chargeback reserve amounts are based on historical chargebacks and have historically been immaterial. The Company does not have any right to retrospective commissions based on future profitability of finance and insurance contracts arranged. Other revenue consists mostly of documentation fees that are charged to customers in connection with the sale of a commercial vehicle and recognized as other revenue when a truck is sold. The Company recognizes the documentation fees at the point in time when the commercial vehicle is delivered to the customer. |
Note 18 - Accumulated Other Com
Note 18 - Accumulated Other Comprehensive Income (Loss) | 12 Months Ended |
Dec. 31, 2023 | |
Notes to Financial Statements | |
Comprehensive Income (Loss) Note [Text Block] | 18. ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) The following table shows the components of accumulated other comprehensive income (loss) (in thousands): Balance as of December 31, 2021 $ 787 Reclassification of currency translation related to equity (601 ) Foreign currency translation adjustment (4,316 ) Balance as of December 31, 2022 (4,130 ) Foreign currency translation adjustment 1,967 Balance as of December 31, 2023 $ (2,163 ) The functional currency of the Company’s foreign subsidiary, RTC Canada, is its local currency. Results of operations of RTC Canada are translated in USD using the average exchange rates on a monthly basis during the year. The assets and liabilities of RTC Canada are translated into USD using the exchange rates in effect on the balance sheet date. The related translation adjustments are recorded in a separate component of stockholders' equity in accumulated other comprehensive loss and the statement of comprehensive income. The Company reclassified the foreign currency translation adjustment related to its previously held equity investment in RTC Canada into net income upon its acquisition of a majority equity interest according to ASC 830-30, Foreign Currency Matters. |
Insider Trading Arrangements
Insider Trading Arrangements | 12 Months Ended |
Dec. 31, 2023 | |
Insider Trading Arr Line Items | |
Material Terms of Trading Arrangement [Text Block] | None. |
Rule 10b5-1 Arrangement Adopted [Flag] | false |
Non-Rule 10b5-1 Arrangement Adopted [Flag] | false |
Rule 10b5-1 Arrangement Terminated [Flag] | false |
Non-Rule 10b5-1 Arrangement Terminated [Flag] | false |
Significant Accounting Policies
Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2023 | |
Accounting Policies [Abstract] | |
Consolidation, Policy [Policy Text Block] | Principles of Consolidation The consolidated financial statements presented herein include the accounts of Rush Enterprises, Inc. together with its consolidated subsidiaries. All significant inter-company balances and transactions have been eliminated in consolidation. |
Use of Estimates, Policy [Policy Text Block] | Estimates in Financial Statements The preparation of the Company’s financial statements in conformity with U.S. generally accepted accounting principles (“GAAP”) requires management to make certain estimates and assumptions. These estimates and assumptions affect the reported amounts of assets and liabilities, the disclosures of contingent assets and liabilities at the balance sheet date and the amounts of revenues and expenses recognized during the reporting period. Management analyzes the Company’s estimates based on historical experience and other assumptions that are believed to be reasonable under the circumstances, however, actual results could differ materially from such estimates. |
Cash and Cash Equivalents, Policy [Policy Text Block] | Cash, Cash Equivalents and Restricted Cash Cash and cash equivalents generally consist of cash and other money market instruments. The Company considers all highly liquid investments with an original maturity of ninety days or less to be cash equivalents. Restricted cash consists of deposits for the statutory restriction on cash related to the Company’s captive insurance company. |
Loans and Leases Receivable, Allowance for Loan Losses Policy [Policy Text Block] | Allowance for Credit Losses and Repossession Losses The Company maintains an allowance for credit losses based on the probability of default, its historical rate of losses, aging and current economic conditions. Accounts receivables consist primarily of commercial vehicle sales receivables, manufacturers’ receivables, leasing and parts and service receivables and other trade receivables. The Company writes off account balances when it has exhausted reasonable collection efforts and determined that the likelihood of collection is remote. These write-offs are charged against the allowance for credit losses. The Company provides an allowance for repossession losses after considering historical loss experience and other factors that might affect the ability of customers to meet their obligations on finance contracts sold by the Company when the Company has a potential liability. |
Inventory, Policy [Policy Text Block] | Inventories Inventories are stated at the lower of cost or net realizable value. Cost is determined by specific identification of new and used commercial vehicle inventory and by the first-in, first-out method for tires, parts and accessories. As the market value of the Company’s inventory typically declines over time, reserves are established based on historical loss experience and market trends. These reserves are charged to cost of sales and reduce the carrying value of the Company’s inventory on hand. An allowance is provided when it is anticipated that cost will exceed net realizable value. |
Property, Plant and Equipment, Policy [Policy Text Block] | Property and Equipment Property and equipment are stated at cost and depreciated over their estimated useful lives. Leasehold improvements are amortized over the useful life of the improvement, or the term of the lease, whichever is shorter. Provision for depreciation of property and equipment is calculated primarily on a straight-line basis. The Company capitalizes interest on borrowings during the active construction period of major capital projects. Capitalized interest, when incurred, is added to the cost of the underlying assets and is amortized over the estimated useful life of such assets. In 2023, the Company capitalized $0.7 million in interest. The cost, accumulated depreciation and amortization and estimated useful lives of the Company’s property and equipment are summarized as follows (in thousands): 2023 2022 Estimated Life (Years) Land $ 172,396 $ 162,641 Buildings and improvements 591,992 570,595 10 – 39 Leasehold improvements 43,088 42,236 2 – 39 Machinery and shop equipment 105,544 96,584 5 – 20 Furniture, fixtures and computers 111,242 98,609 3 – 15 Transportation equipment 135,425 116,327 3 – 15 Lease and rental vehicles 1,155,767 1,067,006 1 – 8 Construction in progress 31,037 14,585 Accumulated depreciation and amortization (858,405 ) (799,989 ) Total $ 1,488,086 $ 1,368,594 The Company recorded depreciation expense of $194.1 million and amortization expense of $27.0 million for the year ended December 31, 2023, depreciation expense of $177.1 million and amortization expense of $22.1 million for the year ended December 31, 2022, and depreciation expense of $148.3 million and amortization expense of $21.2 million for the year ended December 31, 2021. As of December 31, 2023, the Company had $125.7 million in lease and rental vehicles under various finance leases included in property and equipment, net of accumulated amortization of $58.9 million. The Company recorded depreciation and amortization expense of $161.3 million related to lease and rental vehicles in lease and rental cost of products sold for the year ended December 31, 2023, $143.5 million for the year ended December 31, 2022 and $116.1 million for the year ended December 31, 2021. |
Goodwill and Intangible Assets, Policy [Policy Text Block] | Purchase Price Allocation, Intangible Assets and Goodwill The Company uses the acquisition method of accounting for the recognition of assets acquired and liabilities assumed through acquisitions at their estimated fair values as of the date of acquisition. The purchase price allocation for business combinations and asset acquisitions requires the use of accounting estimates and judgments to allocate the purchase price to the identifiable tangible and intangible assets acquired and liabilities assumed based on their respective fair values. As a result, during the measurement period, which is not to exceed one year from the date of acquisition, any changes in the estimated fair values of the net assets recorded for the acquisitions will result in an adjustment to goodwill. Upon the conclusion of the measurement period or final determination of the values of assets acquired or liabilities assumed, whichever comes first, any subsequent adjustments are recorded in the Consolidated Statements of Income. The Company determines whether substantially all the fair value of the gross assets acquired are concentrated in a single identifiable asset or a group of similar identifiable assets. If so, the single asset or group of assets, as applicable, is not a business. If not, the Company determines whether the single asset or group of assets, as applicable, meets the definition of a business. In connection with the Company’s business combinations, it records certain intangible assets, including franchise rights. The Company periodically reviews the estimated useful lives and fair values of its identifiable intangible assets, taking into consideration any events or circumstances that might result in a diminished fair value or revised useful life. See Note 15 – Acquisitions in the Notes to the Financial Statements for further discussion. Goodwill represents the excess, at the date of acquisition, of the purchase price of an acquired business over the fair value of the net tangible and intangible assets acquired. In addition to goodwill, the Company recognizes separately identifiable intangible assets for rights under franchise agreements with manufacturers. The fair value of the intangible franchise right is determined at the acquisition date by discounting the projected cash flows specific to each acquisition. The carrying value of the Company’s manufacturer franchise rights was $12.3 million as of December 31, 2023 and December 31, 2022, and is included in Other Assets on the accompanying Consolidated Balance Sheet. The Company has determined that manufacturer franchise rights have an indefinite life, as there are no economic or other factors that limit their useful lives and they are expected to generate cash flows indefinitely due to the historically long lives of the manufacturers’ brand names. Furthermore, to the extent that any agreements evidencing manufacturer franchise rights have expiration dates, the Company expects that it will be able to renew those agreements in the ordinary course of business. Accordingly, the Company does not amortize manufacturer franchise rights. Due to the fact that manufacturer franchise rights are specific to a geographic region, the Company has determined that evaluating and including all locations acquired in the geographic region is the appropriate level for purposes of testing franchise rights for impairment. The Company is subject to financial statement risk to the extent that manufacturer franchise rights become impaired due to decreases in the fair market value of its individual franchises. The Company assesses goodwill and intangible franchise rights for impairment annually in the fourth quarter, or whenever events or changes in circumstances indicate an impairment may have occurred. If impaired, the carrying values of the assets are written down to fair value using Level 3 inputs. See Fair Value Measurements below for further discussion of Level 3 fair value inputs. For the annual goodwill and intangible franchise rights impairment assessment conducted in the fourth quarter of 2023, the Company elected to perform a qualitative assessment and determined that it was not more-likely-than-not that the fair values of the Company’s reporting units were less than their carrying values. No impairments of goodwill or intangible franchise rights were recorded during the years ended December 31, 2023, 2022 and 2021. The following table sets forth the change in the carrying amount of goodwill for the Company for the year ended December 31, 2023 (in thousands): Balance December 31, 2022 $ 416,363 Acquisitions during 2023 3,250 Currency translation 1,095 Balance December 31, 2023 $ 420,708 |
Equity Method Investments [Policy Text Block] | Equity Method Investments On February 25, 2019, the Company acquired 50% of the equity interest in RTC Canada, which acquired the operating assets of Tallman Group, the largest International Truck dealer in Canada. Prior to acquiring an additional 30% equity interest on May 2, 2022, for approximately $20.0 million, the Company accounted for the equity interest in RTC Canada using the equity method of accounting. Subsequent to the Company’s acquisition of the additional 30% equity interest on May 2, 2022, operations of RTC Canada are included in the accompanying consolidated financial statements. Income (loss) related to the 20% equity owner of RTC Canada is reflected in the accompanying consolidated financial statements as a noncontrolling interest. See Note 15 – Acquisitions in the Notes to the Financial Statements for further discussion. On January 3, 2022, a subsidiary of Cummins, Inc. acquired a 50% equity interest in Natural Gas Fuel Systems, LLC (“NGFS”) from the Company for $27.5 million. NGFS previously conducted business as Momentum Fuel Technologies. The $12.5 million gain realized on the transaction is included in Other income on the Consolidated Statements of Income for the year ended December 31, 2022. The Company is accounting for the business as a joint venture and recognizes the investment using the equity method. The Company’s equity income in NGFS is included in the line item Other income on the Consolidated Statements of Income. |
Income Tax, Policy [Policy Text Block] | Income Taxes Management’s judgment is required to determine the provisions for income taxes and to determine whether deferred tax assets will be realized in full or in part. Deferred income tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. When it is more likely than not that all or some portion of specific deferred income tax assets will not be realized, a valuation allowance must be established for the amount of deferred income tax assets that are determined not to be realizable. Accordingly, the facts and financial circumstances impacting deferred income tax assets are reviewed quarterly and management’s judgment is applied to determine the amount of valuation allowance required, if any, in any given period. In determining its provision for income taxes, the Company uses an annual effective income tax rate based on annual income, permanent differences between book and tax income, and statutory income tax rates. The effective income tax rate also reflects its assessment of the ultimate outcome of tax audits. The Company adjusts its annual effective income tax rate as additional information on outcomes or events becomes available. Discrete events such as audit settlements or changes in tax laws are recognized in the period in which they occur. The Company’s income tax returns are periodically audited by tax authorities. These audits include questions regarding the Company’s tax filing positions, including the timing and amount of deductions. In evaluating the exposures associated with its various tax filing positions, the Company adjusts its liability for unrecognized tax benefits and income tax provision in the period in which an uncertain tax position is effectively settled, the statute of limitations expires for the relevant taxing authority to examine the tax position or when more information becomes available. The Company’s liability for unrecognized tax benefits contains uncertainties because management is required to make assumptions and to apply judgment to estimate the exposures associated with its various filing positions. The Company’s effective income tax rate is also affected by changes in tax law, the level of earnings and the results of tax audits. Although the Company believes that the judgments and estimates are reasonable, actual results could differ, and the Company may be exposed to losses or gains that could be material. An unfavorable tax settlement would generally require use of the Company’s cash and result in an increase in its effective income tax rate in the period of resolution. A favorable tax settlement would be recognized as a reduction in the Company’s effective income tax rate in the period of resolution. The Company’s income tax expense includes the impact of reserve provisions and changes to reserves that it considers appropriate, as well as related interest. |
Revenue [Policy Text Block] | Revenue Recognition Policies The Company recognizes revenue when its customer obtains control of promised goods or services, in an amount that reflects the consideration which the Company expects to receive in exchange for those goods or services. To determine revenue recognition for arrangements that the Company determines are within the scope of ASU 2014-09, “ Revenue from Contracts with Customers ( Topic 606 ) |
Lessor, Leases [Policy Text Block] | Rental and Lease Sales The Company leases commercial vehicles that the Company owns to customers. Lease and rental revenue is recognized over the period of the related lease or rental agreement. Variable rental revenue is recognized when it is earned. |
Cost of Goods and Service [Policy Text Block] | Cost of Sales For the Company’s new and used commercial vehicle operations, cost of sales consists primarily of the Company’s actual purchase price, plus make-ready expenses, less any applicable manufacturers’ incentives. For the Company’s parts operations, cost of sales consists primarily of the Company’s actual purchase price, less any applicable manufacturers’ incentives. For the Company’s service and collision center operations, technician labor cost is the primary component of cost of sales. For the Company’s rental and leasing operations, cost of sales consists primarily of depreciation and amortization, rent, maintenance costs, license costs and interest expense considered direct and incremental on the lease and rental fleet owned and leased by the Company. There are no costs of sales associated with the Company’s finance and insurance revenue or other revenue. |
Lessee and Lessor Leases [Policy Text Block] | Leases The Company leases commercial vehicles and real estate under finance and operating leases. The Company determines whether an arrangement is a lease at its inception. For leases with terms greater than twelve months, the Company records a lease asset and liability at the present value of lease payments over the term. Many of the Company’s leases include renewal options and termination options that are factored into its determination of lease payments when appropriate. When available, the Company uses the rate implicit in the lease to discount lease payments to present value; however, most of its leases do not provide a readily determinable implicit rate. Therefore, the Company must estimate its incremental borrowing rate to discount the lease payments based on information available at lease commencement. |
Sales Taxes, Policy [Policy Text Block] | Taxes Assessed by a Governmental Authority The Company accounts for sales taxes assessed by a governmental authority that are directly imposed on a revenue-producing transaction on a net (excluded from revenues) basis. |
Selling, General and Administrative Expenses, Policy [Policy Text Block] | Selling, General and Administrative Expenses Selling, general and administrative expenses consist primarily of incentive-based compensation for sales, finance and general management personnel, salaries for administrative personnel and expenses for rent, marketing, insurance, utilities and other general operating purposes. |
Share-Based Payment Arrangement [Policy Text Block] | Stock Based Compensation The Company applies the provisions of ASC topic 718-10, “ Compensation Stock Compensation, The Company uses the Black-Scholes option-pricing model to estimate the fair value of share-based payment awards on the date of grant. The value of the portion of the award that is ultimately expected to vest is recognized as an expense over the requisite service periods. Compensation expense for all share-based payment awards is recognized using the straight-line single-option method. Stock-based compensation expense is recognized based on awards expected to vest. Accordingly, stock-based compensation expense has been reduced for estimated forfeitures. Forfeitures are estimated at the time of grant and revised, if necessary, in subsequent periods if actual forfeitures differ from those estimates. The Company determines the fair value of share-based payment awards on the date of grant using an option-pricing model that is affected by the Company’s stock price, as well as assumptions regarding a number of subjective variables. These variables include the Company’s expected stock price volatility over the term of the awards and actual and projected stock option exercise behaviors. Option-pricing models were developed for use in estimating the value of traded options that have no vesting or hedging restrictions and are fully transferable. Because the Company’s stock options have characteristics that are significantly different from traded options and because changes in the subjective assumptions can materially affect the estimated value, in management’s opinion, the existing valuation models may not provide an accurate measure of fair value and it may not be indicative of the fair value observed in a market transaction between a willing buyer and a willing seller. The following table reflects the weighted-average fair value of stock options granted during each period using the Black-Scholes option valuation model with the following weighted-average assumptions used: 2023 2022 2021 Weighted-average stock volatility 34.60 % 34.97 % 36.03 % Expected dividend yield 1.54 % 1.44 % 1.65 % Risk-free interest rate 3.58 % 2.13 % 1.07 % Expected life (years) 6.0 6.0 6.0 Weighted-average fair value of stock options granted $ 11.82 $ 11.21 $ 9.85 The Company computes its historical stock price volatility in accordance with ASC Topic 718-10. The risk-free interest rate for periods within the contractual life of the option is based on the U.S. Treasury yield curve in effect at the time of grant. The dividend yield assumption is based on the Company’s history and expectation of dividend payouts. The expected life of stock options represents the weighted-average period the stock options are expected to remain outstanding. |
Advertising Cost [Policy Text Block] | Advertising Costs Advertising costs are expensed as incurred. Advertising and marketing expense was $10.0 million for 2023, $8.7 million for 2022 and $7.5 million for 2021. Advertising and marketing expense is included in selling, general and administrative expense. |
Internal Use Software, Policy [Policy Text Block] | Accounting for Internal Use Software The Company’s accounting policy with respect to accounting for computer software developed or obtained for internal use is consistent with ASC topic 350-40 (Internal Use Software) |
Unpaid Policy Claims and Claims Adjustment Expense, Policy [Policy Text Block] | Insurance The Company utilizes a captive insurance company to manage its auto and general commercial liability insurance, which the Company supplements with excess insurance coverage at a level management believes is sufficient. The Company is partially self-insured for a portion of the claims related to its worker’s compensation, medical insurance and vehicle inventory. The Company uses actuarial information provided from third-party administrators to calculate an accrual for claims incurred, but not reported, and for the remaining portion of claims that have been reported. The Company is fully self-insured for claims related to its real and personal property (except for its vehicle inventor, as noted above). |
Fair Value Measurement, Policy [Policy Text Block] | Fair Value Measurements The Company has various financial instruments that it must measure at fair value on a recurring basis. See Note 9 – Financial Instruments and Fair Value of the Notes to Consolidated Financial Statements, for further information. The Company also applies the provisions of fair value measurement to various nonrecurring measurements for its financial and nonfinancial assets and liabilities. Applicable accounting standards define fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (an exit price). The Company measures its assets and liabilities using inputs from the following three levels of the fair value hierarchy: Level 1 inputs are unadjusted quoted prices in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date. Level 2 inputs include quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the asset or liability (i.e., interest rates, yield curves, etc.), and inputs that are derived principally from or corroborated by observable market data by correlation or other means (market corroborated inputs). Level 3 includes unobservable inputs that reflect the Company’s assumptions about what factors market participants would use in pricing the asset or liability. The Company develops these inputs based on the best information available, including its own data. |
New Accounting Pronouncements, Policy [Policy Text Block] | Recent Accounting Pronouncements In November 2023, the Financial Accounting Standards Board (“FASB”) issued updated accounting guidance related to annual and interim segment disclosures. The updated accounting guidance, among other things, requires disclosure of certain significant segment expenses. The Company will adopt the updated accounting guidance in its Annual Report on Form 10-K for the year ended December 31, 2024. The Company is currently evaluating the impact the adoption of the new accounting guidance will have on its segment disclosures in Note 16. In December 2023, the FASB issued updated accounting guidance related to income tax disclosures. The updated accounting guidance, among other things, requires additional disclosure primarily related to the income tax rate reconciliation and income taxes paid. The Company will adopt the updated accounting guidance in its Annual Report on Form 10-K for the year ended December 31, 2025. The Company is currently evaluating the impact the adoption of the new accounting guidance will have on its income tax disclosures in Note 13. |
Note 2 - Significant Accounti_2
Note 2 - Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Notes Tables | |
Property, Plant and Equipment [Table Text Block] | 2023 2022 Estimated Life (Years) Land $ 172,396 $ 162,641 Buildings and improvements 591,992 570,595 10 – 39 Leasehold improvements 43,088 42,236 2 – 39 Machinery and shop equipment 105,544 96,584 5 – 20 Furniture, fixtures and computers 111,242 98,609 3 – 15 Transportation equipment 135,425 116,327 3 – 15 Lease and rental vehicles 1,155,767 1,067,006 1 – 8 Construction in progress 31,037 14,585 Accumulated depreciation and amortization (858,405 ) (799,989 ) Total $ 1,488,086 $ 1,368,594 |
Schedule of Goodwill [Table Text Block] | Balance December 31, 2022 $ 416,363 Acquisitions during 2023 3,250 Currency translation 1,095 Balance December 31, 2023 $ 420,708 |
Schedule of Share-Based Payment Award, Stock Options, Valuation Assumptions [Table Text Block] | 2023 2022 2021 Weighted-average stock volatility 34.60 % 34.97 % 36.03 % Expected dividend yield 1.54 % 1.44 % 1.65 % Risk-free interest rate 3.58 % 2.13 % 1.07 % Expected life (years) 6.0 6.0 6.0 Weighted-average fair value of stock options granted $ 11.82 $ 11.21 $ 9.85 |
Note 4 - Accounts Receivable (T
Note 4 - Accounts Receivable (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Notes Tables | |
Schedule of Accounts, Notes, Loans and Financing Receivable [Table Text Block] | December 31, 2023 2022 Trade accounts receivable from sale of vehicles $ 119,575 $ 83,159 Trade receivables other than vehicles 98,555 96,978 Warranty claims 21,395 13,060 Other accounts receivable 23,633 29,776 Less allowance for credit losses (3,805 ) (2,322 ) Total $ 259,353 $ 220,651 |
Note 5 - Inventories (Tables)
Note 5 - Inventories (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Notes Tables | |
Schedule of Inventory, Current [Table Text Block] | December 31, 2023 2022 New commercial vehicles $ 1,388,687 $ 955,485 Used commercial vehicles 47,036 86,306 Parts and accessories 353,992 369,562 Other 33,100 34,564 Less allowance (21,368 ) (16,488 ) Total $ 1,801,447 $ 1,429,429 |
Note 6 - Valuation Accounts (Ta
Note 6 - Valuation Accounts (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Notes Tables | |
Summary of Valuation Allowance [Table Text Block] | Balance Beginning of Year Net Charged to Costs and Expenses Net Write- Offs Balance End of Year 2023 Reserve for parts inventory $ 9,423 $ 6,274 $ (6,532 ) $ 9,165 Reserve for commercial vehicle inventory 7,065 11,191 (6,053 ) 12,203 2022 Reserve for parts inventory $ 7,460 $ 7,378 $ (5,415 ) $ 9,423 Reserve for commercial vehicle inventory 919 13,653 (7,507 ) 7,065 2021 Reserve for parts inventory $ 9,315 $ 3,520 $ (5,375 ) $ 7,460 Reserve for commercial vehicle inventory 6,075 (536 ) (4,620 ) 919 |
Financing Receivable, Allowance for Credit Loss [Table Text Block] | Balance December 31, 2022 Provision for the Year Ended December 31, 2023 Write offs Against Allowance, net of Recoveries Balance December 31, 2023 Commercial vehicle receivables $ 160 $ - $ (58 ) $ 102 Manufacturers’ receivables 573 2,576 (2,185 ) 964 Leasing, parts and service receivables 1,589 3,212 (3,141 ) 1,660 Other receivables - 1,066 13 1,079 Total $ 2,322 $ 6,854 $ (5,371 ) $ 3,805 |
Note 7 - Floor Plan Notes Pay_2
Note 7 - Floor Plan Notes Payable and Lines of Credit (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Notes Tables | |
Assets Pledged As Collateral [Table Text Block] | December 31, 2023 2022 Inventories, new and used vehicles at cost based on specific identification, net of allowance $ 1,423,521 $ 1,034,727 Vehicle sale-related accounts receivable 119,575 83,158 Total $ 1,543,096 $ 1,117,885 Floor plan notes payable related to vehicles $ 1,139,744 $ 933,203 |
Note 8 - Long-term Debt (Tables
Note 8 - Long-term Debt (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Notes Tables | |
Schedule of Long-Term Debt Instruments [Table Text Block] | December 31, 2023 2022 Total long-term debt, net of current maturities $ 414,002 $ 275,433 |
Schedule of Maturities of Long-Term Debt [Table Text Block] | 2024 $ - 2025 265,000 2026 149,002 2027 - 2028 - Thereafter - Total $ 414,002 |
Note 10 - Leases (Tables)
Note 10 - Leases (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Notes Tables | |
Lease, Cost [Table Text Block] | Year Ended Component Classification December 31, 2023 December 31, 2022 Operating lease cost SG&A expense $ 14,924 $ 11,288 Operating lease cost Lease and rental cost of products sold 5,981 6,081 Finance lease cost – amortization of right-of-use assets Lease and rental cost of products sold 24,655 20,135 Finance lease cost – interest on lease liabilities Lease and rental cost of products sold 5,454 4,783 Short-term lease cost SG&A expense 191 413 Year Ended December 31, 2023 December 31, 2022 Operating cash flow information: Cash paid for amounts included in the measurement of lease liabilities $ 26,359 $ 21,874 Financing cash flow information: Cash paid for amounts included in the measurement of lease liabilities $ 17,693 $ 14,780 Non-cash activity: Operating lease right-of-use assets obtained in exchange for lease obligations $ 40,093 $ 54,385 Finance Leases Operating Leases Weighted-average remaining lease term (in months) 39 106 Weighted-average discount rate 4.3 % 4.8 % |
Lessee, Lease Liability, Maturity [Table Text Block] | Finance Leases Operating Leases 2024 $ 41,189 $ 23,359 2025 34,172 19,282 2026 26,904 18,578 2027 18,587 17,730 2028 14,961 15,502 2029 and beyond 12,730 60,158 Total lease payments $ 148,543 $ 154,609 Less: Imputed interest (14,807 ) (32,658 ) Present value of lease liabilities $ 133,736 $ 121,951 |
Lessor, Operating Lease, Payment to be Received, Maturity [Table Text Block] | 2024 $ 174,835 2025 140,135 2026 105,495 2027 75,672 2028 44,081 Thereafter 25,405 Total $ 565,623 |
Leases, Lease Income [Table Text Block] | 2023 2022 Minimum rental payments $ 306,897 $ 278,330 Nonlease payments 46,883 43,927 Total $ 353,780 $ 322,257 |
Note 11 - Share Based Compens_2
Note 11 - Share Based Compensation and Employee Benefit Plans (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Notes Tables | |
Share-Based Payment Arrangement, Option, Activity [Table Text Block] | Weighted Weighted Average Average Remaining Aggregate Exercise Contractual Intrinsic Options Shares Price Life (in Years) Value Balance of Outstanding Options at January 1, 2023 5,872,862 $ 20.13 Granted 790,673 35.04 Exercised (800,988 ) 15.06 Forfeited (40,249 ) 31.12 Balance of Outstanding Options at December 31, 2023 5,822,298 $ 22.76 5.8 $ 160,233,514 Expected to vest after December 31, 2023 3,268,970 $ 28.47 7.5 $ 71,368,515 Vested and exercisable at December 31, 2023 2,520,629 $ 15.18 3.7 $ 88,341,805 |
Schedule of Nonvested Share Activity [Table Text Block] | Weighted Average Number of Grant Date Non-vested Shares Shares Fair Value Non-vested at January 1, 2023 3,600,568 $ 7.35 Granted 790,673 11.82 Vested (1,049,321 ) 5.56 Forfeited (40,249 ) 9.93 Non-vested at December 31, 2023 3,301,671 $ 8.95 |
Share-Based Payment Arrangement, Restricted Stock and Restricted Stock Unit, Activity [Table Text Block] | Weighted Average Weighted Remaining Aggregate Average Contractual Intrinsic Grant Date Stock Awards and Units Shares Life (in Years) Value Fair Value Outstanding non-vested shares at January 1, 2023 1,128,981 $ 27.92 Granted 572,804 36.97 Vested (627,393 ) 24.67 Forfeited ‒ ‒ Outstanding non-vested at December 31, 2023 1,074,392 8.6 $ 56,921,288 34.64 Expected to vest after December 31, 2023 1,071,636 8.6 $ 56,775,267 34.64 |
Note 12 - Earnings Per Share (T
Note 12 - Earnings Per Share (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Notes Tables | |
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block] | 2023 2022 2021 Numerator- Numerator for basic and diluted earnings per share − Net income available to common shareholders $ 347,055 $ 391,382 $ 241,415 Denominator- Denominator for basic earnings per share – weighted average shares outstanding 81,089 83,100 83,838 Effect of dilutive securities − Employee and director stock options and restricted share awards 2,631 2,627 2,979 Denominator for diluted earnings per share − adjusted weighted average shares outstanding and assumed conversions 83,720 85,727 86,817 Basic earnings per common share $ 4.28 $ 4.71 $ 2.88 Diluted earnings per common share and common share equivalents $ 4.15 $ 4.57 $ 2.78 |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share [Table Text Block] | 2023 2022 2021 Anti-dilutive options – weighted average 1,282 1,271 655 |
Note 13 - Income Taxes (Tables)
Note 13 - Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Notes Tables | |
Schedule of Components of Income Tax Expense (Benefit) [Table Text Block] | Year Ended December 31, 2023 2022 2021 Income before income taxes: Domestic $ 455,288 $ 502,141 $ 307,260 Foreign 6,773 7,186 6,423 Total 462,061 509,327 313,683 Current provision Federal $ 87,270 $ 93,942 $ 47,475 State 16,864 16,516 10,759 Foreign 2,265 2,523 - Total 106,399 112,981 58,234 Deferred provision (benefit) Federal 7,617 7,975 13,809 State 505 (565 ) (631 ) Foreign (521 ) (3,149 ) 856 Total 7,601 4,261 14,034 Provision for income taxes $ 114,000 $ 117,242 $ 72,268 |
Schedule of Effective Income Tax Rate Reconciliation [Table Text Block] | Year Ended December 31, 2023 2022 2021 Amount Rate Amount Rate Amount Rate Income taxes at the federal statutory rate $ 97,032 21.0 % $ 106,959 21.0 % $ 65,694 21.0 % State income taxes, net of federal benefit (a) 14,120 3.1 12,708 2.5 7,874 2.5 Tax effect of permanent differences 1,357 0.3 (488 ) (0.1 ) (2502 ) (0.8 ) Foreign tax rate differential 266 0.0 (2134 ) (0.4 ) (313 ) (0.1 ) Other, net 1,225 0.3 197 0.0 1,515 0.5 Provision for income taxes $ 114,000 24.7 % $ 117,242 23.0 % $ 72,268 23.1 % |
Schedule of Deferred Tax Assets and Liabilities [Table Text Block] | December 31, 2023 2022 Deferred income tax (assets) liabilities: Inventory $ (5,215 ) $ (4,710 ) Accounts receivable (436 ) (430 ) Vehicle finance lease obligations (31,178 ) (28,514 ) Finance and operating leases - Liability (29,446 ) (25,283 ) Stock options (8,785 ) (7,525 ) Accrued liabilities (4,653 ) (3,632 ) State net operating loss carry forward (1,111 ) (1,268 ) State tax credit (34 ) (77 ) Other (6,167 ) (5,519 ) Finance and operating leases - Asset 29,031 24,989 Fixed assets and intangibles 217,565 203,939 Net deferred income tax liability $ 159,571 $ 151,970 |
Schedule of Unrecognized Tax Benefits Roll Forward [Table Text Block] | 2023 2022 2021 Unrecognized tax benefits at beginning of period $ 5,377 $ 4,309 $ 3,306 Gross increases – tax positions in current year 2,582 2,025 1,512 Reductions due to lapse of statute of limitations (1,188 ) (957 ) (509 ) Unrecognized tax benefits at end of period $ 6,771 $ 5,377 $ 4,309 |
Note 15 - Acquisitions (Tables)
Note 15 - Acquisitions (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Notes Tables | |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed [Table Text Block] | Cash $ 4,310 Accounts receivable 19,072 Inventory 56,255 Property and equipment, including real estate 80,196 Floor plan notes payable (30,501 ) Trade payables (19,978 ) Customer deposits (1,980 ) Accrued liabilities (7,875 ) Notes payable (69,545 ) Goodwill 44,174 Franchise rights 3,906 Other 3,422 Equity investment in RTC Canada (37,309 ) Noncontrolling interest (17,828 ) Gain on equity method investment (6,958 ) Total $ 19,361 |
Note 16 - Segments (Tables)
Note 16 - Segments (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Notes Tables | |
Schedule of Segment Reporting Information, by Segment [Table Text Block] | Truck All Segment Other Totals 2023 Revenues from external customers $ 7,909,230 $ 15,794 $ 7,925,024 Interest income 777 – 777 Interest expense 53,694 – 53,694 Depreciation and amortization 59,373 457 59,830 Segment operating income 512,375 6 512,381 Segment income from continuing operations before taxes 462,055 6 462,061 Segment assets 4,308,264 55,977 4,364,241 Goodwill 418,148 2,560 420,708 Expenditures for segment assets 367,942 939 368,881 2022 Revenues from external customers $ 7,084,847 $ 16,821 $ 7,101,668 Interest income 639 – 639 Interest expense 19,763 – 19,763 Depreciation and amortization 55,354 311 55,665 Segment operating income 505,415 698 506,113 Segment income from continuing operations before taxes 508,629 698 509,327 Segment assets 3,769,007 52,059 3,821,066 Goodwill 413,803 2,560 416,363 Expenditures for segment assets 242,503 557 243,060 2021 Revenues from external customers $ 5,109,070 $ 17,072 $ 5,126,142 Interest income 657 – 657 Interest expense 2,119 308 2,427 Depreciation and amortization 53,096 258 53,354 Segment operating income 307,394 1,642 309,036 Segment income from continuing operations before taxes 312,350 1,333 313,683 Segment assets 3,068,365 51,612 3,119,977 Goodwill 367,771 2,560 370,331 Expenditures for segment assets 163,624 3,553 167,177 |
Note 17 - Revenue (Tables)
Note 17 - Revenue (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Notes Tables | |
Disaggregation of Revenue [Table Text Block] | 2023 2022 2021 Commercial vehicle sales revenue $ 4,957,969 $ 4,351,370 $ 3,039,953 Parts revenue 1,493,903 1,436,981 1,059,382 Commercial vehicle repair service revenue 1,068,238 935,458 733,981 Finance revenue 11,665 16,992 16,385 Insurance revenue 12,606 12,749 11,579 Other revenue 26,863 25,863 17,628 Total $ 7,571,244 $ 6,779,413 $ 4,878,908 |
Note 18 - Accumulated Other C_2
Note 18 - Accumulated Other Comprehensive Income (Loss) (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Notes Tables | |
Schedule of Accumulated Other Comprehensive Income (Loss) [Table Text Block] | Balance as of December 31, 2021 $ 787 Reclassification of currency translation related to equity (601 ) Foreign currency translation adjustment (4,316 ) Balance as of December 31, 2022 (4,130 ) Foreign currency translation adjustment 1,967 Balance as of December 31, 2023 $ (2,163 ) |
Note 1 - Organization and Ope_2
Note 1 - Organization and Operations (Details Textual) $ / shares in Units, $ in Millions | 3 Months Ended | ||||||
Aug. 28, 2023 $ / shares shares | Jul. 25, 2023 | Sep. 30, 2023 shares | Dec. 31, 2023 USD ($) $ / shares shares | May 16, 2023 shares | May 15, 2023 shares | Dec. 31, 2022 $ / shares shares | |
Common Stock, Par or Stated Value Per Share | $ / shares | $ 0.01 | $ 0.01 | |||||
Common Class A [Member] | |||||||
Additional Share Issued for Every Two Shares of Common Stock | 1 | ||||||
Common Stock, Par or Stated Value Per Share | $ / shares | $ 0.01 | ||||||
Common Stock, Shares Authorized | 105,000,000 | 105,000,000 | 60,000,000 | 105,000,000 | |||
Treasury Stock, Shares, Retired | 3,052,899 | ||||||
Common Class B [Member] | |||||||
Common Stock, Par or Stated Value Per Share | $ / shares | $ 0.01 | ||||||
Common Stock, Shares Authorized | 35,000,000 | 35,000,000 | 20,000,000 | 35,000,000 | |||
Treasury Stock, Shares, Retired | 1,445,515 | ||||||
Stock Split From [Member] | |||||||
Stockholders' Equity Note, Stock Split, Conversion Ratio | 3 | ||||||
Stock Split To [Member] | |||||||
Stockholders' Equity Note, Stock Split, Conversion Ratio | 2 | ||||||
Deposits for Restrictions Related to Captive Insurance Company [Member] | |||||||
Restricted Cash and Cash Equivalents, Current | $ | $ 2.8 |
Note 2 - Significant Accounti_3
Note 2 - Significant Accounting Policies (Details Textual) - USD ($) $ in Millions | 12 Months Ended | |||||
May 02, 2022 | Jan. 03, 2022 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | Feb. 25, 2019 | |
Interest Costs Capitalized | $ 0.7 | |||||
Depreciation | 194.1 | $ 177.1 | $ 148.3 | |||
Amortization | 27 | 22.1 | 21.2 | |||
Indefinite-Lived Franchise Rights | 12.3 | 12.3 | ||||
Advertising Expense | 10 | 8.7 | 7.5 | |||
Capitalized Computer Software, Net | 3 | 4.2 | ||||
Capitalized Computer Software, Accumulated Amortization | 16 | 14.9 | ||||
RTC Canada [Member] | ||||||
Business Acquisition, Percentage of Voting Interests Acquired | 30% | |||||
Business Combination, Consideration Transferred | $ 20 | |||||
RTC Canada [Member] | RTC Canada [Member] | ||||||
Subsidiary, Ownership Percentage, Noncontrolling Owner | 20% | |||||
Rush Truck Centres of Canada Limited [Member] | ||||||
Equity Method Investment, Ownership Percentage | 50% | |||||
Momentum Fuel Technologies [Member] | ||||||
Equity Method Investment, Ownership Percentage | 50% | |||||
Payments to Acquire Equity Method Investments | $ 27.5 | |||||
Acquisition of Equity Method Investments, Realized Gain (Loss) | $ 12.5 | |||||
Vehicles [Member] | ||||||
Depreciation | 161.3 | $ 143.5 | $ 116.1 | |||
Finance Lease, Right-of-Use Asset, after Accumulated Amortization | 125.7 | |||||
Finance Lease, Right-of-Use Asset, Accumulated Amortization | $ 58.9 |
Note 2 - Significant Accounti_4
Note 2 - Significant Accounting Policies - Property and Equipment (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Accumulated depreciation and amortization | $ (858,405) | $ (799,989) |
Total | 1,488,086 | 1,368,594 |
Land [Member] | ||
Property and equipment, gross | 172,396 | 162,641 |
Building and Building Improvements [Member] | ||
Property and equipment, gross | $ 591,992 | 570,595 |
Building and Building Improvements [Member] | Minimum [Member] | ||
Property and equipment, estimated life (Year) | 10 years | |
Building and Building Improvements [Member] | Maximum [Member] | ||
Property and equipment, estimated life (Year) | 39 years | |
Leasehold Improvements [Member] | ||
Property and equipment, gross | $ 43,088 | 42,236 |
Leasehold Improvements [Member] | Minimum [Member] | ||
Property and equipment, estimated life (Year) | 2 years | |
Leasehold Improvements [Member] | Maximum [Member] | ||
Property and equipment, estimated life (Year) | 39 years | |
Machinery and Equipment [Member] | ||
Property and equipment, gross | $ 105,544 | 96,584 |
Machinery and Equipment [Member] | Minimum [Member] | ||
Property and equipment, estimated life (Year) | 5 years | |
Machinery and Equipment [Member] | Maximum [Member] | ||
Property and equipment, estimated life (Year) | 20 years | |
Furniture and Fixtures [Member] | ||
Property and equipment, gross | $ 111,242 | 98,609 |
Furniture and Fixtures [Member] | Minimum [Member] | ||
Property and equipment, estimated life (Year) | 3 years | |
Furniture and Fixtures [Member] | Maximum [Member] | ||
Property and equipment, estimated life (Year) | 15 years | |
Transportation Equipment [Member] | ||
Property and equipment, gross | $ 135,425 | 116,327 |
Transportation Equipment [Member] | Minimum [Member] | ||
Property and equipment, estimated life (Year) | 3 years | |
Transportation Equipment [Member] | Maximum [Member] | ||
Property and equipment, estimated life (Year) | 15 years | |
Vehicles [Member] | ||
Property and equipment, gross | $ 1,155,767 | 1,067,006 |
Vehicles [Member] | Minimum [Member] | ||
Property and equipment, estimated life (Year) | 1 year | |
Vehicles [Member] | Maximum [Member] | ||
Property and equipment, estimated life (Year) | 8 years | |
Construction in Progress [Member] | ||
Property and equipment, gross | $ 31,037 | $ 14,585 |
Note 2 - Significant Accounti_5
Note 2 - Significant Accounting Policies - Change in Goodwill (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2023 USD ($) | |
Balance December 31, 2022 | $ 416,363 |
Acquisitions during 2023 | 3,250 |
Currency translation | 1,095 |
Balance December 31, 2023 | $ 420,708 |
Note 2 - Significant Accounti_6
Note 2 - Significant Accounting Policies - Fair Value Assumption (Details) - $ / shares | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Weighted-average stock volatility | 34.60% | 34.97% | 36.03% |
Expected dividend yield | 1.54% | 1.44% | 1.65% |
Risk-free interest rate | 3.58% | 2.13% | 1.07% |
Expected life (Year) | 6 years | 6 years | 6 years |
Weighted-average fair value of stock options granted (in dollars per share) | $ 11.82 | $ 11.21 | $ 9.85 |
Note 3 - Supplier Concentrati_2
Note 3 - Supplier Concentration (Details Textual) $ in Millions, $ in Millions | 12 Months Ended | ||||||||
Dec. 31, 2023 USD ($) | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2023 CAD ($) | Dec. 22, 2023 USD ($) | Nov. 01, 2023 USD ($) | May 31, 2022 CAD ($) | Oct. 01, 2021 USD ($) | Sep. 14, 2021 USD ($) | |
Line of Credit Facility, Maximum Borrowing Capacity | $ 20 | ||||||||
RTC Canada Floor Plan Agreement [Member] | |||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 116.7 | ||||||||
Revolving Credit Facility [Member] | RTC Canada [Member] | |||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 120 | ||||||||
Line of Credit Facility, Additional Borrowing Capacity Upon Request | $ 20 | ||||||||
BMO Harris Bank N.A. [Member] | |||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 1,000 | ||||||||
WF Lenders [Member] | Revolving Credit Facility [Member] | |||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 175 | $ 175 | |||||||
PLC Agreement [Member] | Revolving Credit Facility [Member] | |||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 300 | $ 300 | |||||||
Product Concentration Risk [Member] | Revenue Benchmark [Member] | Sales of New Peterbilt Commercial Vehicles [Member] | |||||||||
Concentration Risk, Percentage | 50.70% | 59.60% | 62.50% |
Note 4 - Accounts Receivable (D
Note 4 - Accounts Receivable (Details Textual) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 | Jan. 01, 2022 |
Total | $ 259,353 | $ 220,651 | $ 140,200 |
Note 4 - Accounts Receivable -
Note 4 - Accounts Receivable - Accounts Receivable (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 | Jan. 01, 2022 |
Warranty claims | $ 21,395 | $ 13,060 | |
Other accounts receivable | 23,633 | 29,776 | |
Less allowance for credit losses | (3,805) | (2,322) | |
Total | 259,353 | 220,651 | $ 140,200 |
Trade Accounts Receivable From Sale of Vehicles [Member] | |||
Trade accounts receivable from sale of vehicles | 119,575 | 83,159 | |
Trade Receivable Other Than Vehicles [Member] | |||
Trade accounts receivable from sale of vehicles | $ 98,555 | $ 96,978 |
Note 5 - Inventories - Inventor
Note 5 - Inventories - Inventories (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
New commercial vehicles | $ 1,388,687 | $ 955,485 |
Used commercial vehicles | 47,036 | 86,306 |
Parts and accessories | 353,992 | 369,562 |
Other | 33,100 | 34,564 |
Less allowance | (21,368) | (16,488) |
Total | $ 1,801,447 | $ 1,429,429 |
Note 6 - Valuation Accounts - V
Note 6 - Valuation Accounts - Valuation and Allowance Accounts (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Parts Inventory [Member] | |||
Balance | $ 9,423 | $ 7,460 | $ 9,315 |
Net Charged to Costs and Expenses | 6,274 | 7,378 | 3,520 |
Net Write-Offs | (6,532) | (5,415) | (5,375) |
Balance End of Year | 9,165 | 9,423 | 7,460 |
Commercial Vehicle Inventory [Member] | |||
Balance | 7,065 | 919 | 6,075 |
Net Charged to Costs and Expenses | 11,191 | 13,653 | (536) |
Net Write-Offs | (6,053) | (7,507) | (4,620) |
Balance End of Year | $ 12,203 | $ 7,065 | $ 919 |
Note 6 - Valuation Accounts - A
Note 6 - Valuation Accounts - Allowance for Accounts Receivable (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2023 USD ($) | |
Balance | $ 2,322 |
Current period provision | 6,854 |
Balance | 3,805 |
Write offs against allowance, net of recoveries | (5,371) |
Commercial Vehicle Receivables [Member] | |
Balance | 160 |
Current period provision | 0 |
Balance | 102 |
Manufacturers' Receivables [Member] | |
Balance | 573 |
Current period provision | 2,576 |
Balance | 964 |
Write offs against allowance, net of recoveries | (2,185) |
Leasing, Parts and Service Receivables [Member] | |
Balance | 1,589 |
Current period provision | 3,212 |
Balance | 1,660 |
Write offs against allowance, net of recoveries | (3,141) |
Other Receivables [Member] | |
Balance | 0 |
Current period provision | 1,066 |
Balance | 1,079 |
Write offs against allowance, net of recoveries | $ 13 |
Note 7 - Floor Plan Notes Pay_3
Note 7 - Floor Plan Notes Payable and Lines of Credit (Details Textual) $ in Thousands, $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 USD ($) | Dec. 31, 2023 CAD ($) | Dec. 31, 2022 USD ($) | |
Line of Credit Facility, Maximum Borrowing Capacity | $ 20,000 | ||
Floor Plan Notes Payable | 1,139,744 | $ 933,203 | |
Line of Credit Amount Pledged to Secure Letters of Credit | 17,900 | ||
Line of Credit Facility, Remaining Borrowing Capacity | $ 2,100 | ||
Floor Plan Credit Agreement [Member] | |||
Debt Instrument, Interest Rate, Effective Percentage | 6.54% | 6.54% | |
Floor Plan Notes Payable | $ 984,400 | ||
Debt, Weighted Average Interest Rate | 3.30% | 3.30% | 1.60% |
RTC Canada Floor Plan Agreement [Member] | |||
Line of Credit Facility, Maximum Borrowing Capacity | $ 116.7 | ||
Debt Instrument, Covenant, Maximum Percentage of Available Credit Limit for Inventory Purchases | 20% | 20% | |
Floor Plan Notes Payable | $ 55,900 | ||
Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate [Member] | RTC Canada Floor Plan Agreement [Member] | |||
Debt Instrument, Basis Spread on Variable Rate | 1.20% | ||
BMO Harris Bank N.A. [Member] | |||
Line of Credit Facility, Maximum Borrowing Capacity | $ 1,000,000 | ||
BMO Harris Bank N.A. [Member] | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate [Member] | |||
Debt Instrument, Basis Spread on Variable Rate | 1.20% |
Note 7 - Floor Plan Notes Pay_4
Note 7 - Floor Plan Notes Payable and Lines of Credit - Assets Pledged as Collateral (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 |
Inventories, new and used vehicles at cost based on specific identification, net of allowance | $ 1,801,447 | $ 1,429,429 | |
Total | 4,364,241 | 3,821,066 | $ 3,119,977 |
Floor Plan Notes Payable | 1,139,744 | 933,203 | |
Asset Pledged as Collateral [Member] | Floor Plan Notes Payable [Member] | |||
Inventories, new and used vehicles at cost based on specific identification, net of allowance | 1,423,521 | 1,034,727 | |
Vehicle sale related accounts receivable | 119,575 | 83,158 | |
Total | $ 1,543,096 | $ 1,117,885 |
Note 8 - Long-term Debt (Detail
Note 8 - Long-term Debt (Details Textual) $ in Millions, $ in Millions | Dec. 22, 2023 USD ($) | Nov. 01, 2023 USD ($) | May 31, 2022 CAD ($) | Dec. 31, 2023 USD ($) | Oct. 01, 2021 USD ($) | Sep. 14, 2021 USD ($) |
Line of Credit Facility, Maximum Borrowing Capacity | $ 20 | |||||
Revolving Credit Facility [Member] | RTC Canada [Member] | ||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 120 | |||||
Line of Credit Facility, Additional Borrowing Capacity Upon Request | $ 20 | |||||
Revolving Credit Facility [Member] | CDOR [Member] | RTC Canada [Member] | ||||||
Debt Instrument, Basis Spread on Variable Rate | 1.35% | |||||
WF Lenders [Member] | Revolving Credit Facility [Member] | ||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 175 | $ 175 | ||||
WF Lenders [Member] | Revolving Credit Facility [Member] | Minimum [Member] | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate [Member] | ||||||
Debt Instrument, Basis Spread on Variable Rate | 1.25% | |||||
WF Lenders [Member] | Revolving Credit Facility [Member] | Maximum [Member] | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate [Member] | ||||||
Debt Instrument, Basis Spread on Variable Rate | 1.50% | |||||
PLC Agreement [Member] | Revolving Credit Facility [Member] | ||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 300 | $ 300 | ||||
PLC Agreement [Member] | Revolving Credit Facility [Member] | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate [Member] | ||||||
Debt Instrument, Basis Spread on Variable Rate | 1.55% | |||||
PLC Agreement [Member] | Revolving Credit Facility [Member] | Minimum [Member] | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate [Member] | ||||||
Debt Instrument, Basis Spread on Variable Rate | 0% |
Note 8 - Long-term Debt - Long-
Note 8 - Long-term Debt - Long-term Debt (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Less: current maturities | $ 414,002 | $ 275,433 |
Note 8 - Long-term Debt - Debt
Note 8 - Long-term Debt - Debt Maturities (Details) $ in Thousands | Dec. 31, 2023 USD ($) |
2024 | $ 0 |
2025 | 265,000 |
2026 | 149,002 |
2028 | 0 |
Thereafter | 0 |
Total | $ 414,002 |
Note 10 - Leases (Details Textu
Note 10 - Leases (Details Textual) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Sublease Income | $ 50 | $ 41.7 |
Lessee, Leases, Residual Value Guarantee, Amount | $ 72.3 | |
Lessee, Operating Lease, Option To Terminate Term | 1 year | |
Operating Lease, Expense | $ 2.1 | |
Sales-type Lease, Lease Receivable | $ 8.4 | |
Minimum [Member] | ||
Lessee, Leases, Term of Contract | 1 month | |
Lessee, Operating Lease, Term of Contract | 1 year | |
Lessor, Leases, Term of Contract | 1 year | |
Maximum [Member] | ||
Lessee, Leases, Term of Contract | 10 years | |
Lessee, Operating Lease, Term of Contract | 83 years | |
Lessor, Leases, Term of Contract | 10 years |
Note 10 - Leases - Lease Cost (
Note 10 - Leases - Lease Cost (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Weighted-average remaining lease term, finance leases (Month) | 39 months | ||
Cash paid for amounts included in the measurement of lease liabilities | $ 26,359 | $ 21,874 | |
Weighted-average remaining lease term, operating leases (Month) | 106 months | ||
Weighted-average discount rate, finance leases | 4.30% | ||
Weighted-average discount rate, operating leases | 4.80% | ||
Cash paid for amounts included in the measurement of lease liabilities | $ 17,693 | 14,780 | $ 13,774 |
Operating lease right-of-use assets obtained in exchange for lease obligations | 40,093 | 54,385 | |
Selling, General and Administrative Expenses [Member] | |||
Operating lease cost | 14,924 | 11,288 | |
Short-term lease cost | 191 | 413 | |
Cost of Revenue, Lease and Rental [Member] | |||
Operating lease cost | 5,981 | 6,081 | |
Depreciation and Amortization [Member] | |||
Finance lease cost – amortization of right-of-use assets | 24,655 | 20,135 | |
Interest Expense [Member] | |||
Finance lease cost – interest on lease liabilities | $ 5,454 | $ 4,783 |
Note 10 - Leases - Maturities o
Note 10 - Leases - Maturities of Lease Liabilities (Details) $ in Thousands | Dec. 31, 2023 USD ($) |
2024, finance leases | $ 41,189 |
2024, operating leases | 23,359 |
2025, finance leases | 34,172 |
2025, operating leases | 19,282 |
2026, finance leases | 26,904 |
2026, operating leases | 18,578 |
2027, finance leases | 18,587 |
2027, operating leases | 17,730 |
2028, finance leases | 14,961 |
2028, operating leases | 15,502 |
2029 and beyond, finance leases | 12,730 |
2029 and beyond, operating leases | 60,158 |
Total lease payments, finance leases | 148,543 |
Total lease payments, operating leases | 154,609 |
Less: Imputed interest, finance leases | (14,807) |
Less: Imputed interest, operating leases | (32,658) |
Present value of lease liabilities, finance leases | 133,736 |
Present value of lease liabilities, operating leases | $ 121,951 |
Note 10 - Leases - Future Minim
Note 10 - Leases - Future Minimum Rental Receivable (Details) $ in Thousands | Dec. 31, 2023 USD ($) |
2024 | $ 174,835 |
2025 | 140,135 |
2026 | 105,495 |
2027 | 75,672 |
2028 | 44,081 |
Thereafter | 25,405 |
Total | $ 565,623 |
Note 10 - Leases - Rental Incom
Note 10 - Leases - Rental Income (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Minimum rental payments | $ 306,897 | $ 278,330 | |
Nonlease payments | 46,883 | 43,927 | |
Total | $ 353,780 | $ 322,257 | $ 247,234 |
Note 11 - Share Based Compens_3
Note 11 - Share Based Compensation and Employee Benefit Plans (Details Textual) - USD ($) | 1 Months Ended | 12 Months Ended | 24 Months Ended | |||
Oct. 31, 2023 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2023 | May 16, 2023 | |
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Gross | 790,673 | |||||
Share-Based Payment Arrangement, Expense | $ 30,400,000 | $ 25,300,000 | $ 22,200,000 | |||
Proceeds from Stock Options Exercised | 18,000,000 | 13,300,000 | 18,300,000 | |||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Exercises in Period, Intrinsic Value | 19,800,000 | 11,600,000 | 23,400,000 | |||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Vested in Period, Fair Value | $ 5,800,000 | $ 5,900,000 | $ 5,000,000 | |||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value | $ 11.82 | $ 11.21 | $ 9.85 | |||
Share-Based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount | $ 11,200,000 | $ 11,200,000 | ||||
Share-Based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Period for Recognition | 2 years 2 months 12 days | |||||
Deferred Compensation Plan [Member] | ||||||
Deferred Compensation Arrangement with Individual, Vested Percentage | 100% | |||||
Deferred Compensation Liability, Current | $ 24,800,000 | $ 19,400,000 | 24,800,000 | |||
Cash Surrender Value of Life Insurance | 18,000,000 | 13,000,000 | $ 18,000,000 | |||
Rush 401 Plan [Member] | ||||||
Defined Contribution Plan, Employer Matching Contribution, Percent of Employees' Gross Pay | 10% | |||||
Defined Contribution Plan, Cost | $ 13,300,000 | 12,100,000 | $ 8,200,000 | |||
Rush 401 Plan [Member] | Maximum [Member] | ||||||
Defined Contribution Plan, Maximum Annual Contributions Per Employee, Percent | 1% | 1% | ||||
Restricted Stock Units (RSUs) [Member] | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Award Vesting Period | 3 years | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Vested in Period, Fair Value | $ 15,500,000 | |||||
Granted, weighted average grant date fair value (in dollars per share) | $ 36.97 | $ 29.91 | ||||
Share-Based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount | $ 12,200,000 | |||||
Share-Based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Period for Recognition | 12 years 2 months 12 days | |||||
Highly Compensated Employees [Member] | Rush 401 Plan [Member] | ||||||
Defined Contribution Plan, Maximum Annual Contributions Per Employee, Percent | 15% | |||||
Employees with Less than Five Years of Service [Member] | Rush 401 Plan [Member] | ||||||
Defined Contribution Plan, Employer Matching Contribution, Percent of Match | 20% | |||||
Employees with More Than Five Years of Service [Member] | Rush 401 Plan [Member] | ||||||
Defined Contribution Plan, Employer Matching Contribution, Percent of Match | 40% | |||||
Common Class A [Member] | ||||||
Share Price | $ 50.3 | $ 50.3 | ||||
Employee Stock Purchase Plan [Member] | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Purchase Price of Common Stock, Percent | 85% | |||||
Maximum Fair Value for Employee Stock Purchase Per Year | $ 25,000 | $ 25,000 | ||||
Stock Issued During Period, Shares, Employee Stock Purchase Plans | 208,854 | 201,173 | ||||
Number of Employees Eligible to Participate in Stock Purchase Plan | 7,860 | |||||
Number of Employees Participating in Stock Purchase Plan | 2,242 | |||||
Employee Stock Purchase Plan [Member] | Common Class A [Member] | ||||||
Employee Stock Ownership Plan (ESOP), Number of Allocated Shares | 600,000 | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Number of Shares Available for Grant | 1,082,000 | 1,082,000 | ||||
Common Stock, Capital Shares Reserved for Future Issuance | 4,650,000 | 4,650,000 | ||||
The 2006 Non-Employee Director Stock Option Plan [Member] | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Number of Shares Authorized | 1,125,000 | 1,125,000 | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Grant Date Aggregate Intrinsic Value | $ 750,000 | |||||
Issuance of Cash for Non-employee Director Compensation, Percent | 40% | |||||
The 2006 Non-Employee Director Stock Option Plan [Member] | Common Class A [Member] | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Number of Shares Available for Grant | 180,298 | 180,298 | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Number of Shares Authorized | 1,125,000 | 1,125,000 | ||||
Shares Issued, Shares, Share-Based Payment Arrangement, after Forfeiture | 21,667 | 20,264 | ||||
The 2006 Non-Employee Director Stock Option Plan [Member] | Common Class A [Member] | Shares Issued to One Nonemployee Director [Member] | ||||||
Stock Issued During Period, Shares, New Issues | 1,501 | |||||
Stock Issued During Period, Value, New Issues | $ 72,500 | |||||
The 2006 Non-Employee Director Stock Option Plan [Member] | Common Class A [Member] | Shares Issued to Three Non-employee Directors [Member] | ||||||
Stock Issued During Period, Shares, New Issues | 4,116 | 2,757 | ||||
Issuance of Stock and Cash for Non-employee Director Compensation | $ 145,000 | |||||
The 2006 Non-Employee Director Stock Option Plan [Member] | Common Class A [Member] | Shares Issued to Two Nonemployee Directors [Member] | ||||||
Stock Issued During Period, Shares, New Issues | 2,469 | 1,654 | ||||
Payment to Nonemployee Directors | $ 58,000 | $ 58,000 | ||||
The 2006 Non-Employee Director Stock Option Plan [Member] | Common Class A [Member] | Shares Issued to One Nonemployee Director [Member] | ||||||
Stock Issued During Period, Shares, New Issues | 2,880 | 1,930 | ||||
Payment to Nonemployee Directors | $ 43,500 | $ 43,500 | ||||
Stock Issued During Period, Value, New Issues | $ 145,000 | |||||
Amended and Restated 2007 Incentive Plan [Member] | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Expiration Period | 10 years | |||||
Amended and Restated 2007 Incentive Plan [Member] | Common Class A [Member] | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Number of Shares Available for Grant | 3,684,518 | 3,684,518 | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Number of Shares Authorized | 21,600,000 | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Maximum Number of Shares Per Employee | 150,000 | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Gross | 790,673 | 767,850 | ||||
Amended and Restated 2007 Incentive Plan [Member] | Common Class B [Member] | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Number of Shares Available for Grant | 2,681,701 | 2,681,701 | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Number of Shares Authorized | 9,000,000 | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Gross | 551,138 | 531,900 | ||||
Amended and Restated 2007 Incentive Plan [Member] | Common Class B [Member] | Restricted Stock Units (RSUs) [Member] | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Number of Shares Authorized | 9,000,000 | 9,000,000 | ||||
Every 6 Months [Member] | Employee Stock Purchase Plan [Member] | ||||||
Defined Contribution Plan, Maximum Annual Contributions Per Employee, Amount | $ 10,625 |
Note 11 - Share Based Compens_4
Note 11 - Share Based Compensation and Employee Benefit Plans - Stock Option (Details) | 12 Months Ended |
Dec. 31, 2023 USD ($) $ / shares shares | |
Balance (in shares) | shares | 5,872,862 |
Balance, weighted average exercise price (in dollars per share) | $ / shares | $ 20.13 |
Granted (in shares) | shares | 790,673 |
Granted, weighted average exercise price (in dollars per share) | $ / shares | $ 35.04 |
Exercised (in shares) | shares | (800,988) |
Exercised, weighted average exercise price (in dollars per share) | $ / shares | $ 15.06 |
Forfeited (in shares) | shares | (40,249) |
Forfeited, weighted average exercise price (in dollars per share) | $ / shares | $ 31.12 |
Balance (in shares) | shares | 5,822,298 |
Balance, weighted average exercise price (in dollars per share) | $ / shares | $ 22.76 |
Balance, weighted average remaining contractual life (Year) | 5 years 9 months 18 days |
Aggregate intrinsic value | $ | $ 160,233,514 |
Expected to vest (in shares) | shares | 3,268,970 |
Expected to vest, weighted average exercise price (in dollars per share) | $ / shares | $ 28.47 |
Expected to vest, weighted average remaining contractual life (Year) | 7 years 6 months |
Expected to vest, aggregate intrinsic value | $ | $ 71,368,515 |
Vested and exercisable (in shares) | shares | 2,520,629 |
Vested and exercisable, weighted average exercise price (in dollars per share) | $ / shares | $ 15.18 |
Vested and exercisable, weighted average remaining contractual life (Year) | 3 years 8 months 12 days |
Vested and exercisable, aggregate intrinsic value | $ | $ 88,341,805 |
Note 11 - Share Based Compens_5
Note 11 - Share Based Compensation and Employee Benefit Plans - Non-vested Options (Details) - $ / shares | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Non-vested balance (in shares) | 3,600,568 | ||
Non-vested, weighted average grant date fair value (in dollars per share) | $ 7.35 | ||
Granted (in shares) | 790,673 | ||
Weighted-average fair value of stock options granted (in dollars per share) | $ 11.82 | $ 11.21 | $ 9.85 |
Vested (in shares) | (1,049,321) | ||
Vested, weighted average grant date fair value (in dollars per share) | $ 5.56 | ||
Forfeited (in shares) | (40,249) | ||
Forfeited, weighted average grant date fair value (in dollars per share) | $ 9.93 | ||
Non-vested balance (in shares) | 3,301,671 | 3,600,568 | |
Non-vested, weighted average grant date fair value (in dollars per share) | $ 8.95 | $ 7.35 |
Note 11 - Share Based Compens_6
Note 11 - Share Based Compensation and Employee Benefit Plans - Non-vested Restricted Stock Awards and RSU's (Details) - Restricted Stock [Member] | 12 Months Ended |
Dec. 31, 2023 USD ($) $ / shares shares | |
Outstanding non-vested shares (in shares) | shares | 1,128,981 |
Outstanding non-vested, weighted average grant date fair value (in dollars per share) | $ / shares | $ 27.92 |
Granted (in shares) | shares | 572,804 |
Granted, weighted average grant date fair value (in dollars per share) | $ / shares | $ 36.97 |
Vested (in shares) | shares | (627,393) |
Vested, weighted average grant date fair value (in dollars per share) | $ / shares | $ 24.67 |
Outstanding non-vested shares (in shares) | shares | 1,074,392 |
Outstanding non-vested, weighted average remaining contractual life (Year) | 8 years 7 months 6 days |
Outstanding non-vested, aggregate intrinsic value | $ | $ 56,921,288 |
Outstanding non-vested, weighted average grant date fair value (in dollars per share) | $ / shares | $ 34.64 |
Expected to vest (in shares) | shares | 1,071,636 |
Expected to vest, weighted average remaining contractual life (Year) | 8 years 7 months 6 days |
Expected to vest, aggregate intrinsic value | $ | $ 56,775,267 |
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value (in dollars per share) | $ / shares | $ 34.64 |
Note 12 - Earnings Per Share -
Note 12 - Earnings Per Share - Earnings Per Share Calculation (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Numerator for basic and diluted earnings per share − Net income available to common shareholders | $ 347,055 | $ 391,382 | $ 241,415 |
Denominator for basic earnings per share – weighted average shares outstanding (in shares) | 81,089 | 83,100 | 83,838 |
Effect of dilutive securities− Employee and director stock options and restricted share awards (in shares) | 2,631 | 2,627 | 2,979 |
Denominator for diluted earnings per share − adjusted weighted average shares outstanding and assumed conversions (in shares) | 83,720 | 85,727 | 86,817 |
Basic earnings per common share (in dollars per share) | $ 4.28 | $ 4.71 | $ 2.88 |
Diluted earnings per common share and common share equivalents (in dollars per share) | $ 4.15 | $ 4.57 | $ 2.78 |
Note 12 - Earnings Per Share _2
Note 12 - Earnings Per Share - Anti-dilutive Securities (Details) - shares | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Anti-dilutive options – weighted average (in shares) | 1,282 | 1,271 | 655 |
Note 13 - Income Taxes (Details
Note 13 - Income Taxes (Details Textual) - USD ($) | 12 Months Ended | |||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Unrecognized Tax Benefits that Would Impact Effective Tax Rate | $ 6,700,000 | $ 5,300,000 | ||
Unrecognized Tax Benefits, Interest on Income Taxes Expense | 86,200 | 86,200 | $ 129,660 | |
Unrecognized Tax Benefits, Income Tax Penalties Accrued | 0 | |||
Unrecognized Tax Benefits, Interest on Income Taxes Accrued | 389,000 | 389,000 | $ 279,000 | |
Undistributed Earnings of Foreign Subsidiaries | $ 22,900,000 | $ 18,900,000 | ||
Effective Income Tax Rate Reconciliation, Dividend Received Deduction, Percent | 100% | |||
State and Local Jurisdiction [Member] | ||||
Operating Loss Carryforwards | $ 26,900,000 | |||
Deferred Tax Assets, Operating Loss Carryforwards | $ 1,100,000 |
Note 13 - Income Taxes - Income
Note 13 - Income Taxes - Income Tax Expense (Benefits) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Domestic | $ 455,288 | $ 502,141 | $ 307,260 |
Foreign | 6,773 | 7,186 | 6,423 |
Income before taxes | 462,061 | 509,327 | 313,683 |
Current provision | |||
Federal | 87,270 | 93,942 | 47,475 |
State | 16,864 | 16,516 | 10,759 |
Foreign | 2,265 | ||
Total | 106,399 | 112,981 | 58,234 |
Deferred provision (benefit) | |||
Federal | 7,617 | 7,975 | 13,809 |
State | 505 | (565) | (631) |
Foreign | (521) | (3,149) | 856 |
Total | 7,601 | 4,261 | 14,034 |
Provision for income taxes | $ 114,000 | $ 117,242 | $ 72,268 |
Note 13 - Income Taxes - Reconc
Note 13 - Income Taxes - Reconciliation (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Income taxes at the federal statutory rate | $ 97,032 | $ 106,959 | $ 65,694 |
Income taxes at the federal statutory rate | 21% | 21% | 21% |
State income taxes, net of federal benefit | $ 14,120 | $ 12,708 | $ 7,874 |
State income taxes, net of federal benefit | 3.10% | 2.50% | 2.50% |
Tax effect of permanent differences | $ 1,357 | $ (488) | $ (2,502) |
Tax effect of permanent differences | 0.30% | (0.10%) | (0.80%) |
Foreign tax rate differential | $ 266 | $ (2,134) | $ (313) |
Foreign tax rate differential | 0% | (0.40%) | (0.10%) |
Other, net | $ 1,225 | $ 197 | $ 1,515 |
Other, net | 0.30% | 0% | 0.50% |
Provision for income taxes | $ 114,000 | $ 117,242 | $ 72,268 |
Provision for income taxes | 24.70% | 23% | 23.10% |
Note 13 - Income Taxes - Deferr
Note 13 - Income Taxes - Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Inventory | $ (5,215) | $ (4,710) |
Accounts receivable | (436) | (430) |
Vehicle finance lease obligations | (31,178) | (28,514) |
Finance and operating leases - Liability | (29,446) | (25,283) |
Stock options | (8,785) | (7,525) |
Accrued liabilities | (4,653) | (3,632) |
State net operating loss carry forward | (1,111) | (1,268) |
State tax credit | (34) | (77) |
Other | (6,167) | (5,519) |
Difference between book and tax basis - Finance and operating lease - Asset | 29,031 | 24,989 |
Difference between book and tax basis - Fixed assets and intangibles | 217,565 | 203,939 |
Net deferred income tax liability | $ 159,571 | $ 151,970 |
Note 13 - Income Taxes - Unreco
Note 13 - Income Taxes - Unrecognized Tax Benefits (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Unrecognized tax benefits at beginning of period | $ 5,377 | $ 4,309 | $ 3,306 |
Gross increases – tax positions in current year | 2,582 | 2,025 | 1,512 |
Reductions due to lapse of statute of limitations | (1,188) | (957) | (509) |
Unrecognized tax benefits at end of period | $ 6,771 | $ 5,377 | $ 4,309 |
Note 15 - Acquisitions (Details
Note 15 - Acquisitions (Details Textual) - USD ($) $ in Thousands | Dec. 04, 2023 | Nov. 07, 2022 | May 02, 2022 | Dec. 31, 2023 | Dec. 31, 2022 |
Goodwill, Gross | $ 420,708 | $ 416,363 | |||
RTC Canada [Member] | |||||
Equity Method Investment, Ownership Percentage | 50% | ||||
RTC Canada [Member] | |||||
Business Acquisition, Percentage of Voting Interests Acquired | 30% | ||||
Business Combination, Step Acquisition, Equity Interest in Acquiree, Including Subsequent Acquisition, Percentage | 80% | ||||
Business Combination, Step Acquisition, Equity Interest in Acquiree, Fair Value | $ 50,000 | ||||
Deferred Tax Liabilities, Reclassification of Foreign Currency Translation Adjustment | 7,000 | ||||
Deferred Tax Liabilities, Re-measurement of Equity Method Investment | 600 | ||||
Business Combination, Acquisition of Less than 100 Percent, Noncontrolling Interest, Fair Value | 17,828 | ||||
Goodwill, Gross | $ 44,200 | ||||
RTC Canada [Member] | Measurement Input, Discount Rate [Member] | |||||
Business Combination, Acquisition of Less than 100 Percent, Noncontrolling Interest, Measurement Inputs | 0.11 | ||||
RTC Canada [Member] | Measurement Input, Long-Term Revenue Growth Rate [Member] | |||||
Business Combination, Acquisition of Less than 100 Percent, Noncontrolling Interest, Measurement Inputs | 0.03 | ||||
RTC Canada [Member] | RTC Canada [Member] | |||||
Subsidiary, Ownership Percentage, Noncontrolling Owner | 20% | ||||
Freeway Ford Truck Sales, Inc. [Member] | |||||
Payments to Acquire Productive Assets | $ 16,300 | ||||
Assets of Scheppers International Truck Center, Inc. [Member] | |||||
Payments to Acquire Productive Assets | $ 6,800 |
Note 15 - Acquisitions - Fair V
Note 15 - Acquisitions - Fair Values of Assets and Liabilities Acquired (Details) - USD ($) $ in Thousands | May 02, 2022 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 |
Goodwill | $ 420,708 | $ 416,363 | $ 370,331 | |
RTC Canada [Member] | ||||
Cash | $ 4,310 | |||
Accounts receivable | 19,072 | |||
Inventory | 56,255 | |||
Property and equipment, including real estate | 80,196 | |||
Floor plan notes payable | (30,501) | |||
Trade payables | (19,978) | |||
Customer deposits | (1,980) | |||
Accrued liabilities | (7,875) | |||
Notes payable | (69,545) | |||
Goodwill | 44,174 | |||
Franchise rights | 3,906 | |||
Other | 3,422 | |||
Equity investment in RTC Canada | (37,309) | |||
Noncontrolling interest | (17,828) | |||
Gain on equity method investment | (6,958) | |||
Total | $ 19,361 |
Note 16 - Segments (Details Tex
Note 16 - Segments (Details Textual) | 12 Months Ended |
Dec. 31, 2023 | |
Truck Segment [Member] | |
Number of Reportable Segments | 1 |
Other Segments [Member] | |
Number of Operating Segments | 3 |
Note 16 - Segments - Segment Re
Note 16 - Segments - Segment Reporting Information (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Revenues from external customers | $ 7,925,024 | $ 7,101,668 | $ 5,126,142 |
Interest income | 777 | 639 | 657 |
Interest expense | 53,694 | 19,763 | 2,427 |
Depreciation and amortization | 59,830 | 55,665 | 53,354 |
Segment operating income | 512,381 | 506,113 | 309,036 |
Segment income from continuing operations before taxes | 462,061 | 509,327 | 313,683 |
Segment assets | 4,364,241 | 3,821,066 | 3,119,977 |
Goodwill | 420,708 | 416,363 | 370,331 |
Expenditures for segment assets | 368,881 | 243,060 | 167,177 |
Truck Segment [Member] | |||
Revenues from external customers | 7,909,230 | 7,084,847 | 5,109,070 |
Interest income | 777 | 639 | 657 |
Interest expense | 53,694 | 19,763 | 2,119 |
Depreciation and amortization | 59,373 | 55,354 | 53,096 |
Segment operating income | 512,375 | 505,415 | 307,394 |
Segment income from continuing operations before taxes | 462,055 | 508,629 | 312,350 |
Segment assets | 4,308,264 | 3,769,007 | 3,068,365 |
Goodwill | 418,148 | 413,803 | 367,771 |
Expenditures for segment assets | 367,942 | 242,503 | 163,624 |
Other Segments [Member] | |||
Revenues from external customers | 15,794 | 16,821 | 17,072 |
Interest expense | 308 | ||
Depreciation and amortization | 457 | 311 | 258 |
Segment operating income | 6 | 698 | 1,642 |
Segment income from continuing operations before taxes | 6 | 698 | 1,333 |
Segment assets | 55,977 | 52,059 | 51,612 |
Goodwill | 2,560 | 2,560 | 2,560 |
Expenditures for segment assets | $ 939 | $ 557 | $ 3,553 |
Note 17 - Revenue - Disaggregat
Note 17 - Revenue - Disaggregated Revenue by Revenue Source (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Revenue | $ 7,571,244 | $ 6,779,413 | $ 4,878,908 |
Commercial Vehicle [Member] | |||
Revenue | 4,957,969 | 4,351,370 | 3,039,953 |
Parts [Member] | |||
Revenue | 1,493,903 | 1,436,981 | 1,059,382 |
Commercial Vehicle Repair Service [Member] | |||
Revenue | 1,068,238 | 935,458 | 733,981 |
Financial Service [Member] | |||
Revenue | 11,665 | 16,992 | 16,385 |
Insurance [Member] | |||
Revenue | 12,606 | 12,749 | 11,579 |
Product and Service, Other [Member] | |||
Revenue | $ 26,863 | $ 25,863 | $ 17,628 |
Note 18 - Accumulated Other C_3
Note 18 - Accumulated Other Comprehensive Income (Loss) - Components of Accumulated Other Comprehensive Income (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Balance as of December 31, 2020 | $ 1,744,491 | ||
Reclassification of currency translation related to equity method of RTC Canada | 0 | $ (601) | $ 0 |
Foreign currency translation adjustment | 1,967 | (4,917) | (82) |
Balance as of December 31, 2021 | 1,870,879 | 1,744,491 | |
AOCI Attributable to Parent [Member] | |||
Balance as of December 31, 2020 | (4,130) | 787 | |
Reclassification of currency translation related to equity method of RTC Canada | (601) | ||
Foreign currency translation adjustment | 1,967 | (4,316) | |
Balance as of December 31, 2021 | $ (2,163) | $ (4,130) | $ 787 |