Document_and_Entity_Informatio
Document and Entity Information (USD $) | 12 Months Ended | ||
In Millions, except Share data, unless otherwise specified | Dec. 31, 2013 | Mar. 03, 2014 | Jun. 28, 2013 |
Document And Entity Information [Abstract] | ' | ' | ' |
Document Type | '10-K | ' | ' |
Amendment Flag | 'false | ' | ' |
Document Period End Date | 31-Dec-13 | ' | ' |
Document Fiscal Year Focus | '2013 | ' | ' |
Document Fiscal Period Focus | 'FY | ' | ' |
Trading Symbol | 'UACL | ' | ' |
Entity Registrant Name | 'Universal Truckload Services, Inc. | ' | ' |
Entity Central Index Key | '0001308208 | ' | ' |
Current Fiscal Year End Date | '--12-31 | ' | ' |
Entity Well-known Seasoned Issuer | 'No | ' | ' |
Entity Current Reporting Status | 'Yes | ' | ' |
Entity Voluntary Filers | 'No | ' | ' |
Entity Filer Category | 'Accelerated Filer | ' | ' |
Entity Common Stock, Shares Outstanding | ' | 30,114,324 | ' |
Entity Public Float | ' | ' | $132 |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Current assets: | ' | ' |
Cash and cash equivalents | $10,223 | $2,554 |
Marketable securities | 11,626 | 9,962 |
Accounts receivable-net of allowance for doubtful accounts of $2,688 and $2,515, respectively | 132,001 | 118,903 |
Other receivables | 17,966 | 16,720 |
Due from affiliates | 2,283 | 3,586 |
Prepaid income taxes | 7,988 | 1,621 |
Prepaid expenses and other | 16,426 | 10,914 |
Deferred income taxes | 4,876 | 4,878 |
Total current assets | 203,389 | 169,138 |
Property and equipment, net | 142,656 | 127,791 |
Goodwill | 74,589 | 17,965 |
Intangible assets-net of accumulated amortization of $24,345 and $22,237, respectively | 62,807 | 7,115 |
Other assets | 6,695 | 5,360 |
Total assets | 490,136 | 327,369 |
Current liabilities: | ' | ' |
Accounts payable | 46,487 | 55,248 |
Due to affiliates | 3,618 | 4,093 |
Accrued expenses and other current liabilities | 21,072 | 17,130 |
Insurance and claims | 22,719 | 27,246 |
Current maturities of capital lease obligations | 1,592 | ' |
Current portion of long-term debt | 5,482 | ' |
Total current liabilities | 100,970 | 103,717 |
Long-term liabilities: | ' | ' |
Long-term debt | 232,018 | 146,000 |
Capital lease obligations, net of current maturities | 3,051 | ' |
Deferred income taxes | 43,748 | 15,599 |
Other long-term liabilities | 4,784 | 4,681 |
Total long-term liabilities | 283,601 | 166,280 |
Shareholders' equity: | ' | ' |
Common stock, no par value. Authorized 100,000,000 shares; 30,746,067 and 30,685,441 shares issued; 30,114,324 and 30,053,912 shares outstanding, respectively | 30,746 | 30,685 |
Paid-in capital | 1,074 | 550 |
Treasury stock, at cost; 631,743 and 631,529 shares, respectively | -9,322 | -9,316 |
Retained earnings | 80,952 | 34,589 |
Accumulated other comprehensive income: | ' | ' |
Unrealized holding gain on available-for-sale securities, net of income taxes of $1,433 and $858, respectively | 2,476 | 998 |
Foreign currency translation adjustments | -361 | -134 |
Total shareholders' equity | 105,565 | 57,372 |
Total liabilities and shareholders' equity | $490,136 | $327,369 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parenthetical) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, except Share data, unless otherwise specified | ||
Statement Of Financial Position [Abstract] | ' | ' |
Allowance for doubtful accounts | $2,688 | $2,515 |
Intangible assets, accumulated amortization | 24,345 | 22,237 |
Common stock, par value | $0 | $0 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 30,746,067 | 30,685,441 |
Common stock, shares outstanding | 30,114,324 | 30,053,912 |
Treasury stock, shares | 631,743 | 631,529 |
Unrealized holding gain on available-for-sale securities, income taxes | $1,433 | $858 |
Consolidated_Statements_of_Inc
Consolidated Statements of Income (USD $) | 12 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Operating revenues: | ' | ' | ' |
Transportation services, including related party amounts of $195, $298 and $117, respectively | $706,998 | $741,650 | $740,089 |
Value-added services | 195,086 | 174,975 | 147,814 |
Intermodal services, including related party amounts of $9,605, $2,346 and $864, respectively | 131,408 | 120,381 | 102,769 |
Total operating revenues | 1,033,492 | 1,037,006 | 990,672 |
Operating expenses: | ' | ' | ' |
Purchased transportation and equipment rent, including related party amounts of $311, $285 and $2,344, respectively | 560,024 | 592,493 | 581,980 |
Direct personnel and related benefits, including related party amounts of $14,398, $14,410 and $14,044, respectively | 178,441 | 163,069 | 145,841 |
Commission expense | 39,248 | 42,157 | 42,593 |
Operating expenses (exclusive of items shown seperately), including related party amounts of $1,590, $3,623 and $2,831, respectively | 79,263 | 71,117 | 66,313 |
Occupancy expense, including related party amounts of $11,352, $10,787 and $11,319, respectively | 20,049 | 19,275 | 18,438 |
Selling, general, and administrative, including related party amounts of $3,617, $3,829 and $3,285, respectively | 33,046 | 41,159 | 29,865 |
Insurance and claims, including related party amounts of $16,949, $17,842 and $18,156, respectively | 19,242 | 20,342 | 21,843 |
Depreciation and amortization | 19,686 | 18,237 | 17,731 |
Total operating expenses | 948,999 | 967,849 | 924,604 |
Income from operations | 84,493 | 69,157 | 66,068 |
Interest income | 130 | 241 | 83 |
Interest expense | -4,166 | -4,224 | -2,241 |
Other non-operating income | 459 | 2,778 | 1,743 |
Income before provision for income taxes | 80,916 | 67,952 | 65,653 |
Provision for income taxes | 30,344 | 20,264 | 14,207 |
Net income | 50,572 | 47,688 | 51,446 |
Earnings per common share: | ' | ' | ' |
Basic | $1.68 | $1.59 | $1.71 |
Diluted | $1.68 | $1.59 | $1.71 |
Weighted average number of common shares outstanding: | ' | ' | ' |
Basic | 30,064 | 30,032 | 30,121 |
Diluted | 30,160 | 30,036 | 30,121 |
Dividends paid per common share | $0.14 | ' | ' |
Pre-merger dividends paid per common share | ' | $1 | $1 |
Pro Forma earnings per common share - "C" corporation status (unaudited): | ' | ' | ' |
Pro Forma earnings per common share-"C" corporation status (unaudited): | ' | $11,059 | $12,016 |
Earnings per common share: | ' | ' | ' |
Basic | ' | $1.22 | $1.31 |
Diluted | ' | $1.22 | $1.31 |
Consolidated_Statements_of_Inc1
Consolidated Statements of Income (Parenthetical) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Transportation services, related party amounts | $195 | $298 | $117 |
Intermodal services, related party amounts | 9,605 | 2,346 | 864 |
Operating expenses, related party amounts | 1,590 | 3,623 | 2,831 |
Purchased transportation [Member] | ' | ' | ' |
Operating expenses, related party amounts | 311 | 285 | 2,344 |
Direct personnel and related benefits [Member] | ' | ' | ' |
Operating expenses, related party amounts | 14,398 | 14,410 | 14,044 |
Operating expenses [Member] | ' | ' | ' |
Operating expenses, related party amounts | 1,590 | 3,623 | 2,831 |
Occupancy expense [Member] | ' | ' | ' |
Operating expenses, related party amounts | 11,352 | 10,787 | 11,319 |
Selling, general, and administrative [Member] | ' | ' | ' |
Operating expenses, related party amounts | 3,617 | 3,829 | 3,285 |
Insurance and claims [Member] | ' | ' | ' |
Operating expenses, related party amounts | $16,949 | $17,842 | $18,156 |
Consolidated_Statements_of_Com
Consolidated Statements of Comprehensive Income (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Statement Of Income And Comprehensive Income [Abstract] | ' | ' | ' |
Net Income | $50,572 | $47,688 | $51,446 |
Other comprehensive income (loss): | ' | ' | ' |
Unrealized holding gains on available-for-sale investments arising during the period, net of income taxes | 1,546 | 566 | 53 |
Realized gains on available-for-sale investments reclassified into income, net of income taxes | -68 | -1,176 | -686 |
Foreign currency translation adjustments | -227 | 312 | -274 |
Total other comprehensive income (loss) | 1,251 | -298 | -907 |
Total comprehensive income | $51,823 | $47,390 | $50,539 |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flows (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Cash flows from operating activities: | ' | ' | ' |
Net Income | $50,572 | $47,688 | $51,446 |
Adjustments to reconcile net income to net cash provided by operating activities: | ' | ' | ' |
Depreciation and amortization | 19,686 | 18,237 | 17,731 |
Gain on sale of marketable equity securities | -107 | -2,189 | -1,136 |
(Gain) loss on disposal of property and equipment | -117 | 45 | 2 |
Change in the fair value of acquisition related contingent consideration | ' | 16 | -137 |
Non-cash charges incurred from LINC | ' | 2,442 | ' |
Stock-based compensation | 585 | 586 | ' |
Provision for doubtful accounts | 1,515 | 1,190 | 1,306 |
Deferred income taxes | 2,495 | 4,389 | 4,289 |
Change in assets and liabilities: | ' | ' | ' |
Trade and other accounts receivable | 767 | -8,076 | -7,865 |
Prepaid income taxes, prepaid expenses and other assets | -3,594 | 1,276 | -4,655 |
Accounts payable, accrued expenses, insurance and claims and other current liabilities | -15,152 | 7,922 | 16,083 |
Due to/from affiliates, net | 837 | -3,769 | -363 |
Other long-term liabilities | 103 | 646 | 1,999 |
Net cash provided by operating activities | 57,590 | 70,403 | 78,700 |
Cash flows from investing activities: | ' | ' | ' |
Capital expenditures | -17,035 | -29,566 | -29,603 |
Proceeds from the sale of property and equipment | 1,790 | 987 | 1,190 |
Purchases of marketable securities | -24 | -19 | -3,383 |
Proceeds from sale of marketable securities | 520 | 7,500 | 2,398 |
Affiliate notes receivables-LINC | ' | -5,000 | ' |
Proceeds from affiliate notes receivable-LINC | ' | 5,000 | ' |
Acquisitions of businesses | -121,057 | -850 | -1,050 |
Net cash used in investing activities | -135,806 | -21,948 | -30,448 |
Cash flows from financing activities: | ' | ' | ' |
Proceeds from borrowing-revolving debt | 48,218 | 94,871 | 34,165 |
Repayments of debt-revolving debt | -52,218 | -44,871 | -44,664 |
Proceeds from borrowing-term debt | 95,500 | 82,000 | 41,082 |
Repayments of debt-term debt | ' | -69,061 | -10,976 |
Distributions to LINC shareholders | ' | -95,985 | -53,790 |
Dividends paid | -4,209 | ' | ' |
Pre-merger dividends paid | ' | -15,499 | -15,555 |
Payment of capital lease obligations | -42 | ' | ' |
Purchases of treasury stock | -6 | -991 | -1,700 |
Payment of earnout obligations related to acquisitions | -24 | -206 | -189 |
Capitalized financing costs | -1,230 | -1,752 | -929 |
Net cash provided by (used in) financing activities | 85,989 | -51,494 | -52,556 |
Effect of exchange rate changes on cash and cash equivalents | -104 | 82 | 42 |
Net increase (decrease) in cash | 7,669 | -2,957 | -4,262 |
Cash and cash equivalents-beginning of period | 2,554 | 5,511 | 9,773 |
Cash and cash equivalents-end of period | 10,223 | 2,554 | 5,511 |
Supplemental cash flow information: | ' | ' | ' |
Cash paid for interest | 3,595 | 2,990 | 1,668 |
Cash paid for income taxes | 31,236 | 12,759 | 13,051 |
Distributions to LINC shareholders: | ' | ' | ' |
Purchase adjustment pursuant to merger agreement | ' | 10,102 | ' |
Distribution for shareholder state tax withholding | ' | 383 | 290 |
Dividends paid | 4,209 | ' | ' |
Net cash paid | ' | 95,985 | 53,790 |
Acquisition of businesses: | ' | ' | ' |
Fair value of assets acquired, net of cash | 156,741 | 1,100 | 1,406 |
Liabilities assumed | -33,738 | ' | ' |
Fair value of acquisition obligations | -2,196 | -250 | -356 |
Payment of acquisition obligations | 250 | ' | ' |
Net cash paid for acquisition of businesses | 121,057 | 850 | 1,050 |
LINC Logistics Company [Member] | ' | ' | ' |
Cash flows from financing activities: | ' | ' | ' |
Dividends paid | ' | -58,500 | -22,500 |
Distributions to LINC shareholders: | ' | ' | ' |
Payment of dividend payable | ' | 27,000 | 31,000 |
Dividends paid | ' | $58,500 | $22,500 |
Consolidated_Statements_of_Cas1
Consolidated Statements of Cash Flows (Parenthetical) (USD $) | 12 Months Ended |
In Thousands, unless otherwise specified | Dec. 31, 2011 |
Statement Of Cash Flows [Abstract] | ' |
Forgiveness of loan from County of Cuyahoga | $90 |
Consolidated_Statements_of_Sha
Consolidated Statements of Shareholders' Equity (USD $) | Total | Common stock [Member] | Paid-in capital [Member] | Treasury stock [Member] | Retained earnings [Member] | Accumulated Other Comprehensive Income (Loss) [Member] |
In Thousands | ||||||
Balances at Jan. 01, 2011 | $84,377 | $30,649 | $65,387 | ($6,625) | ($7,103) | $2,069 |
Net Income | 51,446 | ' | ' | ' | 51,446 | ' |
Comprehensive income | -907 | ' | ' | ' | ' | -907 |
Dividends paid | -15,555 | ' | ' | ' | -15,555 | ' |
Dividends declared by LINC | -22,500 | ' | ' | ' | -22,500 | ' |
LINC distribution for state tax withholding | -290 | ' | ' | ' | -290 | ' |
Purchases of treasury stock | -1,700 | ' | ' | -1,700 | ' | ' |
Balances at Dec. 31, 2011 | 94,871 | 30,649 | 65,387 | -8,325 | 5,998 | 1,162 |
Net Income | 47,688 | ' | ' | ' | 47,688 | ' |
Comprehensive income | -298 | ' | ' | ' | ' | -298 |
Dividends paid | -15,499 | ' | ' | ' | -15,499 | ' |
Dividends declared by LINC | -58,500 | ' | ' | ' | -58,500 | ' |
LINC distribution for state tax withholding | -383 | ' | ' | ' | -383 | ' |
LINC purchase adjustment | -10,102 | ' | -10,102 | ' | ' | ' |
Termination of LINC's S-Corp status | ' | ' | -55,285 | ' | 55,285 | ' |
Stock based compensation | 586 | 36 | 550 | ' | ' | ' |
Purchases of treasury stock | -991 | ' | ' | -991 | ' | ' |
Balances at Dec. 31, 2012 | 57,372 | 30,685 | 550 | -9,316 | 34,589 | 864 |
Net Income | 50,572 | ' | ' | ' | 50,572 | ' |
Comprehensive income | 1,251 | ' | ' | ' | ' | 1,251 |
Dividends paid | -4,209 | ' | ' | ' | -4,209 | ' |
Issuance of common stock | ' | 25 | -25 | ' | ' | ' |
LINC distribution for state tax withholding | ' | ' | ' | ' | ' | ' |
Stock based compensation | 585 | 36 | 549 | ' | ' | ' |
Purchases of treasury stock | -6 | ' | ' | -6 | ' | ' |
Balances at Dec. 31, 2013 | $105,565 | $30,746 | $1,074 | ($9,322) | $80,952 | $2,115 |
Consolidated_Statements_of_Sha1
Consolidated Statements of Shareholders' Equity (Parenthetical) (USD $) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Statement Of Stockholders Equity [Abstract] | ' | ' | ' |
Pre-merger dividends paid per common share | ' | $1 | $1 |
Dividends paid per share | $0.14 | ' | ' |
Summary_of_Significant_Account
Summary of Significant Accounting Policies | 12 Months Ended | ||||||||||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||||||||||
Accounting Policies [Abstract] | ' | ||||||||||||||||||||||||
Summary of Significant Accounting Policies | ' | ||||||||||||||||||||||||
-1 | Summary of Significant Accounting Policies | ||||||||||||||||||||||||
(a) | Business | ||||||||||||||||||||||||
Universal Truckload Services, Inc., referred to herein as Universal, or us, we or the Company, through its subsidiaries, is a leading asset-light provider of customized transportation and logistics solutions throughout the United States, Mexico and Canada. We provide our customers with supply chain solutions that can be scaled to meet their changing demands. We offer our customers with a broad array of services across their entire supply chain, including transportation, value-added, and intermodal services. Our customized solutions and flexible business model are designed to provide us with a highly variable cost. | |||||||||||||||||||||||||
(b) | Basis of Presentation | ||||||||||||||||||||||||
The consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. At December 31, 2013, we conducted our operation through the following operating and support subsidiaries: Universal Am-Can Ltd., The Mason & Dixon Lines, Inc., Mason Dixon Intermodal, Inc., Economy Transport, Inc., Louisiana Transportation, Inc., Great American Lines, Inc., Universal Logistics Solutions, Inc., Universal Logistics Solutions International, Inc., Cavalry Transportation, LLC, Logistics Insight Corporation, Pro Logistics, Inc., LINC Ontario, Ltd., Mohican Transport (a division of LINC Ontario, Ltd.), CTX, Inc., Central Global Express, Inc., On Demand Transport, Inc., OTR Logistics, Inc., Logistics Insight Corporation S. de R.L. de C.V., Stafflinc de Mexico, S. de R.L. de C.V., Flint Special Services, Inc., Logistics Services, Inc., Oakland Logistics Service, Inc., Smyrna Transfer, Inc., St. James Leasing, Inc., LGSI Equipment, Inc. of Wyoming, LGSI Equipment of Indiana, LLC, and Westport Axle Corporation. All significant intercompany accounts and transactions have been eliminated. | |||||||||||||||||||||||||
Through December 31, 2004, Universal was a wholly owned subsidiary of CenTra, Inc. On December 31, 2004, CenTra distributed all of Universal’s common stock to Matthew T. Moroun and a trust controlled by Manuel J. Moroun, collectively the Morouns, the sole shareholders of CenTra, Inc. CenTra, Inc., its subsidiaries and affiliates are referred to as “CenTra.” Subsequent to the initial public offering in 2005, the Morouns retained and continue to hold a controlling interest in Universal. The accompanying consolidated financial statements present the historical financial position, results of operations, and cash flows of the Company and are not necessarily indicative of what the financial position, results of operations, or cash flows would have been had the Company operated as an unaffiliated company during the periods presented. | |||||||||||||||||||||||||
Our fiscal year consists of four quarters, each with thirteen weeks. | |||||||||||||||||||||||||
(c) | Use of Estimates | ||||||||||||||||||||||||
The preparation of the consolidated financial statements requires management of the Company to make a number of estimates and assumptions related to the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the period. Significant items subject to such estimates and assumptions include the fair value of assets and liabilities acquired in business combinations; carrying amounts of property and equipment and intangible assets; marketable securities; valuation allowances for receivables; and liabilities related to insurance and claim costs. Actual results could differ from those estimates. | |||||||||||||||||||||||||
(d) | Cash and Cash Equivalents | ||||||||||||||||||||||||
Cash and cash equivalents consist of cash and short-term, highly liquid investments with an original maturity of three months or less. | |||||||||||||||||||||||||
It is our policy to record checks issued in excess of funds on deposit as accounts payable for balance sheet presentation, and include the changes in these positions as cash flows from operating activities in the statements of cash flows. At December 31, 2013, funds on deposit were in excess of checks issued and no reclassification was necessary. At December 31, 2012, accounts payable included reclassification of checks issued in excess of funds on deposit in the amount of $13.4 million. The change in the amount of checks issued in excess of funds on deposit of $13.4 million, $3.4 million, and $8.2 million for 2013, 2012 and 2011, respectively, is included in cash flows from operating activities in the statements of cash flows as a change in accounts payable, accrued expenses and other current liabilities. | |||||||||||||||||||||||||
(e) | Marketable Securities | ||||||||||||||||||||||||
At December 31, 2013 and 2012, marketable securities, all of which are available-for-sale, consist of common and preferred stocks. Marketable securities are carried at fair value, with unrealized gains and losses, net of related income taxes, reported as accumulated other comprehensive income (loss), except for losses from impairments which are determined to be other-than-temporary. Realized gains and losses, and declines in value judged to be other-than-temporary on available-for-sale securities are included in the determination of net income and are included in other non-operating income (expense), at which time the average cost basis of these securities are adjusted to fair value. Fair values are based on quoted market prices at the reporting date. Interest and dividends on available-for-sale securities are included in other non-operating income (expense). During the years ended December 31, 2013, 2012 and 2011, we received proceeds of $0.5 million, $7.5 million, and $2.4 million from the sale of marketable securities with a combined cost of $0.4 million, $5.3 million, and $1.2 million resulting in a realized gain of $0.1 million, $2.2 million, and $1.1 million, respectively. | |||||||||||||||||||||||||
The cost, gross unrealized holding gains, gross unrealized holding losses, and fair value of available-for-sale securities by type were as follows (in thousands): | |||||||||||||||||||||||||
Cost | Gross | Gross | Fair | ||||||||||||||||||||||
unrealized | unrealized | Value | |||||||||||||||||||||||
holding | holding | ||||||||||||||||||||||||
gains | (losses) | ||||||||||||||||||||||||
At December 31, 2013 | |||||||||||||||||||||||||
Equity Securities | $ | 7,717 | $ | 3,974 | $ | (65 | ) | $ | 11,626 | ||||||||||||||||
At December 31, 2012 | |||||||||||||||||||||||||
Equity Securities | $ | 8,106 | $ | 2,077 | $ | (221 | ) | $ | 9,962 | ||||||||||||||||
Included in equity securities at December 31, 2013 were securities with a book basis of $0.5 million and a cumulative loss position of $0.1 million, the impairment of which we consider to be temporary. We consider several factors in determining as to whether declines in value are judged to be temporary or other-than-temporary, including the severity and duration of the decline, the financial condition and near-term prospects of the specific issuers and the industries in which they operate, and our intent and ability to hold these securities. We may incur future impairment charges if declines in market values continue and/or worsen and impairments are no longer considered temporary. | |||||||||||||||||||||||||
The fair value and gross unrealized holding losses of our marketable securities that are not deemed to be other-than-temporarily impaired aggregated by type and length of time they have been in a continuous unrealized loss position were as follows (in thousands): | |||||||||||||||||||||||||
Less than 12 Months | 12 Months or Greater | Total | |||||||||||||||||||||||
Fair | Unrealized | Fair | Unrealized | Fair | Unrealized | ||||||||||||||||||||
Value | Losses | Value | Losses | Value | Losses | ||||||||||||||||||||
At December 31, 2013 | |||||||||||||||||||||||||
Equity securities | $ | 167 | $ | 3 | $ | 289 | $ | 62 | $ | 456 | $ | 65 | |||||||||||||
At December 31, 2012 | |||||||||||||||||||||||||
Equity securities | $ | 1,222 | $ | 117 | $ | 164 | $ | 103 | $ | 1,386 | $ | 220 | |||||||||||||
At December 31, 2013, our portfolio of equity securities in a continuous loss position, the impairment of which we consider to be temporary, consists primarily of common stocks in the banking, diversified holdings, steel, and transportation industries. The fair value and unrealized losses are distributed in five publicly traded companies, with no single industry or company representing a material or concentrated unrealized loss. We have evaluated the near-term prospects of the various industries, as well as the specific issuers within our portfolio, in relation to the severity and duration of the impairments, and based on that evaluation, and our ability and intent to hold these investments for a reasonable period of time to allow for a recovery of fair value, we do not consider these investments to be other-than-temporarily impaired at December 31, 2013. | |||||||||||||||||||||||||
The Company from time to time invests cash in excess of its current needs in marketable securities, much of which is held in equity securities, which are actively traded on public exchanges. It is our philosophy to minimize the risk of capital loss without foregoing the potential for capital appreciation through investing in value-and-income oriented investments. However, holding equity securities subjects us to fluctuations in the market value of our investment portfolio based on current market prices, and a decline in market prices or other unstable market conditions could cause a loss in the value of our marketable securities classified as available-for-sale. | |||||||||||||||||||||||||
(f) | Accounts Receivable | ||||||||||||||||||||||||
Accounts receivable are recorded at the net invoiced amount, net of an allowance for doubtful accounts, and do not bear interest. They include unbilled amounts for services rendered in the respective period but not yet billed to the customer until a future date, which typically occurs within one month. In order to reflect customer receivables at their estimated net realizable value, we record charges against revenue based upon current information. These charges generally arise from rate changes, errors, and revenue adjustments that may arise from contract disputes or differences in calculation methods employed by the customer. The allowance for doubtful accounts is our best estimate of the amount of probable credit losses in our existing accounts receivable. We determine the allowance based on historical write-off experience and the aging of our outstanding accounts receivable. Balances are considered past due based on invoiced terms. Account balances are charged off against the allowance after all means of collection have been exhausted and the potential for recovery is considered remote. We do not have any off-balance-sheet credit exposure related to our customers. Accounts receivable from affiliates are shown separately and include trade receivables from the sale of services to affiliates. | |||||||||||||||||||||||||
(g) | Inventories | ||||||||||||||||||||||||
Included in prepaid expenses and other is inventory used in our machining service operations. Inventories are stated at the lower of cost or market. Cost is determined using the first-in, first-out method. Provisions for excess and obsolete inventories are based on our assessment of excess and obsolete inventory on a product-by-product basis. | |||||||||||||||||||||||||
At December 31, inventory consists of the following (in thousands): | |||||||||||||||||||||||||
2013 | |||||||||||||||||||||||||
Raw materials and supplies | $ | 3,197 | |||||||||||||||||||||||
Finished goods | 428 | ||||||||||||||||||||||||
$ | 3,625 | ||||||||||||||||||||||||
(h) | Property and Equipment | ||||||||||||||||||||||||
Property and equipment, including leasehold improvements, are carried at cost less accumulated depreciation. Depreciation is computed using the straight-line method over the estimated useful lives of the assets as follows: | |||||||||||||||||||||||||
Description | Life in Years | ||||||||||||||||||||||||
Transportation equipment | 5 - 15 | ||||||||||||||||||||||||
Other operating assets | 3 - 15 | ||||||||||||||||||||||||
Information technology equipment | 2 - 5 | ||||||||||||||||||||||||
Buildings and related assets | 10 - 39 | ||||||||||||||||||||||||
The amounts recorded for depreciation expense were $17.6 million, $15.2 million, and $14.3 million for the years ended December 31, 2013, 2012 and 2011, respectively. | |||||||||||||||||||||||||
Tire repairs, replacement tires, replacement batteries, consumable tools used in our logistics services, and routine repairs and maintenance on vehicles are expensed as incurred. Parts and fuel inventories are included in prepaid expenses and other. We capitalize certain costs associated with vehicle repairs and maintenance that materially extend the life or increase the value of the vehicle or pool of vehicles. | |||||||||||||||||||||||||
(i) | Intangible Assets | ||||||||||||||||||||||||
Intangible assets subject to amortization consist of customer contracts and agent and customer relationships that have been acquired in business combinations. These assets are amortized either over the period of economic benefit or on a straight-line basis over the estimated useful lives of the related intangible asset. The estimated useful lives of these intangible assets range from five months to nineteen years. The weighted average amortization period for customer contracts is approximately three years, and the weighted average amortization period for agent and customer relationships is approximately fourteen years. Collectively, the weighted average amortization period of assets subject to amortization is approximately twelve years. The useful lives of acquired trademarks are indefinite and, therefore, not subject to amortization. | |||||||||||||||||||||||||
Our identifiable intangible assets as of December 31, 2013 and 2012 are as follows (in thousands): | |||||||||||||||||||||||||
2013 | 2012 | ||||||||||||||||||||||||
Indefinite Lived Intangibles: | |||||||||||||||||||||||||
Trademarks | $ | 2,500 | $ | — | |||||||||||||||||||||
Definite Lived Intangibles: | |||||||||||||||||||||||||
Agent and customer relationships | 64,052 | 29,352 | |||||||||||||||||||||||
Customer contracts | 20,600 | — | |||||||||||||||||||||||
Less: accumulated amortization | (24,345 | ) | (22,237 | ) | |||||||||||||||||||||
Intangible assets, net | $ | 60,307 | $ | 7,115 | |||||||||||||||||||||
Total Identifiable Intangible Assets | $ | 62,807 | $ | 7,115 | |||||||||||||||||||||
Estimated amortization expense by year is as follows (in thousands): | |||||||||||||||||||||||||
2014 | $ | 9,930 | |||||||||||||||||||||||
2015 | 8,958 | ||||||||||||||||||||||||
2016 | 7,280 | ||||||||||||||||||||||||
2017 | 5,904 | ||||||||||||||||||||||||
2018 | 2,375 | ||||||||||||||||||||||||
Thereafter | 25,860 | ||||||||||||||||||||||||
Total | $ | 60,307 | |||||||||||||||||||||||
The amounts recorded for amortization expense were $2.1 million, $3.0 million, and $3.4 million for the years ended December 31, 2013, 2012 and 2011, respectively. | |||||||||||||||||||||||||
(j) | Goodwill | ||||||||||||||||||||||||
Goodwill represents the excess purchase price over the fair value of assets acquired in connection with the Company’s acquisitions. Under FASB Accounting Standards Codification, or ASC, Topic 805 “Business Combinations”, we are required to test goodwill for impairment annually (in our third fiscal quarter) or more frequently, whenever events occur or circumstances change that would more likely than not reduce the fair value of a reporting unit with goodwill below its carrying amount. We have the option to first assess qualitative factors to determine whether or not it is necessary to perform a two-step quantitative goodwill impairment test. If we choose that option, we would not be required perform Step 1 of the test unless we determine that, based on a qualitative assessment, it is more likely than not that the fair value of a reporting unit is less than its carrying value. If we determines that it is more likely than not, or if we choose not to perform a qualitative assessment, then we may then proceed with Step 1 of the two-step impairment test. Under the first step, we compare the fair value of each of the Company’s reporting units with goodwill to their related carrying values. If the fair value of a reporting unit is less than its carrying value, an indication of goodwill impairment exists for the reporting unit and we must perform Step 2 of the impairment test. Under Step 2, an impairment loss is recognized for any excess of the carrying amount of the reporting unit’s goodwill over the implied fair value of that goodwill. Determining the fair value of a reporting unit requires the use of significant estimates and assumptions. We estimate the fair value of its reporting units utilizing the income approach through the application of a discounted cash flow analysis. Key assumptions used to determine the fair value of each reporting unit as of our annual testing date were: (a) future expected cash flows; (b) estimated residual growth rates and (c) discount rates, which were based on our best estimates of the after-tax weighted-average cost of capital. Additionally, we consider our market capitalization in comparison to the fair value of our reporting units. During the third quarter of 2013, we completed our goodwill impairment testing and determined that the fair value of each reporting unit with goodwill exceeded its respective carrying value of the net assets. Accordingly, no impairment loss was recognized. | |||||||||||||||||||||||||
The changes in the carrying amount of goodwill for the years ended December 31, 2013 and 2012 are as follows (in thousands): | |||||||||||||||||||||||||
Balance as of January 1, 2012 | $ | 17,722 | |||||||||||||||||||||||
Business Acquisitions | 243 | ||||||||||||||||||||||||
Balance as of December 31, 2012 | 17,965 | ||||||||||||||||||||||||
Westport Acquisition | 56,624 | ||||||||||||||||||||||||
Balance as of December 31, 2013 | $ | 74,589 | |||||||||||||||||||||||
At both December 31, 2013 and 2012, $18.0 million of goodwill was recorded in our transportation segment. As of December 31, 2013, $56.6 million of goodwill is recorded in our logistics segment, and none at December 31, 2012. | |||||||||||||||||||||||||
(k) | Long-Lived Assets | ||||||||||||||||||||||||
Long-lived assets, other than goodwill, and indefinite lived intangibles such as property and equipment and purchased intangible assets subject to amortization are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. If circumstances require a long-lived asset to be tested for possible impairment, we first compare the undiscounted cash flows expected to be generated by a long-lived asset to its carrying value. If the carrying value of the long-lived asset is deemed to not be recoverable on an undiscounted cash flow basis, an impairment charge is recognized to the extent that the carrying value exceeds its fair value. Fair value is determined through various valuation techniques including discounted cash flow models, quoted market prices and independent third-party appraisals. Changes in management’s judgment relating to salvage values and/ or estimated useful lives could result in greater or lesser annual depreciation expense or impairment charges in the future. Indefinite lived intangibles are tested for impairment annually using a model similar to that used to test goodwill for impairment. | |||||||||||||||||||||||||
(l) | Contingent Consideration | ||||||||||||||||||||||||
Contingent consideration arrangements granted in connection with a business combination are evaluated to determine whether contingent consideration is, in substance, additional purchase price of an acquired enterprise or compensation for services, use of property or profit sharing. Additional purchase price is added to the fair value of consideration transferred in the business combination and compensation is included in operating expenses in the period it is incurred. Contingent consideration is remeasured to fair value at each reporting date until the contingency is resolved. | |||||||||||||||||||||||||
(m) | Fair Value of Financial Instruments | ||||||||||||||||||||||||
For cash equivalents, accounts receivables, accounts payable, and accrued expenses, the carrying amounts are reasonable estimates of fair value as the assets are readily redeemable or short-term in nature and the liabilities are short-term in nature. Marketable securities, consisting primarily of equity securities, are carried at fair market value as determined by quoted market prices. Our senior debt and line of credit consists of variable rate borrowings. The carrying value of these borrowings approximates fair value because the applicable interest rates are adjusted frequently based on short-term market rates. | |||||||||||||||||||||||||
(n) | Deferred Compensation | ||||||||||||||||||||||||
Deferred compensation relates to our bonus plans. Annual bonuses may be awarded to certain operating, sales and management personnel based on overall Company performance and achievement of specific employee or departmental objectives. Such bonuses are typically paid in annual installments over a five-year period. All bonus amounts earned by and due to employees in the current year are included in accrued expenses and other current liabilities. Those that are payable in subsequent years are included in other long-term liabilities. | |||||||||||||||||||||||||
(o) | Closing Costs | ||||||||||||||||||||||||
Our customers may discontinue or alter their business activity in a location earlier than anticipated, prompting us to exit a customer-dedicated facility. We recognize exit costs associated with operations that close or are identified for closure as an accrued liability in the Consolidated Balance Sheets. Such charges include lease termination costs, employee termination charges, asset impairment charges, and other exit-related costs associated with a plan approved by management. If we close an operating facility before its lease expires, costs to terminate a lease are recognized when an early termination provision is exercised, or we record a liability for non-cancellable lease obligations based on the fair value of remaining lease payments, reduced by any existing or prospective sublease rentals. Employee termination costs are recognized in the period that the closure is communicated to affected employees. The recognition of exit and disposal charges requires us to make certain assumptions and estimates as to the amount and timing of such charges. Subsequently, adjustments are made for changes in estimates in the period in which the change becomes known. | |||||||||||||||||||||||||
(p) | Revenue and Related Expenses | ||||||||||||||||||||||||
We are the primary obligor when rendering transportation services, value-added services and intermodal services, and we assume the corresponding credit risk with customers. We have discretion in setting sales prices and, as a result, our earnings may vary. In addition, we have discretion to choose and negotiate terms with our multiple suppliers for the services ordered by our customers. This includes owner-operators with whom we contract to deliver our transportation services. As such, revenue and the related purchased transportation and commissions are recognized on a gross basis when persuasive evidence of an arrangement exists, delivery has occurred at the receiver’s location or for service arrangements after the related services have been rendered, the revenue and related expenses are fixed or determinable and collectability is reasonably assured. Fuel surcharges, where separately identifiable, of $118.6 million, $115.2 million and $110.6 million for the years ended December 31, 2013, 2012 and 2011, respectively, are included in operating revenues. | |||||||||||||||||||||||||
Revenues and associated costs for the sales of axles and machined components are recognized when title has passed and the risks and rewards of ownership are transferred, which is at the time of shipment. | |||||||||||||||||||||||||
Our customer contracts could involve multiple revenue-generating activities performed for the same customer. When several contracts are entered into with the same customer in a short period of time, we evaluate whether these contracts should be considered as a single, multiple element contract for revenue recognition purposes. Criteria we consider that may result in the aggregation of contracts include whether such contracts are actually entered into within a short period of time, whether services in multiple contracts are interrelated, or if the negotiation and terms of one contract show or include consideration for another contract or contracts. Our current contracts have not been required to be aggregated, as they are negotiated independently on a standalone basis. Our customers typically choose their vendor and award business at the conclusion of a competitive bidding process for each service. As a result, although we evaluate customer purchase orders and agreements for multiple elements and aggregation of individual contracts into a multiple element arrangement, our current contracts do not meet the criteria required for multiple element contract accounting. | |||||||||||||||||||||||||
(q) | Insurance & Claims | ||||||||||||||||||||||||
Insurance and claims expense represents charges for premiums and the accruals made for claims within our self-insured retention amounts. The accruals are primarily related to auto liability, general liability, cargo and equipment damage, and service failure claims. A liability is recognized for the estimated cost of all self-insured claims including an estimate of incurred but not reported claims based on historical experience and for claims expected to exceed our policy limits. We may also make accruals for personal injury and property damage to third parties, and workers’ compensation claims if a claim exceeds our insurance coverage. Such accruals are based upon individual cases and estimates of ultimate losses, incurred but not reported losses, and losses arising from known claims ultimately settling in excess of insurance coverage using loss development factors based upon industry data and past experience. Since the reported accrual is an estimate, the ultimate liability may be different from the amount recorded. If adjustments to previously established accruals are required, such amounts are included in operating expenses in the current period. We maintain insurance with licensed insurance carriers. Legal expenses related to auto liability claims are covered under our insurance policy. We are responsible for all other legal expenses related to claims. | |||||||||||||||||||||||||
In brokerage arrangements, our exposure to liability associated with accidents incurred by other third-party carriers, who haul freight on our behalf, is reduced by various factors including the extent to which the third party providers maintain their own insurance coverage. | |||||||||||||||||||||||||
Our insurance expense varies primarily based upon the frequency and severity of our accident experience, insurance rates, coverage limits, and self-insured retention amounts. | |||||||||||||||||||||||||
(r) | Stock Based Compensation | ||||||||||||||||||||||||
We record compensation expense for the grant of stock based awards. Compensation expense is measured at the grant date, based on the calculated fair value of the award, and recognized as an expense over the requisite service period (generally the vesting period of the grant). During 2012, the Company granted 178,137 shares of restricted stock to certain employees with a market price at the date of grant of $16.42. No stock based awards were granted in 2013 or 2011. | |||||||||||||||||||||||||
(s) | Income Taxes | ||||||||||||||||||||||||
Deferred income taxes are provided for temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Deferred 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. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. | |||||||||||||||||||||||||
We are no longer subject to U.S. federal income tax examinations by tax authorities for years before 2010. In addition, we file income tax returns in various state, local and foreign jurisdictions. Historically, we have been responsible for filing separate state, local and foreign income tax returns for ourself and our subsidiaries. We are no longer subject to state or foreign jurisdiction income tax examinations for years before 2009 and 2008, respectively. | |||||||||||||||||||||||||
We recognize the effect of income tax positions only if those positions are more likely than not of being sustained. Recognized income tax positions are measured at the largest amount that is greater than 50% likely of being realized. Changes in recognition or measurement are reflected in the period in which the change in judgment occurs. We recognize interest related to unrecognized tax benefits in income tax expense and penalties in other operating expenses. | |||||||||||||||||||||||||
(t) | Foreign Currency Translation | ||||||||||||||||||||||||
The financial statements of the Company’s subsidiaries operating in Mexico and Canada are prepared to conform to U.S. GAAP and translated into U.S. Dollars by applying a current exchange rate. The local currency has been determined to be the functional currency. Items appearing in the Consolidated Statements of Income are translated using average exchange rates during each period. Assets and liabilities of international operations are translated at period-end exchange rates. Translation gains and losses are reported in accumulated other comprehensive income (loss) as a component of shareholders’ equity. | |||||||||||||||||||||||||
(u) | Segment Information | ||||||||||||||||||||||||
In the prior year, we reported LINC’s financial performance separately from our single reportable segment that predated the acquisition. Beginning with the thirteen week period ended June 29, 2013, we determined that our financial results should be reported in two reportable segments, the transportation segment and the logistics segment, based on the nature of the underlying customer commitments and the types of investments required to support these commitments. This presentation reflects the manner in which management evaluates our operating segments, including an evaluation of economic characteristics and applicable aggregation criteria. There has been no impact on our consolidated balance sheets, statements of income, comprehensive income or cash flows for the change in reportable segments for any period. Prior period segment information has been adjusted to reflect the change in segment reporting. | |||||||||||||||||||||||||
Operations aggregated in our transportation segment are associated with individual freight shipments coordinated by our agents, company-managed terminals and specialized services operations. In contrast, operations aggregated in our logistics segment deliver value-added, machining or transportation services to specific customers on a dedicated basis, generally pursuant to contract terms of one year or longer. Other non-reportable operating segments are comprised of the Company’s subsidiaries that provide support services to other subsidiaries and to owner-operators, including shop maintenance and equipment leasing. | |||||||||||||||||||||||||
(v) | Concentrations of Credit Risk | ||||||||||||||||||||||||
Financial instruments, which potentially subject us to concentrations of credit risk, consist principally of cash and cash equivalents, marketable securities and accounts receivable. We maintain our cash and cash equivalents and marketable securities with high quality financial institutions. We perform ongoing credit evaluations of our customers and generally do not require collateral. Our customers are generally concentrated in the automotive, wind energy, building materials, machinery and metals industries. During the fiscal years ended December 31, 2013, 2012 and 2011, aggregate sales in the automotive industry totaled 33.8%, 30.7% and 32.5% of revenue, respectively. In 2013, General Motors accounted for approximately 12.4% of our total operating revenues and sales to our top 10 customers, including General Motors, totaled 41.1%. | |||||||||||||||||||||||||
(w) | Unaudited Pro Forma Earnings Per Share | ||||||||||||||||||||||||
Prior to its acquisition by Universal on October 1, 2012, LINC was an S Corporation for U.S. federal income tax purposes. As a result, LINC had no U.S. federal income tax liability, but had state and local liabilities in certain jurisdictions attributable to earnings as an S Corporation. Pro forma basic and diluted earnings per share have been computed to give effect to the termination of LINC’s S Corporation status and acquisition by Universal, which changes the provision for income taxes for each period presented. We assume a blended statutory federal, state and local rate of 38.5% and 39.9% in 2012 and 2011, respectively. | |||||||||||||||||||||||||
The following table sets forth a reconciliation of the numerator and denominator used in the calculation of basic and diluted earnings per share for the periods presented (in thousands, except per share data): | |||||||||||||||||||||||||
2012 | 2011 | ||||||||||||||||||||||||
Net income | $ | 47,688 | $ | 51,446 | |||||||||||||||||||||
Pro forma provision for income taxes due to LINC’s conversion to a “C” corporation | 11,059 | 12,016 | |||||||||||||||||||||||
Pro forma net income | $ | 36,629 | $ | 39,430 | |||||||||||||||||||||
Pro forma earnings per common share: | |||||||||||||||||||||||||
Basic | $ | 1.22 | $ | 1.31 | |||||||||||||||||||||
Diluted | $ | 1.22 | $ | 1.31 | |||||||||||||||||||||
Weighted average number of common shares outstanding: | |||||||||||||||||||||||||
Basic | 30,032 | 30,121 | |||||||||||||||||||||||
Diluted | 30,036 | 30,121 |
Business_Combinations
Business Combinations | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Business Combinations [Abstract] | ' | ||||||||
Business Combinations | ' | ||||||||
-2 | Business Combinations | ||||||||
Acquisitions Accounted for Using the Purchase Method | |||||||||
In December 2013, we acquired Westport USA Holding, LLC (“Westport”) for $123.0 million in cash, subject to a working capital adjustment after closing. Pursuant to the terms of the Unit Purchase Agreement, Westport was acquired on a cash-free, debt-free basis. Based in Louisville, Kentucky, Westport provides value-added warehousing and component distribution services to U.S. manufacturers of Class 4-8 trucks, RVs and super-duty trucks. Westport also machines and distributes steering knuckles and axle components for the automotive industry. We used available cash and borrowings under our Revolving Credit and Term Loan Agreement to finance the acquisition (see Note 6 “Debt”). As of December 31, 2013, $120.8 million of the purchase price was paid in cash and approximately $2.2 million is included in accrued expenses and other current liabilities. The working capital adjustments are being finalized and we do not expect there to be a material change in the purchase price as a result. | |||||||||
The acquisition of Westport was accounted for in accordance with ASC 805 “Business Combinations.” Assets acquired and liabilities assumed were recorded at their estimated fair values as of December 19, 2013, with the remaining unallocated purchase price recorded as goodwill. The goodwill recorded is included in our logistics segment, and is non-deductible for income tax purposes. The estimated useful lives of these intangible assets range from five months to nineteen years. The preliminary allocation of the purchase price is as follows (in thousands): | |||||||||
Current assets | $ | 24,783 | |||||||
Property and equipment | 17,081 | ||||||||
Goodwill | 56,624 | ||||||||
Intangible assets | 57,800 | ||||||||
Other long-term assets | 474 | ||||||||
Current liabilities | (3,970 | ) | |||||||
Capital lease obligations | (4,685 | ) | |||||||
Deferred tax liabilities, net | (25,083 | ) | |||||||
$ | 123,024 | ||||||||
The intangible assets acquired represent Westport’s acquired trademarks, customer contracts and customer relationships. The acquired customer contracts and customer relationships are being amortized over a period from five months to nineteen years. The useful lives of acquired trademarks are indefinite and, therefore, not subject to amortization. | |||||||||
The following unaudited pro forma consolidated results of operations for the twelve-month periods ended December 31, 2013 and 2012 present consolidated information of the Company as if Westport was acquired on January 1, 2012 (in thousands, except per share data): | |||||||||
Pro Forma Twelve | Pro Forma Twelve | ||||||||
Months Ended | Months Ended | ||||||||
December 31, 2013 | December 31, 2012 | ||||||||
Operating revenues | $ | 1,121,459 | $ | 1,095,393 | |||||
Operating income | $ | 93,972 | $ | 66,848 | |||||
Net Income | $ | 54,791 | $ | 44,143 | |||||
Earnings per common share: | |||||||||
Basic | $ | 1.82 | $ | 1.47 | |||||
Diluted | $ | 1.82 | $ | 1.47 | |||||
The unaudited pro forma consolidated results for the twelve-month periods were prepared using the acquisition method of accounting and are based on the historical financial information of Westport and the Company. The historical financial information has been adjusted to give effect to pro forma adjustments that are: (i) directly attributable to the acquisition, (ii) factually supportable and (iii) expected to have a continuing impact on the combined results. The unaudited pro forma condensed combined financial statements are presented for illustrative purposes and do not purport to represent what the financial position or results of operations would actually have been had we acquired Westport on January 1, 2012. | |||||||||
The acquisition of Westport strategically enhances our customer base by further penetrating industrial markets, specifically to manufacturers of medium and heavy-duty trucks. We believe that Westport’s value-added services and limited capital requirements fit nicely into our business model and long-term growth strategy. The operating results of Westport have been included in the Consolidated Statements of Income since its acquisition date. Included in our operating results are transaction and other acquisition related costs totaling $0.7 million, which are reflected in selling, general and administrative expenses in the Consolidated Statements of Income. | |||||||||
In May 2012, we acquired certain assets of TFX Incorporated, or TFX, based in Durham, North Carolina through a Limited Asset Purchase Agreement for approximately $1.1 million. TFX is primarily a regional provider of intermodal transportation services strategically positioned to service the primary port areas on the East Coast and the key railheads and major manufacturing centers of the Southern and Midwestern United States. We used available cash and cash equivalents to finance acquisition. Pursuant to the acquisition, TFX operates as part of Mason Dixon Intermodal, Inc. | |||||||||
The pro forma effect of this acquisition has been omitted, as the effect is immaterial to the Company’s results of operations, financial position and cash flows. The allocation of the purchase price is as follows (in thousands): | |||||||||
Intangible assets | $ | 657 | |||||||
Property and equipment | 200 | ||||||||
Goodwill (tax deductible) | 243 | ||||||||
$ | 1,100 | ||||||||
The intangible assets acquired represent the acquired companies’ customer relationships and are being amortized over a period of seven years. | |||||||||
The operating results of the TFX have been included in the Consolidated Statements of Income since its acquisition date; however, it has not been separately disclosed as it is deemed immaterial. | |||||||||
In March 2011, we acquired certain assets of Hart Transportation, Inc., or Hart, based in Jacksonville, Florida through a Limited Asset Purchase Agreement for approximately $1.4 million. We used available cash and cash equivalents to finance acquisition. Pursuant to the acquisition, Hart operates as part of Universal Am-Can, Ltd. | |||||||||
The pro forma effect of this acquisition has been omitted, as the effect is immaterial to the Company’s results of operations, financial position and cash flows. The allocation of the purchase price is as follows (in thousands): | |||||||||
Intangible assets | $ | 915 | |||||||
Goodwill (tax deductible) | 491 | ||||||||
$ | 1,406 | ||||||||
The intangible assets acquired represent the acquired companies’ customer relationships and are being amortized over a period of seven years. | |||||||||
The operating results of Hart have been included in the Consolidated Statements of Income since its acquisition date; however, it has not been separately disclosed as it is deemed immaterial. | |||||||||
Goodwill represents the excess of purchase price over the estimated fair value assigned to the net tangible and identifiable intangible assets of the businesses acquired, and the expected synergies to be achieved through the integration of the acquired companies into Universal. | |||||||||
Acquisition Accounted for Between Entities Under Common Control | |||||||||
In October 2012, we completed the acquisition of LINC whereby each outstanding share of LINC common stock was converted into the right to receive consideration consisting of 0.700 of a share of common stock of the Company and cash in lieu of fractional shares. This resulted in the issuance of 14,527,332 shares of the Company’s common stock. Our majority shareholders beneficially owned, in the aggregate, 100% of the common stock of LINC. The effects of the retroactive restatement of the Company’s 2011 financial statements using the guidance for transactions between entities under common control as described in ASC Topic 805 – “Business Combinations” are summarized below (in thousands, except per share data): | |||||||||
Year ended | |||||||||
December 31, | |||||||||
2011 | |||||||||
Total operating revenues: | |||||||||
Universal, as previously reported on Form 10-K for the year ended December 31, 2011 | $ | 699,771 | |||||||
LINC | 290,929 | ||||||||
Elimination of intercompany transactions | (28 | ) | |||||||
Universal, as restated | $ | 990,672 | |||||||
Net income: | |||||||||
Universal, as previously reported on Form 10-K for the year ended December 31, 2011 | $ | 15,813 | |||||||
LINC | 35,633 | ||||||||
Universal, as restated | $ | 51,446 | |||||||
Earnings per common share: | |||||||||
Basic: | |||||||||
Universal, as previously reported on Form 10-K for the year ended December 31, 2011 | $ | 1.01 | |||||||
Universal, as restated | $ | 1.71 | |||||||
Diluted: | |||||||||
Universal, as previously reported on Form 10-K for the year ended December 31, 2011 | $ | 1.01 | |||||||
Universal, as restated | $ | 1.71 | |||||||
Upon closing the merger with LINC on October 1, 2012, we borrowed approximately $149.1 million to repay LINC’s outstanding indebtedness and dividends payable. During 2012, we also expensed transaction fees and other costs related to the merger totaling $8.4 million, which are reflected in selling, general and administrative expenses in the Consolidated Statements of Income. |
Accounts_Receivable
Accounts Receivable | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Text Block [Abstract] | ' | ||||||||||||
Accounts Receivable | ' | ||||||||||||
-3 | Accounts Receivable | ||||||||||||
Accounts receivable amounts appearing in the financial statements include both billed and unbilled receivables. We bill customers in accordance with contract terms, which may result in a brief timing difference between when revenue is recognized and when invoices are rendered. Unbilled receivables, which usually are billed within one month, totaled $12.8 million and $14.1 million at December 31, 2013 and 2012, respectively. | |||||||||||||
Accounts receivable are presented net of an allowance for doubtful accounts. Following is a summary of the activity in the allowance for doubtful accounts for the years ended December 31 (in thousands): | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Balance at beginning of year | $ | 2,515 | $ | 3,874 | $ | 5,217 | |||||||
Provision for doubtful accounts | 1,515 | 1,190 | 1,306 | ||||||||||
Acquisition of businesses | 163 | — | — | ||||||||||
Uncollectible accounts written off | (1,505 | ) | (2,549 | ) | (2,649 | ) | |||||||
Balance at end of year | $ | 2,688 | $ | 2,515 | $ | 3,874 | |||||||
Property_and_Equipment
Property and Equipment | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Property Plant And Equipment [Abstract] | ' | ||||||||
Property and Equipment | ' | ||||||||
-4 | Property and Equipment | ||||||||
Property and equipment at December 31 consists of the following (in thousands): | |||||||||
2013 | 2012 | ||||||||
Transportation equipment | $ | 151,395 | $ | 147,733 | |||||
Land, buildings and related assets | 68,653 | 66,936 | |||||||
Other operating assets | 43,624 | 26,697 | |||||||
Information technology equipment | 14,427 | 10,849 | |||||||
Construction in process | 2,163 | 2,312 | |||||||
280,262 | 254,527 | ||||||||
Less accumulated depreciation | (137,606 | ) | (126,736 | ) | |||||
Total | $ | 142,656 | $ | 127,791 | |||||
Accrued_Expenses_and_Other_Cur
Accrued Expenses and Other Current Liabilities | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Payables And Accruals [Abstract] | ' | ||||||||
Accrued Expenses and Other Current Liabilities | ' | ||||||||
-5 | Accrued Expenses and Other Current Liabilities | ||||||||
Accrued expenses consist of the following items at December 31 (in thousands): | |||||||||
2013 | 2012 | ||||||||
Payroll related items | $ | 8,080 | $ | 6,582 | |||||
Driver escrow liabilities | 6,099 | 5,769 | |||||||
Commissions, taxes and other | 6,893 | 4,779 | |||||||
Total | $ | 21,072 | $ | 17,130 | |||||
Debt
Debt | 12 Months Ended | ||||||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||||||
Debt Disclosure [Abstract] | ' | ||||||||||||||||||||
Debt | ' | ||||||||||||||||||||
-6 | Debt | ||||||||||||||||||||
Debt is comprised of the following (in thousands): | |||||||||||||||||||||
Interest Rates at | December 31, | ||||||||||||||||||||
December 31, 2013 | 2013 | 2012 | |||||||||||||||||||
Outstanding Debt: | |||||||||||||||||||||
Syndicated credit facility | |||||||||||||||||||||
$120 million revolving credit facility | LIBOR + 1.35 | % | $ | 60,000 | $ | 64,000 | |||||||||||||||
$60 million equipment financing facility | LIBOR + 1.60 | % | 57,500 | 32,000 | |||||||||||||||||
$50 million term loan | LIBOR + 2.50 | % | 50,000 | 50,000 | |||||||||||||||||
$70 million term loan B | LIBOR + 2.50 | % | 70,000 | — | |||||||||||||||||
UBS secured borrowing facility | LIBOR + 0.85 | % | — | — | |||||||||||||||||
237,500 | 146,000 | ||||||||||||||||||||
Less current portion | 5,482 | — | |||||||||||||||||||
Total long-term debt | $ | 232,018 | $ | 146,000 | |||||||||||||||||
Syndicated credit facility | |||||||||||||||||||||
On December 19, 2013, we entered into a Second Amendment (the “Amendment”) to our Revolving Credit and Term Loan Agreement dated August 28, 2012, (the “Credit Agreement”) with and among the lenders parties thereto and Comerica Bank, as administrative agent, to provide for aggregate borrowing facilities of up to $300 million. The Amendment modifies the Credit Agreement to allow for additional borrowings of $70 million under a new term loan and a $10 million increase in the revolving credit facility. The Credit Agreement, as amended, consists of a $120 million revolving credit facility (which amount may be increased by up to $20 million upon request of the Company and approval of the lenders), a $60 million equipment credit facility, a $50 million term loan, and a $70 million term loan B. Additionally, the Credit Agreement provides for up to $5 million in letters of credit, which letters of credit reduce availability under the revolving credit facility. | |||||||||||||||||||||
On December 19, 2013, we used available cash, $70 million in proceeds from the new term loan, $25 million in proceeds from our revolving credit facility, and $25.5 million in additional borrowings from our existing equipment credit facility to pay the aggregate cash consideration and expenses related to the acquisition of Westport (see Note 2 “Business Combinations”). | |||||||||||||||||||||
$120 million Revolving Credit Facility | |||||||||||||||||||||
The revolving credit facility is available to refinance existing indebtedness and to finance working capital through, and mature on, August 28, 2017. Two interest rate options are applicable to advances borrowed pursuant to the facility: Eurodollar-based advances and base rate advances. Eurodollar-based advances bear interest at 30, 60 or 90-day LIBOR rates plus an applicable margin, which varies from 1.35% to 2.10% based on our ratio of total debt to earnings before interest, taxes, depreciation and amortization (“EBITDA”), as defined. As an alternative, base rate advances bear interest at a base rate, as defined, plus an applicable margin, which also varies based on our ratio of total debt to EBITDA in a range from 0.35% to 1.10%. The base rate is the greater of the prime rate announced by Comerica Bank, the federal funds effective rate plus 1.0%, or the daily adjusting LIBOR rate plus 1.0%. At December 31, 2013, interest accrued at 1.51% based on 30-day LIBOR. | |||||||||||||||||||||
To support daily borrowing and other operating requirements, the revolving credit facility contains a $10.0 million Swing Line sub-facility and a $5.0 million letter of credit sub-facility. On June 3, 2013, we executed an amendment to our Revolving Credit and Term Loan Agreement (the “First Amendment”) which split the availability on the Swing Line between two existing lenders, Comerica Bank and KeyBank. The SwingLine was split to provide for borrowings of up to $7.0 million from Comerica Bank and $3.0 million from KeyBank, so long as the Comerica Bank and KeyBank advances do not exceed $10.0 million in the aggregate. Swing Line borrowings incur interest at either the base rate plus the applicable margin or, alternatively, at a quoted rate offered by the applicable Swing Line lender in its sole discretion. At December 31, 2013, we did not have any amounts outstanding under the Swing Line, and there were no letters of credit issued against the lines. | |||||||||||||||||||||
Interest on the unpaid balance of all revolving credit facility and swing line base rate advances is payable quarterly in arrears commencing on October 1, 2012, and on the first day of each October, January, April and July thereafter. Interest on the unpaid balance of each Eurodollar-based advance of the revolving credit facility is payable on the last day of the applicable Eurodollar interest period. Interest on the unpaid balance of each quoted rate based advance of the swing line is payable on the last day of the applicable quoted rate interest period. | |||||||||||||||||||||
The revolving credit facility is subject to a facility fee, which is payable quarterly in arrears, of either 0.25% or 0.50%, depending on our ratio of total debt to EBITDA. Other than in connection with Eurodollar-based advances or quoted rate advances that are paid off and terminated prior to an applicable interest period, there are no premiums or penalties resulting from prepayment. Borrowings outstanding at any time under the revolving credit facility are limited to the value of eligible accounts receivable of our principal operating subsidiaries, pursuant to a monthly borrowing base certificate. At December 31, 2013, our $60.0 million revolver advance was secured by, among other assets, net eligible accounts receivable totaling $111.2 million, of which, $83.5 million were available for borrowing against pursuant to the agreement. | |||||||||||||||||||||
$60 million Equipment Credit Facility | |||||||||||||||||||||
The equipment credit facility is available to refinance existing indebtedness and to finance capital expenditures including in connection with acquisitions. Borrowings under the equipment credit facility may be made until August 28, 2015, and such borrowings shall be repaid in quarterly installments equal to 1/28th of the aggregate amount of borrowings under the equipment credit facility commencing on January 1, 2014. | |||||||||||||||||||||
The two interest rate options that apply to revolving credit facility advances also apply to equipment credit facility advances. Eurodollar-based advances bear interest at 30, 60 or 90-day LIBOR rates plus an applicable margin, which varies from 1.60% to 2.60% based on our ratio of total debt to EBITDA. Base rate advances bear interest at a base rate, as defined, plus an applicable margin, which also varies based on our ratio of total debt to EBITDA in a range from 0.60% to 1.60%. The equipment credit facility is subject to an unused fee, which is payable quarterly in arrears, of 0.50%. At December 31, 2013, interest accrued at 1.76% based on 30-day LIBOR. | |||||||||||||||||||||
Interest on the unpaid balance of all equipment credit facility base rate advances is payable quarterly in arrears commencing on October 1, 2012, and on the first day of each October, January, April and July thereafter. Interest on the unpaid balance of each Eurodollar-based advance of the equipment credit facility is payable on the last day of the applicable Eurodollar interest period. | |||||||||||||||||||||
$50 million Term Loan | |||||||||||||||||||||
Proceeds of the term loan were advanced on October 1, 2012 and used to refinance existing indebtedness of LINC. The outstanding principal balance is due on August 28, 2017, to the extent not already reduced by mandatory or optional prepayments. The applicable interest rate on the effective date of the term loan indebtedness was the base rate. Base rate advances bear interest at a defined base rate plus an applicable margin which varies from 1.50% to 2.25%, based on our ratio of total debt to EBITDA. Thereafter, we may convert base rate advances to Eurodollar-based advances, which bear interest at 30, 60 or 90-day LIBOR rates plus an applicable margin which varies from 2.50% to 3.25%, based on our ratio of total debt to EBITDA. At December 31, 2013, interest accrued at 2.66% based on 30-day LIBOR. | |||||||||||||||||||||
Interest on the unpaid principal of all term loan base rate advances is payable quarterly in arrears commencing on October 1, 2012, and on the first day of each October, January, April and July thereafter. Interest on the unpaid principal of each Eurodollar-based advance of the term loan is payable on the last day of the applicable Eurodollar interest period. | |||||||||||||||||||||
$70 million Term Loan B | |||||||||||||||||||||
Proceeds of the term loan were advanced on December 19, 2013 and used to finance the acquisition of Westport. The outstanding principal balance is due on August 28, 2017, to the extent not already reduced by mandatory or optional prepayments. The applicable interest rate on the effective date of the term loan indebtedness was the base rate. Base rate advances bear interest at a defined base rate plus an applicable margin which varies from 1.50% to 2.25%, based on our ratio of total debt to EBITDA. Thereafter, we may convert base rate advances to Eurodollar-based advances, which bear interest at 30, 60 or 90-day LIBOR rates plus an applicable margin which varies from 2.50% to 3.25%, based on our ratio of total debt to EBITDA. At December 31, 2013, interest accrued at 2.66% based on 30-day LIBOR. | |||||||||||||||||||||
Interest on the unpaid principal of all term loan base rate advances is payable quarterly in arrears commencing on January 1, 2014, and on the first day of each January, April, July and October thereafter. Interest on the unpaid principal of each Eurodollar-based advance of the term loan is payable on the last day of the applicable Eurodollar interest period. | |||||||||||||||||||||
The Credit Agreement requires us to repay the borrowings made under the term loan facilities and the equipment credit facility as follows: 50% (which percentage shall be reduced to 0% subject to the Company attaining a certain leverage ratio) of our annual excess cash flow, as defined; 100% of net cash proceeds of certain asset sales; and 100% of certain insurance and condemnation proceeds. Mandatory prepayments of the term loans were $0 as of December 31, 2013. We may voluntarily repay outstanding loans under each of the facilities at any time, subject to certain customary “breakage” costs with respect to LIBOR-based borrowings. In addition, we may elect to permanently terminate or reduce all or a portion of the revolving credit facility. | |||||||||||||||||||||
All obligations under the Credit Agreement are unconditionally guaranteed by the Company’s material U.S. subsidiaries and the obligations of the Company and such subsidiaries under the Credit Agreement and such guarantees are secured by, subject to certain exceptions, substantially all of their assets. The Credit Agreement also may, in certain circumstances, limit our ability to pay dividends or distributions. The Credit Agreement includes annual, quarterly and ad hoc financial reporting requirements and financial covenants requiring the Company to maintain maximum leverage ratios and a minimum fixed charge coverage ratio, as well as customary affirmative and negative covenants and events of default. Specifically, we may not exceed a maximum senior debt to EBITDA ratio, as defined, of 2.5:1 and a maximum total debt to EBITDA ratio, as defined, of 3.0:1. We must also maintain a fixed charge coverage ratio, as defined, of not less than 1.25:1. As of December 31, 2013, the Company was in compliance with its debt covenants. | |||||||||||||||||||||
UBS Secured Borrowing Facility | |||||||||||||||||||||
We also maintain a secured borrowing facility at UBS Financial Services, Inc., or UBS, using our marketable securities as collateral for the short-term line of credit. The line of credit bears an interest rate equal to LIBOR plus 0.85% (effective rate of 1.01% at December 31, 2013), and interest is adjusted and billed monthly. No principal payments are due on the borrowing; however, the line of credit is callable at any time. The amount available under the line of credit is based on a percentage of the market value of the underlying securities. If the equity value in the account falls below the minimum requirement, we must restore the equity value, or UBS may call the line of credit. We did not have any amounts outstanding under our line of credit at December 31, 2013 or 2012, and the maximum available borrowings under the line of credit were $5.4 million and $5.1 million, respectively. | |||||||||||||||||||||
Cuyahoga County Loan | |||||||||||||||||||||
In May 1, 2006, UTS Realty, LLC, or Realty, a wholly owned subsidiary of the Company, received a $1,000,000 loan from the County of Cuyahoga, Ohio, or the County, to be used for improvements to its Cleveland, Ohio container storage facility. The loan agreement with the County required Realty to make quarterly interest payments at an annual rate of 5.0%. Through January 31, 2011, subject to certain conditions, the County forgave $450,000 of the principal amount owed. On January 31, 2007, the Company began recording the forgiveness as a reduction of the loan and as a reduction in the cost of the underlying improvements at a rate of $90,000 per annum. The remaining principal was due at maturity on January 31, 2011; however, in June 2010, we repaid $550,000 of the remaining principal balance. | |||||||||||||||||||||
Maturities | |||||||||||||||||||||
The following table reflects the maturities of our principal repayment obligations as of December 31, 2013 (in thousands): | |||||||||||||||||||||
Years Ending December 31 | Revolving | Equipment | Term | Term | Total | ||||||||||||||||
Credit | Financing | Loan | Loan B | ||||||||||||||||||
Facilities | Facilities | ||||||||||||||||||||
2014 | $ | — | $ | 5,482 | $ | — | $ | — | $ | 5,482 | |||||||||||
2015 | — | 8,214 | — | — | 8,214 | ||||||||||||||||
2016 | — | 8,214 | — | — | 8,214 | ||||||||||||||||
2017 | 60,000 | 35,590 | 50,000 | 70,000 | 215,590 | ||||||||||||||||
Total | $ | 60,000 | $ | 57,500 | $ | 50,000 | $ | 70,000 | $ | 237,500 | |||||||||||
Fair_Value_Measurement_and_Dis
Fair Value Measurement and Disclosures | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Fair Value Disclosures [Abstract] | ' | ||||||||||||||||
Fair Value Measurement and Disclosures | ' | ||||||||||||||||
-7 | Fair Value Measurement and Disclosures | ||||||||||||||||
ASC Topic 820, “Fair Value Measurements and Disclosures”, defines fair value as the exchange price that would be received for an asset or paid to transfer a liability in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants at the measurement date and expanded disclosures with respect to fair value measurements. | |||||||||||||||||
ASC Topic 820 also establishes a three-level fair value hierarchy that prioritizes the inputs used to measure fair value. This hierarchy requires entities to maximize the use of observable inputs and minimize the use of unobservable inputs. The three levels of inputs used to measure fair value are as follows: | |||||||||||||||||
• | Level 1—Quoted prices in active markets for identical assets or liabilities. | ||||||||||||||||
• | Level 2—Observable inputs other than quoted prices included in Level 1, such as quoted prices for similar assets and liabilities in active markets; quoted prices for identical or similar assets and liabilities in markets that are not active; or other inputs that are observable or can be corroborated by observable market data. | ||||||||||||||||
• | Level 3—Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. This includes certain pricing models, discounted cash flow methodologies and similar techniques that use significant unobservable inputs. | ||||||||||||||||
We have segregated all financial assets that are measured at fair value on a recurring basis into the most appropriate level within the fair value hierarchy based on the inputs used to determine the fair value at the measurement date in the tables below (in thousands): | |||||||||||||||||
December 31, 2013 | |||||||||||||||||
Level 1 | Level 2 | Level 3 | Fair Value | ||||||||||||||
Measurement | |||||||||||||||||
Assets | |||||||||||||||||
Cash equivalents | $ | 117 | $ | — | $ | — | $ | 117 | |||||||||
Marketable securities | 11,626 | — | — | 11,626 | |||||||||||||
Total Assets | $ | 11,743 | $ | — | $ | — | $ | 11,743 | |||||||||
December 31, 2012 | |||||||||||||||||
Level 1 | Level 2 | Level 3 | Fair Value | ||||||||||||||
Measurement | |||||||||||||||||
Assets | |||||||||||||||||
Cash equivalents | $ | 23 | $ | — | $ | — | $ | 23 | |||||||||
Marketable securities | 9,962 | — | — | 9,962 | |||||||||||||
Total Assets | $ | 9,985 | $ | — | $ | — | $ | 9,985 | |||||||||
The valuation techniques used to measure fair value for the items in the tables above are as follows: | |||||||||||||||||
• | Cash equivalents—This category consists of money market funds which are listed as Level 1 assets and measured at fair value based on quoted prices for identical instruments in active markets. | ||||||||||||||||
• | Marketable securities—Marketable securities represent equity securities, which consist of common and preferred stocks, are actively traded on public exchanges and are listed as Level 1 assets. Fair value was measured based on quoted prices for these securities in active markets. | ||||||||||||||||
Our senior debt and line of credit consists of variable rate borrowings. We categorize borrowings under the credit agreement and line of credit as Level 2 in the fair value hierarchy. The carrying value of these borrowings approximate fair value because the applicable interest rates are adjusted frequently based on short-term market rates. |
Transactions_with_Affiliates
Transactions with Affiliates | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Related Party Transactions [Abstract] | ' | ||||||||||||
Transactions with Affiliates | ' | ||||||||||||
-8 | Transactions with Affiliates | ||||||||||||
Through December 31, 2004, Universal was a wholly-owned subsidiary of CenTra, Inc. On December 31, 2004, CenTra distributed all of Universal’s common stock to the shareholders of CenTra. Subsequent to our initial public offering in 2005, our majority shareholders retained and continue to hold a controlling interest in Universal. CenTra provides administrative support services to Universal, including legal, human resources, and tax services. The cost of these services is based on the actual or estimated utilization of the specific service. Management believes these charges are reasonable. However, the costs of these services charged to Universal are not necessarily indicative of the costs that would have been incurred if Universal had internally performed or acquired these services as a separate unaffiliated entity. | |||||||||||||
In addition to the administrative support services described above, Universal purchases other services from affiliates. Following is a schedule of cost incurred and included in operating expenses for services provided by affiliates for the years ended December 31 (in thousands): | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Administrative support services | $ | 2,367 | $ | 2,535 | $ | 2,019 | |||||||
Truck fueling and maintenance | 1,774 | 3,850 | 3,629 | ||||||||||
Real estate rent and related costs | 11,352 | 10,787 | 11,319 | ||||||||||
Insurance and employee benefit plans | 32,710 | 33,657 | 33,529 | ||||||||||
Contracted transportation services | 311 | 285 | 2,344 | ||||||||||
Total | $ | 48,514 | $ | 51,114 | $ | 52,840 | |||||||
In connection with our transportation services, we also routinely cross the Ambassador Bridge between Detroit, Michigan and Windsor Ontario, and we pay tolls and other fees to certain related entities which are under common control with CenTra. CenTra also charges us for the direct variable cost of various maintenance, fueling and other operational support costs for services delivered at their trucking terminals that are geographically remote from our own facilities. Such activities are billed when incurred, paid on a routine basis, and reflect actual labor utilization, repair parts costs or quantities of fuel purchased. | |||||||||||||
A significant number of our transportation and logistics service operations are located at facilities leased from affiliates. At 38 facilities, occupancy is based on either month-to-month or contractual, multi-year lease arrangements which are billed and paid monthly. Leasing properties provided by an affiliate that owns a substantial commercial property portfolio affords us significant operating flexibility. However, we are not limited to such arrangements. See Note 10, “Leases” for further information regarding the cost of leased properties. | |||||||||||||
We purchase workers’ compensation, property and casualty, cargo, warehousing and other general liability insurance from an insurance company controlled by our majority shareholders. Our employee health care benefits and 401(k) programs are also provided by this affiliate. | |||||||||||||
Other services from affiliates, including leased real estate, insurance and employee benefit plans, and contracted transportation services, are delivered to us on a per-transaction-basis or pursuant to separate contractual arrangements provided in the ordinary course of business. At December 31, 2013 and 2012, amounts due to affiliates were $3.6 million and $4.1 million, respectively. We record our insured claims liability and the related recovery from an affiliate insurance provider in insurance and claims, and other receivables in our Consolidated Balance Sheets. At December 31, 2013 and 2012, there were $15.8 million and $13.8 million, respectively, included in these accounts for insured claims with an affiliate which are not expected to exceed our policy limits. | |||||||||||||
We incurred approximately $524 thousand of costs during 2013 related to an underwritten public offering of our common stock. Under the Amended and Restated Registration Rights Agreement, dated as of July 25, 2012 with our majority shareholders, we were responsible to pay for the cost of the offering. After deducting the underwriting discount and offering expenses, we did not have any remaining proceeds from the sale of our common stock. | |||||||||||||
During 2013, we purchased 39 used tractors from an affiliate for approximately $1.6 million. | |||||||||||||
We have retained the law firm of Sullivan Hincks & Conway to provide legal services. Daniel C. Sullivan, a member of our Board, is a partner at Sullivan Hincks & Conway. Amounts paid for legal services during 2013, 2012 and 2011 were $7 thousand, $144 thousand and $340 thousand, respectively. | |||||||||||||
Services provided by Universal to Affiliates | |||||||||||||
We may assist our affiliates with selected transportation and logistics services in connection with their specific customer contracts or purchase orders. Truck fueling and administrative expenses are presented net in operating expense. Following is a schedule of services provided to CenTra and affiliates for the years ended December 31 (in thousands): | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Transportation and intermodal services | $ | 9,800 | $ | 2,644 | $ | 981 | |||||||
Truck fueling and maintenance | 184 | 227 | 798 | ||||||||||
Administrative and customer support services | 113 | 111 | 63 | ||||||||||
Total | $ | 10,097 | $ | 2,982 | $ | 1,842 | |||||||
At December 31, 2013 and 2012, amounts due from affiliates were $2.3 million and $3.6 million, respectively. | |||||||||||||
On October 1, 2012, we completed the acquisition of LINC. Our principal shareholders beneficially owned, in the aggregate, 100% of the common stock of LINC. See Note 2 “Business Combinations—Acquisition Accounted for Between Entities Under Common Control”. |
Income_Taxes
Income Taxes | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Income Tax Disclosure [Abstract] | ' | ||||||||||||||||
Income Taxes | ' | ||||||||||||||||
-9 | Income Taxes | ||||||||||||||||
A summary of income related to U.S. and non-U.S. operations are as follows (in thousands): | |||||||||||||||||
Year Ended December 31, | |||||||||||||||||
2013 | 2012 | 2011 | |||||||||||||||
Operations | |||||||||||||||||
U.S. Domestic | $ | 74,697 | $ | 63,427 | $ | 63,462 | |||||||||||
Foreign | 6,219 | 4,525 | 2,191 | ||||||||||||||
Total pre-tax income | $ | 80,916 | $ | 67,952 | $ | 65,653 | |||||||||||
The provision for income taxes attributable to income from continuing operations for the years ended December 31 consists of the following (in thousands): | |||||||||||||||||
2013 | 2012 | 2011 | |||||||||||||||
Current: | |||||||||||||||||
U.S. Federal | $ | 22,797 | $ | 12,554 | $ | 3,454 | |||||||||||
State | 3,609 | 1,740 | 5,412 | ||||||||||||||
Foreign | 1,442 | 1,586 | 1,041 | ||||||||||||||
27,848 | 15,880 | 9,907 | |||||||||||||||
Deferred: | |||||||||||||||||
U.S. Federal | 1,922 | 4,155 | 5,263 | ||||||||||||||
State | 524 | 354 | (889 | ) | |||||||||||||
Foreign | 50 | (125 | ) | (74 | ) | ||||||||||||
2,496 | 4,384 | 4,300 | |||||||||||||||
Total | $ | 30,344 | $ | 20,264 | $ | 14,207 | |||||||||||
Deferred income tax assets and liabilities at December 31 consist of the following (in thousands): | |||||||||||||||||
2013 | 2012 | ||||||||||||||||
Current | Long-term | Current | Long-term | ||||||||||||||
Domestic deferred tax assets: | |||||||||||||||||
Allowance for doubtful accounts | $ | 578 | $ | — | $ | 812 | $ | — | |||||||||
Other assets | — | 1,018 | — | 3,128 | |||||||||||||
Accrued expenses | 5,826 | — | 6,618 | — | |||||||||||||
Total domestic deferred tax assets | 6,404 | 1,018 | 7,430 | 3,128 | |||||||||||||
Domestic deferred tax liabilities: | |||||||||||||||||
Prepaid expenses | (1,528 | ) | — | (1,650 | ) | — | |||||||||||
Marketable securities | — | (1,480 | ) | (902 | ) | — | |||||||||||
Intangible assets | — | (21,248 | ) | — | — | ||||||||||||
Property and equipment | — | (22,261 | ) | — | (19,000 | ) | |||||||||||
Total domestic deferred tax liabilities | (1,528 | ) | (44,989 | ) | (2,552 | ) | (19,000 | ) | |||||||||
Foreign deferred tax asset | |||||||||||||||||
Other assets | — | 624 | — | 667 | |||||||||||||
Valuation allowance—foreign | — | (401 | ) | — | (394 | ) | |||||||||||
Total foreign deferred tax asset | — | 223 | — | 273 | |||||||||||||
Net deferred tax asset (liability) | $ | 4,876 | $ | (43,748 | ) | $ | 4,878 | $ | (15,599 | ) | |||||||
In assessing the realizability of deferred tax assets, management considers whether it is more likely than not that some portion or all of the domestic and foreign deferred tax assets will not be realized. The deferred tax assets and liabilities were reviewed separately by jurisdictions when measuring the need for valuation allowances. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income (both ordinary income and taxable capital gains) during the periods in which those temporary differences reverse. Management considers the scheduled reversal of deferred tax liabilities, projected future taxable income, and tax planning strategies in making this assessment. Valuation allowances are established when necessary to reduce deferred tax assets when it is more likely than not that a portion or all of the deferred tax assets will not be realized. Based upon the level of historical taxable income, reversal of existing taxable temporary differences, projections for future taxable income over the periods in which the domestic deferred tax assets are expected to reverse, and our ability to generate future capital gains, management believes it is more likely than not that we will realize the benefits of these deductible differences. Thus, no valuation allowance has been established for the domestic deferred tax assets. Based on the anticipated earnings projections of the foreign subsidiaries, management has recorded a full valuation allowance for the deferred tax assets associated with the German subsidiary. | |||||||||||||||||
The company has not provided for U.S. income taxes on foreign subsidiaries undistributed earnings since they are expected to be reinvested indefinitely outside the U.S. It is not possible to predict the amount of U.S. income taxes that might be payable if these earnings were eventually repatriated. As of December 31, 2013, the undistributed earnings of foreign subsidiaries was approximately $8.1 million. | |||||||||||||||||
The amount of the domestic and foreign deferred tax assets considered realizable, however, could be reduced in the near term if estimates of future taxable income are reduced or capital gains contemplated under tax planning strategies are not realized. | |||||||||||||||||
Income tax expense attributable to income from continuing operations differs from the statutory rates as follows: | |||||||||||||||||
2013 | 2012 | 2011 | |||||||||||||||
Federal statutory rate | 35 | % | 35 | % | 35 | % | |||||||||||
S-Corp earnings taxed at shareholder level | 0 | % | -14 | % | -20 | % | |||||||||||
Non-deductible (benefit) expense | -1 | % | 3 | % | 0 | % | |||||||||||
LINC tax status change | 0 | % | 4 | % | 0 | % | |||||||||||
State, net of federal benefit | 3 | % | 2 | % | 6 | % | |||||||||||
Foreign | 0 | % | 0 | % | 1 | % | |||||||||||
Effective tax rate | 37 | % | 30 | % | 22 | % | |||||||||||
Prior to LINC’s acquisition by Universal on October 1, 2012, LINC was an S Corporation for U.S. federal income tax purposes. As a result, LINC had no U.S. federal income tax liability, but had state and local liabilities in certain jurisdictions attributable to earnings as an S Corporation. See Note 1(w) “Unaudited Pro Forma Earnings Per Share”. The merger transaction resulted in a termination of the S election for LINC, and LINC is now treated as a C corporation subject to federal income taxes. The tax rate adjustment accounts for the periods before the change in LINC’s federal tax status. Additionally, in connection with the acquisition by a C Corporation, we recorded the federal component of the deferred tax accounts resulting in the recognition of additional income tax expense of $2.5 million. | |||||||||||||||||
As of December 31, 2013, the total amount of unrecognized tax benefit representing uncertainty in certain tax positions was $0.7 million. These uncertain tax positions are based on recognition thresholds and measurement attributes for the financial statement recognition and measurements of a tax position taken or expected to be taken in a tax return. Any prospective adjustments to our accrual for uncertain tax positions will be recorded as an increase or decrease to the provision for income taxes and would impact our effective tax rate. At December 31, 2013, there are no positions for which it is reasonably possible that the total amounts of unrecognized tax benefits would significantly increase or decrease within 12 months. As of December 31, 2013, the amount of accrued interest and penalties was $0.2 million and $0.1 million, respectively. | |||||||||||||||||
The changes in our gross unrecognized tax benefits during the years ended December 31 are as follows (in thousands): | |||||||||||||||||
2013 | 2012 | 2011 | |||||||||||||||
Unrecognized tax benefit—beginning of year | $ | 741 | $ | 687 | $ | 632 | |||||||||||
Increases related to prior year tax positions | 137 | 12 | 120 | ||||||||||||||
Increases related to current year tax positions | 15 | 42 | 55 | ||||||||||||||
Decreases related to prior year tax positions | (241 | ) | — | (120 | ) | ||||||||||||
Settlements with taxing authorities | — | — | — | ||||||||||||||
Lapse of statutes of limitations | — | — | — | ||||||||||||||
Unrecognized tax benefit—end of year | $ | 652 | $ | 741 | $ | 687 | |||||||||||
Leases
Leases | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Leases [Abstract] | ' | ||||||||||||||||
Leases | ' | ||||||||||||||||
-10 | Leases | ||||||||||||||||
We lease office space, warehouses, freight distribution centers, terminal yards and equipment under non-cancelable capital and operating lease arrangements. Except where we deliver services within facilities provided by our customers, we lease all warehouse and freight distribution centers used in our logistics operations, often in connection with a specific customer program. Where facilities are substantially dedicated to a single customer and our lease is with an independent property owner, we attempt to align lease terms with the expected duration of the underlying customer program. Except as described in Note 8, “Transactions with Affiliates”, facilities rented from affiliates are generally occupied pursuant to month-to-month lease agreements. | |||||||||||||||||
In most cases, we expect our facility leases will be renewed or replaced by other leases in the ordinary course of business. Where possible, we contractually secure the recovery of certain occupancy costs, including rent, during the term of a customer program. Future minimum rental payments pursuant to leases that have an initial or remaining non-cancelable lease term in excess of one year as of December 31, 2013 are as follows (in thousands): | |||||||||||||||||
Operating Leases | |||||||||||||||||
Years Ending December 31 | Capital | With | With Third | Total | |||||||||||||
Leases | Affiliates | Parties | |||||||||||||||
2014 | $ | 1,818 | $ | 4,754 | $ | 9,806 | $ | 16,378 | |||||||||
2015 | 1,245 | 1,783 | 8,271 | 11,299 | |||||||||||||
2016 | 989 | 1,021 | 4,074 | 6,084 | |||||||||||||
2017 | 731 | 800 | 3,049 | 4,580 | |||||||||||||
2018 | 313 | 810 | 714 | 1,837 | |||||||||||||
Thereafter | — | 338 | — | 338 | |||||||||||||
Total required payments | 5,096 | $ | 9,506 | $ | 25,914 | $ | 40,516 | ||||||||||
Less amounts representing interest (1.7% to 9.1%) | 453 | ||||||||||||||||
Present value of minimum lease payments | 4,643 | ||||||||||||||||
Less current maturities | 1,592 | ||||||||||||||||
$ | 3,051 | ||||||||||||||||
At December 31, 2013, assets under capital leases, consisting primarily of machinery and equipment, had a cost of approximately $6.9 million and accumulated amortization of $0.1 million. There were no assets under capital lease at December 31, 2012. Included in depreciation and amortization expense in the accompanying Consolidated Statements of Income for the year ended December 31, 2013 is amortization expense of $0.1 million. | |||||||||||||||||
Rental expense for facilities, vehicles and other equipment leased from third parties under operating leases approximated $14.4 million, $10.7 million and $9.5 million for the years ended December 31, 2013, 2012 and 2011. |
Comprehensive_Income
Comprehensive Income | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Equity [Abstract] | ' | ||||||||||||
Comprehensive Income | ' | ||||||||||||
-11 | Comprehensive Income | ||||||||||||
Comprehensive income includes the following for the years ended December 31 (in thousands): | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Unrealized holding gains on available-for-sale investments arising during the period: | |||||||||||||
Gross amount | $ | 2,160 | $ | 1,383 | $ | 33 | |||||||
Income tax (expense) benefit | (614 | ) | (817 | ) | 20 | ||||||||
Net of tax amount | $ | 1,546 | $ | 566 | $ | 53 | |||||||
Realized (gains) on available-for-sale investments reclassified into income: | |||||||||||||
Gross amount | $ | (107 | ) | $ | (2,189 | ) | $ | (1,136 | ) | ||||
Income tax expense | 39 | 1,013 | 450 | ||||||||||
Net of tax amount | $ | (68 | ) | $ | (1,176 | ) | $ | (686 | ) | ||||
Foreign currency translation adjustments | $ | (227 | ) | $ | 312 | $ | (274 | ) | |||||
The unrealized holding gains and losses on available-for-sale investments represent mark-to-market adjustments net of related income taxes. |
Retirement_Plans
Retirement Plans | 12 Months Ended | |
Dec. 31, 2013 | ||
Compensation And Retirement Disclosure [Abstract] | ' | |
Retirement Plans | ' | |
-12 | Retirement Plans | |
We offer 401(k) defined contribution plans to our employees. The plans are administered by a company controlled by our principal shareholders and include different matching provisions depending on which subsidiary or affiliate is involved. In the plans available to certain employees not subject to collective bargaining agreements, we matched contributions up to $600 annually for each employee who is not considered highly compensated through December 31, 2008, after which some matching contributions were suspended as a response to market conditions at certain subsidiaries. Three other 401(k) plans are provided to employees of specific operations and offer matching contributions that range from zero to $2,080 per participant annually. The total expense for contributions for 401(k) plans, including plans related to collective bargaining agreements, was $0.4 million for the each of the years ended December 31, 2013, 2012 and 2011. | ||
Great American Lines, Inc., a wholly-owned subsidiary of the Company, maintained a Simplified Employee Pension Plan, which is a defined contribution plan and covers all full-time employees. Eligibility requirements include completion of one year of service and attaining the age of 21. Contributions to the plan are at management’s discretion. No contributions were made under this plan for the years ended December 31, 2013, 2012 or 2011. | ||
In connection with a collective bargaining agreement that covered 9 Canadian employees at December 31, 2013, we are required to make defined contributions into the Canada Wide Industrial Pension Plan. At December 31, 2013 and 2012, the required contributions totaled approximately $38 thousand and $28 thousand, respectively. | ||
Stock_Based_Compensation
Stock Based Compensation | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | ' | ||||||||
Stock Based Compensation | ' | ||||||||
-13 | Stock Based Compensation | ||||||||
In December 2004, Universal’s Board of Directors adopted the 2004 Stock Incentive Plan, or the Plan, which became effective upon completion of the Company’s initial public offering. The Plan allows for the issuance of a total of 500,000 shares. The grants may be made in the form of restricted stock bonuses, restricted stock purchase rights, stock options, phantom stock units, restricted stock units, performance share bonuses, performance share units or stock appreciation rights. | |||||||||
On December 20, 2012, the Company granted 178,137 shares of restricted stock to certain of its employees. The restricted stock grants vested 20% on December 20, 2012, and an additional 20% will vest on each anniversary of the grant through December 20, 2016, subject to continued employment with the Company. | |||||||||
A summary of the status of our non-vested shares as of December 31, 2013, and changes during the year ended December 31, 2013, is presented below: | |||||||||
Shares | Weighted | ||||||||
Average | |||||||||
Grant Date | |||||||||
Fair Value | |||||||||
Nonvested at January 1, 2013 | 142,511 | $ | 16.42 | ||||||
Granted | — | $ | — | ||||||
Vested | (35,626 | ) | $ | 16.42 | |||||
Forfeited | — | $ | — | ||||||
Balance at December 31, 2013 | 106,885 | $ | 16.42 | ||||||
As of December 31, 2013, there was $1.8 million of total unrecognized compensation cost related to non-vested share-based compensation arrangements granted under the Plan. That cost is expected to be recognized over a weighted-average period of 3 years. The total fair value of shares vested during the year ended December 31, 2013 was $0.6 million. |
Commitments_and_Contingencies
Commitments and Contingencies | 12 Months Ended | |
Dec. 31, 2013 | ||
Commitments And Contingencies Disclosure [Abstract] | ' | |
Commitments and Contingencies | ' | |
-14 | Commitments and Contingencies | |
Our principal commitments relate to long-term real estate leases and payment obligations to equipment vendors. | ||
We are involved in certain claims and pending litigation arising from the ordinary conduct of business. We also provide accruals for claims within our self-insured retention amounts. Based on the knowledge of the facts, and in certain cases, opinions of outside counsel, in the Company’s opinion the resolution of these claims and pending litigation will not have a material effect on our financial position, results of operations or cash flows. | ||
At December 31, 2013, approximately 40.9% of our employees in the United States, Mexico and Canada are subject to collective bargaining agreements that are renegotiated periodically, none of which are subject to contracts that expire in 2014. |
Earnings_Per_Share
Earnings Per Share | 12 Months Ended | |
Dec. 31, 2013 | ||
Earnings Per Share [Abstract] | ' | |
Earnings Per Share | ' | |
-15 | Earnings Per Share | |
Basic earnings per common share amounts are based on the weighted average number of common shares outstanding, excluding outstanding non-vested restricted stock. Diluted earnings per common share include dilutive common stock equivalents determined by the treasury stock method. For the years ended December 31, 2013 and 2012, there were 95,656 and 4,597 weighted average non-vested shares of restricted stock, respectively, included in the denominator for the calculation of diluted earnings per share. | ||
For the year ended December 31, 2011, 187,500 expired options to purchase shares of common stock were excluded from the calculation of diluted earnings per share because such options were anti-dilutive. |
Quarterly_Financial_Data_unaud
Quarterly Financial Data (unaudited) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Quarterly Financial Information Disclosure [Abstract] | ' | ||||||||||||||||
Quarterly Financial Data (unaudited) | ' | ||||||||||||||||
-16 | Quarterly Financial Data (unaudited) | ||||||||||||||||
2013 | |||||||||||||||||
1st quarter | 2nd quarter | 3rd quarter | 4th quarter | ||||||||||||||
(in thousands, except per share information) | |||||||||||||||||
Operating revenue | $ | 248,109 | $ | 264,172 | $ | 261,663 | $ | 259,548 | |||||||||
Operating income | 19,251 | 23,629 | 22,480 | 19,133 | |||||||||||||
Income before income taxes | 18,283 | 22,828 | 21,491 | 18,314 | |||||||||||||
Provision for income taxes | 6,909 | 8,674 | 7,749 | 7,012 | |||||||||||||
Net income | $ | 11,374 | $ | 14,154 | $ | 13,742 | $ | 11,302 | |||||||||
Earnings per common share: | |||||||||||||||||
Basic | $ | 0.38 | $ | 0.47 | $ | 0.46 | $ | 0.38 | |||||||||
Diluted | $ | 0.38 | $ | 0.47 | $ | 0.46 | $ | 0.38 | |||||||||
Weighted average number of common shares outstanding: | |||||||||||||||||
Basic | 30,054 | 30,054 | 30,065 | 30,083 | |||||||||||||
Diluted | 30,196 | 30,196 | 30,118 | 30,127 | |||||||||||||
2012 | |||||||||||||||||
1st quarter | 2nd quarter | 3rd quarter | 4th quarter | ||||||||||||||
(in thousands, except per share information) | |||||||||||||||||
Operating revenue | $ | 255,992 | $ | 264,968 | $ | 256,898 | $ | 259,148 | |||||||||
Operating income | 17,395 | 19,248 | 18,893 | 13,621 | |||||||||||||
Income before income taxes | 17,103 | 19,123 | 19,359 | 12,367 | |||||||||||||
Provision for income taxes | 2,664 | 3,378 | 4,307 | 9,915 | |||||||||||||
Net income | $ | 14,439 | $ | 15,745 | $ | 15,052 | $ | 2,452 | |||||||||
Earnings per common share: | |||||||||||||||||
Basic | $ | 0.48 | $ | 0.52 | $ | 0.5 | $ | 0.08 | |||||||||
Diluted | $ | 0.48 | $ | 0.52 | $ | 0.5 | $ | 0.08 | |||||||||
Weighted average number of common shares outstanding: | |||||||||||||||||
Basic | 30,065 | 30,022 | 30,018 | 30,023 | |||||||||||||
Diluted | 30,065 | 30,022 | 30,018 | 30,041 |
Segment_Reporting
Segment Reporting | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Segment Reporting [Abstract] | ' | ||||||||||||||||
Segment Reporting | ' | ||||||||||||||||
-17 | Segment Reporting | ||||||||||||||||
We report our financial results in two reportable segments, the transportation segment and the logistics segment, based on the nature of the underlying customer commitment and the types of investments required to support these commitments. This presentation reflects the manner in which management evaluates our operating segments, including an evaluation of economic characteristics and applicable aggregation criteria. | |||||||||||||||||
Operations aggregated in our transportation segment are associated with individual freight shipments coordinated by our agents, company-managed terminals and specialized services operations. In contrast, operations aggregated in our logistics segment deliver value-added services, machining or transportation services to specific customers on a dedicated basis, generally pursuant to contract terms of one year or longer. Other non-reportable operating segments are comprised of the Company’s subsidiaries that provide support services to other subsidiaries and to owner-operators, including shop maintenance and equipment leasing. | |||||||||||||||||
The following tables summarize information about our reportable segments as of and for the fiscal years ended December 31, 2013, 2012 and 2011 (in thousands): | |||||||||||||||||
2013 | Transportation | Logistics | Other | Total | |||||||||||||
Operating revenues | $ | 705,557 | $ | 327,498 | $ | 437 | $ | 1,033,492 | |||||||||
Eliminated inter-segment revenues | 679 | 179 | — | 858 | |||||||||||||
Depreciation and amortization | 11,557 | 7,861 | 268 | 19,686 | |||||||||||||
Income from operations | 28,537 | 58,724 | (2,768 | ) | 84,493 | ||||||||||||
Capital expenditures | 9,084 | 6,426 | 1,525 | 17,035 | |||||||||||||
Total assets | 221,428 | 229,947 | 38,761 | 490,136 | |||||||||||||
2012 | Transportation | Logistics | Other | Total | |||||||||||||
Operating revenues | $ | 747,313 | $ | 289,268 | $ | 425 | $ | 1,037,006 | |||||||||
Eliminated inter-segment revenues | 514 | 83 | — | 597 | |||||||||||||
Depreciation and amortization | 12,066 | 5,957 | 214 | 18,237 | |||||||||||||
Income from operations | 30,623 | 49,497 | (10,963 | ) | 69,157 | ||||||||||||
Capital expenditures | 15,463 | 12,927 | 1,176 | 29,566 | |||||||||||||
Total assets | 226,896 | 77,563 | 22,910 | 327,369 | |||||||||||||
2011 | Transportation | Logistics | Other | Total | |||||||||||||
Operating revenues | $ | 722,936 | $ | 267,345 | $ | 391 | $ | 990,672 | |||||||||
Eliminated inter-segment revenues | 596 | 37 | — | 633 | |||||||||||||
Depreciation and amortization | 11,614 | 5,959 | 158 | 17,731 | |||||||||||||
Income from operations | 27,587 | 40,351 | (1,870 | ) | 66,068 | ||||||||||||
Capital expenditures | 20,084 | 8,252 | 1,267 | 29,603 | |||||||||||||
Total assets | 217,461 | 67,195 | 31,191 | 315,847 | |||||||||||||
We provide a portfolio of transportation and logistics services to a wide range of customers throughout the United States, Mexico, Canada, and to a lesser extent, Europe and other countries around the world. Revenues for selected services as provided to the chief operating decision maker are as follows (in thousands): | |||||||||||||||||
Year Ended December 31, | |||||||||||||||||
2013 | 2012 | 2011 | |||||||||||||||
Transportation services | $ | 706,998 | $ | 741,650 | $ | 740,089 | |||||||||||
Value-added services | 195,086 | 174,975 | 147,814 | ||||||||||||||
Intermodal services | 131,408 | 120,381 | 102,769 | ||||||||||||||
Total | $ | 1,033,492 | $ | 1,037,006 | $ | 990,672 | |||||||||||
Revenues are attributed to geographic areas based upon completion of the underlying service at the point of delivery. In some instances, we are paid one rate for “round-trip” services that originate and terminate in Canada, but have destinations in the United States. In those instances we allocate half of the total revenue to Canada and half to the United States (in thousands). | |||||||||||||||||
Year Ended December 31, | |||||||||||||||||
2013 | 2012 | 2011 | |||||||||||||||
United States | $ | 992,511 | $ | 999,668 | $ | 955,189 | |||||||||||
Mexico | 23,440 | 20,266 | 16,017 | ||||||||||||||
Canada | 14,029 | 13,407 | 14,628 | ||||||||||||||
Europe | 2,278 | 2,057 | 3,040 | ||||||||||||||
Other | 1,234 | 1,608 | 1,798 | ||||||||||||||
Total | $ | 1,033,492 | $ | 1,037,006 | $ | 990,672 | |||||||||||
Net long-lived property and equipment assets are presented in the table below (in thousands): | |||||||||||||||||
Year Ended December 31, | |||||||||||||||||
2013 | 2012 | ||||||||||||||||
United States | $ | 134,951 | $ | 117,910 | |||||||||||||
Mexico | 7,640 | 9,791 | |||||||||||||||
Canada | 65 | 90 | |||||||||||||||
Total | $ | 142,656 | $ | 127,791 | |||||||||||||
Subsequent_Events
Subsequent Events | 12 Months Ended | |
Dec. 31, 2013 | ||
Subsequent Events [Abstract] | ' | |
Subsequent Events | ' | |
-18 | Subsequent Events | |
On February 20, 2014, our Board of Directors declared a quarterly cash dividend of $0.07 per share of common stock, which is payable to shareholders of record at the close of business on March 3, 2014 and was paid on March 13, 2014. Declaration of future cash dividends is subject to final determination by the Board of Directors each quarter after its review of our financial condition, results of operations, capital requirements, any legal or contractual restrictions on the payment of dividends and other factors the Board of Directors deems relevant. | ||
On January 16, 2014, suit was brought against a Universal subsidiary and two co-defendants in a Michigan Circuit Court by Chrysler Group, LLC seeking to recover damages related to containers allegedly stolen by one of the co-defendants, who provided truckload services that operated through one of our consolidation centers. On February 28, 2014, a cross-claim was filed by one of the co-defendants against the subsidiary and the second co-defendant alleging, among other things, negligence on our part in connection with failure to identify the loss. We intend to answer the cross-claim denying liability. Insurance coverage for this matter has yet to be determined, and a legal analysis remains to be conducted. The claim is in its very early stages and a range of possible outcomes cannot be determined. | ||
Summary_of_Significant_Account1
Summary of Significant Accounting Policies (Policies) | 12 Months Ended | ||||||||||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||||||||||
Accounting Policies [Abstract] | ' | ||||||||||||||||||||||||
Business | ' | ||||||||||||||||||||||||
(a) | Business | ||||||||||||||||||||||||
Universal Truckload Services, Inc., referred to herein as Universal, or us, we or the Company, through its subsidiaries, is a leading asset-light provider of customized transportation and logistics solutions throughout the United States, Mexico and Canada. We provide our customers with supply chain solutions that can be scaled to meet their changing demands. We offer our customers with a broad array of services across their entire supply chain, including transportation, value-added, and intermodal services. Our customized solutions and flexible business model are designed to provide us with a highly variable cost. | |||||||||||||||||||||||||
Basis of Presentation | ' | ||||||||||||||||||||||||
(b) | Basis of Presentation | ||||||||||||||||||||||||
The consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. At December 31, 2013, we conducted our operation through the following operating and support subsidiaries: Universal Am-Can Ltd., The Mason & Dixon Lines, Inc., Mason Dixon Intermodal, Inc., Economy Transport, Inc., Louisiana Transportation, Inc., Great American Lines, Inc., Universal Logistics Solutions, Inc., Universal Logistics Solutions International, Inc., Cavalry Transportation, LLC, Logistics Insight Corporation, Pro Logistics, Inc., LINC Ontario, Ltd., Mohican Transport (a division of LINC Ontario, Ltd.), CTX, Inc., Central Global Express, Inc., On Demand Transport, Inc., OTR Logistics, Inc., Logistics Insight Corporation S. de R.L. de C.V., Stafflinc de Mexico, S. de R.L. de C.V., Flint Special Services, Inc., Logistics Services, Inc., Oakland Logistics Service, Inc., Smyrna Transfer, Inc., St. James Leasing, Inc., LGSI Equipment, Inc. of Wyoming, LGSI Equipment of Indiana, LLC, and Westport Axle Corporation. All significant intercompany accounts and transactions have been eliminated. | |||||||||||||||||||||||||
Through December 31, 2004, Universal was a wholly owned subsidiary of CenTra, Inc. On December 31, 2004, CenTra distributed all of Universal’s common stock to Matthew T. Moroun and a trust controlled by Manuel J. Moroun, collectively the Morouns, the sole shareholders of CenTra, Inc. CenTra, Inc., its subsidiaries and affiliates are referred to as “CenTra.” Subsequent to the initial public offering in 2005, the Morouns retained and continue to hold a controlling interest in Universal. The accompanying consolidated financial statements present the historical financial position, results of operations, and cash flows of the Company and are not necessarily indicative of what the financial position, results of operations, or cash flows would have been had the Company operated as an unaffiliated company during the periods presented. | |||||||||||||||||||||||||
Our fiscal year consists of four quarters, each with thirteen weeks. | |||||||||||||||||||||||||
Use of Estimates | ' | ||||||||||||||||||||||||
(c) | Use of Estimates | ||||||||||||||||||||||||
The preparation of the consolidated financial statements requires management of the Company to make a number of estimates and assumptions related to the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the period. Significant items subject to such estimates and assumptions include the fair value of assets and liabilities acquired in business combinations; carrying amounts of property and equipment and intangible assets; marketable securities; valuation allowances for receivables; and liabilities related to insurance and claim costs. Actual results could differ from those estimates. | |||||||||||||||||||||||||
Cash and Cash Equivalents | ' | ||||||||||||||||||||||||
(d) | Cash and Cash Equivalents | ||||||||||||||||||||||||
Cash and cash equivalents consist of cash and short-term, highly liquid investments with an original maturity of three months or less. | |||||||||||||||||||||||||
It is our policy to record checks issued in excess of funds on deposit as accounts payable for balance sheet presentation, and include the changes in these positions as cash flows from operating activities in the statements of cash flows. At December 31, 2013, funds on deposit were in excess of checks issued and no reclassification was necessary. At December 31, 2012, accounts payable included reclassification of checks issued in excess of funds on deposit in the amount of $13.4 million. The change in the amount of checks issued in excess of funds on deposit of $13.4 million, $3.4 million, and $8.2 million for 2013, 2012 and 2011, respectively, is included in cash flows from operating activities in the statements of cash flows as a change in accounts payable, accrued expenses and other current liabilities. | |||||||||||||||||||||||||
Marketable Securities | ' | ||||||||||||||||||||||||
(e) | Marketable Securities | ||||||||||||||||||||||||
At December 31, 2013 and 2012, marketable securities, all of which are available-for-sale, consist of common and preferred stocks. Marketable securities are carried at fair value, with unrealized gains and losses, net of related income taxes, reported as accumulated other comprehensive income (loss), except for losses from impairments which are determined to be other-than-temporary. Realized gains and losses, and declines in value judged to be other-than-temporary on available-for-sale securities are included in the determination of net income and are included in other non-operating income (expense), at which time the average cost basis of these securities are adjusted to fair value. Fair values are based on quoted market prices at the reporting date. Interest and dividends on available-for-sale securities are included in other non-operating income (expense). During the years ended December 31, 2013, 2012 and 2011, we received proceeds of $0.5 million, $7.5 million, and $2.4 million from the sale of marketable securities with a combined cost of $0.4 million, $5.3 million, and $1.2 million resulting in a realized gain of $0.1 million, $2.2 million, and $1.1 million, respectively. | |||||||||||||||||||||||||
The cost, gross unrealized holding gains, gross unrealized holding losses, and fair value of available-for-sale securities by type were as follows (in thousands): | |||||||||||||||||||||||||
Cost | Gross | Gross | Fair | ||||||||||||||||||||||
unrealized | unrealized | Value | |||||||||||||||||||||||
holding | holding | ||||||||||||||||||||||||
gains | (losses) | ||||||||||||||||||||||||
At December 31, 2013 | |||||||||||||||||||||||||
Equity Securities | $ | 7,717 | $ | 3,974 | $ | (65 | ) | $ | 11,626 | ||||||||||||||||
At December 31, 2012 | |||||||||||||||||||||||||
Equity Securities | $ | 8,106 | $ | 2,077 | $ | (221 | ) | $ | 9,962 | ||||||||||||||||
Included in equity securities at December 31, 2013 were securities with a book basis of $0.5 million and a cumulative loss position of $0.1 million, the impairment of which we consider to be temporary. We consider several factors in determining as to whether declines in value are judged to be temporary or other-than-temporary, including the severity and duration of the decline, the financial condition and near-term prospects of the specific issuers and the industries in which they operate, and our intent and ability to hold these securities. We may incur future impairment charges if declines in market values continue and/or worsen and impairments are no longer considered temporary. | |||||||||||||||||||||||||
The fair value and gross unrealized holding losses of our marketable securities that are not deemed to be other-than-temporarily impaired aggregated by type and length of time they have been in a continuous unrealized loss position were as follows (in thousands): | |||||||||||||||||||||||||
Less than 12 Months | 12 Months or Greater | Total | |||||||||||||||||||||||
Fair | Unrealized | Fair | Unrealized | Fair | Unrealized | ||||||||||||||||||||
Value | Losses | Value | Losses | Value | Losses | ||||||||||||||||||||
At December 31, 2013 | |||||||||||||||||||||||||
Equity securities | $ | 167 | $ | 3 | $ | 289 | $ | 62 | $ | 456 | $ | 65 | |||||||||||||
At December 31, 2012 | |||||||||||||||||||||||||
Equity securities | $ | 1,222 | $ | 117 | $ | 164 | $ | 103 | $ | 1,386 | $ | 220 | |||||||||||||
At December 31, 2013, our portfolio of equity securities in a continuous loss position, the impairment of which we consider to be temporary, consists primarily of common stocks in the banking, diversified holdings, steel, and transportation industries. The fair value and unrealized losses are distributed in five publicly traded companies, with no single industry or company representing a material or concentrated unrealized loss. We have evaluated the near-term prospects of the various industries, as well as the specific issuers within our portfolio, in relation to the severity and duration of the impairments, and based on that evaluation, and our ability and intent to hold these investments for a reasonable period of time to allow for a recovery of fair value, we do not consider these investments to be other-than-temporarily impaired at December 31, 2013. | |||||||||||||||||||||||||
The Company from time to time invests cash in excess of its current needs in marketable securities, much of which is held in equity securities, which are actively traded on public exchanges. It is our philosophy to minimize the risk of capital loss without foregoing the potential for capital appreciation through investing in value-and-income oriented investments. However, holding equity securities subjects us to fluctuations in the market value of our investment portfolio based on current market prices, and a decline in market prices or other unstable market conditions could cause a loss in the value of our marketable securities classified as available-for-sale. | |||||||||||||||||||||||||
Accounts Receivable | ' | ||||||||||||||||||||||||
(f) | Accounts Receivable | ||||||||||||||||||||||||
Accounts receivable are recorded at the net invoiced amount, net of an allowance for doubtful accounts, and do not bear interest. They include unbilled amounts for services rendered in the respective period but not yet billed to the customer until a future date, which typically occurs within one month. In order to reflect customer receivables at their estimated net realizable value, we record charges against revenue based upon current information. These charges generally arise from rate changes, errors, and revenue adjustments that may arise from contract disputes or differences in calculation methods employed by the customer. The allowance for doubtful accounts is our best estimate of the amount of probable credit losses in our existing accounts receivable. We determine the allowance based on historical write-off experience and the aging of our outstanding accounts receivable. Balances are considered past due based on invoiced terms. Account balances are charged off against the allowance after all means of collection have been exhausted and the potential for recovery is considered remote. We do not have any off-balance-sheet credit exposure related to our customers. Accounts receivable from affiliates are shown separately and include trade receivables from the sale of services to affiliates. | |||||||||||||||||||||||||
Inventories | ' | ||||||||||||||||||||||||
(g) | Inventories | ||||||||||||||||||||||||
Included in prepaid expenses and other is inventory used in our machining service operations. Inventories are stated at the lower of cost or market. Cost is determined using the first-in, first-out method. Provisions for excess and obsolete inventories are based on our assessment of excess and obsolete inventory on a product-by-product basis. | |||||||||||||||||||||||||
At December 31, inventory consists of the following (in thousands): | |||||||||||||||||||||||||
2013 | |||||||||||||||||||||||||
Raw materials and supplies | $ | 3,197 | |||||||||||||||||||||||
Finished goods | 428 | ||||||||||||||||||||||||
$ | 3,625 | ||||||||||||||||||||||||
Property and Equipment | ' | ||||||||||||||||||||||||
(h) | Property and Equipment | ||||||||||||||||||||||||
Property and equipment, including leasehold improvements, are carried at cost less accumulated depreciation. Depreciation is computed using the straight-line method over the estimated useful lives of the assets as follows: | |||||||||||||||||||||||||
Description | Life in Years | ||||||||||||||||||||||||
Transportation equipment | 5 - 15 | ||||||||||||||||||||||||
Other operating assets | 3 - 15 | ||||||||||||||||||||||||
Information technology equipment | 2 - 5 | ||||||||||||||||||||||||
Buildings and related assets | 10 - 39 | ||||||||||||||||||||||||
The amounts recorded for depreciation expense were $17.6 million, $15.2 million, and $14.3 million for the years ended December 31, 2013, 2012 and 2011, respectively. | |||||||||||||||||||||||||
Tire repairs, replacement tires, replacement batteries, consumable tools used in our logistics services, and routine repairs and maintenance on vehicles are expensed as incurred. Parts and fuel inventories are included in prepaid expenses and other. We capitalize certain costs associated with vehicle repairs and maintenance that materially extend the life or increase the value of the vehicle or pool of vehicles. | |||||||||||||||||||||||||
Intangible Assets | ' | ||||||||||||||||||||||||
(i) | Intangible Assets | ||||||||||||||||||||||||
Intangible assets subject to amortization consist of customer contracts and agent and customer relationships that have been acquired in business combinations. These assets are amortized either over the period of economic benefit or on a straight-line basis over the estimated useful lives of the related intangible asset. The estimated useful lives of these intangible assets range from five months to nineteen years. The weighted average amortization period for customer contracts is approximately three years, and the weighted average amortization period for agent and customer relationships is approximately fourteen years. Collectively, the weighted average amortization period of assets subject to amortization is approximately twelve years. The useful lives of acquired trademarks are indefinite and, therefore, not subject to amortization. | |||||||||||||||||||||||||
Our identifiable intangible assets as of December 31, 2013 and 2012 are as follows (in thousands): | |||||||||||||||||||||||||
2013 | 2012 | ||||||||||||||||||||||||
Indefinite Lived Intangibles: | |||||||||||||||||||||||||
Trademarks | $ | 2,500 | $ | — | |||||||||||||||||||||
Definite Lived Intangibles: | |||||||||||||||||||||||||
Agent and customer relationships | 64,052 | 29,352 | |||||||||||||||||||||||
Customer contracts | 20,600 | — | |||||||||||||||||||||||
Less: accumulated amortization | (24,345 | ) | (22,237 | ) | |||||||||||||||||||||
Intangible assets, net | $ | 60,307 | $ | 7,115 | |||||||||||||||||||||
Total Identifiable Intangible Assets | $ | 62,807 | $ | 7,115 | |||||||||||||||||||||
Estimated amortization expense by year is as follows (in thousands): | |||||||||||||||||||||||||
2014 | $ | 9,930 | |||||||||||||||||||||||
2015 | 8,958 | ||||||||||||||||||||||||
2016 | 7,280 | ||||||||||||||||||||||||
2017 | 5,904 | ||||||||||||||||||||||||
2018 | 2,375 | ||||||||||||||||||||||||
Thereafter | 25,860 | ||||||||||||||||||||||||
Total | $ | 60,307 | |||||||||||||||||||||||
The amounts recorded for amortization expense were $2.1 million, $3.0 million, and $3.4 million for the years ended December 31, 2013, 2012 and 2011, respectively. | |||||||||||||||||||||||||
Goodwill | ' | ||||||||||||||||||||||||
(j) | Goodwill | ||||||||||||||||||||||||
Goodwill represents the excess purchase price over the fair value of assets acquired in connection with the Company’s acquisitions. Under FASB Accounting Standards Codification, or ASC, Topic 805 “Business Combinations”, we are required to test goodwill for impairment annually (in our third fiscal quarter) or more frequently, whenever events occur or circumstances change that would more likely than not reduce the fair value of a reporting unit with goodwill below its carrying amount. We have the option to first assess qualitative factors to determine whether or not it is necessary to perform a two-step quantitative goodwill impairment test. If we choose that option, we would not be required perform Step 1 of the test unless we determine that, based on a qualitative assessment, it is more likely than not that the fair value of a reporting unit is less than its carrying value. If we determines that it is more likely than not, or if we choose not to perform a qualitative assessment, then we may then proceed with Step 1 of the two-step impairment test. Under the first step, we compare the fair value of each of the Company’s reporting units with goodwill to their related carrying values. If the fair value of a reporting unit is less than its carrying value, an indication of goodwill impairment exists for the reporting unit and we must perform Step 2 of the impairment test. Under Step 2, an impairment loss is recognized for any excess of the carrying amount of the reporting unit’s goodwill over the implied fair value of that goodwill. Determining the fair value of a reporting unit requires the use of significant estimates and assumptions. We estimate the fair value of its reporting units utilizing the income approach through the application of a discounted cash flow analysis. Key assumptions used to determine the fair value of each reporting unit as of our annual testing date were: (a) future expected cash flows; (b) estimated residual growth rates and (c) discount rates, which were based on our best estimates of the after-tax weighted-average cost of capital. Additionally, we consider our market capitalization in comparison to the fair value of our reporting units. During the third quarter of 2013, we completed our goodwill impairment testing and determined that the fair value of each reporting unit with goodwill exceeded its respective carrying value of the net assets. Accordingly, no impairment loss was recognized. | |||||||||||||||||||||||||
The changes in the carrying amount of goodwill for the years ended December 31, 2013 and 2012 are as follows (in thousands): | |||||||||||||||||||||||||
Balance as of January 1, 2012 | $ | 17,722 | |||||||||||||||||||||||
Business Acquisitions | 243 | ||||||||||||||||||||||||
Balance as of December 31, 2012 | 17,965 | ||||||||||||||||||||||||
Westport Acquisition | 56,624 | ||||||||||||||||||||||||
Balance as of December 31, 2013 | $ | 74,589 | |||||||||||||||||||||||
At both December 31, 2013 and 2012, $18.0 million of goodwill was recorded in our transportation segment. As of December 31, 2013, $56.6 million of goodwill is recorded in our logistics segment, and none at December 31, 2012. | |||||||||||||||||||||||||
Long-Lived Assets | ' | ||||||||||||||||||||||||
(k) | Long-Lived Assets | ||||||||||||||||||||||||
Long-lived assets, other than goodwill, and indefinite lived intangibles such as property and equipment and purchased intangible assets subject to amortization are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. If circumstances require a long-lived asset to be tested for possible impairment, we first compare the undiscounted cash flows expected to be generated by a long-lived asset to its carrying value. If the carrying value of the long-lived asset is deemed to not be recoverable on an undiscounted cash flow basis, an impairment charge is recognized to the extent that the carrying value exceeds its fair value. Fair value is determined through various valuation techniques including discounted cash flow models, quoted market prices and independent third-party appraisals. Changes in management’s judgment relating to salvage values and/ or estimated useful lives could result in greater or lesser annual depreciation expense or impairment charges in the future. Indefinite lived intangibles are tested for impairment annually using a model similar to that used to test goodwill for impairment. | |||||||||||||||||||||||||
Contingent Consideration | ' | ||||||||||||||||||||||||
(l) | Contingent Consideration | ||||||||||||||||||||||||
Contingent consideration arrangements granted in connection with a business combination are evaluated to determine whether contingent consideration is, in substance, additional purchase price of an acquired enterprise or compensation for services, use of property or profit sharing. Additional purchase price is added to the fair value of consideration transferred in the business combination and compensation is included in operating expenses in the period it is incurred. Contingent consideration is remeasured to fair value at each reporting date until the contingency is resolved. | |||||||||||||||||||||||||
Fair Value of Financial Instruments | ' | ||||||||||||||||||||||||
(m) | Fair Value of Financial Instruments | ||||||||||||||||||||||||
For cash equivalents, accounts receivables, accounts payable, and accrued expenses, the carrying amounts are reasonable estimates of fair value as the assets are readily redeemable or short-term in nature and the liabilities are short-term in nature. Marketable securities, consisting primarily of equity securities, are carried at fair market value as determined by quoted market prices. Our senior debt and line of credit consists of variable rate borrowings. The carrying value of these borrowings approximates fair value because the applicable interest rates are adjusted frequently based on short-term market rates. | |||||||||||||||||||||||||
Deferred Compensation | ' | ||||||||||||||||||||||||
(n) | Deferred Compensation | ||||||||||||||||||||||||
Deferred compensation relates to our bonus plans. Annual bonuses may be awarded to certain operating, sales and management personnel based on overall Company performance and achievement of specific employee or departmental objectives. Such bonuses are typically paid in annual installments over a five-year period. All bonus amounts earned by and due to employees in the current year are included in accrued expenses and other current liabilities. Those that are payable in subsequent years are included in other long-term liabilities. | |||||||||||||||||||||||||
Closing Costs | ' | ||||||||||||||||||||||||
(o) | Closing Costs | ||||||||||||||||||||||||
Our customers may discontinue or alter their business activity in a location earlier than anticipated, prompting us to exit a customer-dedicated facility. We recognize exit costs associated with operations that close or are identified for closure as an accrued liability in the Consolidated Balance Sheets. Such charges include lease termination costs, employee termination charges, asset impairment charges, and other exit-related costs associated with a plan approved by management. If we close an operating facility before its lease expires, costs to terminate a lease are recognized when an early termination provision is exercised, or we record a liability for non-cancellable lease obligations based on the fair value of remaining lease payments, reduced by any existing or prospective sublease rentals. Employee termination costs are recognized in the period that the closure is communicated to affected employees. The recognition of exit and disposal charges requires us to make certain assumptions and estimates as to the amount and timing of such charges. Subsequently, adjustments are made for changes in estimates in the period in which the change becomes known. | |||||||||||||||||||||||||
Revenue and Related Expenses | ' | ||||||||||||||||||||||||
(p) | Revenue and Related Expenses | ||||||||||||||||||||||||
We are the primary obligor when rendering transportation services, value-added services and intermodal services, and we assume the corresponding credit risk with customers. We have discretion in setting sales prices and, as a result, our earnings may vary. In addition, we have discretion to choose and negotiate terms with our multiple suppliers for the services ordered by our customers. This includes owner-operators with whom we contract to deliver our transportation services. As such, revenue and the related purchased transportation and commissions are recognized on a gross basis when persuasive evidence of an arrangement exists, delivery has occurred at the receiver’s location or for service arrangements after the related services have been rendered, the revenue and related expenses are fixed or determinable and collectability is reasonably assured. Fuel surcharges, where separately identifiable, of $118.6 million, $115.2 million and $110.6 million for the years ended December 31, 2013, 2012 and 2011, respectively, are included in operating revenues. | |||||||||||||||||||||||||
Revenues and associated costs for the sales of axles and machined components are recognized when title has passed and the risks and rewards of ownership are transferred, which is at the time of shipment. | |||||||||||||||||||||||||
Our customer contracts could involve multiple revenue-generating activities performed for the same customer. When several contracts are entered into with the same customer in a short period of time, we evaluate whether these contracts should be considered as a single, multiple element contract for revenue recognition purposes. Criteria we consider that may result in the aggregation of contracts include whether such contracts are actually entered into within a short period of time, whether services in multiple contracts are interrelated, or if the negotiation and terms of one contract show or include consideration for another contract or contracts. Our current contracts have not been required to be aggregated, as they are negotiated independently on a standalone basis. Our customers typically choose their vendor and award business at the conclusion of a competitive bidding process for each service. As a result, although we evaluate customer purchase orders and agreements for multiple elements and aggregation of individual contracts into a multiple element arrangement, our current contracts do not meet the criteria required for multiple element contract accounting. | |||||||||||||||||||||||||
Insurance & Claims | ' | ||||||||||||||||||||||||
(q) | Insurance & Claims | ||||||||||||||||||||||||
Insurance and claims expense represents charges for premiums and the accruals made for claims within our self-insured retention amounts. The accruals are primarily related to auto liability, general liability, cargo and equipment damage, and service failure claims. A liability is recognized for the estimated cost of all self-insured claims including an estimate of incurred but not reported claims based on historical experience and for claims expected to exceed our policy limits. We may also make accruals for personal injury and property damage to third parties, and workers’ compensation claims if a claim exceeds our insurance coverage. Such accruals are based upon individual cases and estimates of ultimate losses, incurred but not reported losses, and losses arising from known claims ultimately settling in excess of insurance coverage using loss development factors based upon industry data and past experience. Since the reported accrual is an estimate, the ultimate liability may be different from the amount recorded. If adjustments to previously established accruals are required, such amounts are included in operating expenses in the current period. We maintain insurance with licensed insurance carriers. Legal expenses related to auto liability claims are covered under our insurance policy. We are responsible for all other legal expenses related to claims. | |||||||||||||||||||||||||
In brokerage arrangements, our exposure to liability associated with accidents incurred by other third-party carriers, who haul freight on our behalf, is reduced by various factors including the extent to which the third party providers maintain their own insurance coverage. | |||||||||||||||||||||||||
Our insurance expense varies primarily based upon the frequency and severity of our accident experience, insurance rates, coverage limits, and self-insured retention amounts. | |||||||||||||||||||||||||
Stock Based Compensation | ' | ||||||||||||||||||||||||
(r) | Stock Based Compensation | ||||||||||||||||||||||||
We record compensation expense for the grant of stock based awards. Compensation expense is measured at the grant date, based on the calculated fair value of the award, and recognized as an expense over the requisite service period (generally the vesting period of the grant). During 2012, the Company granted 178,137 shares of restricted stock to certain employees with a market price at the date of grant of $16.42. No stock based awards were granted in 2013 or 2011. | |||||||||||||||||||||||||
Income Taxes | ' | ||||||||||||||||||||||||
(s) | Income Taxes | ||||||||||||||||||||||||
Deferred income taxes are provided for temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Deferred 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. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. | |||||||||||||||||||||||||
We are no longer subject to U.S. federal income tax examinations by tax authorities for years before 2010. In addition, we file income tax returns in various state, local and foreign jurisdictions. Historically, we have been responsible for filing separate state, local and foreign income tax returns for ourself and our subsidiaries. We are no longer subject to state or foreign jurisdiction income tax examinations for years before 2009 and 2008, respectively. | |||||||||||||||||||||||||
We recognize the effect of income tax positions only if those positions are more likely than not of being sustained. Recognized income tax positions are measured at the largest amount that is greater than 50% likely of being realized. Changes in recognition or measurement are reflected in the period in which the change in judgment occurs. We recognize interest related to unrecognized tax benefits in income tax expense and penalties in other operating expenses. | |||||||||||||||||||||||||
Foreign Currency Translation | ' | ||||||||||||||||||||||||
(t) | Foreign Currency Translation | ||||||||||||||||||||||||
The financial statements of the Company’s subsidiaries operating in Mexico and Canada are prepared to conform to U.S. GAAP and translated into U.S. Dollars by applying a current exchange rate. The local currency has been determined to be the functional currency. Items appearing in the Consolidated Statements of Income are translated using average exchange rates during each period. Assets and liabilities of international operations are translated at period-end exchange rates. Translation gains and losses are reported in accumulated other comprehensive income (loss) as a component of shareholders’ equity. | |||||||||||||||||||||||||
Segment Information | ' | ||||||||||||||||||||||||
(u) | Segment Information | ||||||||||||||||||||||||
In the prior year, we reported LINC’s financial performance separately from our single reportable segment that predated the acquisition. Beginning with the thirteen week period ended June 29, 2013, we determined that our financial results should be reported in two reportable segments, the transportation segment and the logistics segment, based on the nature of the underlying customer commitments and the types of investments required to support these commitments. This presentation reflects the manner in which management evaluates our operating segments, including an evaluation of economic characteristics and applicable aggregation criteria. There has been no impact on our consolidated balance sheets, statements of income, comprehensive income or cash flows for the change in reportable segments for any period. Prior period segment information has been adjusted to reflect the change in segment reporting. | |||||||||||||||||||||||||
Operations aggregated in our transportation segment are associated with individual freight shipments coordinated by our agents, company-managed terminals and specialized services operations. In contrast, operations aggregated in our logistics segment deliver value-added, machining or transportation services to specific customers on a dedicated basis, generally pursuant to contract terms of one year or longer. Other non-reportable operating segments are comprised of the Company’s subsidiaries that provide support services to other subsidiaries and to owner-operators, including shop maintenance and equipment leasing. | |||||||||||||||||||||||||
Concentrations of Credit Risk | ' | ||||||||||||||||||||||||
(v) | Concentrations of Credit Risk | ||||||||||||||||||||||||
Financial instruments, which potentially subject us to concentrations of credit risk, consist principally of cash and cash equivalents, marketable securities and accounts receivable. We maintain our cash and cash equivalents and marketable securities with high quality financial institutions. We perform ongoing credit evaluations of our customers and generally do not require collateral. Our customers are generally concentrated in the automotive, wind energy, building materials, machinery and metals industries. During the fiscal years ended December 31, 2013, 2012 and 2011, aggregate sales in the automotive industry totaled 33.8%, 30.7% and 32.5% of revenue, respectively. In 2013, General Motors accounted for approximately 12.4% of our total operating revenues and sales to our top 10 customers, including General Motors, totaled 41.1%. | |||||||||||||||||||||||||
Unaudited Pro Forma Earnings Per Share | ' | ||||||||||||||||||||||||
(w) | Unaudited Pro Forma Earnings Per Share | ||||||||||||||||||||||||
Prior to its acquisition by Universal on October 1, 2012, LINC was an S Corporation for U.S. federal income tax purposes. As a result, LINC had no U.S. federal income tax liability, but had state and local liabilities in certain jurisdictions attributable to earnings as an S Corporation. Pro forma basic and diluted earnings per share have been computed to give effect to the termination of LINC’s S Corporation status and acquisition by Universal, which changes the provision for income taxes for each period presented. We assume a blended statutory federal, state and local rate of 38.5% and 39.9% in 2012 and 2011, respectively. | |||||||||||||||||||||||||
The following table sets forth a reconciliation of the numerator and denominator used in the calculation of basic and diluted earnings per share for the periods presented (in thousands, except per share data): | |||||||||||||||||||||||||
2012 | 2011 | ||||||||||||||||||||||||
Net income | $ | 47,688 | $ | 51,446 | |||||||||||||||||||||
Pro forma provision for income taxes due to LINC’s conversion to a “C” corporation | 11,059 | 12,016 | |||||||||||||||||||||||
Pro forma net income | $ | 36,629 | $ | 39,430 | |||||||||||||||||||||
Pro forma earnings per common share: | |||||||||||||||||||||||||
Basic | $ | 1.22 | $ | 1.31 | |||||||||||||||||||||
Diluted | $ | 1.22 | $ | 1.31 | |||||||||||||||||||||
Weighted average number of common shares outstanding: | |||||||||||||||||||||||||
Basic | 30,032 | 30,121 | |||||||||||||||||||||||
Diluted | 30,036 | 30,121 |
Summary_of_Significant_Account2
Summary of Significant Accounting Policies (Tables) | 12 Months Ended | ||||||||||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||||||||||
Accounting Policies [Abstract] | ' | ||||||||||||||||||||||||
Schedule of Cost, Gross Unrealized Holding Gains Losses, and Fair Value of Available-for-Sale Securities | ' | ||||||||||||||||||||||||
The cost, gross unrealized holding gains, gross unrealized holding losses, and fair value of available-for-sale securities by type were as follows (in thousands): | |||||||||||||||||||||||||
Cost | Gross | Gross | Fair | ||||||||||||||||||||||
unrealized | unrealized | Value | |||||||||||||||||||||||
holding | holding | ||||||||||||||||||||||||
gains | (losses) | ||||||||||||||||||||||||
At December 31, 2013 | |||||||||||||||||||||||||
Equity Securities | $ | 7,717 | $ | 3,974 | $ | (65 | ) | $ | 11,626 | ||||||||||||||||
At December 31, 2012 | |||||||||||||||||||||||||
Equity Securities | $ | 8,106 | $ | 2,077 | $ | (221 | ) | $ | 9,962 | ||||||||||||||||
Schedule of Gross Unrealized Holding Losses and Fair Value of Marketable Securities | ' | ||||||||||||||||||||||||
The fair value and gross unrealized holding losses of our marketable securities that are not deemed to be other-than-temporarily impaired aggregated by type and length of time they have been in a continuous unrealized loss position were as follows (in thousands): | |||||||||||||||||||||||||
Less than 12 Months | 12 Months or Greater | Total | |||||||||||||||||||||||
Fair | Unrealized | Fair | Unrealized | Fair | Unrealized | ||||||||||||||||||||
Value | Losses | Value | Losses | Value | Losses | ||||||||||||||||||||
At December 31, 2013 | |||||||||||||||||||||||||
Equity securities | $ | 167 | $ | 3 | $ | 289 | $ | 62 | $ | 456 | $ | 65 | |||||||||||||
At December 31, 2012 | |||||||||||||||||||||||||
Equity securities | $ | 1,222 | $ | 117 | $ | 164 | $ | 103 | $ | 1,386 | $ | 220 | |||||||||||||
Schedule of Inventories | ' | ||||||||||||||||||||||||
At December 31, inventory consists of the following (in thousands): | |||||||||||||||||||||||||
2013 | |||||||||||||||||||||||||
Raw materials and supplies | $ | 3,197 | |||||||||||||||||||||||
Finished goods | 428 | ||||||||||||||||||||||||
$ | 3,625 | ||||||||||||||||||||||||
Estimated Useful Lives of Assets | ' | ||||||||||||||||||||||||
Property and equipment, including leasehold improvements, are carried at cost less accumulated depreciation. Depreciation is computed using the straight-line method over the estimated useful lives of the assets as follows: | |||||||||||||||||||||||||
Description | Life in Years | ||||||||||||||||||||||||
Transportation equipment | 5 - 15 | ||||||||||||||||||||||||
Other operating assets | 3 - 15 | ||||||||||||||||||||||||
Information technology equipment | 2 - 5 | ||||||||||||||||||||||||
Buildings and related assets | 10 - 39 | ||||||||||||||||||||||||
Schedule of Identifiable Intangible Assets | ' | ||||||||||||||||||||||||
Our identifiable intangible assets as of December 31, 2013 and 2012 are as follows (in thousands): | |||||||||||||||||||||||||
2013 | 2012 | ||||||||||||||||||||||||
Indefinite Lived Intangibles: | |||||||||||||||||||||||||
Trademarks | $ | 2,500 | $ | — | |||||||||||||||||||||
Definite Lived Intangibles: | |||||||||||||||||||||||||
Agent and customer relationships | 64,052 | 29,352 | |||||||||||||||||||||||
Customer contracts | 20,600 | — | |||||||||||||||||||||||
Less: accumulated amortization | (24,345 | ) | (22,237 | ) | |||||||||||||||||||||
Intangible assets, net | $ | 60,307 | $ | 7,115 | |||||||||||||||||||||
Total Identifiable Intangible Assets | $ | 62,807 | $ | 7,115 | |||||||||||||||||||||
Estimated Amortization Expense by Year | ' | ||||||||||||||||||||||||
Estimated amortization expense by year is as follows (in thousands): | |||||||||||||||||||||||||
2014 | $ | 9,930 | |||||||||||||||||||||||
2015 | 8,958 | ||||||||||||||||||||||||
2016 | 7,280 | ||||||||||||||||||||||||
2017 | 5,904 | ||||||||||||||||||||||||
2018 | 2,375 | ||||||||||||||||||||||||
Thereafter | 25,860 | ||||||||||||||||||||||||
Total | $ | 60,307 | |||||||||||||||||||||||
Changes in Carrying Amount of Goodwill | ' | ||||||||||||||||||||||||
The changes in the carrying amount of goodwill for the years ended December 31, 2013 and 2012 are as follows (in thousands): | |||||||||||||||||||||||||
Balance as of January 1, 2012 | $ | 17,722 | |||||||||||||||||||||||
Business Acquisitions | 243 | ||||||||||||||||||||||||
Balance as of December 31, 2012 | 17,965 | ||||||||||||||||||||||||
Westport Acquisition | 56,624 | ||||||||||||||||||||||||
Balance as of December 31, 2013 | $ | 74,589 | |||||||||||||||||||||||
Schedule of Earnings Per Share, Basic and Diluted | ' | ||||||||||||||||||||||||
The following table sets forth a reconciliation of the numerator and denominator used in the calculation of basic and diluted earnings per share for the periods presented (in thousands, except per share data): | |||||||||||||||||||||||||
2012 | 2011 | ||||||||||||||||||||||||
Net income | $ | 47,688 | $ | 51,446 | |||||||||||||||||||||
Pro forma provision for income taxes due to LINC’s conversion to a “C” corporation | 11,059 | 12,016 | |||||||||||||||||||||||
Pro forma net income | $ | 36,629 | $ | 39,430 | |||||||||||||||||||||
Pro forma earnings per common share: | |||||||||||||||||||||||||
Basic | $ | 1.22 | $ | 1.31 | |||||||||||||||||||||
Diluted | $ | 1.22 | $ | 1.31 | |||||||||||||||||||||
Weighted average number of common shares outstanding: | |||||||||||||||||||||||||
Basic | 30,032 | 30,121 | |||||||||||||||||||||||
Diluted | 30,036 | 30,121 | |||||||||||||||||||||||
Business_Combinations_Tables
Business Combinations (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Schedule of Pro Forma Consolidated Results of Operations Regarding Acquisition | ' | ||||||||
The following unaudited pro forma consolidated results of operations for the twelve-month periods ended December 31, 2013 and 2012 present consolidated information of the Company as if Westport was acquired on January 1, 2012 (in thousands, except per share data): | |||||||||
Pro Forma Twelve | Pro Forma Twelve | ||||||||
Months Ended | Months Ended | ||||||||
December 31, 2013 | December 31, 2012 | ||||||||
Operating revenues | $ | 1,121,459 | $ | 1,095,393 | |||||
Operating income | $ | 93,972 | $ | 66,848 | |||||
Net Income | $ | 54,791 | $ | 44,143 | |||||
Earnings per common share: | |||||||||
Basic | $ | 1.82 | $ | 1.47 | |||||
Diluted | $ | 1.82 | $ | 1.47 | |||||
Schedule of Business Combinations | ' | ||||||||
The effects of the retroactive restatement of the Company’s 2011 financial statements using the guidance for transactions between entities under common control as described in ASC Topic 805 – “Business Combinations” are summarized below (in thousands, except per share data): | |||||||||
Year ended | |||||||||
December 31, | |||||||||
2011 | |||||||||
Total operating revenues: | |||||||||
Universal, as previously reported on Form 10-K for the year ended December 31, 2011 | $ | 699,771 | |||||||
LINC | 290,929 | ||||||||
Elimination of intercompany transactions | (28 | ) | |||||||
Universal, as restated | $ | 990,672 | |||||||
Net income: | |||||||||
Universal, as previously reported on Form 10-K for the year ended December 31, 2011 | $ | 15,813 | |||||||
LINC | 35,633 | ||||||||
Universal, as restated | $ | 51,446 | |||||||
Earnings per common share: | |||||||||
Basic: | |||||||||
Universal, as previously reported on Form 10-K for the year ended December 31, 2011 | $ | 1.01 | |||||||
Universal, as restated | $ | 1.71 | |||||||
Diluted: | |||||||||
Universal, as previously reported on Form 10-K for the year ended December 31, 2011 | $ | 1.01 | |||||||
Universal, as restated | $ | 1.71 | |||||||
Westport USA Holding, LLC [Member] | ' | ||||||||
Schedule of Allocation of Purchase Price | ' | ||||||||
The preliminary allocation of the purchase price is as follows (in thousands): | |||||||||
Current assets | $ | 24,783 | |||||||
Property and equipment | 17,081 | ||||||||
Goodwill | 56,624 | ||||||||
Intangible assets | 57,800 | ||||||||
Other long-term assets | 474 | ||||||||
Current liabilities | (3,970 | ) | |||||||
Capital lease obligations | (4,685 | ) | |||||||
Deferred tax liabilities, net | (25,083 | ) | |||||||
$ | 123,024 | ||||||||
TFX Incorporated [Member] | ' | ||||||||
Schedule of Allocation of Purchase Price | ' | ||||||||
The allocation of the purchase price is as follows (in thousands): | |||||||||
Intangible assets | $ | 657 | |||||||
Property and equipment | 200 | ||||||||
Goodwill (tax deductible) | 243 | ||||||||
$ | 1,100 | ||||||||
Hart Transportation, Inc.[Member] | ' | ||||||||
Schedule of Allocation of Purchase Price | ' | ||||||||
The pro forma effect of this acquisition has been omitted, as the effect is immaterial to the Company’s results of operations, financial position and cash flows. The allocation of the purchase price is as follows (in thousands): | |||||||||
Intangible assets | $ | 915 | |||||||
Goodwill (tax deductible) | 491 | ||||||||
$ | 1,406 | ||||||||
Accounts_Receivable_Tables
Accounts Receivable (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Text Block [Abstract] | ' | ||||||||||||
Summary of Activity in Allowance for Doubtful Accounts | ' | ||||||||||||
Following is a summary of the activity in the allowance for doubtful accounts for the years ended December 31 (in thousands): | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Balance at beginning of year | $ | 2,515 | $ | 3,874 | $ | 5,217 | |||||||
Provision for doubtful accounts | 1,515 | 1,190 | 1,306 | ||||||||||
Acquisition of businesses | 163 | — | — | ||||||||||
Uncollectible accounts written off | (1,505 | ) | (2,549 | ) | (2,649 | ) | |||||||
Balance at end of year | $ | 2,688 | $ | 2,515 | $ | 3,874 | |||||||
Property_and_Equipment_Tables
Property and Equipment (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Property Plant And Equipment [Abstract] | ' | ||||||||
Schedule of Property and Equipment | ' | ||||||||
Property and equipment at December 31 consists of the following (in thousands): | |||||||||
2013 | 2012 | ||||||||
Transportation equipment | $ | 151,395 | $ | 147,733 | |||||
Land, buildings and related assets | 68,653 | 66,936 | |||||||
Other operating assets | 43,624 | 26,697 | |||||||
Information technology equipment | 14,427 | 10,849 | |||||||
Construction in process | 2,163 | 2,312 | |||||||
280,262 | 254,527 | ||||||||
Less accumulated depreciation | (137,606 | ) | (126,736 | ) | |||||
Total | $ | 142,656 | $ | 127,791 | |||||
Accrued_Expenses_and_Other_Cur1
Accrued Expenses and Other Current Liabilities (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Payables And Accruals [Abstract] | ' | ||||||||
Schedule of Accrued Expenses | ' | ||||||||
Accrued expenses consist of the following items at December 31 (in thousands): | |||||||||
2013 | 2012 | ||||||||
Payroll related items | $ | 8,080 | $ | 6,582 | |||||
Driver escrow liabilities | 6,099 | 5,769 | |||||||
Commissions, taxes and other | 6,893 | 4,779 | |||||||
Total | $ | 21,072 | $ | 17,130 | |||||
Debt_Tables
Debt (Tables) | 12 Months Ended | ||||||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||||||
Debt Disclosure [Abstract] | ' | ||||||||||||||||||||
Details of Debt | ' | ||||||||||||||||||||
Debt is comprised of the following (in thousands): | |||||||||||||||||||||
Interest Rates at | December 31, | ||||||||||||||||||||
December 31, 2013 | 2013 | 2012 | |||||||||||||||||||
Outstanding Debt: | |||||||||||||||||||||
Syndicated credit facility | |||||||||||||||||||||
$120 million revolving credit facility | LIBOR + 1.35 | % | $ | 60,000 | $ | 64,000 | |||||||||||||||
$60 million equipment financing facility | LIBOR + 1.60 | % | 57,500 | 32,000 | |||||||||||||||||
$50 million term loan | LIBOR + 2.50 | % | 50,000 | 50,000 | |||||||||||||||||
$70 million term loan B | LIBOR + 2.50 | % | 70,000 | — | |||||||||||||||||
UBS secured borrowing facility | LIBOR + 0.85 | % | — | — | |||||||||||||||||
237,500 | 146,000 | ||||||||||||||||||||
Less current portion | 5,482 | — | |||||||||||||||||||
Total long-term debt | $ | 232,018 | $ | 146,000 | |||||||||||||||||
Summary of Maturities of Principal Repayment Obligations | ' | ||||||||||||||||||||
The following table reflects the maturities of our principal repayment obligations as of December 31, 2013 (in thousands): | |||||||||||||||||||||
Years Ending | Revolving | Equipment | Term Loan | Term Loan B | Total | ||||||||||||||||
December 31 | Credit | Financing | |||||||||||||||||||
Facilities | Facilities | ||||||||||||||||||||
2014 | $ | — | $ | 5,482 | $ | — | $ | — | $ | 5,482 | |||||||||||
2015 | — | 8,214 | — | — | 8,214 | ||||||||||||||||
2016 | — | 8,214 | — | — | 8,214 | ||||||||||||||||
2017 | 60,000 | 35,590 | 50,000 | 70,000 | 215,590 | ||||||||||||||||
Total | $ | 60,000 | $ | 57,500 | $ | 50,000 | $ | 70,000 | $ | 237,500 | |||||||||||
Fair_Value_Measurement_and_Dis1
Fair Value Measurement and Disclosures (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Fair Value Disclosures [Abstract] | ' | ||||||||||||||||
Financial Assets Measured at Fair Value on Recurring Basis | ' | ||||||||||||||||
We have segregated all financial assets that are measured at fair value on a recurring basis into the most appropriate level within the fair value hierarchy based on the inputs used to determine the fair value at the measurement date in the tables below (in thousands): | |||||||||||||||||
December 31, 2013 | |||||||||||||||||
Level 1 | Level 2 | Level 3 | Fair Value | ||||||||||||||
Measurement | |||||||||||||||||
Assets | |||||||||||||||||
Cash equivalents | $ | 117 | $ | — | $ | — | $ | 117 | |||||||||
Marketable securities | 11,626 | — | — | 11,626 | |||||||||||||
Total Assets | $ | 11,743 | $ | — | $ | — | $ | 11,743 | |||||||||
December 31, 2012 | |||||||||||||||||
Level 1 | Level 2 | Level 3 | Fair Value | ||||||||||||||
Measurement | |||||||||||||||||
Assets | |||||||||||||||||
Cash equivalents | $ | 23 | $ | — | $ | — | $ | 23 | |||||||||
Marketable securities | 9,962 | — | — | 9,962 | |||||||||||||
Total Assets | $ | 9,985 | $ | — | $ | — | $ | 9,985 | |||||||||
Transactions_with_Affiliates_T
Transactions with Affiliates (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Related Party Transactions [Abstract] | ' | ||||||||||||
Schedule of Amounts Charged to UTSI | ' | ||||||||||||
Following is a schedule of cost incurred and included in operating expenses for services provided by affiliates for the years ended December 31 (in thousands): | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Administrative support services | $ | 2,367 | $ | 2,535 | $ | 2,019 | |||||||
Truck fueling and maintenance | 1,774 | 3,850 | 3,629 | ||||||||||
Real estate rent and related costs | 11,352 | 10,787 | 11,319 | ||||||||||
Insurance and employee benefit plans | 32,710 | 33,657 | 33,529 | ||||||||||
Contracted transportation services | 311 | 285 | 2,344 | ||||||||||
Total | $ | 48,514 | $ | 51,114 | $ | 52,840 | |||||||
Schedule of Services Provided to Affiliates | ' | ||||||||||||
Following is a schedule of services provided to CenTra and affiliates for the years ended December 31 (in thousands): | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Transportation and intermodal services | $ | 9,800 | $ | 2,644 | $ | 981 | |||||||
Truck fueling and maintenance | 184 | 227 | 798 | ||||||||||
Administrative and customer support services | 113 | 111 | 63 | ||||||||||
Total | $ | 10,097 | $ | 2,982 | $ | 1,842 | |||||||
Income_Taxes_Tables
Income Taxes (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Income Tax Disclosure [Abstract] | ' | ||||||||||||||||
Summary of Income Related to U.S. and Non-U.S. Operations | ' | ||||||||||||||||
A summary of income related to U.S. and non-U.S. operations are as follows (in thousands): | |||||||||||||||||
Year Ended December 31, | |||||||||||||||||
2013 | 2012 | 2011 | |||||||||||||||
Operations | |||||||||||||||||
U.S. Domestic | $ | 74,697 | $ | 63,427 | $ | 63,462 | |||||||||||
Foreign | 6,219 | 4,525 | 2,191 | ||||||||||||||
Total pre-tax income | $ | 80,916 | $ | 67,952 | $ | 65,653 | |||||||||||
Provision for Income Taxes Attributable to Income from Continuing Operations | ' | ||||||||||||||||
The provision for income taxes attributable to income from continuing operations for the years ended December 31 consists of the following (in thousands): | |||||||||||||||||
2013 | 2012 | 2011 | |||||||||||||||
Current: | |||||||||||||||||
U.S. Federal | $ | 22,797 | $ | 12,554 | $ | 3,454 | |||||||||||
State | 3,609 | 1,740 | 5,412 | ||||||||||||||
Foreign | 1,442 | 1,586 | 1,041 | ||||||||||||||
27,848 | 15,880 | 9,907 | |||||||||||||||
Deferred: | |||||||||||||||||
U.S. Federal | 1,922 | 4,155 | 5,263 | ||||||||||||||
State | 524 | 354 | (889 | ) | |||||||||||||
Foreign | 50 | (125 | ) | (74 | ) | ||||||||||||
2,496 | 4,384 | 4,300 | |||||||||||||||
Total | $ | 30,344 | $ | 20,264 | $ | 14,207 | |||||||||||
Deferred Income Tax Assets and Liabilities | ' | ||||||||||||||||
Deferred income tax assets and liabilities at December 31 consist of the following (in thousands): | |||||||||||||||||
2013 | 2012 | ||||||||||||||||
Current | Long-term | Current | Long-term | ||||||||||||||
Domestic deferred tax assets: | |||||||||||||||||
Allowance for doubtful accounts | $ | 578 | $ | — | $ | 812 | $ | — | |||||||||
Other assets | — | 1,018 | — | 3,128 | |||||||||||||
Accrued expenses | 5,826 | — | 6,618 | — | |||||||||||||
Total domestic deferred tax assets | 6,404 | 1,018 | 7,430 | 3,128 | |||||||||||||
Domestic deferred tax liabilities: | |||||||||||||||||
Prepaid expenses | (1,528 | ) | — | (1,650 | ) | — | |||||||||||
Marketable securities | — | (1,480 | ) | (902 | ) | — | |||||||||||
Intangible assets | — | (21,248 | ) | — | — | ||||||||||||
Property and equipment | — | (22,261 | ) | — | (19,000 | ) | |||||||||||
Total domestic deferred tax liabilities | (1,528 | ) | (44,989 | ) | (2,552 | ) | (19,000 | ) | |||||||||
Foreign deferred tax asset | |||||||||||||||||
Other assets | — | 624 | — | 667 | |||||||||||||
Valuation allowance—foreign | — | (401 | ) | — | (394 | ) | |||||||||||
Total foreign deferred tax asset | — | 223 | — | 273 | |||||||||||||
Net deferred tax asset (liability) | $ | 4,876 | $ | (43,748 | ) | $ | 4,878 | $ | (15,599 | ) | |||||||
Income Tax Expense Attributable to Income from Continuing Operations Differs from Statutory Rates | ' | ||||||||||||||||
Income tax expense attributable to income from continuing operations differs from the statutory rates as follows: | |||||||||||||||||
2013 | 2012 | 2011 | |||||||||||||||
Federal statutory rate | 35 | % | 35 | % | 35 | % | |||||||||||
S-Corp earnings taxed at shareholder level | 0 | % | -14 | % | -20 | % | |||||||||||
Non-deductible (benefit) expense | -1 | % | 3 | % | 0 | % | |||||||||||
LINC tax status change | 0 | % | 4 | % | 0 | % | |||||||||||
State, net of federal benefit | 3 | % | 2 | % | 6 | % | |||||||||||
Foreign | 0 | % | 0 | % | 1 | % | |||||||||||
Effective tax rate | 37 | % | 30 | % | 22 | % | |||||||||||
Changes in Company's Gross Unrecognized Tax Benefits | ' | ||||||||||||||||
The changes in our gross unrecognized tax benefits during the years ended December 31 are as follows (in thousands): | |||||||||||||||||
2013 | 2012 | 2011 | |||||||||||||||
Unrecognized tax benefit—beginning of year | $ | 741 | $ | 687 | $ | 632 | |||||||||||
Increases related to prior year tax positions | 137 | 12 | 120 | ||||||||||||||
Increases related to current year tax positions | 15 | 42 | 55 | ||||||||||||||
Decreases related to prior year tax positions | (241 | ) | — | (120 | ) | ||||||||||||
Settlements with taxing authorities | — | — | — | ||||||||||||||
Lapse of statutes of limitations | — | — | — | ||||||||||||||
Unrecognized tax benefit—end of year | $ | 652 | $ | 741 | $ | 687 | |||||||||||
Leases_Tables
Leases (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Leases [Abstract] | ' | ||||||||||||||||
Schedule of Future Minimum Rental Payments Under Non-Cancelable Capital Leases and Operating Leases | ' | ||||||||||||||||
Future minimum rental payments pursuant to leases that have an initial or remaining non-cancelable lease term in excess of one year as of December 31, 2013 are as follows (in thousands): | |||||||||||||||||
Operating Leases | |||||||||||||||||
Years Ending December 31 | Capital | With | With Third | Total | |||||||||||||
Leases | Affiliates | Parties | |||||||||||||||
2014 | $ | 1,818 | $ | 4,754 | $ | 9,806 | $ | 16,378 | |||||||||
2015 | 1,245 | 1,783 | 8,271 | 11,299 | |||||||||||||
2016 | 989 | 1,021 | 4,074 | 6,084 | |||||||||||||
2017 | 731 | 800 | 3,049 | 4,580 | |||||||||||||
2018 | 313 | 810 | 714 | 1,837 | |||||||||||||
Thereafter | — | 338 | — | 338 | |||||||||||||
Total required payments | 5,096 | $ | 9,506 | $ | 25,914 | $ | 40,516 | ||||||||||
Less amounts representing interest (1.7% to 9.1%) | 453 | ||||||||||||||||
Present value of minimum lease payments | 4,643 | ||||||||||||||||
Less current maturities | 1,592 | ||||||||||||||||
$ | 3,051 | ||||||||||||||||
Comprehensive_Income_Tables
Comprehensive Income (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Equity [Abstract] | ' | ||||||||||||
Components of Comprehensive Income | ' | ||||||||||||
Comprehensive income includes the following for the years ended December 31 (in thousands): | |||||||||||||
2013 | 2012 | 2011 | |||||||||||
Unrealized holding gains on available-for-sale investments arising during the period: | |||||||||||||
Gross amount | $ | 2,160 | $ | 1,383 | $ | 33 | |||||||
Income tax (expense) benefit | (614 | ) | (817 | ) | 20 | ||||||||
Net of tax amount | $ | 1,546 | $ | 566 | $ | 53 | |||||||
Realized (gains) on available-for-sale investments reclassified into income: | |||||||||||||
Gross amount | $ | (107 | ) | $ | (2,189 | ) | $ | (1,136 | ) | ||||
Income tax expense | 39 | 1,013 | 450 | ||||||||||
Net of tax amount | $ | (68 | ) | $ | (1,176 | ) | $ | (686 | ) | ||||
Foreign currency translation adjustments | $ | (227 | ) | $ | 312 | $ | (274 | ) | |||||
Stock_Based_Compensation_Table
Stock Based Compensation (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2013 | |||||||||
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | ' | ||||||||
Summary of Status of Nonvested Shares | ' | ||||||||
A summary of the status of our non-vested shares as of December 31, 2013, and changes during the year ended December 31, 2013, is presented below: | |||||||||
Shares | Weighted | ||||||||
Average | |||||||||
Grant Date | |||||||||
Fair Value | |||||||||
Nonvested at January 1, 2013 | 142,511 | $ | 16.42 | ||||||
Granted | — | $ | — | ||||||
Vested | (35,626 | ) | $ | 16.42 | |||||
Forfeited | — | $ | — | ||||||
Balance at December 31, 2013 | 106,885 | $ | 16.42 | ||||||
Quarterly_Financial_Data_unaud1
Quarterly Financial Data (unaudited) (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Quarterly Financial Information Disclosure [Abstract] | ' | ||||||||||||||||
Summary of Quarterly Financial Data | ' | ||||||||||||||||
2013 | |||||||||||||||||
1st quarter | 2nd quarter | 3rd quarter | 4th quarter | ||||||||||||||
(in thousands, except per share information) | |||||||||||||||||
Operating revenue | $ | 248,109 | $ | 264,172 | $ | 261,663 | $ | 259,548 | |||||||||
Operating income | 19,251 | 23,629 | 22,480 | 19,133 | |||||||||||||
Income before income taxes | 18,283 | 22,828 | 21,491 | 18,314 | |||||||||||||
Provision for income taxes | 6,909 | 8,674 | 7,749 | 7,012 | |||||||||||||
Net income | $ | 11,374 | $ | 14,154 | $ | 13,742 | $ | 11,302 | |||||||||
Earnings per common share: | |||||||||||||||||
Basic | $ | 0.38 | $ | 0.47 | $ | 0.46 | $ | 0.38 | |||||||||
Diluted | $ | 0.38 | $ | 0.47 | $ | 0.46 | $ | 0.38 | |||||||||
Weighted average number of common shares outstanding: | |||||||||||||||||
Basic | 30,054 | 30,054 | 30,065 | 30,083 | |||||||||||||
Diluted | 30,196 | 30,196 | 30,118 | 30,127 | |||||||||||||
2012 | |||||||||||||||||
1st quarter | 2nd quarter | 3rd quarter | 4th quarter | ||||||||||||||
(in thousands, except per share information) | |||||||||||||||||
Operating revenue | $ | 255,992 | $ | 264,968 | $ | 256,898 | $ | 259,148 | |||||||||
Operating income | 17,395 | 19,248 | 18,893 | 13,621 | |||||||||||||
Income before income taxes | 17,103 | 19,123 | 19,359 | 12,367 | |||||||||||||
Provision for income taxes | 2,664 | 3,378 | 4,307 | 9,915 | |||||||||||||
Net income | $ | 14,439 | $ | 15,745 | $ | 15,052 | $ | 2,452 | |||||||||
Earnings per common share: | |||||||||||||||||
Basic | $ | 0.48 | $ | 0.52 | $ | 0.5 | $ | 0.08 | |||||||||
Diluted | $ | 0.48 | $ | 0.52 | $ | 0.5 | $ | 0.08 | |||||||||
Weighted average number of common shares outstanding: | |||||||||||||||||
Basic | 30,065 | 30,022 | 30,018 | 30,023 | |||||||||||||
Diluted | 30,065 | 30,022 | 30,018 | 30,041 | |||||||||||||
Segment_Reporting_Tables
Segment Reporting (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2013 | |||||||||||||||||
Segment Reporting [Abstract] | ' | ||||||||||||||||
Summary of Company's Reportable Segment Information | ' | ||||||||||||||||
The following tables summarize information about our reportable segments as of and for the fiscal years ended December 31, 2013, 2012 and 2011 (in thousands): | |||||||||||||||||
2013 | Transportation | Logistics | Other | Total | |||||||||||||
Operating revenues | $ | 705,557 | $ | 327,498 | $ | 437 | $ | 1,033,492 | |||||||||
Eliminated inter-segment revenues | 679 | 179 | — | 858 | |||||||||||||
Depreciation and amortization | 11,557 | 7,861 | 268 | 19,686 | |||||||||||||
Income from operations | 28,537 | 58,724 | (2,768 | ) | 84,493 | ||||||||||||
Capital expenditures | 9,084 | 6,426 | 1,525 | 17,035 | |||||||||||||
Total assets | 221,428 | 229,947 | 38,761 | 490,136 | |||||||||||||
2012 | Transportation | Logistics | Other | Total | |||||||||||||
Operating revenues | $ | 747,313 | $ | 289,268 | $ | 425 | $ | 1,037,006 | |||||||||
Eliminated inter-segment revenues | 514 | 83 | — | 597 | |||||||||||||
Depreciation and amortization | 12,066 | 5,957 | 214 | 18,237 | |||||||||||||
Income from operations | 30,623 | 49,497 | (10,963 | ) | 69,157 | ||||||||||||
Capital expenditures | 15,463 | 12,927 | 1,176 | 29,566 | |||||||||||||
Total assets | 226,896 | 77,563 | 22,910 | 327,369 | |||||||||||||
2011 | Transportation | Logistics | Other | Total | |||||||||||||
Operating revenues | $ | 722,936 | $ | 267,345 | $ | 391 | $ | 990,672 | |||||||||
Eliminated inter-segment revenues | 596 | 37 | — | 633 | |||||||||||||
Depreciation and amortization | 11,614 | 5,959 | 158 | 17,731 | |||||||||||||
Income from operations | 27,587 | 40,351 | (1,870 | ) | 66,068 | ||||||||||||
Capital expenditures | 20,084 | 8,252 | 1,267 | 29,603 | |||||||||||||
Total assets | 217,461 | 67,195 | 31,191 | 315,847 | |||||||||||||
Revenues for Selected Services by Operating Segments | ' | ||||||||||||||||
Revenues for selected services as provided to the chief operating decision maker are as follows (in thousands): | |||||||||||||||||
Year Ended December 31, | |||||||||||||||||
2013 | 2012 | 2011 | |||||||||||||||
Transportation services | $ | 706,998 | $ | 741,650 | $ | 740,089 | |||||||||||
Value-added services | 195,086 | 174,975 | 147,814 | ||||||||||||||
Intermodal services | 131,408 | 120,381 | 102,769 | ||||||||||||||
Total | $ | 1,033,492 | $ | 1,037,006 | $ | 990,672 | |||||||||||
Revenues Attributed to Geographic Areas | ' | ||||||||||||||||
Revenues are attributed to geographic areas | |||||||||||||||||
Year Ended December 31, | |||||||||||||||||
2013 | 2012 | 2011 | |||||||||||||||
United States | $ | 992,511 | $ | 999,668 | $ | 955,189 | |||||||||||
Mexico | 23,440 | 20,266 | 16,017 | ||||||||||||||
Canada | 14,029 | 13,407 | 14,628 | ||||||||||||||
Europe | 2,278 | 2,057 | 3,040 | ||||||||||||||
Other | 1,234 | 1,608 | 1,798 | ||||||||||||||
Total | $ | 1,033,492 | $ | 1,037,006 | $ | 990,672 | |||||||||||
Net Long-Lived Property and Equipment Assets by Geographic Areas | ' | ||||||||||||||||
Net long-lived property and equipment assets are presented in the table below (in thousands): | |||||||||||||||||
Year Ended December 31, | |||||||||||||||||
2013 | 2012 | ||||||||||||||||
United States | $ | 134,951 | $ | 117,910 | |||||||||||||
Mexico | 7,640 | 9,791 | |||||||||||||||
Canada | 65 | 90 | |||||||||||||||
Total | $ | 142,656 | $ | 127,791 | |||||||||||||
Summary_of_Significant_Account3
Summary of Significant Accounting Policies - Additional Information (Detail) (USD $) | 0 Months Ended | 12 Months Ended | ||
Dec. 20, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Accounting Policies [Line Items] | ' | ' | ' | ' |
Checks issued in excess of funds on deposit | ' | $0 | $13,400,000 | ' |
Change in checks issued in excess of funds on deposit | ' | 13,400,000 | 3,400,000 | 8,200,000 |
Proceeds from sale of marketable securities | ' | 520,000 | 7,500,000 | 2,398,000 |
Cost on sale of marketable securities | ' | 400,000 | 5,300,000 | 1,200,000 |
Realized gain on sale of marketable securities | ' | 100,000 | 2,200,000 | 1,100,000 |
Equity securities at book value | ' | 500,000 | ' | ' |
Temporary impairment loss of equity securities | ' | 100,000 | ' | ' |
Number of investments in publicly traded companies | ' | 5 | ' | ' |
Depreciation expense | ' | 17,600,000 | 15,200,000 | 14,300,000 |
Weighted average amortization period | ' | '12 years | ' | ' |
Amounts recorded for amortization expense | ' | 2,100,000 | 3,000,000 | 3,400,000 |
Goodwill | ' | 74,589,000 | 17,965,000 | 17,722,000 |
Deferred compensation bonus annual installments | ' | 'Five years | ' | ' |
Fuel surcharges | ' | 118,600,000 | 115,200,000 | 110,600,000 |
Recognized income tax positions | ' | 50.00% | ' | ' |
Number of reportable segments | ' | 2 | ' | ' |
Percentage of revenues from major customers | ' | 33.80% | 30.70% | 32.50% |
Assumed blended Federal, State and local income tax rate | ' | ' | 38.50% | 39.90% |
Customer contracts [Member] | ' | ' | ' | ' |
Accounting Policies [Line Items] | ' | ' | ' | ' |
Weighted average amortization period | ' | '3 years | ' | ' |
Agent and customer relationships [Member] | ' | ' | ' | ' |
Accounting Policies [Line Items] | ' | ' | ' | ' |
Weighted average amortization period | ' | '14 years | ' | ' |
General Motors [Member] | ' | ' | ' | ' |
Accounting Policies [Line Items] | ' | ' | ' | ' |
Percentage of revenues from major customers | ' | 12.40% | ' | ' |
Top Ten Customers [Member] | ' | ' | ' | ' |
Accounting Policies [Line Items] | ' | ' | ' | ' |
Percentage of revenues from major customers | ' | 41.10% | ' | ' |
Transportation [Member] | ' | ' | ' | ' |
Accounting Policies [Line Items] | ' | ' | ' | ' |
Goodwill | ' | 18,000,000 | 18,000,000 | ' |
Logistics [Member] | ' | ' | ' | ' |
Accounting Policies [Line Items] | ' | ' | ' | ' |
Goodwill | ' | $56,600,000 | $0 | ' |
Minimum [Member] | ' | ' | ' | ' |
Accounting Policies [Line Items] | ' | ' | ' | ' |
Estimated useful lives | ' | '5 months | ' | ' |
Maximum [Member] | ' | ' | ' | ' |
Accounting Policies [Line Items] | ' | ' | ' | ' |
Estimated useful lives | ' | '19 years | ' | ' |
Restricted stock [Member] | ' | ' | ' | ' |
Accounting Policies [Line Items] | ' | ' | ' | ' |
Granted shares of restricted stock | 178,137 | 0 | 178,137 | 0 |
Granted shares of restricted stock Per share | ' | ' | $16.42 | ' |
Summary_of_Significant_Account4
Summary of Significant Accounting Policies - Schedule of Cost, Gross Unrealized Holding Gains Losses, and Fair Value of Available-for-Sale Securities (Detail) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 |
Investments Debt And Equity Securities [Abstract] | ' | ' |
Equity Securities, Cost | $7,717 | $8,106 |
Equity Securities, Gross unrealized holding gains | 3,974 | 2,077 |
Equity Securities, Gross unrealized holding (losses) | -65 | -221 |
Equity Securities, Fair Value | $11,626 | $9,962 |
Summary_of_Significant_Account5
Summary of Significant Accounting Policies - Schedule of Gross Unrealized Holding Losses and Fair Value of Marketable Securities (Detail) (Equity securities [Member], USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 |
Equity securities [Member] | ' | ' |
Schedule of Available-for-sale Securities [Line Items] | ' | ' |
Equity securities, Less than 12 Months Fair Value | $167 | $1,222 |
Equity securities, Less than 12 Months Unrealized Losses | 3 | 117 |
Equity securities, 12 Months or Greater Fair Value | 289 | 164 |
Equity securities, 12 Months or Greater Unrealized Losses | 62 | 103 |
Equity securities, Total, Fair Value | 456 | 1,386 |
Equity securities, Total, Unrealized Losses | $65 | $220 |
Summary_of_Significant_Account6
Summary of Significant Accounting Policies - Schedule of Inventories (Detail) (USD $) | Dec. 31, 2013 |
In Thousands, unless otherwise specified | |
Accounting Policies [Abstract] | ' |
Raw materials and supplies | $3,197 |
Finished goods | 428 |
Inventory, Net | $3,625 |
Summary_of_Significant_Account7
Summary of Significant Accounting Policies - Estimated Useful Lives of Assets (Detail) | 12 Months Ended |
Dec. 31, 2013 | |
Minimum [Member] | Transportation equipment [Member] | ' |
Property, Plant and Equipment [Line Items] | ' |
Property and equipment, useful life | '5 years |
Minimum [Member] | Other operating assets [Member] | ' |
Property, Plant and Equipment [Line Items] | ' |
Property and equipment, useful life | '3 years |
Minimum [Member] | Information technology equipment [Member] | ' |
Property, Plant and Equipment [Line Items] | ' |
Property and equipment, useful life | '2 years |
Minimum [Member] | Buildings and related assets [Member] | ' |
Property, Plant and Equipment [Line Items] | ' |
Property and equipment, useful life | '10 years |
Maximum [Member] | Transportation equipment [Member] | ' |
Property, Plant and Equipment [Line Items] | ' |
Property and equipment, useful life | '15 years |
Maximum [Member] | Other operating assets [Member] | ' |
Property, Plant and Equipment [Line Items] | ' |
Property and equipment, useful life | '15 years |
Maximum [Member] | Information technology equipment [Member] | ' |
Property, Plant and Equipment [Line Items] | ' |
Property and equipment, useful life | '5 years |
Maximum [Member] | Buildings and related assets [Member] | ' |
Property, Plant and Equipment [Line Items] | ' |
Property and equipment, useful life | '39 years |
Summary_of_Significant_Account8
Summary of Significant Accounting Policies - Schedule of Identifiable Intangible Assets (Detail) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Finite Lived And Indefinite Lived Intangible Assets [Line Items] | ' | ' |
Less: accumulated amortization | ($24,345) | ($22,237) |
Intangible assets, net | 60,307 | 7,115 |
Total Identifiable Intangible Assets | 62,807 | 7,115 |
Agent and customer relationships [Member] | ' | ' |
Finite Lived And Indefinite Lived Intangible Assets [Line Items] | ' | ' |
Finite lived intangible assets gross | 64,052 | 29,352 |
Customer contracts [Member] | ' | ' |
Finite Lived And Indefinite Lived Intangible Assets [Line Items] | ' | ' |
Finite lived intangible assets gross | 20,600 | ' |
Trademarks [Member] | ' | ' |
Finite Lived And Indefinite Lived Intangible Assets [Line Items] | ' | ' |
Indefinite lived intangible assets excluding goodwill | $2,500 | ' |
Summary_of_Significant_Account9
Summary of Significant Accounting Policies - Estimated Amortization Expense by Year (Detail) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Accounting Policies [Abstract] | ' | ' |
2014 | $9,930 | ' |
2015 | 8,958 | ' |
2016 | 7,280 | ' |
2017 | 5,904 | ' |
2018 | 2,375 | ' |
Thereafter | 25,860 | ' |
Total | $60,307 | $7,115 |
Recovered_Sheet1
Summary of Significant Accounting Policies - Changes in Carrying Amount of Goodwill (Detail) (USD $) | 12 Months Ended | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2013 |
Westport USA Holding, LLC [Member] | |||
Goodwill [Line Items] | ' | ' | ' |
Beginning Balance | $17,722 | $74,589 | ' |
Business Acquisitions | 243 | ' | 56,624 |
Ending Balance | $17,965 | $74,589 | ' |
Recovered_Sheet2
Summary of Significant Accounting Policies - Schedule of Earnings Per Share, Basic and Diluted (Detail) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Earnings Per Share [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net Income | $11,302 | $13,742 | $14,154 | $11,374 | $2,452 | $15,052 | $15,745 | $14,439 | $50,572 | $47,688 | $51,446 |
Pro forma provision for income taxes due to LINC's conversion to a "C" corporation | ' | ' | ' | ' | ' | ' | ' | ' | ' | 11,059 | 12,016 |
Pro forma net income | ' | ' | ' | ' | ' | ' | ' | ' | ' | $36,629 | $39,430 |
Pro forma earnings per common share: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Basic | ' | ' | ' | ' | ' | ' | ' | ' | ' | $1.22 | $1.31 |
Diluted | ' | ' | ' | ' | ' | ' | ' | ' | ' | $1.22 | $1.31 |
Weighted average number of common shares outstanding: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Basic | ' | ' | ' | ' | ' | ' | ' | ' | ' | 30,032 | 30,121 |
Diluted | ' | ' | ' | ' | ' | ' | ' | ' | ' | 30,036 | 30,121 |
Business_Combinations_Addition
Business Combinations - Additional Information (Detail) (USD $) | 1 Months Ended | 12 Months Ended | 12 Months Ended | 12 Months Ended | 12 Months Ended | |||||||||
Oct. 31, 2012 | Dec. 31, 2013 | Oct. 02, 2012 | Dec. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Dec. 31, 2013 | 31-May-12 | Dec. 31, 2013 | Dec. 31, 2013 | Mar. 31, 2011 | Dec. 31, 2013 | Dec. 31, 2013 | |
Minimum [Member] | Maximum [Member] | LINC [Member] | LINC [Member] | TFX Incorporated [Member] | TFX Incorporated [Member] | TFX Incorporated [Member] | Hart Transportation, Inc.[Member] | Hart Transportation, Inc.[Member] | Hart Transportation, Inc.[Member] | Westport USA Holding, LLC [Member] | ||||
Customer relationships [Member] | Limited Asset Purchase Agreement [Member] | Customer relationships [Member] | ||||||||||||
Business Acquisition [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Cost of acquisition | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $123,000,000 |
Business acquisition cost of acquired entity available cash paid | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 120,800,000 |
Business acquisition cost included | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2,200,000 |
Estimated useful life of intangible assets | ' | ' | ' | '5 months | '19 years | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Acquisition related costs | ' | 700,000 | ' | ' | ' | 8,400,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Assets acquired for acquisition | ' | ' | ' | ' | ' | ' | ' | 1,100,000 | 1,100,000 | ' | 1,406,000 | 1,400,000 | ' | ' |
Amortization period of intangible assets acquired | ' | '12 years | ' | ' | ' | ' | ' | ' | ' | '7 years | ' | ' | '7 years | ' |
Issuance of common stock for acquisition shares | 14,527,332 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock converted into rights in consideration | 0.7 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of common stock owned by majority shareholders | 100.00% | ' | 100.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Funds borrowed to repay outstanding indebtedness and dividends payable | ' | ' | ' | ' | ' | ' | $149,100,000 | ' | ' | ' | ' | ' | ' | ' |
Business_Combinations_Schedule
Business Combinations - Schedule of Allocation of Purchase Price (Detail) (USD $) | Dec. 31, 2013 | 31-May-12 | Dec. 31, 2013 | Dec. 19, 2013 |
In Thousands, unless otherwise specified | TFX Incorporated [Member] | TFX Incorporated [Member] | Hart Transportation, Inc.[Member] | Westport USA Holding, LLC [Member] |
Business Acquisition [Line Items] | ' | ' | ' | ' |
Current assets | ' | ' | ' | $24,783 |
Intangible assets | 657 | ' | 915 | ' |
Property and equipment | 200 | ' | ' | 17,081 |
Goodwill | 243 | ' | 491 | 56,624 |
Intangible assets | ' | ' | ' | 57,800 |
Total assets acquired | 1,100 | 1,100 | 1,406 | ' |
Other long-term assets | ' | ' | ' | 474 |
Current liabilities | ' | ' | ' | -3,970 |
Capital lease obligations | ' | ' | ' | -4,685 |
Deferred tax liabilities, net | ' | ' | ' | -25,083 |
Total assets and liabilities acquired | ' | ' | ' | $123,024 |
Business_Combinations_Schedule1
Business Combinations - Schedule of Pro Forma Consolidated Results of Operations Regarding Acquisition (Detail) (USD $) | 12 Months Ended | |
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 |
Business Combinations [Abstract] | ' | ' |
Operating revenues | $1,121,459 | $1,095,393 |
Operating income | 93,972 | 66,848 |
Net Income | $54,791 | $44,143 |
Basic | $1.82 | $1.47 |
Diluted | $1.82 | $1.47 |
Business_Combinations_Schedule2
Business Combinations - Schedule of Business Combinations (Detail) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Total operating revenues: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total operating revenues | $259,548 | $261,663 | $264,172 | $248,109 | $259,148 | $256,898 | $264,968 | $255,992 | $1,033,492 | $1,037,006 | $990,672 |
Net income: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net Income | 11,302 | 13,742 | 14,154 | 11,374 | 2,452 | 15,052 | 15,745 | 14,439 | 50,572 | 47,688 | 51,446 |
Basic : | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Earnings per common share, basic | $0.38 | $0.46 | $0.47 | $0.38 | $0.08 | $0.50 | $0.52 | $0.48 | $1.68 | $1.59 | $1.71 |
Diluted : | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Earnings per common share, diluted | $0.38 | $0.46 | $0.47 | $0.38 | $0.08 | $0.50 | $0.52 | $0.48 | $1.68 | $1.59 | $1.71 |
Universal [Member] | Previously reported [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total operating revenues: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total operating revenues | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 699,771 |
Net income: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net Income | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 15,813 |
Basic : | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Earnings per common share, basic | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $1.01 |
Diluted : | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Earnings per common share, diluted | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $1.01 |
Universal [Member] | Restated [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total operating revenues: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total operating revenues | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 990,672 |
Net income: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net Income | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 51,446 |
Basic : | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Earnings per common share, basic | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $1.71 |
Diluted : | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Earnings per common share, diluted | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $1.71 |
LINC [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total operating revenues: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total operating revenues | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 290,929 |
Net income: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net Income | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 35,633 |
Elimination of intercompany transactions [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total operating revenues: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total operating revenues | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $28 |
Accounts_Receivable_Additional
Accounts Receivable - Additional Information (Detail) (USD $) | 12 Months Ended | |
In Millions, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 |
Receivables [Abstract] | ' | ' |
Total unbilled receivables | $12.80 | $14.10 |
Unbilled receivables billing period | '1 month | ' |
Accounts_Receivable_Summary_of
Accounts Receivable - Summary of Activity in Allowance for Doubtful Accounts (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Receivables [Abstract] | ' | ' | ' |
Balance at beginning of year | $2,515 | $3,874 | $5,217 |
Provision for doubtful accounts | 1,515 | 1,190 | 1,306 |
Acquisition of businesses | 163 | ' | ' |
Uncollectible accounts written off | -1,505 | -2,549 | -2,649 |
Balance at end of year | $2,688 | $2,515 | $3,874 |
Property_and_Equipment_Schedul
Property and Equipment - Schedule of Property and Equipment (Detail) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Property, Plant and Equipment [Line Items] | ' | ' |
Property and equipment | $280,262 | $254,527 |
Less accumulated depreciation | -137,606 | -126,736 |
Total | 142,656 | 127,791 |
Transportation equipment [Member] | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property and equipment | 151,395 | 147,733 |
Land, Buildings and Improvements [Member] | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property and equipment | 68,653 | 66,936 |
Other operating assets [Member] | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property and equipment | 43,624 | 26,697 |
Information technology equipment [Member] | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property and equipment | 14,427 | 10,849 |
Construction in process [Member] | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property and equipment | $2,163 | $2,312 |
Accrued_Expenses_and_Other_Cur2
Accrued Expenses and Other Current Liabilities - Schedule of Accrued Expenses (Detail) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Payables And Accruals [Abstract] | ' | ' |
Payroll related items | $8,080 | $6,582 |
Driver escrow liabilities | 6,099 | 5,769 |
Commissions, taxes and other | 6,893 | 4,779 |
Total | $21,072 | $17,130 |
Debt_Details_of_Debt_Detail
Debt - Details of Debt (Detail) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 |
Outstanding Debt: | ' | ' |
Long-term debt | $237,500 | $146,000 |
Less current portion | 5,482 | ' |
Total long-term debt | 232,018 | 146,000 |
Syndicated credit facility, $120 million revolving credit facility [Member] | ' | ' |
Outstanding Debt: | ' | ' |
Credit facility, Interest Rates | 'LIBOR + 1.35% | ' |
Debt instrument, carrying amount | 60,000 | 64,000 |
Syndicated credit facility, $60 million equipment financing facility [Member] | ' | ' |
Outstanding Debt: | ' | ' |
Credit facility, Interest Rates | 'LIBOR + 1.60% | ' |
Debt instrument, carrying amount | 57,500 | 32,000 |
Syndicated credit facility, $50 million term loan [Member] | ' | ' |
Outstanding Debt: | ' | ' |
Credit facility, Interest Rates | 'LIBOR + 2.50% | ' |
Debt instrument, carrying amount | 50,000 | 50,000 |
Syndicated credit facility, $70 million term loan B [Member] | ' | ' |
Outstanding Debt: | ' | ' |
Credit facility, Interest Rates | 'LIBOR + 2.50% | ' |
Debt instrument, carrying amount | 70,000 | ' |
UBS secured borrowing facility [Member] | ' | ' |
Outstanding Debt: | ' | ' |
Credit facility, Interest Rates | 'LIBOR + 0.85% | ' |
Debt instrument, carrying amount | ' | ' |
Debt_Details_of_Debt_Parenthet
Debt - Details of Debt (Parenthetical) (Detail) (USD $) | 12 Months Ended | |
In Millions, unless otherwise specified | Dec. 31, 2013 | Dec. 19, 2013 |
Syndicated credit facility, $120 million revolving credit facility [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Interest rate above variable base rate | 1.35% | ' |
Debt instrument, face amount | $120 | $120 |
Syndicated credit facility, $60 million equipment financing facility [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Interest rate above variable base rate | 1.60% | ' |
Debt instrument, face amount | 60 | 60 |
Syndicated credit facility, $50 million term loan [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Interest rate above variable base rate | 2.50% | ' |
Debt instrument, face amount | 50 | 50 |
Syndicated credit facility, $70 million term loan B [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Interest rate above variable base rate | 2.50% | ' |
Debt instrument, face amount | $70 | ' |
UBS secured borrowing facility [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Interest rate above variable base rate | 0.85% | ' |
Debt_Syndicated_Credit_Facilit
Debt - Syndicated Credit Facility - Additional Information (Detail) (USD $) | 12 Months Ended | 0 Months Ended | ||||||||||||||||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 19, 2013 | Dec. 19, 2013 | Dec. 19, 2013 | Dec. 31, 2013 | Dec. 19, 2013 | Dec. 19, 2013 | Dec. 31, 2013 | Dec. 19, 2013 | Dec. 31, 2013 | Dec. 19, 2013 | Dec. 31, 2013 | Dec. 19, 2013 | Dec. 19, 2013 | Dec. 31, 2013 | Dec. 19, 2013 | |
Westport USA Holding, LLC [Member] | Syndicated credit facility [Member] | Revolving Credit Facility [Member] | Syndicated credit facility, $70 million term loan B [Member] | Syndicated credit facility, $70 million term loan B [Member] | Syndicated credit facility, $70 million term loan B [Member] | Syndicated credit facility, $120 million revolving credit facility [Member] | Syndicated credit facility, $120 million revolving credit facility [Member] | Syndicated credit facility, $60 million equipment financing facility [Member] | Syndicated credit facility, $60 million equipment financing facility [Member] | Syndicated credit facility, $50 million term loan [Member] | Syndicated credit facility, $50 million term loan [Member] | Term Loan B [Member] | Letters of credit [Member] | Letters of credit [Member] | ||||
Westport USA Holding, LLC [Member] | Westport USA Holding, LLC [Member] | Syndicated credit facility [Member] | ||||||||||||||||
Debt Instrument [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt instrument, face amount | ' | ' | ' | ' | $300,000,000 | ' | $70,000,000 | ' | ' | $120,000,000 | $120,000,000 | $60,000,000 | $60,000,000 | $50,000,000 | $50,000,000 | $70,000,000 | ' | ' |
Increase in revolving credit facility | ' | ' | ' | ' | 10,000,000 | ' | ' | ' | ' | ' | 20,000,000 | ' | ' | ' | ' | ' | ' | ' |
Credit facility additional borrowing capacity | ' | ' | ' | ' | ' | ' | ' | 70,000,000 | 70,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Credit Facility, Borrowing Capacity | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5,000,000 | 5,000,000 |
Proceeds from credit facility | 48,218,000 | 94,871,000 | 34,165,000 | ' | ' | 25,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Credit facility additional borrowings | ' | ' | ' | $25,500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt_Revolving_Credit_Facility
Debt - Revolving Credit Facility - Additional Information (Detail) (USD $) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2012 | |
Option | ||
Debt Instrument [Line Items] | ' | ' |
Letters of credit issued against line of credit facility | $0 | ' |
Comerica Bank Credit Facility [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Credit Facility, Borrowing Capacity | 7,000,000 | ' |
Key Bank Credit Facility [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Credit Facility, Borrowing Capacity | 3,000,000 | ' |
Letters of credit [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Credit Facility, Borrowing Capacity | 5,000,000 | ' |
Syndicated credit facility, $120 million revolving credit facility [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Revolving credit facility maturity date | 28-Aug-17 | ' |
Number of interest rate options | 2 | ' |
Margin rate | 1.35% | ' |
Federal funds effective rate plus | 1.00% | ' |
Adjusting LIBOR rate plus | 'LIBOR + 1.35% | ' |
Interest rate above LIBOR | 1.00% | ' |
Interest accrued percentage | 1.51% | ' |
Debt instrument, carrying amount | 60,000,000 | 64,000,000 |
Credit facility, secured by accounts receivable | 111,200,000 | ' |
Credit facility available for borrowings pursuant to the agreement | 83,500,000 | ' |
Premiums or penalties resulting from prepayment | 0 | ' |
Syndicated credit facility, $120 million revolving credit facility [Member] | Minimum [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Facility fee | 0.25% | ' |
Syndicated credit facility, $120 million revolving credit facility [Member] | Maximum [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Facility fee | 0.50% | ' |
Syndicated credit facility, $120 million revolving credit facility [Member] | Eurodollar-based [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Line of credit facility, interest rate description | 'Interest at 30, 60 or 90-day LIBOR rates plus an applicable margin, which varies from 1.35% to 2.10% based on our ratio of total debt to earnings before interest, taxes, depreciation and amortization ("EBITDA"), as defined. | ' |
Syndicated credit facility, $120 million revolving credit facility [Member] | Eurodollar-based [Member] | Minimum [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Margin rate | 1.35% | ' |
Syndicated credit facility, $120 million revolving credit facility [Member] | Eurodollar-based [Member] | Maximum [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Margin rate | 2.10% | ' |
Syndicated credit facility, $120 million revolving credit facility [Member] | Base rate [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Line of credit facility, interest rate description | 'Base rate advances bear interest at a base rate, as defined, plus an applicable margin, which also varies based on our ratio of total debt to EBITDA in a range from 0.35% to 1.10%. | ' |
Syndicated credit facility, $120 million revolving credit facility [Member] | Base rate [Member] | Minimum [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Margin rate | 0.35% | ' |
Syndicated credit facility, $120 million revolving credit facility [Member] | Base rate [Member] | Maximum [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Margin rate | 1.10% | ' |
Swing Line sub-facility [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Credit Facility, Borrowing Capacity | 10,000,000 | ' |
Swing Line sub-facility [Member] | Comerica Bank Credit Facility [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Credit Facility, Outstanding | $0 | ' |
Debt_Equipment_Credit_Facility
Debt - Equipment Credit Facility - Additional Information (Detail) (Syndicated credit facility, $60 million equipment financing facility [Member]) | 12 Months Ended |
Dec. 31, 2013 | |
Installment | |
Option | |
Debt Instrument [Line Items] | ' |
Credit facility, expiration date | 28-Aug-15 |
Frequency of installments | 'Quarterly |
Number of installments | 28 |
Number of interest rate options | 2 |
Margin rate | 1.60% |
Credit facility fees percentage | 0.50% |
Interest accrued percentage | 1.76% |
Eurodollar-based [Member] | ' |
Debt Instrument [Line Items] | ' |
Line of credit facility, interest rate description | 'Eurodollar-based advances bear interest at 30, 60 or 90-day LIBOR rates plus an applicable margin, which varies from 1.60% to 2.60% based on our ratio of total debt to EBITDA |
Eurodollar-based [Member] | Minimum [Member] | ' |
Debt Instrument [Line Items] | ' |
Margin rate | 1.60% |
Eurodollar-based [Member] | Maximum [Member] | ' |
Debt Instrument [Line Items] | ' |
Margin rate | 2.60% |
Base rate [Member] | ' |
Debt Instrument [Line Items] | ' |
Line of credit facility, interest rate description | 'Base rate advances bear interest at a base rate, as defined, plus an applicable margin, which also varies based on our ratio of total debt to EBITDA in a range from 0.60% to 1.60% |
Base rate [Member] | Minimum [Member] | ' |
Debt Instrument [Line Items] | ' |
Margin rate | 0.60% |
Base rate [Member] | Maximum [Member] | ' |
Debt Instrument [Line Items] | ' |
Margin rate | 1.60% |
Debt_Term_Loan_Additional_Info
Debt - Term Loan - Additional Information (Detail) (Syndicated credit facility, $50 million term loan [Member]) | 12 Months Ended |
Dec. 31, 2013 | |
Debt Instrument [Line Items] | ' |
Credit facility, expiration date | 28-Aug-17 |
Margin rate | 2.50% |
Interest accrued percentage | 2.66% |
Base rate [Member] | ' |
Debt Instrument [Line Items] | ' |
Line of credit facility, interest rate description | 'Base rate advances bear interest at a defined base rate plus an applicable margin which varies from 1.50% to 2.25%, based on our ratio of total debt to EBITDA |
Base rate [Member] | Minimum [Member] | ' |
Debt Instrument [Line Items] | ' |
Margin rate | 1.50% |
Base rate [Member] | Maximum [Member] | ' |
Debt Instrument [Line Items] | ' |
Margin rate | 2.25% |
Eurodollar-based [Member] | ' |
Debt Instrument [Line Items] | ' |
Line of credit facility, interest rate description | 'Which bear interest at 30, 60 or 90-day LIBOR rates plus an applicable margin which varies from 2.50% to 3.25%, based on our ratio of total debt to EBITDA |
Eurodollar-based [Member] | Minimum [Member] | ' |
Debt Instrument [Line Items] | ' |
Margin rate | 2.50% |
Eurodollar-based [Member] | Maximum [Member] | ' |
Debt Instrument [Line Items] | ' |
Margin rate | 3.25% |
Debt_Term_Loan_B_Additional_In
Debt - Term Loan B - Additional Information (Detail) (Syndicated credit facility, $70 million term loan B [Member], USD $) | 12 Months Ended |
Dec. 31, 2013 | |
Debt Instrument [Line Items] | ' |
Credit facility, expiration date | 28-Aug-17 |
Margin rate | 2.50% |
Interest accrued percentage | 2.66% |
Repayments of borrowings under term loan facility | '50% (which percentage shall be reduced to 0% subject to the Company attaining a certain leverage ratio) of our annual excess cash flow, as defined; 100% of net cash proceeds of certain asset sales; and 100% of certain insurance and condemnation proceeds |
Prepayment of term loan | $0 |
Maximum senior debt to EBITDA | 2.5 |
Maximum total debt to EBITDA | 3 |
Fixed charge coverage ratio | 1.25 |
Eurodollar-based [Member] | ' |
Debt Instrument [Line Items] | ' |
Line of credit facility, interest rate description | 'Which bear interest at 30, 60 or 90-day LIBOR rates plus an applicable margin which varies from 2.50% to 3.25%, based on our ratio of total debt to EBITDA |
Eurodollar-based [Member] | Minimum [Member] | ' |
Debt Instrument [Line Items] | ' |
Margin rate | 2.50% |
Eurodollar-based [Member] | Maximum [Member] | ' |
Debt Instrument [Line Items] | ' |
Margin rate | 3.25% |
Base rate [Member] | ' |
Debt Instrument [Line Items] | ' |
Line of credit facility, interest rate description | 'Base rate advances bear interest at a defined base rate plus an applicable margin which varies from 1.50% to 2.25%, based on our ratio of total debt to EBITDA |
Base rate [Member] | Minimum [Member] | ' |
Debt Instrument [Line Items] | ' |
Margin rate | 1.50% |
Base rate [Member] | Maximum [Member] | ' |
Debt Instrument [Line Items] | ' |
Margin rate | 2.25% |
Debt_UBS_Secured_Borrowing_Fac
Debt - UBS Secured Borrowing Facility - Additional Information (Detail) (UBS secured borrowing facility [Member], USD $) | 12 Months Ended | |
In Millions, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 |
UBS secured borrowing facility [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Margin rate | 0.85% | ' |
Effective rate, percentage | 1.01% | ' |
Credit Facility, Borrowing Capacity | $5.40 | $5.10 |
Principal payments outstanding | $0 | ' |
Debt_Cuyahoga_County_Loan_Addi
Debt - Cuyahoga County Loan - Additional Information (Detail) (USD $) | 12 Months Ended | 0 Months Ended | 1 Months Ended | 12 Months Ended | ||
Dec. 31, 2011 | Jan. 31, 2011 | Jan. 31, 2007 | Jun. 30, 2010 | Dec. 31, 2013 | 1-May-06 | |
Cuyahoga County [Member] | Cuyahoga County [Member] | Cuyahoga County [Member] | Cuyahoga County [Member] | Cuyahoga County [Member] | ||
UTS Realty, LLC [Member] | UTS Realty, LLC [Member] | UTS Realty, LLC [Member] | UTS Realty, LLC [Member] | UTS Realty, LLC [Member] | ||
Debt Instrument [Line Items] | ' | ' | ' | ' | ' | ' |
Debt instrument, face amount | ' | ' | ' | ' | ' | $1,000,000 |
Initiation date of agreement | ' | ' | ' | ' | 1-May-06 | ' |
Annual interest rate on loan | ' | ' | ' | ' | 5.00% | ' |
Forgave amount of principal | 90,000 | 450,000 | ' | ' | ' | ' |
Reduction in the cost of the underlying improvements | ' | ' | 90,000 | ' | ' | ' |
Debt instrument maturity date | ' | ' | ' | ' | 31-Jan-11 | ' |
Remaining balance paid of loan | ' | ' | ' | $550,000 | ' | ' |
Debt_Summary_of_Maturities_of_
Debt - Summary of Maturities of Principal Repayment Obligations (Detail) (USD $) | Dec. 31, 2013 |
In Thousands, unless otherwise specified | |
Debt Maturities [Line Items] | ' |
2014 | $5,482 |
2015 | 8,214 |
2016 | 8,214 |
2017 | 215,590 |
Total | 237,500 |
Revolving Credit Facilities [Member] | ' |
Debt Maturities [Line Items] | ' |
2014 | ' |
2015 | ' |
2016 | ' |
2017 | 60,000 |
Total | 60,000 |
Equipment Financing Facilities [Member] | ' |
Debt Maturities [Line Items] | ' |
2014 | 5,482 |
2015 | 8,214 |
2016 | 8,214 |
2017 | 35,590 |
Total | 57,500 |
Term Loan [Member] | ' |
Debt Maturities [Line Items] | ' |
2014 | ' |
2015 | ' |
2016 | ' |
2017 | 50,000 |
Total | 50,000 |
Term Loan B [Member] | ' |
Debt Maturities [Line Items] | ' |
2014 | ' |
2015 | ' |
2016 | ' |
2017 | 70,000 |
Total | $70,000 |
Fair_Value_Measurement_and_Dis2
Fair Value Measurement and Disclosures - Financial Assets Measured at Fair Value on Recurring Basis (Detail) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Marketable securities | $11,626 | $9,962 |
Fair Value, Measurements, Recurring [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Cash equivalents | 117 | 23 |
Marketable securities | 11,626 | 9,962 |
Total Assets | 11,743 | 9,985 |
Fair Value, Measurements, Recurring [Member] | Level 1 [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Cash equivalents | 117 | 23 |
Marketable securities | 11,626 | 9,962 |
Total Assets | 11,743 | 9,985 |
Fair Value, Measurements, Recurring [Member] | Level 2 [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Cash equivalents | ' | ' |
Marketable securities | ' | ' |
Total Assets | ' | ' |
Fair Value, Measurements, Recurring [Member] | Level 3 [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Cash equivalents | ' | ' |
Marketable securities | ' | ' |
Total Assets | ' | ' |
Transactions_with_Affiliates_S
Transactions with Affiliates - Schedule of Amounts Charged to UTSI (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Related Party Transaction [Line Items] | ' | ' | ' |
Cost incurred for services provided by CenTra and affiliates | $48,514 | $51,114 | $52,840 |
Administrative support services [Member] | ' | ' | ' |
Related Party Transaction [Line Items] | ' | ' | ' |
Cost incurred for services provided by CenTra and affiliates | 2,367 | 2,535 | 2,019 |
Truck fueling and maintenance [Member] | ' | ' | ' |
Related Party Transaction [Line Items] | ' | ' | ' |
Cost incurred for services provided by CenTra and affiliates | 1,774 | 3,850 | 3,629 |
Real estate rent and related costs [Member] | ' | ' | ' |
Related Party Transaction [Line Items] | ' | ' | ' |
Cost incurred for services provided by CenTra and affiliates | 11,352 | 10,787 | 11,319 |
Insurance and employee benefit plans [Member] | ' | ' | ' |
Related Party Transaction [Line Items] | ' | ' | ' |
Cost incurred for services provided by CenTra and affiliates | 32,710 | 33,657 | 33,529 |
Contracted transportation services [Member] | ' | ' | ' |
Related Party Transaction [Line Items] | ' | ' | ' |
Cost incurred for services provided by CenTra and affiliates | $311 | $285 | $2,344 |
Transactions_with_Affiliates_A
Transactions with Affiliates - Additional Information (Detail) (USD $) | 12 Months Ended | ||||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Oct. 31, 2012 | Oct. 02, 2012 | |
Tractor | |||||
Facility | |||||
Related Party Transactions [Abstract] | ' | ' | ' | ' | ' |
Occupancy of facilities either on monthly or contractual basis | 38 | ' | ' | ' | ' |
Due to affiliates | $3,618,000 | $4,093,000 | ' | ' | ' |
Insurance, claims and other receivables | 15,800,000 | 13,800,000 | ' | ' | ' |
Costs related to an underwritten public offering | 524,000 | ' | ' | ' | ' |
Number of tractors purchased | 39 | ' | ' | ' | ' |
Cost of purchase of tractors from an affiliate | 1,600,000 | ' | ' | ' | ' |
Amounts paid for legal services | 7,000 | 144,000 | 340,000 | ' | ' |
Due from affiliates | $2,283,000 | $3,586,000 | ' | ' | ' |
Percentage of common stock owned by principal shareholders | ' | ' | ' | 100.00% | 100.00% |
Transactions_with_Affiliates_S1
Transactions with Affiliates - Schedule of Services Provided to Affiliates (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Related Party Transaction [Line Items] | ' | ' | ' |
Services provided to affiliates | $10,097 | $2,982 | $1,842 |
Transportation and intermodal services [Member] | ' | ' | ' |
Related Party Transaction [Line Items] | ' | ' | ' |
Services provided to affiliates | 9,800 | 2,644 | 981 |
Truck fueling and maintenance [Member] | ' | ' | ' |
Related Party Transaction [Line Items] | ' | ' | ' |
Services provided to affiliates | 184 | 227 | 798 |
Administrative and customer support services [Member] | ' | ' | ' |
Related Party Transaction [Line Items] | ' | ' | ' |
Services provided to affiliates | $113 | $111 | $63 |
Income_Taxes_Summary_of_Income
Income Taxes - Summary of Income Related to U.S. and Non-U.S. Operations (Detail) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Income Before Income Taxes [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Income before provision for income taxes | $18,314 | $21,491 | $22,828 | $18,283 | $12,367 | $19,359 | $19,123 | $17,103 | $80,916 | $67,952 | $65,653 |
U.S. Domestic [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Income Before Income Taxes [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Income before provision for income taxes | ' | ' | ' | ' | ' | ' | ' | ' | 74,697 | 63,427 | 63,462 |
Foreign [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Income Before Income Taxes [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Income before provision for income taxes | ' | ' | ' | ' | ' | ' | ' | ' | $6,219 | $4,525 | $2,191 |
Income_Taxes_Provision_for_Inc
Income Taxes - Provision for Income Taxes Attributable to Income from Continuing Operations (Detail) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Current: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
U.S. Federal | ' | ' | ' | ' | ' | ' | ' | ' | $22,797 | $12,554 | $3,454 |
State | ' | ' | ' | ' | ' | ' | ' | ' | 3,609 | 1,740 | 5,412 |
Foreign | ' | ' | ' | ' | ' | ' | ' | ' | 1,442 | 1,586 | 1,041 |
Current income taxes provision, Total | ' | ' | ' | ' | ' | ' | ' | ' | 27,848 | 15,880 | 9,907 |
Deferred: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
U.S. Federal | ' | ' | ' | ' | ' | ' | ' | ' | 1,922 | 4,155 | 5,263 |
State | ' | ' | ' | ' | ' | ' | ' | ' | 524 | 354 | -889 |
Foreign | ' | ' | ' | ' | ' | ' | ' | ' | 50 | -125 | -74 |
Deferred income taxes provision, Total | ' | ' | ' | ' | ' | ' | ' | ' | 2,495 | 4,389 | 4,289 |
Total | ($7,012) | ($7,749) | ($8,674) | ($6,909) | ($9,915) | ($4,307) | ($3,378) | ($2,664) | $30,344 | $20,264 | $14,207 |
Income_Taxes_Deferred_Income_T
Income Taxes - Deferred Income Tax Assets and Liabilities (Detail) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Current [Member] | ' | ' |
Domestic deferred tax assets: | ' | ' |
Deferred tax assets | $6,404 | $7,430 |
Domestic deferred tax liabilities: | ' | ' |
Deferred tax liabilities | -1,528 | -2,552 |
Foreign deferred tax asset | ' | ' |
Valuation allowance-foreign | ' | ' |
Deferred tax assets | ' | ' |
Net deferred tax asset (liability) | 4,876 | 4,878 |
Current [Member] | Allowance for doubtful accounts [Member] | ' | ' |
Domestic deferred tax assets: | ' | ' |
Deferred tax assets | 578 | 812 |
Current [Member] | Other assets [Member] | ' | ' |
Domestic deferred tax assets: | ' | ' |
Deferred tax assets | ' | ' |
Foreign deferred tax asset | ' | ' |
Deferred tax assets | ' | ' |
Current [Member] | Accrued expenses [Member] | ' | ' |
Domestic deferred tax assets: | ' | ' |
Deferred tax assets | 5,826 | 6,618 |
Current [Member] | Prepaid expenses [Member] | ' | ' |
Domestic deferred tax liabilities: | ' | ' |
Deferred tax liabilities | -1,528 | -1,650 |
Current [Member] | Marketable securities [Member] | ' | ' |
Domestic deferred tax liabilities: | ' | ' |
Deferred tax liabilities | ' | -902 |
Current [Member] | Intangible assets [Member] | ' | ' |
Domestic deferred tax liabilities: | ' | ' |
Deferred tax liabilities | ' | ' |
Current [Member] | Property and equipment [Member] | ' | ' |
Domestic deferred tax liabilities: | ' | ' |
Deferred tax liabilities | ' | ' |
Long-term [Member] | ' | ' |
Domestic deferred tax assets: | ' | ' |
Deferred tax assets | 1,018 | 3,128 |
Domestic deferred tax liabilities: | ' | ' |
Deferred tax liabilities | -44,989 | -19,000 |
Foreign deferred tax asset | ' | ' |
Valuation allowance-foreign | -401 | -394 |
Deferred tax assets | 223 | 273 |
Net deferred tax asset (liability) | -43,748 | -15,599 |
Long-term [Member] | Allowance for doubtful accounts [Member] | ' | ' |
Domestic deferred tax assets: | ' | ' |
Deferred tax assets | ' | ' |
Long-term [Member] | Other assets [Member] | ' | ' |
Domestic deferred tax assets: | ' | ' |
Deferred tax assets | 1,018 | 3,128 |
Foreign deferred tax asset | ' | ' |
Deferred tax assets | 624 | 667 |
Long-term [Member] | Accrued expenses [Member] | ' | ' |
Domestic deferred tax assets: | ' | ' |
Deferred tax assets | ' | ' |
Long-term [Member] | Prepaid expenses [Member] | ' | ' |
Domestic deferred tax liabilities: | ' | ' |
Deferred tax liabilities | ' | ' |
Long-term [Member] | Marketable securities [Member] | ' | ' |
Domestic deferred tax liabilities: | ' | ' |
Deferred tax liabilities | -1,480 | ' |
Long-term [Member] | Intangible assets [Member] | ' | ' |
Domestic deferred tax liabilities: | ' | ' |
Deferred tax liabilities | -21,248 | ' |
Long-term [Member] | Property and equipment [Member] | ' | ' |
Domestic deferred tax liabilities: | ' | ' |
Deferred tax liabilities | ($22,261) | ($19,000) |
Income_Taxes_Additional_Inform
Income Taxes - Additional Information (Detail) (USD $) | 12 Months Ended |
Dec. 31, 2013 | |
Income Tax Disclosure [Abstract] | ' |
Undistributed earnings of foreign subsidiaries | $8,100,000 |
Recognition of additional income tax expense | 2,500,000 |
Unrecognized tax benefit in certain tax positions | 652,000 |
Accrued interest | 200,000 |
Accrued penalties | $100,000 |
Income_Taxes_Income_Tax_Expens
Income Taxes - Income Tax Expense Attributable to Income from Continuing Operations Differs from Statutory Rates (Detail) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Income Tax Disclosure [Abstract] | ' | ' | ' |
Federal statutory rate | 35.00% | 35.00% | 35.00% |
S-Corp earnings taxed at shareholder level | 0.00% | -14.00% | -20.00% |
Non-deductible (benefit) expense | -1.00% | 3.00% | 0.00% |
LINC tax status change | 0.00% | 4.00% | 0.00% |
State, net of federal benefit | 3.00% | 2.00% | 6.00% |
Foreign | 0.00% | 0.00% | 1.00% |
Effective tax rate | 37.00% | 30.00% | 22.00% |
Leases_Schedule_of_Future_Mini
Leases - Schedule of Future Minimum Rental Payments Under Non-Cancelable Capital Leases and Operating Leases (Detail) (USD $) | 12 Months Ended |
In Thousands, unless otherwise specified | Dec. 31, 2013 |
Operating Leases Future Minimum Payments Due [Line Items] | ' |
2014 | $1,818 |
2015 | 1,245 |
2016 | 989 |
2017 | 731 |
2018 | 313 |
Thereafter | ' |
Total required payments | 5,096 |
Less amounts representing interest (1.7% to 9.1%) | 453 |
Present value of minimum lease payments | 4,643 |
Less current maturities | 1,592 |
Capital leases future minimum rental payment, Total | 3,051 |
2014 | 16,378 |
2015 | 11,299 |
2016 | 6,084 |
2017 | 4,580 |
2018 | 1,837 |
Thereafter | 338 |
Total required payments | 40,516 |
Less amounts representing interest (1.7% to 9.1%) | ' |
Present value of minimum lease payments | ' |
Less current maturities | ' |
Operating and Capital leases future minimum rental payment, Total | ' |
Operating Leases with Affiliates [Member] | ' |
Operating Leases Future Minimum Payments Due [Line Items] | ' |
2014 | 4,754 |
2015 | 1,783 |
2016 | 1,021 |
2017 | 800 |
2018 | 810 |
Thereafter | 338 |
Total required payments | 9,506 |
Less amounts representing interest (1.7% to 9.1%) | ' |
Present value of minimum lease payments | ' |
Less current maturities | ' |
Operating leases future minimum rental payment, Total | ' |
Operating Leases With Third Parties [Member] | ' |
Operating Leases Future Minimum Payments Due [Line Items] | ' |
2014 | 9,806 |
2015 | 8,271 |
2016 | 4,074 |
2017 | 3,049 |
2018 | 714 |
Thereafter | ' |
Total required payments | 25,914 |
Less amounts representing interest (1.7% to 9.1%) | ' |
Present value of minimum lease payments | ' |
Less current maturities | ' |
Operating leases future minimum rental payment, Total | ' |
Leases_Schedule_of_Future_Mini1
Leases - Schedule of Future Minimum Rental Payments Under Non-Cancelable Capital Leases and Operating Leases (Parenthetical) (Detail) | 12 Months Ended |
Dec. 31, 2013 | |
Minimum [Member] | ' |
Operating Leases Future Minimum Payments Due [Line Items] | ' |
Capital leases interest rate | 1.70% |
Maximum [Member] | ' |
Operating Leases Future Minimum Payments Due [Line Items] | ' |
Capital leases interest rate | 9.10% |
Leases_Additional_Information_
Leases - Additional Information (Detail) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Lease Disclosure [Line Items] | ' | ' | ' |
Amortization expense | $0.10 | ' | ' |
Rental expense for facilities, vehicles and other equipment leased from third parties | 14.4 | 10.7 | 9.5 |
Property, Plant and Equipment [Member] | ' | ' | ' |
Lease Disclosure [Line Items] | ' | ' | ' |
Amortization expense | 6.9 | 0 | ' |
Amortization expense capital leased assets | $0.10 | ' | ' |
Comprehensive_Income_Component
Comprehensive Income - Components of Comprehensive Income (Detail) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Statement Of Income And Comprehensive Income [Abstract] | ' | ' | ' |
Unrealized holding gains on available-for-sale investments, Gross amount | $2,160 | $1,383 | $33 |
Unrealized holding gains on available-for-sale investments, Income tax (expense) benefit | -614 | -817 | 20 |
Unrealized holding gains on available-for-sale investments, Net of tax amount | 1,546 | 566 | 53 |
Realized (gains) on available-for-sale investments reclassified into income, Gross amount | -107 | -2,189 | -1,136 |
Realized (gains) on available-for-sale investments reclassified into income, Income tax expense | 39 | 1,013 | 450 |
Realized (gains) on available-for-sale investments reclassified into income, Net of tax amount | -68 | -1,176 | -686 |
Foreign currency translation adjustments | ($227) | $312 | ($274) |
Retirement_Plans_Additional_In
Retirement Plans - Additional Information (Detail) (USD $) | 12 Months Ended | |||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2008 | |
Age | ||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ' | ' | ' | ' |
Pension plan contribution | ' | ' | ' | $600 |
Expense of retirement plans | 400,000 | 400,000 | 400,000 | ' |
Minimum eligibility service for defined contribution plan | '1 year | ' | ' | ' |
Eligibility age for defined contribution plan | 21 | ' | ' | ' |
Employer contributions to defined contribution plan | 0 | 0 | 0 | ' |
Minimum [Member] | ' | ' | ' | ' |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ' | ' | ' | ' |
Matching contributions offered to employee | 0 | ' | ' | ' |
Maximum [Member] | ' | ' | ' | ' |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ' | ' | ' | ' |
Matching contributions offered to employee | 2,080 | ' | ' | ' |
Canadian [Member] | ' | ' | ' | ' |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ' | ' | ' | ' |
Number of employees covered | 9 | ' | ' | ' |
Required contributions into Canada Wide Industrial Pension Plan | $38,000 | $28,000 | ' | ' |
Stock_Based_Compensation_Addit
Stock Based Compensation - Additional Information (Detail) (USD $) | 0 Months Ended | 12 Months Ended | ||
In Millions, except Share data, unless otherwise specified | Dec. 20, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Stock Based Compensation Activity [Line Items] | ' | ' | ' | ' |
Restricted stock grants vested | 20.00% | ' | ' | ' |
Additional restricted stock grants vested per year | ' | 20.00% | ' | ' |
Total unrecognized compensation cost | ' | 1.8 | ' | ' |
Weighted-average period of cost expected to be recognized | ' | '3 years | ' | ' |
Total fair value of shares vested | ' | 0.6 | ' | ' |
Restricted stock [Member] | ' | ' | ' | ' |
Stock Based Compensation Activity [Line Items] | ' | ' | ' | ' |
Shares of restricted stock granted | 178,137 | 0 | 178,137 | 0 |
Stock Incentive Plan [Member] | ' | ' | ' | ' |
Stock Based Compensation Activity [Line Items] | ' | ' | ' | ' |
Issuance of shares | ' | 500,000 | ' | ' |
Stock_Based_Compensation_Summa
Stock Based Compensation - Summary of Status of Nonvested Shares (Detail) (Restricted stock [Member], USD $) | 0 Months Ended | 12 Months Ended | ||
Dec. 20, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Restricted stock [Member] | ' | ' | ' | ' |
Nonvested Share Activity [Line Items] | ' | ' | ' | ' |
Shares Nonvested, Beginning Balance | ' | 142,511 | ' | ' |
Shares, Granted | 178,137 | 0 | 178,137 | 0 |
Shares, Vested | ' | -35,626 | ' | ' |
Shares, Forfeited | ' | 0 | ' | ' |
Shares, Ending Balance | ' | 106,885 | 142,511 | ' |
Weighted Average Grant Date Fair Value, Beginning Balance | ' | $16.42 | ' | ' |
Weighted Average Grant Date Fair Value, Granted | ' | ' | $16.42 | ' |
Weighted Average Grant Date Fair Value, Vested | ' | $16.42 | ' | ' |
Weighted Average Grant Date Fair Value, Forfeited | ' | ' | ' | ' |
Weighted Average Grant Date Fair Value, Ending Balance | ' | $16.42 | $16.42 | ' |
Commitments_and_Contingencies_
Commitments and Contingencies - Additional Information (Detail) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Commitments And Contingencies [Line Items] | ' | ' | ' |
Percentage of employees collective bargaining agreements | 33.80% | 30.70% | 32.50% |
Workforce Subject to Collective Bargaining Arrangements [Member] | Unionized Employees Concentration Risk [Member] | ' | ' | ' |
Commitments And Contingencies [Line Items] | ' | ' | ' |
Percentage of employees collective bargaining agreements | 40.90% | ' | ' |
Earnings_Per_Share_Additional_
Earnings Per Share - Additional Information (Detail) | 12 Months Ended | ||
Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Earnings Per Share [Abstract] | ' | ' | ' |
Weighted average non-vested shares of restricted shares | 95,656 | 4,597 | ' |
Expired options to purchase shares of common stock excluded from calculation of diluted earnings per share due to anti-dilutive | ' | ' | 187,500 |
Recovered_Sheet3
Quarterly Financial Data (Unaudited) - Summary of Quarterly Financial Data (Detail) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Quarterly Financial Information Disclosure [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Operating revenue | $259,548 | $261,663 | $264,172 | $248,109 | $259,148 | $256,898 | $264,968 | $255,992 | $1,033,492 | $1,037,006 | $990,672 |
Operating income | 19,133 | 22,480 | 23,629 | 19,251 | 13,621 | 18,893 | 19,248 | 17,395 | 84,493 | 69,157 | 66,068 |
Income before income taxes | 18,314 | 21,491 | 22,828 | 18,283 | 12,367 | 19,359 | 19,123 | 17,103 | 80,916 | 67,952 | 65,653 |
Provision for income taxes | 7,012 | 7,749 | 8,674 | 6,909 | 9,915 | 4,307 | 3,378 | 2,664 | -30,344 | -20,264 | -14,207 |
Net Income | $11,302 | $13,742 | $14,154 | $11,374 | $2,452 | $15,052 | $15,745 | $14,439 | $50,572 | $47,688 | $51,446 |
Earnings per common share: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Basic | $0.38 | $0.46 | $0.47 | $0.38 | $0.08 | $0.50 | $0.52 | $0.48 | $1.68 | $1.59 | $1.71 |
Diluted | $0.38 | $0.46 | $0.47 | $0.38 | $0.08 | $0.50 | $0.52 | $0.48 | $1.68 | $1.59 | $1.71 |
Weighted average number of common shares outstanding: | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Basic | 30,083 | 30,065 | 30,054 | 30,054 | 30,023 | 30,018 | 30,022 | 30,065 | 30,064 | 30,032 | 30,121 |
Diluted | 30,127 | 30,118 | 30,196 | 30,196 | 30,041 | 30,018 | 30,022 | 30,065 | 30,160 | 30,036 | 30,121 |
Segment_Reporting_Additional_I
Segment Reporting - Additional Information (Detail) | 12 Months Ended |
Dec. 31, 2013 | |
Segment | |
Segment Reporting [Abstract] | ' |
Number of reportable segment | 2 |
Segment_Reporting_Summary_of_C
Segment Reporting - Summary of Company's Reportable Segment Information (Detail) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revenues | $259,548 | $261,663 | $264,172 | $248,109 | $259,148 | $256,898 | $264,968 | $255,992 | $1,033,492 | $1,037,006 | $990,672 |
Depreciation and amortization | ' | ' | ' | ' | ' | ' | ' | ' | 19,686 | 18,237 | 17,731 |
Income from operations | 19,133 | 22,480 | 23,629 | 19,251 | 13,621 | 18,893 | 19,248 | 17,395 | 84,493 | 69,157 | 66,068 |
Capital expenditures | ' | ' | ' | ' | ' | ' | ' | ' | 17,035 | 29,566 | 29,603 |
Total assets | 490,136 | ' | ' | ' | 327,369 | ' | ' | ' | 490,136 | 327,369 | 315,847 |
Operating Segments [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revenues | ' | ' | ' | ' | ' | ' | ' | ' | 1,033,492 | 1,030,006 | 990,672 |
Intersegment Eliminations [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revenues | ' | ' | ' | ' | ' | ' | ' | ' | 858 | 597 | 633 |
Transportation [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Depreciation and amortization | ' | ' | ' | ' | ' | ' | ' | ' | 11,557 | 12,066 | 11,614 |
Income from operations | ' | ' | ' | ' | ' | ' | ' | ' | 28,537 | 30,623 | 27,587 |
Capital expenditures | ' | ' | ' | ' | ' | ' | ' | ' | 9,084 | 15,463 | 20,084 |
Total assets | 221,428 | ' | ' | ' | 226,896 | ' | ' | ' | 221,428 | 226,896 | 217,461 |
Transportation [Member] | Operating Segments [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revenues | ' | ' | ' | ' | ' | ' | ' | ' | 705,557 | 747,313 | 722,936 |
Transportation [Member] | Intersegment Eliminations [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revenues | ' | ' | ' | ' | ' | ' | ' | ' | 679 | 514 | 596 |
Logistics [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Depreciation and amortization | ' | ' | ' | ' | ' | ' | ' | ' | 7,861 | 5,957 | 5,959 |
Income from operations | ' | ' | ' | ' | ' | ' | ' | ' | 58,724 | 49,497 | 40,351 |
Capital expenditures | ' | ' | ' | ' | ' | ' | ' | ' | 6,426 | 12,927 | 8,252 |
Total assets | 229,947 | ' | ' | ' | 77,563 | ' | ' | ' | 229,947 | 77,563 | 67,195 |
Logistics [Member] | Operating Segments [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revenues | ' | ' | ' | ' | ' | ' | ' | ' | 327,498 | 289,268 | 267,345 |
Logistics [Member] | Intersegment Eliminations [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revenues | ' | ' | ' | ' | ' | ' | ' | ' | 179 | 83 | 37 |
Other [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Depreciation and amortization | ' | ' | ' | ' | ' | ' | ' | ' | 268 | 214 | 158 |
Income from operations | ' | ' | ' | ' | ' | ' | ' | ' | -2,768 | -10,963 | -1,870 |
Capital expenditures | ' | ' | ' | ' | ' | ' | ' | ' | 1,525 | 1,176 | 1,267 |
Total assets | 38,761 | ' | ' | ' | 22,910 | ' | ' | ' | 38,761 | 22,910 | 31,191 |
Other [Member] | Operating Segments [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revenues | ' | ' | ' | ' | ' | ' | ' | ' | 437 | 425 | 391 |
Other [Member] | Intersegment Eliminations [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revenues | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Segment_Reporting_Revenues_for
Segment Reporting - Revenues for Selected Services by Operating Segments (Detail) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Segment Reporting [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Transportation services | ' | ' | ' | ' | ' | ' | ' | ' | $706,998 | $741,650 | $740,089 |
Value-added services | ' | ' | ' | ' | ' | ' | ' | ' | 195,086 | 174,975 | 147,814 |
Intermodal services | ' | ' | ' | ' | ' | ' | ' | ' | 131,408 | 120,381 | 102,769 |
Total operating revenues | $259,548 | $261,663 | $264,172 | $248,109 | $259,148 | $256,898 | $264,968 | $255,992 | $1,033,492 | $1,037,006 | $990,672 |
Segment_Reporting_Revenues_Att
Segment Reporting - Revenues Attributed to Geographic Areas (Detail) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, unless otherwise specified | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total operating revenues | $259,548 | $261,663 | $264,172 | $248,109 | $259,148 | $256,898 | $264,968 | $255,992 | $1,033,492 | $1,037,006 | $990,672 |
United States [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total operating revenues | ' | ' | ' | ' | ' | ' | ' | ' | 992,511 | 999,668 | 955,189 |
Mexico [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total operating revenues | ' | ' | ' | ' | ' | ' | ' | ' | 23,440 | 20,266 | 16,017 |
Canada [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total operating revenues | ' | ' | ' | ' | ' | ' | ' | ' | 14,029 | 13,407 | 14,628 |
Europe [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total operating revenues | ' | ' | ' | ' | ' | ' | ' | ' | 2,278 | 2,057 | 3,040 |
Other [Member] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total operating revenues | ' | ' | ' | ' | ' | ' | ' | ' | $1,234 | $1,608 | $1,798 |
Segment_Reporting_Net_LongLive
Segment Reporting - Net Long-Lived Property and Equipment Assets by Geographic Areas (Detail) (USD $) | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Segment Reporting Information [Line Items] | ' | ' |
Property and equipment, total | $142,656 | $127,791 |
United States [Member] | ' | ' |
Segment Reporting Information [Line Items] | ' | ' |
Property and equipment, total | 134,951 | 117,910 |
Mexico [Member] | ' | ' |
Segment Reporting Information [Line Items] | ' | ' |
Property and equipment, total | 7,640 | 9,791 |
Canada [Member] | ' | ' |
Segment Reporting Information [Line Items] | ' | ' |
Property and equipment, total | $65 | $90 |
Subsequent_Events_Additional_I
Subsequent Events - Additional Information (Detail) (USD $) | 12 Months Ended | 0 Months Ended |
Dec. 31, 2013 | Feb. 20, 2014 | |
Subsequent Event [Member] | ||
Subsequent Event [Line Items] | ' | ' |
Quarterly cash dividend declared per common stock | ' | $0.07 |
Dividend payable, payment date | 13-Mar-14 | ' |
Dividend payable, date of record | 3-Mar-14 | ' |