Roadrunner Transportation Systems (RRTS) 8-K 27 Dec 18 Other Events Financial data

Document and Entity Information

Document and Entity Information	9 Months Ended
	Sep. 30, 2018
Document And Entity Information [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Sep. 30, 2018
Trading Symbol	RRTS
Entity Registrant Name	Roadrunner Transportation Systems, Inc.
Entity Central Index Key	1,440,024

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands	Sep. 30, 2018	Dec. 31, 2017
Current assets:
Cash and cash equivalents	$ 10,019	$ 25,702
Accounts receivable, net of allowances of $9,745 and $10,891, respectively	285,393	321,629
Income tax receivable	11,192	14,749
Prepaid expenses and other current assets	66,561	36,306
Total current assets	373,165	398,386
Property and equipment, net of accumulated depreciation of $122,383 and $107,037, respectively	175,322	159,547
Other assets:
Goodwill	264,826	264,826
Intangible assets, net	44,276	49,648
Other noncurrent assets	5,607	3,636
Total other assets	314,709	318,110
Total assets	863,196	876,043
Current liabilities:
Current maturities of debt	10,088	9,950
Accounts payable	161,329	171,905
Accrued expenses and other current liabilities	136,107	105,409
Total current liabilities	307,524	287,264
Deferred tax liabilities	5,536	14,282
Other long-term liabilities	26,243	10,873
Long-term debt, net of current maturities	149,241	189,460
Preferred stock	368,767	263,317
Total liabilities	857,311	765,196
Commitments and contingencies (Note 11)
Stockholders' investment:
Common stock $.01 par value; 105,000 shares authorized; 38,514 and 38,423 shares issued and outstanding	385	384
Additional paid-in capital	404,476	403,166
Retained deficit	(398,976)	(292,703)
Total stockholders' investment	5,885	110,847
Total liabilities and stockholders' investment	$ 863,196	$ 876,043

Condensed Consolidated Balanc_2

Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - USD ($) $ in Thousands	Sep. 30, 2018	Dec. 31, 2017
Statement of Financial Position [Abstract]
Accounts receivable, net of allowances	$ 9,745	$ 10,891
Accumulated depreciation	$ 122,383	$ 107,037
Common stock, par value (in dollars per share)	$ 0.01	$ 0.01
Common stock, shares authorized (in shares)	105,000,000	105,000,000
Common stock, shares issued (in shares)	38,514,000	38,423,000
Common stock, shares outstanding (in shares)	38,514,000	38,423,000

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations (Unaudited) - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2018	Sep. 30, 2017	Sep. 30, 2018	Sep. 30, 2017
Income Statement [Abstract]
Revenues	$ 536,584	$ 521,433	$ 1,664,594	$ 1,530,932
Operating expenses:
Purchased transportation costs	365,678	358,480	1,146,713	1,033,197
Personnel and related benefits	78,118	73,263	229,843	223,345
Other operating expenses	93,995	100,123	291,206	291,711
Depreciation and amortization	9,614	9,319	27,803	27,834
Operations restructuring costs	0	0	4,655	0
Gain from sale of Unitrans	0	(35,440)	0	(35,440)
Impairment charges	0	4,402	0	4,402
Total operating expenses	547,405	510,147	1,700,220	1,545,049
Operating (loss) income	(10,821)	11,286	(35,626)	(14,117)
Interest expense:
Interest expense-preferred stock	32,847	8,683	71,571	33,723
Interest expense-debt	2,951	1,819	8,002	11,659
Total interest expense	35,798	10,502	79,573	45,382
Loss from debt extinguishment	0	6,049	0	15,876
Loss before income taxes	(46,619)	(5,265)	(115,199)	(75,375)
(Benefit from) provision for income taxes	(5,058)	4,788	(8,040)	(7,516)
Net loss	$ (41,561)	$ (10,053)	$ (107,159)	$ (67,859)
Loss per share:
Basic (in dollars per share)	$ (1.08)	$ (0.26)	$ (2.78)	$ (1.77)
Diluted (in dollars per share)	$ (1.08)	$ (0.26)	$ (2.78)	$ (1.77)
Weighted average common stock outstanding:
Basic (in shares)	38,512	38,420	38,490	38,399
Diluted (in shares)	38,512	38,420	38,490	38,399

Condensed Consolidated Statem_2

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2018	Sep. 30, 2017
Cash flows from operating activities:
Net loss	$ (107,159)	$ (67,859)
Adjustments to reconcile net loss to net cash provided by (used in) operating activities:
Depreciation and amortization	28,358	28,780
Change in fair value of preferred stock	70,451	10,716
Amortization of preferred stock issuance costs	1,120	16,112
Loss on disposal of property and equipment	1,853	1,066
Gain from sale of Unitrans	0	(35,440)
Share-based compensation	1,392	1,647
Loss from debt extinguishment	0	15,876
Provision for bad debts	2,275	2,847
Deferred tax benefit	(9,041)	(10,193)
Impairment charges	0	4,402
Changes in:
Accounts receivable	34,556	(32,701)
Income tax receivable	3,557	3,599
Prepaid expenses and other assets	(13,754)	(768)
Accounts payable	(12,453)	(5,384)
Accrued expenses and other liabilities	(3,138)	17,329
Net cash used in operating activities	(1,983)	(49,971)
Cash flows from investing activities:
Proceeds from sale of business	0	88,512
Capital expenditures	(16,922)	(11,212)
Proceeds from sale of property and equipment	1,316	2,689
Net cash (used in) provided by investing activities	(15,606)	79,989
Cash flows from financing activities:
Borrowings under revolving credit facilities	60,746	236,905
Payments under revolving credit facilities	(85,655)	(268,568)
Term debt payments	(16,285)	(278,819)
Term debt borrowings	557	56,780
Debt issuance costs and discount	0	(4,672)
Cash collateralization of letters of credit	0	(1,211)
Payments of debt extinguishment costs	0	(10,960)
Preferred stock issuance costs	(1,120)	(16,112)
Proceeds from issuance of preferred stock and warrants	34,999	540,500
Preferred stock payments	0	(293,000)
Issuance of restricted stock units, net of taxes paid	(81)	(230)
Payment of capital lease obligation	(2,785)	(3,078)
Proceeds from issuance premium financing	17,782	0
Payments on issuance premium financing	(6,252)	0
Net cash provided by (used in) financing activities	1,906	(42,465)
Net decrease in cash and cash equivalents	(15,683)	(12,447)
Cash and cash equivalents:
Beginning of period	25,702	29,513
End of period	10,019	17,066
Supplemental cash flow information:
Cash paid for interest	7,436	24,625
Cash refunds from income taxes, net	(1,329)	(2,215)
Non-cash capital leases and other obligations to acquire assets	23,233	0
Capital expenditures, not yet paid	$ 1,877	$ 0

Organization, Nature of Busines

Organization, Nature of Business and Significant Accounting Policies	9 Months Ended
	Sep. 30, 2018
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Organization, Nature of Business and Significant Accounting Policies	1. Organization, Nature of Business and Significant Accounting Policies Nature of Business Roadrunner Transportation Systems, Inc. (the “Company”) is headquartered in Downers Grove, Illinois with operations primarily in the United States and is organized in the following three segments: Truckload & Express Services (“TES”), Less-than-Truckload (“LTL”), and Ascent Global Logistics (“Ascent”). Within its TES segment, the Company serves customers throughout North America and provides the following services: air and ground expedite; over-the-road pick-up Principles of Consolidation The accompanying unaudited condensed consolidated financial statements have been prepared pursuant to the rules and regulations of the United States Securities and Exchange Commission (“SEC”). All intercompany balances and transactions have been eliminated in consolidation. In the Company’s opinion, except as noted below with respect to the change in accounting principle, the change in segments, and the restructuring charges described in Note 14, these financial statements include all adjustments, consisting only of normal recurring adjustments, necessary for a fair presentation of the operations for the interim periods presented. Interim results are not necessarily indicative of results for a full year. Change in Accounting Principle On January 1, 2018, the Company adopted Accounting Standards Update (“ASU”) No. 2014-09, No. 2015-14, No. 2016-08 2016-08”), 2016-08, The Company determined key factors from the five-step process to recognize revenue as prescribed by the new standard that may be applicable to each of the Company’s operating businesses that roll up into its three segments. Significant customers and contracts from each business unit were identified and the Company reviewed these contracts. The Company completed the evaluation of the provisions of these contracts and compared the historical accounting policies and practices to the requirements of the new standard including the related qualitative disclosures regarding the potential impact of the effects of the accounting policies and a comparison to the Company’s previous revenue recognition policies. The Company determined that certain transactions with customers required a change in the timing of when revenue and related expense is recognized. The guidance was applied only to contracts that were not completed at the date of initial adoption. The Company elected the modified retrospective method which required a cumulative adjustment to retained earnings instead of retrospectively adjusting prior periods. The Company recorded a $0.9 million benefit to opening retained earnings as of January 1, 2018 for the cumulative impact of adoption related to the recognition of in-transit Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. Segment Reporting The Company determines its segments based on the information utilized by the chief operating decision maker, the Company’s Chief Executive Officer, to allocate resources and assess performance. Based on this information, the Company has determined that it has three segments: TES, LTL, and Ascent. The Company changed its segment reporting effective January 1, 2018 when it integrated its truckload brokerage business into the Ascent domestic freight management business. Segment information for prior periods has been revised to align with the new segment structure. Revenue Recognition (effective January 1, 2018) The Company’s revenues are primarily derived from transportation services which includes providing freight and carrier services both domestically and internationally via land, air, and sea. The Company disaggregates revenue among its three segments, TES, LTL and Ascent, as presented in Note 13. Performance Obligations - A performance obligation is created once a customer agreement with an agreed upon transaction price exists. The terms and conditions of the Company’s agreements with customers are generally consistent within each segment. The transaction price is typically fixed and determinable and is not contingent upon the occurrence or non-occurrence Principal vs. Agent Considerations - The Company utilizes independent contractors and third-party carriers in the performance of some transportation services. The Company evaluates whether its performance obligation is a promise to transfer services to the customer (as the principal) or to arrange for services to be provided by another party (as the agent) using a control model. This evaluation determined that the Company is in control of establishing the transaction price, managing all aspects of the shipments process and taking the risk of loss for delivery, collection, and returns. Based on the Company’s evaluation of the control model, it determined that all of the Company’s major businesses act as the principal rather than the agent within their revenue arrangements and such revenues are reported on a gross basis. Contract Balances and Costs - The Company applies the practical expedient in Topic 606 that permits the Company to not disclose the aggregate amount of transaction price allocated to performance obligations that are unsatisfied as of the end of the period as the Company’s contracts have an expected length of one year or less. The Company also applies the practical expedient in Topic 606 that permits the recognition of incremental costs of obtaining contracts as an expense when incurred if the amortization period of such costs is one year or less. These costs are included purchased transportation costs. New Accounting Pronouncements In February 2016, the FASB issued ASU No. 2016-02, right-of-use right-of-use right-to-use In October 2016, the FASB issued ASU No. 2016-16, 2016-16”). 2016-16, 2016-16, 2016-16 2016-16 Revisions to Previously Issued Condensed Consolidated Financial Statements Subsequent to the issuance of the condensed consolidated financial statements for the interim period ended September 30, 2018, management identified an immaterial error related to the financing of insurance premiums, resulting in an understatement of prepaid expenses and other current assets and of accrued expenses and other current liabilities in the amount of $15.9 million. There was no impact on the unaudited condensed consolidated statement of operations. The following table summarizes the impact of the immaterial error on select unaudited condensed statement of cash flows line items for the nine months ended September 30, 2018 (in thousands): As previously Adjustment As revised Cash flows from operating activities: Changes in: Prepaid expenses and other assets $ (15,636 ) $ 1,882 $ (13,754 ) Accrued expenses and other liabilities 10,274 (13,412 ) (3,138 ) Net cash provided by (used in) operating activities $ 9,547 $ (11,530 ) $ (1,983 ) Cash flows from financing activities: Proceeds from insurance premium financing $ — $ 17,782 $ 17,782 Payments on insurance premium financing — (6,252 ) (6,252 ) Net cash provided by (used in) financing activities $ (9,624 ) 11,530 $ 1,906

Divestitures

Divestitures	9 Months Ended
	Sep. 30, 2018
Discontinued Operations and Disposal Groups [Abstract]
Divestitures	2. Divestitures On September 15, 2017, the Company completed the sale of its wholly-owned subsidiary Unitrans, Inc. (“Unitrans”). The Company received net proceeds of $88.5 million and recognized a gain of $35.4 million. The proceeds from the sale were used primarily to redeem a portion of the Series E Preferred Stock and to provide funding for operations. The results of operations and financial condition of Unitrans have been included in the Company’s condensed consolidated financial statements within the Company’s Ascent segment until the date of sale. The divestiture of Unitrans did not meet the criteria for being classified as a discontinued operation and accordingly, its results are presented within continuing operations.

Goodwill and Intangible Assets

Goodwill and Intangible Assets	9 Months Ended
	Sep. 30, 2018
Goodwill and Intangible Assets Disclosure [Abstract]
Goodwill and Intangible Assets	3. Goodwill and Intangible Assets Goodwill represents the excess of the purchase price of all acquisitions over the estimated fair value of the net assets acquired. The Company evaluates goodwill and intangible assets for impairment at least annually or more frequently whenever events or changes in circumstances indicate that the asset may be impaired, or in the case of goodwill, the fair value of the reporting unit is below its carrying amount. The analysis of potential impairment of goodwill requires the Company to compare the estimated fair value at each of its reporting units to its carrying amount, including goodwill. If the carrying amount of the reporting unit exceeds the estimated fair value of the reporting unit, a non-cash For purposes of the impairment analysis, the fair value of the Company’s reporting units is estimated based upon an average of the market approach and the income approach, both of which incorporate numerous assumptions and estimates such as company forecasts, discount rates, and growth rates, among others. The determination of the fair value of the reporting units and the allocation of that value to individual assets and liabilities within those reporting units requires the Company to make significant estimates and assumptions. These estimates and assumptions primarily include, but are not limited to, the selection of appropriate peer group companies, control premiums appropriate for acquisitions in the industries in which the Company competes, the discount rate, terminal growth rates, and forecasts of revenue, operating income, and capital expenditures. The allocation requires several analyses to determine fair value of assets and liabilities including, among others, customer relationships and property and equipment. Although the Company believes its estimates of fair value are reasonable, actual financial results could differ from those estimates due to the inherent uncertainty involved in making such estimates. Changes in assumptions concerning future financial results or other underlying assumptions could have a significant impact on the fair value of the reporting units. Future declines in the overall market value of the Company’s stock may also result in a conclusion that the fair value of one or more reporting units has declined below its carrying value. The Company has four reporting units for its three segments: one reporting unit for its TES segment; one reporting unit for its LTL segment; and two reporting units for its Ascent segment, which are the Domestic and International Logistics reporting unit and the Warehousing & Consolidation reporting unit. In connection with the change in segments as indicated in Note 1, the Company reallocated $5.8 million of goodwill between the TES and Ascent segments. In connection with the change in segments, the Company conducted an impairment analysis as of January 1, 2018 and determined there was no impairment. The Company conducted its annual goodwill impairment analysis for each of its four reporting units as of July 1, 2018 and determined that the fair values of the TES, Domestic and International Logistics, and Warehousing & Consolidation reporting units exceeded their respective carrying values by 5.1%, 12.8%, and 112.2%, respectively; thus no impairment was indicated for these reporting units. The following is a breakdown of the Company’s goodwill as of September 30, 2018 by segment (in thousands): TES LTL Ascent Total Goodwill $ 92,926 $ — $ 171,900 $ 264,826 In connection with the change in segments as indicated in Note 1, the Company reallocated $25.1 million of accumulated goodwill impairment between the TES and Ascent segments. The following is a breakdown of the Company’s accumulated goodwill impairment losses as of September 30, 2018 by segment (in thousands): TES LTL Ascent Total Accumulated goodwill impairment charges $ 132,408 $ 197,312 $ 46,763 $ 376,483 Intangible assets consist primarily of customer relationships acquired from business acquisitions. In connection with the change in segments as indicated in Note 1, the Company reallocated net intangible assets of $0.3 million between the TES and Ascent segments. Intangible assets as of September 30, 2018 and December 31, 2017 were as follows (in thousands): September 30, 2018 December 31, 2017 Gross Carrying Amount Accumulated Amortization Net Carrying Value Gross Carrying Amount Accumulated Amortization Net Carrying Value TES $ 55,008 $ (21,863 ) $ 33,145 $ 55,008 $ (18,470 ) $ 36,538 LTL 2,498 (1,884 ) 614 2,498 (1,748 ) 750 Ascent 27,152 (16,635 ) 10,517 27,152 (14,792 ) 12,360 Total $ 84,658 $ (40,382 ) $ 44,276 $ 84,658 $ (35,010 ) $ 49,648 The customer relationships intangible assets are amortized over their estimated useful lives, ranging from five to 12 years. Amortization expense was $1.8 million and $2.0 million for the three months ended September 30, 2018 and 2017, respectively. Amortization expense was $5.4 million and $6.1 million for the nine months ended September 30, 2018 and 2017, respectively. Estimated amortization expense for each of the next five years based on intangible assets as of September 30, 2018 is as follows (in thousands): Remainder 2018 $ 1,751 2019 6,819 2020 6,447 2021 6,265 2022 5,826 Thereafter 17,168 Total $ 44,276

Debt

Debt	9 Months Ended
	Sep. 30, 2018
Debt Disclosure [Abstract]
Debt	4. Debt Debt as of September 30, 2018 and December 31, 2017 consisted of the following (in thousands): September 30, 2018 December 31, 2017 Revolving credit facility $ 122,128 $ 147,037 Term loans 40,130 55,858 Total debt $ 162,258 $ 202,895 Less: Debt issuance costs and discount (2,929 ) (3,485 ) Total debt, net of debt issuance costs and discount 159,329 199,410 Less: Current maturities (10,088 ) (9,950 ) Total debt, net of current maturities $ 149,241 $ 189,460 On July 21, 2017, the Company entered into the Asset-Based Lending Facility with BMO Harris Bank, N.A. and certain other lenders (the “ABL Facility”). The Company used the initial proceeds from the ABL Facility for working capital purposes and to redeem all of the outstanding shares of its Series F Preferred Stock. The ABL Facility matures on July 21, 2022. The ABL Facility consists of a: • $200.0 million asset-based revolving line of credit, of which $20.0 million may be used for swing line loans and $30.0 million may be used for letters of credit; • $56.8 million term loan facility; and • $35.0 million asset-based facility available to finance future capital expenditures, which was subsequently terminated before being utilized. Principal on the term loan facility is due in quarterly installments commencing on March 31, 2018. Borrowings under the ABL Facility are secured by substantially all of the assets of the Company. Borrowings under the ABL Facility bear interest at either the (a) LIBOR Rate (as defined in the credit agreement) plus an applicable margin in the range of 1.5% to 2.25%, or (b) the Base Rate (as defined in the credit agreement) plus an applicable margin in the range of 0.5% to 1.25%. The ABL Facility contains a minimum fixed charge coverage ratio financial covenant that must be maintained when excess availability falls below a specified amount. The ABL Facility also provides for the issuance of up to $30.0 million in letters of credit. As of September 30, 2018, the Company had outstanding letters of credit totaling $14.4 million. As of September 30, 2018, total availability under the ABL Facility was $42.2 million but the Company could not draw more than $22.2 million as of that date to maintain at least $20.0 million of Adjusted Excess Availability in order to avoid the commencement of a Fixed Charge Trigger Period. In addition, the ABL Facility contains negative covenants limiting, among other things, additional indebtedness, transactions with affiliates, additional liens, sales of assets, dividends, investments and advances, prepayments of debt, mergers and acquisitions, and other matters customarily restricted. The ABL Facility also contains customary events of default, including payment defaults, breaches of representations and warranties, covenant defaults, events of bankruptcy and insolvency, failure of any guaranty or security document supporting the credit agreement to be in full force and effect, and a change of control of the Company’s business. On December 15, 2017, the Company entered into a First Amendment to the ABL Facility. Pursuant to the First Amendment the ABL Facility was amended to (i) reduce the maximum borrowing amount under the revolving line of credit by $15.0 million and (ii) terminate the asset-based facility available to finance future capital expenditures. On January 30, 2018, the Company entered into a Second Amendment to the ABL Facility. Pursuant to the Second Amendment the ABL Facility was further amended to, among other things: (i) permit the Company to enter into an investment agreement with Elliott providing for the issuance of up to $52.5 million of preferred stock; and (ii) increase the applicable margin related to the term loan facility to LIBOR Rate plus 2.25% or Base Rate plus 1.25%. On March 14, 2018, the Company entered into a Third Amendment to the ABL Facility. Pursuant to the Third Amendment the ABL Facility was further amended to, among other things: (i) extend the date for delivery of the Company’s consolidated financial statements for the first three quarters of 2017 (unaudited) until April 30, 2018; (ii) extend the date for delivery of the Company’s consolidated financial statements for fiscal year 2017 (audited) until June 30, 2018; (iii) expand the permitted amount of capital leases and purchase money indebtedness from $35.0 million to $60.0 million; (iv) require us to pay for a new appraisal to be conducted by the administrative agent for the equipment pledged for the term loan within 60 days; (v) establish an additional availability reserve; and (vi) impose certain collateral reporting requirements. On August 3, 2018, the Company entered into a Fourth Amendment to the ABL Facility. Pursuant to the Fourth Amendment the ABL Facility was further amended to, among other things, reduce the amount of proceeds from the third tranche under the Series E-1 On September 19, 2018, the Company entered into a Fifth Amendment to the ABL Facility. Pursuant to the Fifth Amendment the lenders waived: (i) an Event of Default that arose under Section 9.01(b) of the ABL Facility due to (a) a Fixed Charge Trigger Period commencing as of September 6, 2018, and (b) the Consolidated Fixed Charge Coverage Ratio, determined on a Pro Forma Basis as of July 31, 2018, which is the last day of the Measurement Period most recently ended prior to September 6th and 7th of 2018, being less than 1.00 to 1.00; and (ii) the Dominion Trigger Period and the Reporting Trigger Period for the period commencing on September 6, 2018 and ending on September 19, 2018. Pursuant to the Fifth Amendment, the ABL Facility was further amended to, among other things: (i) extend the time period during which the Company is permitted to issue Series E-1 E-1 Prior to the ABL Facility, the Company had senior debt that was comprised of a revolving line of credit and a term loan. The senior debt was paid off with the issuance of preferred stock on May 2, 2017. In connection with the pay-off, The Company also has certain equipment and a building classified as capital leases. The Company’s obligation under these capital leases was $30.0 million and $9.6 million as of September 30, 2018 and December 31, 2017, respectively.

Preferred Stock

Preferred Stock	9 Months Ended
	Sep. 30, 2018
Preferred Stock [Abstract]
Preferred Stock	5. Preferred Stock Preferred stock as of as of September 30, 2018 and December 31, 2017 consisted of the following (in thousands): September 30, 2018 December 31, 2017 Preferred stock: Series B Preferred $ 187,190 $ 146,649 Series C Preferred 94,358 76,096 Series D Preferred 1,159 6,672 Series E Preferred 43,387 33,900 Series E-1 42,673 — Total Preferred stock $ 368,767 $ 263,317 The preferred stock is mandatorily redeemable and, as such, is presented as a liability on the condensed consolidated balance sheets. At each preferred stock dividend payment date, the Company has the option to pay the accrued dividends in cash or to defer them. Deferred dividends earn dividend income consistent with the underlying shares of preferred stock. The Company has elected to measure the value of its preferred stock using the fair value method. Under the fair value method, issuance costs are expensed as incurred. On March 1, 2018, the Company entered into the Series E-1 E-1 E-1 E-1 Series E-1 Series E-1 Series E-1 E-1 E-1 E-1 E-1 E-1 E-1 E-1 E-1 Certain terms of the Series E-1 Rank E-1 Liquidation Value E-1 E-1 Dividends E-1 E-1 E-1 E-1 plus plus E-1 Redemption at Maturity E-1 E-1 Optional Redemption E-1 E-1 E-1 E-1 E-1 Change of Control E-1 E-1 E-1 E-1 E-1 Voting E-1 E-1 Certain Terms of the Preferred Stock Series B Series C Series D Series E Series E-1 Shares at $0.01 Par Value at Issuance 155,000 55,000 100 90,000 35,728 Shares Outstanding at September 30, 2018 155,000 55,000 100 37,500 35,728 Price per Share $1,000 $1,000 $1.00 $1,000 $1,000/$960 Dividend Rate Adjusted LIBOR + 3.00% + Additional Rate (4.75-12.50%) Adjusted LIBOR + 3.00% + Additional Rate (4.75-12.50%) Right to participate equally and ratably in all cash dividends paid on common stock. Adjusted LIBOR + 5.25% + Additional Rate (8.50%). Additional 3.00% upon certain triggering events. Adjusted LIBOR + 5.25% + Additional Rate (8.50%). Additional 3.00% upon certain triggering events. Dividend Rate at September 30, 2018 17.573% 17.573% N/A 15.823% 15.823% Redemption Term 8 Years 8 Years 8 Years 6 Years 6 Years Redemption Rights From Closing Date: 12-24 24-36 65% premium (subject to stock movement) From Closing Date: 0-12 12-24 From Closing Date: 0-12 12-24 In connection with the repurchase of the Series F Preferred Stock and repurchase of a portion of the Series E Preferred Stock in the third quarter of 2017, the Company recorded a loss of $6.0 million reported in loss from debt extinguishment in the statement of operations. The Company incurred $1.1 million of issuance costs for the nine months ended September 30, 2018, associated with the issuance of the Series E-1

Fair Value Measurement

Fair Value Measurement	9 Months Ended
	Sep. 30, 2018
Fair Value Disclosures [Abstract]
Fair Value Measurement	6. Fair Value Measurement Accounting guidance on fair value measurements for certain financial assets and liabilities requires that assets and liabilities carried at fair value be classified and disclosed in one of the following three categories: Level 1 Level 2 Level 3 The classification of a financial asset or liability within the hierarchy is determined based on the lowest level of input that is significant to the fair value measurement. The Company has elected to measure its preferred stock using the fair value method. The fair value of the preferred stock is the estimated amount that would be paid to redeem the liability in an orderly transaction between market participants at the measurement date. The Company calculates the fair value of: • the Series B Preferred Stock using a lattice model that takes into consideration the Company’s call right on the instrument based on simulated future interest rates; • the Series C Preferred Stock using a lattice model that takes into consideration the future redemption value on the instrument, which is tied to the Company’s stock price; • the Series D Preferred Stock using a static discounted cash flow approach, where the expected redemption value of the instrument is based on the value of the Company’s stock as of the measurement date grown at the risk-free rate; and • the Series E and E-1 These valuations are considered to be Level 3 fair value measurements as the significant inputs are unobservable and require significant management judgment or estimation. Considerable judgment is required in interpreting market data to develop the estimates of fair value. Accordingly, the Company’s estimates are not necessarily indicative of the amounts that the Company, or holders of the instruments, could realize in a current market exchange. Significant assumptions used in the fair value models include: the estimates of the redemption dates; credit spreads; dividend payments; and the market price of the Company’s common stock. The use of different assumptions and/or estimation methodologies could have a material effect on the estimated fair values. The table below sets forth a reconciliation of the Company’s beginning and ending Level 3 preferred stock liability balance for the three and nine months ended September 30, 2018 and 2017. Three Months Ended Nine Months Ended 2018 2017 2018 2017 Balance, beginning of period $ 335,979 $ 546,858 $ 263,317 $ — Issuance of preferred stock at fair value — — 34,999 537,930 Redemption of preferred stock — (293,000 ) — (293,000 ) Change in fair value of preferred stock (1) 32,788 1,788 70,451 10,716 Balance, end of period $ 368,767 $ 255,646 $ 368,767 $ 255,646 (1) Change in fair value of preferred stock is reported in interest expense - preferred stock.

Stockholders' Investment

Stockholders' Investment	9 Months Ended
	Sep. 30, 2018
Equity [Abstract]
Stockholders' Investment	7. Stockholders’ Investment Changes in stockholders’ investment for the three and nine months ended September 30, 2018 and 2017 consisted of the following (in thousands): Three Months Ended Nine Months Ended 2018 2017 2018 2017 Beginning balance $ 46,954 $ 143,286 $ 111,733 $ 197,468 Net loss (41,561 ) (10,053 ) (107,159 ) (67,859 ) Share-based compensation 497 379 1,392 1,647 Issuance of warrants — — — 2,571 Issuance of restricted stock units, net of taxes paid (5 ) (15 ) (81 ) (230 ) Ending balance $ 5,885 $ 133,597 $ 5,885 $ 133,597 The retained earnings balance as of January 1, 2018 was adjusted by $0.9 million due to the modified retrospective application of the new revenue recognition principles.

Earnings Per Share

Earnings Per Share	9 Months Ended
	Sep. 30, 2018
Earnings Per Share [Abstract]
Earnings Per Share	8. Earnings Per Share Basic loss per common share is calculated by dividing net loss by the weighted average number of shares of common stock outstanding during the period. Diluted loss per share is calculated by dividing net loss by the weighted average common stock outstanding plus stock equivalents that would arise from the assumed exercise of stock options, the conversion of warrants, and the delivery of stock underlying restricted stock units using the treasury stock method. There is no difference, for any of the periods presented, in the amount of net loss used in the computation of basic and diluted loss per share. The Company had stock options and warrants outstanding of 1,535,771 as of September 30, 2018 and 1,903,467 as of September 30, 2017 that were not included in the computation of diluted loss per share because they were not assumed to be exercised under the treasury stock method or because they were anti-dilutive. All restricted stock units were anti-dilutive for the three and nine months ended September 30, 2018 and 2017. Since the Company was in a net loss position for the three and nine months ended September 30, 2018 and 2017, there is no difference between basic and dilutive weighted average common stock outstanding.

Income Taxes

Income Taxes	9 Months Ended
	Sep. 30, 2018
Income Tax Disclosure [Abstract]
Income Taxes	9. Income Taxes The effective income tax rate was 10.8% for the three months ended September 30, 2018 and 7.0% for the nine months ended September 30, 2018. In comparison, the effective income tax rate was (90.9)% for the three months ended September 30, 2017 and 10.0% for the nine months ended September 30, 2017. The (benefit from) provision for income taxes varies from the amount computed by applying the federal corporate income tax rate of 21.0% and 35.0% for 2018 and 2017, respectively, to the loss before income taxes primarily due to state income taxes (net of federal tax effect) and adjustments for permanent differences (primarily the non-deductible non-deductible non-taxable No significant discrete items were recognized during the three and nine months ended September 30, 2018. Significant discrete items recognized during the three and nine months ended September 30, 2017 included loss from debt extinguishment (no tax benefit for partial redemption of preferred stock), gain on the sale of Unitrans (tax provision), and goodwill impairment charges (primarily non-deductible

Guarantees

Guarantees	9 Months Ended
	Sep. 30, 2018
Guarantees Abstract
Guarantees	10. Guarantees The Company provides a guarantee for a portion of the value of certain independent contractors’ (“IC”) leased tractors. The guarantees expire at various dates through 2022. The potential maximum exposure under these lease guarantees was approximately $7.9 million as of September 30, 2018. Upon an IC default, the Company has the option to purchase the tractor or return the tractor to the leasing company if the residual value is greater than the Company’s guarantee. Alternatively, the Company can contract another IC to assume the lease. The Company estimated the fair value of its liability under this on-going The Company began to offer a lease purchase program that did not include a guarantee and offered newer equipment under factory warranty that was more cost effective. ICs began electing the newer lease purchase program over the legacy lease guarantee programs which led to an increase in unseated legacy tractors. In late 2016, management committed to a plan to divest these older assets and recorded a loss reserve. The loss reserve for the guarantee and reconditioning costs associated with the planned divestiture was $0.5 million and $1.8 million as of September 30, 2018 and December 31, 2017, respectively, which was recorded in accrued expenses and other current liabilities. The Company paid $0.3 million and $0.9 million under these lease guarantees during the third quarter of 2018 and 2017, respectively, and $1.8 million and $7.9 million during the first nine months of 2018 and 2017, respectively.

Commitments and Contingencies

Commitments and Contingencies	9 Months Ended
	Sep. 30, 2018
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	11. Commitments and Contingencies Auto, Workers Compensation, and General Liability Reserves In the ordinary course of business, the Company is a defendant in several legal proceedings arising out of the conduct of its business. These proceedings include claims for property damage or personal injury incurred in connection with the Company’s services. Although there can be no assurance as to the ultimate disposition of these proceedings, the Company does not believe, based upon the information available at this time, that these property damage or personal injury claims, in the aggregate, will have a material impact on its consolidated financial statements. The Company maintains an aggregate of $100 million of auto liability and general liability insurance. The Company maintains auto liability insurance coverage for claims in excess of $1.0 million per occurrence and cargo coverage for claims in excess of $100,000 per occurrence. The Company is self-insured up to $1.0 million for workers compensation. The Company believes it has adequate insurance to cover losses in excess of the self-insured and deductible amounts. As of September 30, 2018, and December 31, 2017, the Company had reserves for estimated uninsured losses of $26.0 million and $28.4 million, respectively, included in accrued expenses and other current liabilities. General Litigation Proceedings Jeffrey Cox and David Chidester filed a Complaint against certain of the Company’s subsidiaries in state court in California in a post-acquisition dispute (the “Central Cal Matter”). The Complaint alleges contract, statutory and tort-based claims arising out of the Stock Purchase Agreement, dated November 2, 2012, between the defendants, as buyers, and the plaintiffs, as sellers, for the purchase of the shares of Central Cal Transportation, Inc. and Double C Transportation, Inc. (the “Central Cal Agreement”). The plaintiffs claim that a contingent purchase obligation payment is due and owing pursuant to the Central Cal Agreement, and that defendants have furnished fraudulent calculations to the plaintiffs to avoid payment. The plaintiffs also claim violations of California’s Labor Code related to the plaintiffs’ respective employment with Central Cal Transportation, LLC. On October 27, 2017, the state court granted the Company’s motion to compel arbitration of all non-employment The Company received a letter dated April 17, 2018 from legal counsel representing Warren Communications News, Inc. (“Warren”) in which Warren made certain allegations against the Company of copyright infringement concerning an electronic newsletter published by Warren (the “Warren Matter”). Specifically, Warren alleged that an employee of the Company had, for several years, forwarded that electronic newsletter to third parties in violation of corresponding subscription agreements. After discussions with Warren, the Company received a second letter dated July 30, 2018 in which counsel for Warren offered to settle its claim for a monetary payment by the Company. The Company subsequently sent a counter-offer to Warren, which was rejected. In addition to the legal proceeding described above, the Company is a defendant in various purported class-action lawsuits alleging violations of various California labor laws and one purported class-action lawsuit alleging violations of the Illinois Wage Payment and Collection Act. Additionally, the California Division of Labor Standards and Enforcement has brought administrative actions against the Company alleging that the Company violated various California labor laws. In 2017 and 2018, the Company reached settlement agreements on a number of these labor related lawsuits and administrative actions. As of September 30, 2018, and December 31, 2017, the Company recorded a reserve for settlements, litigation, and defense costs related to these labor matters, the Central Cal Matter, and the Warren Matter of $12.0 million and $13.2 million, respectively, which are included in accrued expenses and other current liabilities. Securities Litigation Proceedings Following the Company’s press release on January 30, 2017, three putative class actions were filed in the United States District Court for the Eastern District of Wisconsin against the Company and its former officers, Mark A. DiBlasi and Peter R. Armbruster. On May 19, 2017, the Court consolidated the actions under the caption In re Roadrunner Transportation Systems, Inc. Securities Litigation (Case No. 17-cv-00144), 10b-5, On May 25, 2017, Richard Flanagan filed a complaint alleging derivative claims on the Company’s behalf in the Circuit Court of Milwaukee County, State of Wisconsin (Case No. 17-cv-004401) On June 28, 2017, Jesse Kent filed a complaint alleging derivative claims on the Company’s behalf and class action claims in the United States District Court for the Eastern District of Wisconsin. On December 22, 2017, Chester County Employees Retirement Fund filed a Complaint alleging derivative claims on the Company’s behalf in the United States District Court for the Eastern District of Wisconsin. On March 21, 2018, the Court entered an order consolidating the Kent and Chester County actions under the caption In re Roadrunner Transportation Systems, Inc. Stockholder Derivative Litigation (Case No. 17-cv-00893). 14a-9 Given the status of the matters above, the Company concluded in the third quarter of 2018 that a liability is probable and recorded the estimated loss of $22 million and a corresponding insurance reimbursement receivable of $20 million as of September 30, 2018. In addition, subsequent to the Company’s announcement that certain previously filed financial statements should not be relied upon, the Company was contacted by the SEC, Financial Industry Regulatory Authority (“FINRA”), and the Department of Justice (“DOJ”). The DOJ and Division of Enforcement of the SEC have commenced investigations into the events giving rise to the restatement. The Company has received formal requests for documents and other information. In addition, in June 2018 two of the Company’s former employees were indicted on charges of conspiracy, securities fraud, and wire fraud as part of the ongoing DOJ and SEC investigation. The Company is cooperating fully with the joint DOJ and SEC investigation. Given the status of this matter, the Company is unable to reasonably estimate the potential costs or range of costs at this time.

Related Party Transactions

Related Party Transactions	9 Months Ended
	Sep. 30, 2018
Related Party Transactions [Abstract]
Related Party Transactions	12. Related Party Transactions The Company had an advisory agreement with HCI Equity Management L.P. (“HCI”) that required the Company to pay transaction fees and an annual advisory fee of $0.1 million. On May 2, 2017, the Company and HCI entered into a Termination Agreement in which HCI waived the Company’s payment of any and all unpaid fees and expenses accrued under the advisory agreement through May 2, 2017. The Investment Agreement with Elliott required the Company to pay Elliott a daily payment in an amount equal to $33,333.33 per calendar day from the closing date until the Refinancing Date (which is the date the Company entered into the ABL Facility). The Company paid $0.7 million and $2.7 million pursuant to this requirement for the three and nine months ended September 30, 2017, respectively. The Company, as part of the $293.0 million redemption of its Series F Preferred Stock ($240.5 million) and a portion of its Series E Preferred Stock ($52.5 million), paid to Elliott $6.9 million in accrued dividends and $6.0 million in early redemption premiums in the third quarter of 2017. The Company’s operating companies have contracts with certain purchased transportation providers that are considered related parties. The Company paid an aggregate of $5.8 million and $3.8 million to these purchased transportation providers during the three months ended September 30, 2018 and 2017, respectively. The Company paid an aggregate of $19.0 million and $9.5 million to these purchased transportation providers during the nine months ended September 30, 2018 and 2017, respectively. The Company has a number of facility leases with related parties and paid an aggregate of $0.3 million and $0.8 million under these leases during the three months ended September 30, 2018 and 2017, respectively. The Company paid an aggregate of $1.0 million and $2.3 million under these leases during the nine months ended September 30, 2018 and 2017, respectively. The Company owns 37.5% of Central Minnesota Logistics, Inc. (“CML”), which operates as one of the Company’s brokerage agents. The Company paid CML broker commissions of $0.8 million and $0.7 million during the three months ended September 30, 2018 and 2017. The Company paid CML broker commissions of $2.2 million and $1.9 million during the nine months ended September 30, 2018 and 2017, respectively. The Company has a jet fuel purchase agreement with a related party and paid an aggregate of $0.4 million and $0.3 million under this agreement during the three months ended September 30, 2018 and 2017, respectively. The Company paid an aggregate of $1.6 million and $1.1 million under this agreement during the nine months ended September 30, 2018 and 2017, respectively. The Company leases certain equipment through leasing companies owned by related parties and paid an aggregate of $1.2 million and $0.3 million during the three months ended September 30, 2018 and 2017, respectively. The Company paid an aggregate of $2.7 million and $0.9 million for these leases during the nine months ended September 30, 2018 and 2017, respectively.

Segment Reporting

Segment Reporting	9 Months Ended
	Sep. 30, 2018
Segment Reporting [Abstract]
Segment Reporting	13. Segment Reporting The Company determines its segments based on the information utilized by the chief operating decision maker, the Company’s Chief Executive Officer, to allocate resources and assess performance. Based on this information, the Company has determined that it has three segments: TES, LTL, and Ascent. The Company changed its segment reporting effective January 1, 2018 when it integrated its truckload brokerage business into the Ascent domestic freight management business. Segment information for prior periods has been revised to align with the new segment structure. These segments are strategic business units through which the Company offers different services. The Company evaluates the performance of the segments primarily based on their respective revenues and operating income. Accordingly, interest expense and other non-operating The following table reflects certain financial data of the Company’s segments for the three and nine months ended September 30, 2018 and 2017 and as of September 30, 2018 and December 31, 2017 (in thousands): Three Months Ended Nine Months Ended 2018 2017 2018 2017 Revenues: TES 280,335 260,536 $ 906,439 $ 750,820 LTL 113,948 117,618 344,237 348,362 Ascent 145,632 145,296 425,205 438,856 Eliminations (3,331 ) (2,017 ) (11,287 ) (7,106 ) Total $ 536,584 $ 521,433 $ 1,664,594 $ 1,530,932 Operating (loss) income: TES (1) (787 ) (1,735 ) $ 2,863 $ — LTL (5,040 ) (8,169 ) (17,467 ) (14,154 ) Ascent 7,474 1,531 21,495 16,383 Corporate (2) (12,468 ) 19,659 (42,517 ) (16,346 ) Total $ (10,821 ) $ 11,286 $ (35,626 ) $ (14,117 ) Interest expense 35,798 10,502 79,573 45,382 Loss from debt extinguishment — 6,049 — 15,876 Loss before income taxes $ (46,619 ) $ (5,265 ) $ (115,199 ) $ (75,375 ) Depreciation and amortization: TES 6,456 6,484 $ 18,993 $ 18,957 LTL 876 924 2,689 2,838 Ascent 1,183 1,471 3,539 4,758 Corporate 1,099 440 2,582 1,281 Total $ 9,614 $ 9,319 $ 27,803 $ 27,834 Capital expenditures: (3) TES 2,477 1,924 $ 8,414 $ 7,315 LTL 505 270 760 901 Ascent 496 550 1,205 1,121 Corporate 16,719 1,190 31,653 1,875 Total $ 20,197 $ 3,934 $ 42,032 $ 11,212 September 30, December 31, Assets: TES $ 403,575 $ 458,945 LTL 78,410 79,065 Ascent 273,298 271,400 Corporate 109,630 68,445 Eliminations (4) (1,717 ) (1,812 ) Total $ 863,196 $ 876,043 (1) Operations restructuring charges of $4.7 million are included within TES for the nine months ended September 30, 2018. See Note 14 for additional information. (2) Gain from sale of Unitrans of $35.4 million is included within Corporate for the three and nine months ended September 30, 2017. (3) Includes non-cash (4) Eliminations represents intercompany trade receivable balances between the three segments.

Operating Restructuring Costs

Operating Restructuring Costs	9 Months Ended
	Sep. 30, 2018
Restructuring and Related Activities [Abstract]
Operating Restructuring Costs	14. Restructuring Costs In the second quarter of 2018, the Company restructured its temperature controlled truckload business by completing the integration of multiple operating companies into one business unit. As part of this integration, the Company also right-sized right-sizing held-for-sale held-for-sale The Company also incurred corporate restructuring and restatement costs associated with legal, consulting and accounting matters, including internal and external investigations, SEC and accounting compliance, and restructuring of $4.7 million and $6.8 million in the third quarter of 2018 and 2017, respectively, and costs of $15.5 million and $23.6 million in the first nine months of 2018 and 2017, respectively. These costs are included in other operating expenses.

Subsequent Events

Subsequent Events	9 Months Ended
	Sep. 30, 2018
Subsequent Events [Abstract]
Subsequent Events	15. Subsequent Events On October 4, 2018 the Company received a notice from the New York Stock Exchange (the “NYSE”) that the Company had fallen below the NYSE’s continued listing standards relating to minimum average global market capitalization and total stockholders’ investment, which require that either its average global market capitalization be not less than $50 million over a consecutive 30 trading day period, or its total stockholders’ investment be not less than $50 million. Pursuant to the NYSE continued listing standards, the Company timely notified the NYSE that it intends to submit a plan to the NYSE demonstrating how it intends to regain compliance with the continued listing standards within the required 18-month 18-month 18-month The Company expects that the plan it will submit to the NYSE will include a discussion of the previously announced rights offering to existing holders of the Company’s common stock, which the Company believes would bring it into compliance with the NYSE’s continued listing standards relating to minimum average global market capitalization and total stockholders’ investment. On October 12, 2018, the Company received a notice from the NYSE that it had fallen below the NYSE’s continued listing standard related to price criteria for common stock, which requires the average closing price of the Company’s common stock to equal at least $1.00 per share over a 30 consecutive trading day period. Pursuant to the NYSE listing standards, the Company timely notified the NYSE that it intends to cure the deficiency and regain compliance with the continued listing standard. The Company has six months from its receipt of the notice to regain compliance with this listing standard. The Company can regain compliance with the standard if, on the last trading day of any calendar month during the six-month During the six-month

Organization, Nature of Busin_2

Organization, Nature of Business and Significant Accounting Policies (Policies)	9 Months Ended
	Sep. 30, 2018
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Nature of Business	Nature of Business Roadrunner Transportation Systems, Inc. (the “Company”) is headquartered in Downers Grove, Illinois with operations primarily in the United States and is organized in the following three segments: Truckload & Express Services (“TES”), Less-than-Truckload (“LTL”), and Ascent Global Logistics (“Ascent”). Within its TES segment, the Company serves customers throughout North America and provides the following services: air and ground expedite; over-the-road pick-up
Principles of Consolidation	Principles of Consolidation The accompanying unaudited condensed consolidated financial statements have been prepared pursuant to the rules and regulations of the United States Securities and Exchange Commission (“SEC”). All intercompany balances and transactions have been eliminated in consolidation. In the Company’s opinion, except as noted below with respect to the change in accounting principle, the change in segments, and the restructuring charges described in Note 14, these financial statements include all adjustments, consisting only of normal recurring adjustments, necessary for a fair presentation of the operations for the interim periods presented. Interim results are not necessarily indicative of results for a full year.
Change in Accounting Principle	Change in Accounting Principle On January 1, 2018, the Company adopted Accounting Standards Update (“ASU”) No. 2014-09, No. 2015-14, No. 2016-08 2016-08”), 2016-08, The Company determined key factors from the five-step process to recognize revenue as prescribed by the new standard that may be applicable to each of the Company’s operating businesses that roll up into its three segments. Significant customers and contracts from each business unit were identified and the Company reviewed these contracts. The Company completed the evaluation of the provisions of these contracts and compared the historical accounting policies and practices to the requirements of the new standard including the related qualitative disclosures regarding the potential impact of the effects of the accounting policies and a comparison to the Company’s previous revenue recognition policies. The Company determined that certain transactions with customers required a change in the timing of when revenue and related expense is recognized. The guidance was applied only to contracts that were not completed at the date of initial adoption. The Company elected the modified retrospective method which required a cumulative adjustment to retained earnings instead of retrospectively adjusting prior periods. The Company recorded a $0.9 million benefit to opening retained earnings as of January 1, 2018 for the cumulative impact of adoption related to the recognition of in-transit
Use of Estimates	Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates.
Segment Reporting	Segment Reporting The Company determines its segments based on the information utilized by the chief operating decision maker, the Company’s Chief Executive Officer, to allocate resources and assess performance. Based on this information, the Company has determined that it has three segments: TES, LTL, and Ascent. The Company changed its segment reporting effective January 1, 2018 when it integrated its truckload brokerage business into the Ascent domestic freight management business. Segment information for prior periods has been revised to align with the new segment structure.
Revenue Recognition, Policy	Revenue Recognition (effective January 1, 2018) The Company’s revenues are primarily derived from transportation services which includes providing freight and carrier services both domestically and internationally via land, air, and sea. The Company disaggregates revenue among its three segments, TES, LTL and Ascent, as presented in Note 13. Performance Obligations - A performance obligation is created once a customer agreement with an agreed upon transaction price exists. The terms and conditions of the Company’s agreements with customers are generally consistent within each segment. The transaction price is typically fixed and determinable and is not contingent upon the occurrence or non-occurrence Principal vs. Agent Considerations - The Company utilizes independent contractors and third-party carriers in the performance of some transportation services. The Company evaluates whether its performance obligation is a promise to transfer services to the customer (as the principal) or to arrange for services to be provided by another party (as the agent) using a control model. This evaluation determined that the Company is in control of establishing the transaction price, managing all aspects of the shipments process and taking the risk of loss for delivery, collection, and returns. Based on the Company’s evaluation of the control model, it determined that all of the Company’s major businesses act as the principal rather than the agent within their revenue arrangements and such revenues are reported on a gross basis. Contract Balances and Costs - The Company applies the practical expedient in Topic 606 that permits the Company to not disclose the aggregate amount of transaction price allocated to performance obligations that are unsatisfied as of the end of the period as the Company’s contracts have an expected length of one year or less. The Company also applies the practical expedient in Topic 606 that permits the recognition of incremental costs of obtaining contracts as an expense when incurred if the amortization period of such costs is one year or less. These costs are included purchased transportation costs.
New Accounting Pronouncements	New Accounting Pronouncements In February 2016, the FASB issued ASU No. 2016-02, right-of-use right-of-use right-to-use In October 2016, the FASB issued ASU No. 2016-16, 2016-16”). 2016-16, 2016-16, 2016-16 2016-16
Revisions to Previously Issued Condensed Consolidated Financial Statements	Revisions to Previously Issued Condensed Consolidated Financial Statements Subsequent to the issuance of the condensed consolidated financial statements for the interim period ended September 30, 2018, management identified an immaterial error related to the financing of insurance premiums, resulting in an understatement of prepaid expenses and other current assets and of accrued expenses and other current liabilities in the amount of $15.9 million. There was no impact on the unaudited condensed consolidated statement of operations. The following table summarizes the impact of the immaterial error on select unaudited condensed statement of cash flows line items for the nine months ended September 30, 2018 (in thousands): As previously Adjustment As revised Cash flows from operating activities: Changes in: Prepaid expenses and other assets $ (15,636 ) $ 1,882 $ (13,754 ) Accrued expenses and other liabilities 10,274 (13,412 ) (3,138 ) Net cash provided by (used in) operating activities $ 9,547 $ (11,530 ) $ (1,983 ) Cash flows from financing activities: Proceeds from insurance premium financing $ — $ 17,782 $ 17,782 Payments on insurance premium financing — (6,252 ) (6,252 ) Net cash provided by (used in) financing activities $ (9,624 ) 11,530 $ 1,906

Organization, Nature of Busin_3

Organization, Nature of Business and Significant Accounting Policies (Tables)	9 Months Ended
	Sep. 30, 2018
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Summary of Impact of Immaterial Error on Select Unaudited Condensed Statement of Cash Flows Line Items	The following table summarizes the impact of the immaterial error on select unaudited condensed statement of cash flows line items for the nine months ended September 30, 2018 (in thousands): As previously Adjustment As revised Cash flows from operating activities: Changes in: Prepaid expenses and other assets $ (15,636 ) $ 1,882 $ (13,754 ) Accrued expenses and other liabilities 10,274 (13,412 ) (3,138 ) Net cash provided by (used in) operating activities $ 9,547 $ (11,530 ) $ (1,983 ) Cash flows from financing activities: Proceeds from insurance premium financing $ — $ 17,782 $ 17,782 Payments on insurance premium financing — (6,252 ) (6,252 ) Net cash provided by (used in) financing activities $ (9,624 ) 11,530 $ 1,906

Goodwill and Intangible Assets

Goodwill and Intangible Assets (Tables)	9 Months Ended
	Sep. 30, 2018
Goodwill and Intangible Assets Disclosure [Abstract]
Rollforward of goodwill by reportable segment	The following is a breakdown of the Company’s goodwill as of September 30, 2018 by segment (in thousands): TES LTL Ascent Total Goodwill $ 92,926 $ — $ 171,900 $ 264,826
Schedule of Accumulated Impairment Loss	The following is a breakdown of the Company’s accumulated goodwill impairment losses as of September 30, 2018 by segment (in thousands): TES LTL Ascent Total Accumulated goodwill impairment charges $ 132,408 $ 197,312 $ 46,763 $ 376,483
Intangible assets	Intangible assets as of September 30, 2018 and December 31, 2017 were as follows (in thousands): September 30, 2018 December 31, 2017 Gross Carrying Amount Accumulated Amortization Net Carrying Value Gross Carrying Amount Accumulated Amortization Net Carrying Value TES $ 55,008 $ (21,863 ) $ 33,145 $ 55,008 $ (18,470 ) $ 36,538 LTL 2,498 (1,884 ) 614 2,498 (1,748 ) 750 Ascent 27,152 (16,635 ) 10,517 27,152 (14,792 ) 12,360 Total $ 84,658 $ (40,382 ) $ 44,276 $ 84,658 $ (35,010 ) $ 49,648
Estimated amortization expense	Estimated amortization expense for each of the next five years based on intangible assets as of September 30, 2018 is as follows (in thousands): Remainder 2018 $ 1,751 2019 6,819 2020 6,447 2021 6,265 2022 5,826 Thereafter 17,168 Total $ 44,276

Debt (Tables)

Debt (Tables)	9 Months Ended
	Sep. 30, 2018
Debt Disclosure [Abstract]
Long-term debt	Debt as of September 30, 2018 and December 31, 2017 consisted of the following (in thousands): September 30, 2018 December 31, 2017 Revolving credit facility $ 122,128 $ 147,037 Term loans 40,130 55,858 Total debt $ 162,258 $ 202,895 Less: Debt issuance costs and discount (2,929 ) (3,485 ) Total debt, net of debt issuance costs and discount 159,329 199,410 Less: Current maturities (10,088 ) (9,950 ) Total debt, net of current maturities $ 149,241 $ 189,460

Preferred Stock (Tables)

Preferred Stock (Tables)	9 Months Ended
	Sep. 30, 2018
Preferred Stock [Abstract]
Schedule of Stock by Class	Preferred stock as of as of September 30, 2018 and December 31, 2017 consisted of the following (in thousands): September 30, 2018 December 31, 2017 Preferred stock: Series B Preferred $ 187,190 $ 146,649 Series C Preferred 94,358 76,096 Series D Preferred 1,159 6,672 Series E Preferred 43,387 33,900 Series E-1 42,673 — Total Preferred stock $ 368,767 $ 263,317 Certain Terms of the Preferred Stock Series B Series C Series D Series E Series E-1 Shares at $0.01 Par Value at Issuance 155,000 55,000 100 90,000 35,728 Shares Outstanding at September 30, 2018 155,000 55,000 100 37,500 35,728 Price per Share $1,000 $1,000 $1.00 $1,000 $1,000/$960 Dividend Rate Adjusted LIBOR + 3.00% + Additional Rate (4.75-12.50%) Adjusted LIBOR + 3.00% + Additional Rate (4.75-12.50%) Right to participate equally and ratably in all cash dividends paid on common stock. Adjusted LIBOR + 5.25% + Additional Rate (8.50%). Additional 3.00% upon certain triggering events. Adjusted LIBOR + 5.25% + Additional Rate (8.50%). Additional 3.00% upon certain triggering events. Dividend Rate at September 30, 2018 17.573% 17.573% N/A 15.823% 15.823% Redemption Term 8 Years 8 Years 8 Years 6 Years 6 Years Redemption Rights From Closing Date: 12-24 24-36 65% premium (subject to stock movement) From Closing Date: 0-12 12-24 From Closing Date: 0-12 12-24

Fair Value Measurement (Tables)

Fair Value Measurement (Tables)	9 Months Ended
	Sep. 30, 2018
Fair Value Disclosures [Abstract]
Schedule of reconciliation of beginning and ending Level 3 financial liability balance	The table below sets forth a reconciliation of the Company’s beginning and ending Level 3 preferred stock liability balance for the three and nine months ended September 30, 2018 and 2017. Three Months Ended Nine Months Ended 2018 2017 2018 2017 Balance, beginning of period $ 335,979 $ 546,858 $ 263,317 $ — Issuance of preferred stock at fair value — — 34,999 537,930 Redemption of preferred stock — (293,000 ) — (293,000 ) Change in fair value of preferred stock (1) 32,788 1,788 70,451 10,716 Balance, end of period $ 368,767 $ 255,646 $ 368,767 $ 255,646 (1) Change in fair value of preferred stock is reported in interest expense - preferred stock.

Stockholders' Investment (Table

Stockholders' Investment (Tables)	9 Months Ended
	Sep. 30, 2018
Equity [Abstract]
Schedule of changes in stockholders' investment	Changes in stockholders’ investment for the three and nine months ended September 30, 2018 and 2017 consisted of the following (in thousands): Three Months Ended Nine Months Ended 2018 2017 2018 2017 Beginning balance $ 46,954 $ 143,286 $ 111,733 $ 197,468 Net loss (41,561 ) (10,053 ) (107,159 ) (67,859 ) Share-based compensation 497 379 1,392 1,647 Issuance of warrants — — — 2,571 Issuance of restricted stock units, net of taxes paid (5 ) (15 ) (81 ) (230 ) Ending balance $ 5,885 $ 133,597 $ 5,885 $ 133,597

Segment Reporting (Tables)

Segment Reporting (Tables)	9 Months Ended
	Sep. 30, 2018
Segment Reporting [Abstract]
Schedule of financial data of reportable segments	The following table reflects certain financial data of the Company’s segments for the three and nine months ended September 30, 2018 and 2017 and as of September 30, 2018 and December 31, 2017 (in thousands): Three Months Ended Nine Months Ended 2018 2017 2018 2017 Revenues: TES 280,335 260,536 $ 906,439 $ 750,820 LTL 113,948 117,618 344,237 348,362 Ascent 145,632 145,296 425,205 438,856 Eliminations (3,331 ) (2,017 ) (11,287 ) (7,106 ) Total $ 536,584 $ 521,433 $ 1,664,594 $ 1,530,932 Operating (loss) income: TES (1) (787 ) (1,735 ) $ 2,863 $ — LTL (5,040 ) (8,169 ) (17,467 ) (14,154 ) Ascent 7,474 1,531 21,495 16,383 Corporate (2) (12,468 ) 19,659 (42,517 ) (16,346 ) Total $ (10,821 ) $ 11,286 $ (35,626 ) $ (14,117 ) Interest expense 35,798 10,502 79,573 45,382 Loss from debt extinguishment — 6,049 — 15,876 Loss before income taxes $ (46,619 ) $ (5,265 ) $ (115,199 ) $ (75,375 ) Depreciation and amortization: TES 6,456 6,484 $ 18,993 $ 18,957 LTL 876 924 2,689 2,838 Ascent 1,183 1,471 3,539 4,758 Corporate 1,099 440 2,582 1,281 Total $ 9,614 $ 9,319 $ 27,803 $ 27,834 Capital expenditures: (3) TES 2,477 1,924 $ 8,414 $ 7,315 LTL 505 270 760 901 Ascent 496 550 1,205 1,121 Corporate 16,719 1,190 31,653 1,875 Total $ 20,197 $ 3,934 $ 42,032 $ 11,212 September 30, December 31, Assets: TES $ 403,575 $ 458,945 LTL 78,410 79,065 Ascent 273,298 271,400 Corporate 109,630 68,445 Eliminations (4) (1,717 ) (1,812 ) Total $ 863,196 $ 876,043 (1) Operations restructuring charges of $4.7 million are included within TES for the nine months ended September 30, 2018. See Note 14 for additional information. (2) Gain from sale of Unitrans of $35.4 million is included within Corporate for the three and nine months ended September 30, 2017. (3) Includes non-cash (4) Eliminations represents intercompany trade receivable balances between the three segments.

Organization Nature of Business

Organization Nature of Business and Significant Accounting Policies (Detail) $ in Thousands	9 Months Ended
	Sep. 30, 2018USD ($)Segment	Jan. 01, 2018USD ($)	Dec. 31, 2017USD ($)
Organization Nature of Business and Significant Accounting Policies [Abstract]
Number of operating segments | Segment	3
Retained deficit	$ (398,976)		$ (292,703)
Contract period	1 year
Difference between Revenue Guidance in Effect before and after Topic 606
Organization Nature of Business and Significant Accounting Policies [Abstract]
Retained deficit		$ 900
Minimum
Organization Nature of Business and Significant Accounting Policies [Abstract]
Transaction price, payment terms	30 days
Maximum
Organization Nature of Business and Significant Accounting Policies [Abstract]
Transaction price, payment terms	60 days
Prepaid expenses and other current assets
Organization Nature of Business and Significant Accounting Policies [Abstract]
Amount of understatement	$ 15,900
Accrued expenses and other current liabilities
Organization Nature of Business and Significant Accounting Policies [Abstract]
Amount of understatement	$ 15,900

Organization, Nature of Busin_4

Organization, Nature of Business and Significant Accounting Policies (Summary of Impact of Immaterial Error on Select Unaudited Condensed Statement of Cash Flows Line Items) (Detail) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2018	Sep. 30, 2017
Changes in:
Prepaid expenses and other assets	$ (13,754)	$ (768)
Accrued expenses and other liabilities	(3,138)	17,329
Net cash provided by (used in) operating activities	(1,983)	(49,971)
Cash flows from financing activities:
Proceeds from insurance premium financing	17,782	0
Payments on insurance premium financing	(6,252)	0
Net cash provided by (used in) financing activities	1,906	$ (42,465)
As previously reported
Changes in:
Prepaid expenses and other assets	(15,636)
Accrued expenses and other liabilities	10,274
Net cash provided by (used in) operating activities	9,547
Cash flows from financing activities:
Proceeds from insurance premium financing	0
Payments on insurance premium financing	0
Net cash provided by (used in) financing activities	(9,624)
Adjustments
Changes in:
Prepaid expenses and other assets	1,882
Accrued expenses and other liabilities	(13,412)
Net cash provided by (used in) operating activities	(11,530)
Cash flows from financing activities:
Proceeds from insurance premium financing	17,782
Payments on insurance premium financing	(6,252)
Net cash provided by (used in) financing activities	$ 11,530

Divestitures (Detail)

Divestitures (Detail) - USD ($) $ in Thousands	Sep. 15, 2017	Sep. 30, 2018	Sep. 30, 2017
Discontinued Operations and Disposal Groups [Abstract]
Net proceeds from sale	$ 88,500	$ 0	$ 88,512
Gain on sale of Unitrans	$ 35,400	$ 0	$ 35,440

Goodwill and Intangible Asset_2

Goodwill and Intangible Assets (Narrative) (Detail) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2018USD ($)	Sep. 30, 2017USD ($)	Sep. 30, 2018USD ($)Unit	Sep. 30, 2017USD ($)	Dec. 31, 2017USD ($)
Finite-Lived Intangible Assets [Line Items]
Number of reporting units | Unit			4
Goodwill	$ 264,826		$ 264,826		$ 264,826
Accumulated goodwill impairment	376,483		376,483
Finite-lived intangible assets	44,276		44,276		49,648
Amortization of Intangible Assets	1,800	$ 2,000	$ 5,400	$ 6,100
Customer Relationships | Minimum
Finite-Lived Intangible Assets [Line Items]
Period of amortization of intangible assets			5 years
Customer Relationships | Maximum
Finite-Lived Intangible Assets [Line Items]
Period of amortization of intangible assets			12 years
TES
Finite-Lived Intangible Assets [Line Items]
Number of reporting units | Unit			1
Goodwill	92,926		$ 92,926
Accumulated goodwill impairment	132,408		132,408
Finite-lived intangible assets	33,145		$ 33,145		36,538
LTL
Finite-Lived Intangible Assets [Line Items]
Number of reporting units | Unit			1
Goodwill	0		$ 0
Accumulated goodwill impairment	197,312		197,312
Finite-lived intangible assets	614		$ 614		750
Ascent
Finite-Lived Intangible Assets [Line Items]
Number of reporting units | Unit			2
Goodwill	171,900		$ 171,900
Accumulated goodwill impairment	46,763		46,763
Finite-lived intangible assets	10,517		10,517		$ 12,360
Adjustments | TES
Finite-Lived Intangible Assets [Line Items]
Accumulated goodwill impairment	25,100		25,100
Finite-lived intangible assets	300		300
Adjustments | TES And Ascent
Finite-Lived Intangible Assets [Line Items]
Goodwill	$ 5,800		$ 5,800

Goodwill and Intangible Asset_3

Goodwill and Intangible Assets (Goodwill acquired in business combination by reportable segment) (Detail) - USD ($) $ in Thousands	Sep. 30, 2018	Dec. 31, 2017
Goodwill [Roll Forward]
Goodwill	$ 264,826	$ 264,826
Goodwill impairment loss	376,483
TES
Goodwill [Roll Forward]
Goodwill	92,926
Goodwill impairment loss	132,408
LTL
Goodwill [Roll Forward]
Goodwill	0
Goodwill impairment loss	197,312
Ascent
Goodwill [Roll Forward]
Goodwill	171,900
Goodwill impairment loss	$ 46,763

Goodwill and Intangible Asset_4

Goodwill and Intangible Assets (Intangible Assets Acquired from Business Acquisitions) (Detail) - USD ($) $ in Thousands	Sep. 30, 2018	Dec. 31, 2017
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	$ 84,658	$ 84,658
Accumulated Amortization	(40,382)	(35,010)
Net Carrying Value	44,276	49,648
TES
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	55,008	55,008
Accumulated Amortization	(21,863)	(18,470)
Net Carrying Value	33,145	36,538
LTL
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	2,498	2,498
Accumulated Amortization	(1,884)	(1,748)
Net Carrying Value	614	750
Ascent
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	27,152	27,152
Accumulated Amortization	(16,635)	(14,792)
Net Carrying Value	$ 10,517	$ 12,360

Goodwill and Intangible Asset_5

Goodwill and Intangible Assets (Amortization of Intangibles) (Detail) - USD ($) $ in Thousands	Sep. 30, 2018	Dec. 31, 2017
Estimated amortization expense
Remainder 2,018	$ 1,751
2,019	6,819
2,020	6,447
2,021	6,265
2,022	5,826
Thereafter	17,168
Net Carrying Value	$ 44,276	$ 49,648

Debt (Detail)

Debt (Detail) - USD ($) $ in Thousands	Sep. 30, 2018	Dec. 31, 2017
Senior debt:
Less: Debt issuance costs and discount	$ (2,929)	$ (3,485)
Total debt, net of debt issuance costs and discount	159,329	199,410
Less: Current maturities	(10,088)	(9,950)
Total debt, net of current maturities	149,241	189,460
Revolving credit facility
Senior debt:
Total senior debt	122,128	147,037
Term loans
Senior debt:
Total senior debt	40,130	55,858
ABL Facility
Senior debt:
Total senior debt	$ 162,258	$ 202,895

Debt (Textual) (Detail)

Debt (Textual) (Detail) - USD ($)	Sep. 19, 2018	Mar. 14, 2018	Jan. 30, 2018	Sep. 30, 2018	Sep. 30, 2017	Jun. 30, 2017	Sep. 30, 2018	Sep. 30, 2017	Dec. 31, 2017	Dec. 15, 2017	Jul. 21, 2017
Line of Credit Facility [Line Items]
Revolving Credit Facility, Capacity Available for Letter of Credit				$ 30,000,000			$ 30,000,000
Outstanding letters of credit				14,400,000			14,400,000
Total availability under revolving credit facility				42,200,000			42,200,000
Proceeds from Issuance or Sale of Equity			$ 52,500,000
Loss from debt extinguishment				0	$ (6,049,000)	$ (9,800,000)	0	$ (15,876,000)
Capital lease obligations				$ 30,000,000			30,000,000		$ 9,600,000
London Interbank Offered Rate (LIBOR)
Line of Credit Facility [Line Items]
Debt Instrument, Basis Spread on Variable Rate			2.25%
Base Rate
Line of Credit Facility [Line Items]
Debt Instrument, Basis Spread on Variable Rate			1.25%
Minimum
Line of Credit Facility [Line Items]
Capital Leases and Purchase Money Indebtedness		$ 35,000,000
Maximum
Line of Credit Facility [Line Items]
Capital Leases and Purchase Money Indebtedness		$ 60,000,000
ABL Facility
Line of Credit Facility [Line Items]
Maximum draw available under credit facility							22,200,000
Minimum adjusted excess availability under credit facility							$ 20,000,000
Appraisal period for collateral pledged		60 days
Maximum fixed charge coverage ratio required	1
Covenant, adjusted excess availability, percentage, minimum	10.00%
Covenant, adjusted excess availability, amount, minimum	$ 17,500,000
Covenant, proceeds from issuance of equity interests, minimum	$ 30,000,000
ABL Facility | Minimum | London Interbank Offered Rate (LIBOR)
Line of Credit Facility [Line Items]
Debt Instrument, Basis Spread on Variable Rate							1.50%
ABL Facility | Minimum | Base Rate
Line of Credit Facility [Line Items]
Debt Instrument, Basis Spread on Variable Rate							0.50%
ABL Facility | Maximum | London Interbank Offered Rate (LIBOR)
Line of Credit Facility [Line Items]
Debt Instrument, Basis Spread on Variable Rate							2.25%
ABL Facility | Maximum | Base Rate
Line of Credit Facility [Line Items]
Debt Instrument, Basis Spread on Variable Rate							1.25%
ABL Facility | Revolving credit facility
Line of Credit Facility [Line Items]
Line of Credit Facility, Maximum Borrowing Capacity										$ 15,000,000	$ 200,000,000
ABL Facility | Bridge Loan
Line of Credit Facility [Line Items]
Line of Credit Facility, Maximum Borrowing Capacity											20,000,000
ABL Facility | Letter of Credit
Line of Credit Facility [Line Items]
Line of Credit Facility, Maximum Borrowing Capacity											30,000,000
ABL Facility | Term loans
Line of Credit Facility [Line Items]
Line of Credit Facility, Maximum Borrowing Capacity											56,800,000
ABL Facility | Asset-Based Facility
Line of Credit Facility [Line Items]
Line of Credit Facility, Maximum Borrowing Capacity											$ 35,000,000

Preferred Stock (Schedule of Pr

Preferred Stock (Schedule of Preferred Stock ) (Detail) - USD ($) $ / shares in Units, $ in Thousands	9 Months Ended
	Sep. 30, 2018	Jan. 03, 2018	Dec. 31, 2017
Class of Stock [Line Items]
Preferred stock	$ 368,767		$ 263,317
Series B Preferred Stock
Class of Stock [Line Items]
Preferred stock	$ 187,190		146,649
Preferred shares issued at $0.01 par value (in shares)	155,000
Preferred stock, par value (in dollars per share)	$ 0.01
Preferred Stock, Shares Outstanding	155,000
Share issued, price per share (in dollars per share)	$ 1,000
Preferred Stock, Dividend Rate, Percentage	17.573%
Preferred stock redemption term	8 years
Series B Preferred Stock | 12 - 24 months from closing date
Class of Stock [Line Items]
Preferred stock redemption rights	105.00%
Series B Preferred Stock | 24 - 36 months from closing date
Class of Stock [Line Items]
Preferred stock redemption rights	103.00%
Series B Preferred Stock | Minimum
Class of Stock [Line Items]
Dividend rate, component two	4.75%
Series B Preferred Stock | Maximum
Class of Stock [Line Items]
Dividend rate, component two	12.50%
Series B Preferred Stock | London Interbank Offered Rate (LIBOR)
Class of Stock [Line Items]
Dividend rate, component one, basis spread on variable rate	3.00%
Series C Preferred Stock
Class of Stock [Line Items]
Preferred stock	$ 94,358		76,096
Preferred shares issued at $0.01 par value (in shares)	55,000
Preferred Stock, Shares Outstanding	55,000
Share issued, price per share (in dollars per share)	$ 1,000
Preferred Stock, Dividend Rate, Percentage	17.573%
Preferred stock redemption term	8 years
Series C Preferred Stock | 0 - 12 months from closing date
Class of Stock [Line Items]
Preferred stock redemption rights	65.00%
Series C Preferred Stock | Minimum
Class of Stock [Line Items]
Dividend rate, component two	4.75%
Series C Preferred Stock | Maximum
Class of Stock [Line Items]
Dividend rate, component two	12.50%
Series C Preferred Stock | London Interbank Offered Rate (LIBOR)
Class of Stock [Line Items]
Dividend rate, component one, basis spread on variable rate	3.00%
Series D Preferred Stock
Class of Stock [Line Items]
Preferred stock	$ 1,159		6,672
Preferred shares issued at $0.01 par value (in shares)	100
Preferred Stock, Shares Outstanding	100
Share issued, price per share (in dollars per share)	$ 1
Preferred stock redemption term	8 years
Series E Preferred Stock
Class of Stock [Line Items]
Preferred stock	$ 43,387		33,900
Preferred shares issued at $0.01 par value (in shares)	90,000
Preferred Stock, Shares Outstanding	37,500
Share issued, price per share (in dollars per share)	$ 1,000
Dividend rate, component two	8.50%
Preferred Stock, Dividend Rate, Percentage	15.823%
Preferred stock redemption term	6 years
Series E Preferred Stock | 12 - 24 months from closing date
Class of Stock [Line Items]
Preferred stock redemption rights	103.50%
Series E Preferred Stock | 0 - 12 months from closing date
Class of Stock [Line Items]
Preferred stock redemption rights	106.50%
Series E Preferred Stock | London Interbank Offered Rate (LIBOR)
Class of Stock [Line Items]
Dividend rate, component one, basis spread on variable rate	5.25%
Series F Preferred Stock
Class of Stock [Line Items]
Preferred shares issued at $0.01 par value (in shares)	35,728
Preferred Stock, Shares Outstanding	35,728
Share issued, price per share (in dollars per share)	$ 1,000
Preferred Stock, Dividend Rate, Percentage	15.823%
Preferred stock redemption term	6 years
Series F Preferred Stock | 12 - 24 months from closing date
Class of Stock [Line Items]
Preferred stock redemption rights	103.50%
Series F Preferred Stock | 0 - 12 months from closing date
Class of Stock [Line Items]
Preferred stock redemption rights	106.50%
Series F Preferred Stock | Refinancing date
Class of Stock [Line Items]
Preferred stock redemption rights	101.00%
Series F Preferred Stock | London Interbank Offered Rate (LIBOR)
Class of Stock [Line Items]
Dividend rate, component one, basis spread on variable rate	5.25%
Series E-1 Preferred Stock
Class of Stock [Line Items]
Preferred stock	$ 42,673		$ 0
Preferred stock, par value (in dollars per share)		$ 0.01
Share issued, price per share (in dollars per share)	$ 1,000
Series E-1 Preferred Stock | 12 - 24 months from closing date
Class of Stock [Line Items]
Preferred stock redemption rights	103.50%
Series E-1 Preferred Stock | 0 - 12 months from closing date
Class of Stock [Line Items]
Preferred stock redemption rights	106.50%
Series E-1 Preferred Stock | London Interbank Offered Rate (LIBOR)
Class of Stock [Line Items]
Dividend rate, component one, basis spread on variable rate	5.25%
Series E-1 Preferred Stock, Option 2
Class of Stock [Line Items]
Share issued, price per share (in dollars per share)	$ 960

Preferred Stock (Narrative) (De

Preferred Stock (Narrative) (Detail) - USD ($) $ / shares in Units, $ in Millions	Jul. 03, 2018	Jan. 30, 2018	Sep. 30, 2018	Jan. 03, 2018
Class of Stock [Line Items]
Sale of Stock, Number of Shares Issued in Transaction			54,750
Preferred stock, liquidation preference (in dollars per share)				$ 1,000
Proceeds from Issuance or Sale of Equity		$ 52.5
Series E-1 Preferred Stock
Class of Stock [Line Items]
Sale of Stock, Number of Shares Issued in Transaction			17,500
Preferred stock, par value (in dollars per share)				$ 0.01
Shares Issued, Price Per Share			$ 1,000
Proceeds from Issuance or Sale of Equity			$ 17.5
Series E-1 Preferred Stock | 12 - 24 months from closing date
Class of Stock [Line Items]
Preferred stock, redemption price			103.50%
Series E-1 Preferred Stock | 0 - 12 months from closing date
Class of Stock [Line Items]
Preferred stock, redemption price			106.50%
Series E-1 Preferred Stock | London Interbank Offered Rate (LIBOR)
Class of Stock [Line Items]
Preferred stock, dividend rate, basis spread on variable rate			5.25%
Series E-1 Preferred Stock, Option 2
Class of Stock [Line Items]
Sale of Stock, Number of Shares Issued in Transaction			18,228
Shares Issued, Price Per Share			$ 960
Series E-1 Preferred Stock, Option 3
Class of Stock [Line Items]
Sale of Stock, Number of Shares Issued in Transaction	19,022		19,022
Shares Issued, Price Per Share			$ 920
Proceeds from Issuance or Sale of Equity	$ 17.5

Fair Value Measurement (Reconci

Fair Value Measurement (Reconciliation of Level 3 Liabilities) (Detail) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2018	Sep. 30, 2017	Sep. 30, 2018	Sep. 30, 2017
Reconciliation of beginning and ending Level 3 financial liability balance
Payments for Repurchase of Preferred Stock and Preference Stock		$ (293,000)	$ 0	$ (293,000)
Level 3
Reconciliation of beginning and ending Level 3 financial liability balance
Balance, beginning of period	$ 335,979	546,858	263,317	0
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Liability, Issuances	0	0	34,999	537,930
Payments for Repurchase of Preferred Stock and Preference Stock	0	(293,000)	0	(293,000)
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Liability, Gain (Loss) Included in Other Comprehensive Income (Loss)	32,788	1,788	70,451	10,716
Balance, end of period	$ 368,767	$ 255,646	$ 368,767	$ 255,646

Stockholders' Investment (Detai

Stockholders' Investment (Detail) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2018	Sep. 30, 2017	Sep. 30, 2018	Sep. 30, 2017	Jan. 01, 2018	Dec. 31, 2017
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Beginning balance	$ 46,954	$ 143,286	$ 111,733	$ 197,468
Net income (loss)	(41,561)	(10,053)	(107,159)	(67,859)
Share-based compensation	497	379	1,392	1,647
Issuance of warrants	0	0	0	2,571
Issuance of restricted stock units, net of taxes paid	(5)	(15)	(81)	(230)
Ending balance	5,885	$ 133,597	5,885	$ 133,597
Retained Earnings (Accumulated Deficit)	$ (398,976)		$ (398,976)			$ (292,703)
Difference between Revenue Guidance in Effect before and after Topic 606
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Retained Earnings (Accumulated Deficit)					$ 900

Earnings Per Share (Detail)

Earnings Per Share (Detail) - shares	9 Months Ended
	Sep. 30, 2018	Sep. 30, 2017
Earnings Per Share [Abstract]
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount	1,535,771	1,903,467

Income Taxes (Narrative) (Detai

Income Taxes (Narrative) (Detail)	3 Months Ended		9 Months Ended
	Sep. 30, 2018	Sep. 30, 2017	Sep. 30, 2018	Sep. 30, 2017
Income Tax Disclosure [Abstract]
Effective income tax rate	10.80%	(90.90%)	7.00%	10.00%
Federal corporate income tax rate			21.00%	35.00%

Guarantees (Detail)

Guarantees (Detail) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2018	Sep. 30, 2017	Sep. 30, 2018	Sep. 30, 2017	Dec. 31, 2017
Guarantor Obligations [Line Items]
Guarantees Expiration Year			2,022
Guarantor Obligations, Maximum Exposure, Undiscounted	$ 7.9		$ 7.9
Loss Contingency Accrual	0.5		0.5		$ 1.8
Loss Contingency Accrual, Payments	0.3	$ 0.9	1.8	$ 7.9
Property Lease Guarantee
Guarantor Obligations [Line Items]
Guarantor Obligations, Current Carrying Value	$ 1.1		$ 1.1		$ 1.4

Commitments and Contingencies (

Commitments and Contingencies (Detail) - USD ($) $ in Thousands	3 Months Ended
	Sep. 30, 2018	Dec. 31, 2017
Loss Contingencies [Line Items]
Reserves for estimated uninsured losses	$ 500	$ 1,800
Loss contingency, loss in period	22,000
Insurance reimbursement receivable	20,000
Insurance Claims
Loss Contingencies [Line Items]
Liability and cargo insurance coverage for claims	1,000
Cargo Claims
Loss Contingencies [Line Items]
Liability and cargo insurance coverage for claims	100
Workers Compensation
Loss Contingencies [Line Items]
Self insurance	1,000
Uninsured Risk
Loss Contingencies [Line Items]
Reserves for estimated uninsured losses	26,000	28,400
Legal Reserve
Loss Contingencies [Line Items]
Reserves for estimated uninsured losses	12,000	$ 13,200
General Liability
Loss Contingencies [Line Items]
Liability for Claims and Claims Adjustment Expense	$ 100,000

Related Party Transactions (Det

Related Party Transactions (Detail) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2018	Sep. 30, 2017	Sep. 30, 2018	Sep. 30, 2017	Sep. 12, 2011
Related Party Transaction [Line Items]
Payments for Repurchase of Preferred Stock and Preference Stock		$ 293,000,000	$ 0	$ 293,000,000
Dividends paid		6,900,000
Payments for early redemption premiums		6,000,000
Advisory Agreement
Related Party Transaction [Line Items]
Annual advisory fee					$ 100,000
Investment Agreement
Related Party Transaction [Line Items]
Daily amount payable to related party	$ 33,333.33		33,333.33
Related party payment		700,000		2,700,000
Dedicated Carriers
Related Party Transaction [Line Items]
Related party payment	5,800,000	3,800,000	19,000,000	9,500,000
Facilities Lease
Related Party Transaction [Line Items]
Related party payment	300,000	800,000	1,000,000	2,300,000
Fuel Purchase Agreement
Related Party Transaction [Line Items]
Related party payment	400,000	300,000	1,600,000	1,100,000
Equipment Leases
Related Party Transaction [Line Items]
Related party payment	$ 1,200,000	300,000	$ 2,700,000	900,000
Central Minnesota Logistics, Inc.
Related Party Transaction [Line Items]
Equity Method Investment, Ownership Percentage	37.50%		37.50%
Central Minnesota Logistics, Inc. | Broker Commissions
Related Party Transaction [Line Items]
Related party payment	$ 800,000	700,000	$ 2,200,000	$ 1,900,000
Series F Preferred Stock
Related Party Transaction [Line Items]
Payments for Repurchase of Preferred Stock and Preference Stock		240,500,000
Series E Preferred Stock
Related Party Transaction [Line Items]
Payments for Repurchase of Preferred Stock and Preference Stock		$ 52,500,000

Segment Reporting (Detail)

Segment Reporting (Detail) $ in Thousands	Sep. 15, 2017USD ($)	Sep. 30, 2018USD ($)	Jun. 30, 2018USD ($)	Sep. 30, 2017USD ($)	Jun. 30, 2017USD ($)	Sep. 30, 2018USD ($)Segment	Sep. 30, 2017USD ($)	Dec. 31, 2017USD ($)
Segment Reporting Information [Line Items]
Number of operating segments | Segment						3
Schedule of financial data of reportable segments
Revenues		$ 536,584		$ 521,433		$ 1,664,594	$ 1,530,932
Operating Income (Loss)		(10,821)		11,286		(35,626)	(14,117)
Interest expense		35,798		10,502		79,573	45,382
Loss from debt extinguishment		0		6,049	$ 9,800	0	15,876
(Loss) income before income taxes		(46,619)		(5,265)		(115,199)	(75,375)
Depreciation and amortization		9,614		9,319		27,803	27,834
Capital expenditures, cash and non-cash		20,197		3,934		42,032	11,212
Total assets		863,196				863,196		$ 876,043
Restructuring charges		1,300	$ 4,700
Gain on sale of Unitrans	$ 35,400					0	35,440
TES
Schedule of financial data of reportable segments
Restructuring charges						4,700
Operating Segments | TES
Schedule of financial data of reportable segments
Revenues		280,335		260,536		906,439	750,820
Operating Income (Loss)		(787)		(1,735)		2,863	0
Depreciation and amortization		6,456		6,484		18,993	18,957
Capital expenditures, cash and non-cash		2,477		1,924		8,414	7,315
Total assets		403,575				403,575		458,945
Operating Segments | LTL
Schedule of financial data of reportable segments
Revenues		113,948		117,618		344,237	348,362
Operating Income (Loss)		(5,040)		(8,169)		(17,467)	(14,154)
Depreciation and amortization		876		924		2,689	2,838
Capital expenditures, cash and non-cash		505		270		760	901
Total assets		78,410				78,410		79,065
Operating Segments | Ascent
Schedule of financial data of reportable segments
Revenues		145,632		145,296		425,205	438,856
Operating Income (Loss)		7,474		1,531		21,495	16,383
Depreciation and amortization		1,183		1,471		3,539	4,758
Capital expenditures, cash and non-cash		496		550		1,205	1,121
Total assets		273,298				273,298		271,400
Eliminations
Schedule of financial data of reportable segments
Revenues		(3,331)		(2,017)		(11,287)	(7,106)
Total assets		(1,717)				(1,717)		(1,812)
Corporate2
Schedule of financial data of reportable segments
Operating Income (Loss)		(12,468)		19,659		(42,517)	(16,346)
Depreciation and amortization		1,099		440		2,582	1,281
Capital expenditures, cash and non-cash		16,719		1,190		31,653	1,875
Total assets		$ 109,630				$ 109,630		$ 68,445
Gain on sale of Unitrans				$ 35,400			$ 35,400

Operating Restructuring Costs (

Operating Restructuring Costs (Detail) - USD ($) $ in Thousands	3 Months Ended			9 Months Ended
	Sep. 30, 2018	Jun. 30, 2018	Sep. 30, 2017	Sep. 30, 2018	Sep. 30, 2017
Restructuring Cost and Reserve [Line Items]
Restructuring charges	$ 1,300	$ 4,700
Write down of assets	1,300
Restructuring reserve	2,100			$ 2,100
Operations restructuring costs	0		$ 0	4,655	$ 0
Accrued Expenses and Other Current Liabilities
Restructuring Cost and Reserve [Line Items]
Restructuring charges	3,400
Other Operating Expense
Restructuring Cost and Reserve [Line Items]
Operations restructuring costs	$ 4,700		$ 6,800	$ 15,500	$ 23,600