Roadrunner Transportation Systems (RRTS) 10-Q/A 30 Jan 18 2016 Q1 Quarterly report (amended) Financial data

Document and Entity Information

Document and Entity Information - shares	3 Months Ended
	Mar. 31, 2016	Jan. 24, 2018
Document and Entity Information [Abstract]
Entity Registrant Name	Roadrunner Transportation Systems, Inc.
Entity Central Index Key	1,440,024
Document Type	10-Q/A
Document Period End Date	Mar. 31, 2016
Amendment Flag	true
Amendment Description	We are filing this Amendment No. 1 on Form 10-Q/A (the “Amendment” or “Form 10-Q/A”) to amend our Quarterly Report on Form 10-Q for the quarter ended March 31, 2016, which was originally filed with the Securities and Exchange Commission (“SEC”) on May 10, 2016 (the “Original Form 10-Q”). The purpose of this Amendment is to restate our previously issued condensed consolidated financial statements and related financial information in the Original Form 10-Q. This Form 10-Q/A also revises our previous evaluation of disclosure controls and procedures.
Document Fiscal Year Focus	2,016
Document Fiscal Period Focus	Q1
Current Fiscal Year End Date	--12-31
Entity Filer Category	Large Accelerated Filer
Entity Common Stock, Shares Outstanding		38,423,391

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands		Mar. 31, 2016		Dec. 31, 2015		Mar. 31, 2015	[2]	Dec. 31, 2014	[2]
Current assets:
Cash and cash equivalents		$ 6,868	[1],[2]	$ 7,930	[1]	$ 11,408		$ 10,809
Accounts receivable, net of allowances of $14,154 and $14,026, respectively	[1]	258,797		260,029
Deferred income taxes	[1]	20,338		20,891
Income tax receivable	[1]	21,289		20,663
Prepaid expenses and other current assets	[1]	32,404		37,051
Total current assets	[1]	339,696		346,564
Property and equipment, net of accumulated depreciation of $71,528 and $64,780, respectively	[1]	193,540		195,364
Other assets:
Goodwill	[1]	683,379		682,810
Intangible assets, net	[1]	73,547		75,694
Other noncurrent assets	[1]	7,920		7,321
Total other assets	[1]	764,846		765,825
Total assets	[1]	1,298,082		1,307,753
Current liabilities:
Current maturities of debt	[1]	416,110		432,830
Accounts payable	[1]	125,242		116,166
Accrued expenses and other current liabilities	[1]	79,491		81,922
Total current liabilities	[1]	620,843		630,918
Long-term deferred tax liabilities		105,455		105,088
Other long-term liabilities	[1]	14,313		15,308
Total liabilities	[1]	740,611		751,314
Commitments and contingencies (Note 10)	[1]
Stockholders’ investment:
Common stock $.01 par value; 100,000 shares authorized; 38,318 and 38,266 shares issued and outstanding	[1]	383		383
Additional paid-in capital	[1]	397,385		397,253
Retained earnings	[1]	159,703		158,803
Total stockholders’ investment	[1]	557,471		556,439
Total liabilities and stockholders’ investment	[1]	$ 1,298,082		$ 1,307,753
[1]	See Note 13 “Restatement of Previously Issued Financial Statements
[2]	See Note 13 “Restatement of Previously Issued Financial Statements.”

Condensed Consolidated Balance3

Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - USD ($) $ in Thousands	Mar. 31, 2016	Dec. 31, 2015
Statement of Financial Position [Abstract]
Accounts receivable, net of allowances	$ 14,154	$ 14,026
Property and equipment, net of accumulated depreciation	$ 71,528	$ 64,780
Common stock, par value (in dollars per share)	$ 0.01	$ 0.01
Common stock, shares authorized (in shares)	100,000,000	100,000,000
Common stock, shares issued (in shares)	38,318,000	38,266,000
Common stock, shares outstanding (in shares)	38,318,000	38,266,000

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations (Unaudited) - USD ($) shares in Thousands, $ in Thousands		3 Months Ended
		Mar. 31, 2016	Mar. 31, 2015
Income Statement [Abstract]
Revenues	[1]	$ 466,546	$ 488,834
Operating expenses:
Purchased transportation costs	[1]	308,039	327,377
Personnel and related benefits	[1]	68,349	62,964
Other operating expenses	[1]	73,873	71,212
Depreciation and amortization	[1]	9,209	6,807
Total operating expenses	[1]	459,470	468,360
Operating income	[1]	7,076	20,474
Interest expense	[1]	5,608	4,609
Income before provision for income taxes	[1]	1,468	15,865
Provision for income taxes	[1]	568	6,045
Net income	[1],[2]	$ 900	$ 9,820
Earnings per share:
Basic (in dollars per share)	[1]	$ 0.02	$ 0.26
Diluted (in dollars per share)	[1]	$ 0.02	$ 0.25
Weighted average common stock outstanding:
Basic (in shares)	[1]	38,284	38,011
Diluted (in shares)	[1]	38,372	39,324
[1]	See Note 13 “Restatement of Previously Issued Financial Statements
[2]	See Note 13 “Restatement of Previously Issued Financial Statements.”

Condensed Consolidated Stateme5

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands		3 Months Ended
		Mar. 31, 2016		Mar. 31, 2015
Cash flows from operating activities:
Net Income	[1],[2]	$ 900		$ 9,820
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	[2]	9,886		7,325
Loss on disposal of property and equipment	[2]	496		291
Share-based compensation	[2]	549		796
Adjustment to contingent purchase obligations	[2]	0		(244)
Provision for bad debts	[2]	764		1,209
Excess tax benefit on share-based compensation	[2]	253		(811)
Deferred tax provision	[2]	367		607
Changes in:
Accounts receivable	[2]	468		(3,745)
Income tax receivable	[2]	(626)		(1,506)
Prepaid expenses and other assets	[2]	3,581		159
Accounts payable	[2]	9,076		(10,540)
Accrued expenses and other liabilities	[2]	(2,241)		8,005
Net cash provided by operating activities	[2]	23,473		11,366
Cash flows from investing activities:
Capital expenditures	[2]	(6,047)		(14,932)
Proceeds from sale of property and equipment	[2]	213		522
Net cash used in investing activities	[2]	(5,834)		(14,410)
Cash flows from financing activities:
Borrowings under revolving credit facilities	[2]	51,665		32,764
Payments under revolving credit facilities	[2]	(65,314)		(26,764)
Debt payments	[2]	(3,750)		(2,500)
Payments of contingent earnouts	[2]	0		1,906
Proceeds from issuance of restricted stock, net of taxes paid	[2]	0		2,178
Proceeds from issuance of restricted stock, net of taxes paid	[2]	(164)		(839)
(Tax deficiency) excess tax benefit on share-based compensation	[2]	(253)		811
Reduction of capital lease obligation	[2]	(885)		(101)
Net cash (used in) provided by financing activities	[2]	(18,701)		3,643
Net (decrease) increase in cash and cash equivalents	[2]	(1,062)		599
Cash and cash equivalents:
Beginning of period		7,930	[3]	10,809	[2]
End of period	[2]	6,868	[3]	11,408
Supplemental cash flow information:
Cash paid for interest	[2]	3,734		3,888
Cash paid for income taxes (net of refunds)	[2]	$ (79)		$ 1,112
[1]	See Note 13 “Restatement of Previously Issued Financial Statements
[2]	See Note 13 “Restatement of Previously Issued Financial Statements.”
[3]	See Note 13 “Restatement of Previously Issued Financial Statements

Organization, Nature of Busines

Organization, Nature of Business and Significant Accounting Policies	3 Months Ended
	Mar. 31, 2016
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 Cudahy, Wisconsin and has the following three segments: Truckload Logistics (“TL”), Less-than-Truckload (“LTL”), and Global Solutions. Within its TL business, the Company operates a network of 48 TL service centers and 24 company dispatch offices and is augmented by over 100 independent brokerage agents. Within its LTL business, the Company operates 47 LTL service centers throughout the United States, complemented by relationships with over 150 delivery agents. Within its Global Solutions business, the Company operates from seven service centers, ten dispatch offices, and four freight consolidation and inventory management centers throughout the United States. From pickup to delivery, the Company leverages relationships with a diverse group of third-party carriers to provide scalable capacity and reliable, customized service to its customers, including domestic and international air and ocean transportation services. The Company operates primarily in the United States. Principles of Consolidation The accompanying unaudited condensed consolidated financial statements have been prepared pursuant to the rules and regulations of the 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 adjustments related to the restatement of previously issued financial statements as disclosed in Note 13, 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, 2016, the Company adopted a new methodology for accounting for debt issuance costs in accordance with the Accounting Standards Update No. 2015-03, Interest - Imputation of Interest (Subtopic 835-30), which requires debt issuance costs related to a recognized debt liability in the balance sheet to be presented as a direct reduction from the carrying amount of that debt liability. The change in methodology has been applied retrospectively. The balance of the debt issuance costs has been reclassified from other noncurrent assets to a direct reduction of debt on the condensed consolidated balance sheets as of March 31, 2016 and December 31, 2015. 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: TL, LTL, and Global Solutions. In 2016, the Company realigned two of its operating companies to different existing segments based on consideration of services provided and consistent with how the business is viewed by the chief operating decision maker. The change in segments, which affected the TL and Global Solutions segments, did not have any impact on previously reported consolidated financial results, but prior year segment results have been retrospectively revised to align with the new segment structure. New Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update No. 2014-09 (“ASU 2014-09”), which was updated in August 2015 by Accounting Standards Update No. 2015-14, Revenue from Contracts with Customers (Topic 606). The core principle of the guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. In March 2016, the FASB issued Accounting Standards Update No. 2016-08 (“ASU 2016-08”), Revenue from Contracts with Customers - Principal versus Agent Considerations (Reporting Revenue Gross versus Net). Under ASU 2016-08, when another party is involved in providing goods or services to a customer, an entity is required to determine whether the nature of its promise is to provide the specified good or service (that is, the entity is a principal) or to arrange for that good or service to be provided by another party. When the principal entity satisfies a performance obligation, the entity recognizes revenue in the gross amount. When an entity that is an agent satisfies the performance obligation, that entity recognizes revenue in the amount of any fee or commission to which it expects to be entitled. Both ASU 2014-09 and ASU 2016-08 will be effective for the Company in 2018. The Company is in the process of evaluating the guidance in these Accounting Standards Updates and has not yet determined if the adoption of this guidance will have a material impact on the Company’s consolidated financial statements. In November 2015, the FASB issued Accounting Standards Update No. 2015-17, Balance Sheet Classification of Deferred Taxes (Topic 740), which will be effective for the Company in 2017. The amendments in this update require that deferred tax liabilities and assets be classified as noncurrent in the statement of financial position. Under this amendment, deferred tax liabilities and assets would still be offset and presented as a single amount. Early adoption of the amendments is permitted and may either be applied prospectively or retrospectively. Deferred tax assets are currently reported as deferred income taxes and included as current assets in the condensed consolidated balance sheets. Adoption of the revised Accounting Standard will require the Company to reclassify the balance currently reported as deferred income taxes to other long-term liabilities in the condensed consolidated balance sheets. In February 2016, the FASB issued Accounting Standards Update No. 2016-02, Leases (Topic 842), which will be effective for the Company in 2019. For financing leases, a lessee is required to: 1) recognize a right-of-use asset and a lease liability, initially measured at the present value of the lease payments; 2) recognize interest on the lease liability separately from amortization of the right-of-use asset; and 3) classify repayments of the principal portion of the lease liability within financing activities and payments of interest on the lease liability and variable lease payments within operating activities in the statement of cash flows. For operating leases, a lessee is required to: 1) recognize the right-to-use asset and a lease liability, initially measured at the present value of the lease payments; 2) recognize a single lease cost, calculated so that the cost of the lease is allocated over the lease term on a generally straight-line basis; and 3) classify all cash payments within operating activities in the statement of cash flows. For leases with a term of 12 months or less, a lessee is permitted to make an accounting policy election by class of underlying asset not to recognize lease assets and lease liabilities. If a lessee makes this election, it should recognize lease expense for such leases generally on a straight-line basis over the lease term. The Company is in the process of evaluating the guidance in this Accounting Standards Update and has not yet determined if the adoption of this guidance will have a material impact on the Company’s consolidated financial statements. In March 2016, the FASB issued Accounting Standards Update No. 2016-09, Compensation - Stock Compensation (Topic 718), Improvements to Share-Based Payment Accounting (“ASU 2016-09”). ASU 2016-09 will be effective for the Company in 2017 and includes simplification of the following aspects of share-based payment transactions: Accounting for income taxes - All excess tax benefits and tax deficiencies (including tax benefits of dividends on share-based payment awards) should be recognized as income tax expense or benefit in the income statement. The tax effects of exercised or vested awards should be treated as discrete items in the reporting period in which they occur. An entity also should recognize excess tax benefits regardless of whether the benefit reduces taxes payable in the current period. Classification of excess tax benefits on the statement of cash flow - Excess tax benefits should be classified along with other income tax cash flows as an operating activity. Forfeitures - An entity can make an entity-wide accounting policy election to either estimate the number of awards that are expected to vest (current GAAP) or account for forfeitures when they occur. The Company expects to prospectively adopt ASU 2016-09 in January 2017. Upon adoption of ASU 2016-09 in January 2017, the Company will recognize any excess tax benefits or tax deficiencies through the condensed consolidated statements of operations. The Company has historically been able to offset excess tax benefits and/or tax deficiencies against taxes payable, so no cumulative effect adjustment to retained earnings is expected upon adoption. Effective January 1, 2017, the Company will no longer present excess tax benefits and/or tax deficiencies under both operating activities and financing activities within the condensed consolidated statements of cash flows for any period presented. The Company will elect to recognize forfeitures as they occur and the Company expects that the cumulative effect of adjustments to retained earnings, if any, will be de minimis.

Acquisitions

Acquisitions	3 Months Ended
	Mar. 31, 2016
Business Combinations [Abstract]
Acquisitions	2. Acquisitions On July 28, 2015 , the Company acquired all of the outstanding partnership interests of Stagecoach Cartage and Distribution LP (“Stagecoach”) for the purpose of expanding its presence within the TL segment. Cash consideration paid was $32.3 million . The acquisition was financed with borrowings under the Company's credit facility discussed in Note 5. The Stagecoach purchase agreement calls for contingent consideration in the form of a contingent purchase obligation capped at $5.0 million . The former owners of Stagecoach are entitled to receive a payment equal to the amount by which Stagecoach's operating income before depreciation and amortization, as defined in the purchase agreement, exceeds $7.0 million for the twelve month periods ending July 31, 2016, 2017, 2018, and 2019. Approximately $4.1 million was recorded as a contingent purchase obligation on the opening balance sheet. The results of operations and financial condition of this acquisition have been included in the Company's condensed consolidated financial statements since its acquisition date. The acquisition of Stagecoach is considered immaterial. The goodwill for the acquisition is a result of acquiring and retaining the existing workforce and expected synergies from integrating the operations into the Company. Purchase accounting for the Stagecoach acquisition is considered final except for long-term assets, deferred taxes, and goodwill, as final information was not available as of March 31, 2016 .

Goodwill and Intangible Assets

Goodwill and Intangible Assets	3 Months Ended
	Mar. 31, 2016
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 a two-step approach that begins with the estimation of the fair value at the reporting unit level. The Company has four reporting units for its three segments: one reporting unit for its TL segment; one reporting unit for its LTL segment; and two reporting units for its Global Solutions segment. For purposes of the impairment analysis, the fair value of the Company's reporting units is estimated based upon an average of an income fair value approach and a market fair value approach, both of which incorporate numerous assumptions and estimates such as company forecasts, discount rates, and growth rates, among others. The determination of fair value requires considerable judgment and is highly sensitive to changes in the underlying assumptions. The Company completed the annual impairment analysis as of July 1, 2015, and determined no impairment had occurred. A decline in TL revenues, from TL forecasted revenues, due to declines in freight volumes and lower pricing yield during the quarter ended March 31, 2016 , resulted in a triggering event that required the Company to perform an interim goodwill impairment analysis of its TL reporting unit as of March 31, 2016 . The Company completed its interim impairment analysis of the TL reporting unit and determined no impairment had occurred. As a result, there is no goodwill impairment for any of the periods presented in the Company's condensed consolidated financial statements. As indicated in Note 1, in connection with the change in segments, the Company reallocated goodwill of $77.5 million between the TL and Global Solutions segments as of December 31, 2015 . Additionally, the goodwill balances have been adjusted for the effects of the restatement discussed in Note 13. The following is a rollforward of goodwill from December 31, 2015 to March 31, 2016 by segment (in thousands): TL LTL Global Solutions Total Goodwill balance as of December 31, 2015 $ 254,940 $ 197,312 $ 230,558 $ 682,810 Adjustments to goodwill for purchase accounting 569 — — 569 Goodwill balance as of March 31, 2016 $ 255,509 $ 197,312 $ 230,558 $ 683,379 Intangible assets consist primarily of customer relationships acquired from business acquisitions. As indicated in Note 1, in connection with the change in segments, the Company reallocated net intangible assets of $2.7 million between the TL and Global Solutions segments as of December 31, 2015 . Additionally, the intangible asset balances have been adjusted for the effects of the restatement discussed in Note 13. Intangible assets as of March 31, 2016 and December 31, 2015 were as follows (in thousands): March 31, 2016 December 31, 2015 Gross Accumulated Net Carrying Gross Accumulated Net Carrying TL $ 57,468 $ (10,922 ) $ 46,546 $ 57,468 $ (9,714 ) $ 47,754 LTL 1,358 (1,033 ) 325 1,358 (1,017 ) 341 Global Solutions 38,427 (11,751 ) 26,676 38,427 (10,828 ) 27,599 Total $ 97,253 $ (23,706 ) $ 73,547 $ 97,253 $ (21,559 ) $ 75,694 The customer relationships intangible assets are amortized over their estimated five to 12 year useful lives. Amortization expense was $2.1 million and $2.0 million for the three months ended March 31, 2016 and 2015 , respectively. Estimated amortization expense for each of the next five years based on intangible assets as of March 31, 2016 is as follows (in thousands): Remainder 2016 $ 6,418 2017 8,447 2018 8,183 2019 7,879 2020 7,506 2021 7,324 Thereafter 27,790 Total $ 73,547

Fair Value Measurement

Fair Value Measurement	3 Months Ended
	Mar. 31, 2016
Fair Value Disclosures [Abstract]
Fair value measurement	4. 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 — Quoted market prices in active markets for identical assets or liabilities. Level 2 — Observable market-based inputs or unobservable inputs that are corroborated by market data. Level 3 — Unobservable inputs reflecting the reporting entity’s own assumptions or external inputs from inactive markets. A financial asset’s or liability’s classification within the hierarchy is determined based on the lowest level of input that is significant to the fair value measurement. Certain of the Company’s acquisitions contain contingent purchase obligations as described in Note 2. The contingent purchase obligation related to acquisitions is measured at fair value on a recurring basis, according to the valuation techniques the Company used to determine fair value. Changes to the fair value are recognized as income or expense within other operating expenses in the condensed consolidated statements of operations. In measuring the fair value of the contingent purchase obligation, the Company used an income approach that considers the expected future earnings of the acquired businesses, for the varying performance periods, based on historical performance and the resulting contingent payments, discounted at a risk-adjusted rate. The following table presents information, as of March 31, 2016 and December 31, 2015 , about the Company’s financial liabilities (in thousands): March 31, 2016 Level 1 Level 2 Level 3 Fair Value Contingent purchase obligation related to acquisitions $ — $ — $ 4,913 $ 4,913 Total liabilities at fair value $ — $ — $ 4,913 $ 4,913 December 31, 2015 Level 1 Level 2 Level 3 Fair Value Contingent purchase obligation related to acquisitions $ — $ — $ 4,913 $ 4,913 Total liabilities at fair value $ — $ — $ 4,913 $ 4,913 The table below sets forth a reconciliation of the Company’s beginning and ending Level 3 financial liability balance for the three months ended March 31, 2016 and 2015 (in thousands): Three Months Ended March 31, 2016 2015 Balance, beginning of period $ 4,913 $ 6,842 Payments of contingent purchase obligations — (1,906 ) Interest expense — 90 Adjustments to contingent purchase obligations (1) — (244 ) Balance, end of period $ 4,913 $ 4,782 (1) Adjustments to contingent purchase obligations are reported in other operating expenses in the condensed consolidated statements of operations.

Long-Term Debt

Long-Term Debt	3 Months Ended
	Mar. 31, 2016
Debt Disclosure [Abstract]
Long-term debt	5. Debt Debt as of March 31, 2016 and December 31, 2015 consisted of the following (in thousands): March 31, December 31, Senior debt: Revolving credit facility $ 129,500 $ 143,149 Term loan 292,500 296,250 Total debt 422,000 439,399 Less: Debt issuance costs (5,890 ) (6,569 ) Total debt, net of debt issuance costs 416,110 432,830 Less: Current maturities (416,110 ) (432,830 ) Total debt, net of current maturities $ — $ — On September 24, 2015 , the Company entered into a sixth amended and restated credit agreement (the “credit agreement”) with U.S. Bank National Association and other lenders, which increased the revolving credit facility from $350.0 million to $400.0 million and the term loan from $200.0 million to $300.0 million . The credit facility matures on July 9, 2019 . Principal on the term loan is due in quarterly installments of $3.8 million . The credit agreement is collateralized by all assets of the Company and contains certain financial covenants, including a minimum fixed charge coverage ratio and a maximum cash flow leverage ratio. The required maximum cash flow leverage ratio is 3.75 to 1.0 as of March 31, 2016 and decreases to 3.50 to 1.0 as of June 30, 2016. However, after considering the effects of the restatement, the Company was not in compliance with its financial covenants contained in the credit agreement as of March 31, 2016 and accordingly, the Company's senior debt has been classified as current on the condensed consolidated balance sheets. Additionally, the credit agreement contains negative covenants limiting, among other things, additional indebtedness, capital expenditures, transactions with affiliates, additional liens, sales of assets, dividends, investments, advances, prepayments of debt, mergers and acquisitions, and other matters customarily restricted in such agreements. The credit agreement also prohibits the Company from paying dividends without the consent of the lenders. The Company categorizes the borrowings under the credit agreement as Level 2 in the fair value hierarchy described in Note 4. The carrying value of the Company's debt approximates fair value as the debt agreement bears interest based on prevailing variable market rates currently available. Borrowings under the credit agreement bear interest at either (a) the Eurocurrency Rate (as defined in the credit agreement), plus an applicable margin in the range of 2.0% to 3.25% , or (b) the Base Rate (as defined in the credit agreement), plus an applicable margin in the range of 1.0% to 2.25% . The revolving credit facility also provides for the issuance of up to $40.0 million in letters of credit. As of March 31, 2016 , the Company had outstanding letters of credit totaling $21.3 million . As of March 31, 2016 , total availability under the revolving credit facility was $249.2 million and the average interest rate on the credit agreement was 3.9% .

Stockholders' Investment

Stockholders' Investment	3 Months Ended
	Mar. 31, 2016
Equity [Abstract]
Stockholders' investment	6. Stockholders’ Investment Changes in stockholders’ investment for the three months ended March 31, 2016 and 2015 consisted of the following (in thousands): Three Months Ended March 31, 2016 2015 Beginning balance $ 556,439 $ 524,287 Net income 900 9,820 Share-based compensation 549 796 Issuance of restricted stock units, net of taxes paid (164 ) (839 ) Issuance of common stock from stock options — 2,178 (Tax deficiency) excess tax benefit on share-based compensation (253 ) 811 Ending balance $ 557,471 $ 537,053

Earnings Per Share

Earnings Per Share	3 Months Ended
	Mar. 31, 2016
Earnings Per Share [Abstract]
Earnings Per Share	7. Earnings Per Share Basic earnings per common share is calculated by dividing net income by the weighted average number of shares of common stock outstanding during the period. Diluted earnings per share is calculated by dividing net income 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 income used in the computation of basic and diluted earnings per share. The Company had stock options and warrants outstanding of 2,575,585 as of March 31, 2016 that were not included in the computation of diluted earnings per share because they were not assumed to be exercised under the treasury stock method or because they were anti-dilutive. As of March 31, 2015 , all stock options, warrants, and restricted stock units were included in the computation of diluted earnings per share. The following table reconciles basic weighted average common stock outstanding to diluted weighted average common stock outstanding (in thousands): Three Months Ended March 31, 2016 2015 Basic weighted average common stock outstanding 38,284 38,011 Effect of dilutive securities Employee stock options 9 118 Warrants 55 1,140 Restricted stock units 24 55 Diluted weighted average common stock outstanding 38,372 39,324

Income Taxes

Income Taxes	3 Months Ended
	Mar. 31, 2016
Income Tax Disclosure [Abstract]
Income Taxes	8. Income Taxes The effective income tax rate was 38.7% for the three months ended March 31, 2016 and 38.1% for the three months ended March 31, 2015 , respectively. In determining the provision for income taxes, the Company used an estimated annual effective tax rate, which was based on expected annual income, statutory tax rates, and the Company's best estimate of non-deductible and non-taxable items of income and expense. Income tax expense varies from the amount computed by applying the federal corporate income tax rate of 35.0% to income before income taxes primarily due to state income taxes, net of federal income tax effect, and adjustments for permanent differences.

Guarantees (Notes)

Guarantees (Notes)	3 Months Ended
	Mar. 31, 2016
Guarantees [Abstract]
Guarantees	9. 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 2020 . The potential maximum exposure under these lease guarantees was approximately $15.5 million as of March 31, 2016 . 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 guarantee to be $4.0 million and $4.7 million as of March 31, 2016 and December 31, 2015 , respectively. During the third quarter of 2015 the Company experienced an acceleration of its IC recruiting costs, guarantee payments, and reseating and reconditioning costs associated with these lease purchase programs. Accordingly, the Company decided to terminate certain lease purchase guarantee programs in favor of new lease purchase programs that do not involve a guarantee from the Company and utilize newer equipment under warranty. As of December 31, 2015 , the Company recorded a loss reserve of $ 1.3 million in accrued expenses and other current liabilities. There was no loss reserve recorded as of March 31, 2016 . The Company paid $2.9 million and $1.0 million for its guarantee during the first quarter of 2016 and 2015 , respectively.

Commitments and Contingencies

Commitments and Contingencies	3 Months Ended
	Mar. 31, 2016
Commitments and Contingencies Disclosure [Abstract]
Commitments and contingencies	10. Commitments and Contingencies 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 liability insurance coverage for claims in excess of $500,000 per occurrence and cargo coverage for claims in excess of $100,000 per occurrence. The Company believes it has adequate insurance to cover losses in excess of the deductible amount. As of March 31, 2016 and December 31, 2015 , the Company had reserves for estimated uninsured losses of $23.0 million and $25.9 million , respectively, included in accrued expenses and other current liabilities. In addition to the legal proceedings described above, like many others in the transportation services industry, the Company is a defendant in five purported class-action lawsuits in California alleging violations of various California labor laws and one purported class-action lawsuit in Illinois alleging violations of the Illinois Wage Payment and Collection Act. The plaintiffs in each of these lawsuits seek to recover unspecified monetary damages and other items. In addition, the California Division of Labor Standards and Enforcement has brought administrative actions against the Company on behalf of seven individuals alleging that the Company violated California labor laws. Given the early stage of all of the proceedings described in this paragraph, the Company is not able to assess with certainty the outcome of these proceedings or the amount or range of potential damages or future payments associated with these proceedings at this time. The Company believes it has meritorious defenses to these actions and intends to defend these proceedings vigorously. However, any legal proceeding is subject to inherent uncertainties, and the Company cannot assure that the expenses associated with defending these actions or their resolution will not have a material adverse effect on its business, operating results, or financial condition.

Related Party Transactions

Related Party Transactions	3 Months Ended
	Mar. 31, 2016
Related Party Transactions [Abstract]
Related party transactions	11. Related Party Transactions The Company has an advisory agreement with HCI Equity Management L.P. (“HCI”) to pay transaction fees and an annual advisory fee of $0.1 million . The Company paid an aggregate of $0.2 million to HCI for advisory fees and travel expenses during the three months ended March 31, 2016 . As of March 31, 2015 , the Company owed $0.1 million to HCI for the advisory fee and travel expenses incurred. No money was paid to HCI for the three months ended March 31, 2015 . The Company has a number of dedicated carriers that haul freight for the operating companies that are owned by employees of the operating companies. The Company paid an aggregate of $1.7 million and $1.4 million to these carriers during the three months ended March 31, 2016 and 2015 , respectively. The Company has a number of facility leases with related parties and paid an aggregate of $0.6 million and $0.1 million under these leases during the three months ended March 31, 2016 and 2015 , respectively.

Segment Reporting

Segment Reporting	3 Months Ended
	Mar. 31, 2016
Segment Reporting [Abstract]
Segment reporting	12. 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: TL, LTL, and Global Solutions. As indicated in Note 1, the Company realigned two of its operating companies into different segments. Segment disclosures as of December 31, 2015 and for the three months ended March 31, 2015 have been retrospectively revised to reflect this change in segments. 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 items are not reported in segment results. In addition, the Company has disclosed corporate, which is not a segment and includes acquisition transaction expenses, corporate salaries, and share-based compensation expense. The following table reflects certain financial data of the Company’s segments, which has been adjusted for the effects of the restatement described in Note 13, for the three months ended March 31, 2016 and 2015 and as of March 31, 2016 and December 31, 2015 (in thousands): Three Months Ended March 31, 2016 2015 Revenues: TL $ 273,344 $ 271,859 LTL 114,353 131,645 Global Solutions 83,378 92,746 Eliminations (4,529 ) (7,416 ) Total 466,546 488,834 Operating income: TL $ 3,798 $ 13,398 LTL 1,745 7,742 Global Solutions 7,404 5,970 Corporate (5,871 ) (6,636 ) Total operating income 7,076 20,474 Interest expense 5,608 4,609 Income before provision for income taxes $ 1,468 $ 15,865 Depreciation and amortization: TL $ 6,742 $ 4,494 LTL 869 727 Global Solutions 1,222 1,276 Corporate 376 310 Total $ 9,209 $ 6,807 Capital expenditures: TL $ 3,138 $ 13,652 LTL 1,111 563 Global Solutions 1,689 63 Corporate 109 654 Total $ 6,047 $ 14,932 March 31, 2016 December 31, 2015 Assets: TL $ 642,668 $ 656,491 LTL 333,490 330,203 Global Solutions 316,027 317,453 Corporate 7,073 8,057 Eliminations (1) (1,176 ) (4,451 ) Total $ 1,298,082 $ 1,307,753 (1) Eliminations represents intercompany trade receivable balances between the three segments.

Restatement of Previously Issue

Restatement of Previously Issued Financial Statements	3 Months Ended
	Mar. 31, 2015
Accounting Changes and Error Corrections [Abstract]
Restatement of Previously Issued Financial Statements	Impact on Condensed Consolidated Statements of Operations The net effect of the restatement described above on the Company's previously issued condensed consolidated statements of operations for the three month periods ended March 31, 2016 and 2015 is as follows (in thousands, except per share): Three Months Ended March 31, 2016 As Receivables & Related Reserves Unrecorded Charges & Contingent Liabilities Insurance Reserves & Related Receivables Capital Improvements & Aircraft Spare Parts Income Taxes & Debt Reclassification As Restated Revenues $ 465,632 $ 1,914 $ (1,000 ) $ — $ — $ — $ 466,546 Operating expenses: Purchased transportation costs 308,474 — (435 ) — — — 308,039 Personnel and related benefits 67,601 — 748 — — — 68,349 Other operating expenses 69,415 553 34 1,279 2,592 — 73,873 Depreciation and amortization 9,536 — — — (327 ) — 9,209 Total operating expenses 455,026 553 347 1,279 2,265 — 459,470 Operating income 10,606 1,361 (1,347 ) (1,279 ) (2,265 ) — 7,076 Interest expense 5,608 — — — — — 5,608 Income before provision for income taxes 4,998 1,361 (1,347 ) (1,279 ) (2,265 ) — 1,468 Provision for income taxes 1,933 — — — — (1,365 ) 568 Net income $ 3,065 $ 1,361 $ (1,347 ) $ (1,279 ) $ (2,265 ) $ 1,365 $ 900 Earnings per share: Basic $ 0.08 $ 0.02 Diluted $ 0.08 $ 0.02 Weighted average common stock outstanding: Basic 38,284 38,284 Diluted 38,372 38,372 Three Months Ended March 31, 2015 As Receivables & Related Reserves Unrecorded Charges & Contingent Liabilities Insurance Reserves & Related Receivables Capital Improvements & Aircraft Spare Parts Income Taxes & Debt Reclassification As Restated Revenues $ 488,970 $ (136 ) $ — $ — $ — $ — $ 488,834 Operating expenses: Purchased transportation costs 328,491 — (1,114 ) — — — 327,377 Personnel and related benefits 62,055 — 909 — — — 62,964 Other operating expenses 64,745 1,979 2,032 1,373 1,083 — 71,212 Depreciation and amortization 6,877 — — — (70 ) — 6,807 Total operating expenses 462,168 1,979 1,827 1,373 1,013 — 468,360 Operating income 26,802 (2,115 ) (1,827 ) (1,373 ) (1,013 ) — 20,474 Interest expense 4,609 — — — — — 4,609 Income before provision for income taxes 22,193 (2,115 ) (1,827 ) (1,373 ) (1,013 ) — 15,865 Provision for income taxes 8,589 — — — — (2,544 ) 6,045 Net income $ 13,604 $ (2,115 ) $ (1,827 ) $ (1,373 ) $ (1,013 ) $ 2,544 $ 9,820 Earnings per share: Basic $ 0.36 $ 0.26 Diluted $ 0.35 $ 0.25 Weighted average common stock outstanding: Basic (1) 38,011 38,011 Diluted (1) 39,341 39,324 (1) As restated amounts for basic and diluted weighted average common stock outstanding have been corrected for a computational error identified. Impact on Condensed Consolidated Balance Sheets The net effect of the restatement described above on the Company's previously issued condensed consolidated balance sheets as of March 31, 2016 and December 31, 2015 is as follows (in thousands): March 31, 2016 As Receivables & Related Reserves Unrecorded Charges & Contingent Liabilities Insurance Reserves & Related Receivables Capital Improvements & Aircraft Spare Parts Income Taxes & Debt Reclassification As Restated ASSETS Current assets: Cash and cash equivalents $ 8,064 $ — $ (1,196 ) $ — $ — $ — $ 6,868 Accounts receivable 268,441 (9,644 ) — — — 258,797 Deferred income taxes 4,323 — — — — 16,015 20,338 Income tax receivable 10,523 — — — — 10,766 21,289 Prepaid expenses and other current assets 49,819 (1,277 ) (11,692 ) (2,642 ) (1,804 ) — 32,404 Total current assets 341,170 (10,921 ) (12,888 ) (2,642 ) (1,804 ) 26,781 339,696 Property and equipment 197,353 — 302 — (4,115 ) — 193,540 Other assets: Goodwill 691,687 (2,136 ) (530 ) (9,626 ) 3,984 683,379 Intangible assets, net 74,547 — (1,000 ) — — — 73,547 Other noncurrent assets 5,828 (230 ) 2,157 — 165 — 7,920 Total other assets 772,062 (2,366 ) 627 — (9,461 ) 3,984 764,846 Total assets $ 1,310,585 $ (13,287 ) $ (11,959 ) $ (2,642 ) $ (15,380 ) $ 30,765 $ 1,298,082 LIABILITIES AND STOCKHOLDERS’ INVESTMENT Current liabilities: Current maturities of debt $ 15,000 $ — $ — $ — $ — $ 401,110 $ 416,110 Accounts payable 111,362 10,970 2,910 — — — 125,242 Accrued expenses and other current liabilities 47,729 420 12,548 18,686 — 108 79,491 Total current liabilities 174,091 11,390 15,458 18,686 — 401,218 620,843 Long-term debt, net of current maturities 401,110 — — — — (401,110 ) — Long-term deferred tax liabilities 104,767 — — — — 688 105,455 Other long-term liabilities 14,113 — 200 — — — 14,313 Total liabilities 694,081 11,390 15,658 18,686 — 796 740,611 Commitments and contingencies (Note 10) Stockholders’ investment: Common stock 383 — — — — — 383 Additional paid-in capital 397,385 — — — — — 397,385 Retained earnings 218,736 (24,677 ) (27,617 ) (21,328 ) (15,380 ) 29,969 159,703 Total stockholders’ investment 616,504 (24,677 ) (27,617 ) (21,328 ) (15,380 ) 29,969 557,471 Total liabilities and stockholders’ investment $ 1,310,585 $ (13,287 ) $ (11,959 ) $ (2,642 ) $ (15,380 ) $ 30,765 $ 1,298,082 (1) As previously reported balances have been revised to separate taxes receivable from prepaid expenses and other current assets and long-term deferred tax liabilities from other long-term liabilities. December 31, 2015 As Receivables & Related Reserves Unrecorded Charges & Contingent Liabilities Insurance Reserves & Related Receivables Capital Improvements & Aircraft Spare Parts Income Taxes & Debt Reclassification As Restated ASSETS Current assets: Cash and cash equivalents $ 8,664 $ — $ (734 ) $ — $ — $ — $ 7,930 Accounts receivable 272,176 (12,147 ) — — — — 260,029 Deferred income taxes 4,876 — — — — 16,015 20,891 Income tax receivable 11,262 — — — — 9,401 20,663 Prepaid expenses and other current assets 50,839 (112 ) (10,464 ) (2,405 ) (807 ) — 37,051 Total current assets 347,817 (12,259 ) (11,198 ) (2,405 ) (807 ) 25,416 346,564 Property and equipment 197,744 — 302 — (2,682 ) — 195,364 Other assets: Goodwill 691,118 (2,136 ) (530 ) — (9,626 ) 3,984 682,810 Intangible assets, net 76,694 — (1,000 ) — — — 75,694 Other noncurrent assets 6,183 (230 ) 1,368 — — — 7,321 Total other assets 773,995 (2,366 ) (162 ) — (9,626 ) 3,984 765,825 Total assets $ 1,319,556 $ (14,625 ) $ (11,058 ) $ (2,405 ) $ (13,115 ) $ 29,400 $ 1,307,753 LIABILITIES AND STOCKHOLDERS’ INVESTMENT Current liabilities: Current maturities of debt $ 15,000 $ — $ — $ — $ — $ 417,830 $ 432,830 Accounts payable 104,357 11,125 684 — — — 116,166 Accrued expenses and other current liabilities 48,657 288 15,225 17,644 — 108 81,922 Total current liabilities 168,014 11,413 15,909 17,644 — 417,938 630,918 Long-term debt, net of current maturities 417,830 — — — — (417,830 ) — Long-term deferred tax liabilities 104,400 — — — — 688 105,088 Other long-term liabilities 16,005 — (697 ) — — — 15,308 Total liabilities 706,249 11,413 15,212 17,644 — 796 751,314 Commitments and contingencies (Note 10) Stockholders’ investment: Common stock 383 — — — — — 383 Additional paid-in capital 397,253 — — — — — 397,253 Retained earnings 215,671 (26,038 ) (26,270 ) (20,049 ) (13,115 ) 28,604 158,803 Total stockholders’ investment 613,307 (26,038 ) (26,270 ) (20,049 ) (13,115 ) 28,604 556,439 Total liabilities and stockholders’ investment $ 1,319,556 $ (14,625 ) $ (11,058 ) $ (2,405 ) $ (13,115 ) $ 29,400 $ 1,307,753 (1) As previously reported balances have been revised to separate taxes receivable from prepaid expenses and other current assets and long-term deferred tax liabilities from other long-term liabilities. Impact on Condensed Consolidated Statements of Cash Flows The net effect of the restatement described above on the Company's previously issued condensed consolidated statements of cash flows for the three months ended March 31, 2016 and 2015 is as follows (in thousands): Three Months Ended March 31, 2016 As Adjustments As Restated Cash flows from operating activities: Net income $ 3,065 $ (2,165 ) $ 900 Depreciation and amortization 10,215 (329 ) 9,886 Loss on disposal of property and equipment 261 235 496 Provision for bad debts 337 427 764 Deferred tax provision 367 — 367 Share-based compensation 549 — 549 Tax deficiency on share-based compensation 253 — 253 Changes in: Accounts receivable 3,398 (2,930 ) 468 Income tax receivable — (626 ) (626 ) Prepaid expenses and other assets 1,647 1,934 3,581 Accounts payable 7,005 2,071 9,076 Accrued expenses and other liabilities (1,671 ) (570 ) (2,241 ) Net cash provided by operating activities 25,426 (1,953 ) 23,473 Cash flows from investing activities: Capital expenditures (7,574 ) 1,527 (6,047 ) Proceeds from sale of property and equipment 213 — 213 Net cash used in investing activities (7,361 ) 1,527 (5,834 ) Cash flows from financing activities: Net cash used in financing activities (18,665 ) (36 ) (18,701 ) Net decrease in cash and cash equivalents (600 ) (462 ) (1,062 ) Cash and cash equivalents: Beginning of period 8,664 (734 ) 7,930 End of period $ 8,064 $ (1,196 ) $ 6,868 Three Months Ended March 31, 2015 As Adjustments As Restated Cash flows from operating activities: Net income $ 13,604 $ (3,784 ) $ 9,820 Depreciation and amortization 7,395 (70 ) 7,325 Loss on disposal of property and equipment 109 182 291 Provision for bad debts 612 597 1,209 Deferred tax provision 607 — 607 Share-based compensation 796 — 796 Adjustment to contingent purchase obligations — (244 ) (244 ) Excess tax benefit on share-based compensation (811 ) — (811 ) Changes in: Accounts receivable (3,858 ) 113 (3,745 ) Income tax receivable — (1,506 ) (1,506 ) Prepaid expenses and other assets (1,109 ) 1,268 159 Accounts payable (11,292 ) 752 (10,540 ) Accrued expenses and other liabilities 6,231 1,774 8,005 Net cash provided by operating activities 12,284 (918 ) 11,366 Cash flows from investing activities: Capital expenditures (15,833 ) 901 (14,932 ) Proceeds from sale of property and equipment 522 522 Net cash used in investing activities (15,311 ) 901 (14,410 ) Cash flows from financing activities: Net cash provided by financing activities 3,666 (23 ) 3,643 Net increase in cash and cash equivalents 639 (40 ) 599 Cash and cash equivalents: Beginning of period 11,345 (536 ) 10,809 End of period $ 11,984 $ (576 ) $ 11,408

Subsequent Events

Subsequent Events	3 Months Ended
	Mar. 31, 2016
Subsequent Events [Abstract]
Subsequent Events	Subsequent Events 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 on behalf of a class of persons who acquired common stock of the Company between May 8, 2014 and January 30, 2017, inclusive. The Complaints allege that the Company, Mark A. DiBlasi, and Peter R. Armbruster violated Section 10(b) of the Exchange Act, and Messrs. DiBlasi and Armbruster violated Section 20(a) of the Exchange Act, by making materially false or misleading statements, or failing to disclose material facts, regarding the Company's internal control over financial reporting and financial statements. The Complaints seek certification as a class action, compensatory damages, and attorney’s fees and costs. On May 19, 2017, the Court consolidated the actions under the caption In re Roadrunner Transportation Systems, Inc. Securities Litigation , and appointed Public Employees’ Retirement System as lead plaintiff. Counsel for lead plaintiff has advised the Company of their intent to file a consolidated Amended Complaint after the Company issues its restated financial statements. 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) against Scott Rued, Mark DiBlasi, Christopher Doerr, John Kennedy, III, Brian Murray, James Staley, Curtis Stoelting, William Urkiel, Judith Vijums, Michael Ward, Chad Utrup, Ivor Evans, Peter Armbruster, and Brian van Helden. Count I of the Complaint alleges the Director Defendants breached their fiduciary duties by “knowingly failing to ensure that the Company implemented and maintained adequate internal controls over its accounting and financial reporting functions,” and seeks unspecified damages. Count II of the Complaint alleges the Officer Defendants DiBlasi, Armbruster, and van Helden received substantial performance-based compensation and bonuses for fiscal year 2014 that should be disgorged. The action has been stayed by agreement pending a decision on an anticipated motion to dismiss the Amended Complaint to be filed in the securities class action described above. 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 (Case No. 17-cv-00893-PP) against Scott Rued, Mark DiBlasi, Christopher Doerr, John Kennedy, III, Brian Murray, James Staley, Curtis Stoelting, William Urkiel, Judith Vijums, Michael Ward, Chad Utrup, Ivor Evans, Peter Armbruster, Brian van Helden, Scott Dobak, and Ralph Kittle. Count I of the complaint alleges the Individual Defendants other than Armbruster, Dobak, Evans, Kittle, and van Helden, violated Section 14(a) of the Exchange Act by making false and misleading statements in proxies concerning the Company's financial statements and internal controls. Count II of the Complaint alleges: (i) all the Individual Defendants breached their fiduciary duties of good faith, candor, and loyalty by creating a culture of lawlessness; (ii) the Officer Defendants knew, were reckless, or were grossly negligent in not knowing that the Company lacked effective internal controls and the financial statements were inaccurate; (iii) the Director Defendants other than Dobak and Kittle breached their duty of loyalty by recklessly permitting the improper statements concerning the Company's internal controls and financial statements; (iv) the Director Defendants other than Dobak and Kittle breached their fiduciary duty and committed the ultra vires act of appointing the interlocking director defendant Dobak to the Company's Board of Directors in violation of Section 8 of the Clayton Act; and (v) the Audit Committee Defendants breached their fiduciary duty of loyalty by approving the statements concerning the Company's internal controls and financial statements. Count III of the Complaint alleges all the Individual Defendants wasted corporate assets by: (i) spending hundreds of millions of dollars to purchase various companies in connection with its alleged reckless growth-through-acquisition strategy; (ii) forcing the Company to have to defend itself in the securities fraud lawsuits; and (iii) paying improper compensation and bonuses to certain of the executive officers and directors who breached their fiduciary duty. Count IV of the Complaint alleges all the Individual Defendants were unjustly enriched as a result of the compensation and director remuneration they received while breaching their fiduciary duties. Count V of the Complaint alleges a direct claim against the current directors based on the Company's failure to hold an annual meeting of stockholders by June 18, 2017 (13 months after its previous annual meeting of stockholders). The Complaint seeks judgment awarding unspecified damages, directing the Company to make certain corporate governance changes, awarding restitution, ordering disgorgement, directing the Company to hold its annual meeting of stockholders, and directing the Board of Directors to remove Dobak from the Board. On September 29, 2017, all the Defendants filed a motion to dismiss the complaint. The motion is being held in abeyance pending the Company filing its restated consolidated financial statements. 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 (Case No. 2:17-cv-01788-NJ) against the same defendants as those named in the Kent action. The allegations are substantially the same as those in the Kent Complaint. In addition, subsequent to the announcement that certain previously filed financial statements should not be relied upon, the Company was contacted by the SEC, FINRA, and the Department of Justice. The Department of Justice 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. The Company is cooperating fully with all of these agencies. The Company is unable to estimate the costs associated with the above matters at this time.

Organization, Nature of Busin20

Organization, Nature of Business and Significant Accounting Policies (Policies)	3 Months Ended
	Mar. 31, 2016
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Nature of Business	Nature of Business Roadrunner Transportation Systems, Inc. (the “Company”) is headquartered in Cudahy, Wisconsin and has the following three segments: Truckload Logistics (“TL”), Less-than-Truckload (“LTL”), and Global Solutions. Within its TL business, the Company operates a network of 48 TL service centers and 24 company dispatch offices and is augmented by over 100 independent brokerage agents. Within its LTL business, the Company operates 47 LTL service centers throughout the United States, complemented by relationships with over 150 delivery agents. Within its Global Solutions business, the Company operates from seven service centers, ten dispatch offices, and four freight consolidation and inventory management centers throughout the United States. From pickup to delivery, the Company leverages relationships with a diverse group of third-party carriers to provide scalable capacity and reliable, customized service to its customers, including domestic and international air and ocean transportation services. The Company operates primarily in the United States.
Principles of Consolidation	Principles of Consolidation The accompanying unaudited condensed consolidated financial statements have been prepared pursuant to the rules and regulations of the 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 adjustments related to the restatement of previously issued financial statements as disclosed in Note 13, 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.
Changes in Accounting Principles	Change in Accounting Principle On January 1, 2016, the Company adopted a new methodology for accounting for debt issuance costs in accordance with the Accounting Standards Update No. 2015-03, Interest - Imputation of Interest (Subtopic 835-30), which requires debt issuance costs related to a recognized debt liability in the balance sheet to be presented as a direct reduction from the carrying amount of that debt liability. The change in methodology has been applied retrospectively. The balance of the debt issuance costs has been reclassified from other noncurrent assets to a direct reduction of debt on the condensed consolidated balance sheets as of March 31, 2016 and December 31, 2015.
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: TL, LTL, and Global Solutions. In 2016, the Company realigned two of its operating companies to different existing segments based on consideration of services provided and consistent with how the business is viewed by the chief operating decision maker. The change in segments, which affected the TL and Global Solutions segments, did not have any impact on previously reported consolidated financial results, but prior year segment results have been retrospectively revised to align with the new segment structure.
New Accounting Pronouncements	New Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update No. 2014-09 (“ASU 2014-09”), which was updated in August 2015 by Accounting Standards Update No. 2015-14, Revenue from Contracts with Customers (Topic 606). The core principle of the guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. In March 2016, the FASB issued Accounting Standards Update No. 2016-08 (“ASU 2016-08”), Revenue from Contracts with Customers - Principal versus Agent Considerations (Reporting Revenue Gross versus Net). Under ASU 2016-08, when another party is involved in providing goods or services to a customer, an entity is required to determine whether the nature of its promise is to provide the specified good or service (that is, the entity is a principal) or to arrange for that good or service to be provided by another party. When the principal entity satisfies a performance obligation, the entity recognizes revenue in the gross amount. When an entity that is an agent satisfies the performance obligation, that entity recognizes revenue in the amount of any fee or commission to which it expects to be entitled. Both ASU 2014-09 and ASU 2016-08 will be effective for the Company in 2018. The Company is in the process of evaluating the guidance in these Accounting Standards Updates and has not yet determined if the adoption of this guidance will have a material impact on the Company’s consolidated financial statements. In November 2015, the FASB issued Accounting Standards Update No. 2015-17, Balance Sheet Classification of Deferred Taxes (Topic 740), which will be effective for the Company in 2017. The amendments in this update require that deferred tax liabilities and assets be classified as noncurrent in the statement of financial position. Under this amendment, deferred tax liabilities and assets would still be offset and presented as a single amount. Early adoption of the amendments is permitted and may either be applied prospectively or retrospectively. Deferred tax assets are currently reported as deferred income taxes and included as current assets in the condensed consolidated balance sheets. Adoption of the revised Accounting Standard will require the Company to reclassify the balance currently reported as deferred income taxes to other long-term liabilities in the condensed consolidated balance sheets. In February 2016, the FASB issued Accounting Standards Update No. 2016-02, Leases (Topic 842), which will be effective for the Company in 2019. For financing leases, a lessee is required to: 1) recognize a right-of-use asset and a lease liability, initially measured at the present value of the lease payments; 2) recognize interest on the lease liability separately from amortization of the right-of-use asset; and 3) classify repayments of the principal portion of the lease liability within financing activities and payments of interest on the lease liability and variable lease payments within operating activities in the statement of cash flows. For operating leases, a lessee is required to: 1) recognize the right-to-use asset and a lease liability, initially measured at the present value of the lease payments; 2) recognize a single lease cost, calculated so that the cost of the lease is allocated over the lease term on a generally straight-line basis; and 3) classify all cash payments within operating activities in the statement of cash flows. For leases with a term of 12 months or less, a lessee is permitted to make an accounting policy election by class of underlying asset not to recognize lease assets and lease liabilities. If a lessee makes this election, it should recognize lease expense for such leases generally on a straight-line basis over the lease term. The Company is in the process of evaluating the guidance in this Accounting Standards Update and has not yet determined if the adoption of this guidance will have a material impact on the Company’s consolidated financial statements. In March 2016, the FASB issued Accounting Standards Update No. 2016-09, Compensation - Stock Compensation (Topic 718), Improvements to Share-Based Payment Accounting (“ASU 2016-09”). ASU 2016-09 will be effective for the Company in 2017 and includes simplification of the following aspects of share-based payment transactions: Accounting for income taxes - All excess tax benefits and tax deficiencies (including tax benefits of dividends on share-based payment awards) should be recognized as income tax expense or benefit in the income statement. The tax effects of exercised or vested awards should be treated as discrete items in the reporting period in which they occur. An entity also should recognize excess tax benefits regardless of whether the benefit reduces taxes payable in the current period. Classification of excess tax benefits on the statement of cash flow - Excess tax benefits should be classified along with other income tax cash flows as an operating activity. Forfeitures - An entity can make an entity-wide accounting policy election to either estimate the number of awards that are expected to vest (current GAAP) or account for forfeitures when they occur. The Company expects to prospectively adopt ASU 2016-09 in January 2017. Upon adoption of ASU 2016-09 in January 2017, the Company will recognize any excess tax benefits or tax deficiencies through the condensed consolidated statements of operations. The Company has historically been able to offset excess tax benefits and/or tax deficiencies against taxes payable, so no cumulative effect adjustment to retained earnings is expected upon adoption. Effective January 1, 2017, the Company will no longer present excess tax benefits and/or tax deficiencies under both operating activities and financing activities within the condensed consolidated statements of cash flows for any period presented. The Company will elect to recognize forfeitures as they occur and the Company expects that the cumulative effect of adjustments to retained earnings, if any, will be de minimis.

Goodwill and Intangible Assets

Goodwill and Intangible Assets (Tables)	3 Months Ended
	Mar. 31, 2016
Goodwill and Intangible Assets Disclosure [Abstract]
Rollforward of goodwill by reportable segment	TL LTL Global Solutions Total Goodwill balance as of December 31, 2015 $ 254,940 $ 197,312 $ 230,558 $ 682,810 Adjustments to goodwill for purchase accounting 569 — — 569 Goodwill balance as of March 31, 2016 $ 255,509 $ 197,312 $ 230,558 $ 683,379
Intangible assets	March 31, 2016 December 31, 2015 Gross Accumulated Net Carrying Gross Accumulated Net Carrying TL $ 57,468 $ (10,922 ) $ 46,546 $ 57,468 $ (9,714 ) $ 47,754 LTL 1,358 (1,033 ) 325 1,358 (1,017 ) 341 Global Solutions 38,427 (11,751 ) 26,676 38,427 (10,828 ) 27,599 Total $ 97,253 $ (23,706 ) $ 73,547 $ 97,253 $ (21,559 ) $ 75,694
Estimated amortization expense	Remainder 2016 $ 6,418 2017 8,447 2018 8,183 2019 7,879 2020 7,506 2021 7,324 Thereafter 27,790 Total $ 73,547

Fair Value Measurement (Tables)

Fair Value Measurement (Tables)	3 Months Ended
	Mar. 31, 2016
Fair Value Disclosures [Abstract]
Financial liabilities measured at fair value on a recurring basis	The following table presents information, as of March 31, 2016 and December 31, 2015 , about the Company’s financial liabilities (in thousands): March 31, 2016 Level 1 Level 2 Level 3 Fair Value Contingent purchase obligation related to acquisitions $ — $ — $ 4,913 $ 4,913 Total liabilities at fair value $ — $ — $ 4,913 $ 4,913 December 31, 2015 Level 1 Level 2 Level 3 Fair Value Contingent purchase obligation related to acquisitions $ — $ — $ 4,913 $ 4,913 Total liabilities at fair value $ — $ — $ 4,913 $ 4,913
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 financial liability balance for the three months ended March 31, 2016 and 2015 (in thousands): Three Months Ended March 31, 2016 2015 Balance, beginning of period $ 4,913 $ 6,842 Payments of contingent purchase obligations — (1,906 ) Interest expense — 90 Adjustments to contingent purchase obligations (1) — (244 ) Balance, end of period $ 4,913 $ 4,782 (1) Adjustments to contingent purchase obligations are reported in other operating expenses in the condensed consolidated statements of operations.

Long-Term Debt (Tables)

Long-Term Debt (Tables)	3 Months Ended
	Mar. 31, 2016
Debt Disclosure [Abstract]
Long-term debt	March 31, December 31, Senior debt: Revolving credit facility $ 129,500 $ 143,149 Term loan 292,500 296,250 Total debt 422,000 439,399 Less: Debt issuance costs (5,890 ) (6,569 ) Total debt, net of debt issuance costs 416,110 432,830 Less: Current maturities (416,110 ) (432,830 ) Total debt, net of current maturities $ — $ —

Stockholders' Investment (Table

Stockholders' Investment (Tables)	3 Months Ended
	Mar. 31, 2016
Equity [Abstract]
Schedule of changes in stockholders' investment	Changes in stockholders’ investment for the three months ended March 31, 2016 and 2015 consisted of the following (in thousands): Three Months Ended March 31, 2016 2015 Beginning balance $ 556,439 $ 524,287 Net income 900 9,820 Share-based compensation 549 796 Issuance of restricted stock units, net of taxes paid (164 ) (839 ) Issuance of common stock from stock options — 2,178 (Tax deficiency) excess tax benefit on share-based compensation (253 ) 811 Ending balance $ 557,471 $ 537,053

Earnings Per Share (Tables)

Earnings Per Share (Tables)	3 Months Ended
	Mar. 31, 2016
Earnings Per Share [Abstract]
Reconciling basic weighted average stock outstanding to diluted weighted average stock outstanding	Three Months Ended March 31, 2016 2015 Basic weighted average common stock outstanding 38,284 38,011 Effect of dilutive securities Employee stock options 9 118 Warrants 55 1,140 Restricted stock units 24 55 Diluted weighted average common stock outstanding 38,372 39,324

Segment Reporting (Tables)

Segment Reporting (Tables)	3 Months Ended
	Mar. 31, 2016
Segment Reporting [Abstract]
Schedule of financial data of reportable segments	Three Months Ended March 31, 2016 2015 Revenues: TL $ 273,344 $ 271,859 LTL 114,353 131,645 Global Solutions 83,378 92,746 Eliminations (4,529 ) (7,416 ) Total 466,546 488,834 Operating income: TL $ 3,798 $ 13,398 LTL 1,745 7,742 Global Solutions 7,404 5,970 Corporate (5,871 ) (6,636 ) Total operating income 7,076 20,474 Interest expense 5,608 4,609 Income before provision for income taxes $ 1,468 $ 15,865 Depreciation and amortization: TL $ 6,742 $ 4,494 LTL 869 727 Global Solutions 1,222 1,276 Corporate 376 310 Total $ 9,209 $ 6,807 Capital expenditures: TL $ 3,138 $ 13,652 LTL 1,111 563 Global Solutions 1,689 63 Corporate 109 654 Total $ 6,047 $ 14,932 March 31, 2016 December 31, 2015 Assets: TL $ 642,668 $ 656,491 LTL 333,490 330,203 Global Solutions 316,027 317,453 Corporate 7,073 8,057 Eliminations (1) (1,176 ) (4,451 ) Total $ 1,298,082 $ 1,307,753 (1) Eliminations represents intercompany trade receivable balances between the three segments.

Restatement of Previously Iss27

Restatement of Previously Issued Financial Statements (Tables)	3 Months Ended
	Mar. 31, 2015
Accounting Changes and Error Corrections [Abstract]
Schedule of Error Corrections and Prior Period Adjustments	Impact on Condensed Consolidated Statements of Operations The net effect of the restatement described above on the Company's previously issued condensed consolidated statements of operations for the three month periods ended March 31, 2016 and 2015 is as follows (in thousands, except per share): Three Months Ended March 31, 2016 As Receivables & Related Reserves Unrecorded Charges & Contingent Liabilities Insurance Reserves & Related Receivables Capital Improvements & Aircraft Spare Parts Income Taxes & Debt Reclassification As Restated Revenues $ 465,632 $ 1,914 $ (1,000 ) $ — $ — $ — $ 466,546 Operating expenses: Purchased transportation costs 308,474 — (435 ) — — — 308,039 Personnel and related benefits 67,601 — 748 — — — 68,349 Other operating expenses 69,415 553 34 1,279 2,592 — 73,873 Depreciation and amortization 9,536 — — — (327 ) — 9,209 Total operating expenses 455,026 553 347 1,279 2,265 — 459,470 Operating income 10,606 1,361 (1,347 ) (1,279 ) (2,265 ) — 7,076 Interest expense 5,608 — — — — — 5,608 Income before provision for income taxes 4,998 1,361 (1,347 ) (1,279 ) (2,265 ) — 1,468 Provision for income taxes 1,933 — — — — (1,365 ) 568 Net income $ 3,065 $ 1,361 $ (1,347 ) $ (1,279 ) $ (2,265 ) $ 1,365 $ 900 Earnings per share: Basic $ 0.08 $ 0.02 Diluted $ 0.08 $ 0.02 Weighted average common stock outstanding: Basic 38,284 38,284 Diluted 38,372 38,372 Three Months Ended March 31, 2015 As Receivables & Related Reserves Unrecorded Charges & Contingent Liabilities Insurance Reserves & Related Receivables Capital Improvements & Aircraft Spare Parts Income Taxes & Debt Reclassification As Restated Revenues $ 488,970 $ (136 ) $ — $ — $ — $ — $ 488,834 Operating expenses: Purchased transportation costs 328,491 — (1,114 ) — — — 327,377 Personnel and related benefits 62,055 — 909 — — — 62,964 Other operating expenses 64,745 1,979 2,032 1,373 1,083 — 71,212 Depreciation and amortization 6,877 — — — (70 ) — 6,807 Total operating expenses 462,168 1,979 1,827 1,373 1,013 — 468,360 Operating income 26,802 (2,115 ) (1,827 ) (1,373 ) (1,013 ) — 20,474 Interest expense 4,609 — — — — — 4,609 Income before provision for income taxes 22,193 (2,115 ) (1,827 ) (1,373 ) (1,013 ) — 15,865 Provision for income taxes 8,589 — — — — (2,544 ) 6,045 Net income $ 13,604 $ (2,115 ) $ (1,827 ) $ (1,373 ) $ (1,013 ) $ 2,544 $ 9,820 Earnings per share: Basic $ 0.36 $ 0.26 Diluted $ 0.35 $ 0.25 Weighted average common stock outstanding: Basic (1) 38,011 38,011 Diluted (1) 39,341 39,324 (1) As restated amounts for basic and diluted weighted average common stock outstanding have been corrected for a computational error identified. Impact on Condensed Consolidated Balance Sheets The net effect of the restatement described above on the Company's previously issued condensed consolidated balance sheets as of March 31, 2016 and December 31, 2015 is as follows (in thousands): March 31, 2016 As Receivables & Related Reserves Unrecorded Charges & Contingent Liabilities Insurance Reserves & Related Receivables Capital Improvements & Aircraft Spare Parts Income Taxes & Debt Reclassification As Restated ASSETS Current assets: Cash and cash equivalents $ 8,064 $ — $ (1,196 ) $ — $ — $ — $ 6,868 Accounts receivable 268,441 (9,644 ) — — — 258,797 Deferred income taxes 4,323 — — — — 16,015 20,338 Income tax receivable 10,523 — — — — 10,766 21,289 Prepaid expenses and other current assets 49,819 (1,277 ) (11,692 ) (2,642 ) (1,804 ) — 32,404 Total current assets 341,170 (10,921 ) (12,888 ) (2,642 ) (1,804 ) 26,781 339,696 Property and equipment 197,353 — 302 — (4,115 ) — 193,540 Other assets: Goodwill 691,687 (2,136 ) (530 ) (9,626 ) 3,984 683,379 Intangible assets, net 74,547 — (1,000 ) — — — 73,547 Other noncurrent assets 5,828 (230 ) 2,157 — 165 — 7,920 Total other assets 772,062 (2,366 ) 627 — (9,461 ) 3,984 764,846 Total assets $ 1,310,585 $ (13,287 ) $ (11,959 ) $ (2,642 ) $ (15,380 ) $ 30,765 $ 1,298,082 LIABILITIES AND STOCKHOLDERS’ INVESTMENT Current liabilities: Current maturities of debt $ 15,000 $ — $ — $ — $ — $ 401,110 $ 416,110 Accounts payable 111,362 10,970 2,910 — — — 125,242 Accrued expenses and other current liabilities 47,729 420 12,548 18,686 — 108 79,491 Total current liabilities 174,091 11,390 15,458 18,686 — 401,218 620,843 Long-term debt, net of current maturities 401,110 — — — — (401,110 ) — Long-term deferred tax liabilities 104,767 — — — — 688 105,455 Other long-term liabilities 14,113 — 200 — — — 14,313 Total liabilities 694,081 11,390 15,658 18,686 — 796 740,611 Commitments and contingencies (Note 10) Stockholders’ investment: Common stock 383 — — — — — 383 Additional paid-in capital 397,385 — — — — — 397,385 Retained earnings 218,736 (24,677 ) (27,617 ) (21,328 ) (15,380 ) 29,969 159,703 Total stockholders’ investment 616,504 (24,677 ) (27,617 ) (21,328 ) (15,380 ) 29,969 557,471 Total liabilities and stockholders’ investment $ 1,310,585 $ (13,287 ) $ (11,959 ) $ (2,642 ) $ (15,380 ) $ 30,765 $ 1,298,082 (1) As previously reported balances have been revised to separate taxes receivable from prepaid expenses and other current assets and long-term deferred tax liabilities from other long-term liabilities. December 31, 2015 As Receivables & Related Reserves Unrecorded Charges & Contingent Liabilities Insurance Reserves & Related Receivables Capital Improvements & Aircraft Spare Parts Income Taxes & Debt Reclassification As Restated ASSETS Current assets: Cash and cash equivalents $ 8,664 $ — $ (734 ) $ — $ — $ — $ 7,930 Accounts receivable 272,176 (12,147 ) — — — — 260,029 Deferred income taxes 4,876 — — — — 16,015 20,891 Income tax receivable 11,262 — — — — 9,401 20,663 Prepaid expenses and other current assets 50,839 (112 ) (10,464 ) (2,405 ) (807 ) — 37,051 Total current assets 347,817 (12,259 ) (11,198 ) (2,405 ) (807 ) 25,416 346,564 Property and equipment 197,744 — 302 — (2,682 ) — 195,364 Other assets: Goodwill 691,118 (2,136 ) (530 ) — (9,626 ) 3,984 682,810 Intangible assets, net 76,694 — (1,000 ) — — — 75,694 Other noncurrent assets 6,183 (230 ) 1,368 — — — 7,321 Total other assets 773,995 (2,366 ) (162 ) — (9,626 ) 3,984 765,825 Total assets $ 1,319,556 $ (14,625 ) $ (11,058 ) $ (2,405 ) $ (13,115 ) $ 29,400 $ 1,307,753 LIABILITIES AND STOCKHOLDERS’ INVESTMENT Current liabilities: Current maturities of debt $ 15,000 $ — $ — $ — $ — $ 417,830 $ 432,830 Accounts payable 104,357 11,125 684 — — — 116,166 Accrued expenses and other current liabilities 48,657 288 15,225 17,644 — 108 81,922 Total current liabilities 168,014 11,413 15,909 17,644 — 417,938 630,918 Long-term debt, net of current maturities 417,830 — — — — (417,830 ) — Long-term deferred tax liabilities 104,400 — — — — 688 105,088 Other long-term liabilities 16,005 — (697 ) — — — 15,308 Total liabilities 706,249 11,413 15,212 17,644 — 796 751,314 Commitments and contingencies (Note 10) Stockholders’ investment: Common stock 383 — — — — — 383 Additional paid-in capital 397,253 — — — — — 397,253 Retained earnings 215,671 (26,038 ) (26,270 ) (20,049 ) (13,115 ) 28,604 158,803 Total stockholders’ investment 613,307 (26,038 ) (26,270 ) (20,049 ) (13,115 ) 28,604 556,439 Total liabilities and stockholders’ investment $ 1,319,556 $ (14,625 ) $ (11,058 ) $ (2,405 ) $ (13,115 ) $ 29,400 $ 1,307,753 (1) As previously reported balances have been revised to separate taxes receivable from prepaid expenses and other current assets and long-term deferred tax liabilities from other long-term liabilities. Impact on Condensed Consolidated Statements of Cash Flows The net effect of the restatement described above on the Company's previously issued condensed consolidated statements of cash flows for the three months ended March 31, 2016 and 2015 is as follows (in thousands): Three Months Ended March 31, 2016 As Adjustments As Restated Cash flows from operating activities: Net income $ 3,065 $ (2,165 ) $ 900 Depreciation and amortization 10,215 (329 ) 9,886 Loss on disposal of property and equipment 261 235 496 Provision for bad debts 337 427 764 Deferred tax provision 367 — 367 Share-based compensation 549 — 549 Tax deficiency on share-based compensation 253 — 253 Changes in: Accounts receivable 3,398 (2,930 ) 468 Income tax receivable — (626 ) (626 ) Prepaid expenses and other assets 1,647 1,934 3,581 Accounts payable 7,005 2,071 9,076 Accrued expenses and other liabilities (1,671 ) (570 ) (2,241 ) Net cash provided by operating activities 25,426 (1,953 ) 23,473 Cash flows from investing activities: Capital expenditures (7,574 ) 1,527 (6,047 ) Proceeds from sale of property and equipment 213 — 213 Net cash used in investing activities (7,361 ) 1,527 (5,834 ) Cash flows from financing activities: Net cash used in financing activities (18,665 ) (36 ) (18,701 ) Net decrease in cash and cash equivalents (600 ) (462 ) (1,062 ) Cash and cash equivalents: Beginning of period 8,664 (734 ) 7,930 End of period $ 8,064 $ (1,196 ) $ 6,868 Three Months Ended March 31, 2015 As Adjustments As Restated Cash flows from operating activities: Net income $ 13,604 $ (3,784 ) $ 9,820 Depreciation and amortization 7,395 (70 ) 7,325 Loss on disposal of property and equipment 109 182 291 Provision for bad debts 612 597 1,209 Deferred tax provision 607 — 607 Share-based compensation 796 — 796 Adjustment to contingent purchase obligations — (244 ) (244 ) Excess tax benefit on share-based compensation (811 ) — (811 ) Changes in: Accounts receivable (3,858 ) 113 (3,745 ) Income tax receivable — (1,506 ) (1,506 ) Prepaid expenses and other assets (1,109 ) 1,268 159 Accounts payable (11,292 ) 752 (10,540 ) Accrued expenses and other liabilities 6,231 1,774 8,005 Net cash provided by operating activities 12,284 (918 ) 11,366 Cash flows from investing activities: Capital expenditures (15,833 ) 901 (14,932 ) Proceeds from sale of property and equipment 522 522 Net cash used in investing activities (15,311 ) 901 (14,410 ) Cash flows from financing activities: Net cash provided by financing activities 3,666 (23 ) 3,643 Net increase in cash and cash equivalents 639 (40 ) 599 Cash and cash equivalents: Beginning of period 11,345 (536 ) 10,809 End of period $ 11,984 $ (576 ) $ 11,408

Organization Nature of Business

Organization Nature of Business and Significant Accounting Policies (Details Textual)	3 Months Ended
	Mar. 31, 2016SegmentCentersFacilitiesAgentsCentres
Operations [Line Items]
Number of operating segments | Segment	3
Number of operating segments realigned | Segment	2
TL
Operations [Line Items]
Number of Service Centers	48
Number of Dispatch Offices | Centres	24
Number of Independent Agents | Agents	100
LTL
Operations [Line Items]
Number of Service Centers	47
Number of Delivery Agents | Agents	150
Global Solutions
Operations [Line Items]
Number of Service Centers	7
Number of Dispatch Offices | Centres	10
Number of Consolidation Facilities | Facilities	4

Acquisitions (Details Textual)

Acquisitions (Details Textual) - Stagecoach - USD ($) $ in Millions	Jul. 28, 2015	Mar. 31, 2016
Business Acquisition [Line Items]
Date of acquisition		Jul. 28, 2015
Consideration Transferred	$ 32.3
Contingent Consideration Arrangements, Range of Outcomes, Value, High		$ 5
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Contingent Liability	$ 4.1
2,016
Business Acquisition [Line Items]
Contingent Consideration Arrangements, Basis		7
2,017
Business Acquisition [Line Items]
Contingent Consideration Arrangements, Basis		7
2,018
Business Acquisition [Line Items]
Contingent Consideration Arrangements, Basis		7
2,019
Business Acquisition [Line Items]
Contingent Consideration Arrangements, Basis		$ 7

(Narrative) (Details)

(Narrative) (Details)		3 Months Ended
		Mar. 31, 2016USD ($)SegmentUnits	Mar. 31, 2015USD ($)	Dec. 31, 2015USD ($)
Finite-Lived Intangible Assets [Line Items]
Number of operating segments | Segment		3
Number of reporting units | Units		4
Impairment of goodwill		$ 0
Goodwill	[1]	683,379,000		$ 682,810,000
Finite-lived intangible assets		73,547,000		75,694,000
Amortization of Intangible Assets		$ 2,100,000	$ 2,000,000
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
TL
Finite-Lived Intangible Assets [Line Items]
Number of reporting units | Units		1
Goodwill		$ 255,509,000		254,940,000
Finite-lived intangible assets		$ 46,546,000		47,754,000
LTL
Finite-Lived Intangible Assets [Line Items]
Number of reporting units | Units		1
Goodwill		$ 197,312,000		197,312,000
Finite-lived intangible assets		$ 325,000		341,000
Global Solutions
Finite-Lived Intangible Assets [Line Items]
Number of reporting units | Units		2
Goodwill		$ 230,558,000		230,558,000
Finite-lived intangible assets		26,676,000		27,599,000
Adjustments | TL And Global Solutions
Finite-Lived Intangible Assets [Line Items]
Goodwill		$ 77,500,000
Finite-lived intangible assets				$ 2,700,000
[1]	See Note 13 “Restatement of Previously Issued Financial Statements

(Goodwill acquired in business

(Goodwill acquired in business combination by reportable segment) (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2016USD ($)
Rollforward of goodwill by reportable segment
12/31/2015	$ 682,810	[1]
Adjustments to goodwill for purchase accounting	569
3/31/2016	683,379	[1]
TL
Rollforward of goodwill by reportable segment
12/31/2015	254,940
Adjustments to goodwill for purchase accounting	569
3/31/2016	255,509
LTL
Rollforward of goodwill by reportable segment
12/31/2015	197,312
Adjustments to goodwill for purchase accounting	0
3/31/2016	197,312
Global Solutions
Rollforward of goodwill by reportable segment
12/31/2015	230,558
Adjustments to goodwill for purchase accounting	0
3/31/2016	$ 230,558
[1]	See Note 13 “Restatement of Previously Issued Financial Statements

(Intangible Assets Acquired fro

(Intangible Assets Acquired from Business Acquisitions) (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015	Dec. 31, 2015
Finite-Lived Intangible Assets [Line Items]
Amortization of Intangible Assets	$ 2,100	$ 2,000
Intangible assets
Gross Carrying Amount	97,253		$ 97,253
Accumulated Amortization	(23,706)		(21,559)
Net Carrying Value	73,547		75,694
TL
Intangible assets
Gross Carrying Amount	57,468		57,468
Accumulated Amortization	(10,922)		(9,714)
Net Carrying Value	46,546		47,754
LTL
Intangible assets
Gross Carrying Amount	1,358		1,358
Accumulated Amortization	(1,033)		(1,017)
Net Carrying Value	325		341
Global Solutions
Intangible assets
Gross Carrying Amount	38,427		38,427
Accumulated Amortization	(11,751)		(10,828)
Net Carrying Value	$ 26,676		$ 27,599

(Amortization of Intangibles) (

(Amortization of Intangibles) (Details) - USD ($) $ in Thousands	Mar. 31, 2016	Dec. 31, 2015
Estimated amortization expense
Remainder 2,016	$ 6,418
2,017	8,447
2,018	8,183
2,019	7,879
2,020	7,506
2,021	7,324
Thereafter	27,790
Net Carrying Value	$ 73,547	$ 75,694

Fair Value Measurement (Liabili

Fair Value Measurement (Liabilities on Recurring Basis) (Details) - USD ($) $ in Thousands	Mar. 31, 2016	Dec. 31, 2015
Financial liabilities measured at fair value on a recurring basis
Contingent Liability, Fair Value Disclosure	$ 4,913	$ 4,913
Total liabilities at fair value	4,913	4,913
Level 1
Financial liabilities measured at fair value on a recurring basis
Contingent Liability, Fair Value Disclosure	0	0
Level 2
Financial liabilities measured at fair value on a recurring basis
Contingent Liability, Fair Value Disclosure	0	0
Total liabilities at fair value	0	0
Level 3
Financial liabilities measured at fair value on a recurring basis
Contingent Liability, Fair Value Disclosure	4,913	4,913
Total liabilities at fair value	$ 4,913	$ 4,913

Fair Value Measurement Fair Val

Fair Value Measurement Fair Value Measurement (Reconciliation of Level 3 Liabilities) (Details) - Level 3 - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Abstract]
Balance, beginning of period	$ 6,842
Payments of contingent purchase obligations	0	$ (1,906)
Interest expense	0	90
Adjustments to contingent purchase obligation	0	(244)
Balance, end of period	$ 4,913	$ 4,782

Long-Term Debt (Details)

Long-Term Debt (Details) - USD ($) $ in Thousands		Mar. 31, 2016	Dec. 31, 2015
Senior debt:
Total debt		$ 422,000	$ 439,399
Less: Debt issuance costs		(5,890)	(6,569)
Total debt, net of debt issuance costs		416,110	432,830
Less: Current maturities	[1]	(416,110)	(432,830)
Long-term debt, net of current maturities		0	0
Revolving credit facility
Senior debt:
Total debt		129,500	143,149
Term loans [Member]
Senior debt:
Total debt		$ 292,500	$ 296,250
[1]	See Note 13 “Restatement of Previously Issued Financial Statements

Long-Term Debt (Details Textual

Long-Term Debt (Details Textual)	3 Months Ended
	Mar. 31, 2016USD ($)	Jun. 30, 2016	Sep. 24, 2015USD ($)	Jul. 09, 2014USD ($)
Line of Credit Facility [Line Items]
Debt Instrument Maturities Quarterly Repayments of Principal			$ 3,800,000
Debt Instrument, Maturity Date	Jul. 9, 2019
Revolving Credit Facility, Capacity Available for Letter of Credit	$ 40,000,000
Outstanding letters of credit	21,300,000
Total availability under revolving credit facility	$ 249,200,000
Average interest rate on credit agreement	3.90%
Required maximum cash flow leverage ratio	3.75
Revolving credit facility
Line of Credit Facility [Line Items]
Line of Credit Facility, Maximum Borrowing Capacity				$ 350,000,000
Line of Credit Facility, Current Borrowing Capacity			400,000,000
Term loan
Line of Credit Facility [Line Items]
Term loan			$ 300,000,000	$ 200,000,000
Minimum | Eurocurrency
Line of Credit Facility [Line Items]
Interest rate applicable margin range, Minimum	2.00%
Minimum | Base Rate
Line of Credit Facility [Line Items]
Interest rate applicable margin range, Minimum	1.00%
Maximum | Eurocurrency
Line of Credit Facility [Line Items]
Interest rate applicable margin range, Minimum	3.25%
Maximum | Base Rate
Line of Credit Facility [Line Items]
Interest rate applicable margin range, Minimum	2.25%
Forecast
Line of Credit Facility [Line Items]
Required maximum cash flow leverage ratio		3.50

Stockholders' Investment (Detai

Stockholders' Investment (Details) - USD ($) $ in Thousands		3 Months Ended
		Mar. 31, 2016	Mar. 31, 2015
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Beginning balance		$ 556,439	$ 524,287
Net Income	[1],[2]	900	9,820
Share-based compensation	[2]	549	796
Issuance of restricted stock units, net of taxes paid		(164)	(839)
Issuance of common stock from stock options		0	2,178
(Tax deficiency) excess tax benefit on share-based compensation		(253)	811
Ending balance		$ 557,471	$ 537,053
[1]	See Note 13 “Restatement of Previously Issued Financial Statements
[2]	See Note 13 “Restatement of Previously Issued Financial Statements.”

Earnings Per Share (Details)

Earnings Per Share (Details) - shares		3 Months Ended
		Mar. 31, 2016	Mar. 31, 2015
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items]
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount		2,575,585
Reconciling basic to diluted weighted average stock outstanding to diluted weighted average stock outstanding
Basic weighted average stock outstanding (in shares)	[1]	38,284,000	38,011,000
Dilutive weighted average stock outstanding (in shares)	[1]	38,372,000	39,324,000
Warrant
Reconciling basic to diluted weighted average stock outstanding to diluted weighted average stock outstanding
Warrants		55,000	1,140,000
Employee Stock Option
Reconciling basic to diluted weighted average stock outstanding to diluted weighted average stock outstanding
Employee stock options		9,000	118,000
Restricted Stock Units (RSUs)
Reconciling basic to diluted weighted average stock outstanding to diluted weighted average stock outstanding
Employee stock options		24,000	55,000
[1]	See Note 13 “Restatement of Previously Issued Financial Statements

Income Taxes (Details)

Income Taxes (Details)	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Income Tax Disclosure [Abstract]
Effective income tax rate	38.70%	38.10%
Federal corporate income tax rate	35.00%

Guarantees (Details)

Guarantees (Details) - USD ($)	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015	Dec. 31, 2015
Guarantor Obligations [Line Items]
Guarantees ExpirationYear	2,020
Guarantor Obligations, Maximum Exposure, Undiscounted	$ 15,500,000
Loss Contingency Accrual	0		$ 1,300,000
Loss Contingency Accrual, Payments	2,900,000	$ 1,000,000
Property Lease Guarantee [Member]
Guarantor Obligations [Line Items]
Guarantor Obligations, Current Carrying Value	$ 4,000,000		$ 4,700,000

Commitments and Contingencies (

Commitments and Contingencies (Details)	3 Months Ended
	Mar. 31, 2016USD ($)lawsuitindividual	Dec. 31, 2015USD ($)
Loss Contingencies [Line Items]
Reserves for estimated uninsured losses	$ 0	$ 1,300,000
Insurance Claims
Loss Contingencies [Line Items]
Liability and cargo insurance coverage for claims	500,000
Cargo Claims
Loss Contingencies [Line Items]
Liability and cargo insurance coverage for claims	100,000
Uninsured Risk
Loss Contingencies [Line Items]
Reserves for estimated uninsured losses	$ 23,000,000	$ 25,900,000
Pending Litigation | Class Action Lawsuits In California For Alleged Violations Of Various California Labor Laws
Loss Contingencies [Line Items]
Number of class action lawsuits | lawsuit	5
Pending Litigation | Class Action Lawsuit In Illinois For Alleged Violations Of Illinois Wage Payment And Collection Act
Loss Contingencies [Line Items]
Number of class action lawsuits | lawsuit	1
Pending Litigation | Violation Of California Labor Laws
Loss Contingencies [Line Items]
Number of defendants | individual	7

Related Party Transactions (Det

Related Party Transactions (Details) - USD ($)	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015	Sep. 12, 2011
Advisory Agreement
Related Party Transaction [Line Items]
Annual advisory fee			$ 100,000
Related party payment	$ 200,000	$ 0
Due to related parties		100,000
Payments To Dedicated Carriers Owned By Employees
Related Party Transaction [Line Items]
Related party payment	1,700,000	1,400,000
Facilities Lease
Related Party Transaction [Line Items]
Related party payment	$ 600,000	$ 100,000

Segment Reporting (Details)

Segment Reporting (Details) $ in Thousands		3 Months Ended
		Mar. 31, 2016USD ($)Segment	Mar. 31, 2015USD ($)	Dec. 31, 2015USD ($)
Segment Reporting Information [Line Items]
Number of operating segments | Segment		3
Number of operating segments realigned | Segment		2
Schedule of financial data of reportable segments
Revenues	[1]	$ 466,546	$ 488,834
Operating Income	[1]	7,076	20,474
Interest expense	[1]	5,608	4,609
Income before provision for income taxes		1,468	15,865
Depreciation and amortization	[1]	9,209	6,807
Capital expenditures, cash and non-cash		6,047	14,932
Total assets	[2]	1,298,082		$ 1,307,753
Operating Segments | TL
Schedule of financial data of reportable segments
Revenues		273,344	271,859
Operating Income		3,798	13,398
Depreciation and amortization		6,742	4,494
Capital expenditures, cash and non-cash		3,138	13,652
Total assets		642,668		656,491
Operating Segments | LTL
Schedule of financial data of reportable segments
Revenues		114,353	131,645
Operating Income		1,745	7,742
Depreciation and amortization		869	727
Capital expenditures, cash and non-cash		1,111	563
Total assets		333,490		330,203
Operating Segments | Global Solutions
Schedule of financial data of reportable segments
Revenues		83,378	92,746
Operating Income		7,404	5,970
Depreciation and amortization		1,222	1,276
Capital expenditures, cash and non-cash		1,689	63
Total assets		316,027		317,453
Eliminations
Schedule of financial data of reportable segments
Revenues		(4,529)	(7,416)
Total assets		(1,176)		(4,451)
Corporate
Schedule of financial data of reportable segments
Operating Income		(5,871)	(6,636)
Depreciation and amortization		376	310
Capital expenditures, cash and non-cash		109	$ 654
Total assets		$ 7,073		$ 8,057
[1]	See Note 13 “Restatement of Previously Issued Financial Statements
[2]	See Note 13 “Restatement of Previously Issued Financial Statements

Restatement of Previously Iss45

Restatement of Previously Issued Financial Statements (Impact on Consolidated Statements of Operations) (Details) $ / shares in Units, shares in Thousands, $ in Thousands		3 Months Ended		56 Months Ended
		Mar. 31, 2016USD ($)$ / sharesshares	Mar. 31, 2015USD ($)$ / sharesshares	Sep. 30, 2015company
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Revenues	[1]	$ 466,546	$ 488,834
Operating expenses:
Purchased transportation costs	[1]	308,039	327,377
Personnel and related benefits	[1]	68,349	62,964
Other operating expenses	[1]	73,873	71,212
Depreciation and amortization	[1]	9,209	6,807
Total operating expenses	[1]	459,470	468,360
Operating income	[1]	7,076	20,474
Interest expense	[1]	5,608	4,609
Income before provision for income taxes	[1]	1,468	15,865
Provision for income taxes	[1]	568	6,045
Net income	[1],[2]	$ 900	$ 9,820
Earnings per share:
Basic (in dollars per share) | $ / shares	[1]	$ 0.02	$ 0.26
Diluted (in dollars per share) | $ / shares	[1]	$ 0.02	$ 0.25
Weighted average common stock outstanding:
Basic (in shares) | shares	[1]	38,284	38,011
Diluted (in shares) | shares	[1]	38,372	39,324
As Previously Reported
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Revenues		$ 465,632	$ 488,970
Operating expenses:
Purchased transportation costs		308,474	328,491
Personnel and related benefits		67,601	62,055
Other operating expenses		69,415	64,745
Depreciation and amortization		9,536	6,877
Total operating expenses		455,026	462,168
Operating income		10,606	26,802
Interest expense		5,608	4,609
Income before provision for income taxes		4,998	22,193
Provision for income taxes		1,933	8,589
Net income		$ 3,065	$ 13,604
Earnings per share:
Basic (in dollars per share) | $ / shares		$ 0.08	$ 0.36
Diluted (in dollars per share) | $ / shares		$ 0.08	$ 0.35
Weighted average common stock outstanding:
Basic (in shares) | shares		38,284	38,011
Diluted (in shares) | shares		38,372	39,341
Adjustments
Operating expenses:
Net income		$ (2,165)	$ (3,784)
Adjustments | Receivables & Related Reserves
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Revenues		1,914	(136)
Operating expenses:
Purchased transportation costs		0	0
Personnel and related benefits		0	0
Other operating expenses		553	1,979
Depreciation and amortization		0	0
Total operating expenses		553	1,979
Operating income		1,361	(2,115)
Interest expense		0	0
Income before provision for income taxes		1,361	(2,115)
Provision for income taxes		0	0
Net income		1,361	(2,115)
Adjustments | Unrecorded Charges & Contingent Liabilities
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Revenues		(1,000)	0
Operating expenses:
Purchased transportation costs		(435)	(1,114)
Personnel and related benefits		748	909
Other operating expenses		34	2,032
Depreciation and amortization		0	0
Total operating expenses		347	1,827
Operating income		(1,347)	(1,827)
Interest expense		0	0
Income before provision for income taxes		(1,347)	(1,827)
Provision for income taxes		0	0
Net income		(1,347)	(1,827)
Adjustments | Insurance Reserves & Related Receivables
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Revenues		0	0
Operating expenses:
Purchased transportation costs		0	0
Personnel and related benefits		0	0
Other operating expenses		1,279	1,373
Depreciation and amortization		0	0
Total operating expenses		1,279	1,373
Operating income		(1,279)	(1,373)
Interest expense		0	0
Income before provision for income taxes		(1,279)	(1,373)
Provision for income taxes		0	0
Net income		(1,279)	(1,373)
Adjustments | Capital Improvements & Aircraft Spare Parts
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Revenues		0	0
Operating expenses:
Purchased transportation costs		0	0
Personnel and related benefits		0	0
Other operating expenses		2,592	1,083
Depreciation and amortization		(327)	(70)
Total operating expenses		2,265	1,013
Operating income		(2,265)	(1,013)
Interest expense		0	0
Income before provision for income taxes		(2,265)	(1,013)
Provision for income taxes		0	0
Net income		(2,265)	(1,013)
Adjustments | Income Taxes & Debt Reclassification
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Revenues		0	0
Operating expenses:
Purchased transportation costs		0	0
Personnel and related benefits		0	0
Other operating expenses		0	0
Depreciation and amortization		0	0
Total operating expenses		0	0
Operating income		0	0
Interest expense		0	0
Income before provision for income taxes		0	0
Provision for income taxes		(1,365)	(2,544)
Net income		$ 1,365	$ 2,544
Non-Public Companies
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Number of businesses acquired | company				25
[1]	See Note 13 “Restatement of Previously Issued Financial Statements
[2]	See Note 13 “Restatement of Previously Issued Financial Statements.”

Restatement of Previously Iss46

Restatement of Previously Issued Financial Statements (Impact on Consolidated Balance Sheets) (Details) - USD ($) $ in Thousands		Mar. 31, 2016		Dec. 31, 2015		Mar. 31, 2015		Dec. 31, 2014
Current assets:
Cash and cash equivalents		$ 6,868	[1],[2]	$ 7,930	[1]	$ 11,408	[2]	$ 10,809	[2]
Accounts receivable	[1]	258,797		260,029
Deferred income taxes	[1]	20,338		20,891
Income tax receivable	[1]	21,289		20,663
Prepaid expenses and other current assets	[1]	32,404		37,051
Total current assets	[1]	339,696		346,564
Property and equipment	[1]	193,540		195,364
Other assets:
Goodwill	[1]	683,379		682,810
Intangible assets, net	[1]	73,547		75,694
Other noncurrent assets	[1]	7,920		7,321
Total other assets	[1]	764,846		765,825
Total assets	[1]	1,298,082		1,307,753
Current liabilities:
Current maturities of debt	[1]	416,110		432,830
Accounts payable	[1]	125,242		116,166
Accrued expenses and other current liabilities	[1]	79,491		81,922
Total current liabilities	[1]	620,843		630,918
Long-term debt, net of current maturities		0		0
Long-term deferred tax liabilities		105,455		105,088
Other long-term liabilities	[1]	14,313		15,308
Total liabilities	[1]	740,611		751,314
Commitments and contingencies (Note 10)	[1]
Stockholders’ investment:
Common stock	[1]	383		383
Additional paid-in capital	[1]	397,385		397,253
Retained earnings	[1]	159,703		158,803
Total stockholders’ investment	[1]	557,471		556,439
Total liabilities and stockholders’ investment	[1]	1,298,082		1,307,753
As Previously Reported
Current assets:
Cash and cash equivalents		8,064		8,664		11,984		11,345
Accounts receivable		268,441		272,176
Deferred income taxes		4,323		4,876
Income tax receivable		10,523		11,262
Prepaid expenses and other current assets		49,819		50,839
Total current assets		341,170		347,817
Property and equipment		197,353		197,744
Other assets:
Goodwill		691,687		691,118
Intangible assets, net		74,547		76,694
Other noncurrent assets		5,828		6,183
Total other assets		772,062		773,995
Total assets		1,310,585		1,319,556
Current liabilities:
Current maturities of debt		15,000		15,000
Accounts payable		111,362		104,357
Accrued expenses and other current liabilities		47,729		48,657
Total current liabilities		174,091		168,014
Long-term debt, net of current maturities		401,110		417,830
Long-term deferred tax liabilities		104,767		104,400
Other long-term liabilities		14,113		16,005
Total liabilities		694,081		706,249
Commitments and contingencies (Note 10)
Stockholders’ investment:
Common stock		383		383
Additional paid-in capital		397,385		397,253
Retained earnings		218,736		215,671
Total stockholders’ investment		616,504		613,307
Total liabilities and stockholders’ investment		1,310,585		1,319,556
Adjustments
Current assets:
Cash and cash equivalents		(1,196)		(734)		$ (576)		$ (536)
Adjustments | Receivables & Related Reserves
Current assets:
Cash and cash equivalents		0		0
Accounts receivable		(9,644)		(12,147)
Deferred income taxes		0		0
Income tax receivable		0		0
Prepaid expenses and other current assets		(1,277)		(112)
Total current assets		(10,921)		(12,259)
Property and equipment		0		0
Other assets:
Goodwill		(2,136)		(2,136)
Intangible assets, net		0		0
Other noncurrent assets		(230)		(230)
Total other assets		(2,366)		(2,366)
Total assets		(13,287)		(14,625)
Current liabilities:
Current maturities of debt		0		0
Accounts payable		10,970		11,125
Accrued expenses and other current liabilities		420		288
Total current liabilities		11,390		11,413
Long-term debt, net of current maturities		0		0
Long-term deferred tax liabilities		0		0
Other long-term liabilities		0		0
Total liabilities		11,390		11,413
Stockholders’ investment:
Common stock		0		0
Additional paid-in capital		0		0
Retained earnings		(24,677)		(26,038)
Total stockholders’ investment		(24,677)		(26,038)
Total liabilities and stockholders’ investment		(13,287)		(14,625)
Adjustments | Unrecorded Charges & Contingent Liabilities
Current assets:
Cash and cash equivalents		(1,196)		(734)
Accounts receivable				0
Deferred income taxes		0		0
Income tax receivable		0		0
Prepaid expenses and other current assets		(11,692)		(10,464)
Total current assets		(12,888)		(11,198)
Property and equipment		302		302
Other assets:
Goodwill		(530)		(530)
Intangible assets, net		(1,000)		(1,000)
Other noncurrent assets		2,157		1,368
Total other assets		627		(162)
Total assets		(11,959)		(11,058)
Current liabilities:
Current maturities of debt		0		0
Accounts payable		2,910		684
Accrued expenses and other current liabilities		12,548		15,225
Total current liabilities		15,458		15,909
Long-term debt, net of current maturities		0		0
Long-term deferred tax liabilities		0		0
Other long-term liabilities		200		(697)
Total liabilities		15,658		15,212
Stockholders’ investment:
Common stock		0		0
Additional paid-in capital		0		0
Retained earnings		(27,617)		(26,270)
Total stockholders’ investment		(27,617)		(26,270)
Total liabilities and stockholders’ investment		(11,959)		(11,058)
Adjustments | Insurance Reserves & Related Receivables
Current assets:
Cash and cash equivalents		0		0
Accounts receivable		0		0
Deferred income taxes		0		0
Income tax receivable		0		0
Prepaid expenses and other current assets		(2,642)		(2,405)
Total current assets		(2,642)		(2,405)
Property and equipment		0		0
Other assets:
Goodwill				0
Intangible assets, net		0		0
Other noncurrent assets		0		0
Total other assets		0		0
Total assets		(2,642)		(2,405)
Current liabilities:
Current maturities of debt		0		0
Accounts payable		0		0
Accrued expenses and other current liabilities		18,686		17,644
Total current liabilities		18,686		17,644
Long-term debt, net of current maturities		0		0
Long-term deferred tax liabilities		0		0
Other long-term liabilities		0		0
Total liabilities		18,686		17,644
Stockholders’ investment:
Common stock		0		0
Additional paid-in capital		0		0
Retained earnings		(21,328)		(20,049)
Total stockholders’ investment		(21,328)		(20,049)
Total liabilities and stockholders’ investment		(2,642)		(2,405)
Adjustments | Capital Improvements & Aircraft Spare Parts
Current assets:
Cash and cash equivalents		0		0
Accounts receivable		0		0
Deferred income taxes		0		0
Income tax receivable		0		0
Prepaid expenses and other current assets		(1,804)		(807)
Total current assets		(1,804)		(807)
Property and equipment		(4,115)		(2,682)
Other assets:
Goodwill		(9,626)		(9,626)
Intangible assets, net		0		0
Other noncurrent assets		165		0
Total other assets		(9,461)		(9,626)
Total assets		(15,380)		(13,115)
Current liabilities:
Current maturities of debt		0		0
Accounts payable		0		0
Accrued expenses and other current liabilities		0		0
Total current liabilities		0		0
Long-term debt, net of current maturities		0		0
Long-term deferred tax liabilities		0		0
Other long-term liabilities		0		0
Total liabilities		0		0
Stockholders’ investment:
Common stock		0		0
Additional paid-in capital		0		0
Retained earnings		(15,380)		(13,115)
Total stockholders’ investment		(15,380)		(13,115)
Total liabilities and stockholders’ investment		(15,380)		(13,115)
Adjustments | Income Taxes & Debt Reclassification
Current assets:
Cash and cash equivalents		0		0
Accounts receivable		0		0
Deferred income taxes		16,015		16,015
Income tax receivable		10,766		9,401
Prepaid expenses and other current assets		0		0
Total current assets		26,781		25,416
Property and equipment		0		0
Other assets:
Goodwill		3,984		3,984
Intangible assets, net		0		0
Other noncurrent assets		0		0
Total other assets		3,984		3,984
Total assets		30,765		29,400
Current liabilities:
Current maturities of debt		401,110		417,830
Accounts payable		0		0
Accrued expenses and other current liabilities		108		108
Total current liabilities		401,218		417,938
Long-term debt, net of current maturities		(401,110)		(417,830)
Long-term deferred tax liabilities		688		688
Other long-term liabilities		0		0
Total liabilities		796		796
Stockholders’ investment:
Common stock		0		0
Additional paid-in capital		0		0
Retained earnings		29,969		28,604
Total stockholders’ investment		29,969		28,604
Total liabilities and stockholders’ investment		$ 30,765		$ 29,400
[1]	See Note 13 “Restatement of Previously Issued Financial Statements
[2]	See Note 13 “Restatement of Previously Issued Financial Statements.”

Restatement of Previously Iss47

Restatement of Previously Issued Financial Statements (Impact on Consolidated Statements of Cash Flows) (Details) - USD ($) $ in Thousands		3 Months Ended
		Mar. 31, 2016		Mar. 31, 2015
Cash flows from operating activities:
Net Income	[1],[2]	$ 900		$ 9,820
Depreciation and amortization	[2]	9,886		7,325
Loss on disposal of property and equipment	[2]	496		291
Provision for bad debts	[2]	764		1,209
Deferred tax provision	[2]	367		607
Share-based compensation	[2]	549		796
Adjustment to contingent purchase obligations	[2]	0		(244)
Excess tax benefit on share-based compensation	[2]	253		(811)
Changes in:
Accounts receivable	[2]	468		(3,745)
Income tax receivable	[2]	(626)		(1,506)
Prepaid expenses and other assets	[2]	3,581		159
Accounts payable	[2]	9,076		(10,540)
Accrued expenses and other liabilities	[2]	(2,241)		8,005
Net cash provided by operating activities	[2]	23,473		11,366
Cash flows from investing activities:
Capital expenditures	[2]	(6,047)		(14,932)
Proceeds from sale of property and equipment	[2]	213		522
Net cash used in investing activities	[2]	(5,834)		(14,410)
Cash flows from financing activities:
Net cash (used in) provided by financing activities	[2]	(18,701)		3,643
Net (decrease) increase in cash and cash equivalents	[2]	(1,062)		599
Cash and cash equivalents:
Beginning of period		7,930	[3]	10,809	[2]
End of period	[2]	6,868	[3]	11,408
As Previously Reported
Cash flows from operating activities:
Net Income		3,065		13,604
Depreciation and amortization		10,215		7,395
Loss on disposal of property and equipment		261		109
Provision for bad debts		337		612
Deferred tax provision		367		607
Share-based compensation		549		796
Adjustment to contingent purchase obligations				0
Excess tax benefit on share-based compensation		253		(811)
Changes in:
Accounts receivable		3,398		(3,858)
Income tax receivable		0		0
Prepaid expenses and other assets		1,647		(1,109)
Accounts payable		7,005		(11,292)
Accrued expenses and other liabilities		(1,671)		6,231
Net cash provided by operating activities		25,426		12,284
Cash flows from investing activities:
Capital expenditures		(7,574)		(15,833)
Proceeds from sale of property and equipment		213		522
Net cash used in investing activities		(7,361)		(15,311)
Cash flows from financing activities:
Net cash (used in) provided by financing activities		(18,665)		3,666
Net (decrease) increase in cash and cash equivalents		(600)		639
Cash and cash equivalents:
Beginning of period		8,664		11,345
End of period		8,064		11,984
Adjustments
Cash flows from operating activities:
Net Income		(2,165)		(3,784)
Depreciation and amortization		(329)		(70)
Loss on disposal of property and equipment		235		182
Provision for bad debts		427		597
Deferred tax provision		0		0
Share-based compensation		0		0
Adjustment to contingent purchase obligations				(244)
Excess tax benefit on share-based compensation		0		0
Changes in:
Accounts receivable		(2,930)		113
Income tax receivable		(626)		(1,506)
Prepaid expenses and other assets		1,934		1,268
Accounts payable		2,071		752
Accrued expenses and other liabilities		(570)		1,774
Net cash provided by operating activities		(1,953)		(918)
Cash flows from investing activities:
Capital expenditures		1,527		901
Proceeds from sale of property and equipment		0
Net cash used in investing activities		1,527		901
Cash flows from financing activities:
Net cash (used in) provided by financing activities		(36)		(23)
Net (decrease) increase in cash and cash equivalents		(462)		(40)
Cash and cash equivalents:
Beginning of period		(734)		(536)
End of period		$ (1,196)		$ (576)
[1]	See Note 13 “Restatement of Previously Issued Financial Statements
[2]	See Note 13 “Restatement of Previously Issued Financial Statements.”
[3]	See Note 13 “Restatement of Previously Issued Financial Statements

Subsequent Events (Details)

Subsequent Events (Details)	Jan. 30, 2017class_action
Subsequent Event
Subsequent Event [Line Items]
Number of putative class actions filed	3