Recently Issued Accounting Pronouncements, Not Yet Adopted | Recently Adopted Accounting Pronouncements Revenue (ASC Topic 606): ASU 2014-09 — Revenue from Contracts with Customers Summary of the Standard — In May 2014, the FASB issued ASU 2014-09, which established ASC Topic 606, Revenue from Contracts with Customers , and superseded the legacy revenue recognition requirements in ASC Topic 605. The core principle of the new standard is that companies should depict the transfer of promised goods or services to its customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. The new standard provides a five-step analysis for companies to apply in determining the timing, method, and amount of revenue recognition to achieve the core principle. The amendments in ASU 2014-09 became effective for public companies for annual reporting periods beginning after December 15, 2017 (in accordance with ASU 2015-14, which deferred the original effective date of ASU 2014-09). Companies may apply the amendments in ASU 2014-09 using the modified retrospective approach or a full retrospective approach, with early adoption permitted. Adoption Method and Approach — The Company adopted ASC Topic 606 on January 1, 2018 by applying the modified retrospective approach, resulting in a cumulative-effect adjustment to retained earnings. Comparative information related to periods prior to January 1, 2018 continues to be reported under the legacy guidance in ASC Topic 605. Practical expedients used include: 1) applying the guidance only to contracts not yet completed as of January 1, 2018, 2) using the portfolio approach in evaluating and accounting for contract costs, 3) not disclosing remaining performance obligations since the duration is one year or less, and 4) expensing incremental contract costs as they are incurred since they would have otherwise been amortized over less than one year. Revenue Disaggregation — Based on how economic factors affect the nature, amount, timing, and uncertainty of revenue or cash flows, management determined that revenues should be disaggregated by reportable segment. The required quantitative and qualitative disclosures are included in Note 16 . Contract Balances — $19.0 million and $17.0 million in-transit revenue balances are included in "Trade receivables, net of allowance for doubtful accounts" in the condensed consolidated balance sheets as of June 30, 2018 and January 1, 2018, respectively. The Company's contract liability balances as of June 30, 2018 and January 1, 2018 were immaterial. Cumulative-effect Adjustment — The cumulative-effect adjustment to the Company's consolidated opening balance sheet included increases in "Trade receivables, net of allowance for doubtful accounts" of $17.0 million , in "Purchased transportation" of $9.7 million , in "Accrued liabilities" of $0.2 million , in "Deferred tax liabilities" of $1.8 million , and in "Retained earnings" of $5.3 million . Current Period Impact of Adoption — The required quantitative disclosures regarding the current period impact of adopting ASC Topic 606 on the condensed consolidated income statement and balance sheet are presented below. The amounts are entirely attributed to the in-transit accrual from the Company recognizing revenue over time under ASC Topic 606, compared to recognizing revenue at a point in time under ASC Topic 605. Current Period Impact Increase (Decrease) Income Statement Quarter-to-Date Year-to-Date June 30, 2018 June 30, 2018 (in thousands) Total revenue (1) $ 1,743 $ 2,050 Total operating expenses (2) 1,542 1,553 Income tax expense 46 105 Net income attributable to Knight-Swift $ 155 $ 392 (1) Current period impact primarily pertains to "Revenue, excluding fuel surcharge." (2) Current period impact primarily pertains to "Purchased transportation." Current Period Impact Balance Sheet Increase (Decrease) June 30, 2018 (in thousands) Trade receivables, net of allowance for doubtful accounts $ 19,042 Accrued payroll and purchased transportation 11,255 Accrued liabilities 219 Deferred tax liabilities 1,875 Retained earnings $ 5,693 The Company's adoption of ASC Topic 606 did not materially affect basic earnings per share, diluted earnings per share, or cash flows from operations for the periods presented. Accounting Policy — Under ASC Topic 606, revenue continues to be recognized on a gross basis, as the Company acts as the principal. The legally enforceable contract is evidenced by the bill of lading upon pickup at the shipper's location. The transaction price has no significant financing component and typically consists of cash consideration. Non-cash consideration is estimated at fair value at contract inception. The transaction price is entirely allocated to the only performance obligation, which is satisfied over time: transportation services. Accordingly, revenue is recognized over time, which is a change in the Company's past practice, resulting in an immaterial impact on the Company's results of operations. Management estimates the amount of revenue in transit at period end based on the number of days completed of the dispatch, which management believes to be a faithful depiction of the transfer of services. Significant judgments involved in applying ASC Topic 606 include measuring in-transit revenue and estimating the allowance for doubtful accounts. The allowance for doubtful accounts is reviewed quarterly, and is based on historical experience and known trends and uncertainties in account billing and collectability. Cash (ASC Topic 230): ASU 2016-18 — Restricted Cash and ASU 2016-15 — Classification of Certain Cash Receipts and Cash Payments Summary of the Standards — The FASB issued ASU 2016-18, Restricted Cash , in November 2016. The amendments in ASU 2016-18 require that a statement of cash flows explains the change during the reporting period in the total of cash, cash equivalents, including restricted cash and restricted cash equivalents. As such, restricted cash and restricted cash equivalents amounts should be included in the beginning and ending cash balances in the reconciliation at the bottom of the statement of cash flows. The FASB issued ASU 2016-15, Classification of Certain Cash Receipts and Cash Payments, in August 2016. This ASU has several amendments, which are designed to reduce existing diversity in practice of how certain cash receipts and cash payments are presented and classified in the statement of cash flows. The ASU addresses eight specific cash flow issues: 1) debt prepayment or extinguishment costs, 2) settlement of zero-coupon debt instruments, 3) contingent consideration payments made after a business combination, 4) proceeds from settlement of insurance claims, 5) proceeds from settlement of corporate-owned life insurance policies, 6) distributions received from equity method investees, 7) beneficial interests in securitization transactions, and 8) separately identifiable cash flows and application of the predominance principle. Adoption Method and Approach — For public companies, the amendments in these ASUs became effective for annual reporting periods beginning after December 15, 2017. The retrospective transition method is required, with prior periods adjusted to align with the current period presentation. Early adoption was permitted; however, the Company adopted the amendments in these ASUs in the first quarter of 2018. Impact of Adoption — As allowed by the amendments in ASU 2016-15, the Company elected to retrospectively apply the "Nature of Distribution" approach to classifying cash flows from its equity method investments. There were no other cash flow issues in ASU 2016-15 that impacted the Company's statement of cash flows presentation. The table below summarizes the impact on the year-to-date June 30, 2017 statement of cash flows of adopting ASU 2016-15 and ASU 2016-18. Year-to-Date June 30, 2017 As Reported ASU 2016-15 Reclassifications ASU 2016-18 Reclassifications Adjusted (in thousands) Other adjustments to reconcile net income to net cash provided by operating activities (1) $ 662 $ 3,223 $ — $ 3,885 Net cash provided by operating activities 117,691 3,223 — 120,914 Other cash flows from investing activities (1) 9,376 (3,223 ) 89 6,242 Net cash used in investing activities (13,211 ) (3,223 ) 89 (16,345 ) Net increase in cash, restricted cash, and equivalents $ 80,685 $ — $ 89 $ 80,774 Cash, restricted cash, and equivalents at beginning of period 8,021 — 1,385 9,406 Cash, restricted cash, and equivalents at end of period $ 88,706 $ — $ 1,474 $ 90,180 (1) See Note 1 for line items that were previously separately presented, but are included in "Other adjustments to reconcile net income to net cash provided by operating activities" and "Other cash flows from investing activities" for the current period presentation. Reconciliation of Cash, Restricted Cash, and Equivalents — In accordance with the amendments in ASU 2016-18, the following table reconciles cash, restricted cash, and equivalents per the condensed consolidated statements of cash flows to the condensed consolidated balance sheets. June 30, December 31, June 30, December 31, (In thousands) Balance Sheets Cash and cash equivalents $ 115,494 $ 76,649 $ 88,706 $ 8,021 Cash and cash equivalents – restricted (1) 50,714 73,657 — — Other long-term assets (1) 2,104 1,427 1,474 1,385 Statements of Cash Flows Cash, restricted cash, and equivalents $ 168,312 $ 151,733 $ 90,180 $ 9,406 (1) Amounts are primarily restricted for claims payments. Income Taxes (ASC Topic 740): ASU 2018-05 —Amendments to SEC Paragraphs Pursuant to SEC Staff Accounting Bulletin No. 118 Summary of the Standard — The FASB issued ASU 2018-05, Amendments to SEC Paragraphs Pursuant to SEC Staff Accounting Bulletin No. 118 , in March 2018. ASU 2018-05 provides clarification to address uncertainty or diversity in views about the application of ASC Topic 740 in the period of enactment. Current Period Impact of Adoption — As of June 30, 2018, the Company has not updated any estimated provisional amounts previously reported and is still evaluating the impact of the Tax Cuts and Jobs Act of 2017. Management will continue to assess its provision for income taxes as future guidance is issued but does not currently anticipate significant revisions will be necessary. Any such revisions will be treated in accordance with the measurement period guidance outlined in Staff Accounting Bulletin No. 118. Other ASUs There were various other ASUs that became effective during the year-to-date June 30, 2018 period, which did not have a material impact on the Company's results of operations, financial position, cash flows, or disclosures. Recently Issued Accounting Pronouncements, Not Yet Adopted Date Issued Reference Description Expected Adoption Date and Method Financial Statement Impact July 2018 2018-11: Leases (Topic 842): Targeted Improvements The amendments in this ASU provide entities with an additional transition method for implementing ASC Topic 842, in which entities have the option to apply the new standard at the adoption date, recognizing a cumulative-effect adjustment to the opening balance of retained earnings. Comparative periods would not be restated, and would instead be presented under the legacy ASC Topic 840 guidance. Under certain conditions, the amendments in this ASU also provide lessors a practical expedient regarding separating nonlease components from the associated lease components if the nonlease components would otherwise be accounted for under ASC Topic 606, Revenue from Contracts with Customers. The amendments in this ASU are effective for fiscal years beginning after December 15, 2018. Early adoption is permitted. January 2019, Modified retrospective Not yet known nor reasonably estimable (1) July 2018 2018-10: Leases (Topic 842): Codification improvements The amendments in this ASU contain several FASB Codification improvements for ASC Topic 842, including several implementation issues. The amendments in this ASU are effective for fiscal years beginning after December 15, 2018. Early adoption is permitted. January 2019, Modified retrospective Not yet known nor reasonably estimable (1) June 2018 2018-07: Compensation – Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting The amendments in this ASU expand the scope of ASC Topic 718 to include share-based payments to nonemployees, and for public business entities include 1) measuring awards to nonemployees at grant-date fair value, 2) measuring awards to nonemployees at the grant date, 3) for awards with performance conditions granted to nonemployees, assessing the probability of satisfying performance conditions when measuring such awards, and 4) generally subjecting equity-classified awards to the requirements of ASC Topic 718, eliminating the requirement to reassess classification upon vesting. The amendments in this ASU are effective for fiscal years beginning after December 15, 2018. Early adoption is permitted. January 2019, Modified retrospective Currently under evaluation, but not expected to be material January 2018 2018-01: Leases (Topic 842): Land Easement Practical Expedient for Transition to Topic 842 The amendments in this ASU permit entities to elect to exclude land easements which were not previously recorded as leases from the evaluation related to the adoption of ASC Topic 842. The amendments in this ASU are effective for fiscal years beginning after December 15, 2018. Early adoption is permitted. January 2019, Modified retrospective Not yet known nor reasonably estimable (1) February 2016 2016-02: Leases (Topic 842) The new standard requires lessees to recognize assets and liabilities arising from both operating and financing leases on the balance sheet. Lessor accounting for leases is largely unaffected. For public business entities, the new standard is effective for fiscal years beginning after December 15, 2018. Early adoption is permitted. January 2019, Modified retrospective Not yet known nor reasonably estimable (1) (1) ASC Topic 842, Leases — The Company established an ASC Topic 842 implementation team, which includes support from external experts, to evaluate and implement the standard. The Company has also established a timeline and selected a software solution for implementing the new standard. Management is currently in the diagnostic phase of determining the financial and business impacts of implementing the new standard, including identifying the lease population, reviewing a sample of lease agreements, and developing a preliminary assessment. Based on the information currently available from the diagnostic phase, management cannot yet determine the quantitative impact on the financial statements; however, the impact is expected to be material. Since management is continuing to evaluate the impact of ASC Topic 842, disclosures around preliminary assessments are subject to change. |