Document_And_Entity_Informatio
Document And Entity Information | 3 Months Ended | |
Mar. 31, 2015 | Apr. 30, 2015 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | FALSE | |
Document Period Start Date | 1-Jan-15 | |
Document Period End Date | 31-Mar-15 | |
Document Fiscal Year Focus | 2015 | |
Document Fiscal Period Focus | Q1 | |
Entity Registrant Name | WERNER ENTERPRISES INC | |
Entity Central Index Key | 793074 | |
Current Fiscal Year End Date | -19 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 71,881,151 |
Consolidated_Statements_Of_Inc
Consolidated Statements Of Income (USD $) | 3 Months Ended | |
In Thousands, except Per Share data, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Operating revenues | $495,654 | $492,022 |
Operating expenses: | ||
Salaries, wages and benefits | 151,465 | 134,713 |
Fuel | 52,760 | 91,075 |
Supplies and maintenance | 47,657 | 45,854 |
Taxes and licenses | 21,080 | 20,832 |
Insurance and claims | 22,047 | 20,206 |
Depreciation | 45,720 | 43,123 |
Rent and purchased transportation | 113,748 | 111,646 |
Communications and utilities | 3,678 | 3,499 |
Other | -686 | -2,367 |
Total operating expenses | 457,469 | 468,581 |
Operating income | 38,185 | 23,441 |
Other expense (income): | ||
Interest expense | 475 | 94 |
Interest income | -631 | -655 |
Other | 90 | 4 |
Total other income | -66 | -557 |
Income before income taxes | 38,251 | 23,998 |
Income taxes | 15,109 | 9,659 |
Net income | $23,142 | $14,339 |
Earnings per share: | ||
Basic | $0.32 | $0.20 |
Diluted | $0.32 | $0.20 |
Dividends declared per share | $0.05 | $0.05 |
Weighted-average common shares outstanding: | ||
Basic | 72,067 | 72,676 |
Diluted | 72,542 | 73,169 |
Consolidated_Statements_Of_Com
Consolidated Statements Of Comprehensive Income (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Net income | $23,142 | $14,339 |
Other comprehensive income (loss): | ||
Foreign currency translation adjustments | 836 | -10 |
Change in fair value of interest rate swap | -87 | 0 |
Other comprehensive income (loss) | -923 | 10 |
Comprehensive income | $22,219 | $14,349 |
Consolidated_Condensed_Balance
Consolidated Condensed Balance Sheets (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Thousands, unless otherwise specified | ||
Current assets: | ||
Cash and cash equivalents | $59,263 | $22,604 |
Accounts receivable, trade, less allowance of $9,933 and $10,017, respectively | 246,353 | 266,727 |
Other receivables | 22,179 | 20,316 |
Inventories and supplies | 17,490 | 17,824 |
Prepaid taxes, licenses and permits | 11,325 | 14,914 |
Current deferred income taxes | 36,048 | 34,066 |
Income taxes receivable | 7,686 | 23,435 |
Other current assets | 25,250 | 26,458 |
Total current assets | 425,594 | 426,344 |
Property and equipment | 1,820,703 | 1,786,229 |
Less – accumulated depreciation | 770,417 | 772,447 |
Property and equipment, net | 1,050,286 | 1,013,782 |
Other non-current assets | 42,644 | 40,336 |
Total assets | 1,518,524 | 1,480,462 |
Current liabilities: | ||
Accounts payable | 72,565 | 64,827 |
Insurance and claims accruals | 73,625 | 73,814 |
Accrued payroll | 31,827 | 28,121 |
Other current liabilities | 20,233 | 19,768 |
Total current liabilities | 198,250 | 186,530 |
Long-term debt, net of current portion | 75,000 | 75,000 |
Other long-term liabilities | 21,399 | 20,021 |
Insurance and claims accruals, net of current portion | 128,845 | 123,445 |
Deferred income taxes | 240,265 | 241,606 |
Commitments and contingencies | ||
Stockholders’ equity: | ||
Common stock, $0.01 par value, 200,000,000 shares authorized; 80,533,536 shares issued; 72,102,651 and 72,038,368 shares outstanding, respecitvely | 805 | 805 |
Paid-in capital | 102,967 | 101,803 |
Retained earnings | 934,622 | 915,085 |
Accumulated other comprehensive loss | -10,298 | -9,375 |
Treasury stock, at cost; 8,430,885 and 8,495,168 shares, respectively | -173,331 | -174,458 |
Total stockholders’ equity | 854,765 | 833,860 |
Total liabilities and stockholders’ equity | $1,518,524 | $1,480,462 |
Consolidated_Condensed_Balance1
Consolidated Condensed Balance Sheets (Parenthetical) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Thousands, except Share data, unless otherwise specified | ||
Allowance for doubtful trade accounts receivable | $9,933 | $10,017 |
Common stock, par value | $0.01 | $0.01 |
Common stock, shares authorized | 200,000,000 | 200,000,000 |
Common stock, shares issued | 80,533,536 | 80,533,536 |
Common stock, shares outstanding | 72,102,651 | 72,038,368 |
Treasury stock, shares | 8,430,885 | 8,495,168 |
Consolidated_Statements_Of_Cas
Consolidated Statements Of Cash Flows (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Cash flows from operating activities: | ||
Net income | $23,142 | $14,339 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation | 45,720 | 43,123 |
Deferred income taxes | -2,286 | -6,294 |
Gain on disposal of property and equipment | -5,504 | -4,647 |
Non-cash equity compensation | 1,770 | 1,304 |
Insurance and claims accruals, net of current portion | 5,400 | -1,200 |
Other | -190 | 203 |
Changes in certain working capital items: | ||
Accounts receivable, net | 20,374 | -12,647 |
Other current assets | 19,361 | -2,650 |
Accounts payable | 9,220 | 8,405 |
Other current liabilities | 3,979 | 19,273 |
Net cash provided by operating activities | 120,986 | 59,209 |
Cash flows from investing activities: | ||
Additions to property and equipment | -108,735 | -30,864 |
Proceeds from sales of property and equipment | 23,870 | 14,818 |
Decrease in notes receivable | 3,777 | 2,766 |
Net cash used in investing activities | -81,088 | -13,280 |
Cash flows from financing activities: | ||
Dividends on common stock | -3,602 | -3,636 |
Repurchases of common stock | 0 | -12,880 |
Tax withholding related to net share settlements of restricted stock awards | -368 | 0 |
Stock options exercised | 703 | 3,133 |
Excess tax benefits from equity compensation | 186 | 218 |
Net cash used in financing activities | -3,081 | -13,165 |
Effect of exchange rate fluctuations on cash | -158 | 26 |
Net increase in cash and cash equivalents | 36,659 | 32,790 |
Cash and cash equivalents, beginning of period | 22,604 | 23,678 |
Cash and cash equivalents, end of period | 59,263 | 56,468 |
Supplemental disclosures of cash flow information: | ||
Interest paid | 482 | 105 |
Income taxes paid | 1,467 | 1,344 |
Supplemental schedule of non-cash investing activities: | ||
Notes receivable issued upon sale of property and equipment | 5,917 | 3,452 |
Change in fair value of interest rate swap | 87 | 0 |
Property and equipment acquired included in accounts payable | 585 | 507 |
Property and equipment disposed included in other receivables | $68 | $469 |
Credit_Facilities
Credit Facilities | 3 Months Ended | |||
Mar. 31, 2015 | ||||
Line of Credit Facility [Abstract] | ||||
Credit Facilities | Credit Facilities | |||
As of March 31, 2015, we have unsecured committed credit facilities with two banks as well as a term commitment with one of these banks. We have with Wells Fargo Bank, N.A., a $175.0 million credit facility which will expire on May 31, 2016 and a $75.0 million term commitment with principal due and payable on September 15, 2019. On March 5, 2015, we replaced our existing $75.0 million credit agreement with BMO Harris Bank, N.A. with a new credit agreement. The new BMO Harris Bank agreement includes a $75.0 million credit facility which will expire on March 5, 2020. Borrowings under these credit facilities and term note bear variable interest (0.7745% at March 31, 2015) based on the London Interbank Offered Rate (“LIBOR”), with interest on the term note effectively fixed at 2.5% with an interest rate swap agreement. | ||||
As of March 31, 2015, and December 31, 2014, our outstanding debt totaled $75.0 million. The $325.0 million of credit pursuant to these facilities is further reduced by $32.7 million in stand-by letters of credit under which we are obligated. Each of the debt agreements includes, among other things, two financial covenants requiring us (i) not to exceed a maximum ratio of total debt to total capitalization and (ii) not to exceed a maximum ratio of total funded debt to earnings before interest, income taxes, depreciation and amortization (as such terms are defined in each credit facility). At March 31, 2015, we were in compliance with these covenants. | ||||
At March 31, 2015, the aggregate future maturities of long-term debt by year are as follows (in thousands): | ||||
2015 | $ | — | ||
2016 | — | |||
2017 | — | |||
2018 | — | |||
2019 | 75,000 | |||
Total | $ | 75,000 | ||
The carrying amounts of our long-term debt approximate fair value due to the duration of the notes and the variable interest rates. |
Income_Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2015 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes |
For the three-month period ended March 31, 2015, there were no material changes to the total amount of unrecognized tax benefits. We accrued interest expense of $59 thousand and $58 thousand during the three-month periods ended March 31, 2015 and March 31, 2014, respectively, excluding the reversal of accrued interest related to adjustments for the remeasurement of uncertain tax positions. Our total gross liability for unrecognized tax benefits at March 31, 2015, is $8.8 million. If recognized, $5.7 million of unrecognized tax benefits would impact our effective tax rate. Interest of $1.7 million has been reflected as a component of the total liability. We expect no other significant increases or decreases for uncertain tax positions during the next twelve months. | |
We file U.S. federal income tax returns, as well as income tax returns in various states and several foreign jurisdictions. The years 2011 through 2014 are open for examination by the Internal Revenue Service (“IRS”), and various years are open for examination by state and foreign tax authorities. State and foreign jurisdictional statutes of limitations generally range from three to four years. |
Commitments_And_Contingencies
Commitments And Contingencies | 3 Months Ended |
Mar. 31, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies |
As of March 31, 2015, we have committed to property and equipment purchases of approximately $150.8 million. | |
We are involved in certain claims and pending litigation arising in the ordinary course of business. At this time, management believes the ultimate resolution of these matters will not materially affect our consolidated financial statements. |
Earnings_Per_Share
Earnings Per Share | 3 Months Ended | |||||||||||
Mar. 31, 2015 | ||||||||||||
Earnings Per Share [Abstract] | ||||||||||||
Earnings Per Share | Earnings Per Share | |||||||||||
Basic earnings per share is computed by dividing net income by the weighted average number of common shares outstanding during the period. Diluted earnings per share is computed by dividing net income by the weighted average number of common shares outstanding plus the effect of dilutive potential common shares outstanding during the period using the treasury stock method. Dilutive potential common shares include outstanding stock options and restricted stock awards. There are no differences in the numerators of our computations of basic and diluted earnings per share for any period presented. | ||||||||||||
The computation of basic and diluted earnings per share is shown below (in thousands, except per share amounts). | ||||||||||||
Three Months Ended | ||||||||||||
March 31, | ||||||||||||
2015 | 2014 | |||||||||||
Net income | $ | 23,142 | $ | 14,339 | ||||||||
Weighted average common shares outstanding | 72,067 | 72,676 | ||||||||||
Dilutive effect of stock-based awards | 475 | 493 | ||||||||||
Shares used in computing diluted earnings per share | 72,542 | 73,169 | ||||||||||
Basic earnings per share | $ | 0.32 | $ | 0.2 | ||||||||
Diluted earnings per share | $ | 0.32 | $ | 0.2 | ||||||||
There were no options to purchase shares of common stock that were outstanding during the periods indicated above that were excluded from the computation of diluted earnings per share because the option purchase price was greater than the average market price of the common shares during the period. Performance awards are excluded from the calculation of dilutive potential common shares until the threshold performance conditions have been satisfied. |
Equity_Compensation
Equity Compensation | 3 Months Ended | |||||||||||||
Mar. 31, 2015 | ||||||||||||||
Equity Compensation [Abstract] | ||||||||||||||
Equity Compensation | Equity Compensation | |||||||||||||
The Werner Enterprises, Inc. Amended and Restated Equity Plan (the "Equity Plan"), approved by the Company's shareholders, provides for grants to employees and non-employee directors of the Company in the form of nonqualified stock options, restricted stock and units ("restricted awards"), performance stock and units ("performance awards"), and stock appreciation rights. The Board of Directors or the Compensation Committee of our Board of Directors determines the terms of each award, including the type, recipients, number of shares subject to and vesting conditions of each award. No awards of stock appreciation rights have been issued under the Equity Plan to date. The maximum number of shares of common stock that may be awarded under the Equity Plan is 20,000,000 shares. The maximum aggregate number of shares that may be awarded to any one person in any one calendar year under the Equity Plan is 500,000. As of March 31, 2015, there were 7,160,434 shares available for granting additional awards. | ||||||||||||||
Equity compensation expense is included in salaries, wages and benefits within the Consolidated Statements of Income. As of March 31, 2015, the total unrecognized compensation cost related to non-vested equity compensation awards was approximately $14.5 million and is expected to be recognized over a weighted average period of 2.6 years. | ||||||||||||||
The following table summarizes the equity compensation expense and related income tax benefit recognized in the Consolidated Statements of Income (in thousands): | ||||||||||||||
Three Months Ended | ||||||||||||||
March 31, | ||||||||||||||
2015 | 2014 | |||||||||||||
Stock options: | ||||||||||||||
Pre-tax compensation expense | $ | 17 | $ | 30 | ||||||||||
Tax benefit | 7 | 12 | ||||||||||||
Stock option expense, net of tax | $ | 10 | $ | 18 | ||||||||||
Restricted awards: | ||||||||||||||
Pre-tax compensation expense | $ | 1,017 | $ | 995 | ||||||||||
Tax benefit | 402 | 401 | ||||||||||||
Restricted award expense, net of tax | $ | 615 | $ | 594 | ||||||||||
Performance awards: | ||||||||||||||
Pre-tax compensation expense | $ | 755 | $ | 286 | ||||||||||
Tax benefit | 298 | 115 | ||||||||||||
Performance award expense, net of tax | $ | 457 | $ | 171 | ||||||||||
We do not have a formal policy for issuing shares upon an exercise of stock options or vesting of restricted and performance awards. Such shares are generally issued from treasury stock. From time to time, we repurchase shares of our common stock, the timing and amount of which depends on market and other factors. Historically, the shares acquired from such repurchases have provided us with sufficient quantities of stock to issue for equity compensation. Based on current treasury stock levels, we do not expect to repurchase additional shares specifically for equity compensation during 2015. | ||||||||||||||
Stock Options | ||||||||||||||
Stock options are granted at prices equal to the market value of the common stock on the date the option award is granted. Option awards currently outstanding become exercisable in installments from 24 to 72 months after the date of grant. The options are exercisable over a period not to exceed ten years, one day from the date of grant. | ||||||||||||||
The following table summarizes stock option activity for the three months ended March 31, 2015: | ||||||||||||||
Number of | Weighted | Weighted | Aggregate | |||||||||||
Options | Average | Average | Intrinsic Value | |||||||||||
(in thousands) | Exercise | Remaining | (in thousands) | |||||||||||
Price ($) | Contractual | |||||||||||||
Term | ||||||||||||||
(Years) | ||||||||||||||
Outstanding at beginning of period | 248 | $ | 18.18 | |||||||||||
Granted | — | — | ||||||||||||
Exercised | (40 | ) | 17.47 | |||||||||||
Forfeited | — | — | ||||||||||||
Expired | — | — | ||||||||||||
Outstanding at end of period | 208 | 18.32 | 3.74 | $ | 2,726 | |||||||||
Exercisable at end of period | 161 | 17.77 | 3.25 | $ | 2,194 | |||||||||
We did not grant any stock options during the three-month periods ended March 31, 2015 and March 31, 2014. The fair value of stock option grants is estimated using a Black-Scholes valuation model. The total intrinsic value of stock options exercised was $0.6 million and $1.4 million for the three-month periods ended March 31, 2015 and March 31, 2014, respectively. | ||||||||||||||
Restricted Awards | ||||||||||||||
Restricted stock entitles the holder to shares of common stock when the award vests. Restricted stock units entitle the holder to a combination of cash or stock equal to the value of common stock when the unit vests. The value of these shares may fluctuate according to market conditions and other factors. Restricted awards currently outstanding vest over periods ranging from 12 to 84 months from the grant date of the award. The restricted awards do not confer any voting or dividend rights to recipients until such shares vest and do not have any post-vesting sales restrictions. | ||||||||||||||
The following table summarizes restricted award activity for the three months ended March 31, 2015: | ||||||||||||||
Number of | Weighted | |||||||||||||
Restricted | Average Grant | |||||||||||||
Awards (in | Date Fair | |||||||||||||
thousands) | Value ($) | |||||||||||||
Nonvested at beginning of period | 643 | $ | 22.92 | |||||||||||
Granted | — | — | ||||||||||||
Vested | — | — | ||||||||||||
Forfeited | — | — | ||||||||||||
Nonvested at end of period | 643 | 22.92 | ||||||||||||
We did not grant any restricted awards during the three-month periods ended March 31, 2015 and March 31, 2014. We estimate the fair value of restricted awards based upon the market price of the underlying common stock on the date of grant, reduced by the present value of estimated future dividends because the awards are not entitled to receive dividends prior to vesting. Our estimate of future dividends is based on the most recent quarterly dividend rate at the time of grant, adjusted for any known future changes in the dividend rate. Cash settled restricted stock units are recorded as a liability within the Consolidated Balance Sheets and are adjusted to fair value each reporting period. | ||||||||||||||
No restricted awards vested during the three-month periods ended March 31, 2015 and March 31, 2014. When restricted awards vest, we withhold shares based on the closing stock price on the vesting date to settle the employees' minimum statutory obligation for the applicable income and other employment taxes. Total cash remitted for the employees' tax obligations to the relevant taxing authorities is reflected as a financing activity within the Consolidated Statements of Cash Flows, and the shares withheld to satisfy the minimum tax withholding obligations are recorded as treasury stock. | ||||||||||||||
Performance Awards | ||||||||||||||
Performance awards entitle the recipient to shares of common stock upon attainment of performance objectives as pre-established by the Compensation Committee. If the performance objectives are achieved, performance awards currently outstanding vest, subject to continued employment, over periods ranging from 12 to 60 months from the grant date of the award. The performance awards do not confer any voting or dividend rights to recipients until such shares vest and do not have any post-vesting sales restrictions. | ||||||||||||||
The following table summarizes performance award activity for the three months ended March 31, 2015: | ||||||||||||||
Number of | Weighted | |||||||||||||
Performance | Average Grant | |||||||||||||
Awards (in | Date Fair | |||||||||||||
thousands) | Value ($) | |||||||||||||
Nonvested at beginning of period | 183 | $ | 25.06 | |||||||||||
Granted | 202 | 28.79 | ||||||||||||
Vested | (37 | ) | 25.06 | |||||||||||
Forfeited | — | — | ||||||||||||
Nonvested at end of period | 348 | 27.22 | ||||||||||||
We granted performance awards (in thousands) totaling 202 shares and 183 shares during the three-month periods ended March 31, 2015 and March 31, 2014, respectively. The performance awards are earned based upon the level of attainment by the Company of specified performance objectives related to earnings per share for the fiscal year, as established by the Compensation Committee. The number of shares which are ultimately earned for the 2015 awards will range from 0 percent to 132 percent of the target number based on the level of attainment of the performance objectives and ranged from 0 percent to 133 percent for the 2014 awards. We estimate the fair value of performance awards based upon the market price of the underlying common stock on the date of grant, reduced by the present value of estimated future dividends because the awards are not entitled to receive dividends prior to vesting. Our estimate of future dividends is based on the most recent quarterly dividend rate at the time of grant, adjusted for any known future changes in the dividend rate. | ||||||||||||||
The present value of estimated future dividends was calculated using the following assumptions: | ||||||||||||||
Three Months Ended March 31, | ||||||||||||||
2015 | 2014 | |||||||||||||
Dividends per share (quarterly amounts) | $ | 0.05 | $ | 0.05 | ||||||||||
Risk-free interest rate | 1.6 | % | 1.5 | % | ||||||||||
During the three-month period ended March 31, 2015, the Compensation Committee determined that the 2014 fiscal year performance objectives were achieved at the target level and 182,813 shares of common stock were earned, subject to time-based vesting. The vesting date fair value of the performance awards vested during the three-month period ended March 31, 2015 was $1.1 million. We withheld shares based on the closing stock price on the vesting date to settle the employees' minimum statutory obligation for the applicable income and other employment taxes. Total cash remitted for employees' tax obligations to the relevant taxing authorities is reflected as a financing activity within the Consolidated Statements of Cash Flows, and the shares withheld to satisfy the minimum tax withholding obligations are recorded as treasury stock. |
Segment_Information
Segment Information | 3 Months Ended | |||||||||||
Mar. 31, 2015 | ||||||||||||
Segment Reporting [Abstract] | ||||||||||||
Segment Information | Segment Information | |||||||||||
We have two reportable segments – Truckload Transportation Services (“Truckload”) and Value Added Services (“VAS”). | ||||||||||||
The Truckload segment consists of two operating units, One-Way Truckload and Specialized Services, that are aggregated because they have similar economic characteristics and meet the other aggregation criteria described in the accounting guidance for segment reporting. One-Way Truckload is comprised of the following operating fleets: (i) the regional short-haul (“Regional”) fleet transports a variety of consumer nondurable products and other commodities in truckload quantities within geographic regions across the United States using dry van trailers; (ii) the medium-to-long-haul van (“Van”) fleet provides comparable truckload van service over irregular routes; and (iii) the expedited (“Expedited”) fleet provides time-sensitive truckload services utilizing driver teams. Specialized Services provides truckload services dedicated to a specific customer, generally for a retail distribution center or manufacturing facility, including services for products requiring specialized trailers such as flatbed or temperature-controlled trailers. Revenues for the Truckload segment include a small amount of non-trucking revenues which consist primarily of the portion of shipments delivered to or from Mexico where we utilize a third-party capacity provider. | ||||||||||||
The VAS segment generates the majority of our non-trucking revenues through four operating units that provide non-trucking services to our customers. These four VAS operating units are as follows: (i) truck brokerage (“Brokerage”) uses contracted carriers to complete customer shipments; (ii) freight management (“Freight Management”) offers a full range of single-source logistics management services and solutions; (iii) the intermodal (“Intermodal”) unit offers rail transportation through alliances with rail and drayage providers as an alternative to truck transportation; and (iv) Werner Global Logistics international (“WGL”) provides complete management of global shipments from origin to destination using a combination of air, ocean, truck and rail transportation modes. | ||||||||||||
We generate other revenues from transportation-related activities such as third-party equipment maintenance and equipment leasing and other business activities. None of these operations meets the quantitative reporting thresholds. As a result, these operations are grouped in “Other” in the table below. “Corporate” includes revenues and expenses that are incidental to our activities and are not attributable to any of our operating segments. We do not prepare separate balance sheets by segment and, as a result, assets are not separately identifiable by segment. Inter-segment eliminations in the table below represent transactions between reporting segments that are eliminated in consolidation. | ||||||||||||
The following table summarizes our segment information (in thousands): | ||||||||||||
Three Months Ended | ||||||||||||
March 31, | ||||||||||||
2015 | 2014 | |||||||||||
Revenues | ||||||||||||
Truckload Transportation Services | $ | 390,563 | $ | 403,185 | ||||||||
Value Added Services | 90,860 | 85,154 | ||||||||||
Other | 13,985 | 3,989 | ||||||||||
Corporate | 521 | 558 | ||||||||||
Subtotal | 495,929 | 492,886 | ||||||||||
Inter-segment eliminations | (275 | ) | (864 | ) | ||||||||
Total | $ | 495,654 | $ | 492,022 | ||||||||
Operating Income | ||||||||||||
Truckload Transportation Services | $ | 35,842 | $ | 20,780 | ||||||||
Value Added Services | 2,449 | 1,855 | ||||||||||
Other | (445 | ) | 484 | |||||||||
Corporate | 339 | 322 | ||||||||||
Total | $ | 38,185 | $ | 23,441 | ||||||||
Derivative_Financial_Instrumen
Derivative Financial Instrument | 3 Months Ended |
Mar. 31, 2015 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Financial Instrument | Derivative Financial Instrument |
In the normal course of business we are subject to risk from adverse fluctuations in foreign exchange and interest rates and commodity prices. We manage our risks for interest rate changes through use of an interest rate swap. At March 31, 2015, we had one interest rate swap outstanding, which matures in September 2019, with a notional value of $75.0 million and a fair value loss of $2.0 million. The counterparty to this contract is a major financial institution. We are exposed to credit loss in the event of non-performance by the counterparty. We do not use derivative instruments for trading or speculative purposes and have no derivative financial instruments to reduce our exposure to fuel price fluctuations. | |
Our objective in managing exposure to interest rate risk is to limit the impact on earnings and cash flow. The extent to which we use such instruments is dependent on our access to these contracts in the financial markets and our success using other methods. | |
Our outstanding derivative financial instrument is recognized as an other long-term liability in the Consolidated Balance Sheets at fair value. The interest rate swap is accounted for as a cash flow hedging instrument. At inception, we formally designated and documented the financial instrument as a hedge of a specific underlying exposure, the risk management objective, and the manner in which effectiveness of the hedge will be assessed. We formally assesses, both at inception and at each reporting period thereafter, whether the derivative financial instrument is effective in offsetting changes in cash flows of the related underlying exposure. All changes in fair value of outstanding derivatives in cash flow hedges, except any ineffective portion, are recorded in other comprehensive income until earnings are impacted by the hedged transaction. Classification of the gain or loss in the Consolidated Statements of Income upon release from comprehensive income is the same as that of the underlying exposure. Any ineffective portion of the change in fair value of the instruments is recognized immediately in earnings. | |
We discontinue the use of hedge accounting prospectively when (i) the derivative instrument is no longer effective in offsetting changes in fair value or cash flows of the underlying hedged item; (ii) the derivative instrument expires, is sold, terminated or exercised; or (iii) designating the derivative instrument as a hedge is no longer appropriate. | |
Should we discontinue hedge accounting because it is no longer probable that an anticipated transaction will occur in the originally expected period, or within an additional two-month period thereafter, changes to fair value accumulated in other comprehensive income would be recognized immediately in earnings. | |
FASB ASC 815-10 requires companies to recognize the derivative instrument as an asset or a liability at fair value in the statement of financial position. Fair value of the derivative instrument is required to be measured under the FASB’s Fair Value Measurements and Disclosures guidance, which establishes a hierarchy that distinguishes between market participant assumptions based on market data obtained from sources independent of the reporting entity (observable inputs that are classified within Levels 1 and 2 of the hierarchy) and the reporting entity’s own assumptions about market participant assumptions (unobservable inputs classified within Level 3 of the hierarchy). Level 1 inputs use quoted prices (unadjusted) in active markets for identical assets or liabilities that we have the ability to access. Level 2 inputs are inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. Level 3 inputs are unobservable inputs for the asset or liability, which are typically based on an entity’s own assumptions, as there is little, if any, related market activity. The fair value of our interest rate swap is based on Level 2 inputs. |
Credit_Facilities_Tables
Credit Facilities (Tables) | 3 Months Ended | |||
Mar. 31, 2015 | ||||
Line of Credit Facility [Abstract] | ||||
Schedule of Maturities of Long-term Debt | At March 31, 2015, the aggregate future maturities of long-term debt by year are as follows (in thousands): | |||
2015 | $ | — | ||
2016 | — | |||
2017 | — | |||
2018 | — | |||
2019 | 75,000 | |||
Total | $ | 75,000 | ||
Earnings_Per_Share_Tables
Earnings Per Share (Tables) | 3 Months Ended | |||||||||||
Mar. 31, 2015 | ||||||||||||
Earnings Per Share [Abstract] | ||||||||||||
Schedule of Basic And Diluted Earnings Per Share | The computation of basic and diluted earnings per share is shown below (in thousands, except per share amounts). | |||||||||||
Three Months Ended | ||||||||||||
March 31, | ||||||||||||
2015 | 2014 | |||||||||||
Net income | $ | 23,142 | $ | 14,339 | ||||||||
Weighted average common shares outstanding | 72,067 | 72,676 | ||||||||||
Dilutive effect of stock-based awards | 475 | 493 | ||||||||||
Shares used in computing diluted earnings per share | 72,542 | 73,169 | ||||||||||
Basic earnings per share | $ | 0.32 | $ | 0.2 | ||||||||
Diluted earnings per share | $ | 0.32 | $ | 0.2 | ||||||||
Equity_Compensation_Tables
Equity Compensation (Tables) | 3 Months Ended | |||||||||||||
Mar. 31, 2015 | ||||||||||||||
Equity Compensation Arrangement by Share-based Payment Award [Abstract] | ||||||||||||||
Schedule of Equity Compensation Expense and Related Income Tax Benefit Recognized | The following table summarizes the equity compensation expense and related income tax benefit recognized in the Consolidated Statements of Income (in thousands): | |||||||||||||
Three Months Ended | ||||||||||||||
March 31, | ||||||||||||||
2015 | 2014 | |||||||||||||
Stock options: | ||||||||||||||
Pre-tax compensation expense | $ | 17 | $ | 30 | ||||||||||
Tax benefit | 7 | 12 | ||||||||||||
Stock option expense, net of tax | $ | 10 | $ | 18 | ||||||||||
Restricted awards: | ||||||||||||||
Pre-tax compensation expense | $ | 1,017 | $ | 995 | ||||||||||
Tax benefit | 402 | 401 | ||||||||||||
Restricted award expense, net of tax | $ | 615 | $ | 594 | ||||||||||
Performance awards: | ||||||||||||||
Pre-tax compensation expense | $ | 755 | $ | 286 | ||||||||||
Tax benefit | 298 | 115 | ||||||||||||
Performance award expense, net of tax | $ | 457 | $ | 171 | ||||||||||
Schedule of Equity Compensation Stock Options Activity | The following table summarizes stock option activity for the three months ended March 31, 2015: | |||||||||||||
Number of | Weighted | Weighted | Aggregate | |||||||||||
Options | Average | Average | Intrinsic Value | |||||||||||
(in thousands) | Exercise | Remaining | (in thousands) | |||||||||||
Price ($) | Contractual | |||||||||||||
Term | ||||||||||||||
(Years) | ||||||||||||||
Outstanding at beginning of period | 248 | $ | 18.18 | |||||||||||
Granted | — | — | ||||||||||||
Exercised | (40 | ) | 17.47 | |||||||||||
Forfeited | — | — | ||||||||||||
Expired | — | — | ||||||||||||
Outstanding at end of period | 208 | 18.32 | 3.74 | $ | 2,726 | |||||||||
Exercisable at end of period | 161 | 17.77 | 3.25 | $ | 2,194 | |||||||||
Schedule of Equity Compensation, Restricted Stock and Restricted Stock Units Activity | The following table summarizes restricted award activity for the three months ended March 31, 2015: | |||||||||||||
Number of | Weighted | |||||||||||||
Restricted | Average Grant | |||||||||||||
Awards (in | Date Fair | |||||||||||||
thousands) | Value ($) | |||||||||||||
Nonvested at beginning of period | 643 | $ | 22.92 | |||||||||||
Granted | — | — | ||||||||||||
Vested | — | — | ||||||||||||
Forfeited | — | — | ||||||||||||
Nonvested at end of period | 643 | 22.92 | ||||||||||||
Schedule of Equity Compensation Performance Award Activity | The following table summarizes performance award activity for the three months ended March 31, 2015: | |||||||||||||
Number of | Weighted | |||||||||||||
Performance | Average Grant | |||||||||||||
Awards (in | Date Fair | |||||||||||||
thousands) | Value ($) | |||||||||||||
Nonvested at beginning of period | 183 | $ | 25.06 | |||||||||||
Granted | 202 | 28.79 | ||||||||||||
Vested | (37 | ) | 25.06 | |||||||||||
Forfeited | — | — | ||||||||||||
Nonvested at end of period | 348 | 27.22 | ||||||||||||
Schedule of Equity Compensation Performance Award Valuation Assumptions | The present value of estimated future dividends was calculated using the following assumptions: | |||||||||||||
Three Months Ended March 31, | ||||||||||||||
2015 | 2014 | |||||||||||||
Dividends per share (quarterly amounts) | $ | 0.05 | $ | 0.05 | ||||||||||
Risk-free interest rate | 1.6 | % | 1.5 | % |
Segment_Information_Tables
Segment Information (Tables) | 3 Months Ended | |||||||||||
Mar. 31, 2015 | ||||||||||||
Segment Reporting [Abstract] | ||||||||||||
Schedule of Segment Information | The following table summarizes our segment information (in thousands): | |||||||||||
Three Months Ended | ||||||||||||
March 31, | ||||||||||||
2015 | 2014 | |||||||||||
Revenues | ||||||||||||
Truckload Transportation Services | $ | 390,563 | $ | 403,185 | ||||||||
Value Added Services | 90,860 | 85,154 | ||||||||||
Other | 13,985 | 3,989 | ||||||||||
Corporate | 521 | 558 | ||||||||||
Subtotal | 495,929 | 492,886 | ||||||||||
Inter-segment eliminations | (275 | ) | (864 | ) | ||||||||
Total | $ | 495,654 | $ | 492,022 | ||||||||
Operating Income | ||||||||||||
Truckload Transportation Services | $ | 35,842 | $ | 20,780 | ||||||||
Value Added Services | 2,449 | 1,855 | ||||||||||
Other | (445 | ) | 484 | |||||||||
Corporate | 339 | 322 | ||||||||||
Total | $ | 38,185 | $ | 23,441 | ||||||||
Credit_Facilities_Narrative_De
Credit Facilities (Narrative) (Details) (USD $) | 3 Months Ended | |
Mar. 31, 2015 | Dec. 31, 2014 | |
Debt_Covenants | ||
Line of Credit Facility [Line Items] | ||
Total of committed credit facilities with two banks | $325,000,000 | |
Borrowings outstanding | 75,000,000 | 75,000,000 |
Stand-by letters of credit | 32,700,000 | |
Mature on May 31, 2016 | ||
Line of Credit Facility [Line Items] | ||
Total of committed credit facilities with two banks | 175,000,000 | |
Committed credit facilities maturity | 31-May-16 | |
Number of financial covenants for debt agreements | 2 | |
Mature on September 15, 2019 | ||
Line of Credit Facility [Line Items] | ||
Total of committed credit facilities with two banks | 75,000,000 | |
Committed credit facilities maturity | 15-Sep-19 | |
Line of Credit Facility, Interest Rate | 0.77% | |
Interest Rate Swap Facility, Fixed Interest | 2.50% | |
Number of financial covenants for debt agreements | 2 | |
Mature on March 5, 2020 | ||
Line of Credit Facility [Line Items] | ||
Total of committed credit facilities with two banks | $75,000,000 | |
Committed credit facilities maturity | 5-Mar-20 | |
Number of financial covenants for debt agreements | 2 |
Credit_Facilities_Details
Credit Facilities (Details) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Thousands, unless otherwise specified | ||
Line of Credit Facility [Line Items] | ||
Notes payable to banks under committed credit facilities | $75,000 | $75,000 |
2015 | 0 | |
2016 | 0 | |
2017 | 0 | |
2018 | 0 | |
2019 | $75,000 |
Income_Taxes_Details
Income Taxes (Details) (USD $) | 3 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2014 | |
Income Tax Examination [Line Items] | ||
Material changes to the total amount of unrecognized tax benefits | $0 | |
Accrued interest expense | 59,000 | 58,000 |
Gross liability for unrecognized tax benefits | 8,800,000 | |
Unrecognized tax benefits that would impact our effective tax rate | 5,700,000 | |
Interest included in total liability | 1,700,000 | |
Significant increases or decreases for uncertain tax positions | $0 | |
State and Foreign Tax Authorities | Minimum | ||
Income Tax Examination [Line Items] | ||
Period of statute of limitations (years) | 3 years | |
State and Foreign Tax Authorities | Maximum | ||
Income Tax Examination [Line Items] | ||
Period of statute of limitations (years) | 4 years |
Commitments_And_Contingencies_
Commitments And Contingencies (Details) (USD $) | Mar. 31, 2015 |
In Millions, unless otherwise specified | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitment for property and equipment purchases | $150.80 |
Earnings_Per_Share_Basic_And_D
Earnings Per Share (Basic And Diluted Earnings Per Share) (Details) (USD $) | 3 Months Ended | |
In Thousands, except Share data, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Earnings Per Share [Abstract] | ||
Net income | $23,142 | $14,339 |
Weighted average common shares outstanding | 72,067,000 | 72,676,000 |
Dilutive effect of stock-based awards | 475,000 | 493,000 |
Shares used in computing diluted earnings per share | 72,542,000 | 73,169,000 |
Basic earnings per share | $0.32 | $0.20 |
Diluted earnings per share | $0.32 | $0.20 |
Number of antidilutive options that were excluded from computation of earnings per share | 0 | 0 |
Equity_Compensation_Narrative_
Equity Compensation (Narrative) (Details) (USD $) | 3 Months Ended | |
In Millions, except Share data, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Equity Compensation Arrangement by Share-based Payment Award [Abstract] | ||
Maximum shares of common stock | 20,000,000 | |
Maximum annual shares awarded to employee | 500,000 | |
Shares available for granting additional awards | 7,160,434 | |
Unrecognized compensation cost of non-vested equity compensation awards | $14.50 | |
Unrecognized compensation cost of non-vested equity compensation awards expected to be recognized over a weighted average period (years) | 2 years 7 months 6 days | |
Number of options granted | 0 | 0 |
Intrinsic value of stock options exercised | 0.6 | 1.4 |
Stock Options | Minimum | ||
Equity Compensation Arrangement by Share-based Payment Award [Abstract] | ||
Vesting period (months) | 24 months | |
Stock Options | Maximum | ||
Equity Compensation Arrangement by Share-based Payment Award [Abstract] | ||
Vesting period (months) | 72 months | |
Restricted Stock | Minimum | ||
Equity Compensation Arrangement by Share-based Payment Award [Abstract] | ||
Vesting period (months) | 12 months | |
Restricted Stock | Maximum | ||
Equity Compensation Arrangement by Share-based Payment Award [Abstract] | ||
Vesting period (months) | 84 months | |
Performance Shares | ||
Equity Compensation Arrangement by Share-based Payment Award [Abstract] | ||
Fair value of awards vested | 1.1 | |
Number of performance awards granted | 202,000 | 183,000 |
Number of performance awards earned | 183,000 | |
Performance Shares | Minimum | ||
Equity Compensation Arrangement by Share-based Payment Award [Abstract] | ||
Vesting period (months) | 12 months | |
Performance awards, percentage range of target to be earned | 0.00% | 0.00% |
Performance Shares | Maximum | ||
Equity Compensation Arrangement by Share-based Payment Award [Abstract] | ||
Vesting period (months) | 60 months | |
Performance awards, percentage range of target to be earned | 132.00% | 133.00% |
Restricted Stock | ||
Equity Compensation Arrangement by Share-based Payment Award [Abstract] | ||
Number of restricted shares granted | 0 | 0 |
Fair value of awards vested | $0 | $0 |
Stock Options | ||
Equity Compensation Arrangement by Share-based Payment Award [Abstract] | ||
Maximum period for exercisable options (years and days) | 10 years 1 day |
Equity_Compensation_Equity_Com
Equity Compensation (Equity Compensation Expense And Related Income Tax Benefit Recognized) (Details) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Stock Options | ||
Equity Compensation Arrangement by Share-based Payment Award [Abstract] | ||
Pre-tax compensation expense | $17 | $30 |
Tax benefit | 7 | 12 |
Stock expense, net of tax | 10 | 18 |
Restricted Stock | ||
Equity Compensation Arrangement by Share-based Payment Award [Abstract] | ||
Pre-tax compensation expense | 1,017 | 995 |
Tax benefit | 402 | 401 |
Stock expense, net of tax | 615 | 594 |
Performance Shares | ||
Equity Compensation Arrangement by Share-based Payment Award [Abstract] | ||
Pre-tax compensation expense | 755 | 286 |
Tax benefit | 298 | 115 |
Stock expense, net of tax | $457 | $171 |
Equity_Compensation_Schedule_o
Equity Compensation (Schedule of Equity Compensation Stock Options Activity) (Details) (USD $) | 3 Months Ended | |
In Thousands, except Per Share data, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Equity Compensation Arrangement by Share-based Payment Award [Abstract] | ||
Number of Options Outstanding at beginning of period | 248 | |
Number of Options granted | 0 | 0 |
Number of Options exercised | -40 | |
Number of Options forfeited | 0 | |
Number of Options expired | 0 | |
Number of Options Outstanding at end of period | 208 | |
Number of Options Exercisable at end of period | 161 | |
Weighted Average Exercise Price Outstanding at beginning of period | $18.18 | |
Weighted Average Exercise Price Options granted | $0 | |
Weighted Average Exercise Price Options exercised | $17.47 | |
Weighted Average Exercise Price Options forfeited | $0 | |
Weighted Average Exercise Price Options expired | $0 | |
Weighted Average Exercise Price Outstanding at end of period | $18.32 | |
Weighted Average Exercise Price Exercisable at end of period | $17.77 | |
Weighted Average Remaining Contractual Term Outstanding at end of period, Years | 3 years 8 months 26 days | |
Weighted Average Remaining Contractual Term Exercisable at end of period, Years | 3 years 3 months 1 day | |
Aggregate Intrinsic Value Outstanding at end of period | $2,726 | |
Aggregate Intrinsic Value Exercisable at end of period | $2,194 |
Equity_Compensation_Schedule_o1
Equity Compensation (Schedule of Equity Compensation Restricted Stock Activity) (Details) (Restricted Stock, USD $) | 3 Months Ended | |
In Thousands, except Per Share data, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Restricted Stock | ||
Equity Compensation Arrangement by Share-based Payment Award [Abstract] | ||
Number of Restricted Shares Nonvested at beginning of period | 643 | |
Number of restricted shares granted | 0 | 0 |
Number of Restricted Shares vested | 0 | 0 |
Number of Restricted Shares forfeited | 0 | |
Number of Restricted Shares Nonvested at end of period | 643 | |
Weighted Average Grant Date Fair Value Nonvested at beginning of period | $22.92 | |
Weighted Average Grant Date Fair Value Shares granted | $0 | |
Weighted Average Grant Date Fair Value Shares vested | $0 | |
Weighted Average Grant Date Fair Value Shares forfeited | $0 | |
Weighted Average Grant Date Fair Value Nonvested at end of period | $22.92 |
Equity_Compensation_Schedule_o2
Equity Compensation (Schedule of Equity Compensation Performance Shares Activity) (Details) (Performance Shares, USD $) | 3 Months Ended | |
In Thousands, except Per Share data, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Performance Shares | ||
Equity Compensation Arrangement by Share-based Payment Award [Abstract] | ||
Number of Performance Shares Nonvested at beginning of period | 183 | |
Number of performance awards granted | 202 | 183 |
Number of Performance Shares vested | -37 | |
Number of Performance Shares forfeited | 0 | |
Number of Performance Shares Nonvested at end of period | 348 | |
Weighted Average Grant Date Fair Value Nonvested at beginning of period | $25.06 | |
Weighted Average Grant Date Fair Value Shares granted | $28.79 | |
Weighted Average Grant Date Fair Value Shares vested | $25.06 | |
Weighted Average Grant Date Fair Value Shares forfeited | $0 | |
Weighted Average Grant Date Fair Value Nonvested at end of period | $27.22 |
Equity_Compensation_Schedule_o3
Equity Compensation (Schedule of Equity Compensation Performance Award Valuation Assumptions) (Details) (Performance Shares, USD $) | 3 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2014 | |
Performance Shares | ||
Schedule of Share Based Payment Award Performance Award Valuation Assumptions [Abstract] | ||
Dividends per share (quarterly amounts) | $0.05 | $0.05 |
Risk-free interest rate | 1.60% | 1.50% |
Segment_Information_Narratives
Segment Information (Narratives) (Details) | 3 Months Ended |
Mar. 31, 2015 | |
Segments | |
Segment Reporting [Abstract] | |
Number of reportable segments | 2 |
Segment_Information_Summary_Of
Segment Information (Summary Of Segment Information) (Details) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Segment Reporting Information [Line Items] | ||
Revenues | $495,654 | $492,022 |
Operating Income | 38,185 | 23,441 |
Truckload Transportation Services | ||
Segment Reporting Information [Line Items] | ||
Revenues | 390,563 | 403,185 |
Operating Income | 35,842 | 20,780 |
Value Added Services | ||
Segment Reporting Information [Line Items] | ||
Revenues | 90,860 | 85,154 |
Operating Income | 2,449 | 1,855 |
Other Segment | ||
Segment Reporting Information [Line Items] | ||
Revenues | 13,985 | 3,989 |
Operating Income | -445 | 484 |
Corporate Segment | ||
Segment Reporting Information [Line Items] | ||
Revenues | 521 | 558 |
Operating Income | 339 | 322 |
Subtotal | ||
Segment Reporting Information [Line Items] | ||
Revenues | 495,929 | 492,886 |
Intersegment Elimination [Member] | ||
Segment Reporting Information [Line Items] | ||
Revenues | ($275) | ($864) |
Derivative_Financial_Instrumen1
Derivative Financial Instrument (Details) (USD $) | Mar. 31, 2015 |
In Millions, unless otherwise specified | |
Cash Flow Hedge Interest Rate Swap Details [Abstract] | |
Notional value of interest rate swap | $75 |
Fair value of interest rate swap | $2 |