Werner Enterprises (WERN) 10-Q 9 May 23 2023 Q1 Quarterly report Financial data

Cover

Cover - shares	3 Months Ended
	Mar. 31, 2023	May 05, 2023
Cover [Abstract]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Mar. 31, 2023
Document Transition Report	false
Entity File Number	0-14690
Entity Registrant Name	WERNER ENTERPRISES, INC.
Entity Incorporation, State or Country Code	NE
Entity Tax Identification Number	47-0648386
Entity Address, Address Line One	14507 Frontier Road
Entity Address, Address Line Two	Post Office Box 45308
Entity Address, City or Town	Omaha
Entity Address, State or Province	NE
Entity Address, Postal Zip Code	68145-0308
City Area Code	402
Local Phone Number	895-6640
Title of 12(b) Security	Common Stock, $0.01 Par Value
Trading Symbol	WERN
Security Exchange Name	NASDAQ
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		63,376,934
Amendment Flag	false
Document Fiscal Year Focus	2023
Document Fiscal Period Focus	Q1
Entity Central Index Key	0000793074
Current Fiscal Year End Date	--12-31

CONSOLIDATED STATEMENTS OF INCO

CONSOLIDATED STATEMENTS OF INCOME - USD ($) shares in Thousands, $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Income Statement [Abstract]
Operating revenues	$ 832,714	$ 764,605
Operating expenses:
Salaries, wages and benefits	268,315	241,996
Fuel	91,414	88,421
Supplies and maintenance	68,225	57,025
Taxes and licenses	25,425	23,833
Insurance and claims	36,485	27,492
Depreciation and amortization	74,313	67,229
Rent and purchased transportation	220,224	185,237
Communications and utilities	4,733	3,926
Other	(9,806)	(14,065)
Total operating expenses	779,328	681,094
Operating income	53,386	83,511
Other expense (income):
Interest expense	7,916	1,439
Interest income	(1,552)	(275)
Loss on investments in equity securities	81	9,806
Other	7	73
Total other expense, net	6,452	11,043
Income before income taxes	46,934	72,468
Income tax expense	11,400	17,433
Net income	35,534	55,035
Net income attributable to noncontrolling interest	(310)	(1,286)
Net income attributable to Werner	$ 35,224	$ 53,749
Earnings per share:
Basic	$ 0.56	$ 0.82
Diluted	$ 0.55	$ 0.82
Weighted-average common shares outstanding:
Basic	63,306	65,543
Diluted	63,695	65,878

CONSOLIDATED STATEMENTS OF COMP

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Statement of Comprehensive Income [Abstract]
Net income	$ 35,534	$ 55,035
Other comprehensive income (loss):
Foreign currency translation adjustments	3,001	1,153
Change in fair value of interest rate swaps, net of tax	(973)	3,631
Other comprehensive income, net	2,028	4,784
Comprehensive income	37,562	59,819
Comprehensive income attributable to noncontrolling interest	(310)	(1,286)
Comprehensive income attributable to Werner	$ 37,252	$ 58,533

CONSOLIDATED CONDENSED BALANCE

CONSOLIDATED CONDENSED BALANCE SHEETS - USD ($) $ in Thousands	Mar. 31, 2023	Dec. 31, 2022
Current assets:
Cash and cash equivalents	$ 129,591	$ 107,240
Accounts receivable, trade, less allowance of $10,240 and $10,271, respectively	460,999	518,815
Other receivables	29,400	29,875
Inventories and supplies	14,926	14,527
Prepaid taxes, licenses and permits	13,956	17,699
Other current assets	60,904	74,459
Total current assets	709,776	762,615
Property and equipment	2,875,063	2,885,641
Less – accumulated depreciation	1,020,469	1,060,365
Property and equipment, net	1,854,594	1,825,276
Goodwill	129,104	132,717
Intangible assets, net	94,030	81,502
Other non-current assets	328,812	295,145
Total assets	3,116,316	3,097,255
Current liabilities:
Accounts payable	128,955	124,483
Current portion of long-term debt	5,000	6,250
Insurance and claims accruals	80,738	78,620
Accrued payroll	43,541	49,793
Accrued expenses	20,057	20,358
Other current liabilities	25,038	30,016
Total current liabilities	303,329	309,520
Long-term debt, net of current portion	686,250	687,500
Other long-term liabilities	58,567	59,677
Insurance and claims accruals, net of current portion	245,900	244,946
Deferred income taxes	312,724	313,278
Total liabilities	1,606,770	1,614,921
Commitments and contingencies
Temporary equity - redeemable noncontrolling interest	39,009	38,699
Stockholders’ equity:
Common stock	805	805
Paid-in capital	128,050	129,837
Retained earnings	1,902,858	1,875,873
Accumulated other comprehensive loss	(9,264)	(11,292)
Treasury stock, at cost; 17,156,602 and 17,310,533 shares, respectively	(551,912)	(551,588)
Total stockholders’ equity	1,470,537	1,443,635
Total liabilities, temporary equity and stockholders’ equity	$ 3,116,316	$ 3,097,255

CONSOLIDATED CONDENSED BALANC_2

CONSOLIDATED CONDENSED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands	Mar. 31, 2023	Dec. 31, 2022
Current assets:
Allowance for doubtful trade accounts receivable	$ 10,240	$ 10,271
Stockholders’ equity:
Common stock, par value (in dollars per share)	$ 0.01	$ 0.01
Common stock, shares authorized (in shares)	200,000,000	200,000,000
Common stock, shares issued (in shares)	80,533,536	80,533,536
Common stock, shares outstanding (in shares)	63,376,934	63,223,003
Treasury stock, shares (in shares)	17,156,602	17,310,533

CONSOLIDATED STATEMENTS OF CASH

CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Cash flows from operating activities:
Net income	$ 35,534	$ 55,035
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	74,313	67,229
Deferred income taxes	(111)	(254)
Gain on disposal of property and equipment	(18,339)	(20,458)
Non-cash equity compensation	3,403	3,026
Insurance and claims accruals, net of current portion	954	4,470
Loss on investments in equity securities	81	9,806
Other	(417)	(2,080)
Changes in certain working capital items:
Accounts receivable, net	57,866	11,279
Other current assets	17,336	13,152
Accounts payable	6,484	12,330
Other current liabilities	(10,257)	1,422
Net cash provided by operating activities	166,847	154,957
Cash flows from investing activities:
Additions to property and equipment	(161,764)	(73,629)
Proceeds from sales of property and equipment	59,021	36,555
Net cash invested in acquisition	(188)	705
Payment to acquire equity method investment	(2,125)	0
Issuance of notes receivable	(25,000)	0
Decrease in notes receivable	826	1,831
Net cash used in investing activities	(129,230)	(34,538)
Cash flows from financing activities:
Repayments of short-term debt	(2,500)	(1,250)
Repayments of long-term debt	0	(100,000)
Proceeds from issuance of long-term debt	0	100,000
Dividends on common stock	(8,220)	(7,895)
Repurchases of common stock	0	(36,180)
Tax withholding related to net share settlements of restricted stock awards	(5,514)	(3,658)
Net cash used in financing activities	(16,234)	(48,983)
Effect of exchange rate fluctuations on cash	968	317
Net increase in cash and cash equivalents	22,351	71,753
Cash and cash equivalents, beginning of period	107,240	54,196
Cash and cash equivalents, end of period	129,591	125,949
Supplemental disclosures of cash flow information:
Interest paid	8,244	1,536
Income taxes paid	219	837
Supplemental schedule of non-cash investing and financing activities:
Notes receivable issued upon sale of property and equipment	756	1,613
Change in fair value of interest rate swaps	(973)	3,631
Property and equipment acquired included in accounts payable	4,008	13,671
Property and equipment disposed included in other receivables	110	154
Dividends accrued but not yet paid at end of period	8,239	7,807
Contingent consideration associated with acquisitions	$ (800)	$ 0

CONSOLIDATED STATEMENTS OF STOC

CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY AND TEMPORARY EQUITY - REDEEMABLE NONCONTROLLING INTEREST - USD ($) $ in Thousands	Total	Common Stock	Paid-In Capital	Retained Earnings	Accumulated Other Comprehensive Loss	Treasury Stock
Beginning balance at Dec. 31, 2021	$ 1,327,550	$ 805	$ 121,904	$ 1,667,104	$ (20,604)	$ (441,659)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income attributable to Werner	53,749			53,749
Net income attributable to noncontrolling interest	0
Other comprehensive income	4,784				4,784
Purchases of common stock	(36,180)					(36,180)
Dividends on common stock	(7,807)			(7,807)
Equity compensation activity	(3,658)		(3,773)			115
Non-cash equity compensation expense	3,026		3,026
Ending balance at Mar. 31, 2022	1,341,464	805	121,157	1,713,046	(15,820)	(477,724)
Beginning balance at Dec. 31, 2021	35,947
Increase (Decrease) in Temporary Equity [Roll Forward]
Net income attributable to noncontrolling interest	1,286
Ending balance at Mar. 31, 2022	37,233
Beginning balance at Dec. 31, 2022	1,443,635	805	129,837	1,875,873	(11,292)	(551,588)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income attributable to Werner	35,224			35,224
Net income attributable to noncontrolling interest	0
Other comprehensive income	2,028				2,028
Dividends on common stock	(8,239)			(8,239)
Equity compensation activity	(5,514)		(5,190)			(324)
Non-cash equity compensation expense	3,403		3,403
Ending balance at Mar. 31, 2023	1,470,537	$ 805	$ 128,050	$ 1,902,858	$ (9,264)	$ (551,912)
Beginning balance at Dec. 31, 2022	38,699
Increase (Decrease) in Temporary Equity [Roll Forward]
Net income attributable to noncontrolling interest	310
Ending balance at Mar. 31, 2023	$ 39,009

CONSOLIDATED STATEMENTS OF ST_2

CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY AND TEMPORARY EQUITY - REDEEMABLE NONCONTROLLING INTEREST (Parenthetical) - $ / shares	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Statement of Stockholders' Equity [Abstract]
Dividends declared (in dollars per share)	$ 0.13	$ 0.12
Purchase of common stock (in shares)		845,100
Equity compensation activity (in shares)	153,931	112,751

Basis of Presentation and Recen

Basis of Presentation and Recent Accounting Pronouncements	3 Months Ended
	Mar. 31, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Basis of Presentation and Recent Accounting Pronouncements	Basis of Presentation and Recent Accounting Pronouncements Basis of Presentation The accompanying unaudited interim consolidated financial statements include the accounts of Werner Enterprises, Inc. and its subsidiaries (collectively, the “Company” or “Werner”). Noncontrolling interest on the consolidated condensed balance sheets represents the portion of a consolidated entity in which we do not have a direct equity ownership. In these notes, the terms “we,” “us,” or “our” refer to Werner Enterprises, Inc. and its subsidiaries. All significant intercompany accounts and transactions relating to these entities have been eliminated. These consolidated financial statements have been prepared in accordance with the U.S. Securities and Exchange Commission (SEC) instructions to Form 10-Q and, in the opinion of management, reflect all adjustments, which are all of normal recurring nature, necessary to present fairly the financial condition, results of operations and cash flows for the periods presented in conformity with U.S. generally accepted accounting principles (“GAAP”). These consolidated financial statements do not include all information and footnotes required by GAAP for complete financial statements; although in management’s opinion, the disclosures are adequate so that the information presented is not misleading. Operating results for the three months ended March 31, 2023 are not necessarily indicative of the results that may be expected for the year ending December 31, 2023. In the opinion of management, the information set forth in the accompanying consolidated condensed balance sheets is fairly stated in all material respects in relation to the consolidated balance sheets from which it has been derived. These consolidated financial statements and notes thereto should be read in conjunction with the consolidated financial statements and accompanying notes contained in our 2022 Form 10-K.

Business Acquisitions

Business Acquisitions	3 Months Ended
	Mar. 31, 2023
Business Combination and Asset Acquisition [Abstract]
Business Acquisitions	Business Acquisitions Developments during the three months ended March 31, 2023 related to our 2022 business acquisitions are discussed below. ReedTMS On November 5, 2022, we acquired 100% of the equity interests in Reed Transport Services, Inc. and RTS-TMS, Inc., doing business as ReedTMS Logistics (“ReedTMS”), for a total purchase price of $108.6 million after including the impacts of working capital adjustments, cash acquired, net present value of future insurance payments, and contingent consideration. ReedTMS is an asset-light logistics provider and dedicated truckload carrier that offers a comprehensive suite of freight brokerage and truckload solutions to a diverse customer base. The results of operations for ReedTMS are included in our consolidated financial statements beginning November 5, 2022. Pro forma information for this acquisition is not provided as it did not have a material impact on our consolidated operating results. The following table summarizes the provisional purchase price allocation for ReedTMS, including any adjustments during the three months ended March 31, 2023 (in thousands): November 5, 2022 Adjustments (1) November 5, 2022 Purchase Price Cash consideration paid $ 116,989 $ — $ 116,989 (2) Cash and cash equivalents acquired (12,120) — (12,120) Contingent consideration arrangement 5,000 (800) 4,200 (3) Working capital surplus (deficiency) (689) 188 (501) Total purchase price (fair value of consideration) 109,180 (612) 108,568 Purchase Price Allocation Current assets 52,531 49 52,580 Property and equipment 35,000 (12,485) 22,515 Intangible assets 12,000 15,300 27,300 Other non-current assets 7,927 (1) 7,926 Total assets acquired 107,458 2,863 110,321 Current liabilities (45,497) (389) (45,886) Other long-term liabilities (5,622) 527 (5,095) Total liabilities assumed (51,119) 138 (50,981) Goodwill $ 52,841 $ (3,613) $ 49,228 (1) No material statement of income effects were identified with these adjustments. (2) Includes $0.9 million related to the net present value of future insurance payments. At closing, $11.5 million of the cash consideration was placed in escrow to secure certain indemnification obligations of the sellers and to cover post-closing adjustments. During the three months ended March 31, 2023, we received $2.1 million from escrow for post-closing adjustments. The remaining balance of the escrow, except for $0.5 million, was returned to the sellers. In exchange, the sellers obtained a $10.0 million Standby Letter of Credit with the Company named as beneficiary. (3) The contingent earnout liability is recorded in other long-term liabilities on the consolidated condensed balance sheets as of March 31, 2023 and December 31, 2022 . For additional information regarding the valuation of the contingent liability, see Note 6 – Fair Value. Baylor On October 1, 2022, we acquired 100% of the equity interests in FAB9, Inc., doing business as Baylor Trucking, Inc. (“Baylor”), for a total purchase price of $89.0 million after including the impacts of working capital adjustments, cash acquired, and contingent consideration. Baylor operates in the east central and south central United States. The results of operations for Baylor are included in our consolidated financial statements beginning October 1, 2022. Pro forma information for this acquisition is not provided as it did not have a material impact on our consolidated operating results. No measurement period adjustments were recorded during the three months ended March 31, 2023. Purchase Price Allocations We accounted for the ReedTMS and Baylor purchases using the acquisition method of accounting under GAAP. The purchase price of each acquisition has been allocated to the assets acquired and liabilities assumed using market data and valuation techniques. The estimated fair values of the assets acquired and liabilities assumed are considered provisional for ReedTMS and Baylor, pending the completion of acquired tangible assets valuations, independent valuations of certain acquired intangible assets, and calculations of deferred taxes based upon the underlying tax basis of assets acquired and liabilities assumed. The determination of estimated fair values requires management to make significant estimates and assumptions. We believe that the information available provides a reasonable basis for estimating the values of assets acquired and liabilities assumed in the ReedTMS and Baylor acquisitions; however, these provisional estimates may be adjusted upon the availability of new information regarding facts and circumstances which existed at the acquisition dates, and such adjustments may impact future earnings. We expect to finalize the valuation of assets and liabilities for ReedTMS and Baylor as soon as practicable, but not later than one year from the respective acquisition dates. Any adjustments to the initial estimates of the fair value of the

Revenue

Revenue	3 Months Ended
	Mar. 31, 2023
Revenue from Contract with Customer [Abstract]
Revenue	Revenue Revenue Recognition Revenues are recognized over time as control of the promised services is transferred to our customers, in an amount that reflects the consideration we expect to be entitled to in exchange for those services. The following table presents our revenues disaggregated by revenue source (in thousands): Three Months Ended 2023 2022 Truckload Transportation Services $ 588,330 $ 558,417 Werner Logistics 228,669 189,008 Inter-segment eliminations (5,261) (722) Transportation services 811,738 746,703 Other revenues 20,976 17,902 Total revenues $ 832,714 $ 764,605 The following table presents our revenues disaggregated by geographic areas in which we conduct business (in thousands). Operating revenues for foreign countries include revenues for (i) shipments with an origin or destination in that country and (ii) other services provided in that country. If both the origin and destination are in a foreign country, the revenues are attributed to the country of origin. Three Months Ended 2023 2022 United States $ 782,293 $ 710,904 Mexico 41,813 43,291 Other 8,608 10,410 Total revenues $ 832,714 $ 764,605 Contract Balances and Accounts Receivable A receivable is an unconditional right to consideration and is recognized when shipments have been completed and the related performance obligation has been fully satisfied. At March 31, 2023 and December 31, 2022, the accounts receivable, trade, net, balance was $461.0 million and $518.8 million, respectively. Contract assets represent a conditional right to consideration in exchange for goods or services and are transferred to receivables when the rights become unconditional. At March 31, 2023 and December 31, 2022, the balance of contract assets was $7.3 million and $8.9 million, respectively. We have recognized contract assets within the other current assets financial statement caption on the consolidated condensed balance sheets. These contract assets are considered current assets as they will be settled in less than 12 months. Contract liabilities represent advance consideration received from customers and are recognized as revenues over time as the related performance obligation is satisfied. A t March 31, 2023 and December 31, 2022, t he balance of contract liabilities was $1.2 million and $0.9 million, respectively . The amount of revenues recognized in the three months ended March 31, 2023 that was included in the December 31, 2022 contract liability balance was $0.9 million. We have recognized contract liabilities within the accounts payable and other current liabilities financial statement captions on the consolidated condensed balance sheets. These contract liabilities are considered current liabilities as they will be settled in less than 12 months. Performance Obligations We have elected to apply the practical expedient in Accounting Standards Codification (“ASC”) Topic 606, Revenue From Contracts With Customers , to not disclose the value of remaining performance obligations for contracts with an original expected length of one year or less. Remaining performance obligations represent the transaction price allocated to future reporting periods for freight shipments started but not completed at the reporting date that we expect to recognize as revenue in the period subsequent to the reporting date; transit times generally average approximately 3 days. During the three months ended March 31, 2023 and 2022, revenues recognized from performance obligations related to prior periods (for example, due to changes in transaction price) were not material.

Goodwill and Intangible Assets

Goodwill and Intangible Assets	3 Months Ended
	Mar. 31, 2023
Goodwill and Intangible Assets Disclosure [Abstract]
Goodwill and Intangible Assets	Goodwill and Intangible Assets Goodwill represents the excess of cost over the fair value of net identifiable tangible and intangible assets acquired in business combinations. The following table summarizes changes in the carrying amount of goodwill by segment for the three months ended March 31, 2023 (in thousands): TTS Werner Logistics Total Balance as of December 31, 2022 $ 53,897 $ 78,820 $ 132,717 Purchase accounting adjustments (1) (7,841) 4,228 (3,613) Balance as of March 31, 2023 $ 46,056 $ 83,048 $ 129,104 (1) The purchase accounting adjustments consist of post-closing adjustments related to net assets assumed in the acquisition of ReedTMS. For additional information regarding these purchase accounting adjustments, see Note 2. The following table presents acquired intangible assets (in thousands): March 31, 2023 December 31, 2022 Gross Carrying Amount Accumulated Amortization Net Carrying Amount Gross Carrying Amount Accumulated Amortization Net Carrying Amount Customer relationships $ 80,200 $ (7,974) $ 72,226 $ 64,900 $ (5,714) $ 59,186 Trade names 24,600 (2,796) 21,804 24,600 (2,284) 22,316 Total intangible assets $ 104,800 $ (10,770) $ 94,030 $ 89,500 $ (7,998) $ 81,502

Leases

Leases	3 Months Ended
	Mar. 31, 2023
Leases [Abstract]
Leases	Leases We have entered into operating leases primarily for real estate. The leases have terms which range from 1 year to 18 years, and some include options to renew. Renewal terms are included in the lease term when it is reasonably certain that we will exercise the option to renew. Operating leases are included in other non-current assets, other current liabilities and other long-term liabilities on the consolidated condensed balance sheets. These assets and liabilities are recognized based on the present value of future minimum lease payments over the lease term at commencement date, using our incremental borrowing rate because the rate implicit in each lease is not readily determinable. We have certain contracts for real estate that may contain lease and non-lease components which we have elected to treat as a single lease component. Lease expense for operating leases is recognized on a straight-line basis over the lease term. Variable lease expense is recognized in the period in which the obligation for those payments is incurred. Lease expense is reported in rent and purchased transportation on the consolidated statements of income. The following table presents balance sheet and other operating lease information (dollars in thousands): March 31, 2023 December 31, 2022 Balance Sheet Classification Right-of-use assets (recorded in other non-current assets) $ 39,805 $ 40,963 Current lease liabilities (recorded in other current liabilities) $ 9,388 $ 9,396 Long-term lease liabilities (recorded in other long-term liabilities) 31,827 32,897 Total operating lease liabilities $ 41,215 $ 42,293 Other Information Weighted-average remaining lease term for operating leases 6.29 years 6.43 years Weighted-average discount rate for operating leases 3.4 % 3.3 % The following table presents the maturities of operating lease liabilities as of March 31, 2023 (in thousands): Maturity of Lease Liabilities 2023 (remaining) $ 8,040 2024 9,950 2025 7,853 2026 5,937 2027 3,997 Thereafter 9,548 Total undiscounted operating lease payments $ 45,325 Less: Imputed interest (4,110) Present value of operating lease liabilities $ 41,215 Cash Flows During the three months ended March 31, 2023 and 2022, right-of-use assets of $1.5 million and $10.2 million, respectively, were recognized as non-cash asset additions that resulted from new operating lease liabilities. Cash paid for amounts included in the present value of operating lease liabilities was $2.9 million and $1.8 million for the three months ended March 31, 2023 and 2022, respectively, and are included in operating cash flows. Operating Lease Expense Operating lease expense was $6.2 million and $5.1 million for the three months ended March 31, 2023 and 2022, respectively. This expense included $3.0 million and $2.1 million for long-term operating leases for the three months ended March 31, 2023 and 2022, respectively, with the remainder for variable and short-term lease expense . Lessor Operating Leases We are the lessor of tractors and trailers under operating leases with initial terms of 2 to 10 years. We recognize revenue for such leases on a straight-line basis over the term of the lease. Revenues 2023 (remaining) $ 6,907 2024 1,875 2025 307 2026 316 2027 80 Thereafter — Total $ 9,485

Fair Value

Fair Value	3 Months Ended
	Mar. 31, 2023
Fair Value Disclosures [Abstract]
Fair Value Disclosures	Fair Value Fair Value Measurement — Definition and Hierarchy ASC 820-10, Fair Value Measurement , defines fair value as the price that would be received to sell an asset or paid to transfer a liability (an exit price) in an orderly transaction between market participants at the measurement date. ASC 820-10 establishes a hierarchy for inputs used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available. Observable inputs reflect the assumptions market participants would use in pricing the asset or liability, developed based on market data obtained from sources independent of the Company. Unobservable inputs reflect our own assumptions about the assumptions market participants would use in pricing the asset or liability, developed based on the best information available in the circumstances. The fair value hierarchy prioritizes the inputs to valuation techniques used to measure fair value into three broad levels, as follows: Level 1 — Quoted prices (unadjusted) in active markets for identical assets or liabilities that we have the ability to access. Level 2 — Inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. Such inputs include quoted prices in markets that are not active, quoted prices for similar assets and liabilities in active and inactive markets, inputs other than quoted prices that are observable for the asset or liability and inputs that are derived principally from or corroborated by observable market data by correlation or other means. Level 3 — Unobservable inputs for the asset or liability, where there is little, if any, observable market activity or data for the asset or liability. In general, and where applicable, we use quoted prices in active markets for identical assets or liabilities to determine fair value. This pricing methodology applies to our Level 1 assets and liabilities. If quoted prices in active markets for identical assets and liabilities are not available to determine fair value, then we use quoted prices for similar assets and liabilities or inputs other than the quoted prices that are observable, either directly or indirectly. This pricing methodology would apply to Level 2 assets and liabilities. The following table presents the fair value hierarchy for our assets and liabilities measured at fair value on a recurring basis (in thousands): Level in Fair Value March 31, 2023 December 31, 2022 Assets: Other non-current assets: Equity securities (1) 1 $ 642 $ 723 Liabilities: Other long-term liabilities: Contingent consideration associated with acquisitions 3 $ 12,877 $ 13,400 (1) Represents our investments in autonomous technology companies. For additional information regarding the valuation of these equity securities, see Note 7 – Investments. The following table presents changes in the fair value of our contingent earnout liabilities (in thousands): Three Months Ended 2023 2022 Balance at beginning of period $ 13,400 $ 2,500 Measurement period adjustment associated with the acquisition of ReedTMS (1) (800) — Change in fair value 277 — Balance at end of period $ 12,877 $ 2,500 (1) The measurement period adjustment was recorded in goodwill on the consolidated condensed balance sheet. The estimated fair values of our contingent consideration arrangements are based upon probability-adjusted inputs for each acquired entity. Additionally, as the liability is stated at present value, the passage of time alone will increase the estimated fair value of the liability each reporting period. Any changes in fair value will be recorded in other operating expenses on the consolidated statements of income. Our ownership interests in Mastery Logistics Systems, Inc. (“MLSI”) and Fleet Defender, Inc. do not have readily determinable fair values and are accounted for using the measurement alternative in ASC 321, Investments - Equity Securities . Our ownership interest in Autotech Fund III, L.P. (“Autotech Fund III”) is accounted for under ASC 323, “ Investments - Equity Method and Joint Ventures .” For additional information regarding the valuation of these investments, see Note 7 – Investments. Fair Value of Financial Instruments Not Recorded at Fair Value Cash and cash equivalents, accounts receivable trade, and accounts payable are short-term in nature and accordingly are carried at amounts that approximate fair value. The carrying amount of our fixed-rate debt not measured at fair value on a recurring basis was $91.3 million and $93.8 million as of March 31, 2023 and December 31, 2022, respectively. The estimated fair value of our fixed-rate debt using the income approach, based on its net present value, discounted at our current borrowing rate, was $85.9 million and $87.2 million as of March 31, 2023 and December 31, 2022, respectively (categorized as Level 2 of the fair value hierarchy). The carrying amount

Investments

Investments	3 Months Ended
	Mar. 31, 2023
Equity Method Investments and Joint Ventures [Abstract]
Investments	Investments Equity Investments without Readily Determinable Fair Values Our strategic equity investments without readily determinable fair values include MLSI, a transportation management systems company, and Fleet Defender, Inc., a platform cybersecurity company for fleet owners. MLSI is developing a cloud-based transportation management system using MLSI's SaaS technology which we have agreed to license. These investments are being accounted for under ASC 321 using the measurement alternative and are recorded in other noncurrent assets on the consolidated condensed balance sheets. We record changes in the values of these investments based on events that occur that would indicate the values have changed, in loss (gain) on investments in equity securities on the consolidated statements of income. As of March 31, 2023 and December 31, 2022, the value of our investment in MLSI was $86.8 million and the value of our investment in Fleet Defender, Inc. was $250 thousand. There was no activity related to our equity investments without readily determinable fair values during the three months ended March 31, 2023 and 2022. As of March 31, 2023, cumulative upward adjustments on our equity securities without readily determinable fair values totaled $56.8 million. Equity Investments with Readily Determinable Fair Values We own strategic minority equity investments in autonomous technology companies, which are being accounted for under ASC 321 and are recorded in other noncurrent assets on the consolidated condensed balance sheets. We record changes in the value of these investments, based on the share prices reported by Nasdaq, in loss (gain) on investments in equity securities on the consolidated statements of income. As of March 31, 2023 and December 31, 2022, the value of these investments was $0.6 million and $0.7 million, respectively. We recognized an unrealized loss of $0.1 million and $9.8 million on these investments for the three months ended March 31, 2023 and 2022, respectively. For additional information regarding the fair value of these equity investments, see Note 6 – Fair Value. Equity Method Investment In January 2023, we committed to make a $20.0 million investment in Autotech Fund III pursuant to a limited partnership agreement. Autotech Fund III is managed by Autotech Ventures, a venture capital firm focused on ground transportation technology. Our interest, which represents an ownership percentage of less than 20%, is being accounted for under ASC 323, “ Investments - Equity Method and Joint Ventures

Notes Receivable

Notes Receivable	3 Months Ended
	Mar. 31, 2023
Receivables [Abstract]
Notes Receivable	Notes ReceivableWe provide financing to some individuals who want to become independent contractors by purchasing a tractor from us and leasing their services to us. We maintain a primary security interest in the tractor until the independent contractor pays the note balance in full. On January 24, 2023, we purchased a $25.0 million subordinated promissory note from MLSI with a maturity date of January 24, 2030. The proceeds of the promissory note may be used by MLSI for working capital and general business purposes, including a limited amount for possible repayment of certain advances. There are no scheduled principal payments due on the MLSI promissory note until the maturity date, and interest accrues at 7.5% compounded annually, with the first accrued interest payment due on January 24, 2028, and at the end of each calendar year thereafter. The independent contractor notes receivable, MLSI subordinated promissory note, and other notes receivable are included in other current assets and other non-current assets in the consolidated balance sheets. The following table presents our notes receivable (in thousands): March 31, 2023 December 31, 2022 Independent contractor notes receivable $ 8,080 $ 8,287 MLSI subordinated promissory note 25,000 — Other notes receivable 8,058 7,921 Notes receivable 41,138 16,208 Less current portion 2,654 2,691 Notes receivable – non-current $ 38,484 $ 13,517 We also provide financing to some individuals who attended our driver training schools. The student notes receivable is included in other receivables and other non-current assets in the consolidated balance sheets. The following table presents our student notes receivable (in thousands): March 31, 2023 December 31, 2022 Student notes receivable $ 62,971 $ 63,351 Allowance for doubtful student notes receivable (22,885) (23,491) Total student notes receivable, net of allowance 40,086 39,860 Less current portion, net of allowance 13,194 12,574 Student notes receivable – non-current $ 26,892 $ 27,286

Debt and Credit Facilities

Debt and Credit Facilities	3 Months Ended
	Mar. 31, 2023
Debt Disclosure [Abstract]
Debt and Credit Facilities	Debt and Credit Facilities On December 20, 2022, we entered into a $1.075 billion unsecured credit facility with a group of lenders (the “2022 Credit Agreement”), replacing our previous unsecured credit facility with BMO Harris Bank N.A. (“BMO Harris”), dated May 14, 2019, as amended, and the credit agreement with Wells Fargo Bank, National Association, dated March 25, 2022. The 2022 Credit Agreement is scheduled to mature on December 20, 2027 and has a $100.0 million maximum limit for the aggregate amount of letters of credit issued. Revolving credit loans drawn under the 2022 Credit Agreement bear interest, at our option, at (i) the Base Rate (the highest of (a) the Prime Rate, (b) the Federal Funds Rate plus 0.50%, or (c) the one-month Term SOFR plus 1.10%), plus a margin ranging between 0.125% and 0.750%, or (ii) Term SOFR plus 0.10% and a margin ranging between 1.125% and 1.750%. Swingline loans drawn under the 2022 Credit Agreement bear interest at the Base Rate, as defined above, plus a margin ranging between 0.125% and 0.750%. The 2022 Credit Agreement also requires us to pay quarterly (i) a letter of credit commission on the daily amount available to be drawn under such standby letters of credit at rates ranging between 1.125% and 1.750% per annum and (ii) a nonrefundable commitment fee on the average daily unused amount of the commitment at rates ranging between 0.125% and 0.250% per annum. The margin, letter of credit commission, and commitment fee rates are based on our ratio of net funded debt to earnings before interest, income taxes, depreciation and amortization (“EBITDA”). There are no scheduled principal payments due on the 2022 Credit Agreement until the maturity date, and interest is payable in arrears at periodic intervals not to exceed three months. On June 30, 2021, we entered into a $100.0 million unsecured fixed-rate term loan commitment with BMO Harris, with quarterly principal payments of $1.25 million and a final payment of principal and interest due and payable on May 14, 2024 ("BMO Term Loan"). The outstanding principal balance of the BMO Term Loan bears interest at a fixed rate of 1.28%, payable quarterly in arrears. As of March 31, 2023 and December 31, 2022, our outstanding debt totaled $691.3 million and $693.8 million, respectively. As of March 31, 2023, we had an outstanding revolving credit loan balance of $600.0 million under the 2022 Credit Agreement, including (i) $450.0 million at a variable interest rate of 6.11% and (ii) $150.0 million which is effectively fixed at 2.88% with two interest rate swap agreements through May 14, 2024. In addition, as of March 31, 2023, we had $91.3 million outstanding under the BMO Term Loan at a fixed interest rate of 1.28%. The $1.075 billion of borrowing capacity under our 2022 Credit Agreement at March 31, 2023, is further reduced by $60.4 million in stand-by letters of credit under which we are obligated. Availability of such funds under the current debt agreements is conditional upon various customary terms and covenants. Such covenants include, among other things, two financial covenants requiring us (i) not to exceed a maximum ratio of net funded debt to EBITDA and (ii) to exceed a minimum ratio of EBITDA to interest expense. As of March 31, 2023, we were in compliance with these covenants. At March 31, 2023, the aggregate future maturities of long-term debt by year are as follows (in thousands): 2023 (remaining) $ 3,750 2024 87,500 2025 — 2026 — 2027 600,000 Total $ 691,250

Commitments And Contingencies

Commitments And Contingencies	3 Months Ended
	Mar. 31, 2023
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Commitments and Contingencies We have committed to property and equipment purchases of approximately $271.4 million at March 31, 2023 . We are involved in certain claims and pending litigation, including those described herein, arising in the ordinary course of business. The majority of these claims relate to bodily injury, property damage, cargo and workers’ compensation incurred in the transportation of freight, as well as certain class action litigation related to personnel and employment matters. We accrue for the uninsured portion of contingent losses from these and other pending claims when it is both probable that a liability has been incurred and the amount of the loss can be reasonably estimated. Based on the knowledge of the facts, management believes the resolution of claims and pending litigation, taking into account existing reserves, will not have a material adverse effect on our consolidated financial statements. Moreover, the results of complex legal proceedings are difficult to predict, and our view of these matters may change in the future as the litigation and related events unfold. On May 17, 2018, in Harris County District Court in Houston, Texas, a jury rendered an adverse verdict against the Company in a lawsuit arising from a December 30, 2014 accident between a Werner tractor-trailer and a passenger vehicle. On July 30, 2018, the court entered a final judgment against Werner for $92.0 million, including pre-judgment interest. The Company has premium-based liability insurance to cover the potential outcome from this jury verdict. Under the Company’s insurance policies in effect on the date of this accident, the Company’s maximum liability for this accident is $10.0 million (plus pre-judgment and post-judgment interest) with premium-based coverage that exceeds the jury verdict amount. As a result of this jury verdict, the Company had recorded a liability of $35.5 million as of March 31, 2023, and $34.1 million as of December 31, 2022. Under the terms of the Company’s insurance policies, the Company is the primary obligor of the verdict, and as such, the Company has also recorded a $79.2 million receivable from its third-party insurance providers in other non-current assets and a corresponding liability of the same amount in the long-term portion of insurance and claims accruals in the consolidated condensed balance sheets as of March 31, 2023 and December 31, 2022. The Company is pursuing an appeal of this verdict. No assurances can be given regarding the outcome of any such appeal. We have been involved in class action litigation in the U.S. District Court for the District of Nebraska, in which the plaintiffs allege that we owe drivers for unpaid wages under the Fair Labor Standards Act (“FLSA”) and the Nebraska Wage Payment and Collection Act and that we failed to pay minimum wage per hour for drivers in our Career Track Program, related to short break time and sleeper berth time. The period covered by this class action suit is August 2008 through March 2014. The case was tried to a jury in May 2017, resulting in a verdict of $0.8 million in plaintiffs’ favor on the short break matter and a verdict in our favor on the sleeper berth matter. As a result of various post-trial motions, the court awarded $0.5 million to the plaintiffs for attorney fees and costs. Plaintiffs appealed the post-verdict amounts awarded by the trial court for fees, costs and liquidated damages, and the Company filed a cross appeal on the verdict that was in plaintiffs’ favor. The United States Court of Appeals for the Eighth Circuit denied Plaintiffs’ appeal and granted Werner’s appeal, vacating the judgment in favor of the plaintiffs. The appellate court sent the case back to the trial court for proceedings consistent with the appellate court’s opinion. On June 22, 2020, the trial court denied Plaintiffs’ request for a new trial and entered judgment in favor of the Company, dismissing the case with prejudice. On July 21, 2020, Plaintiffs’ counsel filed a notice of appeal of that dismissal. On August 3, 2022, the Eighth Circuit Court of Appeals vacated the district court’s judgment and remanded the case, for the trial court to determine whether the plaintiffs should be granted a new trial on the short break claim. On January 10, 2023, the trial court denied Plaintiff’s motion for a new trial and entered judgment in Werner’s favor on all claims. As of March 31, 2023, we have an accrual for the jury’s award, attorney fees and costs in the short break matter and had not accrued for the sleeper berth matter. We are also involved in certain class action litigation in which the plaintiffs allege claims for failure to provide meal and rest breaks, unpaid wages, unauthorized deductions and other items. Based on the knowledge of the facts, management does not currently believe the outcome of these class actions is likely to have a material adverse effect on our financial position or results of operations. However, the final disposition of these matters and the impact of such final dispositions cannot be determined at this time.

Earnings Per Share

Earnings Per Share	3 Months Ended
	Mar. 31, 2023
Earnings Per Share [Abstract]
Earnings Per Share	Earnings Per Share Basic earnings per share is computed by dividing net income attributable to Werner by the weighted average number of common shares outstanding during the period. Diluted earnings per share is computed by dividing net income attributable to Werner 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 restricted stock awards. Performance awards are excluded from the calculation of dilutive potential common shares until the threshold performance conditions have been satisfied. There are no differences in the numerators of our computations of basic and diluted earnings per share for any periods presented. The computation of basic and diluted earnings per share is shown below (in thousands, except per share amounts). Three Months Ended 2023 2022 Net income attributable to Werner $ 35,224 $ 53,749 Weighted average common shares outstanding 63,306 65,543 Dilutive effect of stock-based awards 389 335 Shares used in computing diluted earnings per share 63,695 65,878 Basic earnings per share $ 0.56 $ 0.82 Diluted earnings per share $ 0.55 $ 0.82

Segment Information

Segment Information	3 Months Ended
	Mar. 31, 2023
Segment Reporting [Abstract]
Segment Information	Segment Information We have two reportable segments – Truckload Transportation Services (“TTS”) and Werner Logistics. The TTS segment consists of two operating units, Dedicated and One-Way Truckload. These units are aggregated because they have similar economic characteristics and meet the other aggregation criteria described in the accounting guidance for segment reporting. Dedicated provides truckload services dedicated to a specific customer, generally for a retail distribution center or manufacturing facility, utilizing either dry van or specialized trailers. One-Way Truckload is comprised of the following operating fleets: (i) the medium-to-long-haul van (“Van”) fleet transports a variety of consumer nondurable products and other commodities in truckload quantities over irregular routes using dry van trailers, including Mexico cross-border routes; (ii) the expedited (“Expedited”) fleet provides time-sensitive truckload services utilizing driver teams; (iii) the regional short-haul (“Regional”) fleet provides comparable truckload van service within geographic regions across the United States; and (iv) the Temperature Controlled fleet provides truckload services for temperature sensitive products over irregular routes utilizing temperature-controlled trailers. Revenues for the TTS segment include a small amount of non-trucking revenues which consist primarily of the intra-Mexico portion of cross-border shipments delivered to or from Mexico where we utilize a third-party capacity provider. The Werner Logistics segment is a non-asset based transportation and logistics provider. Werner Logistics provides services throughout North America and generates the majority of our non-trucking revenues through three operating units. These three Werner Logistics operating units are as follows: (i) Truckload Logistics, which uses contracted carriers to complete shipments for brokerage customers and freight management customers for which we offer a full range of single-source logistics management services and solutions; (ii) the intermodal (“Intermodal”) unit offers rail transportation through alliances with rail and drayage providers as an alternative to truck transportation; and (iii) Werner Final Mile (“Final Mile”) offers residential and commercial deliveries of large or heavy items using third-party agents, independent contractors, and Company employees with two-person delivery teams operating a liftgate straight truck. We generate other revenues from our driver training schools, 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 tables below. “Corporate” includes revenues and expenses that are incidental to our activities and are not attributable to any of our operating segments, including gains and losses on sales of property and equipment not attributable to our operating segments. We do not prepare separate balance sheets by segment and, as a result, assets are not separately identifiable by segment. Based on our operations, certain revenue-generating assets (primarily tractors and trailers) are interchangeable between segments. Depreciation for these interchangeable assets is allocated to segments based on the actual number of units utilized by the segment during the period. Other depreciation and amortization is allocated to segments based on specific identification or as a percentage of a metric such as average number of tractors. Inter-segment eliminations represent transactions between reporting segments that are eliminated in consolidation. The following tables summarize our segment information (in thousands): Three Months Ended 2023 2022 Revenues by Segment Truckload Transportation Services $ 588,330 $ 558,417 Werner Logistics 228,669 189,008 Other 20,501 17,513 Corporate 475 389 Subtotal 837,975 765,327 Inter-segment eliminations (5,261) (722) Total $ 832,714 $ 764,605 Three Months Ended 2023 2022 Operating Income (Loss) by Segment Truckload Transportation Services $ 50,986 $ 76,093 Werner Logistics 4,937 8,681 Other 549 445 Corporate (3,086) (1,708) Total $ 53,386 $ 83,511 Three Months Ended 2023 2022 Depreciation and Amortization by Segment Truckload Transportation Services $ 66,843 $ 61,837 Werner Logistics 4,059 2,268 Other 2,873 2,681 Corporate 538 443 Total $ 74,313 $ 67,229

Business Acquisitions (Tables)

Business Acquisitions (Tables)	3 Months Ended
	Mar. 31, 2023
Business Combination and Asset Acquisition [Abstract]
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed	The following table summarizes the provisional purchase price allocation for ReedTMS, including any adjustments during the three months ended March 31, 2023 (in thousands): November 5, 2022 Adjustments (1) November 5, 2022 Purchase Price Cash consideration paid $ 116,989 $ — $ 116,989 (2) Cash and cash equivalents acquired (12,120) — (12,120) Contingent consideration arrangement 5,000 (800) 4,200 (3) Working capital surplus (deficiency) (689) 188 (501) Total purchase price (fair value of consideration) 109,180 (612) 108,568 Purchase Price Allocation Current assets 52,531 49 52,580 Property and equipment 35,000 (12,485) 22,515 Intangible assets 12,000 15,300 27,300 Other non-current assets 7,927 (1) 7,926 Total assets acquired 107,458 2,863 110,321 Current liabilities (45,497) (389) (45,886) Other long-term liabilities (5,622) 527 (5,095) Total liabilities assumed (51,119) 138 (50,981) Goodwill $ 52,841 $ (3,613) $ 49,228 (1) No material statement of income effects were identified with these adjustments. (2) Includes $0.9 million related to the net present value of future insurance payments. At closing, $11.5 million of the cash consideration was placed in escrow to secure certain indemnification obligations of the sellers and to cover post-closing adjustments. During the three months ended March 31, 2023, we received $2.1 million from escrow for post-closing adjustments. The remaining balance of the escrow, except for $0.5 million, was returned to the sellers. In exchange, the sellers obtained a $10.0 million Standby Letter of Credit with the Company named as beneficiary. (3) The contingent earnout liability is recorded in other long-term liabilities on the consolidated condensed balance sheets as of March 31, 2023 and December 31, 2022 . For additional information regarding the valuation of the contingent liability, see Note 6 – Fair Value.

Revenue (Tables)

Revenue (Tables)	3 Months Ended
	Mar. 31, 2023
Revenue from Contract with Customer [Abstract]
Schedule of Disaggregation of Revenue by Revenue Source	The following table presents our revenues disaggregated by revenue source (in thousands): Three Months Ended 2023 2022 Truckload Transportation Services $ 588,330 $ 558,417 Werner Logistics 228,669 189,008 Inter-segment eliminations (5,261) (722) Transportation services 811,738 746,703 Other revenues 20,976 17,902 Total revenues $ 832,714 $ 764,605
Schedule of Revenue by Geographical Location	The following table presents our revenues disaggregated by geographic areas in which we conduct business (in thousands). Operating revenues for foreign countries include revenues for (i) shipments with an origin or destination in that country and (ii) other services provided in that country. If both the origin and destination are in a foreign country, the revenues are attributed to the country of origin. Three Months Ended 2023 2022 United States $ 782,293 $ 710,904 Mexico 41,813 43,291 Other 8,608 10,410 Total revenues $ 832,714 $ 764,605

Goodwill and Intangible Assets

Goodwill and Intangible Assets (Tables)	3 Months Ended
	Mar. 31, 2023
Goodwill and Intangible Assets Disclosure [Abstract]
Schedule of Goodwill	The following table summarizes changes in the carrying amount of goodwill by segment for the three months ended March 31, 2023 (in thousands): TTS Werner Logistics Total Balance as of December 31, 2022 $ 53,897 $ 78,820 $ 132,717 Purchase accounting adjustments (1) (7,841) 4,228 (3,613) Balance as of March 31, 2023 $ 46,056 $ 83,048 $ 129,104
Schedule of Acquired Intangible Assets	The following table presents acquired intangible assets (in thousands): March 31, 2023 December 31, 2022 Gross Carrying Amount Accumulated Amortization Net Carrying Amount Gross Carrying Amount Accumulated Amortization Net Carrying Amount Customer relationships $ 80,200 $ (7,974) $ 72,226 $ 64,900 $ (5,714) $ 59,186 Trade names 24,600 (2,796) 21,804 24,600 (2,284) 22,316 Total intangible assets $ 104,800 $ (10,770) $ 94,030 $ 89,500 $ (7,998) $ 81,502

Leases (Tables)

Leases (Tables)	3 Months Ended
	Mar. 31, 2023
Leases [Abstract]
Schedule of Operating Lease Information	The following table presents balance sheet and other operating lease information (dollars in thousands): March 31, 2023 December 31, 2022 Balance Sheet Classification Right-of-use assets (recorded in other non-current assets) $ 39,805 $ 40,963 Current lease liabilities (recorded in other current liabilities) $ 9,388 $ 9,396 Long-term lease liabilities (recorded in other long-term liabilities) 31,827 32,897 Total operating lease liabilities $ 41,215 $ 42,293 Other Information Weighted-average remaining lease term for operating leases 6.29 years 6.43 years Weighted-average discount rate for operating leases 3.4 % 3.3 %
Schedule of Maturities of Operating Lease Liabilities	The following table presents the maturities of operating lease liabilities as of March 31, 2023 (in thousands): Maturity of Lease Liabilities 2023 (remaining) $ 8,040 2024 9,950 2025 7,853 2026 5,937 2027 3,997 Thereafter 9,548 Total undiscounted operating lease payments $ 45,325 Less: Imputed interest (4,110) Present value of operating lease liabilities $ 41,215
Schedule of Lessor Operating Lease Maturities	The following table presents information about the maturities of these operating leases as of March 31, 2023 (in thousands): 2023 (remaining) $ 6,907 2024 1,875 2025 307 2026 316 2027 80 Thereafter — Total $ 9,485

Fair Value (Tables)

Fair Value (Tables)	3 Months Ended
	Mar. 31, 2023
Fair Value Disclosures [Abstract]
Schedule of Assets and Liabilities Measured at Fair Value on Recurring Basis	The following table presents the fair value hierarchy for our assets and liabilities measured at fair value on a recurring basis (in thousands): Level in Fair Value March 31, 2023 December 31, 2022 Assets: Other non-current assets: Equity securities (1) 1 $ 642 $ 723 Liabilities: Other long-term liabilities: Contingent consideration associated with acquisitions 3 $ 12,877 $ 13,400 (1) Represents our investments in autonomous technology companies. For additional information regarding the valuation of these equity securities, see Note 7 – Investments.
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation	The following table presents changes in the fair value of our contingent earnout liabilities (in thousands): Three Months Ended 2023 2022 Balance at beginning of period $ 13,400 $ 2,500 Measurement period adjustment associated with the acquisition of ReedTMS (1) (800) — Change in fair value 277 — Balance at end of period $ 12,877 $ 2,500 (1) The measurement period adjustment was recorded in goodwill on the consolidated condensed balance sheet.

Notes Receivable (Tables)

Notes Receivable (Tables)	3 Months Ended
	Mar. 31, 2023
Receivables [Abstract]
Schedule of Notes Receivable	The following table presents our notes receivable (in thousands): March 31, 2023 December 31, 2022 Independent contractor notes receivable $ 8,080 $ 8,287 MLSI subordinated promissory note 25,000 — Other notes receivable 8,058 7,921 Notes receivable 41,138 16,208 Less current portion 2,654 2,691 Notes receivable – non-current $ 38,484 $ 13,517 March 31, 2023 December 31, 2022 Student notes receivable $ 62,971 $ 63,351 Allowance for doubtful student notes receivable (22,885) (23,491) Total student notes receivable, net of allowance 40,086 39,860 Less current portion, net of allowance 13,194 12,574 Student notes receivable – non-current $ 26,892 $ 27,286

Debt and Credit Facilities (Tab

Debt and Credit Facilities (Tables)	3 Months Ended
	Mar. 31, 2023
Debt Disclosure [Abstract]
Schedule of Maturities of Long-term Debt	At March 31, 2023, the aggregate future maturities of long-term debt by year are as follows (in thousands): 2023 (remaining) $ 3,750 2024 87,500 2025 — 2026 — 2027 600,000 Total $ 691,250

Earnings Per Share (Tables)

Earnings Per Share (Tables)	3 Months Ended
	Mar. 31, 2023
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 2023 2022 Net income attributable to Werner $ 35,224 $ 53,749 Weighted average common shares outstanding 63,306 65,543 Dilutive effect of stock-based awards 389 335 Shares used in computing diluted earnings per share 63,695 65,878 Basic earnings per share $ 0.56 $ 0.82 Diluted earnings per share $ 0.55 $ 0.82

Segment Information (Tables)

Segment Information (Tables)	3 Months Ended
	Mar. 31, 2023
Segment Reporting [Abstract]
Schedule of Segment Information	The following tables summarize our segment information (in thousands): Three Months Ended 2023 2022 Revenues by Segment Truckload Transportation Services $ 588,330 $ 558,417 Werner Logistics 228,669 189,008 Other 20,501 17,513 Corporate 475 389 Subtotal 837,975 765,327 Inter-segment eliminations (5,261) (722) Total $ 832,714 $ 764,605 Three Months Ended 2023 2022 Operating Income (Loss) by Segment Truckload Transportation Services $ 50,986 $ 76,093 Werner Logistics 4,937 8,681 Other 549 445 Corporate (3,086) (1,708) Total $ 53,386 $ 83,511 Three Months Ended 2023 2022 Depreciation and Amortization by Segment Truckload Transportation Services $ 66,843 $ 61,837 Werner Logistics 4,059 2,268 Other 2,873 2,681 Corporate 538 443 Total $ 74,313 $ 67,229

Business Acquisitions - Narrati

Business Acquisitions - Narrative (Details) - USD ($) $ in Thousands			3 Months Ended	12 Months Ended
	Nov. 05, 2022	Oct. 01, 2022	Mar. 31, 2023	Dec. 31, 2022
ReedTMS
Business Acquisition [Line Items]
Percentage of equity interests acquired	100%
Total purchase price (fair value of consideration)	$ 108,600		$ 108,568	$ 109,180
Indemnification escrow deposit			500
Seller obtained letter of credit			$ 10,000
Baylor
Business Acquisition [Line Items]
Percentage of equity interests acquired		100%
Total purchase price (fair value of consideration)		$ 89,000

Business Acquisitions - Schedul

Business Acquisitions - Schedule of Recognized Identified Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands		3 Months Ended		12 Months Ended
	Nov. 05, 2022	Mar. 31, 2023	Mar. 31, 2022	Dec. 31, 2022
Business Acquisition [Line Items]
Measurement period adjustment with the acquisition of ReedTMS		$ (800)	$ 0
Goodwill		129,104		$ 132,717
Purchase accounting adjustments		(3,613)
ReedTMS
Business Acquisition [Line Items]
Cash consideration paid		116,989		116,989
Cash consideration paid adjustments		0
Cash and cash equivalents acquired		(12,120)		(12,120)
Cash and cash equivalents acquired adjustments		0
Contingent consideration arrangement		4,200		5,000
Measurement period adjustment with the acquisition of ReedTMS		(800)	$ 0
Working capital surplus (deficiency)		(501)		(689)
Working capital surplus (deficiency) adjustments		188
Total purchase price (fair value of consideration)	$ 108,600	108,568		109,180
Total purchase price (fair value of consideration) adjustments		(612)
Current assets		52,580		52,531
Current assets adjustments		49
Property and equipment		22,515		35,000
Property and equipment adjustments		(12,485)
Intangible assets		27,300		12,000
Intangible assets adjustments		15,300
Other non-current assets		7,926		7,927
Other non-current assets adjustments		(1)
Total assets acquired		110,321		107,458
Total assets acquired adjustments		2,863
Current liabilities		(45,886)		(45,497)
Current liabilities adjustments		(389)
Other long-term liabilities		(5,095)		(5,622)
Other long-term liabilities adjustments		527
Total liabilities assumed		(50,981)		(51,119)
Total liabilities assumed adjustments		138
Goodwill		49,228		$ 52,841
Purchase accounting adjustments		(3,613)
Net present value of future insurance payments	900
Escrow deposit	$ 11,500
Escrow post closing adjustments		$ 2,100

Revenue - Disaggregation of Rev

Revenue - Disaggregation of Revenue by Revenue Source (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Disaggregation of revenue
Revenues by Segment	$ 832,714	$ 764,605
Inter-segment eliminations
Disaggregation of revenue
Revenues by Segment	(5,261)	(722)
Truckload Transportation Services
Disaggregation of revenue
Revenues by Segment	588,330	558,417
Werner Logistics
Disaggregation of revenue
Revenues by Segment	228,669	189,008
Transportation services
Disaggregation of revenue
Revenues by Segment	811,738	746,703
Other revenues
Disaggregation of revenue
Revenues by Segment	$ 20,976	$ 17,902

Revenue - Disaggregation of R_2

Revenue - Disaggregation of Revenue by Geographical Areas (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Disaggregation of revenue
Revenues by Segment	$ 832,714	$ 764,605
United States
Disaggregation of revenue
Revenues by Segment	782,293	710,904
Mexico
Disaggregation of revenue
Revenues by Segment	41,813	43,291
Other
Disaggregation of revenue
Revenues by Segment	$ 8,608	$ 10,410

Revenue - Narrative (Details)

Revenue - Narrative (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Dec. 31, 2022
Revenue from Contract with Customer [Abstract]
Accounts receivable, trade, net	$ 460,999	$ 518,815
Contract assets	7,300	8,900
Contract liabilities	1,200	$ 900
Revenue recognized from contract liability during the period	$ 900
Average transit time	3 days

Goodwill and Intangible Asset_2

Goodwill and Intangible Assets - Schedule of Goodwill (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2023 USD ($)
Increase (Decrease) in Goodwill [Roll Forward]
Beginning balance	$ 132,717
Purchase accounting adjustments	(3,613)
Ending balance	129,104
TTS
Increase (Decrease) in Goodwill [Roll Forward]
Beginning balance	53,897
Purchase accounting adjustments	(7,841)
Ending balance	46,056
Werner Logistics
Increase (Decrease) in Goodwill [Roll Forward]
Beginning balance	78,820
Purchase accounting adjustments	4,228
Ending balance	$ 83,048

Goodwill and Intangible Asset_3

Goodwill and Intangible Assets - Schedule of Acquired Intangible Assets (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Dec. 31, 2022
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	$ 104,800	$ 89,500
Accumulated Amortization	(10,770)	(7,998)
Net Carrying Amount	94,030	81,502
Customer relationships
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	80,200	64,900
Accumulated Amortization	(7,974)	(5,714)
Net Carrying Amount	72,226	59,186
Trade names
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	24,600	24,600
Accumulated Amortization	(2,796)	(2,284)
Net Carrying Amount	$ 21,804	$ 22,316

Goodwill and Intangible Asset_4

Goodwill and Intangible Assets - Narrative (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Goodwill and Intangible Assets Disclosure [Abstract]
Amortization of intangible assets	$ 2.8	$ 1.4
Remainder of 2023	7.6
2024	10.1
2025	10.1
2026	10.1
2027	10.1
2028	$ 10.1

Leases - Narrative (Details)

Leases - Narrative (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Lessee, Lease, Description [Line Items]
Right-of-use asset recognized as non-cash asset addition	$ 1.5	$ 10.2
Cash paid for amounts included in measurement of operating lease liability	2.9	1.8
Total operating lease expense	6.2	5.1
Long-term operating lease expense	$ 3	$ 2.1
Operating Lease, Lease Income, Statement of Income or Comprehensive Income [Extensible Enumeration]	Revenues by Segment	Revenues by Segment
Operating lease revenues	$ 2.7	$ 3.2
Minimum
Lessee, Lease, Description [Line Items]
Operating leases remaining term, lessee	1 year
Operating leases remaining term, lessor	2 years
Maximum
Lessee, Lease, Description [Line Items]
Operating leases remaining term, lessee	18 years
Operating leases remaining term, lessor	10 years

Leases - Schedule of Operating

Leases - Schedule of Operating Lease Information (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Dec. 31, 2022
Balance Sheet Classification
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration]	Other non-current assets	Other non-current assets
Right-of-use assets (recorded in other non-current assets)	$ 39,805	$ 40,963
Operating Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration]	Other current liabilities	Other current liabilities
Current lease liabilities (recorded in other current liabilities)	$ 9,388	$ 9,396
Operating Lease, Liability, Noncurrent, Statement of Financial Position [Extensible Enumeration]	Other long-term liabilities	Other long-term liabilities
Long-term lease liabilities (recorded in other long-term liabilities)	$ 31,827	$ 32,897
Total operating lease liabilities	$ 41,215	$ 42,293
Other Information
Weighted-average remaining lease term for operating leases	6 years 3 months 14 days	6 years 5 months 4 days
Weighted-average discount rate for operating leases	3.40%	3.30%

Leases - Schedule of Maturities

Leases - Schedule of Maturities of Operating Lease Liabilities (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Dec. 31, 2022
Maturity of Lease Liabilities
2023 (remaining)	$ 8,040
2024	9,950
2025	7,853
2026	5,937
2027	3,997
Thereafter	9,548
Total undiscounted operating lease payments	45,325
Less: Imputed interest	(4,110)
Present value of operating lease liabilities	$ 41,215	$ 42,293

Leases - Schedule of Lessor Ope

Leases - Schedule of Lessor Operating Lease Maturities (Details) $ in Thousands	Mar. 31, 2023 USD ($)
Leases [Abstract]
2023 (remaining)	$ 6,907
2024	1,875
2025	307
2026	316
2027	80
Thereafter	0
Total	$ 9,485

Fair Value - Schedule of Assets

Fair Value - Schedule of Assets and Liabilities Measured at Fair Value on Recurring Basis (Details) - Level 1 inputs - USD ($) $ in Thousands	Mar. 31, 2023	Dec. 31, 2022
Fair Value, Inputs, Level 1
Assets:
Equity securities	$ 642	$ 723
Fair Value, Inputs, Level 3
Liabilities:
Contingent consideration associated with acquisitions	$ 12,877	$ 13,400

Fair Value - Narrative (Details

Fair Value - Narrative (Details) - BMO Term Loan - Unsecured Debt - USD ($) $ in Millions	Mar. 31, 2023	Dec. 31, 2022
Fair Value, Inputs, Level 2
Fair Value Disclosure, Asset and Liability, Not Measured at Fair Value [Line Items]
Fair value of long term debt	$ 85.9	$ 87.2
Line of Credit
Fair Value Disclosure, Asset and Liability, Not Measured at Fair Value [Line Items]
Term loan	$ 91.3	$ 93.8

Fair Value - Schedule of Change

Fair Value - Schedule of Changes In Fair Value of Contingent Consideration (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Beginning balance	$ 13,400	$ 2,500
Contingent consideration associated with acquisitions	(800)	0
Change in fair value	277	0
Ending balance	12,877	2,500
ReedTMS
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Contingent consideration associated with acquisitions	$ (800)	$ 0

Investments - Narrative (Detail

Investments - Narrative (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022	Jan. 31, 2023	Dec. 31, 2022
Schedule of Investments [Line Items]
Cumulative unrealized gain on interest in investment	$ 56,800
Loss on investments in equity securities	81	$ 9,806
Fair Value, Inputs, Level 1 | Level 1 inputs
Schedule of Investments [Line Items]
Fair value of investment	642			$ 723
Mastery Logistics Systems, Inc.
Schedule of Investments [Line Items]
Equity securities without readily determinable fair value, amount	86,800			86,800
Fleet Defender, Inc.
Schedule of Investments [Line Items]
Equity securities without readily determinable fair value, amount	250			$ 250
Autotech Fund III, L.P
Schedule of Investments [Line Items]
Equity method investment, purchase commitment			$ 20,000
Equity method investment, ownership percentage (less than)			20%
Equity method investments	$ 2,100

Notes Receivable - Schedule of

Notes Receivable - Schedule of Notes Receivable (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Dec. 31, 2022
Accounts, Notes, Loans and Financing Receivable [Line Items]
Notes receivable	$ 41,138	$ 16,208
Less current portion	2,654	2,691
Notes receivable – non-current	38,484	13,517
Independent contractor notes receivable
Accounts, Notes, Loans and Financing Receivable [Line Items]
Notes receivable	8,080	8,287
MLSI subordinated promissory note
Accounts, Notes, Loans and Financing Receivable [Line Items]
Notes receivable	25,000	0
Other notes receivable
Accounts, Notes, Loans and Financing Receivable [Line Items]
Notes receivable	$ 8,058	$ 7,921

Notes Receivable - Schedule o_2

Notes Receivable - Schedule of Student Notes Receivable (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Dec. 31, 2022
Accounts, Notes, Loans and Financing Receivable [Line Items]
Student notes receivable	$ 41,138	$ 16,208
Student Loan
Accounts, Notes, Loans and Financing Receivable [Line Items]
Student notes receivable	62,971	63,351
Allowance for doubtful student notes receivable	(22,885)	(23,491)
Total student notes receivable, net of allowance	40,086	39,860
Less current portion, net of allowance	13,194	12,574
Student notes receivable – non-current	$ 26,892	$ 27,286

Notes Receivable - Narrative (D

Notes Receivable - Narrative (Details) - USD ($)		3 Months Ended
	Jan. 24, 2023	Mar. 31, 2023	Mar. 31, 2022
Receivables
Issuance of notes receivable		$ 25,000,000	$ 0
Subordinated Debt
Receivables
Issuance of notes receivable	$ 25,000,000
Interest accrued	7.50%

Debt and Credit Facilities - Na

Debt and Credit Facilities - Narrative (Details) - Unsecured Debt	Dec. 20, 2022 USD ($)	Jun. 30, 2021 USD ($)	Mar. 31, 2023 USD ($) agreement Rate	Dec. 31, 2022 USD ($)
Revolving Credit Facility | 2022 Credit Agreement
Line of Credit Facility [Line Items]
Maximum borrowing capacity	$ 1,075,000,000
Borrowings outstanding			$ 691,300,000	$ 693,800,000
Line of credit borrowings outstanding			600,000,000
Interest rate swap facility, amount			$ 150,000,000
Interest rate swap facility, fixed interest			2.88%
Number of interest rate swap agreements | agreement			2
Revolving Credit Facility | 2022 Credit Agreement | Minimum
Line of Credit Facility [Line Items]
Unused capacity commitment fee, percentage	0.125%
Revolving Credit Facility | 2022 Credit Agreement | Maximum
Line of Credit Facility [Line Items]
Unused capacity commitment fee, percentage	0.25%
Revolving Credit Facility | 2022 Credit Agreement | Federal Funds Rate
Line of Credit Facility [Line Items]
Debt instrument, basis spread on variable rate	0.50%
Revolving Credit Facility | 2022 Credit Agreement | One-month Term SOFR
Line of Credit Facility [Line Items]
Debt instrument, basis spread on variable rate	1.10%
Revolving Credit Facility | 2022 Credit Agreement | One-month Term SOFR | Minimum
Line of Credit Facility [Line Items]
Debt instrument, basis spread on variable rate	0.125%
Revolving Credit Facility | 2022 Credit Agreement | One-month Term SOFR | Maximum
Line of Credit Facility [Line Items]
Debt instrument, basis spread on variable rate	0.75%
Revolving Credit Facility | 2022 Credit Agreement | SOFR
Line of Credit Facility [Line Items]
Debt instrument, basis spread on variable rate	0.10%
Revolving Credit Facility | 2022 Credit Agreement | SOFR | Minimum
Line of Credit Facility [Line Items]
Debt instrument, basis spread on variable rate	1.125%
Revolving Credit Facility | 2022 Credit Agreement | SOFR | Maximum
Line of Credit Facility [Line Items]
Debt instrument, basis spread on variable rate	1.75%
Revolving Credit Facility | 2022 Credit Agreement | Base Rate | Minimum
Line of Credit Facility [Line Items]
Debt instrument, basis spread on variable rate	0.125%
Revolving Credit Facility | 2022 Credit Agreement | Base Rate | Maximum
Line of Credit Facility [Line Items]
Debt instrument, basis spread on variable rate	0.75%
Revolving Credit Facility | Variable Rate Revolving Credit Facility
Line of Credit Facility [Line Items]
Line of credit borrowings outstanding			$ 450,000,000
Line of credit facility, interest rate			6.11%
Letter of Credit | 2022 Credit Agreement
Line of Credit Facility [Line Items]
Maximum borrowing capacity	$ 100,000,000
Standby Letters of Credit | 2022 Credit Agreement
Line of Credit Facility [Line Items]
Maximum borrowing capacity			$ 60,400,000
Standby Letters of Credit | 2022 Credit Agreement | Minimum
Line of Credit Facility [Line Items]
Commission percentage	1.125%
Standby Letters of Credit | 2022 Credit Agreement | Maximum
Line of Credit Facility [Line Items]
Commission percentage	1.75%
Line of Credit | BMO Term Loan
Line of Credit Facility [Line Items]
Term loan face amount		$ 100,000,000
Periodic payment, principal		$ 1,250,000
Term loan interest rate | Rate			1.28%
Term loan			$ 91,300,000	$ 93,800,000

Debt and Credit Facilities - Sc

Debt and Credit Facilities - Schedule of Maturities of Long-term Debt (Details) $ in Thousands	Mar. 31, 2023 USD ($)
Debt Disclosure [Abstract]
2023 (remaining)	$ 3,750
2024	87,500
2025	0
2026	0
2027	600,000
Total	$ 691,250

Commitments And Contingencies (

Commitments And Contingencies (Details) - USD ($) $ in Millions		1 Months Ended
	Jul. 30, 2018	May 31, 2017	Mar. 31, 2023	Dec. 31, 2022
Loss Contingencies [Line Items]
Commitment for property and equipment purchases			$ 271.4
Loss contingency, damages awarded, value		$ 0.8
Loss contingency, damages awarded, attorney fees and costs		$ 0.5
May 17, 2018 Verdict
Loss Contingencies [Line Items]
Loss contingency, damages awarded, value	$ 92
Self insurance retained liability	$ 10
Loss contingency, estimate of possible loss			35.5	$ 34.1
Loss contingency, accrual, noncurrent			79.2	79.2
Insurance settlement receivable			$ 79.2	$ 79.2

Earnings Per Share - Schedule o

Earnings Per Share - Schedule of Basic And Diluted Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Earnings Per Share [Abstract]
Net income attributable to Werner	$ 35,224	$ 53,749
Weighted average common shares outstanding (in shares)	63,306	65,543
Dilutive effect of stock-based awards (in shares)	389	335
Shares used in computing diluted earnings per share (in shares)	63,695	65,878
Basic earnings per share (in dollars per share)	$ 0.56	$ 0.82
Diluted earnings per share (in dollars per share)	$ 0.55	$ 0.82

Segment Information - Narrative

Segment Information - Narrative (Details)	3 Months Ended
	Mar. 31, 2023 segment reporting_unit
Segment Reporting Information [Line Items]
Number of reportable segments	2
Truckload Transportation Services
Segment Reporting Information [Line Items]
Number of operating units	2
Werner Logistics
Segment Reporting Information [Line Items]
Number of operating units | reporting_unit	3

Segment Information - Schedule

Segment Information - Schedule of Segment Information (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Segment Reporting Information [Line Items]
Revenues by Segment	$ 832,714	$ 764,605
Operating Income (Loss) by Segment	53,386	83,511
Depreciation and Amortization by Segment	74,313	67,229
Inter-segment eliminations
Segment Reporting Information [Line Items]
Revenues by Segment	(5,261)	(722)
Truckload Transportation Services
Segment Reporting Information [Line Items]
Revenues by Segment	588,330	558,417
Operating Income (Loss) by Segment	50,986	76,093
Depreciation and Amortization by Segment	66,843	61,837
Werner Logistics
Segment Reporting Information [Line Items]
Revenues by Segment	228,669	189,008
Operating Income (Loss) by Segment	4,937	8,681
Depreciation and Amortization by Segment	4,059	2,268
Other
Segment Reporting Information [Line Items]
Revenues by Segment	20,501	17,513
Operating Income (Loss) by Segment	549	445
Depreciation and Amortization by Segment	2,873	2,681
Corporate
Segment Reporting Information [Line Items]
Revenues by Segment	475	389
Operating Income (Loss) by Segment	(3,086)	(1,708)
Depreciation and Amortization by Segment	538	443
Subtotal
Segment Reporting Information [Line Items]
Revenues by Segment	$ 837,975	$ 765,327