Document_And_Entity_Informatio
Document And Entity Information | 3 Months Ended | |
Mar. 31, 2014 | Apr. 17, 2014 | |
Document and Entity Information [Abstract] | ' | ' |
Entity Registrant Name | 'USA Truck Inc | ' |
Document Type | '10-Q | ' |
Current Fiscal Year End Date | '--12-31 | ' |
Entity Common Stock, Shares Outstanding | ' | 10,518,097 |
Amendment Flag | 'false | ' |
Entity Central Index Key | '0000883945 | ' |
Entity Current Reporting Status | 'Yes | ' |
Entity Voluntary Filers | 'No | ' |
Entity Filer Category | 'Smaller Reporting Company | ' |
Entity Well-known Seasoned Issuer | 'No | ' |
Document Period End Date | 31-Mar-14 | ' |
Document Fiscal Year Focus | '2014 | ' |
Document Fiscal Period Focus | 'Q1 | ' |
Consolidated_Balance_Sheets_Un
Consolidated Balance Sheets (Unaudited) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Current assets: | ' | ' |
Cash | $6 | $14 |
Accounts receivable: | ' | ' |
Trade, less allowance for doubtful accounts of $684 in 2014 and $610 in 2013 | 76,504 | 64,682 |
Other | 4,114 | 3,463 |
Inventories | 1,506 | 1,425 |
Deferred income taxes | 3,511 | 2,787 |
Prepaid expenses and other current assets | 17,837 | 16,064 |
Total current assets | 103,478 | 88,435 |
Property and equipment: | ' | ' |
Land and structures | 31,528 | 31,502 |
Revenue equipment | 353,930 | 353,587 |
Service, office and other equipment | 15,760 | 15,613 |
Property and equipment, at cost | 401,218 | 400,702 |
Accumulated depreciation and amortization | -182,064 | -176,506 |
Property and equipment, net | 219,154 | 224,196 |
Note receivable | 1,946 | 1,953 |
Other assets | 360 | 362 |
Total assets | 324,938 | 314,946 |
Current liabilities: | ' | ' |
Bank drafts payable | 1,244 | 3,345 |
Trade accounts payable | 33,347 | 17,674 |
Current portion of insurance and claims accruals | 9,377 | 9,444 |
Accrued expenses | 9,794 | 8,732 |
Note payable | 684 | 1,023 |
Current maturities of long-term debt and capital leases | 20,395 | 19,025 |
Total current liabilities | 74,841 | 59,243 |
Deferred gain | 626 | 627 |
Long-term debt and capital leases, less current maturities | 103,382 | 108,843 |
Deferred income taxes | 37,371 | 36,647 |
Insurance and claims accruals, less current portion | 11,385 | 10,656 |
Commitments and contingencies | ' | ' |
Stockholders’ equity: | ' | ' |
Preferred stock | 0 | 0 |
Common Stock, $.01 par value; authorized 30,000,000 shares; issued 11,874,497 shares in 2014 and 11,881,232 shares in 2013 | 119 | 119 |
Additional paid-in capital | 65,560 | 65,527 |
Retained earnings | 53,460 | 55,049 |
Less treasury stock, at cost (1,356,400 shares in 2014 and 1,356,400 shares in 2013) | -21,806 | -21,765 |
Total stockholders’ equity | 97,333 | 98,930 |
Total liabilities and stockholders’ equity | 324,938 | 314,946 |
Rights [Member] | ' | ' |
Stockholders’ equity: | ' | ' |
Preferred stock | $0 | $0 |
Consolidated_Balance_Sheets_Un1
Consolidated Balance Sheets (Unaudited) (Parentheticals) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
In Thousands, except Share data, unless otherwise specified | ||
Allowance for doubtful accounts (in Dollars) | $684 | $610 |
Par value (in Dollars per share) | $0.01 | $0.01 |
Shares authorized | 1,000,000 | 1,000,000 |
Shares issued | 0 | 0 |
Common Stock, par value (in Dollars per share) | $0.01 | $0.01 |
Common Stock, shares authorized | 30,000,000 | 30,000,000 |
Common Stock, shares issued | 11,874,497 | 11,881,232 |
Treasury stock | 1,356,400 | 1,356,400 |
Rights [Member] | ' | ' |
Par value (in Dollars per share) | $0.01 | $0.01 |
Shares authorized | 150,000 | 150,000 |
Shares issued | 0 | 0 |
Consolidated_Statements_of_Ope
Consolidated Statements of Operations and Comprehensive Loss (Unaudited) (USD $) | 3 Months Ended | |
In Thousands, except Per Share data, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Revenue: | ' | ' |
Trucking revenue | $80,207 | $79,793 |
Strategic Capacity Solutions revenue | 37,404 | 25,094 |
Base revenue | 117,611 | 104,887 |
Fuel surcharge revenue | 27,878 | 27,140 |
Total revenue | 145,489 | 132,027 |
Operating expenses and costs: | ' | ' |
Purchased transportation | 41,250 | 30,478 |
Salaries, wages and employee benefits | 35,839 | 35,567 |
Fuel and fuel taxes | 33,003 | 35,595 |
Operations and maintenance | 13,062 | 11,508 |
Depreciation and amortization | 11,455 | 10,915 |
Insurance and claims | 5,984 | 5,389 |
Operating taxes and licenses | 1,446 | 1,007 |
Communications and utilities | 1,039 | 1,086 |
Gain on disposal of assets, net | -343 | -389 |
Other | 3,797 | 3,698 |
Total operating expenses and costs | 146,532 | 134,854 |
Operating loss | -1,043 | -2,827 |
Other expenses (income): | ' | ' |
Interest expense | 711 | 837 |
Other, net | 429 | -54 |
Total other expenses, net | 1,140 | 783 |
Loss before income taxes | -2,183 | -3,610 |
Income tax expense (benefit) | -594 | -1,136 |
Net loss and Comprehensive loss | ($1,589) | ($2,474) |
Per share information: | ' | ' |
Average shares outstanding (Basic) (in Shares) | 10,339 | 10,305 |
Basic loss per share (in Dollars per share) | ($0.15) | ($0.24) |
Average shares outstanding (Diluted) (in Shares) | 10,339 | 10,305 |
Diluted loss per share (in Dollars per share) | ($0.15) | ($0.24) |
Consolidated_Statement_of_Stoc
Consolidated Statement of Stockholders' Equity (Unaudited) (USD $) | Scenario, Previously Reported [Member] | Scenario, Previously Reported [Member] | Scenario, Previously Reported [Member] | Scenario, Previously Reported [Member] | Scenario, Previously Reported [Member] | Restatement Adjustment [Member] | Restatement Adjustment [Member] | Scenario, Actual [Member] | Scenario, Actual [Member] | Scenario, Actual [Member] | Scenario, Actual [Member] | Scenario, Actual [Member] | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Treasury Stock [Member] | Total |
In Thousands, except Share data | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Treasury Stock [Member] | Retained Earnings [Member] | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Treasury Stock [Member] | ||||||||
Balance at Dec. 31, 2012 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Prior period revision of net deferred tax liability (Deferred Tax Adjustment, Prior Period [Member]) | ' | ' | ' | ' | ' | ($1,608) | ($1,608) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Balance at Dec. 31, 2013 | 119 | 65,527 | 56,657 | -21,765 | 100,538 | ' | ' | 119 | 65,527 | 55,049 | -21,765 | 98,930 | ' | ' | ' | ' | 98,930 |
Balance (in Shares) at Dec. 31, 2013 | 11,881,000 | ' | ' | ' | ' | ' | ' | 11,881,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Exercise of stock options | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 4 | ' | ' | 4 |
Exercise of stock options (in Shares) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2,000 | ' | ' | ' | 12,538 |
Transfer of stock into (out of) Treasury Stock | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 41 | ' | -41 | ' |
Stock-based compensation | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 116 | ' | ' | 116 |
Restricted stock award grant (in Shares) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,000 | ' | ' | ' | ' |
Forfeited restricted stock (in Shares) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | -1,000 | ' | ' | ' | ' |
Net share settlement related to restricted stock vesting | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | -128 | ' | ' | -128 |
Net share settlement related to restricted stock vesting (in Shares) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | -9,000 | ' | ' | ' | ' |
Net loss | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | -1,589 | ' | -1,589 |
Balance at Mar. 31, 2014 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $119 | $65,560 | $53,460 | ($21,806) | $97,333 |
Balance (in Shares) at Mar. 31, 2014 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 11,874,000 | ' | ' | ' | ' |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flows (Unaudited) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Operating activities: | ' | ' |
Net loss | ($1,589) | ($2,474) |
Adjustments to reconcile net loss to net cash provided by (used in) operating activities: | ' | ' |
Depreciation and amortization | 11,455 | 10,915 |
Provision for doubtful accounts | 113 | -125 |
Deferred income taxes, net | ' | -1,590 |
Stock-based compensation | 116 | -89 |
Gain on disposal of assets, net | -343 | -389 |
Other | 1 | 25 |
Changes in operating assets and liabilities: | ' | ' |
Accounts receivable | -12,585 | -2,326 |
Inventories and prepaid expenses | -1,855 | -889 |
Trade accounts payable and accrued expenses | 9,447 | -549 |
Insurance and claims accruals | 988 | 658 |
Net cash provided by operating activities | 5,748 | 3,167 |
Investing activities: | ' | ' |
Purchases of property and equipment | -2,959 | -2,791 |
Proceeds from sale of property and equipment | 3,853 | 2,160 |
Change in other assets, net | 7 | -7 |
Net cash provided by (used in) investing activities | 901 | -638 |
Financing activities | ' | ' |
Borrowings under long-term debt | 22,895 | 31,128 |
Restricted stock vesting and stock option exercise | -123 | ' |
Principal payments on long-term debt | -21,795 | -26,704 |
Principal payments on capitalized lease obligations | -5,194 | -7,534 |
Principal payments on note payable | -339 | -448 |
Net decrease in bank drafts payable | -2,101 | -401 |
Net cash used in financing activities | -6,657 | -3,959 |
Decrease in cash | -8 | -1,430 |
Cash: | ' | ' |
Beginning of period | 14 | 1,742 |
End of period | 6 | 312 |
Cash paid during the period for: | ' | ' |
Interest | 857 | 935 |
Income taxes | 163 | 46 |
Supplemental disclosure of non-cash investing activities: | ' | ' |
Liability incurred for leases on revenue equipment | ' | 10,275 |
Accounts Payable [Member] | ' | ' |
Supplemental disclosure of non-cash investing activities: | ' | ' |
Capital Expenditures Incurred but Not yet Paid | 7,296 | 7,648 |
Long-term Debt [Member] | ' | ' |
Supplemental disclosure of non-cash investing activities: | ' | ' |
Capital Expenditures Incurred but Not yet Paid | ' | $295 |
Note_1_Basis_of_Presentation
Note 1 - Basis of Presentation | 3 Months Ended |
Mar. 31, 2014 | |
Disclosure Text Block [Abstract] | ' |
Organization, Consolidation and Presentation of Financial Statements Disclosure [Text Block] | ' |
Note 1 – Basis of Presentation | |
The accompanying unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States for interim financial information. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring adjustments) considered necessary for a fair presentation have been included. Operating results for the three month period ended March 31, 2014, are not necessarily indicative of the results that may be expected for the year ending December 31, 2014. For further information, refer to the financial statements, and footnotes thereto, included in our Annual Report on Form 10-K for the year ended December 31, 2013. | |
The balance sheet at December 31, 2013 has been derived from the audited consolidated financial statements at that date revised for the effect of the prior period revision of our deferred tax liability referred to in footnote 17. The December 31, 2013 balance sheet does not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. |
Note_2_Revenue_Recognition
Note 2 - Revenue Recognition | 3 Months Ended |
Mar. 31, 2014 | |
Revenue Recognition [Abstract] | ' |
Revenue Recognition [Text Block] | ' |
NOTE 2 – REVENUE RECOGNITION | |
Revenue generated by our Trucking operating segment is recognized in full upon completion of delivery of freight to the receiver’s location. For freight in transit at the end of a reporting period, we recognize revenue pro rata based on relative transit time completed as a portion of the estimated total transit time. Expenses are recognized as incurred. | |
Revenue generated by our SCS and Intermodal operating segments is recognized upon completion of the services provided. Revenue is recorded on a gross basis, without deducting third party purchased transportation costs because we have responsibility for billing and collecting such revenue. | |
By agreement with our customers, and consistent with industry practice, we add a graduated fuel surcharge to the rates we charge our customers as diesel fuel prices increase above an agreed-upon baseline price per gallon. Base revenue in the consolidated statements of operations represents revenue excluding this fuel surcharge revenue. | |
Management believes these policies most accurately reflect revenue as earned and direct expenses, including third party purchased transportation costs, as incurred. |
Note_3_StockBased_Compensation
Note 3 - Stock-Based Compensation | 3 Months Ended | ||||||||||||||||
Mar. 31, 2014 | |||||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ' | ||||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Text Block] | ' | ||||||||||||||||
Note 3 – Stock-Based CompensatioN | |||||||||||||||||
The USA Truck, Inc. 2004 Equity Incentive Plan provides for the granting of incentive or nonqualified options or other equity-based awards covering up to 1,125,000 shares of Common Stock to directors, officers and other key employees. No options were awarded under this 2004 Equity Incentive Plan for less than the fair market value of the Common Stock as defined in the 2004 Equity Incentive Plan at the date of grant. Options granted under the 2004 Equity Incentive Plan generally vest ratably over three to five years. The option price under the 2004 Equity Incentive Plan is the fair market value of our Common Stock at the date the options were granted. The exercise prices of outstanding options granted under the 2004 Equity Incentive Plan range from $2.88 to $22.54 as of March 31, 2014. At March 31, 2014, 613,396 shares were available for future options or other equity awards under this 2004 Equity Incentive Plan. The Company issues new shares upon the exercise of stock options. | |||||||||||||||||
Compensation expense related to incentive and nonqualified stock options granted under the Company’s 2004 Equity Incentive Plan is included in salaries, wages and employee benefits in the accompanying consolidated statements of operations. The amount of compensation expense recognized, net of forfeiture recoveries, is reflected in the table below for the periods indicated. | |||||||||||||||||
(in thousands) | |||||||||||||||||
Three Months Ended | |||||||||||||||||
March 31, | |||||||||||||||||
2014 | 2013 | ||||||||||||||||
Compensation expense | $ | 10 | $ | 15 | |||||||||||||
The table below sets forth the assumptions used to value stock options granted during the periods indicated. No stock options were granted during the three-month period ended March 31, 2014. | |||||||||||||||||
2014 | 2013 | ||||||||||||||||
Dividend yield | 0 | % | 0 | % | |||||||||||||
Expected volatility | 0 | % | 35.6 | % | |||||||||||||
Risk-free interest rate | 0 | % | 1.2 | % | |||||||||||||
Expected life (in years) | 0 | 6.25 | |||||||||||||||
The expected volatility is a measure of the expected fluctuation in our share price based on the historical volatility of our stock. The risk-free interest rate is based on an implied yield on United States zero-coupon treasury bonds with a remaining term equal to the expected life of the outstanding options. Expected life represents the length of time we anticipate the options to be outstanding before being exercised. In addition to the above, we also include a factor for anticipated forfeitures, which represents the number of shares under options expected to be forfeited over the expected life of the options. | |||||||||||||||||
Information related to option activity for the three months ended March 31, 2014 is as follows: | |||||||||||||||||
Number of Options | Weighted Average Exercise Price | Weighted Average Remaining Contractual Life (in years) | Aggregate Intrinsic Value (1) | ||||||||||||||
Outstanding - beginning of year | 109,871 | $ | 9.49 | ||||||||||||||
Granted | -- | -- | |||||||||||||||
Exercised | (12,538 | ) | 12.49 | $ | -- | ||||||||||||
Cancelled/forfeited | (214 | ) | 11.73 | ||||||||||||||
Expired | (9,698 | ) | 13.36 | ||||||||||||||
Outstanding at March 31, 2014 | 87,421 | $ | 8.63 | 5.3 | $ | 571,519 | |||||||||||
Exercisable at March 31, 2014 | 43,587 | $ | 11.37 | 3.2 | $ | 185,022 | |||||||||||
-1 | The intrinsic value of outstanding and exercisable stock options is determined based on the amount by which the market value of the underlying stock exceeds the exercise price of the option. The per share market value of our Common Stock, as determined by the closing price on March 31, 2014 (the last trading day of the quarter), was $14.72. | ||||||||||||||||
Compensation expense related to restricted stock awarded under our equity incentive plans is included in salaries, wages and employee benefits in the accompanying consolidated statements of operations. The compensation expense recognized is based on the market value of our Common Stock on the date the restricted stock award is granted and is not adjusted in subsequent periods. The amount to be recognized, net of forfeiture recoveries, is amortized over the vesting period. The amount of compensation expense recognized is reflected in the table below for the periods indicated. | |||||||||||||||||
(in thousands) | |||||||||||||||||
Three Months Ended | |||||||||||||||||
March 31, | |||||||||||||||||
2014 | 2013 | ||||||||||||||||
Compensation expense (credit) | $ | 106 | $ | (104 | ) | ||||||||||||
Information related to the restricted stock awarded under the 2004 Equity Incentive Plan for the three months ended March 31, 2014, is as follows: | |||||||||||||||||
Number of Shares | Weighted Average Grant Price (1) | ||||||||||||||||
Nonvested shares – December 31, 2013 | 199,619 | 7.2 | |||||||||||||||
Granted | 632 | 14.03 | |||||||||||||||
Forfeited | (522 | ) | 5.69 | ||||||||||||||
Vested | (24,723 | ) | 4.87 | ||||||||||||||
Nonvested shares – March 31, 2014 | 175,006 | 7.56 | |||||||||||||||
(1) The shares were valued at the closing price of our common stock on the dates of the awards. | |||||||||||||||||
In July 2008, the Executive Compensation Committee of the Board of Directors of the Company, pursuant to the 2004 Equity Incentive Plan, granted thereunder awards totaling 200,000 restricted shares of our common stock to certain of our officers. The grants were made effective as of July 18, 2008 and were valued at $12.13 per share, which was the closing price of our common stock on the NASDAQ Stock Market on that date. Each officer’s restricted shares of common stock will vest in varying amounts over the ten year period beginning April 1, 2011, subject to our attainment of defined retained earnings growth. Management must attain an average five-year trailing retained earnings annual growth rate of 10.0% (before dividends) in order for the shares to qualify for full vesting (pro rata vesting will apply down to 50.0% at a 5.0% annual growth rate). Any shares that fail to vest as a result of our failure to attain a performance goal will forfeit and result in the recovery of the previously recorded expense. These forfeited shares will revert to the 2004 Equity Incentive Plan where they will remain available for grants under the terms of that Plan until that Plan expires in 2014. During the second quarter of 2011, management determined that the performance criteria would not be met for the shares that were scheduled to vest on April 1, 2012 and April 1, 2013. At that time, these shares were deemed forfeited and recorded as Treasury Stock. During the first quarter of 2013, management determined that it is probable that the performance criteria would not be met for the shares that were scheduled to vest on April 1, 2014, April 1, 2015 and April 1, 2016. During the fourth quarter of 2013, management determined that it is probable that the performance criteria would not be met for the shares that were scheduled to vest on April 1, 2017. Accordingly, the shares remain outstanding until their scheduled vesting dates, at which time their forfeitures become effective and the shares revert to the 2004 Equity Incentive Plan. | |||||||||||||||||
The table below sets forth the information relating to the forfeitures of these shares. | |||||||||||||||||
July 16, 2008 Restricted Stock Award Forfeitures | |||||||||||||||||
Scheduled Vest Date | Date Deemed Forfeited and Recorded as Treasury Stock | Shares Forfeited | Expense Recovered | Date Shares Returned to Plan | |||||||||||||
(in thousands) | (in thousands) | ||||||||||||||||
1-Apr-11 | 30-Sep-10 | 9 | $ | 70 | 1-Apr-11 | ||||||||||||
1-Apr-12 | 30-Sep-11 | 8 | 66 | 1-Apr-12 | |||||||||||||
1-Apr-13 | 30-Sep-11 | 15 | 101 | 1-Apr-13 | |||||||||||||
1-Apr-14 | 28-Feb-13 | 9 | 78 | 1-Apr-14 | |||||||||||||
1-Apr-15 | 28-Feb-13 | 9 | 65 | 1-Apr-15 | |||||||||||||
1-Apr-16 | 28-Feb-13 | 9 | 56 | 1-Apr-16 | |||||||||||||
1-Apr-17 | 31-Dec-13 | 7 | 44 | 1-Apr-17 | |||||||||||||
Information set forth in the following table is related to stock options and restricted stock as of March 31, 2014. | |||||||||||||||||
(in thousands, except weighted average data) | |||||||||||||||||
Stock Options | Restricted Stock | ||||||||||||||||
Unrecognized compensation expense | $ | 33 | $ | 502 | |||||||||||||
Weighted average period over which unrecognized compensation expense is to be recognized (in years) | 2.3 | 3.3 | |||||||||||||||
On February 25, 2014, the Executive Compensation Committee approved the USA Truck, Inc. 2014 Management Bonus Plan. Plan participants, consisting of executive and other key management personnel, will be paid a cash percentage and an equity percentage of their base salaries (payable in restricted stock), corresponding with the achievement of certain levels of consolidated 2014 pretax income. | |||||||||||||||||
On February 25, 2014, the Board of Directors adopted the USA Truck, Inc. 2014 Omnibus Incentive Plan (the “Incentive Plan”) and submitted the Incentive Plan to our stockholders for their approval at the Annual Meeting of Stockholders (the “Annual Meeting”), scheduled for May 23, 2014. If approved by the stockholders, the Incentive Plan will be effective as of the date of the Annual Meeting. The Incentive Plan is intended to replace the 2004 Equity Incentive Plan, which expired on May 5, 2014. If the Incentive Plan is approved by the stockholders, no further awards would be made after such date under the 2004 Equity Incentive Plan. |
Note_4_Segment_Reporting
Note 4 - Segment Reporting | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Segment Reporting [Abstract] | ' | ||||||||
Segment Reporting Disclosure [Text Block] | ' | ||||||||
NOTE 4 – SEGMENT REPORTING | |||||||||
We have three operating segments: Trucking (which consists of our Truckload and Dedicated Freight service offerings), Strategic Capacity Solutions (“SCS”) (which consists entirely of our freight brokerage service offering), and Intermodal (which consists of our rail intermodal service offering). These three operating segments are disclosed as two reportable segments with SCS and Intermodal being aggregated into one reportable segment, which we refer to as “SCS”. | |||||||||
The service offerings we provide relate to the transportation of truckload quantities of freight for customers in a variety of industries. The services generate revenue, and incur expenses, primarily on a per mile basis. | |||||||||
Percent of Total Base Revenue | |||||||||
Trucking | SCS | ||||||||
Three Months Ended | |||||||||
31-Mar-14 | 68.2 | % | 31.8 | % | |||||
31-Mar-13 | 76.1 | % | 23.9 | % | |||||
Except with respect to the relatively minor components of our operations that do not involve the use of our trucks, key operating statistics for all three operating segments include, for example, revenue per mile and miles per tractor per week. While the operations of our SCS and Intermodal operating segments typically do not involve the use of our equipment and drivers, we nevertheless provide truckload freight services to our customers through arrangements with third party carriers who are subject to the same general regulatory environment and cost sensitivities imposed upon our Trucking operations. Therefore, we have aggregated the reporting of our Intermodal operations with our reporting for SCS operations. Based on Intermodal's relatively small size, and the interrelationship of SCS and Intermodal operations, we determined that separate reporting was not justified. | |||||||||
Assets are not allocated to our SCS or Intermodal operating segments, as those operations provide truckload freight services to our customers through arrangements with third party carriers who utilize their own equipment. To the extent our Intermodal operations require the use of Company-owned tractors or trailers, they are obtained from our Trucking segment on an as-needed basis. Accordingly, we allocate all of our assets to our Trucking segment. However, depreciation and amortization expense is allocated to our SCS and Intermodal operating segments based on the various assets specifically utilized to generate revenue. All intercompany transactions between segments are consummated at rates similar to those negotiated with independent third parties. All other expenses are allocated to our SCS and Intermodal operating segments based on headcount and specifically identifiable direct costs, as appropriate. | |||||||||
A summary of base revenue and fuel surcharge revenue by reportable segments is as follows: | |||||||||
(in thousands) | |||||||||
Revenue | |||||||||
Three Months Ended | |||||||||
March 31, | |||||||||
2014 | 2013 | ||||||||
Base revenue | |||||||||
Trucking | $ | 80,336 | $ | 79,803 | |||||
SCS | 39,405 | 26,787 | |||||||
Eliminations | (2,130 | ) | (1,703 | ) | |||||
Total base revenue | 117,611 | 104,887 | |||||||
Fuel surcharge revenue | |||||||||
Trucking | 22,578 | 22,225 | |||||||
SCS | 5,847 | 5,377 | |||||||
Eliminations | (547 | ) | (462 | ) | |||||
Total fuel surcharge revenue | 27,878 | 27,140 | |||||||
Total revenue | $ | 145,489 | $ | 132,027 | |||||
A summary of operating income (loss) by reportable segments is as follows: | |||||||||
(in thousands) | |||||||||
Operating Income (Loss) | |||||||||
Three Months Ended | |||||||||
March 31, | |||||||||
2014 | 2013 | ||||||||
Operating Income (Loss) | |||||||||
Trucking | $ | (6,120 | ) | $ | (3,978 | ) | |||
SCS | 5,077 | 1,151 | |||||||
Operating loss | $ | (1,043 | ) | $ | (2,827 | ) | |||
A summary of assets by reportable segments is as follows: | |||||||||
(in thousands) | |||||||||
Total Assets | |||||||||
March 31, | December 31, | ||||||||
2014 | 2013 | ||||||||
Total Assets | |||||||||
Trucking | $ | 195,541 | $ | 200,168 | |||||
Corporate and Other | 129,397 | 114,778 | |||||||
Total Assets | $ | 324,938 | $ | 314,946 | |||||
A summary of amortization and depreciation by reportable segments is as follows: | |||||||||
(in thousands) | |||||||||
Depreciation and Amortization | |||||||||
Three Months Ended | |||||||||
March 31, | |||||||||
2014 | 2013 | ||||||||
Depreciation and Amortization | |||||||||
Trucking | $ | 10,834 | $ | 10,254 | |||||
SCS | 49 | 79 | |||||||
Corporate and Other | 572 | 582 | |||||||
Total Depreciation and Amortization | $ | 11,455 | $ | 10,915 | |||||
Note_5_Leases_Receivable
Note 5 - Leases Receivable | 3 Months Ended |
Mar. 31, 2014 | |
Leases, Operating [Abstract] | ' |
Operating Leases of Lessor Disclosure [Text Block] | ' |
NOTE 5 – LEASE RECEIVABLES | |
During 2012, we began entering into lease-purchase agreements with certain drivers to allow them the opportunity to purchase a Company-owned tractor while concurrently becoming an independent contractor. At March 31, 2014, we had entered into 34 such agreements and had approximately $1.6 million included in Other Accounts Receivable in the accompanying Consolidated Balance Sheet. We believe these receivables are adequately collateralized; however, we have recorded an allowance for uncollectability in the approximate amount of $0.2 million to cover any expenses it would incur in the event of a default. |
Note_6_Note_Receivable
Note 6 - Note Receivable | 3 Months Ended |
Mar. 31, 2014 | |
Receivables [Abstract] | ' |
Loans, Notes, Trade and Other Receivables Disclosure [Text Block] | ' |
NOTE 6 – NOTE RECEIVABLE | |
During November 2010, we sold our terminal facility in Shreveport, Louisiana. In connection with this sale, the buyer gave us cash in the amount of $0.2 million and a note receivable in the amount of $2.1 million. The note receivable bears interest at an annual rate of 7.0%, matures in five years and has scheduled principal and interest payments based on a 30-year amortization schedule. A balloon payment in the approximate amount of $1.9 million is payable to us when the note matures in 2015. Accordingly, we deferred the approximate $0.7 million gain on the sale of this facility, and will record this gain into earnings as payments on the note receivable are received. During the three month periods ended March 31, 2014 and 2013, respectively, we recognized approximately $1,900 and approximately $1,770, respectively, of this gain. We believe that the note receivable balance at March 31, 2014, in the approximate amount of $1.9 million, is fully collectible and accordingly we have not recorded any valuation allowance against the note receivable. |
Note_7_Property_and_Equipment
Note 7 - Property and Equipment | 3 Months Ended |
Mar. 31, 2014 | |
Property, Plant and Equipment [Abstract] | ' |
Property, Plant and Equipment Disclosure [Text Block] | ' |
Note 7 – PROPERTY AND EQUIPMENT | |
We review our long-lived assets for impairment in accordance with Topic ASC 360, Property, Plant and Equipment. This authoritative guidance provides that whenever there are certain significant events or changes in circumstances the value of long-lived assets or groups of assets must be tested to determine if their value can be recovered from their future cash flows. In the event that undiscounted cash flows expected to be generated by the asset are less than the carrying amount, the asset or group of assets must be evaluated to determine if an impairment of value exists. Impairment exists if the carrying value of the asset exceeds its fair value. | |
In light of our net losses in recent years, triggering events and changes in circumstances have occurred, which required us to test our long-lived assets for recoverability at March 31, 2014. | |
We test for the recoverability of all of our long-lived assets as a single group at the entity level and examine the forecasted future cash flows generated by our revenue equipment, including its eventual disposition, to determine if those cash flows exceed the carrying value of our long-lived assets. At March 31, 2014, we determined that no impairment of value existed. |
Note_8_Claims_Liabilities
Note 8 - Claims Liabilities | 3 Months Ended |
Mar. 31, 2014 | |
Claims Liabilities [Abstract] | ' |
Claims Liabilities [Text Block] | ' |
Note 8 – CLAIMS LIABILITIES | |
We are self-insured up to certain limits for bodily injury, property damage, workers’ compensation, cargo loss and damage claims and medical benefits. Provisions are made for both the estimated liabilities for known claims as incurred and estimates for those incurred but not reported. | |
Our self-insurance retention levels are $0.5 million for workers’ compensation claims per occurrence, $0.05 million for cargo loss and damage claims per occurrence and $1.0 million for bodily injury and property damage claims per occurrence. For medical benefits, we self-insure up to $0.25 million per plan participant per year with an aggregate claim exposure limit determined by our year-to-date claims experience and the number of covered lives. We are completely self-insured for physical damage to our own tractors and trailers, except that we carry catastrophic physical damage coverage to protect against natural disasters. We maintain insurance above the amounts for which we self-insure, to certain limits, with licensed insurance carriers. We have excess general, auto and employer’s liability coverage in amounts substantially exceeding minimum legal requirements. | |
We record claims accruals at the estimated ultimate payment amounts based on information such as individual case estimates or historical claims experience. The current portion reflects the amounts of claims expected to be paid in the next twelve months. In making the estimates of ultimate payment amounts and the determinations of the current portion of each claim, we rely on past experience with similar claims, negative or positive developments in the case and similar factors. |
Note_9_Accrued_Expenses
Note 9 - Accrued Expenses | 3 Months Ended | |||||||||
Mar. 31, 2014 | ||||||||||
Payables and Accruals [Abstract] | ' | |||||||||
Accounts Payable and Accrued Liabilities Disclosure [Text Block] | ' | |||||||||
NOTE 9 – Accrued Expenses | ||||||||||
Accrued expenses consisted of the following: | ||||||||||
(in thousands) | ||||||||||
March 31, | December 31, | |||||||||
2014 | 2013 | |||||||||
Salaries, wages and employee benefits | $ | 6,053 | $ | 4,747 | ||||||
Other (1) | 3,741 | 3,985 | ||||||||
Total accrued expenses | $ | 9,794 | $ | 8,732 | ||||||
-1 | As of March 31, 2014 and December 31, 2013, no single item included within other accrued expenses exceeded 5.0% of our total current liabilities. | |||||||||
Note_10_Note_Payable
Note 10 - Note Payable | 3 Months Ended |
Mar. 31, 2014 | |
Disclosure Text Block [Abstract] | ' |
Short-term Debt [Text Block] | ' |
Note 10 – Note Payable | |
In October 2013, we entered into an unsecured note payable of $1.4 million. The note, which is payable in monthly installments of principal and interest of approximately $0.1 million and bears interest at 2.1%, is scheduled to mature on September 30, 2014. The balance of the note payable at March 31, 2014 was $0.7 million. The note was payable to a third party other than the insurance company and was used to finance a portion of our annual insurance premiums. |
Note_11_LongTerm_Debt
Note 11 - Long-Term Debt | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Disclosure Text Block [Abstract] | ' | ||||||||
Long-term Debt [Text Block] | ' | ||||||||
NOTE 11 – LONG-TERM DEBT | |||||||||
Long-term debt consisted of the following: | |||||||||
(in thousands) | |||||||||
March 31, | December 31, | ||||||||
2014 | 2013 | ||||||||
Revolving credit agreement (1) | $ | 65,100 | $ | 64,000 | |||||
Capitalized lease obligations and other long-term debt (2) | 58,677 | 63,868 | |||||||
123,777 | 127,868 | ||||||||
Less current maturities | (20,395 | ) | (19,025 | ) | |||||
Long-term debt and capital leases, less current maturities | $ | 103,382 | $ | 108,843 | |||||
-1 | In 2012, we entered into a $125.0 million Revolver with Wells Fargo Capital Finance, LLC, as Administrative Agent, and PNC Bank. The Revolver, which expires in 2017, is collateralized by substantially all of our assets, and includes letters of credit not to exceed $15.0 million. In addition, the $125.0 million Revolver has an accordion feature whereby we may elect to increase the size of the Revolver by up to $50.0 million, subject to customary conditions and lender participation. The Revolver is governed by a borrowing base with advances against eligible billed and unbilled accounts receivable and eligible revenue equipment, and has a first priority perfected security interest in all of the business assets (excluding tractors and trailers financed through capital leases and real estate) of the Company. Proceeds are used to finance working capital, to fund capital expenditures and for general corporate purposes. | ||||||||
The Revolver contains a minimum excess availability requirement equal to 15.0% of the maximum revolver amount (currently $18.8 million) and an annual capital expenditure limit ($73.5 million in 2014 and with further increases thereafter). Under the Revolver’s terms, we are required to maintain a minimum collateral cushion above the maximum facility size, referred to as “suppressed availability.” During 2014 (after giving effect to an amendment to the Revolver signed on March 14, 2014, and effective as of December 31, 2013), if we do not maintain the minimum suppressed availability threshold of $30.0 million, our borrowing availability will reduce by the amount of the shortfall below $30.0 million. After 2014, if we do not maintain the minimum suppressed availability threshold, the advance rate on eligible revenue equipment will reduce and a permanent amortization of the revenue equipment portion of our borrowing base at the rate of 1/72nd, or approximately $1.5 million, per month would result based on the December 31, 2013, revenue equipment collateral. At March 31, 2014, our suppressed availability was $31.6 million, which did not reduce our borrowing availability. Future fluctuations in the amount and value of equipment serving as collateral under the Revolver will impact our borrowing availability. If our suppressed availability falls below $20.0 million, there will be additional restrictions on which items of revenue equipment may be included in our eligible revenue equipment. The Revolver does not contain any financial maintenance covenants. | |||||||||
The Revolver bears interest at rates typically based on the Wells Fargo prime rate or LIBOR, in each case plus an applicable margin. The Base Rate is equal to the greatest of (a) the prime lending rate as publicly announced from time to time by Wells Fargo Bank N.A., (b) the Federal Funds Rate plus 1.0%, and (c) the three month LIBOR Rate plus 1.0%. The Base Rate at March 31, 2014 was 1.25%. The LIBOR Rate is the rate at which dollar deposits are offered to major banks in the London interbank market two business days prior to the commencement of the requested interest period. Most borrowings are expected to be based on the LIBOR rate option. The applicable margin ranges from 2.25% to 2.75% based on average excess availability and at March 31, 2014, it was 2.25%. | |||||||||
The Revolver includes usual and customary events of default for a facility of this nature and provides that, upon the occurrence and continuation of an event of default, payment of all amounts payable under the Revolver may be accelerated, and the lenders’ commitments may be terminated. Although there are no negative covenants relating to financial ratios or minimum balance sheet requirements, the Revolver contains certain restrictions and covenants relating to, among other things, dividends, liens, acquisitions and dispositions outside of the ordinary course of business and affiliate transactions. | |||||||||
Applicable Margin means, as of any date of determination, the following margin based upon the most recent average excess availability calculation; provided, however, that for the period from the closing date through the testing period ended March 31, 2014, the Applicable Margin was at Level I and at any time that an Event of Default exists, the Applicable Margin shall be at Level III. | |||||||||
Average Excess Availability | Applicable Margin in respect of Base Rate Loans under the Revolver | Applicable Margin in respect of LIBOR Rate Loans under the Revolver | |||||||
Level | |||||||||
I | ≥ | $50,000,000 | 1.25% | 2.25% | |||||
II | < | $50,000,000 | but ≥ | $30,000,000 | 1.50% | 2.50% | |||
III | < | $30,000,000 | 1.75% | 2.75% | |||||
We are required to pay a fee on the unused amount of the Revolver as set forth in the table below, which is due and payable monthly in arrears. For the period from the closing date through March 31, 2014, the unused fee was at Level II. | |||||||||
Level | Average Unused Portion of the Revolver plus Outstanding Letters of Credit | Applicable Unused Revolver Fee Margin | |||||||
I | > | $60,000,000 | 0.38% | ||||||
II | < | $60,000,000 | 0.50% | ||||||
Overnight borrowings were $1.6 million under the Revolver at March 31, 2014. The interest rate on our overnight borrowings under the Revolver at March 31, 2014 was 4.5%. The interest rate including all borrowings made under the Revolver at March 31, 2014 was 2.8%. The weighted average interest rate on our borrowings under the Revolver for the three months ended March 31, 2014 was 3.1%. A quarterly commitment fee is payable on the unused portion of the credit line and at March 31, 2014, the rate was 0.5% per annum. The Revolver is collateralized by all non-leased revenue equipment having a net book value of approximately $137.4 million at March 31, 2014, and all billed and unbilled accounts receivable. As we reprice our debt on a monthly basis, the borrowings under the Revolver approximate its fair value. At March 31, 2014, we had outstanding $3.8 million in letters of credit and had approximately $38.3 million available under the Revolver (net of the minimum availability we are required to maintain of approximately $18.8 million). | |||||||||
-2 | Capitalized lease obligations in the amount of $58.1 million have various termination dates extending through August 2018 and contain renewal or fixed price purchase options. The effective interest rates on the leases range from 1.6% to 3.1% at March 31, 2014. The lease agreements require us to pay property taxes, maintenance and operating expenses. | ||||||||
In May 2012, we entered into a long-term financing agreement in the amount of approximately $360,000 for the purchase of information technology related hardware. The agreement, which is scheduled to mature on May 31, 2014, is payable in annual installments of principal and interest of approximately $122,000, due on May 31, 2013 and 2014, and bears imputed interest at 3.2%. The balance of the agreement at March 31, 2014 was approximately $121,700. | |||||||||
In January 2013, we entered into a long-term financing agreement in the amount of approximately $295,000 for the purchase of information technology related hardware. The agreement, which is scheduled to mature on January 31, 2017, is payable in annual installments of principal and interest of approximately $63,000, due on January 31st of each year, and bears imputed interest at 3.1%. The balance of the agreement at March 31, 2014 was approximately $177,700. | |||||||||
In April 2013, we entered into a long-term financing agreement in the amount of approximately $300,000 for the purchase of information technology related hardware. The agreement, which is scheduled to mature on March 31, 2018, is payable in monthly installments of principal and interest of approximately $5,600 and bears interest at 4.5%. The balance of the agreement on March 31, 2014 was approximately $243,900. | |||||||||
The current maturities of the above financing agreements amount to approximately $241,000. |
Note_12_Leases_and_Commitments
Note 12 - Leases and Commitments | 3 Months Ended | ||||||||||||||||||||||||
Mar. 31, 2014 | |||||||||||||||||||||||||
Leases [Abstract] | ' | ||||||||||||||||||||||||
Leases of Lessee Disclosure [Text Block] | ' | ||||||||||||||||||||||||
Note 12 – LEASES AND Commitments | |||||||||||||||||||||||||
LEASES | |||||||||||||||||||||||||
We lease certain revenue equipment under capital leases with terms of 15 to 60 months. Balances related to these capitalized leases are included in property and equipment in the accompanying consolidated balance sheets and are set forth in the table below as of March 31, 2014 for the periods indicated. | |||||||||||||||||||||||||
(in thousands) | |||||||||||||||||||||||||
Capitalized Costs | Accumulated Amortization | Net Book Value | |||||||||||||||||||||||
31-Mar-14 | $ | 78,197 | $ | 20,661 | $ | 57,536 | |||||||||||||||||||
31-Dec-13 | 84,410 | 20,942 | 63,468 | ||||||||||||||||||||||
Amortization of leased assets is included in depreciation and amortization expense in the accompanying consolidated statements of operations. Rent expense relating to operating leases for facilities and certain revenue equipment is included in operations and maintenance expense and rent expense relating to operating leases for office equipment is included in other operating expenses and costs. The total rent expense incurred is included in the accompanying consolidated statements of operations. Amortization of leased assets and rent expense under operating leases are reflected in the table below for the periods indicated. | |||||||||||||||||||||||||
(in thousands) | |||||||||||||||||||||||||
Three Months Ended March 31, | |||||||||||||||||||||||||
2014 | 2013 | ||||||||||||||||||||||||
Amortization of leased assets | $ | 3,431 | $ | 2,851 | |||||||||||||||||||||
Rent expense under operating leases | 1,275 | 912 | |||||||||||||||||||||||
We have entered into leases with lenders who participate in the Revolver. Those leases contain cross-default provisions with the Revolver. We have also entered into leases with other lenders who do not participate in our Revolver. Multiple leases with lenders who do not participate in our Revolver generally contain cross-default provisions. | |||||||||||||||||||||||||
At March 31, 2014, the future minimum payments under capitalized leases with initial terms of one year or more and future rentals under operating leases for certain facilities, office equipment and revenue equipment with initial terms of one year or more were as follows for the years indicated. | |||||||||||||||||||||||||
(in thousands) | |||||||||||||||||||||||||
2014 | 2015 | 2016 | 2017 | 2018 | Thereafter | ||||||||||||||||||||
Future minimum payments | $ | 21,392 | $ | 19,949 | $ | 16,228 | $ | 1,089 | $ | 1,915 | $ | -- | |||||||||||||
Future rentals under operating leases | 993 | 358 | 288 | 240 | 85 | 168 | |||||||||||||||||||
We entered into three fair market value leases to finance the acquisition of revenue equipment. These leases are deemed to be operating leases and accordingly this equipment is not recorded on the balance sheet. | |||||||||||||||||||||||||
As of March 31, 2014, the remaining minimum capital lease payments were $58.1 million, which excludes amounts representing interest of $2.5 million. The current portion of net minimum lease payments, including interest, is $21.4 million. | |||||||||||||||||||||||||
We routinely monitor our equipment acquisition needs and adjust our purchase schedule from time to time based on our analysis of factors such as new equipment prices, the condition of the used equipment market, demand for our freight services, prevailing interest rates, technological improvements, fuel efficiency, equipment durability, equipment specifications, our operating performance and the availability of qualified drivers. | |||||||||||||||||||||||||
OTHER COMMITMENTS | |||||||||||||||||||||||||
In February 2014, the Board of Directors authorized the use of up to $20.0 million in new capital leases under existing facilities through 2014 and we have not utilized any of this authorization as of March 31, 2014. As of March 31, 2014, for the remainder of 2014, we had approximately $1.3 million in commitments for purchases of non-revenue equipment and commitments for purchases of revenue equipment in the amount of approximately $31.8 million. We anticipate taking delivery of these purchases throughout the remainder of 2014. | |||||||||||||||||||||||||
In October 2013, the Executive Compensation Committee of the Board of Directors (the “Compensation Committee”) approved a retention bonus plan (the “Retention Bonus Plan”) and a change in control/severance plan (the “Management Severance Plan”) for certain of our officers and members of our management team. The Compensation Committee determined that it was appropriate to adopt the Retention Bonus Plan and the Management Severance Plan as a means of assuring the continued focus of the new and expanded management team that is critical to the successful execution of our turnaround strategy, and mitigating any uncertainty regarding future employment resulting from Knight Transportation, Inc.’s unsolicited proposal to acquire the Company and its efforts to disrupt our turnaround. | |||||||||||||||||||||||||
Each participant in the Retention Bonus Plan, with the exception of Mr. John Simone, our President and CEO, is eligible to receive a one-time, cash bonus that is equal to a percentage of the participant’s annualized base salary determined as of the date of adoption of the Retention Bonus Plan. The percentages range from 6.25% to 25% of annualized base salary. Mr. Simone is eligible to receive a retention bonus equal to 25% of his annualized base salary plus an additional $150,000, of which $50,000 was paid to him in December 2013. All other payments under the Retention Bonus Plan were paid on or about April 11, 2014 (the “Payment Date”) to those plan participants employed as of October 30, 2013, that remain employed with us through and as of the Payment Date. If a participant in the Retention Bonus Plan voluntarily terminates his employment at any time after receipt of a payment under the Retention Bonus Plan and before the one-year anniversary of the adoption of the Retention Bonus Plan, or October 30, 2014, the plan participant will be required to repay his or her retention bonus award to the Company. | |||||||||||||||||||||||||
The Management Severance Plan provides that the plan participants will enter into substantially identical Change in Control/Severance Agreements with the Company (each, a “Severance Agreement”) and will be entitled to certain severance benefits thereunder if (i) following adoption of the Management Severance Plan, a participant is terminated by us without “cause” (as defined in the Severance Agreement) other than in connection with or following a “change in control” (as defined in the Severance Agreement) (the “Severance Benefit”) or (ii) in the event of and for the twelve-month period following a “change in control,” we or our successor terminates a participant’s employment without “cause” or the participant is subject to a “constructive termination” (as defined in the Severance Agreement) (the “Change-in-Control Benefit”). The Management Severance Plan provides that the Severance Benefit and the Change-in-Control Benefit are mutually exclusive and a plan participant would not be entitled to both benefits. | |||||||||||||||||||||||||
With respect to the Severance Benefit, plan participants will be entitled to receive a monthly severance payment equal to the participant’s base monthly salary at the time of termination without “cause” for a fixed period of time ranging from six months to twelve months. |
Note_13_Income_Taxes
Note 13 - Income Taxes | 3 Months Ended |
Mar. 31, 2014 | |
Income Tax Disclosure [Abstract] | ' |
Income Tax Disclosure [Text Block] | ' |
NOTE 13 –INCOME tAXES | |
During the three months ended March 31, 2014 and 2013, our effective tax rates were 27.2% and 31.5%, respectively. Income tax expense varies from the amount computed by applying the statutory federal tax rate to income before income taxes primarily due to state income taxes, net of federal income tax effect, adjusted for permanent differences, the most significant of which is the effect of the per diem pay structure for drivers. Drivers may elect to receive non-taxable per diem pay in lieu of a portion of their taxable wages. This per diem program increases our drivers’ net pay per mile, after taxes, while decreasing gross pay, before taxes. As a result, salaries, wages and employee benefits are slightly lower, and our effective income tax rate is higher than the statutory rate. Generally, as pre-tax income increases, the impact of the driver per diem program on our effective tax rate decreases because aggregate per diem pay becomes smaller in relation to pre-tax income. Due to the partially nondeductible effect of per diem pay, our tax rate will fluctuate in future periods based on fluctuations in earnings and in the number of drivers who elect to receive this pay structure. | |
We account for any uncertainty in income taxes by determining whether it is more likely than not that a tax position we have taken in a tax return will be sustained upon examination by the appropriate taxing authority based on the technical merits of the position. In that regard, we have analyzed filing positions in our federal and applicable state tax returns as well as in all open tax years. The only periods subject to examination for our federal returns are the 2010, 2011, 2012 and 2013 tax years. In February 2013, we received notice that our 2011 federal tax return is being examined. We believe that our income tax filing positions and deductions will be sustained on audit and do not anticipate any adjustments that will result in a material change to our consolidated financial position, results of operations and cash flows. In conjunction with the above, our policy is to recognize interest related to unrecognized tax benefits as interest expense and penalties as operating expenses. We have not recorded any unrecognized tax benefits through March 31, 2014. | |
We believe we have adequately provided for our future tax consequences based upon current facts and circumstances and current tax law; however, based on improving results from operations and other factors, during 2014 we expect to fully utilize our net operating loss carry forwards from prior years. |
Note_14_Loss_Per_Share
Note 14 - Loss Per Share | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Earnings Per Share [Abstract] | ' | ||||||||
Earnings Per Share [Text Block] | ' | ||||||||
Note 14 –LOSS Per Share | |||||||||
Basic loss per share is computed based on the weighted average number of shares of Common Stock outstanding during the period. Diluted loss per share is computed by adjusting the weighted average number of shares of Common Stock outstanding by Common Stock equivalents attributable to dilutive stock options and restricted stock. The computation of diluted loss per share does not assume conversion, exercise, or contingent issuance of securities that would have an antidilutive effect on loss per share. | |||||||||
The following table sets forth the computation of basic and diluted loss per share: | |||||||||
(in thousands, except per share amounts) | |||||||||
Three Months Ended | |||||||||
March 31, | |||||||||
2014 | 2013 | ||||||||
Numerator: | |||||||||
Net loss | $ | (1,589 | ) | $ | (2,474 | ) | |||
Denominator: | |||||||||
Denominator for basic loss per share – weighted average shares | 10,339 | 10,305 | |||||||
Effect of dilutive securities: | |||||||||
Employee stock options and restricted stock | -- | -- | |||||||
Denominator for diluted loss per share – adjusted weighted average shares and assumed conversions | 10,339 | 10,305 | |||||||
Basic per share | $ | (0.15 | ) | $ | (0.24 | ) | |||
Diluted loss per share | $ | (0.15 | ) | $ | (0.24 | ) | |||
Weighted average anti-dilutive employee stock options and restricted stock | 11 | 242 | |||||||
Note_15_Litigation
Note 15 - Litigation | 3 Months Ended |
Mar. 31, 2014 | |
Disclosure Text Block Supplement [Abstract] | ' |
Legal Matters and Contingencies [Text Block] | ' |
NOTE 15 – LITIGATION | |
We are party to routine litigation incidental to our business, primarily involving claims for personal injury and property damage incurred in the transportation of freight. We maintain insurance to cover liabilities in excess of certain self-insured retention levels. Though management believes these claims to be routine and immaterial to our long-term financial position, adverse results of one or more of these claims could have a material adverse effect on our financial position or results of operations in any given reporting period. | |
On September 26, 2013, Knight Transportation, Inc. (“Knight”) filed a Schedule 13D with the Securities and Exchange Commission stating it had acquired 829,946 shares of our common stock (approximately 7.9%) for the purpose of pursuing a merger with us. Knight also disclosed in this filing that it had made an offer to our Board of Directors on August 28, 2013 proposing an all cash offer of $9.00 per share for all of our outstanding shares of common stock. Subsequent to this filing, Knight reported that it had increased its holdings in our stock to 1,287,782 shares (approximately 12.2%). On September 26, 2013, we issued a press release regarding Knight’s unsolicited proposal, indicating that our Board of Directors had previously reviewed Knight’s unsolicited proposal with our management team and independent financial and legal advisors, that the Board unanimously concluded that the proposal substantially undervalued the Company in light of the initiatives undertaken by the new management team, and the proposal was not in the best interests of the Company and its stockholders. The Company also indicated in the release that it had offered to meet with Knight to discuss the reasons why the Knight offer was inadequate. On October 10, 2013, we filed a breach of contract complaint in the Circuit Court of Crawford County, Van Buren, Arkansas, styled USA Truck, Inc. v. Knight Transportation, Inc., Docket No. 17CV-13-302-II (which was subsequently removed to the United States District Court for the Western District of Arkansas and captioned USA Truck, Inc. v. Knight Transportation, Inc., No. 2:13 cv 02238 PKH), alleging, among other things, that Knight misused confidential information in violation of a confidentiality agreement between Knight and the Company, by disclosing prior confidential discussions between Knight and the Company, and by using confidential information in connection with the above mentioned stock acquisitions. The lawsuit sought to require Knight to divest the shares it acquired in violation of the confidentiality agreement. | |
On February 4, 2014, we entered into a settlement agreement (the “Settlement Agreement”) with Knight for the purpose of resolving the litigation described above. Pursuant to the Settlement Agreement, and without either party admitting or conceding liability or wrongdoing, we withdrew the lawsuit and we and Knight exchanged mutual releases of liability and entered into a voting agreement and a standstill agreement. |
Note_16_Stockholder_Rights_Pla
Note 16 - Stockholder Rights Plan | 3 Months Ended |
Mar. 31, 2014 | |
Disclosure Text Block Supplement [Abstract] | ' |
Preferred Stock [Text Block] | ' |
NOTE 16 – STOCKHOLDER RIGHTS PLAN | |
In November 2012, the Board of Directors declared a dividend of one preferred share purchase right (a “Right”) for each outstanding share of our common stock, which dividend was paid on November 21, 2012 to stockholders of record at the close of business on such date. The Board of Directors also adopted the Rights Agreement by and between the Company and Registrar and Transfer Company, as Rights Agent (the “Rights Agreement”). Until certain events described in the Rights Agreement and noted in the following paragraph, the Rights were not exercisable and did not trade separately from our common stock. | |
The Rights were to become exercisable (subject to customary exceptions) only if a person or group (an “acquiring person”) without approval of the Board of Directors acquired 15% or more of our common stock or launched a tender offer that, if consummated, would result in them becoming an acquiring person. In such event, each holder of a Right, except the acquiring person, would have the right to purchase from us that number of shares of common stock (or to purchase common stock from an entity that completes a business combination with us) having an aggregate market price on the date on which such Rights first became exercisable, equal to twice the Exercise Price, for an amount in cash equal to the Exercise Price. The Exercise Price was set initially at $12.00 per share. | |
On April 9, 2014, the Board of Directors unanimously voted to terminate our Rights Agreement effective April 11, 2014. |
Note_17_Revision_of_Prior_Peri
Note 17 - Revision of Prior Period Results | 3 Months Ended | ||||||||||||
Mar. 31, 2014 | |||||||||||||
Accounting Changes and Error Corrections [Abstract] | ' | ||||||||||||
Accounting Changes and Error Corrections [Text Block] | ' | ||||||||||||
NOTE 17 – REVISION OF PRIOR PERIOD RESULTS | |||||||||||||
During the first quarter of 2014, we identified an error in 2009 related to the calculation of the deferred income tax asset for tax net operating loss carry forwards. The error resulted in an approximate $1.6 million understatement of the net deferred tax liability and overstatement of retained earnings and stockholders’ equity at December 31, 2009, and all subsequent periods through December 31, 2013. | |||||||||||||
We assessed the materiality of this error in accordance with the Securities and Exchange Commission’s (“SEC”) Staff Accounting Bulletin 99 and concluded that the previously issued financial statements were not materially misstated. In accordance with the SEC’s Staff Accounting Bulletin 108, we have corrected the immaterial error by revising the previously issued financial statements included in this document. | |||||||||||||
Accordingly, the Consolidated Balance Sheet at December 31, 2013 has been revised to correct the immaterial error described above. The effect of this revision on the line items within our Consolidated Balance Sheet is as follows (in thousands): | |||||||||||||
31-Dec-13 | |||||||||||||
As Reported | Revisions | As Revised | |||||||||||
Deferred Income Taxes | $ | 35,039 | $ | 1,608 | $ | 36,647 | |||||||
Retained Earnings | 56,657 | (1,608 | ) | 55,049 | |||||||||
Total Stockholders’ Equity | 100,538 | (1,608 | ) | 98,930 | |||||||||
Note_3_StockBased_Compensation1
Note 3 - Stock-Based Compensation (Tables) | 3 Months Ended | ||||||||||||||||
Mar. 31, 2014 | |||||||||||||||||
Note 3 - Stock-Based Compensation (Tables) [Line Items] | ' | ||||||||||||||||
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions [Table Text Block] | ' | ||||||||||||||||
2014 | 2013 | ||||||||||||||||
Dividend yield | 0 | % | 0 | % | |||||||||||||
Expected volatility | 0 | % | 35.6 | % | |||||||||||||
Risk-free interest rate | 0 | % | 1.2 | % | |||||||||||||
Expected life (in years) | 0 | 6.25 | |||||||||||||||
Schedule of Share-based Compensation, Stock Options, Activity [Table Text Block] | ' | ||||||||||||||||
Number of Options | Weighted Average Exercise Price | Weighted Average Remaining Contractual Life (in years) | Aggregate Intrinsic Value (1) | ||||||||||||||
Outstanding - beginning of year | 109,871 | $ | 9.49 | ||||||||||||||
Granted | -- | -- | |||||||||||||||
Exercised | (12,538 | ) | 12.49 | $ | -- | ||||||||||||
Cancelled/forfeited | (214 | ) | 11.73 | ||||||||||||||
Expired | (9,698 | ) | 13.36 | ||||||||||||||
Outstanding at March 31, 2014 | 87,421 | $ | 8.63 | 5.3 | $ | 571,519 | |||||||||||
Exercisable at March 31, 2014 | 43,587 | $ | 11.37 | 3.2 | $ | 185,022 | |||||||||||
Restricted Stock Award Forfeitures [Table Text Block] | ' | ||||||||||||||||
July 16, 2008 Restricted Stock Award Forfeitures | |||||||||||||||||
Scheduled Vest Date | Date Deemed Forfeited and Recorded as Treasury Stock | Shares Forfeited | Expense Recovered | Date Shares Returned to Plan | |||||||||||||
(in thousands) | (in thousands) | ||||||||||||||||
1-Apr-11 | 30-Sep-10 | 9 | $ | 70 | 1-Apr-11 | ||||||||||||
1-Apr-12 | 30-Sep-11 | 8 | 66 | 1-Apr-12 | |||||||||||||
1-Apr-13 | 30-Sep-11 | 15 | 101 | 1-Apr-13 | |||||||||||||
1-Apr-14 | 28-Feb-13 | 9 | 78 | 1-Apr-14 | |||||||||||||
1-Apr-15 | 28-Feb-13 | 9 | 65 | 1-Apr-15 | |||||||||||||
1-Apr-16 | 28-Feb-13 | 9 | 56 | 1-Apr-16 | |||||||||||||
1-Apr-17 | 31-Dec-13 | 7 | 44 | 1-Apr-17 | |||||||||||||
Schedule of Unrecognized Compensation Cost, Nonvested Awards [Table Text Block] | ' | ||||||||||||||||
(in thousands, except weighted average data) | |||||||||||||||||
Stock Options | Restricted Stock | ||||||||||||||||
Unrecognized compensation expense | $ | 33 | $ | 502 | |||||||||||||
Weighted average period over which unrecognized compensation expense is to be recognized (in years) | 2.3 | 3.3 | |||||||||||||||
Restricted Stock [Member] | ' | ||||||||||||||||
Note 3 - Stock-Based Compensation (Tables) [Line Items] | ' | ||||||||||||||||
Schedule of Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Table Text Block] | ' | ||||||||||||||||
(in thousands) | |||||||||||||||||
Three Months Ended | |||||||||||||||||
March 31, | |||||||||||||||||
2014 | 2013 | ||||||||||||||||
Compensation expense | $ | 10 | $ | 15 | |||||||||||||
(in thousands) | |||||||||||||||||
Three Months Ended | |||||||||||||||||
March 31, | |||||||||||||||||
2014 | 2013 | ||||||||||||||||
Compensation expense (credit) | $ | 106 | $ | (104 | ) | ||||||||||||
Equity Incentive Plan [Member] | ' | ||||||||||||||||
Note 3 - Stock-Based Compensation (Tables) [Line Items] | ' | ||||||||||||||||
Schedule of Share-based Compensation, Restricted Stock and Restricted Stock Units Activity [Table Text Block] | ' | ||||||||||||||||
Number of Shares | Weighted Average Grant Price (1) | ||||||||||||||||
Nonvested shares – December 31, 2013 | 199,619 | 7.2 | |||||||||||||||
Granted | 632 | 14.03 | |||||||||||||||
Forfeited | (522 | ) | 5.69 | ||||||||||||||
Vested | (24,723 | ) | 4.87 | ||||||||||||||
Nonvested shares – March 31, 2014 | 175,006 | 7.56 |
Note_4_Segment_Reporting_Table
Note 4 - Segment Reporting (Tables) | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Segment Reporting [Abstract] | ' | ||||||||
Reconciliation of Revenue from Segments to Consolidated [Table Text Block] | ' | ||||||||
Percent of Total Base Revenue | |||||||||
Trucking | SCS | ||||||||
Three Months Ended | |||||||||
31-Mar-14 | 68.2 | % | 31.8 | % | |||||
31-Mar-13 | 76.1 | % | 23.9 | % | |||||
Schedule of Segment Reporting Information, by Segment [Table Text Block] | ' | ||||||||
(in thousands) | |||||||||
Revenue | |||||||||
Three Months Ended | |||||||||
March 31, | |||||||||
2014 | 2013 | ||||||||
Base revenue | |||||||||
Trucking | $ | 80,336 | $ | 79,803 | |||||
SCS | 39,405 | 26,787 | |||||||
Eliminations | (2,130 | ) | (1,703 | ) | |||||
Total base revenue | 117,611 | 104,887 | |||||||
Fuel surcharge revenue | |||||||||
Trucking | 22,578 | 22,225 | |||||||
SCS | 5,847 | 5,377 | |||||||
Eliminations | (547 | ) | (462 | ) | |||||
Total fuel surcharge revenue | 27,878 | 27,140 | |||||||
Total revenue | $ | 145,489 | $ | 132,027 | |||||
(in thousands) | |||||||||
Operating Income (Loss) | |||||||||
Three Months Ended | |||||||||
March 31, | |||||||||
2014 | 2013 | ||||||||
Operating Income (Loss) | |||||||||
Trucking | $ | (6,120 | ) | $ | (3,978 | ) | |||
SCS | 5,077 | 1,151 | |||||||
Operating loss | $ | (1,043 | ) | $ | (2,827 | ) | |||
(in thousands) | |||||||||
Depreciation and Amortization | |||||||||
Three Months Ended | |||||||||
March 31, | |||||||||
2014 | 2013 | ||||||||
Depreciation and Amortization | |||||||||
Trucking | $ | 10,834 | $ | 10,254 | |||||
SCS | 49 | 79 | |||||||
Corporate and Other | 572 | 582 | |||||||
Total Depreciation and Amortization | $ | 11,455 | $ | 10,915 | |||||
Reconciliation of Assets from Segment to Consolidated [Table Text Block] | ' | ||||||||
(in thousands) | |||||||||
Total Assets | |||||||||
March 31, | December 31, | ||||||||
2014 | 2013 | ||||||||
Total Assets | |||||||||
Trucking | $ | 195,541 | $ | 200,168 | |||||
Corporate and Other | 129,397 | 114,778 | |||||||
Total Assets | $ | 324,938 | $ | 314,946 |
Note_9_Accrued_Expenses_Tables
Note 9 - Accrued Expenses (Tables) | 3 Months Ended | |||||||||
Mar. 31, 2014 | ||||||||||
Payables and Accruals [Abstract] | ' | |||||||||
Schedule of Accrued Liabilities [Table Text Block] | ' | |||||||||
(in thousands) | ||||||||||
March 31, | December 31, | |||||||||
2014 | 2013 | |||||||||
Salaries, wages and employee benefits | $ | 6,053 | $ | 4,747 | ||||||
Other (1) | 3,741 | 3,985 | ||||||||
Total accrued expenses | $ | 9,794 | $ | 8,732 |
Note_11_LongTerm_Debt_Tables
Note 11 - Long-Term Debt (Tables) | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Disclosure Text Block [Abstract] | ' | ||||||||
Schedule of Long-term Debt Instruments [Table Text Block] | ' | ||||||||
(in thousands) | |||||||||
March 31, | December 31, | ||||||||
2014 | 2013 | ||||||||
Revolving credit agreement (1) | $ | 65,100 | $ | 64,000 | |||||
Capitalized lease obligations and other long-term debt (2) | 58,677 | 63,868 | |||||||
123,777 | 127,868 | ||||||||
Less current maturities | (20,395 | ) | (19,025 | ) | |||||
Long-term debt and capital leases, less current maturities | $ | 103,382 | $ | 108,843 | |||||
Schedule of Revolver Applicable Margin [Table Text Block] | ' | ||||||||
Average Excess Availability | Applicable Margin in respect of Base Rate Loans under the Revolver | Applicable Margin in respect of LIBOR Rate Loans under the Revolver | |||||||
Level | |||||||||
I | ≥ | $50,000,000 | 1.25% | 2.25% | |||||
II | < | $50,000,000 | but ≥ | $30,000,000 | 1.50% | 2.50% | |||
III | < | $30,000,000 | 1.75% | 2.75% | |||||
Schedule of Line of Credit Facilities [Table Text Block] | ' | ||||||||
Level | Average Unused Portion of the Revolver plus Outstanding Letters of Credit | Applicable Unused Revolver Fee Margin | |||||||
I | > | $60,000,000 | 0.38% | ||||||
II | < | $60,000,000 | 0.50% |
Note_12_Leases_and_Commitments1
Note 12 - Leases and Commitments (Tables) | 3 Months Ended | ||||||||||||||||||||||||
Mar. 31, 2014 | |||||||||||||||||||||||||
Leases [Abstract] | ' | ||||||||||||||||||||||||
Schedule of Capital Leased Assets [Table Text Block] | ' | ||||||||||||||||||||||||
(in thousands) | |||||||||||||||||||||||||
Capitalized Costs | Accumulated Amortization | Net Book Value | |||||||||||||||||||||||
31-Mar-14 | $ | 78,197 | $ | 20,661 | $ | 57,536 | |||||||||||||||||||
31-Dec-13 | 84,410 | 20,942 | 63,468 | ||||||||||||||||||||||
Condensed Cash Flow Statement [Table Text Block] | ' | ||||||||||||||||||||||||
(in thousands) | |||||||||||||||||||||||||
Three Months Ended March 31, | |||||||||||||||||||||||||
2014 | 2013 | ||||||||||||||||||||||||
Amortization of leased assets | $ | 3,431 | $ | 2,851 | |||||||||||||||||||||
Rent expense under operating leases | 1,275 | 912 | |||||||||||||||||||||||
Schedule of Future Minimum Lease Payments for Capital Leases [Table Text Block] | ' | ||||||||||||||||||||||||
(in thousands) | |||||||||||||||||||||||||
2014 | 2015 | 2016 | 2017 | 2018 | Thereafter | ||||||||||||||||||||
Future minimum payments | $ | 21,392 | $ | 19,949 | $ | 16,228 | $ | 1,089 | $ | 1,915 | $ | -- | |||||||||||||
Future rentals under operating leases | 993 | 358 | 288 | 240 | 85 | 168 |
Note_14_Loss_Per_Share_Tables
Note 14 - Loss Per Share (Tables) | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Earnings Per Share [Abstract] | ' | ||||||||
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block] | ' | ||||||||
(in thousands, except per share amounts) | |||||||||
Three Months Ended | |||||||||
March 31, | |||||||||
2014 | 2013 | ||||||||
Numerator: | |||||||||
Net loss | $ | (1,589 | ) | $ | (2,474 | ) | |||
Denominator: | |||||||||
Denominator for basic loss per share – weighted average shares | 10,339 | 10,305 | |||||||
Effect of dilutive securities: | |||||||||
Employee stock options and restricted stock | -- | -- | |||||||
Denominator for diluted loss per share – adjusted weighted average shares and assumed conversions | 10,339 | 10,305 | |||||||
Basic per share | $ | (0.15 | ) | $ | (0.24 | ) | |||
Diluted loss per share | $ | (0.15 | ) | $ | (0.24 | ) | |||
Weighted average anti-dilutive employee stock options and restricted stock | 11 | 242 |
Note_17_Revision_of_Prior_Peri1
Note 17 - Revision of Prior Period Results (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | |||||||||||||
Accounting Changes and Error Corrections [Abstract] | ' | ||||||||||||
Schedule of Error Corrections and Prior Period Adjustments [Table Text Block] | ' | ||||||||||||
31-Dec-13 | |||||||||||||
As Reported | Revisions | As Revised | |||||||||||
Deferred Income Taxes | $ | 35,039 | $ | 1,608 | $ | 36,647 | |||||||
Retained Earnings | 56,657 | (1,608 | ) | 55,049 | |||||||||
Total Stockholders’ Equity | 100,538 | (1,608 | ) | 98,930 |
Note_3_StockBased_Compensation2
Note 3 - Stock-Based Compensation (Details) (USD $) | 3 Months Ended | 12 Months Ended | 15 Months Ended | 15 Months Ended | |||
Sep. 30, 2008 | Dec. 31, 2013 | Mar. 31, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Mar. 31, 2014 | Mar. 31, 2014 | |
Restricted Stock [Member] | Common Stock [Member] | Equity Incentive Plan [Member] | Equity Incentive Plan [Member] | Equity Incentive Plan [Member] | Equity Incentive Plan [Member] | ||
Maximum [Member] | Minimum [Member] | Maximum [Member] | |||||
Note 3 - Stock-Based Compensation (Details) [Line Items] | ' | ' | ' | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized (in Shares) | ' | ' | ' | 1,125,000 | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | ' | '10 years | ' | ' | ' | '3 years | '5 years |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Lower Range Limit | ' | ' | ' | $2.88 | ' | ' | ' |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Upper Range Limit | ' | ' | ' | $22.54 | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant (in Shares) | ' | ' | ' | ' | 613,396 | ' | ' |
Share Price | ' | ' | $14.72 | ' | ' | ' | ' |
Restricted Common Stock, Shares, Grants in Period (in Shares) | 200,000 | ' | ' | ' | ' | ' | ' |
Restricted Common Stock Grant Date Value | $12.13 | ' | ' | ' | ' | ' | ' |
Note_3_StockBased_Compensation3
Note 3 - Stock-Based Compensation (Details) - Recognized Compensation Expense, Restricted Stock, Net of Forfeitures (Equity Incentive Plan [Member], USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Non-Qualified Stock Option [Member] | ' | ' |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ' | ' |
Compensation expense (credit) | $10 | $15 |
Restricted Stock [Member] | ' | ' |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ' | ' |
Compensation expense (credit) | $106 | ($104) |
Note_3_StockBased_Compensation4
Note 3 - Stock-Based Compensation (Details) - Assumptions Used to Value Stock Options Granted | 3 Months Ended | |
Mar. 31, 2014 | Mar. 31, 2013 | |
Assumptions Used to Value Stock Options Granted [Abstract] | ' | ' |
Dividend yield | 0.00% | 0.00% |
Expected volatility | 0.00% | 35.60% |
Risk-free interest rate | 0.00% | 1.20% |
Expected life (in years) | '0 years | '6 years 3 months |
Note_3_StockBased_Compensation5
Note 3 - Stock-Based Compensation (Details) - Option Activity (USD $) | 3 Months Ended | |
Mar. 31, 2014 | ||
Option Activity [Abstract] | ' | |
Outstanding - beginning of year | 109,871 | |
Outstanding - beginning of year | $9.49 | |
Exercised | -12,538 | |
Exercised | $12.49 | |
Exercised | ' | [1] |
Cancelled/forfeited | -214 | |
Cancelled/forfeited | $11.73 | |
Expired | -9,698 | |
Expired | $13.36 | |
Outstanding at March 31, 2014 | 87,421 | |
Outstanding at March 31, 2014 | $8.63 | |
Outstanding at March 31, 2014 | '5 years 109 days | |
Outstanding at March 31, 2014 | 571,519 | [1] |
Exercisable at March 31, 2014 | 43,587 | |
Exercisable at March 31, 2014 | $11.37 | |
Exercisable at March 31, 2014 | '3 years 73 days | |
Exercisable at March 31, 2014 | $185,022 | [1] |
[1] | The intrinsic value of outstanding and exercisable stock options is determined based on the amount by which the market value of the underlying stock exceeds the exercise price of the option. The per share market value of our Common Stock, as determined by the closing price on March 31, 2014 (the last trading day of the quarter), was $14.72. |
Note_3_StockBased_Compensation6
Note 3 - Stock-Based Compensation (Details) - Equity Incentive Plan Activity, 2004 (Equity Incentive Plan [Member], USD $) | 3 Months Ended | |
Mar. 31, 2014 | Dec. 31, 2013 | |
Equity Incentive Plan [Member] | ' | ' |
Note 3 - Stock-Based Compensation (Details) - Equity Incentive Plan Activity, 2004 [Line Items] | ' | ' |
Number of Shares | 175,006 | 199,619 |
Weighted-Average Grant Date Fair Value | $7.56 | $7.20 |
Granted | 632 | ' |
Granted | $14.03 | ' |
Forfeited | -522 | ' |
Forfeited | $5.69 | ' |
Vested | -24,723 | ' |
Vested | $4.87 | ' |
Note_3_StockBased_Compensation7
Note 3 - Stock-Based Compensation (Details) - Restricted Stock Award Forfeitures (2008 Restricted Stock Award [Member], USD $) | 3 Months Ended |
In Thousands, except Share data, unless otherwise specified | Mar. 31, 2014 |
Vested on April 1, 2011 [Member] | ' |
Note 3 - Stock-Based Compensation (Details) - Restricted Stock Award Forfeitures [Line Items] | ' |
Date Deemed Forfeited and Recorded as Treasury Stock | 30-Sep-10 |
Shares Forfeited | 9,000 |
Expense Recovered | $70 |
Date Shares Returned to Plan | 1-Apr-11 |
Vested on April 1, 2012 [Member] | ' |
Note 3 - Stock-Based Compensation (Details) - Restricted Stock Award Forfeitures [Line Items] | ' |
Date Deemed Forfeited and Recorded as Treasury Stock | 30-Sep-11 |
Shares Forfeited | 8,000 |
Expense Recovered | 66 |
Date Shares Returned to Plan | 1-Apr-12 |
Vested on April 1, 2013 [Member] | ' |
Note 3 - Stock-Based Compensation (Details) - Restricted Stock Award Forfeitures [Line Items] | ' |
Date Deemed Forfeited and Recorded as Treasury Stock | 30-Sep-11 |
Shares Forfeited | 15,000 |
Expense Recovered | 101 |
Date Shares Returned to Plan | 1-Apr-13 |
To Vest on April 1, 2014 [Member] | ' |
Note 3 - Stock-Based Compensation (Details) - Restricted Stock Award Forfeitures [Line Items] | ' |
Date Deemed Forfeited and Recorded as Treasury Stock | 28-Feb-13 |
Shares Forfeited | 9,000 |
Expense Recovered | 78 |
Date Shares Returned to Plan | 1-Apr-14 |
To Vest on April 1, 2015 [Member] | ' |
Note 3 - Stock-Based Compensation (Details) - Restricted Stock Award Forfeitures [Line Items] | ' |
Date Deemed Forfeited and Recorded as Treasury Stock | 28-Feb-13 |
Shares Forfeited | 9,000 |
Expense Recovered | 65 |
Date Shares Returned to Plan | 1-Apr-15 |
To Vest on April 1, 2016 [Member] | ' |
Note 3 - Stock-Based Compensation (Details) - Restricted Stock Award Forfeitures [Line Items] | ' |
Date Deemed Forfeited and Recorded as Treasury Stock | 28-Feb-13 |
Shares Forfeited | 9,000 |
Expense Recovered | 56 |
Date Shares Returned to Plan | 1-Apr-16 |
To Vest on April 1, 2017 [Member] | ' |
Note 3 - Stock-Based Compensation (Details) - Restricted Stock Award Forfeitures [Line Items] | ' |
Date Deemed Forfeited and Recorded as Treasury Stock | 31-Dec-13 |
Shares Forfeited | 7,000 |
Expense Recovered | $44 |
Date Shares Returned to Plan | 1-Apr-17 |
Note_3_StockBased_Compensation8
Note 3 - Stock-Based Compensation (Details) - Unrecognized Compensation Expense of Stock Options and Restricted Stock (USD $) | 3 Months Ended | 15 Months Ended |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2014 |
Employee Stock Option [Member] | Restricted Stock [Member] | |
Note 3 - Stock-Based Compensation (Details) - Unrecognized Compensation Expense of Stock Options and Restricted Stock [Line Items] | ' | ' |
Unrecognized compensation expense | $33 | $502 |
Weighted average period over which unrecognized compensation expense is to be recognized (in years) | '2 years 109 days | '3 years 109 days |
Note_4_Segment_Reporting_Detai
Note 4 - Segment Reporting (Details) | 3 Months Ended |
Mar. 31, 2014 | |
Segment Reporting [Abstract] | ' |
Number of Operating Segments | 3 |
Number of Reportable Segments | 2 |
Note_4_Segment_Reporting_Detai1
Note 4 - Segment Reporting (Details) - Percentage of Base Revenue, by Segment (Product Concentration Risk [Member], Sales Revenue, Services, Net [Member]) | 3 Months Ended | |
Mar. 31, 2014 | Mar. 31, 2013 | |
Trucking [Member] | ' | ' |
Three Months Ended | ' | ' |
Percent of Base Revenue | 68.20% | 76.10% |
SCS [Member] | ' | ' |
Three Months Ended | ' | ' |
Percent of Base Revenue | 31.80% | 23.90% |
Note_4_Segment_Reporting_Detai2
Note 4 - Segment Reporting (Details) - Segment Reporting Information, by Segment (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Base revenue | ' | ' |
Base revenue | $117,611 | $104,887 |
Fuel surcharge revenue | ' | ' |
Fuel surcharge revenue | 27,878 | 27,140 |
Total revenue | 145,489 | 132,027 |
Operating Income (Loss) | ' | ' |
Operating loss | -1,043 | -2,827 |
Depreciation and Amortization | ' | ' |
Depreciation and amortization | 11,455 | 10,915 |
Operating Segments [Member] | Trucking [Member] | ' | ' |
Base revenue | ' | ' |
Base revenue | 80,336 | 79,803 |
Fuel surcharge revenue | ' | ' |
Fuel surcharge revenue | 22,578 | 22,225 |
Operating Income (Loss) | ' | ' |
Operating loss | -6,120 | -3,978 |
Depreciation and Amortization | ' | ' |
Depreciation and amortization | 10,834 | 10,254 |
Operating Segments [Member] | SCS [Member] | ' | ' |
Base revenue | ' | ' |
Base revenue | 39,405 | 26,787 |
Fuel surcharge revenue | ' | ' |
Fuel surcharge revenue | 5,847 | 5,377 |
Operating Income (Loss) | ' | ' |
Operating loss | 5,077 | 1,151 |
Depreciation and Amortization | ' | ' |
Depreciation and amortization | 49 | 79 |
Intersegment Eliminations [Member] | ' | ' |
Base revenue | ' | ' |
Base revenue | -2,130 | -1,703 |
Fuel surcharge revenue | ' | ' |
Fuel surcharge revenue | -547 | -462 |
Corporate, Non-Segment [Member] | ' | ' |
Depreciation and Amortization | ' | ' |
Depreciation and amortization | $572 | $582 |
Note_4_Segment_Reporting_Detai3
Note 4 - Segment Reporting (Details) - Assets by Reportable Segments (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Total Assets | ' | ' |
Total assets | $324,938 | $314,946 |
Operating Segments [Member] | Trucking [Member] | ' | ' |
Total Assets | ' | ' |
Total assets | 195,541 | 200,168 |
Corporate, Non-Segment [Member] | ' | ' |
Total Assets | ' | ' |
Total assets | $129,397 | $114,778 |
Note_5_Leases_Receivable_Detai
Note 5 - Leases Receivable (Details) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
Note 5 - Leases Receivable (Details) [Line Items] | ' | ' |
Other Receivables | $4,114,000 | $3,463,000 |
Lease Purchase Agreement [Member] | ' | ' |
Note 5 - Leases Receivable (Details) [Line Items] | ' | ' |
Other Receivables | 1,600,000 | ' |
Allowance for Loans and Leases Receivable [Member] | ' | ' |
Note 5 - Leases Receivable (Details) [Line Items] | ' | ' |
Valuation Allowances and Reserves, Balance | $200,000 | ' |
Note_6_Note_Receivable_Details
Note 6 - Note Receivable (Details) (USD $) | 1 Months Ended | 3 Months Ended | ||
Nov. 30, 2010 | Mar. 31, 2014 | Mar. 31, 2013 | Dec. 31, 2013 | |
Receivables [Abstract] | ' | ' | ' | ' |
Proceeds from Sale of Real Estate | $200,000 | ' | ' | ' |
Notes, Loans and Financing Receivable, Gross, Noncurrent | 2,100,000 | ' | ' | ' |
Note Receivable Interest Rate | 7.00% | ' | ' | ' |
Maturities of Note Receivable | 1,900,000 | ' | ' | ' |
Deferred Gain, Sale Of Property | 700,000 | ' | ' | ' |
Gain (Loss) on Disposition of Property Plant Equipment | ' | 1,900 | 1,770 | ' |
Notes, Loans and Financing Receivable, Net, Noncurrent | ' | $1,946,000 | ' | $1,953,000 |
Note_8_Claims_Liabilities_Deta
Note 8 - Claims Liabilities (Details) (USD $) | Mar. 31, 2014 |
In Millions, unless otherwise specified | |
Claims Liabilities [Abstract] | ' |
Self-insurance Retention Levels, Workers' Compensation Claims Per Occurrence | $0.50 |
Self-insurance Retention Levels, Cargo Loss and Damage Claims Per Occurrence | 0.05 |
Self-insurance Retention Levels, Bodily Injury and Property Damage Claims Per Occurrence | 1 |
Self-insurance Retention Levels, Medical Benefits Per Plan Participant | $0.25 |
Note_9_Accrued_Expenses_Detail
Note 9 - Accrued Expenses (Details) (Maximum [Member], Accrued Expense [Member]) | 3 Months Ended |
Mar. 31, 2014 | |
Maximum [Member] | Accrued Expense [Member] | ' |
Note 9 - Accrued Expenses (Details) [Line Items] | ' |
Concentration Risk, Percentage | 5.00% |
Note_9_Accrued_Expenses_Detail1
Note 9 - Accrued Expenses (Details) - Accrued Expenses (USD $) | Mar. 31, 2014 | Dec. 31, 2013 | ||
In Thousands, unless otherwise specified | ||||
Accrued Expenses [Abstract] | ' | ' | ||
Salaries, wages and employee benefits | $6,053 | $4,747 | ||
Other (1) | 3,741 | [1] | 3,985 | [1] |
Total accrued expenses | $9,794 | $8,732 | ||
[1] | As of March 31, 2014 and December 31, 2013, no single item included within other accrued expenses exceeded 5.0% of our total current liabilities. |
Note_10_Note_Payable_Details
Note 10 - Note Payable (Details) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 | Mar. 31, 2014 | Oct. 31, 2013 |
Unseured Note Payable [Member] | Unseured Note Payable [Member] | |||
Note 10 - Note Payable (Details) [Line Items] | ' | ' | ' | ' |
Debt Instrument, Face Amount | ' | ' | ' | $1,400,000 |
Debt Instrument, Periodic Payment | ' | ' | 100,000 | ' |
Debt Instrument, Interest Rate, Stated Percentage | ' | ' | 2.10% | ' |
Notes Payable, Current | $684,000 | $1,023,000 | ' | ' |
Note_11_LongTerm_Debt_Details
Note 11 - Long-Term Debt (Details) (USD $) | Mar. 31, 2014 | Dec. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | 31-May-12 | Mar. 31, 2014 | Jan. 31, 2013 | Mar. 31, 2014 | Apr. 30, 2013 | Mar. 31, 2014 | Mar. 31, 2014 | Aug. 24, 2012 | Mar. 31, 2014 | Mar. 31, 2014 | Aug. 24, 2012 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Aug. 24, 2012 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 |
Scenario, Forecast [Member] | Scenario, Actual [Member] | Additional Restrictions [Member] | IT Related Hardware [Member] | IT Related Hardware [Member] | IT Related Hardware [Member] | IT Related Hardware [Member] | IT Related Hardware [Member] | IT Related Hardware [Member] | IT Related Hardware [Member] | Base Rate [Member] | London Interbank Offered Rate (LIBOR) [Member] | Revolver [Member] | Revolver [Member] | Revolver [Member] | Revolver [Member] | Letter of Credit [Member] | Revolver [Member] | Minimum [Member] | Minimum [Member] | Minimum [Member] | Minimum [Member] | Minimum [Member] | Maximum [Member] | Maximum [Member] | Maximum [Member] | ||
Maximum [Member] | Revolver [Member] | Maximum [Member] | Revolver [Member] | Revolver [Member] | Letter of Credit [Member] | Overnight Borrowings [Member] | London Interbank Offered Rate (LIBOR) [Member] | Revolver [Member] | Revolver [Member] | Capital Lease Obligations [Member] | London Interbank Offered Rate (LIBOR) [Member] | Capital Lease Obligations [Member] | |||||||||||||||
Revolver [Member] | Revolver [Member] | Revolver [Member] | Revolver [Member] | ||||||||||||||||||||||||
Note 11 - Long-Term Debt (Details) [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Line of Credit Facility, Maximum Borrowing Capacity | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $15,000,000 | ' | ' | $125,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Line of Credit Facility, Additional Borrowing Capacity | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 50,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Line of Credit Facility, Current Borrowing Capacity | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 18,800,000 | ' | ' | ' | ' | ' |
Line of Credit Facility, Capacity Available for Specific Purpose Other than for Trade Purchases | ' | 73,500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Book Value Of Excess Collateral | 137,400,000 | ' | 31,600,000 | 20,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 30,000,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Amortization of Borrowing Base | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,500,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Long-term Debt, Percentage Bearing Fixed Interest, Percentage Rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1.25% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt Instrument, Basis Spread on Variable Rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2.25% | ' | ' | ' | ' | ' | ' | 2.25% | ' | ' | ' | ' | 2.75% | ' | ' |
Line of Credit Facility, Amount Outstanding | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,600,000 | ' | ' | 3,800,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Interest Rate on Overnight Borrowings | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 4.50% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Line of Credit Facility, Interest Rate at Period End | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2.80% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt, Weighted Average Interest Rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3.10% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0.50% | ' | ' | ' | ' | ' | ' | ' | 0.38% | ' | ' | 0.50% |
Line of Credit Facility, Remaining Borrowing Capacity | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 38,300,000 | ' | ' | ' | ' | 18,800,000 | ' | ' | ' | ' | ' | ' |
Capital Lease Obligations | 58,100,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Effective Interest Rate on Capital Leases | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1.60% | ' | ' | 3.10% | ' |
Purchase Obligation | ' | ' | ' | ' | ' | 121,700 | 360,000 | 177,700 | 295,000 | 243,900 | 300,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt Instrument, Periodic Payment | ' | ' | ' | ' | ' | 122,000 | ' | 63,000 | ' | 5,600 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt Instrument, Interest Rate, Effective Percentage | ' | ' | ' | ' | 3.20% | 3.10% | ' | 3.10% | ' | 4.50% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Contractual Obligation, Due in Next Twelve Months | $241,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Note_11_LongTerm_Debt_Details_
Note 11 - Long-Term Debt (Details) - Long-Term Debt (USD $) | Mar. 31, 2014 | Dec. 31, 2013 | ||
In Thousands, unless otherwise specified | ||||
Long-Term Debt [Abstract] | ' | ' | ||
Revolving credit agreement (1) | $65,100 | [1] | $64,000 | [1] |
Capitalized lease obligations and other long-term debt (2) | 58,677 | [2] | 63,868 | [2] |
123,777 | 127,868 | |||
Less current maturities | -20,395 | -19,025 | ||
Long-term debt and capital leases, less current maturities | $103,382 | $108,843 | ||
[1] | In 2012, we entered into a $125.0 million Revolver with Wells Fargo Capital Finance, LLC, as Administrative Agent, and PNC Bank. The Revolver, which expires in 2017, is collateralized by substantially all of our assets, and includes letters of credit not to exceed $15.0 million. In addition, the $125.0 million Revolver has an accordion feature whereby we may elect to increase the size of the Revolver by up to $50.0 million, subject to customary conditions and lender participation. The Revolver is governed by a borrowing base with advances against eligible billed and unbilled accounts receivable and eligible revenue equipment, and has a first priority perfected security interest in all of the business assets (excluding tractors and trailers financed through capital leases and real estate) of the Company. Proceeds are used to finance working capital, to fund capital expenditures and for general corporate purposes. The Revolver contains a minimum excess availability requirement equal to 15.0% of the maximum revolver amount (currently $18.8 million) and an annual capital expenditure limit ($73.5 million in 2014 and with further increases thereafter). Under the Revolver's terms, we are required to maintain a minimum collateral cushion above the maximum facility size, referred to as "suppressed availability." During 2014 (after giving effect to an amendment to the Revolver signed on March 14, 2014, and effective as of December 31, 2013), if we do not maintain the minimum suppressed availability threshold of $30.0 million, our borrowing availability will reduce by the amount of the shortfall below $30.0 million. After 2014, if we do not maintain the minimum suppressed availability threshold, the advance rate on eligible revenue equipment will reduce and a permanent amortization of the revenue equipment portion of our borrowing base at the rate of 1/72nd, or approximately $1.5 million, per month would result based on the December 31, 2013, revenue equipment collateral. At March 31, 2014, our suppressed availability was $31.6 million, which did not reduce our borrowing availability. Future fluctuations in the amount and value of equipment serving as collateral under the Revolver will impact our borrowing availability. If our suppressed availability falls below $20.0 million, there will be additional restrictions on which items of revenue equipment may be included in our eligible revenue equipment. The Revolver does not contain any financial maintenance covenants. The Revolver bears interest at rates typically based on the Wells Fargo prime rate or LIBOR, in each case plus an applicable margin. The Base Rate is equal to the greatest of (a) the prime lending rate as publicly announced from time to time by Wells Fargo Bank N.A., (b) the Federal Funds Rate plus 1.0%, and (c) the three month LIBOR Rate plus 1.0%. The Base Rate at March 31, 2014 was 1.25%. The LIBOR Rate is the rate at which dollar deposits are offered to major banks in the London interbank market two business days prior to the commencement of the requested interest period. Most borrowings are expected to be based on the LIBOR rate option. The applicable margin ranges from 2.25% to 2.75% based on average excess availability and at March 31, 2014, it was 2.25%. The Revolver includes usual and customary events of default for a facility of this nature and provides that, upon the occurrence and continuation of an event of default, payment of all amounts payable under the Revolver may be accelerated, and the lenders' commitments may be terminated. Although there are no negative covenants relating to financial ratios or minimum balance sheet requirements, the Revolver contains certain restrictions and covenants relating to, among other things, dividends, liens, acquisitions and dispositions outside of the ordinary course of business and affiliate transactions. Applicable Margin means, as of any date of determination, the following margin based upon the most recent average excess availability calculation; provided, however, that for the period from the closing date through the testing period ended March 31, 2014, the Applicable Margin was at Level I and at any time that an Event of Default exists, the Applicable Margin shall be at Level III. We are required to pay a fee on the unused amount of the Revolver as set forth in the table below, which is due and payable monthly in arrears. For the period from the closing date through March 31, 2014, the unused fee was at Level II. Overnight borrowings were $1.6 million under the Revolver at March 31, 2014. The interest rate on our overnight borrowings under the Revolver at March 31, 2014 was 4.5%. The interest rate including all borrowings made under the Revolver at March 31, 2014 was 2.8%. The weighted average interest rate on our borrowings under the Revolver for the three months ended March 31, 2014 was 3.1%. A quarterly commitment fee is payable on the unused portion of the credit line and at March 31, 2014, the rate was 0.5% per annum. The Revolver is collateralized by all non-leased revenue equipment having a net book value of approximately $137.4 million at March 31, 2014, and all billed and unbilled accounts receivable. As we reprice our debt on a monthly basis, the borrowings under the Revolver approximate its fair value. At March 31, 2014, we had outstanding $3.8 million in letters of credit and had approximately $38.3 million available under the Revolver (net of the minimum availability we are required to maintain of approximately $18.8 million). | |||
[2] | Capitalized lease obligations in the amount of $58.1 million have various termination dates extending through August 2018 and contain renewal or fixed price purchase options. The effective interest rates on the leases range from 1.6% to 3.1% at March 31, 2014. The lease agreements require us to pay property taxes, maintenance and operating expenses.In May 2012, we entered into a long-term financing agreement in the amount of approximately $360,000 for the purchase of information technology related hardware. The agreement, which is scheduled to mature on May 31, 2014, is payable in annual installments of principal and interest of approximately $122,000, due on May 31, 2013 and 2014, and bears imputed interest at 3.2%. The balance of the agreement at March 31, 2014 was approximately $121,700.In January 2013, we entered into a long-term financing agreement in the amount of approximately $295,000 for the purchase of information technology related hardware. The agreement, which is scheduled to mature on January 31, 2017, is payable in annual installments of principal and interest of approximately $63,000, due on January 31st of each year, and bears imputed interest at 3.1%. The balance of the agreement at March 31, 2014 was approximately $177,700.In April 2013, we entered into a long-term financing agreement in the amount of approximately $300,000 for the purchase of information technology related hardware. The agreement, which is scheduled to mature on March 31, 2018, is payable in monthly installments of principal and interest of approximately $5,600 and bears interest at 4.5%. The balance of the agreement on March 31, 2014 was approximately $243,900.The current maturities of the above financing agreements amount to approximately $241,000. |
Note_11_LongTerm_Debt_Details_1
Note 11 - Long-Term Debt (Details) - Summary of Applicable Margin (USD $) | 3 Months Ended |
Mar. 31, 2014 | |
Base Rate [Member] | Level I [Member] | ' |
Note 11 - Long-Term Debt (Details) - Summary of Applicable Margin [Line Items] | ' |
Applicable Margin | 1.25% |
Base Rate [Member] | Level II [Member] | ' |
Note 11 - Long-Term Debt (Details) - Summary of Applicable Margin [Line Items] | ' |
Applicable Margin | 1.50% |
Base Rate [Member] | Level III [Member] | ' |
Note 11 - Long-Term Debt (Details) - Summary of Applicable Margin [Line Items] | ' |
Applicable Margin | 1.75% |
London Interbank Offered Rate (LIBOR) [Member] | Level I [Member] | ' |
Note 11 - Long-Term Debt (Details) - Summary of Applicable Margin [Line Items] | ' |
Applicable Margin | 2.25% |
London Interbank Offered Rate (LIBOR) [Member] | Level II [Member] | ' |
Note 11 - Long-Term Debt (Details) - Summary of Applicable Margin [Line Items] | ' |
Applicable Margin | 2.50% |
London Interbank Offered Rate (LIBOR) [Member] | Level III [Member] | ' |
Note 11 - Long-Term Debt (Details) - Summary of Applicable Margin [Line Items] | ' |
Applicable Margin | 2.75% |
Maximum [Member] | Level II [Member] | ' |
Note 11 - Long-Term Debt (Details) - Summary of Applicable Margin [Line Items] | ' |
Average Excess Availability (in Dollars) | 50,000,000 |
Maximum [Member] | Level III [Member] | ' |
Note 11 - Long-Term Debt (Details) - Summary of Applicable Margin [Line Items] | ' |
Average Excess Availability (in Dollars) | 30,000,000 |
Minimum [Member] | Level I [Member] | ' |
Note 11 - Long-Term Debt (Details) - Summary of Applicable Margin [Line Items] | ' |
Average Excess Availability (in Dollars) | 50,000,000 |
Minimum [Member] | Level II [Member] | ' |
Note 11 - Long-Term Debt (Details) - Summary of Applicable Margin [Line Items] | ' |
Average Excess Availability (in Dollars) | 30,000,000 |
Note_11_LongTerm_Debt_Details_2
Note 11 - Long-Term Debt (Details) - Credit Facility, Unused Fee Schedule (USD $) | 3 Months Ended |
Mar. 31, 2014 | |
Minimum [Member] | ' |
Line of Credit Facility [Line Items] | ' |
Average Used Portion of the Revolver plus Outstanding Letters of Credit | $60,000,000 |
Applicable Unused Revolver Fee Margin | 0.38% |
Maximum [Member] | ' |
Line of Credit Facility [Line Items] | ' |
Average Used Portion of the Revolver plus Outstanding Letters of Credit | $60,000,000 |
Applicable Unused Revolver Fee Margin | 0.50% |
Note_12_Leases_and_Commitments2
Note 12 - Leases and Commitments (Details) (USD $) | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2013 | Mar. 31, 2014 | Feb. 28, 2014 | Dec. 31, 2013 | Dec. 31, 2013 |
Non-Revenue Equipment [Member] | Revenue Equipment [Member] | Additional Bonus [Member] | Chief Executive Officer [Member] | Capital Lease Obligations [Member] | Capital Lease Obligations [Member] | Minimum [Member] | Maximum [Member] | ||
Chief Executive Officer [Member] | Chief Executive Officer [Member] | Chief Executive Officer [Member] | |||||||
Note 12 - Leases and Commitments (Details) [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Capital Leases, Future Minimum Payments Due | $58,100,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Interest Payable | ' | ' | ' | ' | ' | 2,500,000 | ' | ' | ' |
Capital Lease Obligations, Current | 21,400,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Maximum Authorized Amount of New Capital Leases | ' | ' | ' | ' | ' | ' | 20,000,000 | ' | ' |
Purchase Obligation | ' | 1,300,000 | 31,800,000 | ' | ' | ' | ' | ' | ' |
Percentage of Base Salary | ' | ' | ' | ' | 25.00% | ' | ' | 6.25% | 25.00% |
Accrued Bonuses | ' | ' | ' | 150,000 | ' | ' | ' | ' | ' |
Salaries, Wages and Officers' Compensation | ' | ' | ' | $50,000 | ' | ' | ' | ' | ' |
Note_12_Leases_and_Commitments3
Note 12 - Leases and Commitments (Details) - Capitalized Leases Included In Property And Equipment (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Capitalized Leases Included In Property And Equipment [Abstract] | ' | ' |
Capitalized Costs | $78,197 | $84,410 |
Accumulated Amortization | 20,661 | 20,942 |
Net Book Value | $57,536 | $63,468 |
Note_12_Leases_and_Commitments4
Note 12 - Leases and Commitments (Details) - Amortization of Leased Assets (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Amortization of Leased Assets [Abstract] | ' | ' |
Amortization of leased assets | $3,431 | $2,851 |
Rent expense under operating leases | $1,275 | $912 |
Note_12_Leases_and_Commitments5
Note 12 - Leases and Commitments (Details) - Future Minimum Payments Under Capitalized Leases (USD $) | Mar. 31, 2014 |
In Thousands, unless otherwise specified | |
Future Minimum Payments Under Capitalized Leases [Abstract] | ' |
Future minimum payments | $21,392 |
Future minimum payments | 19,949 |
Future minimum payments | 16,228 |
Future minimum payments | 1,089 |
Future minimum payments | 1,915 |
Future rentals under operating leases | 993 |
Future rentals under operating leases | 358 |
Future rentals under operating leases | 288 |
Future rentals under operating leases | 240 |
Future rentals under operating leases | 85 |
Future rentals under operating leases | $168 |
Note_13_Income_Taxes_Details
Note 13 - Income Taxes (Details) | 3 Months Ended | |
Mar. 31, 2014 | Mar. 31, 2013 | |
Income Tax Disclosure [Abstract] | ' | ' |
Effective Income Tax Rate Reconciliation, Percent | 27.20% | 31.50% |
Note_14_Loss_Per_Share_Details
Note 14 - Loss Per Share (Details) - Computation of Basic and Diluted Loss Earnings Per Share (USD $) | 3 Months Ended | |
In Thousands, except Per Share data, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Numerator: | ' | ' |
Net loss (in Dollars) | ($1,589) | ($2,474) |
Denominator: | ' | ' |
Denominator for basic loss per share – weighted average shares | 10,339 | 10,305 |
Effect of dilutive securities: | ' | ' |
Employee stock options and restricted stock | 0 | 0 |
Denominator for diluted loss per share – adjusted weighted average shares and assumed conversions | 10,339 | 10,305 |
Basic per share (in Dollars per share) | ($0.15) | ($0.24) |
Diluted loss per share (in Dollars per share) | ($0.15) | ($0.24) |
Weighted average anti-dilutive employee stock options and restricted stock | 11 | 242 |
Note_15_Litigation_Details
Note 15 - Litigation (Details) (Knight Transportation, Inc. [Member], USD $) | 1 Months Ended | 3 Months Ended | |
Sep. 26, 2013 | Dec. 31, 2013 | Aug. 28, 2013 | |
Knight Transportation, Inc. [Member] | ' | ' | ' |
Note 15 - Litigation (Details) [Line Items] | ' | ' | ' |
Shares Acquired for the Purpose of Merger | 829,946 | 1,287,782 | ' |
Percentage of Shares Owned by Other Party | 7.90% | 12.20% | ' |
Merger Offer Per Share | ' | ' | $9 |
Note_16_Stockholder_Rights_Pla1
Note 16 - Stockholder Rights Plan (Details) (Rights Agreement [Member], USD $) | 3 Months Ended |
Mar. 31, 2014 | |
Rights Agreement [Member] | ' |
Note 16 - Stockholder Rights Plan (Details) [Line Items] | ' |
Investment Warrants, Exercise Price | $12 |
Note_17_Revision_of_Prior_Peri2
Note 17 - Revision of Prior Period Results (Details) (Income Tax Net Operating Loss Carry Forwards [Member], USD $) | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 |
In Millions, unless otherwise specified | ||||
Income Tax Net Operating Loss Carry Forwards [Member] | ' | ' | ' | ' |
Note 17 - Revision of Prior Period Results (Details) [Line Items] | ' | ' | ' | ' |
Impact of Restatement on Opening Retained Earnings, Net of Tax | $1.60 | $1.60 | $1.60 | $1.60 |
Note_17_Revision_of_Prior_Peri3
Note 17 - Revision of Prior Period Results (Details) - Effects of Revisions in Financial Statements (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Retained Earnings | $53,460 | $55,049 |
Total Stockholders’ Equity | 97,333 | 98,930 |
Scenario, Previously Reported [Member] | Consolidated Balance Sheets [Member] | ' | ' |
Deferred Income Taxes | ' | 35,039 |
Retained Earnings | ' | 56,657 |
Total Stockholders’ Equity | ' | 100,538 |
Scenario, Previously Reported [Member] | ' | ' |
Total Stockholders’ Equity | ' | 100,538 |
Restatement Adjustment [Member] | Consolidated Balance Sheets [Member] | ' | ' |
Deferred Income Taxes | ' | 1,608 |
Retained Earnings | ' | -1,608 |
Total Stockholders’ Equity | ' | -1,608 |
Scenario, Actual [Member] | Consolidated Balance Sheets [Member] | ' | ' |
Deferred Income Taxes | ' | 36,647 |
Retained Earnings | ' | 55,049 |
Total Stockholders’ Equity | ' | 98,930 |
Scenario, Actual [Member] | ' | ' |
Total Stockholders’ Equity | ' | $98,930 |