Document And Entity Information
Document And Entity Information - shares | 3 Months Ended | |
Mar. 31, 2016 | Apr. 28, 2016 | |
Entity Registrant Name | USA TRUCK INC | |
Entity Central Index Key | 883,945 | |
Trading Symbol | usak | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Accelerated Filer | |
Entity Current Reporting Status | Yes | |
Entity Voluntary Filers | No | |
Entity Well-known Seasoned Issuer | No | |
Entity Common Stock, Shares Outstanding (in shares) | 9,197,355 | |
Document Type | 10-Q | |
Document Period End Date | Mar. 31, 2016 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | false |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Current assets: | ||
Cash | $ 1,403 | $ 87 |
Accounts receivable, net of allowance for doubtful accounts of $870 and $608, respectively | 56,260 | 53,324 |
Other receivables | 3,678 | 5,094 |
Inventories | 457 | 748 |
Assets held for sale | 5,229 | 7,979 |
Income taxes receivable | 8,485 | 6,159 |
Prepaid expenses and other current assets | 5,745 | 4,876 |
Total current assets | 81,257 | 78,267 |
Property and equipment: | ||
Land and structures | 33,480 | 32,910 |
Revenue equipment | 286,020 | 289,045 |
Service, office and other equipment | 22,628 | 22,156 |
Property and equipment, at cost | 342,128 | 344,111 |
Accumulated depreciation and amortization | (136,894) | (137,327) |
Property and equipment, net | 205,234 | 206,784 |
Other assets | 1,350 | 1,405 |
Total assets | 287,841 | 286,456 |
Current liabilities: | ||
Accounts payable | 25,220 | 24,473 |
Current portion of insurance and claims accruals | 10,589 | 10,706 |
Accrued expenses | 13,997 | 8,836 |
Current maturities of capital leases | 16,375 | 12,190 |
Total current liabilities | 66,181 | 56,205 |
Deferred gain | 660 | 701 |
Long-term debt, less current maturities | 75,900 | 70,400 |
Capital leases, less current maturities | 13,003 | 18,845 |
Deferred income taxes | 38,962 | 37,943 |
Insurance and claims accruals, less current portion | 8,585 | 8,585 |
Total liabilities | $ 203,291 | $ 192,679 |
Commitments and contingencies | ||
Stockholders’ equity: | ||
Preferred Stock, $.01 par value; 1,000,000 shares authorized | ||
Common Stock, $.01 par value; 30,000,000 shares authorized; issued 12,125,170 shares, and 11,946,253 shares, respectively | $ 121 | $ 119 |
Additional paid-in capital | 67,443 | 67,370 |
Retained earnings | 64,064 | 65,871 |
Less treasury stock, at cost (2,727,664 shares, and 2,268,608 shares, respectively) | (47,078) | (39,583) |
Total stockholders’ equity | 84,550 | 93,777 |
Total liabilities and stockholders’ equity | $ 287,841 | $ 286,456 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Unaudited) (Parentheticals) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Allowance for doubtful accounts | $ 870 | $ 608 |
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized (in shares) | 1,000,000 | 1,000,000 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 30,000,000 | 30,000,000 |
Common stock, shares issued (in shares) | 12,125,170 | 11,946,253 |
Treasury stock (in shares) | 2,727,664 | 2,286,608 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | ||
Mar. 31, 2016 | Mar. 31, 2015 | ||
Operating revenue | $ 110,618 | $ 132,887 | |
Operating expenses: | |||
Salaries, wages and employee benefits | 32,573 | 37,872 | |
Fuel and fuel taxes | 10,189 | 17,978 | |
Depreciation and amortization | 7,272 | 10,802 | |
Insurance and claims | 4,768 | 6,194 | |
Equipment rents | 1,860 | 783 | |
Operations and maintenance | 9,213 | 10,291 | |
Purchased transportation | 36,403 | 38,770 | |
Operating taxes and licenses | 1,122 | 1,320 | |
Communications and utilities | 880 | 863 | |
Gain on disposal of assets, net | (396) | $ (503) | |
Restructuring, impairment and other costs | 5,264 | [1] | |
Other | 3,833 | $ 3,991 | |
Total operating expenses | 112,981 | 128,361 | |
Operating (loss) income | (2,363) | 4,526 | |
Other expenses (income): | |||
Interest expense, net | $ 565 | 630 | |
Loss on extinguishment of debt | 750 | ||
Other, net | $ 203 | 202 | |
Total other expenses, net | 768 | 1,582 | |
(Loss) income before income taxes | (3,131) | 2,944 | |
Income tax (benefit) expense | (1,324) | 1,309 | |
Net (loss) income and comprehensive (loss) income | $ (1,807) | $ 1,635 | |
Net (loss) income per share: | |||
Average shares outstanding (basic) (in shares) | 9,381 | 10,395 | |
Basic (loss) earnings per share (in dollars per share) | $ (0.19) | $ 0.16 | |
Average shares outstanding (diluted) (in shares) | 9,381 | 10,516 | |
Diluted (loss) earnings per share (in dollars per share) | $ (0.19) | $ 0.16 | |
[1] | These costs relate to the 2016 restructuring initiatives discussed above. |
Condensed Consolidated Stateme5
Condensed Consolidated Statement of Stockholders' Equity (Unaudited) - 3 months ended Mar. 31, 2016 - USD ($) shares in Thousands, $ in Thousands | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Treasury Stock [Member] | Total |
Balance (in shares) at Dec. 31, 2015 | 11,946 | ||||
Balance at Dec. 31, 2015 | $ 119 | $ 67,370 | $ 65,871 | $ (39,583) | $ 93,777 |
Exercise of stock options | 2 | 2 | |||
Excess tax benefit from exercise of stock options | $ (23) | (23) | |||
Purchase of treasury stock | $ (7,495) | (7,495) | |||
Share-based compensation | $ 131 | 131 | |||
Restricted stock award grant (in shares) | 203 | ||||
Restricted stock award grant | $ 2 | $ (1) | $ 1 | ||
Forfeited restricted stock (in shares) | (23) | ||||
Forfeited restricted stock | |||||
Net share settlement related to restricted stock vesting | $ (36) | $ (36) | |||
Net (loss) income | $ (1,807) | (1,807) | |||
Balance (in shares) at Mar. 31, 2016 | 12,125 | ||||
Balance at Mar. 31, 2016 | $ 121 | $ 67,443 | $ 64,064 | $ (47,078) | $ 84,550 |
Condensed Consolidated Stateme6
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Accounts Payable [Member] | ||
Supplemental disclosure of non-cash investing activities: | ||
Purchases of revenue equipment included in accounts payable | $ 5,358 | $ 238 |
Net (loss) income | (1,807) | 1,635 |
Depreciation and amortization | 7,272 | 10,802 |
Provision for doubtful accounts | 319 | 17 |
Deferred income taxes, net | 1,020 | 510 |
Share-based compensation | 131 | 226 |
Gain on disposal of assets, net | $ (396) | (503) |
Loss on extinguishment of debt | $ 750 | |
Impairment of property and equipment | $ 1,070 | |
Other | (41) | $ (2) |
Accounts receivable | (4,164) | 6,739 |
Inventories and prepaid expenses | (581) | (2,841) |
Accounts payable and accrued liabilities | 3,927 | 2,167 |
Insurance and claims accruals | (376) | 550 |
Other long-term assets and liabilities | 56 | 294 |
Net cash provided by operating activities | 6,430 | 20,344 |
Capital expenditures | (2,220) | (11,678) |
Proceeds from sale of property and equipment | 2,913 | 6,196 |
Net cash provided by (used in) investing activities | 693 | (5,482) |
Borrowings under long-term debt | 12,424 | 108,736 |
Payments on long-term debt | (6,923) | (112,236) |
Payments on capitalized lease obligations | (1,657) | (7,507) |
Net change in bank drafts payable | (2,100) | (2,409) |
Excess tax (benefit) payments from exercise of stock options | $ (23) | 433 |
Principal payments on note payable | $ (335) | |
Purchase of common stock | $ (7,495) | |
Net payments on stock-based awards | (33) | $ (160) |
Net cash used in financing activities | (5,807) | (13,478) |
Increase in cash | 1,316 | 1,384 |
Beginning of period | 87 | 205 |
End of period | 1,403 | 1,589 |
Interest | 606 | 570 |
Income taxes | $ 121 | $ 55 |
Note 1 - Basis of Presentation
Note 1 - Basis of Presentation | 3 Months Ended |
Mar. 31, 2016 | |
Notes to Financial Statements | |
Organization, Consolidation and Presentation of Financial Statements Disclosure [Text Block] | Note 1 – Basis of Presentation In the opinion of the management of USA Truck, Inc., the accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) for interim financial information. Certain information and footnote disclosures normally included in financial statements required by GAAP have been condensed or omitted. All normal recurring adjustments considered necessary for a fair presentation have been included. Operating results for the three month period ended March 31, 2016 are not necessarily indicative of the results that may be expected for the year ending December 31, 2016. These financial statements should be read in conjunction with the financial statements, and footnotes thereto, included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2015. The Company has recast certain prior period amounts to reflect the change in accounting principle for tires as disclosed in its Form 10-Q for the period ending September 30, 2015. |
Note 2 - Note Receivable
Note 2 - Note Receivable | 3 Months Ended |
Mar. 31, 2016 | |
Notes to Financial Statements | |
Loans, Notes, Trade and Other Receivables Disclosure [Text Block] | NOTE 2 – NOTE RECEIVABLE During 2010, the Company sold its terminal facility in Shreveport, Louisiana. In connection with this sale, the purchaser gave the Company cash in the amount of $0.2 million and a note receivable in the amount of $2.1 million due November 2015, which was recorded in the line item “Other receivables” in the accompanying condensed consolidated balance sheets. The purchaser-debtor defaulted on the note receivable by not making the principal payment in November 2015, and the Company is undertaking actions to collect. The note receivable is collateralized by a first priority mortgage on the property. The Company believes, based on a recent appraisal, the value of the property exceeds the amount of the note receivable plus collection costs. Accordingly, no valuation allowance has been recorded. The Company had previously deferred $0.7 million of gain on the sale of the property, with gain recognized into earnings only as payments on the note receivable were received. In February 2016, the Company, and the purchaser-debtor modified the original asset sale agreement (hereinafter referred to as the “Original Agreement”) for the property as a result of the default by the purchaser-debtor in November 2015. The modifications to the Original Agreement are as follows: (1) As of January 1, 2016, the purchaser-debtor will no longer make monthly payments to the Company, as required under the Original Agreement. (2) The purchaser-debtor agrees that in addition to the balloon payment of $1.9 million, the Company shall also be entitled to receive 25% of the net sale proceeds from any future sale (including any foreclosure sale) of the property in excess of the balloon payment, closing costs, and realtor commissions. (3) At any time, the Company retains the right to enforce its rights as creditor, mortgagee, and holder of vendor’s privilege and declare the unpaid portion of the purchase price, interest, costs, and attorneys’ fees immediately due and payable. The Company’s rights include instituting foreclosure proceedings and/or other legal action. |
Note 3 - Equity Compensation an
Note 3 - Equity Compensation and Employee Benefit Plans | 3 Months Ended |
Mar. 31, 2016 | |
Notes to Financial Statements | |
Pension and Other Postretirement Benefits Disclosure [Text Block] | NOTE 3 – The Company adopted the 2014 Omnibus Incentive Plan (the “Incentive Plan”) in May 2014. The Incentive Plan replaced the 2004 Equity Incentive Plan (“the “Prior Plan”) and provides for the granting of equity-based awards covering up to 500,000 shares of common stock to directors, officers and other key employees and consultants, in addition to the shares available under the Prior Plan on the effective date of the “Incentive Plan”. As of March 31, 2016, 158,671 shares remain available for the issuance of future equity-based compensation awards. The components of compensation expense recognized, net of forfeiture recoveries, related to equity-based compensation is reflected in the table below for the years indicated (in thousands): Three Months Ended March 31, 2016 2015 Stock options $ -- $ 5 Restricted stock awards 131 221 Equity compensation expense 131 226 Compensation expense related to all equity-based compensation awards granted under the Incentive Plan is included in salaries, wages and employee benefits in the accompanying consolidated statements of operations and comprehensive income (loss). Stock options Stock options are the contingent right of award holders to purchase shares of the Company’s common stock at a stated price for a limited time. The fair value of each option award is estimated on the date of grant using the Black-Scholes-Merton option-pricing formula, and is recognized over the vesting period of the award. The vesting period of option awards is generally 3 or 4 years and awards may be exercised over a three or ten year term. While the Company did not grant any new stock options in 2016 or 2015, there was a modification to an existing stock option award in the third quarter of 2015 that resulted in a deemed new award being granted. The following assumptions were used to value the stock options granted or deemed to have been granted during the years indicated. No stock options were granted during the three-month period ended March 31, 2016. 2016 2015 Dividend yield N/A 0 % Expected volatility N/A 62.9 % Risk-free interest rate N/A 0.1 % Expected life (in years) N/A 0.5 The expected volatility is a measure of the expected fluctuation in the Company’s share price based on the historical volatility of the Company’s stock. Expected life represents the length of time an option contract is anticipated to be outstanding before being exercised. 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. In addition to the above, a factor for anticipated forfeitures is also included, which represents the number of shares under options expected to be forfeited over the expected life of the options. The following table summarizes the stock option activity under the Incentive Plan: Number of Shares Weighted- Average Exercise Price Per Share Weighted- Average Remaining Contractual Life (in years) Aggregate Intrinsic Value (in thousands) (1) Options outstanding - beginning of year 15,610 $ 5.40 Exercised (1,637 ) 4.23 $ 17 Expired (2,174 ) 5.61 Outstanding at March 31, 2016 11,799 $ 5.53 6.33 $ 157 Exercisable at March 31, 2016 11,799 $ 5.53 6.33 $ 157 (1) The intrinsic value of a stock option is the amount by which the market value of the underlying stock exceeds the exercise price of the option. The per share market value of the Company’s common stock, as determined by the closing price on March 31, 2016 (last trading day of the quarter), was $18.84. Restricted stock awards Restricted stock awards are shares of the Company’s common stock that are granted subject to defined restrictions. The estimated fair value of restricted stock awards is based upon the closing price of the Company’s common stock on the date of grant. Vesting provisions for currently outstanding restricted stock awards to our employees include performance vesting criteria based upon corporate financial metrics, metrics tied to achievement of specific reportable segment performance, personal metrics that drive consolidated performance, and stock price objectives, as well as time vested awards generally vesting over four years. We also have outstanding restricted stock awards to our directors that are generally granted at each annual meeting of stockholders and vest at the immediately following annual meeting. Information related to the restricted stock awarded for the three month period ended March 31, 2016, is as follows: Number of Shares Weighted-Average Grant Date Fair Value (1) Nonvested shares – December 31, 2015 115,317 $ 21.55 Granted 204,438 14.12 Forfeited (12,378 ) 17.25 Vested (21,870 ) 16.36 Nonvested shares – March 31, 2016 285,507 17.88 (1) The shares were valued at the closing price of the Company’s common stock on the dates of the awards. As of March 31, 2016, approximately $1.8 million of unrecognized compensation cost related to nonvested restricted stock awards is expected to be recognized over a weighted-average period of 3.0 years. |
Note 4 - Repurchase of Equity S
Note 4 - Repurchase of Equity Securities | 3 Months Ended |
Mar. 31, 2016 | |
Notes to Financial Statements | |
Treasury Stock [Text Block] | NOTE 4 – REPURCHASE OF EQUITY SECURITIES During 2015, the Company’s board of directors authorized the repurchase of up to one million shares of the Company’s common stock to be made over a three-year period ending July 28, 2018. During January 2016, the Company repurchased a total of 46,262 shares at a weighted average price of $17.69 per share for an aggregate cost of approximately $0.8 million. These shares constituted the remainder of the initial share repurchase authorization. In January 2016, the Company’s board of directors authorized the repurchase of up to an additional two million shares of the Company’s common stock, which will expire in February 2019 unless earlier terminated or extended by the board of directors. During the quarter ended March 31, 2016, the Company, through a Rule 10b5-1 plan, repurchased 399,170 shares under the second stock repurchase authorization at a weighted average price of $16.72 per share for an aggregate cost of approximately $6.7 million. |
Note 5 - Segment Reporting
Note 5 - Segment Reporting | 3 Months Ended |
Mar. 31, 2016 | |
Notes to Financial Statements | |
Segment Reporting Disclosure [Text Block] | NOTE 5 – SEGMENT REPORTING The Company’s two reportable segments are Trucking and USAT Logistics. During the first quarter of 2016, the Company rebranded its asset-light business (formerly known as Strategic Capacity Solutions (“SCS”), as USAT Logistics (“Logistics”). Truck ing USAT Logistics . In determining its reportable segments, the Company focuses on financial information, such as operating revenues, operating expense categories, operating ratios, operating income and key operating statistics, which the Company’s management uses to make operating decisions. Assets are not allocated to Logistics, as those operations provide truckload freight services to customers through arrangements with third party carriers who utilize their own equipment. To the extent rail intermodal operations require the use of Company-owned assets, they are obtained from the Company’s trucking segment on an as-needed basis. Depreciation and amortization expense is allocated to Logistics based on the assets specifically utilized to generate revenue. All intercompany transactions between segments reflect rates similar to those that would be negotiated with independent third parties. All other expenses for Logistics are specifically identifiable direct costs or are allocated to Logistics based on relevant drivers. A summary of operating revenue by segment is as follows (in thousands): Three Months Ended March 31, Operating r evenue 201 6 2015 Trucking revenue (1) $ 76,036 $ 96,402 Trucking intersegment eliminations (334 ) (615 ) Trucking operating revenue 75,702 95,787 USAT Logistics revenue 35,911 38,671 USAT Logistics intersegment eliminations (995 ) (1,571 ) USAT Logistics operating revenue 34,916 37,100 Total operating revenue $ 110,618 $ 132,887 (1) Includes foreign revenue of $9.6 million and $11.8 million for the three months ended March 31, 2016 and 2015, respectively. A summary of operating (loss) income by segment is as follows (in thousands): Three Months Ended March 31, Operating (loss) income 201 6 2015 Trucking $ (4,369 ) $ 1,550 USAT Logistics 2,006 2,976 Total operating (loss) income $ (2,363 ) $ 4,526 A summary of depreciation and amortization by segment is as follows (in thousands): Three Months Ended March 31, Depreciation and a mortization 201 6 2015 Trucking $ 7,150 $ 10,744 USAT Logistics 122 58 Total depreciation and amortization $ 7,272 $ 10,802 |
Note 6 - Accrued Expenses
Note 6 - Accrued Expenses | 3 Months Ended |
Mar. 31, 2016 | |
Notes to Financial Statements | |
Accounts Payable and Accrued Liabilities Disclosure [Text Block] | Note 6 – Accrued Expenses Accrued expenses consisted of the following (in thousands): March 31, December 31, 201 6 2015 Salaries, wages, and employee benefits $ 4,855 $ 4,359 Federal and state tax accruals 2,918 1,712 Restructuring, impairment and other costs (1) 3,137 773 Accrued third party maintenance 1,686 525 Other 1,401 1,467 Total accrued expenses $ 13,997 $ 8,836 (1) Refer to Note 13 of the footnotes to the Company’s condensed consolidated financial statements for additional information regarding the restructuring, impairment and other costs. |
Note 7 - Long-term Debt
Note 7 - Long-term Debt | 3 Months Ended |
Mar. 31, 2016 | |
Notes to Financial Statements | |
Long-term Debt [Text Block] | Note 7 – LONG-TERM DEBT Long-term debt consisted of the following (in thousands): March 31 , December 31, 201 6 2015 Revolving credit agreement $ 75,900 $ 70,400 Other — — Total debt $ 75,900 $ 70,400 CREDIT FACILITY In February 2015, the Company entered into a new senior secured revolving credit facility (the “Credit Facility”) with a group of lenders and Bank of America, N.A., as agent (“Agent”). Contemporaneously with the funding of the Credit Facility, the Company paid off the obligations under its prior credit facility and terminated such facility. The Credit Facility is structured as a $170.0 million revolving credit facility, with an accordion feature that, so long as no event of default exists, allows the Company to request an increase in the revolving credit facility of up to $80.0 million, exercisable in increments of $20.0 million. The Credit Facility is a five-year facility scheduled to terminate on February 5, 2020. Borrowings under the Credit Facility are classified as either “base rate loans” or “LIBOR loans”. Base rate loans accrue interest at a base rate equal to the Agent’s prime rate plus an applicable margin that is set at 0.50% through May 31, 2016 and adjusted quarterly thereafter between 0.25% and 1.00% based on the Company’s consolidated fixed charge coverage ratio. LIBOR loans accrue interest at LIBOR plus an applicable margin that is set at 1.50% through May 31, 2016 and adjusted quarterly thereafter between 1.25% and 2.00% based on the Company’s consolidated fixed charge coverage ratio. The Credit Facility includes, within its $170.0 million revolving credit facility, a letter of credit sub-facility in an aggregate amount of $15.0 million and a swing line sub-facility (the “Swing line”) in an aggregate amount of $20.0 million. An unused line fee of 0.25% is applied to the average daily amount by which the lenders’ aggregate revolving commitments exceed the outstanding principal amount of revolver loans and the aggregate undrawn amount of all outstanding letters of credit issued under the Credit Facility. The Credit Facility is secured by a pledge of substantially all of the Company’s assets, except for any real estate or revenue equipment financed outside the Credit Facility. Borrowings under the Credit Facility are subject to a borrowing base limited to the lesser of (A) $170.0 million; or (B) the sum of (i) 90% of eligible investment grade accounts receivable (reduced to 85% in certain situations), plus (ii) 85% of eligible non-investment grade accounts receivable, plus (iii) the lesser of (a) 85% of eligible unbilled accounts receivable and (b) $10.0 million, plus (iv) the product of 85% multiplied by the net orderly liquidation value percentage applied to the net book value of eligible revenue equipment, plus (v) 85% multiplied the net book value of otherwise eligible newly acquired revenue equipment that has not yet been subject to an appraisal. The Credit Facility contains a single springing financial covenant, which requires the Company to maintain a consolidated fixed charge coverage ratio of at least 1.0 to 1.0. The financial covenant springs only in the event excess availability under the Credit Facility drops below 10% of the lenders’ total commitments under the Credit Facility. The Credit Facility 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 Credit Facility may be accelerated, and the lenders’ commitments may be terminated. The Credit Facility contains certain restrictions and covenants relating to, among other things, dividends, liens, acquisitions and dispositions, affiliate transactions, and other indebtedness. The average interest rate including all borrowings made under the Credit Facility as of March 31, 2016 was 1.98%. As debt is repriced on a monthly basis, the borrowings under the Credit Facility approximate fair value. As of March 31, 2016, the Company had outstanding $4.3 million in letters of credit and had approximately $82.1 million available under the Credit Facility. |
Note 8 - Leases and Commitments
Note 8 - Leases and Commitments | 3 Months Ended |
Mar. 31, 2016 | |
Notes to Financial Statements | |
Leases of Lessee Disclosure [Text Block] | Note 8 – LEASES AND Commitments CAPITAL LEASES The Company leases certain equipment under capital leases with terms ranging from 15 to 60 months. Capitalized Costs Accumulated Amortization Net Book Value March 31, 201 6 $ 45,170 $ 14,513 $ 30,657 December 31, 2015 45,170 12,896 32,274 The Company has capitalized lease obligations relating to revenue equipment of $29.4 million, of which $16.4 million represents the current portion. Such leases have various termination dates extending through September 2019 and contain renewal or fixed price purchase options. The effective interest rates on the leases range from 1.68% to 3.11% as of March 31, 2016. The lease agreements require payment of property taxes, maintenance and operating expenses. Amortization of capital leases was $1.3 million and $2.7 million for the three months ended March 31, 2016 and 2015, respectively. OPERATING LEASES Rent expense associated with operating leases was $2.5 million and $1.3 million for the three months ended March 31, 2016 and 2015, respectively. Rent expense relating to tractors, trailers and other operating equipment is included in the “Equipment rents” line item, while rent expense relating to office equipment is included in the “Operations and maintenance” line item in the accompanying condensed consolidated statements of operations. As of March 31, 2016, the Company has entered into leases with lessors who do not participate in the Credit Facility. Currently, such leases do not contain cross-default provisions with the Credit Facility. As of March 31, 2016, the future minimum payments, including interest, 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). 2016 2017 2018 2019 2020 Thereafter Capital leases $ 16,838 $ 3,007 $ 3,774 $ 6,674 $ — $ — Operating leases 8,150 7,985 7,029 4,608 1,708 251 OTHER COMMITMENTS As of March 31, 2016, the Company had no commitments for purchases of non-revenue equipment and commitments of approximately $50.0 million for purchases of revenue equipment. The Company anticipates taking delivery of these purchases throughout the remainder of 2016. |
Note 9 - Income Taxes
Note 9 - Income Taxes | 3 Months Ended |
Mar. 31, 2016 | |
Notes to Financial Statements | |
Income Tax Disclosure [Text Block] | NOTE 9 – INCOME tAXES During the three months ended March 31, 2016 and 2015, effective tax rates were 42.3% and 44.5%, 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 the Company’s 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 the Company’s drivers’ net pay per mile, after taxes, while decreasing gross pay, before taxes. As a result, salaries, wages and employee benefits costs are slightly lower and effective income tax rates are higher than the statutory rate. Generally, as pre-tax income increases, the impact of the driver per diem program on the effective tax rate decreases, because aggregate per diem pay becomes smaller in relation to pre-tax income, while in periods where earnings are at or near breakeven, the impact of the per diem program on the Company’s effective tax rate can be significant. Due to the partially nondeductible effect of per diem pay, the Company’s 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. The Company accounts for any uncertainty in income taxes by determining whether it is more likely than not that a tax position 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, the Company has analyzed filing positions in its federal and applicable state tax returns as well as in all open tax years. Periods subject to examination for the Company’s federal returns are the 2012 – 2015 tax years. Management believes that the Company’s income tax filing positions and deductions will be sustained on examination and does not anticipate any adjustments that will result in a material change to its consolidated financial position, results of operations and cash flows. In conjunction with the foregoing, the Company’s policy is to recognize interest related to unrecognized tax benefits as interest expense and penalties as operating expenses. No unrecognized tax benefits have been recorded as of March 31, 2016. |
Note 10 - Earnings (Loss) Per S
Note 10 - Earnings (Loss) Per Share | 3 Months Ended |
Mar. 31, 2016 | |
Notes to Financial Statements | |
Earnings Per Share [Text Block] | Note 10 – EARNINGS (LOSS) Per Share Basic earnings (loss) per share is computed based on the weighted average number of shares of common stock outstanding during the period. Diluted earnings (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 earnings (loss) per share does not assume conversion, exercise or contingent issuance of securities that would have an antidilutive effect on income (loss) per share. The following table sets forth the computation of basic and diluted earnings (loss) per share (in thousands, except per share amounts): Three Months Ended March 31, Numerator: 201 6 2015 Net (loss) income $ (1,807 ) $ 1,635 Denominator: Denominator for basic earnings (loss) per share – weighted average shares 9,381 10,395 Effect of dilutive securities: Employee stock options and restricted stock — 121 Denominator for diluted earnings per share – adjusted weighted average shares and assumed conversion 9,381 10,516 Basic (loss) earnings per share $ (0.19 ) $ 0.16 Diluted (loss) earnings per share $ (0.19 ) $ 0.16 Weighted average anti-dilutive employee stock options and restricted stock 39 39 |
Note 11 - Legal Proceedings
Note 11 - Legal Proceedings | 3 Months Ended |
Mar. 31, 2016 | |
Notes to Financial Statements | |
Legal Matters and Contingencies [Text Block] | NOTE 11 – LEGAL PROCEEDINGS The Company is party to routine litigation incidental to its business, primarily involving claims for personal injury and property damage incurred in the transportation of freight. The Company maintains insurance to cover liabilities in excess of certain self-insured retention levels. Though it is the opinion of management that these claims are immaterial to the Company’s long-term financial position, adverse results related to one or more of these claims could have a material adverse effect on the Company’s condensed consolidated financial statements in any given reporting period. |
Note 12 - New Accounting Pronou
Note 12 - New Accounting Pronouncements | 3 Months Ended |
Mar. 31, 2016 | |
Notes to Financial Statements | |
New Accounting Pronouncements and Changes in Accounting Principles [Text Block] | NOTE 12 – NEW ACCOUNTING PRONOUNCEMENTS In May, 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update No. 2014-09, Revenue from Contracts with Customers (“ASU 2014-09”), which supersedes nearly all existing revenue recognition guidance under GAAP. The core principle of ASU 2014-09 is to recognize revenue when promised goods or services are transferred to customers in an amount that reflects the consideration to which an entity expects to be entitled for those goods or services. ASU 2014-09 defines a five-step process to implement this core principle and, in doing so, more judgment and estimates may be required within the revenue recognition process than are required under existing GAAP. The standard provides for using either of the following transition methods: (i) a full retrospective approach reflecting the application of the standard in each prior reporting period with the option to elect certain practical expedients, or (ii) a retrospective approach with the cumulative effect of initially adopting ASU 2014-09 recognized at the date of adoption (which includes additional footnote disclosures). In August 2015, the FASB issued ASU 2015-14, “Revenue From Contracts with Customers – Deferral of the Effective Date”, which delayed the effectiveness of ASU 2014-09 to annual periods beginning after December 15, 2017, and interim periods therein. The adoption of this guidance is not expected to have a material impact on the Company's consolidated financial statements. In February 2016, the FASB issued ASU No. 2016-02, Leases, which requires lessees to recognize a right-to-use asset and a lease obligation for all leases. Lessees are permitted to make an accounting policy election to not recognize an asset and liability for leases with a term of twelve months or less. Lessor accounting under the new standard is substantially unchanged. Additional qualitative and quantitative disclosures, including significant judgments made by management, will be required. The new standard, which will become effective for the Company beginning with the first quarter 2019, requires a modified retrospective transition approach and includes a number of practical expedients. Early adoption of the standard is permitted. The Company is currently evaluating the impacts the adoption of this accounting guidance will have on the consolidated financial statements In March 2016, the FASB issued ASU 2016-09, Improvements to Employee Share-Based Payment Accounting, which simplifies several aspects of the accounting for employee share-based payment transactions including the accounting for income taxes, forfeitures, and statutory tax withholding requirements, as well as classification of related amounts within the statement of cash flows. The new standard will become effective for the Company beginning with the first quarter of 2017, with early adoption permitted. The Company is currently evaluating the impacts the adoption of this accounting guidance will have on the consolidated financial statements. |
Note 13 - Restructuring, Impair
Note 13 - Restructuring, Impairment and Other Costs | 3 Months Ended |
Mar. 31, 2016 | |
Notes to Financial Statements | |
Restructuring and Related Activities Disclosure [Text Block] | NOTE 13 – RESTRUCTURING, IMPAIRMENT AND OTHER COSTS During the quarter ended March 31, 2016, the Company took steps to streamline and simplify its operations to better align the Company’s cost structure. In the Company’s Trucking segment, the Company announced a plan to close its maintenance facilities in Forest Park, Georgia and South Holland, Illinois during the first quarter of 2016. Additionally, in the Company’s Logistics segment, the Company announced a plan to close certain branch offices located at Olathe, Kansas and Salt Lake City, Utah. These closures are expected to improve operating productivity, enhance capacity utilization and increase shareholder value. The head count reduction reflected a total of 47 team members across multiple departments, including 2 contractors. Employees separated or to be separated from the Company as a result of these streamlining initiatives were offered severance benefits and the termination was communicated to them on or prior to March 31, 2016. The agreement with the contractors was cancelled and cancellation penalties will be paid, where required. The expenses recorded during the quarter ended March 31, 2016, included costs related to involuntary terminations and other direct costs associated with implementing these initiatives. Other direct costs included facility lease termination costs; costs associated with the development, communication and administration of these initiatives; and asset write-offs. The company has incurred total pretax expenses of approximately $3.5 million related to these streamlining initiatives, which were recorded in the line item “Restructuring, impairment and other costs” in the accompanying condensed consolidated statements of income. During the quarter ended March 31, 2016, the Company recorded $1.1 million for the impairment of non-operating assets. Of the total expense recorded, approximately $0.5 million related to the impairment of the Company’s bulk fuel assets at all locations, as diesel fuel will no longer be stored or dispensed at any of the Company’s locations, and $0.6 million related to the fair market value impairment of the Company’s Spartanburg terminal. Additionally, during the first quarter of 2016, the Company identified an item requiring an adjustment of an accounts payable liability during 2013. The Company has recorded an adjustment of $0.6 million for this item in the quarter ended March 31, 2016. The following table summarizes the Company’s restructuring liability and cash payments made related to the restructuring plan during the three months ended March 31, 2016, by segment (in thousands): Accrued Balance Dec. 31, 2015 (1) Costs Incurred March 31, 2016 (2) Payments Expenses/ Charges Accrued Balance March 31, 2016 Compensation and benefits $ 753 $ 768 $ (803 ) $ (3 ) $ 715 Facility closing expenses 20 2,779 (91 ) (286 ) 2,422 Spartanburg impairment — 546 — (546 ) — Fuel tank write-off — 524 — (524 ) — Out of period adjustment — 647 — (647 ) — Total $ 773 $ 5,264 $ (894 ) $ (2,006 ) $ 3,137 (1) Represents accrued costs related to the prior 2015 restructuring event. (2) These costs relate to the 2016 restructuring initiatives discussed above. Costs Incurred March 31, 2016 Costs Incurred March 31, 2015 Trucking $ 4,848 $ — USAT Logistics 416 — Total $ 5,264 $ — |
Significant Accounting Policies
Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2016 | |
Accounting Policies [Abstract] | |
Basis of Accounting, Policy [Policy Text Block] | In the opinion of the management of USA Truck, Inc., the accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) for interim financial information. Certain information and footnote disclosures normally included in financial statements required by GAAP have been condensed or omitted. All normal recurring adjustments considered necessary for a fair presentation have been included. Operating results for the three month period ended March 31, 2016 are not necessarily indicative of the results that may be expected for the year ending December 31, 2016. These financial statements should be read in conjunction with the financial statements, and footnotes thereto, included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2015. The Company has recast certain prior period amounts to reflect the change in accounting principle for tires as disclosed in its Form 10-Q for the period ending September 30, 2015. |
New Accounting Pronouncements, Policy [Policy Text Block] | In May, 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update No. 2014-09, Revenue from Contracts with Customers (“ASU 2014-09”), which supersedes nearly all existing revenue recognition guidance under GAAP. The core principle of ASU 2014-09 is to recognize revenue when promised goods or services are transferred to customers in an amount that reflects the consideration to which an entity expects to be entitled for those goods or services. ASU 2014-09 defines a five-step process to implement this core principle and, in doing so, more judgment and estimates may be required within the revenue recognition process than are required under existing GAAP. The standard provides for using either of the following transition methods: (i) a full retrospective approach reflecting the application of the standard in each prior reporting period with the option to elect certain practical expedients, or (ii) a retrospective approach with the cumulative effect of initially adopting ASU 2014-09 recognized at the date of adoption (which includes additional footnote disclosures). In August 2015, the FASB issued ASU 2015-14, “Revenue From Contracts with Customers – Deferral of the Effective Date”, which delayed the effectiveness of ASU 2014-09 to annual periods beginning after December 15, 2017, and interim periods therein. The adoption of this guidance is not expected to have a material impact on the Company's consolidated financial statements. In February 2016, the FASB issued ASU No. 2016-02, Leases, which requires lessees to recognize a right-to-use asset and a lease obligation for all leases. Lessees are permitted to make an accounting policy election to not recognize an asset and liability for leases with a term of twelve months or less. Lessor accounting under the new standard is substantially unchanged. Additional qualitative and quantitative disclosures, including significant judgments made by management, will be required. The new standard, which will become effective for the Company beginning with the first quarter 2019, requires a modified retrospective transition approach and includes a number of practical expedients. Early adoption of the standard is permitted. The Company is currently evaluating the impacts the adoption of this accounting guidance will have on the consolidated financial statements In March 2016, the FASB issued ASU 2016-09, Improvements to Employee Share-Based Payment Accounting, which simplifies several aspects of the accounting for employee share-based payment transactions including the accounting for income taxes, forfeitures, and statutory tax withholding requirements, as well as classification of related amounts within the statement of cash flows. The new standard will become effective for the Company beginning with the first quarter of 2017, with early adoption permitted. The Company is currently evaluating the impacts the adoption of this accounting guidance will have on the consolidated financial statements. |
Note 3 - Equity Compensation 21
Note 3 - Equity Compensation and Employee Benefit Plans (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Notes Tables | |
Schedule of Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Table Text Block] | Three Months Ended March 31, 2016 2015 Stock options $ -- $ 5 Restricted stock awards 131 221 Equity compensation expense 131 226 |
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions [Table Text Block] | 2016 2015 Dividend yield N/A 0 % Expected volatility N/A 62.9 % Risk-free interest rate N/A 0.1 % Expected life (in years) N/A 0.5 |
Schedule of Share-based Compensation, Stock Options, Activity [Table Text Block] | Number of Shares Weighted- Average Exercise Price Per Share Weighted- Average Remaining Contractual Life (in years) Aggregate Intrinsic Value (in thousands) (1) Options outstanding - beginning of year 15,610 $ 5.40 Exercised (1,637 ) 4.23 $ 17 Expired (2,174 ) 5.61 Outstanding at March 31, 2016 11,799 $ 5.53 6.33 $ 157 Exercisable at March 31, 2016 11,799 $ 5.53 6.33 $ 157 |
Schedule of Share-based Compensation, Restricted Stock and Restricted Stock Units Activity [Table Text Block] | Number of Shares Weighted-Average Grant Date Fair Value (1) Nonvested shares – December 31, 2015 115,317 $ 21.55 Granted 204,438 14.12 Forfeited (12,378 ) 17.25 Vested (21,870 ) 16.36 Nonvested shares – March 31, 2016 285,507 17.88 |
Note 5 - Segment Reporting (Tab
Note 5 - Segment Reporting (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Notes Tables | |
Schedule of Segment Reporting Information, by Segment [Table Text Block] | Three Months Ended March 31, Operating r evenue 201 6 2015 Trucking revenue (1) $ 76,036 $ 96,402 Trucking intersegment eliminations (334 ) (615 ) Trucking operating revenue 75,702 95,787 USAT Logistics revenue 35,911 38,671 USAT Logistics intersegment eliminations (995 ) (1,571 ) USAT Logistics operating revenue 34,916 37,100 Total operating revenue $ 110,618 $ 132,887 Three Months Ended March 31, Operating (loss) income 201 6 2015 Trucking $ (4,369 ) $ 1,550 USAT Logistics 2,006 2,976 Total operating (loss) income $ (2,363 ) $ 4,526 Three Months Ended March 31, Depreciation and a mortization 201 6 2015 Trucking $ 7,150 $ 10,744 USAT Logistics 122 58 Total depreciation and amortization $ 7,272 $ 10,802 |
Note 6 - Accrued Expenses (Tabl
Note 6 - Accrued Expenses (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Notes Tables | |
Schedule of Accrued Liabilities [Table Text Block] | March 31, December 31, 201 6 2015 Salaries, wages, and employee benefits $ 4,855 $ 4,359 Federal and state tax accruals 2,918 1,712 Restructuring, impairment and other costs (1) 3,137 773 Accrued third party maintenance 1,686 525 Other 1,401 1,467 Total accrued expenses $ 13,997 $ 8,836 |
Note 7 - Long-term Debt (Tables
Note 7 - Long-term Debt (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Notes Tables | |
Schedule of Long-term Debt Instruments [Table Text Block] | March 31 , December 31, 201 6 2015 Revolving credit agreement $ 75,900 $ 70,400 Other — — Total debt $ 75,900 $ 70,400 |
Note 8 - Leases and Commitmen25
Note 8 - Leases and Commitments (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Notes Tables | |
Schedule of Capital Leased Assets [Table Text Block] | Capitalized Costs Accumulated Amortization Net Book Value March 31, 201 6 $ 45,170 $ 14,513 $ 30,657 December 31, 2015 45,170 12,896 32,274 |
Schedule of Future Minimum Lease Payments for Capital Leases [Table Text Block] | 2016 2017 2018 2019 2020 Thereafter Capital leases $ 16,838 $ 3,007 $ 3,774 $ 6,674 $ — $ — Operating leases 8,150 7,985 7,029 4,608 1,708 251 |
Note 10 - Earnings (Loss) Per26
Note 10 - Earnings (Loss) Per Share (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Notes Tables | |
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block] | Three Months Ended March 31, Numerator: 201 6 2015 Net (loss) income $ (1,807 ) $ 1,635 Denominator: Denominator for basic earnings (loss) per share – weighted average shares 9,381 10,395 Effect of dilutive securities: Employee stock options and restricted stock — 121 Denominator for diluted earnings per share – adjusted weighted average shares and assumed conversion 9,381 10,516 Basic (loss) earnings per share $ (0.19 ) $ 0.16 Diluted (loss) earnings per share $ (0.19 ) $ 0.16 Weighted average anti-dilutive employee stock options and restricted stock 39 39 |
Note 13 - Restructuring, Impa27
Note 13 - Restructuring, Impairment and Other Costs (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Notes Tables | |
Restructuring and Related Costs [Table Text Block] | Accrued Balance Dec. 31, 2015 (1) Costs Incurred March 31, 2016 (2) Payments Expenses/ Charges Accrued Balance March 31, 2016 Compensation and benefits $ 753 $ 768 $ (803 ) $ (3 ) $ 715 Facility closing expenses 20 2,779 (91 ) (286 ) 2,422 Spartanburg impairment — 546 — (546 ) — Fuel tank write-off — 524 — (524 ) — Out of period adjustment — 647 — (647 ) — Total $ 773 $ 5,264 $ (894 ) $ (2,006 ) $ 3,137 |
Restructuring and Related Costs By Segment [Table Text Block] | Costs Incurred March 31, 2016 Costs Incurred March 31, 2015 Trucking $ 4,848 $ — USAT Logistics 416 — Total $ 5,264 $ — |
Note 2 - Note Receivable (Detai
Note 2 - Note Receivable (Details Textual) - USD ($) $ in Millions | 1 Months Ended | |
Nov. 30, 2010 | Feb. 16, 2016 | |
Proceeds from Sale of Real Estate | $ 0.2 | |
Notes, Loans and Financing Receivable, Gross, Noncurrent | 2.1 | $ 1.9 |
Deferred Gain Sale Of Property | $ 0.7 | |
Perecentage of Net Sale Proceeds from any Future Sale of Property in Excess of Balloon Payment, Closing Costs, and Realtor Commissions | 25.00% |
Note 3 - Equity Compensation 29
Note 3 - Equity Compensation and Employee Benefit Plans (Details Textual) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Incentive Plan [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | 500,000 | |
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant | 158,671 | |
Employee Stock Option [Member] | Minimum [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 3 years | |
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Period | 3 years | |
Employee Stock Option [Member] | Maximum [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 4 years | |
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Period | 10 years | |
Restricted Stock [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 4 years | |
Employee Service Share-based Compensation, Nonvested Awards, Compensation Not yet Recognized, Share-based Awards Other than Options | $ 1.8 | |
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | 3 years | |
Common Stock [Member] | ||
Share Price | $ 18.84 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 0 | 0 |
Note 3 - Recognized Compensatio
Note 3 - Recognized Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Employee Stock Option [Member] | Omnibus 2014 Incentive Plan [Member] | ||
Compensation expense | $ 5 | |
Restricted Stock [Member] | Omnibus 2014 Incentive Plan [Member] | ||
Compensation expense | $ 131 | 221 |
Compensation expense | $ 131 | $ 226 |
Note 3 - Assumptions Used to Va
Note 3 - Assumptions Used to Value Stock Options Granted (Details) | 3 Months Ended |
Mar. 31, 2015 | |
Dividend yield | 0.00% |
Expected volatility | 62.90% |
Risk-free interest rate | 0.10% |
Expected life (in years) | 182 days |
Note 3 - Option Activity (Detai
Note 3 - Option Activity (Details) $ / shares in Units, $ in Thousands | 12 Months Ended |
Dec. 31, 2015USD ($)$ / sharesshares | |
Options outstanding (in shares) | shares | 15,610 |
Options outstanding, weighted-average exercise price per share (in dollars per share) | $ / shares | $ 5.40 |
Options exercised (in shares) | shares | (1,637) |
Options exercised, weighted-average exercise price per share (in dollars per share) | $ / shares | $ 4.23 |
Options exercised, aggregate intrinsic value | $ | $ 17 |
Options expired (in shares) | shares | (2,174) |
Options expired, weighted-average exercise price per share (in dollars per share) | $ / shares | $ 5.61 |
Options outstanding (in shares) | shares | 11,799 |
Options outstanding, weighted-average exercise price per share (in dollars per share) | $ / shares | $ 5.53 |
Options outstanding, weighted-average remaining contractual life | 6 years 120 days |
Options outstanding, aggregate intrinsic value | $ | $ 157 |
Options exercisable (in shares) | shares | 11,799 |
Options exercisable, weighted-average exercise price per share (in dollars per share) | $ / shares | $ 5.53 |
Options exercisable, weighted-average remaining contractual life | 6 years 120 days |
Options exercisable, aggregate intrinsic value | $ | $ 157 |
Note 3 - Restricted Stock Award
Note 3 - Restricted Stock Awards (Details) - Restricted Stock [Member] | 3 Months Ended | |
Mar. 31, 2016$ / sharesshares | ||
Number of shares nonvested (in shares) | shares | 115,317 | |
Number of shares nonvested, weighted-averaged grant date fair value (in dollars per share) | $ / shares | $ 21.55 | [1] |
Number of shares granted (in shares) | shares | 204,438 | |
Number of shares granted, weighted-averaged grant date fair value (in dollars per share) | $ / shares | $ 14.12 | [1] |
Number of shares forfeited (in shares) | shares | (12,378) | |
Number of shares forfeited, weighted-averaged grant date fair value (in dollars per share) | $ / shares | $ 17.25 | [1] |
Number of shares vested (in shares) | shares | (21,870) | |
Number of shares vested, weighted-averaged grant date fair value (in dollars per share) | $ / shares | $ 16.36 | [1] |
Number of shares nonvested (in shares) | shares | 285,507 | |
Number of shares nonvested, weighted-averaged grant date fair value (in dollars per share) | $ / shares | $ 17.88 | [1] |
[1] | The shares were valued at the closing price of the Company's common stock on the dates of the awards. |
Note 4 - Repurchase of Equity34
Note 4 - Repurchase of Equity Securities (Details Textual) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 3 Months Ended | |
Jan. 31, 2016 | Jul. 31, 2015 | Mar. 31, 2016 | |
Rule 10b5-1 Plan [Member] | |||
Treasury Stock, Shares, Acquired | 399,170 | ||
Treasury Stock Acquired, Average Cost Per Share | $ 16.72 | ||
Treasury Stock, Value, Acquired, Cost Method | $ 6,700 | ||
Stock Repurchase Program, Number of Shares Authorized to be Repurchased | 2,000,000 | 1,000,000 | |
Stock Repurchase Program, Period in Force | 3 years | ||
Treasury Stock, Shares, Acquired | 46,262 | ||
Treasury Stock Acquired, Average Cost Per Share | $ 17.69 | ||
Treasury Stock, Value, Acquired, Cost Method | $ 800 | $ 7,495 |
Note 5 - Segment Reporting (Det
Note 5 - Segment Reporting (Details Textual) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2016USD ($) | Mar. 31, 2015USD ($) | ||
Trucking [Member] | Foreign Countries [Member] | Operating Segments [Member] | |||
Revenues | $ 9,600 | $ 11,800 | |
Trucking [Member] | Operating Segments [Member] | |||
Revenues | [1] | 76,036 | 96,402 |
Trucking [Member] | |||
Revenues | $ 75,702 | 95,787 | |
Number of Reportable Segments | 2 | ||
Revenues | $ 110,618 | $ 132,887 | |
[1] | Includes foreign revenue of $9.6 million and $11.8 million for the three months ended March 31, 2016 and 2015, respectively. |
Note 5 - Schedule of Segment Re
Note 5 - Schedule of Segment Reporting, by segment (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2016 | Mar. 31, 2015 | ||
Operating Segments [Member] | Trucking [Member] | |||
Revenues | [1] | $ 76,036 | $ 96,402 |
Operating income (loss) | (4,369) | 1,550 | |
Depreciation and amortization | 7,150 | 10,744 | |
Operating Segments [Member] | USAT Logistics [Member] | |||
Revenues | 35,911 | 38,671 | |
Operating income (loss) | 2,006 | 2,976 | |
Depreciation and amortization | 122 | 58 | |
Intersegment Eliminations [Member] | Trucking [Member] | |||
Revenues | (334) | (615) | |
Intersegment Eliminations [Member] | USAT Logistics [Member] | |||
Revenues | (995) | (1,571) | |
Trucking [Member] | |||
Revenues | 75,702 | 95,787 | |
USAT Logistics [Member] | |||
Revenues | 34,916 | 37,100 | |
Revenues | 110,618 | 132,887 | |
Operating income (loss) | (2,363) | 4,526 | |
Depreciation and amortization | $ 7,272 | $ 10,802 | |
[1] | Includes foreign revenue of $9.6 million and $11.8 million for the three months ended March 31, 2016 and 2015, respectively. |
Note 6 - Schedule of Accrued Ex
Note 6 - Schedule of Accrued Expenses (Details) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 | ||
Salaries, wages, and employee benefits | $ 4,855 | $ 4,359 | ||
Federal and state tax accruals | 2,918 | 1,712 | ||
Restructuring, impairment and other costs (1) | [1] | 3,137 | 773 | [2] |
Accrued third party maintenance | 1,686 | 525 | ||
Other | 1,401 | 1,467 | ||
Total accrued expenses | $ 13,997 | $ 8,836 | ||
[1] | Refer to Note 13 of the footnotes to the Company's condensed consolidated financial statements for additional information regarding the restructuring, impairment and other costs. | |||
[2] | Represents accrued costs related to the prior 2015 restructuring event. |
Note 7 - Long-term Debt (Detail
Note 7 - Long-term Debt (Details Textual) $ in Millions | 3 Months Ended |
Mar. 31, 2016USD ($) | |
Revolving Credit Facility [Member] | Base Rate [Member] | Through May 31, 2016 [Member] | Minimum [Member] | |
Debt Instrument, Basis Spread on Variable Rate | 0.25% |
Revolving Credit Facility [Member] | Base Rate [Member] | Through May 31, 2016 [Member] | Maximum [Member] | |
Debt Instrument, Basis Spread on Variable Rate | 1.00% |
Revolving Credit Facility [Member] | Base Rate [Member] | Through May 31, 2016 [Member] | |
Debt Instrument, Basis Spread on Variable Rate | 0.50% |
Revolving Credit Facility [Member] | London Interbank Offered Rate (LIBOR) [Member] | Through May 31, 2016 [Member] | |
Debt Instrument, Basis Spread on Variable Rate | 1.50% |
Revolving Credit Facility [Member] | London Interbank Offered Rate (LIBOR) [Member] | After May 31, 2016 [Member] | Minimum [Member] | |
Debt Instrument, Basis Spread on Variable Rate | 1.25% |
Revolving Credit Facility [Member] | London Interbank Offered Rate (LIBOR) [Member] | After May 31, 2016 [Member] | Maximum [Member] | |
Debt Instrument, Basis Spread on Variable Rate | 2.00% |
Revolving Credit Facility [Member] | Eligible Investment Grade Accounts Receivable [Member] | Minimum [Member] | |
Borrowing Based Treshhold, Percentage | 85.00% |
Revolving Credit Facility [Member] | Eligible Investment Grade Accounts Receivable [Member] | Maximum [Member] | |
Borrowing Based Treshhold, Percentage | 90.00% |
Revolving Credit Facility [Member] | Eligible Investment Grade Accounts Receivable [Member] | |
Borrowing Based Treshhold, Percentage | 85.00% |
Revolving Credit Facility [Member] | Eligible Unbilled Accounts Receivable [Member] | |
Borrowing Based Treshhold, Percentage | 85.00% |
Revolving Credit Facility [Member] | Eligible Revenue Equipment [Member] | |
Borrowing Based Treshhold, Percentage | 85.00% |
Borrowing Base Before Additions | $ 10 |
Revolving Credit Facility [Member] | Newly Acquired Revenue Equipment [Member] | |
Borrowing Based Treshhold, Percentage | 85.00% |
Revolving Credit Facility [Member] | |
Line of Credit Facility, Maximum Borrowing Capacity | $ 170 |
Line Of Credit Facility Additional Borrowing Capacity | 80 |
Line of Credit Facility, Additional Borrowing Capacity, Incremental Amount | $ 20 |
Debt Instrument, Term | 5 years |
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage | 0.25% |
Debt Instrument, Covenant, Fixed Charge Coverage Ratio | 1 |
Minimum Excess Availability Percentage of Maximum Revolver Amount | 10.00% |
Debt, Weighted Average Interest Rate | 1.98% |
Letters of Credit Outstanding, Amount | $ 4.3 |
Line of Credit Facility, Remaining Borrowing Capacity | 82.1 |
Letter of Credit Sub Facility [Member] | |
Line of Credit Facility, Maximum Borrowing Capacity | 15 |
Swing Line Sub Facility [Member] | |
Line of Credit Facility, Maximum Borrowing Capacity | $ 20 |
Note 7 - Long-term Debt (Deta39
Note 7 - Long-term Debt (Details) - USD ($) $ in Millions | Mar. 31, 2016 | Dec. 31, 2015 |
Revolving credit agreement | $ 75.9 | $ 70.4 |
Other | ||
Total debt | $ 75.9 | $ 70.4 |
Note 8 - Leases and Commitmen40
Note 8 - Leases and Commitments (Details Textual) - USD ($) | 3 Months Ended | ||
Mar. 31, 2016 | Mar. 31, 2015 | Dec. 31, 2015 | |
Non-Revenue Equipment [Member] | |||
Purchase Obligation | $ 0 | ||
Revenue Equipment [Member] | |||
Purchase Obligation | $ 50,000,000 | ||
Minimum [Member] | Capital Lease Obligations [Member] | |||
Debt Instrument, Interest Rate, Effective Percentage | 1.68% | ||
Minimum [Member] | |||
Capital Lease Term | 1 year 90 days | ||
Maximum [Member] | Capital Lease Obligations [Member] | |||
Debt Instrument, Interest Rate, Effective Percentage | 3.11% | ||
Maximum [Member] | |||
Capital Lease Term | 5 years | ||
Capital Lease Obligations | $ 29,400,000 | ||
Capital Lease Obligations, Current | 16,375,000 | $ 12,190,000 | |
Capital Leases, Income Statement, Amortization Expense | 1,300,000 | $ 2,700,000 | |
Operating Leases, Rent Expense | $ 2,500,000 | $ 1,300,000 |
Note 8 - Capital Leases (Detail
Note 8 - Capital Leases (Details) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Capitalized Costs | $ 45,170 | $ 45,170 |
Accumulated Amortization | 14,513 | 12,896 |
Net Book Value | $ 30,657 | $ 32,274 |
Note 8 - Future Minimum Payment
Note 8 - Future Minimum Payments Under Capitalized Leases (Details) | Mar. 31, 2016USD ($) |
Capital leases due in 2016 | $ 16,838,000 |
Capital leases due in 2017 | 3,007,000 |
Capital leases due in 2018 | 3,774,000 |
Capital leases due in 2019 | 6,674,000 |
Capital leases due in 2020 | 0 |
Capital leases due thereafter | 0 |
Operating leases due in 2016 | 8,150,000 |
Operating leases due in 2017 | 7,985,000 |
Operating leases due in 2018 | 7,029,000 |
Operating leases due in 2019 | 4,608,000 |
Operating leases due in 2020 | 1,708,000 |
Operating leases due thereafter | $ 251,000 |
Note 9 - Income Taxes (Details
Note 9 - Income Taxes (Details Textual) - USD ($) | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Domestic Tax Authority [Member] | Earliest Tax Year [Member] | ||
Open Tax Year | 2,012 | |
Domestic Tax Authority [Member] | Latest Tax Year [Member] | ||
Open Tax Year | 2,015 | |
Unrecognized Tax Benefits | $ 0 | |
Effective Income Tax Rate Reconciliation, Percent | 42.30% | 44.50% |
Note 10 - Computation of Basic
Note 10 - Computation of Basic and Diluted Loss Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Net (loss) income | $ (1,807) | $ 1,635 |
Denominator: | ||
Denominator for basic earnings (loss) per share – weighted average shares (in shares) | 9,381 | 10,395 |
Effect of dilutive securities: | ||
Employee stock options and restricted stock (in shares) | 121 | |
Denominator for diluted earnings per share – adjusted weighted average shares and assumed conversion (in shares) | 9,381 | 10,516 |
Basic (loss) earnings per share (in dollars per share) | $ (0.19) | $ 0.16 |
Diluted (loss) earnings per share (in dollars per share) | $ (0.19) | $ 0.16 |
Weighted average anti-dilutive employee stock options and restricted stock (in shares) | 39 | 39 |
Note 13 - Restructuring, Impa45
Note 13 - Restructuring, Impairment and Other Costs (Details Textual) $ in Thousands | 3 Months Ended | |||
Mar. 31, 2016USD ($) | Mar. 31, 2015USD ($) | |||
Facility Closing [Member] | ||||
Number of Maintenance Facilities | 2 | |||
Restructuring Charges | [1] | $ 2,779 | ||
Costs Relating to Streamlining Operations and Asset Write-Offs [Member] | ||||
Restructuring Charges | 3,500 | |||
Impairment of Bulk Fuel Assets and Spartanburg Terminal [Member] | ||||
Restructuring Charges | 1,100 | |||
Impairment of Bulk Fuel Assets [Member] | ||||
Restructuring Charges | 524 | |||
Impairment of Spartanburg Terminal [Member] | ||||
Restructuring Charges | 546 | |||
Restatement Adjustment [Member] | ||||
Restructuring Charges | $ 647 | |||
Restructuring and Related Cost, Expected Number of Positions Eliminated | 47 | |||
Restructuring Charges | $ 5,264 | [1] | ||
[1] | These costs relate to the 2016 restructuring initiatives discussed above. |
Note 13 - Restructuring and Rel
Note 13 - Restructuring and Related Charges (Details) - USD ($) $ in Thousands | 3 Months Ended | |||
Mar. 31, 2016 | Mar. 31, 2015 | |||
Employee Severance [Member] | ||||
Accrued balance | [1] | $ 753 | ||
Restructuring Charges | [2] | 768 | ||
Payments | (803) | |||
Expenses/charges | (3) | |||
Accrued balance | 715 | |||
Facility Closing [Member] | ||||
Accrued balance | [1] | 20 | ||
Restructuring Charges | [2] | 2,779 | ||
Payments | (91) | |||
Expenses/charges | (286) | |||
Accrued balance | $ 2,422 | |||
Impairment of Spartanburg Terminal [Member] | ||||
Accrued balance | [1] | |||
Restructuring Charges | $ 546 | |||
Payments | ||||
Expenses/charges | $ (546) | |||
Accrued balance | ||||
Impairment of Bulk Fuel Assets [Member] | ||||
Accrued balance | [1] | |||
Restructuring Charges | $ 524 | |||
Payments | ||||
Expenses/charges | $ (524) | |||
Accrued balance | ||||
Restatement Adjustment [Member] | ||||
Accrued balance | [1] | |||
Restructuring Charges | $ 647 | |||
Payments | ||||
Expenses/charges | $ (647) | |||
Accrued balance | ||||
Accrued balance | [1],[3] | $ 773 | ||
Restructuring Charges | 5,264 | [2] | ||
Payments | (894) | |||
Expenses/charges | (2,006) | |||
Accrued balance | [3] | $ 3,137 | ||
[1] | Represents accrued costs related to the prior 2015 restructuring event. | |||
[2] | These costs relate to the 2016 restructuring initiatives discussed above. | |||
[3] | Refer to Note 13 of the footnotes to the Company's condensed consolidated financial statements for additional information regarding the restructuring, impairment and other costs. |
Note 13 - Restructuring Costs B
Note 13 - Restructuring Costs By Segment (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2016 | Mar. 31, 2015 | ||
Trucking [Member] | |||
Restructuring Charges | $ 4,848 | ||
USAT Logistics [Member] | |||
Restructuring Charges | 416 | ||
Restructuring Charges | $ 5,264 | [1] | |
[1] | These costs relate to the 2016 restructuring initiatives discussed above. |