Document_and_Entity_Informatio
Document and Entity Information (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Feb. 23, 2015 | Jun. 30, 2014 | |
Document and Entity Information | |||
Entity Registrant Name | ARCBEST CORP /DE/ | ||
Entity Central Index Key | 894405 | ||
Document Type | 10-K | ||
Document Period End Date | 31-Dec-14 | ||
Amendment Flag | FALSE | ||
Current Fiscal Year End Date | -19 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Public Float | $1,072,062,420 | ||
Entity Common Stock, Shares Outstanding | 25,986,079 | ||
Document Fiscal Year Focus | 2014 | ||
Document Fiscal Period Focus | FY |
CONSOLIDATED_BALANCE_SHEETS
CONSOLIDATED BALANCE SHEETS (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
CURRENT ASSETS | ||
Cash and cash equivalents | $157,042 | $105,354 |
Short-term investments | 45,909 | 35,906 |
Restricted cash, cash equivalents, and short-term investments | 1,386 | 1,902 |
Accounts receivable, less allowances (2014 - $5,731; 2013 - $4,533) | 228,056 | 202,540 |
Other accounts receivable, less allowances (2014 - $1,701; 2013 - $1,422) | 6,582 | 7,272 |
Prepaid expenses | 20,906 | 19,016 |
Deferred income taxes | 40,220 | 37,482 |
Prepaid and refundable income taxes | 9,920 | 2,061 |
Other | 4,968 | 6,952 |
TOTAL CURRENT ASSETS | 514,989 | 418,485 |
PROPERTY, PLANT AND EQUIPMENT | ||
Land and structures | 251,836 | 245,805 |
Revenue equipment | 633,455 | 589,902 |
Service, office, and other equipment | 136,145 | 124,303 |
Software | 116,112 | 110,998 |
Leasehold improvements | 24,377 | 23,582 |
TOTAL PROPERTY, PLANT AND EQUIPMENT, GROSS | 1,161,925 | 1,094,590 |
Less allowances for depreciation and amortization | 752,075 | 700,193 |
PROPERTY, PLANT AND EQUIPMENT, net | 409,850 | 394,397 |
GOODWILL | 77,078 | 76,448 |
INTANGIBLE ASSETS, net | 72,809 | 75,387 |
OTHER ASSETS | 52,896 | 52,609 |
TOTAL ASSETS | 1,127,622 | 1,017,326 |
CURRENT LIABILITIES | ||
Bank overdraft and drafts payable | 16,095 | 13,609 |
Accounts payable | 104,230 | 89,091 |
Income taxes payable | 527 | 1,782 |
Accrued expenses | 194,674 | 173,622 |
Current portion of long-term debt | 25,256 | 31,513 |
TOTAL CURRENT LIABILITIES | 340,782 | 309,617 |
LONG-TERM DEBT, less current portion | 102,474 | 81,332 |
PENSION AND POSTRETIREMENT LIABILITIES | 42,418 | 26,847 |
OTHER LIABILITIES | 16,667 | 15,041 |
DEFERRED INCOME TAXES | 64,398 | 64,028 |
STOCKHOLDERS' EQUITY | ||
Common stock, $0.01 par value, authorized 70,000,000 shares; issued 2014: 27,722,010 shares; 2013: 27,507,241 shares | 277 | 275 |
Additional paid-in capital | 303,045 | 296,133 |
Retained earnings | 338,810 | 296,735 |
Treasury stock, at cost, 1,677,932 shares | -57,770 | -57,770 |
Accumulated other comprehensive loss | -23,479 | -14,912 |
TOTAL STOCKHOLDERS' EQUITY | 560,883 | 520,461 |
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | $1,127,622 | $1,017,326 |
CONSOLIDATED_BALANCE_SHEETS_Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, except Share data, unless otherwise specified | ||
CONSOLIDATED BALANCE SHEETS | ||
Accounts receivable, allowances (in dollars) | $5,731 | $4,533 |
Other accounts receivable, allowances (in dollars) | $1,701 | $1,422 |
Common stock, par value (in dollars per share) | $0.01 | $0.01 |
Common stock, authorized shares | 70,000,000 | 70,000,000 |
Common stock, issued shares | 27,722,010 | 27,507,241 |
Treasury stock, at cost, shares | 1,677,932 | 1,677,932 |
CONSOLIDATED_STATEMENTS_OF_OPE
CONSOLIDATED STATEMENTS OF OPERATIONS (USD $) | 12 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
CONSOLIDATED STATEMENTS OF OPERATIONS | |||
REVENUES | $2,612,693 | $2,299,549 | $2,065,999 |
OPERATING EXPENSES | 2,543,454 | 2,280,479 | 2,080,567 |
OPERATING INCOME (LOSS) | 69,239 | 19,070 | -14,568 |
OTHER INCOME (COSTS) | |||
Interest and dividend income | 851 | 681 | 808 |
Interest and other related financing costs | -3,190 | -4,183 | -5,273 |
Other, net | 3,712 | 3,893 | 2,041 |
Total other income (costs) | 1,373 | 391 | -2,424 |
INCOME (LOSS) BEFORE INCOME TAXES | 70,612 | 19,461 | -16,992 |
INCOME TAX PROVISION (BENEFIT) | 24,435 | 3,650 | -9,260 |
NET INCOME (LOSS) | $46,177 | $15,811 | ($7,732) |
EARNINGS (LOSS) PER COMMON SHARE | |||
Basic (in dollars per share) | $1.69 | $0.59 | ($0.31) |
Diluted (in dollars per share) | $1.69 | $0.59 | ($0.31) |
AVERAGE COMMON SHARES OUTSTANDING | |||
Basic (in shares) | 25,993,255 | 25,714,205 | 25,564,752 |
Diluted (in shares) | 25,993,612 | 25,714,205 | 25,564,752 |
CASH DIVIDENDS DECLARED PER COMMON SHARE (in dollars per share) | $0.15 | $0.12 | $0.12 |
CONSOLIDATED_STATEMENTS_OF_COM
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME | |||
NET INCOME (LOSS) | $46,177 | $15,811 | ($7,732) |
Pension and other postretirement benefit plans: | |||
Net gain from curtailment, net of tax of: (2013 - $11,384) | 17,878 | ||
Net actuarial gain (loss), net of tax of: (2014 - $8,639; 2013 - $11,892; 2012 - $3,709) | -13,567 | 18,683 | -5,830 |
Pension settlement expense, net of tax of: (2014 - $2,565; 2013 - $821) | 4,030 | 1,290 | |
Amortization of unrecognized net periodic benefit costs, net of tax of: (2014 - $979; 2013 - $3,014; 2012 - $4,354) | |||
Net actuarial loss | 1,652 | 4,847 | 6,957 |
Prior service credit | -116 | -116 | -116 |
Interest rate swap and foreign currency translation: | |||
Change in unrealized loss on interest rate swap, net of tax of: (2014 - $226) | -350 | ||
Change in foreign currency translation, net of tax of: (2014 - $137; 2013 - $79; 2012 - $10) | -216 | -122 | 19 |
OTHER COMPREHENSIVE INCOME (LOSS), net of tax | -8,567 | 42,460 | 1,030 |
COMPREHENSIVE INCOME (LOSS) | $37,610 | $58,271 | ($6,702) |
CONSOLIDATED_STATEMENTS_OF_COM1
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Parenthetical) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME | |||
Net gain from curtailment, tax | $11,384 | ||
Net actuarial gain (loss), tax | -8,639 | 11,892 | -3,709 |
Pension settlement expense, tax | 2,565 | 821 | |
Amortization of unrecognized net periodic benefit costs, tax | 979 | 3,014 | 4,354 |
Change in unrealized gain (loss) on interest rate swap, tax | -226 | ||
Change in foreign currency translation, tax | ($137) | ($79) | $10 |
CONSOLIDATED_STATEMENT_OF_STOC
CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY (USD $) | Common Stock | Additional Paid-In Capital | Retained Earnings | Treasury Stock | Accumulated Other Comprehensive Loss | Total |
In Thousands, unless otherwise specified | ||||||
Balances at Dec. 31, 2011 | $271 | $286,408 | $295,108 | ($57,770) | ($58,402) | $465,615 |
Balances (in shares) at Dec. 31, 2011 | 27,100 | 1,678 | ||||
Increase (Decrease) in Stockholders' Equity | ||||||
Net income (loss) | -7,732 | -7,732 | ||||
Other comprehensive income (loss), net of tax | 1,030 | 1,030 | ||||
Issuance of common stock under share-based compensation plans | 2 | -2 | ||||
Issuance of common stock under share-based compensation plans (in shares) | 196 | |||||
Tax effect of share-based compensation plans | -2,763 | -2,763 | ||||
Share-based compensation expense | 6,068 | 6,068 | ||||
Dividends declared on common stock | -3,219 | -3,219 | ||||
Balances at Dec. 31, 2012 | 273 | 289,711 | 284,157 | -57,770 | -57,372 | 458,999 |
Balances (in shares) at Dec. 31, 2012 | 27,296 | 1,678 | ||||
Increase (Decrease) in Stockholders' Equity | ||||||
Net income (loss) | 15,811 | 15,811 | ||||
Other comprehensive income (loss), net of tax | 42,460 | 42,460 | ||||
Issuance of common stock under share-based compensation plans | 2 | 2,884 | 2,886 | |||
Issuance of common stock under share-based compensation plans (in shares) | 211 | |||||
Tax effect of share-based compensation plans | -1,956 | -1,956 | ||||
Share-based compensation expense | 5,494 | 5,494 | ||||
Dividends declared on common stock | -3,233 | -3,233 | ||||
Balances at Dec. 31, 2013 | 275 | 296,133 | 296,735 | -57,770 | -14,912 | 520,461 |
Balances (in shares) at Dec. 31, 2013 | 27,507 | 1,678 | ||||
Increase (Decrease) in Stockholders' Equity | ||||||
Net income (loss) | 46,177 | 46,177 | ||||
Other comprehensive income (loss), net of tax | -8,567 | -8,567 | ||||
Issuance of common stock under share-based compensation plans | 2 | 1,032 | 1,034 | |||
Issuance of common stock under share-based compensation plans (in shares) | 215 | |||||
Tax effect of share-based compensation plans | -1,118 | -1,118 | ||||
Share-based compensation expense | 6,998 | 6,998 | ||||
Dividends declared on common stock | -4,102 | -4,102 | ||||
Balances at Dec. 31, 2014 | $277 | $303,045 | $338,810 | ($57,770) | ($23,479) | $560,883 |
Balances (in shares) at Dec. 31, 2014 | 27,722 | 1,678 |
CONSOLIDATED_STATEMENTS_OF_CAS
CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
OPERATING ACTIVITIES | |||
Net income (loss) | $46,177 | $15,811 | ($7,732) |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | |||
Depreciation and amortization | 81,870 | 84,215 | 85,493 |
Amortization of intangibles | 4,352 | 4,174 | 2,261 |
Pension settlement expense | 6,595 | 2,111 | |
Share-based compensation expense | 6,998 | 5,494 | 6,068 |
Provision for losses on accounts receivable | 1,942 | 2,065 | 1,524 |
Deferred income tax provision (benefit) | 4,692 | -10,367 | -10,359 |
Gain on sale of property and equipment | -1,461 | -153 | -735 |
Changes in operating assets and liabilities: | |||
Receivables | -26,892 | -24,200 | 508 |
Prepaid expenses | -1,888 | -1,670 | 305 |
Other assets | 889 | -1,015 | 961 |
Income taxes | -11,972 | 8,468 | 2,630 |
Accounts payable, accrued expenses, and other liabilities | 32,464 | 8,571 | 3,610 |
NET CASH PROVIDED BY OPERATING ACTIVITIES | 143,766 | 93,504 | 84,534 |
INVESTING ACTIVITIES | |||
Purchases of property, plant and equipment, net of financings | -35,483 | -26,369 | -37,278 |
Proceeds from sale of property and equipment | 4,928 | 2,194 | 6,397 |
Purchases of short-term investments | -45,831 | -39,605 | -55,858 |
Proceeds from sale of short-term investments | 35,853 | 32,718 | 60,730 |
Business acquisition, net of cash acquired | -2,647 | -4,146 | -180,039 |
Capitalization of internally developed software | -8,418 | -7,668 | -7,218 |
NET CASH USED IN INVESTING ACTIVITIES | -51,598 | -42,876 | -213,266 |
FINANCING ACTIVITIES | |||
Borrowings under credit facilities | 100,000 | ||
Payments on long-term debt | -40,440 | -43,176 | -53,000 |
Net change in bank overdraft and drafts payable | 2,486 | -37 | -7,190 |
Net change in restricted cash, cash equivalents, and short-term investments | 516 | 7,756 | 43,035 |
Deferred financing costs | -76 | -71 | -1,487 |
Payment of common stock dividends | -4,102 | -3,233 | -3,219 |
Proceeds from the exercise of stock options | 1,136 | 2,785 | |
NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES | -40,480 | -35,976 | 78,139 |
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | 51,688 | 14,652 | -50,593 |
Cash and cash equivalents at beginning of period | 105,354 | 90,702 | 141,295 |
CASH AND CASH EQUIVALENTS AT END OF PERIOD | 157,042 | 105,354 | 90,702 |
NONCASH INVESTING ACTIVITIES | |||
Equipment financed | 55,325 | 36 | 37,973 |
Accruals for equipment received | $928 | $324 | $301 |
ORGANIZATION_AND_DESCRIPTION_O
ORGANIZATION AND DESCRIPTION OF THE BUSINESS AND FINANCIAL STATEMENT PRESENTATION | 12 Months Ended |
Dec. 31, 2014 | |
ORGANIZATION AND DESCRIPTION OF THE BUSINESS AND FINANCIAL STATEMENT PRESENTATION | |
ORGANIZATION AND DESCRIPTION OF THE BUSINESS AND FINANCIAL STATEMENT PRESENTATION | |
NOTE A — ORGANIZATION AND DESCRIPTION OF THE BUSINESS AND FINANCIAL STATEMENT PRESENTATION | |
Organization and Description of Business | |
ArcBest CorporationSM (the “Company”) is the parent holding company of businesses providing freight transportation services and logistics solutions. The Company was formerly known as Arkansas Best Corporation. On May 1, 2014, the Company changed its name to ArcBest Corporation and the Company’s common stock began trading under a new Nasdaq stock trading symbol, ARCB. In conjunction with this change, the Company adopted a new unified logo system as it strengthens its identity as a holistic provider of transportation and logistics solutions for a wide variety of customers. | |
The Company’s principal operations are conducted through its Freight Transportation (ABF FreightSM) segment, which consists of ABF Freight System, Inc. and certain other subsidiaries. The Company’s other reportable operating segments are Premium Logistics (Panther), Emergency & Preventative Maintenance (FleetNet), Transportation Management (ABF LogisticsSM), and Household Goods Moving Services (ABF MovingSM) (see Note N). | |
ABF Freight represented approximately 73% of the Company’s 2014 revenues before other revenues and intercompany eliminations. As of December 2014, approximately 79% of ABF Freight’s employees were covered under a collective bargaining agreement, the ABF National Master Freight Agreement (the “ABF NMFA”), with the International Brotherhood of Teamsters (the “IBT”) which extends through March 31, 2018. The ABF NMFA included a 7% wage rate reduction upon the November 3, 2013 implementation date, followed by wage rate increases of 2% on July 1 in each of the next three years, which began in 2014, and a 2.5% increase on July 1, 2017; a one-week reduction in annual compensated vacation effective for employee anniversary dates on or after April 1, 2013; the option to expand the use of purchased transportation; and increased flexibility in labor work rules. Not all of the effects of the contract changes were effective immediately upon implementation and, therefore, expected net cost reductions are being realized over time. The ABF NMFA and the related supplemental agreements provide for continued contributions to various multiemployer health, welfare, and pension plans maintained for the benefit of ABF Freight’s employees who are members of the IBT. Applicable rate increases for these plans were applied retroactively to August 1, 2013. The estimated net effect of the November 3, 2013 wage rate reduction and the August 1, 2013 benefit rate increase was an initial reduction of approximately 4% to the combined total contractual wage and benefit rate under the ABF NMFA. The combined contractual wage and benefit contribution rate under the ABF NMFA is estimated to increase approximately 2.5% to 3.0% on a compounded annual basis through the end of the agreement in 2018. | |
On April 30, 2014, the Company acquired a privately-owned business which is reported within the FleetNet reporting segment for net cash consideration of $2.6 million. On May 31, 2013, the Company acquired a privately-owned business which is included in the ABF Moving segment for net cash consideration of $4.1 million. As these acquired businesses are not significant to the Company’s consolidated operating results and financial position, pro forma financial information and the purchase price allocations of acquired assets and liabilities have not been presented. The results of the acquired operations subsequent to the respective acquisition dates have been included in the accompanying consolidated financial statements. On June 15, 2012, the Company acquired 100% of the common stock of Panther Expedited Services, Inc. (“Panther”), which is reported as the Panther segment. See Note D for further discussion of the Panther acquisition. | |
Financial Statement Presentation | |
Consolidation: The consolidated financial statements include the accounts of the Company and its subsidiaries. All significant intercompany accounts and transactions are eliminated in consolidation. | |
Segment Information: The Company uses the “management approach” for determining its reportable segment information. The management approach is based on the way management organizes the reportable segments within the Company for making operating decisions and assessing performance. See Note N for further discussion of segment reporting. | |
Use of Estimates: The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual amounts may differ from those estimates. | |
Reclassifications: Certain reclassifications have been made to the prior year’s operating segment data to conform to the current year presentation. As disclosed in a footnote to the depreciation and amortization expense by operating segment in Note N, the 2013 and 2012 amounts presented in the table include amortization of intangibles which was previously reported in the footnote to the table in 2013 and 2012. There was no impact on amounts recorded for depreciation and amortization of fixed assets or amortization of intangibles as a result of these reclassifications. | |
ACCOUNTING_POLICIES
ACCOUNTING POLICIES | 12 Months Ended | |||
Dec. 31, 2014 | ||||
ACCOUNTING POLICIES | ||||
ACCOUNTING POLICIES | ||||
NOTE B — ACCOUNTING POLICIES | ||||
Cash, Cash Equivalents, and Short-Term Investments: Short-term investments that have a maturity of ninety days or less when purchased are considered cash equivalents. Variable rate demand notes are classified as cash equivalents, as the investments may be redeemed on a daily basis with the original issuer. Short-term investments consist of FDIC-insured certificates of deposit with original maturities ranging from ninety-one days to one year. Interest and dividends related to cash, cash equivalents, and short-term investments are included in interest and dividend income. | ||||
Restricted Cash, Cash Equivalents, and Short-Term Investments: Cash, cash equivalents, and short-term investments that are pledged as collateral, primarily for the Company’s outstanding letters of credit, are classified as restricted. The Company’s letters of credit are primarily issued in support of certain workers’ compensation and third-party casualty claims liabilities in various states in which the Company is self-insured. The restricted cash, cash equivalents, and short-term investments are classified consistent with the classification of the liabilities to which they relate and in accordance with the duration of the letters of credit. | ||||
Restricted cash, cash equivalents, and short-term investments consisted of cash deposits at December 31, 2014 and 2013. Changes in the amount of restricted funds are reflected as financing activities in the consolidated statements of cash flows. | ||||
Concentration of Credit Risk: The Company is potentially subject to concentrations of credit risk related to the portion of its unrestricted and restricted cash, cash equivalents, and short-term investments which is not federally insured, as further discussed in Note C. | ||||
The Company’s services are provided primarily to customers throughout the United States and, to a lesser extent, Canada. On a consolidated basis, the Company had no single customer representing more than 5% of its revenues in 2014, 2013, or 2012 or more than 5% of its accounts receivable balance at December 31, 2014 and 2013. The Company performs ongoing credit evaluations of its customers and generally does not require collateral. Historically, credit losses have been within management’s expectations. | ||||
Allowances: The Company maintains allowances for doubtful accounts, revenue adjustments, and deferred tax assets. The Company’s allowance for doubtful accounts represents an estimate of potential accounts receivable write-offs associated with recognized revenue based on historical trends and factors surrounding the credit risk of specific customers. The Company writes off accounts receivable when accounts are turned over to a collection agency or when determined to be uncollectible. Receivables written off are charged against the allowance. The Company’s allowance for revenue adjustments represents an estimate of potential adjustments associated with recognized revenue based upon historical trends and current information regarding trends and business changes. The Company’s valuation allowance for deferred tax assets is determined by evaluating whether it is more likely than not that the benefits of its deferred tax assets will be realized through future reversal of existing taxable temporary differences, taxable income in carryback years, projected future taxable income, or tax-planning strategies. | ||||
Property, Plant and Equipment, Including Repairs and Maintenance: Purchases of property, plant and equipment are recorded at cost. For financial reporting purposes, property, plant and equipment is depreciated principally by the straight-line method, using the following useful lives: structures — primarily 15 to 40 years; revenue equipment — 3 to 12 years; and other equipment — 2 to 20 years. The Company utilizes tractors and trailers in its ABF Freight operations. Tractors and trailers are commonly referred to as “revenue equipment” in the transportation business. The Company periodically reviews and adjusts, as appropriate, the residual values and useful lives of revenue equipment and other equipment. For tax reporting purposes, accelerated depreciation or cost recovery methods are used. Gains and losses on asset sales are reflected in the year of disposal. Exchanges of nonmonetary assets that have commercial substance are measured based on the fair value of the assets exchanged. | ||||
Tires purchased with revenue equipment are capitalized as a part of the cost of such equipment, with replacement tires being expensed when placed in service. Repair and maintenance costs associated with property, plant and equipment are expensed as incurred if the costs do not extend the useful life of the asset. If such costs do extend the useful life of the asset, the costs are capitalized and depreciated over the appropriate remaining useful life. | ||||
Computer Software Developed or Obtained for Internal Use, Including Web Site Development Costs: The Company capitalizes the costs of software acquired from third parties and qualifying internal computer software costs incurred during the “application development stage.” For financial reporting purposes, capitalized software costs are amortized by the straight-line method generally over 2 to 3 years with some applications, including the acquired software of Panther, having longer lives (primarily up to 7 years) as applicable. The amount of costs capitalized within any period is dependent on the nature of software development activities and projects in each period. | ||||
Impairment Assessment of Long-Lived Assets: The Company reviews its long-lived assets, including property, plant and equipment and capitalized software, which are held and used in its operations, for impairment whenever events or changes in circumstances indicate that the carrying amount of the asset may not be recoverable. If such an event or change in circumstances is present, the Company will estimate the undiscounted future cash flows expected to result from the use of the asset and its eventual disposition. If the sum of the undiscounted future cash flows is less than the carrying amount of the related asset, the Company will recognize an impairment loss. The Company records impairment losses in operating income or loss. | ||||
Assets to be disposed of are reclassified as assets held for sale at the lower of their carrying amount or fair value less cost to sell. Assets held for sale primarily represent ABF Freight’s nonoperating properties, older revenue equipment, and other equipment. Adjustments to write down assets to fair value less the amount of costs to sell are reported in operating income or loss. Assets held for sale are expected to be disposed of by selling the assets within the next 12 months. Gains and losses on property and equipment are reported in operating income or loss. Assets held for sale, which consisted primarily of older revenue equipment, of $0.3 million and $0.4 million are reported within other noncurrent assets as of December 31, 2014 and 2013, respectively. At December 31, 2014 and 2013, management was not aware of any events or circumstances indicating the Company’s long-lived assets would not be recoverable. | ||||
Goodwill and Intangible Assets: Goodwill represents the excess of the purchase price in a business combination over the fair value of net tangible and intangible assets acquired. Goodwill is not amortized, but rather is evaluated for impairment annually or more frequently if indicators of impairment exist. The Company’s measurement of goodwill impairment involves a comparison of the estimated fair value of a reporting unit to its carrying value. If the estimated fair value of the reporting unit is less than the carrying value, an estimate of the current fair values of all assets and liabilities is made to determine the amount of implied goodwill and, consequently, the amount of any goodwill impairment. Fair value is derived using a combination of valuation methods, including EBITDA and revenue multiples (market approach) and the present value of discounted cash flows (income approach). | ||||
Indefinite-lived intangible assets are also not amortized but rather are evaluated for impairment annually or more frequently if indicators of impairment exist. If the carrying amount of the intangible asset exceeds its fair value, an impairment loss shall be recognized in an amount equal to that excess. Fair values are determined based on a discounted cash flow model, similar to the goodwill analysis. | ||||
The Company’s annual impairment testing is performed as of October 1. | ||||
The Company amortizes finite-lived intangible assets over their respective estimated useful lives. Finite-lived intangible assets are also evaluated for impairment whenever events or changes in circumstances indicate that the carrying value may not be recoverable. In reviewing finite-lived intangible assets for impairment, the carrying amount of the asset is compared to the estimated undiscounted future cash flows expected from the use of the asset and its eventual disposition. If such cash flows are not sufficient to support the recorded value, an impairment loss to reduce the carrying value of the asset to its estimated fair value shall be recognized in operating income or loss. | ||||
Income Taxes: Deferred income taxes are accounted for under the liability method, which takes into account the differences between the tax basis of the assets and liabilities for financial reporting purposes and amounts recognized for income tax purposes. Deferred income taxes relate principally to asset and liability basis differences resulting from the timing of depreciation deductions and to temporary differences in the recognition of certain revenues and expenses. The Company classifies any interest and penalty amounts related to income tax matters as interest expense and operating expenses, respectively. | ||||
Management applies considerable judgment in determining the consolidated income tax provision, including valuation allowances on deferred tax assets. The valuation allowance for deferred tax assets is determined by evaluating whether it is more likely than not that the benefits of deferred tax assets will be realized through future reversal of existing taxable temporary differences, taxable income in carryback years, projected future taxable income, or tax-planning strategies. Uncertain tax positions, which also require significant judgment, are measured to determine the amounts to be recognized in the financial statements. The income tax provision and valuation allowances are complicated by complex and frequently changing rules administered in multiple jurisdictions, including U.S. federal, state, and foreign governments. | ||||
Claims Liabilities: The Company is self-insured up to certain limits for workers’ compensation, certain third-party casualty claims, and cargo loss and damage claims. Amounts in excess of the self-insured limits are fully insured to levels which management considers appropriate for the Company’s operations. The Company’s claims liabilities have not been discounted. | ||||
Liabilities for self-insured workers’ compensation and third-party casualty claims are based on the case reserve amounts plus an estimate of loss development and incurred but not reported (IBNR) claims, which is developed from an independent actuarial analysis. The process of determining reserve requirements utilizes historical trends and involves an evaluation of claim frequency and severity, claims management, and other factors. Case reserves are evaluated as loss experience develops and new information becomes available. Adjustments to previously estimated reserves are reflected in financial results in the periods in which they are made. Aggregate reserves represent an estimate of the costs of claims incurred, and it is possible that the ultimate liability may differ significantly from such estimates. | ||||
The Company develops an estimate of self-insured cargo loss and damage claims liabilities based on historical trends and certain event-specific information. | ||||
Insurance-Related Assessments: Liabilities for state guaranty fund assessments and other insurance-related assessments totaled $1.2 million and $1.0 million at December 31, 2014 and 2013, respectively. Management has estimated the amounts incurred using the best available information regarding premiums and guaranty assessments by state. These amounts are expected to be paid within a period not to exceed one year. The liabilities recorded have not been discounted. | ||||
Long-Term Debt: As of December 31, 2014 and 2013, long-term debt consisted of a secured term loan (the “Term Loan”) outstanding under the Company’s credit agreement (the “Credit Agreement”), notes payable, and capital lease obligations. As of January 2, 2015, the Company amended and restated its Credit Agreement and converted the amounts outstanding under its Term Loan to a revolving credit facility. The Company’s long-term debt and financing arrangements are further described in Note H. | ||||
Interest Rate Swap Derivative Instruments: The Company accounts for its derivative instruments as either assets or liabilities and carries them at fair value. The Company did not have derivative instruments in 2013. The Company entered into an interest rate swap agreement during 2014 that was designated as a cash flow hedge. The effective portion of the gain or loss on the interest rate swap instrument is reported as a component of accumulated other comprehensive income, net of tax, in stockholders’ equity and reclassified into income in the same period or periods during which the hedged transaction affects earnings. The ineffective portion of the gain or loss on the interest rate swap instrument, if any, is recognized in current income. To receive hedge accounting treatment, cash flow hedges must be highly effective in offsetting changes to expected future cash flows on hedged transactions. | ||||
Leases: The Company leases, under capital and operating lease arrangements, certain facilities, revenue equipment, and certain other equipment used primarily in ABF Freight’s terminal operations. Certain of these leases contain fluctuating or escalating payments. The related rent expense is recorded on a straight-line basis over the lease term. The cumulative excess of rent expense over rent payments is accounted for as a deferred lease obligation. For financial reporting purposes, leasehold improvements associated with assets utilized under capital or operating leases are amortized by the straight-line method over the shorter of the remaining lease term or the asset’s useful life. Amortization of assets under capital leases is included in depreciation expense. Obligations under the capital lease arrangements are included in long-term debt, net of the current portion due, which is classified in current liabilities. | ||||
Nonunion Defined Benefit Pension, Supplemental Benefit, and Postretirement Health Benefit Plans: The Company recognizes the funded status (the difference between the fair value of plan assets and the benefit obligation) of its nonunion defined benefit pension plan, supplemental benefit plan (“SBP”), and postretirement health benefit plan in the balance sheet and recognizes changes in the funded status, net of tax, in the year in which they occur as a component of other comprehensive income or loss. Amounts recognized in other comprehensive income or loss are subsequently expensed as components of net periodic benefit cost by amortizing unrecognized net actuarial losses over the average remaining active service period of the plan participants and amortizing unrecognized prior service credits over the remaining years of service until full eligibility of the active participants at the time of the plan amendment which created the prior service credit. A corridor approach is not used for determining the amounts of net actuarial losses to be amortized. | ||||
The expense and liability related to the Company’s nonunion defined benefit pension plan, SBP, and postretirement health benefit plan are measured based upon a number of assumptions and using the services of a third-party actuary. Assumptions are made regarding expected retirement age, mortality, employee turnover, and future increases in health care costs. The assumptions with the greatest impact on the Company’s expense are the discount rate used to discount the plans’ obligations and, for the nonunion defined benefit pension plan, the expected return on plan assets and, prior to the June 30, 2013 curtailment of the nonunion defined benefit pension plan, the assumed compensation cost increase. The discount rate is determined by matching projected cash distributions with appropriate high-quality corporate bond yields in a yield curve analysis. The Company establishes the expected long-term rate of return on plan assets by considering the historical returns for the plan’s current investment mix and the plan investment advisor’s range of expected returns for the plan’s current investment mix. Prior to the June 30, 2013 curtailment of the nonunion defined benefit pension plan, the Company established the assumed rate of compensation increase at the measurement date by considering historical changes in compensation combined with an estimate of compensation rates for the subsequent two years. | ||||
The assumptions used directly impact the net periodic benefit cost for a particular year. An actuarial gain or loss results if actual results vary from the assumptions. Actuarial gains and losses are not included in net periodic benefit cost in the period when they arise but are recognized as a component of other comprehensive income or loss and subsequently amortized as a component of net periodic benefit cost. | ||||
The Company uses December 31 as the measurement date for its nonunion defined benefit pension plan, SBP, and postretirement health benefit plan. Plan obligations are also remeasured upon curtailment and upon settlement. | ||||
The Company records quarterly pension settlement expense related to the nonunion defined benefit pension plan when qualifying distributions determined to be settlements are expected to exceed the estimated total annual service and interest cost of the plan. Benefit distributions under the SBP individually exceed the annual interest cost of the plan, and the Company records the related settlement expense when the amount of the benefit to be distributed is fixed, which is generally upon an employee’s termination of employment. Pension settlement expense for the nonunion defined benefit pension and SBP plans is presented in Note J. | ||||
Revenue Recognition: ABF Freight revenue is recognized based on relative transit time in each reporting period with expenses recognized as incurred. ABF Freight’s bill-by-bill analysis is used to establish estimates of revenue in transit for recognition in the appropriate reporting period. Panther and ABF Logistics revenue is recognized based on the delivery of the shipment. Service fee revenue for the FleetNet segment is recognized upon occurrence of the service event. Repair revenue and expenses for the FleetNet segment are recognized at the completion of the service by third-party vendors. ABF Moving Services revenue is recognized upon completion of the shipment, which is defined as delivery to the storage destination or to the customer-designated location. | ||||
Revenue, purchased transportation expense, and third-party service expenses are reported on a gross basis for certain shipments and services where the Company utilizes a third-party carrier for pickup, linehaul, delivery of freight, or performance of services but remains the primary obligor and assumes collection and credit risks. | ||||
Comprehensive Income or Loss: Other comprehensive income or loss refers to revenues, expenses, gains, and losses that are included in comprehensive income or loss but excluded from net income or loss. The Company reports the components of other comprehensive income or loss, net of tax, by their nature and discloses the tax effect allocated to each component in the consolidated statements of comprehensive income. The accumulated balance of other comprehensive income or loss is displayed separately in the consolidated statements of stockholders’ equity and the components of the balance are reported in Note K. The changes in accumulated other comprehensive income or loss, net of tax, and the significant reclassifications out of accumulated other comprehensive income or loss are disclosed, by component, in Note K. | ||||
Earnings Per Share: The Company uses the two-class method for calculating earnings per share. The calculation is based on the weighted-average number of common shares (basic earnings per share) or common equivalent shares outstanding (diluted earnings per share) during the applicable period, and also considers the effect of participating securities such as share-based compensation awards which are paid dividends during the vesting period. The dilutive effect of common stock equivalents is excluded from basic earnings per common share and included in the calculation of diluted earnings per common share. | ||||
Share-Based Compensation: The fair value of restricted stock awards is determined based upon the closing market price of the Company’s common stock on the date of grant. The restricted stock units generally vest at the end of a five-year period following the date of grant, except for certain awards granted to non-employee directors that typically vest at the end of a three-year period, subject to accelerated vesting due to death, disability, retirement, or change-in-control provisions. When restricted stock units become vested, the Company issues new shares which are subsequently distributed. Dividends or dividend equivalents are paid on certain restricted stock units during the vesting period. The Company recognizes the income tax benefits of dividends on share-based payment awards as an increase in paid-in capital. | ||||
Share-based awards are amortized to compensation expense on a straight-line basis over the three-year or five-year vesting period or the period to which the recipient first becomes eligible for retirement, whichever is shorter, with vesting accelerated upon death or disability. Compensation expense reflects an estimate of shares expected to be forfeited over the service period. Estimated forfeitures, which are based on historical experience, are adjusted to the extent that actual forfeitures differ, or are expected to differ, from these estimates. | ||||
Fair Value Measurements: The Company discloses the fair value measurements of its financial assets and liabilities. Fair value measurements for investments held in trust for the Company’s nonunion defined benefit pension plan are also disclosed. Fair value measurements are disclosed in accordance with the following hierarchy of valuation techniques based on whether the inputs of market data and market assumptions used to measure fair value are observable or unobservable: | ||||
· | Level 1 - Quoted prices for identical assets and liabilities in active markets. | |||
· | Level 2 - Quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets and liabilities in markets that are not active, or other inputs that are observable or can be corroborated by observable market data. | |||
· | Level 3 - Unobservable inputs (Company’s market assumptions) that are significant to the valuation model. | |||
Environmental Matters: The Company expenses environmental expenditures related to existing conditions resulting from past or current operations and from which no current or future benefit is discernible. Expenditures which extend the life of the related property or mitigate or prevent future environmental contamination are capitalized. Amounts accrued reflect management’s best estimate of the future undiscounted exposure related to identified properties based on current environmental regulations, management’s experience with similar environmental matters, and testing performed at certain sites. The estimated liability is not reduced for possible recoveries from insurance carriers or other third parties. | ||||
Exit or Disposal Activities: The Company recognizes liabilities for costs associated with exit or disposal activities when the liability is incurred. | ||||
Recent Accounting Pronouncements: In May 2014, the Financial Accounting Standards Board issued an accounting pronouncement related to revenue recognition (FASB ASC Topic 606), which amends the guidance in former ASC Topic 605, Revenue Recognition. The new standard provides a single comprehensive revenue recognition model for all contracts with customers and contains principles to apply to determine the measurement of revenue and timing of when it is recognized. The new standard is expected to be effective for the Company beginning January 1, 2017. The Company is currently evaluating the impact of the new standard on the consolidated financial statements. | ||||
In August 2014, the Financial Accounting Standards Board issued an accounting pronouncement to amend ASC Topic 205 with the addition of Presentation of Financial Statements — Going Concern (Subtopic 205-40). The Subtopic requires an entity’s management to assess conditions and events to determine the entity’s ability to continue as a going concern for each annual and interim reporting period for which financial statements are issued or available to be issued. The Subtopic is effective for the annual period ending December 31, 2016 and is not expected to have a significant impact on the Company’s financial statement disclosures. | ||||
Management believes that there is no other new accounting guidance issued but not yet effective that is relevant to the Company’s current financial statements. However, there are new proposals under development by the standard setting bodies which, if and when enacted, may have a significant impact on our financial statements, including the accounting for leases. As previously proposed, the lease accounting standard would require many operating leases to be reflected as liabilities with associated right-of-use assets. | ||||
FINANCIAL_INSTRUMENTS_AND_FAIR
FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS | 12 Months Ended | |||||||||||||
Dec. 31, 2014 | ||||||||||||||
FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS | ||||||||||||||
FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS | ||||||||||||||
NOTE C — FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS | ||||||||||||||
Financial Instruments | ||||||||||||||
The following table presents the components of cash and cash equivalents, short-term investments, and restricted funds: | ||||||||||||||
December 31 | December 31 | |||||||||||||
2014 | 2013 | |||||||||||||
(in thousands) | ||||||||||||||
Cash and cash equivalents | ||||||||||||||
Cash deposits(1) | $ | 99,615 | $ | 63,547 | ||||||||||
Variable rate demand notes(1)(2) | 16,326 | 29,706 | ||||||||||||
Money market funds(3) | 41,101 | 12,101 | ||||||||||||
Total cash and cash equivalents | $ | 157,042 | $ | 105,354 | ||||||||||
Short-term investments | ||||||||||||||
Certificates of deposit(1) | $ | 45,909 | $ | 35,906 | ||||||||||
Restricted cash, cash equivalents, and short-term investments(4) | ||||||||||||||
Cash deposits(1) | $ | 1,386 | $ | 1,902 | ||||||||||
-1 | Recorded at cost plus accrued interest, which approximates fair value. | |||||||||||||
-2 | Amounts may be redeemed on a daily basis with the original issuer. | |||||||||||||
-3 | Recorded at fair value as determined by quoted market prices (see amounts presented in the table of financial assets measured at fair value within this Note). | |||||||||||||
-4 | Amounts restricted for use are subject to change based on the requirements of the Company’s collateralized facilities (see Note H). | |||||||||||||
The Company’s long-term investment financial instruments are presented in the table of financial assets and liabilities measured at fair value within this note. | ||||||||||||||
Concentrations of Credit Risk of Financial Instruments | ||||||||||||||
The Company is potentially subject to concentrations of credit risk related to its cash, cash equivalents, and short-term investments. The Company reduces credit risk by maintaining its cash deposits primarily in FDIC-insured accounts and placing its unrestricted short-term investments primarily in FDIC-insured certificates of deposit with varying original maturities of ninety-one days to one year. However, certain cash deposits and certificates of deposit may exceed federally insured limits. At December 31, 2014 and 2013, cash, cash equivalents, and certificates of deposit totaling $77.3 million and $49.4 million, respectively, were not FDIC insured. | ||||||||||||||
Fair Value Disclosure of Financial Instruments | ||||||||||||||
The fair value of the Company’s Term Loan and notes payable debt obligations (see Note H) approximate the amounts recorded in the consolidated balance sheets as presented in the following table: | ||||||||||||||
December 31 | December 31 | |||||||||||||
2014 | 2013 | |||||||||||||
(in thousands) | ||||||||||||||
Carrying | Fair | Carrying | Fair | |||||||||||
Value | Value | Value | Value | |||||||||||
Term loan(1) | $ | 70,000 | $ | 70,000 | $ | 83,750 | $ | 83,750 | ||||||
Notes payable(2) | 56,759 | 56,743 | 22,082 | 22,092 | ||||||||||
$ | 126,759 | $ | 126,743 | $ | 105,832 | $ | 105,842 | |||||||
-1 | The Term Loan, which was entered into on June 15, 2012 and amended January 2, 2015, carries a variable interest rate based on LIBOR, plus a margin, that is considered to be priced at market for debt instruments having similar terms and collateral requirements (Level 2 of the fair value hierarchy). | |||||||||||||
-2 | Fair value of the notes payable was determined using a present value income approach based on quoted interest rates from lending institutions with which the Company would enter into similar transactions (Level 2 of the fair value hierarchy). | |||||||||||||
Assets and Liabilities Measured at Fair Value on a Recurring Basis | ||||||||||||||
The following table presents the assets and liabilities that are measured at fair value on a recurring basis as of December 31: | ||||||||||||||
2014 | 2013 | |||||||||||||
(in thousands) | ||||||||||||||
Assets: | ||||||||||||||
Money market funds(1)(3) | $ | 41,101 | $ | 12,101 | ||||||||||
Equity, bond, and money market mutual funds held in trust related to the Voluntary Savings Plan(2)(3) | 2,968 | 3,063 | ||||||||||||
$ | 44,069 | $ | 15,164 | |||||||||||
Liabilities: | ||||||||||||||
Interest rate swap(4) | $ | 576 | $ | — | ||||||||||
-1 | Included in cash equivalents. | |||||||||||||
-2 | Nonqualified deferred compensation plan investments consist of U.S. and international equity mutual funds, government and corporate bond mutual funds, and money market funds which are held in a trust with a third-party brokerage firm. Quoted market prices are used to determine fair values of the investments which are included in other long-term assets, with a corresponding liability reported within other long-term liabilities. | |||||||||||||
-3 | Fair value measured using quoted prices of identical assets in active markets (Level 1 of the fair value hierarchy). | |||||||||||||
-4 | The interest rate swap fair value was determined by discounting future cash flows and receipts based on expected interest rates observed in market interest rate curves (Level 2 of the fair value hierarchy) adjusted for estimated credit valuation considerations reflecting nonperformance risk of the Company and the counterparty (Level 3 of the fair value hierarchy). The Company assessed Level 3 inputs as insignificant to the valuation at December 31, 2014 and considers the interest rate swap valuation in Level 2 of the fair value hierarchy. | |||||||||||||
ACQUISITIONS
ACQUISITIONS | 12 Months Ended | ||||
Dec. 31, 2014 | |||||
ACQUISITIONS | |||||
ACQUISITIONS | |||||
NOTE D — ACQUISITIONS | |||||
On June 15, 2012, the Company acquired 100% of the common stock of Panther for $180.0 million in cash, net of cash acquired. The acquisition was funded with cash on hand and a $100.0 million secured Term Loan (see Note H). The results of Panther’s operations subsequent to the acquisition date have been included in the accompanying consolidated financial statements. The acquisition of Panther enhanced the Company’s end-to-end logistics solutions and expands the Company’s customer base and business diversification. Panther is reported as the Premium Logistics segment (see Note N). | |||||
The following table summarizes the fair values of the acquired assets and liabilities at the acquisition date. Measurement period adjustments recorded to Panther’s goodwill during 2013 are presented in Note E. | |||||
Purchase | |||||
Allocation | |||||
(in thousands) | |||||
Accounts receivable | $ | 31,824 | |||
Prepaid expenses | 5,205 | ||||
Deferred income taxes | 2,085 | ||||
Property and equipment (excluding acquired software) | 5,678 | ||||
Software | 31,600 | ||||
Intangible assets | 79,000 | ||||
Other assets | 3,866 | ||||
Total identifiable assets acquired | 159,258 | ||||
Accounts payable | 13,344 | ||||
Accrued expenses and other current liabilities | 7,436 | ||||
Other liabilities | 228 | ||||
Deferred income taxes | 29,307 | ||||
Total liabilities | 50,315 | ||||
Net identifiable assets acquired | 108,943 | ||||
Goodwill | 71,096 | ||||
Cash paid, net of cash acquired | $ | 180,039 | |||
The fair value of accounts receivable acquired was $31.8 million, having a gross contractual amount of $32.3 million as of June 15, 2012 with $0.5 million expected by the Company to be uncollectible. The value assigned to acquired software reflects estimated reproduction costs, less an obsolescence allowance. The recorded amount of acquired software is being amortized on a straight-line basis over seven years. Software is included within property, plant and equipment in the Company’s consolidated balance sheets. See Note E for further discussion of acquired goodwill and intangibles. | |||||
The Panther acquisition was recorded using the acquisition method of accounting and, accordingly, the Panther operations have been included in the Company’s consolidated results of operations since the date of acquisition. For the year ended December 31, 2012, revenues of $132.3 million and operating income of $2.4 million related to Panther were included in the accompanying consolidated statements of operations. The Company recognized $2.1 million of acquisition related costs in second quarter 2012, which were included in operating expenses in the accompanying consolidated statements of operations. For segment reporting purposes, these transaction costs were reported within other and eliminations. | |||||
The following unaudited pro forma supplemental information presents the Company’s consolidated results of operations as if the Panther acquisition had occurred on January 1, 2011: | |||||
Twelve Months Ended | |||||
December 31 | |||||
2012 | |||||
(in thousands, except per share data) | |||||
Revenues | $ | 2,171,075 | |||
Loss before income taxes | $ | (13,730 | ) | ||
Net loss | $ | (9,180 | ) | ||
Diluted loss per share | $ | (0.36 | ) | ||
The pro forma results of operations are based on historical information adjusted to include the pro forma effect of applying the Company’s accounting policies; eliminating sales transactions between the Company and Panther; adjusting amortization expense for the estimated acquired fair value and the amortization periods of software and intangible assets; adjusting interest expense and interest income for the financing of the acquisition; eliminating transaction expenses related to the acquisition; and the related tax effects of these adjustments. The pro forma information has also been adjusted for the impact on the income tax provision or benefit, as applicable, resulting from changes in deferred tax asset valuation allowances which were primarily attributable to the Panther acquisition. As a result, the pro forma information excludes the reversal of deferred tax valuation allowances of $3.3 million ($0.13 per share) for the year ended December 31, 2012. The pro forma information is presented for illustrative purposes only and does not reflect either the realization of potential cost savings or any related integration costs. This pro forma information does not purport to be indicative of the results that would have actually been obtained if the acquisition had occurred as of the date indicated, nor does the pro forma information intend to be a projection of results that may be obtained in the future. | |||||
On April 30, 2014, the Company acquired a privately-owned business which is reported within the FleetNet reporting segment for net cash consideration of $2.6 million. On May 31, 2013, the Company acquired a privately-owned business which is included in the ABF Moving segment for net cash consideration of $4.1 million. As these acquired businesses are not significant to the Company’s consolidated operating results and financial position, pro forma financial information and the purchase price allocations of acquired assets and liabilities have not been presented. The results of the acquired operations subsequent to the respective acquisition dates have been included in the accompanying consolidated financial statements. See Note E for further discussion of acquired goodwill and intangibles. | |||||
Subsequent to year end, on January 2, 2015, ABF Logistics acquired Smart Lines Transportation Group, LLC, a privately-owned truckload brokerage firm, for net cash consideration of $5.2 million. As this acquired business is not significant to the Company’s consolidated operating results and financial position, pro forma financial information and the purchase price allocation of acquired assets and liabilities have not been presented. The acquired business will primarily be reported in the ABF Logistics operating segment for the year ending December 31, 2015 and interim periods therein. | |||||
GOODWILL_AND_INTANGIBLE_ASSETS
GOODWILL AND INTANGIBLE ASSETS | 12 Months Ended | |||||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||||
GOODWILL AND INTANGIBLE ASSETS | ||||||||||||||||||||||
GOODWILL AND INTANGIBLE ASSETS | ||||||||||||||||||||||
NOTE E — GOODWILL AND INTANGIBLE ASSETS | ||||||||||||||||||||||
Goodwill represents the excess of cost over the fair value of net identifiable tangible and intangible assets acquired. Goodwill by reportable operating segment consisted of the following: | ||||||||||||||||||||||
Total | ABF Moving | Panther | FleetNet | |||||||||||||||||||
(in thousands) | ||||||||||||||||||||||
Balance December 31, 2012 | $ | 73,189 | $ | 3,660 | $ | 69,529 | $ | — | ||||||||||||||
Purchase accounting adjustments | 1,567 | — | 1,567 | — | ||||||||||||||||||
Goodwill acquired | 1,692 | 1,692 | — | — | ||||||||||||||||||
Balances December 31, 2013 | $ | 76,448 | $ | 5,352 | $ | 71,096 | $ | — | ||||||||||||||
Goodwill acquired | 630 | — | — | 630 | ||||||||||||||||||
Balances December 31, 2014 | $ | 77,078 | $ | 5,352 | $ | 71,096 | $ | 630 | ||||||||||||||
Goodwill associated with the Panther acquisition was attributable primarily to intangible assets that do not qualify for separate recognition, an assembled workforce, and the recognition of deferred tax liabilities for the acquired intangible assets, including software, which are not deductible for income tax purposes. A substantial portion of the Panther goodwill is not deductible for income tax purposes. Purchase accounting adjustments reflect changes in the provisional measurements of accrued expenses and deferred taxes. Goodwill of $0.6 million related to the April 30, 2014 FleetNet acquisition and goodwill of $1.7 million related to the May 31, 2013 ABF Moving acquisition are expected to be fully deductible for tax purposes. | ||||||||||||||||||||||
Intangible assets consisted of the following as of December 31: | ||||||||||||||||||||||
2014 | 2013 | |||||||||||||||||||||
Weighted Average | Accumulated | Net | Accumulated | Net | ||||||||||||||||||
Amortization Period | Cost | Amortization | Value | Cost | Amortization | Value | ||||||||||||||||
(in years) | (in thousands) | (in thousands) | ||||||||||||||||||||
Finite-lived intangible assets | ||||||||||||||||||||||
Customer relationships | 14 | $ | 44,242 | $ | 7,971 | $ | 36,271 | $ | 43,500 | $ | 4,790 | $ | 38,710 | |||||||||
Driver network | 3 | 3,200 | 2,711 | 489 | 3,200 | 1,645 | 1,555 | |||||||||||||||
Other | 8 | 1,032 | 105 | 927 | — | — | — | |||||||||||||||
13 | 48,474 | 10,787 | 37,687 | 46,700 | 6,435 | 40,265 | ||||||||||||||||
Indefinite-lived intangible assets | ||||||||||||||||||||||
Trade name | N/A | 32,300 | N/A | 32,300 | 32,300 | N/A | 32,300 | |||||||||||||||
Other | N/A | 2,822 | N/A | 2,822 | 2,822 | N/A | 2,822 | |||||||||||||||
35,122 | 35,122 | 35,122 | 35,122 | |||||||||||||||||||
Total intangible assets | N/A | $ | 83,596 | $ | 10,787 | $ | 72,809 | $ | 81,822 | $ | 6,435 | $ | 75,387 | |||||||||
Intangible amortization expense totaled $4.4 million and $4.2 million for the year ended December 31, 2014 and 2013, respectively. Amortization expense on intangible assets (excluding acquired software which is reported within property, plant and equipment) is anticipated to range between $3.0 million and $4.0 million per year for the years ended December 31, 2015 through 2019. Acquired software (reported in property, plant and equipment) is being amortized on a straight-line basis over seven years, which resulted in $4.5 million of amortization expense in 2014 and 2013 and is expected to result in $4.5 million of annual amortization expense for the years ended December 31, 2015 through 2018 and $2.1 million for the year ended December 31, 2019. | ||||||||||||||||||||||
Annual impairment evaluations of goodwill and indefinite-lived intangible assets were performed as of October 1, 2014 and 2013, and it was determined that there was no impairment of the recorded balances. | ||||||||||||||||||||||
INCOME_TAXES
INCOME TAXES | 12 Months Ended | ||||||||||
Dec. 31, 2014 | |||||||||||
INCOME TAXES | |||||||||||
INCOME TAXES | |||||||||||
NOTE F — INCOME TAXES | |||||||||||
Significant components of the provision or benefit for income taxes for the years ended December 31 were as follows: | |||||||||||
2014 | 2013 | 2012 | |||||||||
(in thousands) | |||||||||||
Current provision: | |||||||||||
Federal | $ | 18,063 | $ | 12,739 | $ | — | |||||
State | 23 | 865 | 694 | ||||||||
Foreign | 1,657 | 413 | 405 | ||||||||
19,743 | 14,017 | 1,099 | |||||||||
Deferred provision (benefit): | |||||||||||
Federal | 1,575 | (10,335 | ) | (8,656 | ) | ||||||
State | 3,366 | 160 | (1,699 | ) | |||||||
Foreign | (249 | ) | (192 | ) | (4 | ) | |||||
4,692 | (10,367 | ) | (10,359 | ) | |||||||
Total provision (benefit) for income taxes | $ | 24,435 | $ | 3,650 | $ | (9,260 | ) | ||||
Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. | |||||||||||
Significant components of the deferred tax provision or benefit for the years ended December 31 were as follows: | |||||||||||
2014 | 2013 | 2012 | |||||||||
(in thousands) | |||||||||||
Amortization, depreciation, and basis differences for property, plant and equipment and other long-lived assets | $ | 3,579 | $ | (13,137 | ) | $ | 137 | ||||
Amortization of intangibles | (2,934 | ) | (3,048 | ) | (1,604 | ) | |||||
Changes in reserves for workers’ compensation and cargo claims | (1,970 | ) | (1,751 | ) | (3,319 | ) | |||||
Revenue recognition | 361 | (1,704 | ) | (253 | ) | ||||||
Allowance for doubtful accounts | (501 | ) | 516 | 229 | |||||||
Foreign tax credit carryforward utilized (increased) | 665 | 71 | (133 | ) | |||||||
Nonunion pension and other retirement plans | (1,595 | ) | 3,493 | 702 | |||||||
Deferred compensation plans | 350 | 530 | 669 | ||||||||
Federal net operating loss carryforwards utilized (increased) | 4,472 | 4,207 | (2,538 | ) | |||||||
State net operating loss carryforwards utilized (increased) | 2,812 | 254 | (725 | ) | |||||||
State depreciation adjustments | (539 | ) | 569 | 20 | |||||||
Share-based compensation | 959 | (1,437 | ) | (702 | ) | ||||||
Valuation allowance decrease | (696 | ) | (1,436 | ) | (3,180 | ) | |||||
Leases | 237 | 612 | 806 | ||||||||
Other accrued expenses | (362 | ) | 3,284 | (1,586 | ) | ||||||
Other | (146 | ) | (1,390 | ) | 1,118 | ||||||
Deferred tax provision (benefit) | $ | 4,692 | $ | (10,367 | ) | $ | (10,359 | ) | |||
Significant components of the deferred tax assets and liabilities at December 31 were as follows: | |||||||||||
2014 | 2013 | ||||||||||
(in thousands) | |||||||||||
Deferred tax assets: | |||||||||||
Accrued expenses | $ | 51,996 | $ | 50,311 | |||||||
Pension liabilities | 9,022 | 4,404 | |||||||||
Postretirement liabilities other than pensions | 8,589 | 6,349 | |||||||||
Share-based compensation | 6,310 | 5,898 | |||||||||
Federal and state net operating loss carryovers | 2,840 | 9,840 | |||||||||
Other | 1,654 | 1,877 | |||||||||
Total deferred tax assets | 80,411 | 78,679 | |||||||||
Valuation allowance | (332 | ) | (1,028 | ) | |||||||
Total deferred tax assets, net of valuation allowance | 80,079 | 77,651 | |||||||||
Deferred tax liabilities: | |||||||||||
Amortization, depreciation, and basis differences for property, plant and equipment and other long-lived assets | 64,522 | 61,673 | |||||||||
Intangibles | 31,398 | 34,385 | |||||||||
Revenue recognition | 3,944 | 4,264 | |||||||||
Prepaid expenses | 4,393 | 3,875 | |||||||||
Total deferred tax liabilities | 104,257 | 104,197 | |||||||||
Net deferred tax liabilities | $ | (24,178 | ) | $ | (26,546 | ) | |||||
Reconciliation between the effective income tax rate, as computed on income or loss before income taxes, and the statutory federal income tax rate for the years ended December 31 is presented in the following table: | |||||||||||
2014 | 2013 | 2012 | |||||||||
(in thousands) | |||||||||||
Income tax provision (benefit) at the statutory federal rate | $ | 24,714 | $ | 6,811 | $ | (5,947 | ) | ||||
Federal income tax effects of: | |||||||||||
State income taxes | (1,186 | ) | (359 | ) | 352 | ||||||
Nondeductible expenses | 1,239 | 1,090 | 1,415 | ||||||||
Life insurance proceeds and changes in cash surrender value | (1,329 | ) | (1,320 | ) | (752 | ) | |||||
Dividends received deduction | (6 | ) | (9 | ) | (5 | ) | |||||
Alternative fuel credit | (1,148 | ) | (1,935 | ) | — | ||||||
Decrease in valuation allowances | (696 | ) | (1,436 | ) | (3,180 | ) | |||||
Other(1) | (1,950 | ) | (440 | ) | (539 | ) | |||||
Federal income tax provision (benefit) | 19,638 | 2,402 | (8,656 | ) | |||||||
State income tax provision (benefit) | 3,389 | 1,026 | (1,005 | ) | |||||||
Foreign income tax provision | 1,408 | 222 | 401 | ||||||||
Total provision (benefit) for income taxes | $ | 24,435 | $ | 3,650 | $ | (9,260 | ) | ||||
Effective tax (benefit) rate | 34.6 | % | 18.8 | % | (54.5 | )% | |||||
-1 | Includes foreign income tax provision, as presented in this table. | ||||||||||
Income taxes paid, excluding income tax refunds, totaled $40.4 million, $13.4 million, and $5.3 million in 2014, 2013, and 2012, respectively, before income tax refunds of $11.9 million, $8.1 million, and $7.1 million in 2014, 2013, and 2012, respectively. | |||||||||||
The tax benefit for exercised options and the tax benefit of dividends on share-based payment awards, which were reflected in paid-in capital, were $0.1 million for 2014, $0.2 million for 2013 and an immaterial amount for 2012. | |||||||||||
The Company had state net operating loss carryforwards of $31.6 million and state contribution carryforwards of $0.9 million at December 31, 2014. These state net operating loss and contribution carryforwards expire in 5 to 20 years, with the majority of state expirations in 15 or 20 years. As of December 31, 2014, the Company had a valuation allowance of $0.3 million related to foreign net operating loss carryforwards, due to the uncertainty of realization. A valuation allowance of $1.5 million for certain state net operating losses and state deferred tax assets of the Company’s subsidiaries was reversed during 2013 as management determined the realization of the assets was more likely than not and that this valuation allowance was no longer required. Management’s determination was due to current and anticipated utilization of state net operating losses as a result of improved operating results in 2013 and other factors that arose in 2013 including the finalization of a new labor contract. In 2012, the deferred tax valuation allowance was reduced by $3.2 million, of which $4.0 million was attributable to an allowance the Company had established in 2011 for deferred tax assets related to unrecognized net actuarial losses of the nonunion defined benefit pension plan, which was recorded in accumulated in other comprehensive loss within stockholders’ equity. Primarily as a result of temporary differences attributable to the 2012 acquisition of Panther which resulted in substantial deferred tax liabilities which will reverse in future periods, management determined in 2012 that realization of the asset was more likely than not and that the valuation allowance was no longer required. | |||||||||||
Consolidated federal income tax returns filed for tax years through 2010 are closed by the applicable statute of limitations. During 2014, the U.S. Internal Revenue Service (the “IRS”) completed the audit of the tax returns for 2010, 2011, and 2012, resulting in an adjustment of less than $0.1 million. The Company is under examination by certain other foreign or state taxing authorities. Although the outcome of such audits is always uncertain and could result in payment of additional taxes, the Company does not believe the results of any of these audits will have a material effect on its financial position, results of operations, or cash flows. | |||||||||||
For periods subsequent to the June 15, 2012 acquisition date, Panther has been included in consolidated federal income tax returns filed by the Company and in consolidated or combined state income tax returns in states permitting or requiring consolidated or combined income tax returns for affiliated groups such as the Company and its subsidiaries. For periods prior to the acquisition date, Panther and its subsidiaries filed a consolidated federal income tax return on a stand-alone basis. The 2009 federal tax return of Panther was examined by the IRS and a report of no change was issued in 2013. Panther federal tax returns for years through 2010 are now closed by the statute of limitations. At December 31, 2014, Panther had federal net operating loss carryforwards of approximately $2.1 million from periods ending on or prior to June 15, 2012. State net operating loss carryforwards for the same periods are approximately $10.6 million. Federal net operating loss carryforwards will expire if not used within 17 years. State carryforward periods for Panther vary from 5 to 20 years. For federal tax purposes and for most states, the use of such carryforwards is limited by Section 382 of the Internal Revenue Code (“IRC”). The limitation applies by restricting the amount of net operating loss carryforwards that may be used in individual tax years subsequent to the acquisition date. However, it is not expected that the Section 382 limitation will result in the expiration of net operating loss carryforwards prior to their availability under Section 382. | |||||||||||
The Company determined that no reserves for uncertain tax positions were required at December 31, 2012. The Company established a reserve for uncertain tax positions of $0.3 million at December 31, 2013, and increased the reserve to $0.7 million at December 31, 2014 as a result of additional credits taken on filed tax returns. The reserve relates to certain credits claimed on amended federal returns for 2009 and 2010. No regulations have been issued by the IRS relating to the credit and there is no other guidance or case law applicable to the credit, and the Company has no information on how the IRS may interpret the related statute, the manner of calculation, and how the credit applies in the Company’s circumstances. As a result, the Company does not believe the credit meets the standard for recognition at December 31, 2014 under the applicable accounting standards. | |||||||||||
For 2014, no interest was paid, and for 2013 and 2012, interest of less than $0.1 million was paid related to federal and state income taxes. Interest of $0.2 million was accrued in 2012 for certain foreign income tax obligations. Interest of $0.2 million was paid in 2013 on the foreign income tax obligations, and accrued interest on the foreign income tax obligations of less than $0.1 million remained at December 31, 2014. Any interest or penalties related to income taxes are charged to operating expenses. | |||||||||||
OPERATING_LEASES_AND_COMMITMEN
OPERATING LEASES AND COMMITMENTS | 12 Months Ended | ||||||||||
Dec. 31, 2014 | |||||||||||
OPERATING LEASES AND COMMITMENTS | |||||||||||
OPERATING LEASES AND COMMITMENTS | |||||||||||
NOTE G — OPERATING LEASES AND COMMITMENTS | |||||||||||
While the Company maintains ownership of most of its larger terminals and distribution centers, certain facilities and equipment are leased. Certain of the leases are renewable for additional periods with similar rent payments. Rental expense for operating leases, including rentals with initial terms of less than one year, totaled $30.2 million, $24.1 million, and $20.3 million in 2014, 2013, and 2012, respectively. | |||||||||||
The future minimum rental commitments as of December 31, 2014 for all noncancelable operating leases were as follows: | |||||||||||
Land and | Equipment | ||||||||||
Total | Structures | and Other | |||||||||
(in thousands) | |||||||||||
2015 | $ | 13,969 | $ | 13,071 | $ | 898 | |||||
2016 | 10,759 | 10,554 | 205 | ||||||||
2017 | 8,669 | 8,550 | 119 | ||||||||
2018 | 7,165 | 7,086 | 79 | ||||||||
2019 | 5,636 | 5,573 | 63 | ||||||||
Thereafter | 11,225 | 11,225 | — | ||||||||
$ | 57,423 | $ | 56,059 | $ | 1,364 | ||||||
As of December 31, 2014, the Company had an $11.8 million commitment to acquire a general office building and service bay to replace certain Panther leased facilities. | |||||||||||
LONGTERM_DEBT_AND_FINANCING_AR
LONG-TERM DEBT AND FINANCING ARRANGEMENTS | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
LONG-TERM DEBT AND FINANCING ARRANGEMENTS | |||||||||||||||||
LONG-TERM DEBT AND FINANCING ARRANGEMENTS | |||||||||||||||||
NOTE H — LONG-TERM DEBT AND FINANCING ARRANGEMENTS | |||||||||||||||||
Long-Term Debt Obligations | |||||||||||||||||
Long-term debt consisted of a Term Loan under the Credit Agreement (further described in Financing Arrangements within this Note) and notes payable and capital lease obligations related to the financing of revenue equipment (tractors and trailers used primarily in ABF Freight’s operations), real estate, and certain other equipment as follows: | |||||||||||||||||
December 31 | |||||||||||||||||
2014 | 2013 | ||||||||||||||||
(in thousands) | |||||||||||||||||
Term Loan (interest rate of 1.4% at December 31, 2014) | $ | 70,000 | $ | 83,750 | |||||||||||||
Notes payable (weighted-average interest rate of 2.0% at December 31, 2014) | 56,759 | 22,082 | |||||||||||||||
Capital lease obligations (weighted-average interest rate of 5.8% at December 31, 2014) | 971 | 7,013 | |||||||||||||||
127,730 | 112,845 | ||||||||||||||||
Less current portion | 25,256 | 31,513 | |||||||||||||||
Long-term debt, less current portion | $ | 102,474 | $ | 81,332 | |||||||||||||
Scheduled maturities under the Credit Facility (further described in Financing Arrangements within this Note) and notes payable and future minimum payments under capital lease obligations included in long-term debt as of December 31, 2014 were as follows: | |||||||||||||||||
Notes Payable | Capital Lease Obligations(2) | ||||||||||||||||
Credit | Revenue | Land and | Equipment | ||||||||||||||
Total | Facility(1) | Equipment | Structures | and Other | |||||||||||||
(in thousands) | |||||||||||||||||
2015 | $ | 27,300 | $ | 1,124 | $ | 25,959 | $ | 206 | $ | 11 | |||||||
2016 | 20,899 | 1,727 | 18,959 | 213 | — | ||||||||||||
2017 | 15,699 | 2,223 | 13,257 | 219 | — | ||||||||||||
2018 | 2,607 | 2,381 | — | 226 | — | ||||||||||||
2019 | 2,732 | 2,500 | — | 232 | — | ||||||||||||
Thereafter | 70,019 | 70,000 | — | 19 | — | ||||||||||||
Total payments | 139,256 | 79,955 | 58,175 | 1,115 | 11 | ||||||||||||
Less amounts representing interest | 11,526 | 9,955 | 1,416 | 155 | — | ||||||||||||
Long-term debt | $ | 127,730 | $ | 70,000 | $ | 56,759 | $ | 960 | $ | 11 | |||||||
-1 | As of December 31, 2014, $70.0 million was outstanding under the Term Loan. On January 2, 2015, the Term Loan was refinanced with the revolving Credit Facility. The future interest payments included in the scheduled maturities due under the Credit Facility are calculated using variable interest rates based on the LIBOR swap curve, plus the anticipated applicable margin. (See Term Loan and Credit Facility within the Financing Arrangements section within this Note.) | ||||||||||||||||
-2 | Minimum payments of capital lease obligations include maximum amounts due under rental adjustment clauses contained in the capital lease agreements. | ||||||||||||||||
Assets securing notes payable or held under capital leases at December 31 were included in property, plant and equipment as follows: | |||||||||||||||||
2014 | 2013(1) | ||||||||||||||||
(in thousands) | |||||||||||||||||
Revenue equipment | $ | 88,591 | $ | 58,613 | |||||||||||||
Land and structures (terminals) | 1,794 | 1,794 | |||||||||||||||
Service, office, and other equipment | 255 | 1,758 | |||||||||||||||
Total assets securing notes payable or held under capital leases | 90,640 | 62,165 | |||||||||||||||
Less accumulated amortization(2) | 26,305 | 26,847 | |||||||||||||||
Net assets securing notes payable or held under capital leases | $ | 64,335 | $ | 35,318 | |||||||||||||
-1 | The individual line items in this table for 2013 are the same as those previously presented in Note H to the consolidated financial statements in Part II, Item 8 of the Company’s 2013 Annual Report on Form 10-K; however, the total amounts for the 2013 period have been revised to reflect proper calculation. | ||||||||||||||||
-2 | Amortization of assets securing notes payable or held under capital leases is included in depreciation expense. | ||||||||||||||||
The Company’s long-term debt obligations have a weighted-average interest rate of 1.7% at December 31, 2014. The Company paid interest of $2.7 million, $3.6 million, and $4.5 million in 2014, 2013 and 2012, respectively, net of capitalized interest which totaled $0.1 million for the years ended December 31, 2014 and 2013 and less than $0.1 million for the year ended December 31, 2012. | |||||||||||||||||
Financing Arrangements | |||||||||||||||||
Term Loan | |||||||||||||||||
On June 15, 2012, the Company entered into a credit agreement (the “Credit Agreement”) with a syndicate of financial institutions. Pursuant to the Credit Agreement, a five-year, $100.0 million secured term loan (the “Term Loan”) was obtained to finance a portion of the cost of the acquisition of Panther (see Note D). The Credit Agreement also provided the Company with the right to request revolving commitments thereunder up to an aggregate amount of $75.0 million, subject to the satisfaction of certain additional conditions provided in the agreement. There were no borrowings under the revolving commitments. The Term Loan was secured by a lien on certain of the Company’s assets and pledges of the equity interests in certain subsidiaries (with these assets and subsidiaries defined in the Credit Agreement). The Term Loan required quarterly principal payments and monthly interest payments, with remaining amounts outstanding due upon the maturity date of June 15, 2017. Borrowings under the Term Loan could be repaid in whole or in part at any time, without penalty, subject to required notice periods and compliance with minimum prepayment amounts. The Term Loan allowed for the election of interest at a base rate or LIBOR plus a margin based on the adjusted leverage ratio, as defined in the Credit Agreement, which was measured at the end of each fiscal quarter. The Credit Agreement contained conditions, representations and warranties, events of default, and indemnification provisions that are customary for financings of this type including, but not limited to, a minimum fixed charge coverage ratio, a maximum adjusted leverage ratio, and limitations on incurrence of debt, investments, liens on assets, transactions with affiliates, mergers, consolidations, and purchases and sales of assets. The Company was in compliance with the covenants under the Credit Agreement at December 31, 2014. The Term Loan outstanding amount of $70.0 million at December 31, 2014 was included in long-term debt on the consolidated balance sheet because the balance was converted to long-term borrowings under the Credit Facility subsequent to the balance sheet date. | |||||||||||||||||
Credit Facility | |||||||||||||||||
Subsequent to year end, on January 2, 2015, the Company and its lenders entered into an agreement to amend and restate the Credit Agreement. The Amended and Restated Credit Agreement refinanced the $70.0 million outstanding Term Loan with a revolving credit facility. The revolving credit facility (the “Credit Facility”) has an initial maximum credit amount of $150.0 million, including a swing line facility and a letter of credit sub-facility providing for the issuance of letters of credit up to an aggregate amount of $20.0 million. The Credit Facility allows the Company to request additional revolving commitments or incremental term loans thereunder up to an aggregate additional amount of $75.0 million, subject to certain additional conditions as provided in the Amended and Restated Credit Agreement. Principal payments under the Credit Facility are due upon maturity on January 2, 2020; however, borrowings may be repaid, at the Company’s discretion, in whole or in part at any time, without penalty subject to required notice periods and compliance with minimum prepayment amounts. Borrowings under the Amended and Restated Credit Agreement can either be, at our election: (i) at the Alternate Base Rate (as defined in the Amended and Restated Credit Agreement) plus a spread; or (ii) at the Eurodollar Rate (as defined in the Amended and Restated Credit Agreement) plus a spread. The applicable spread is dependent upon our Adjusted Leverage Ratio (as defined in the Amended and Restated Credit Agreement). The Amended and Restated Credit Agreement contains conditions, representations and warranties, events of default, and indemnification provisions that are customary for financings of this type, including, but not limited to, a minimum interest coverage ratio, a maximum adjusted leverage ratio, and limitations on incurrence of debt, investments, liens on assets, certain sale and leaseback transactions, transactions with affiliates, mergers, consolidations, and purchases and sales of assets. | |||||||||||||||||
Interest Rate Swap | |||||||||||||||||
On November 5, 2014, in contemplation of the Credit Facility previously discussed in this Note, the Company entered into a five-year forward-starting interest rate swap agreement with a $50.0 million notional amount maturing on January 2, 2020. Effective January 2, 2015, the Company will receive floating-rate interest amounts based on one-month LIBOR in exchange for fixed-rate interest payments of 1.85% over the life of the interest rate swap agreement. The interest rate swap mitigates interest rate risk by effectively converting $50.0 million of borrowings under the Credit Facility from variable-rate interest to fixed rate interest. The fair value of the interest rate swap of $0.6 million was recorded in other long-term liabilities in the consolidated balance sheet at December 31, 2014. The interest rate swap is subject to certain customary provisions that could allow the counterparty to request immediate payment of the fair value liability upon violation of any or all of the provisions. The Company was in compliance with all provisions of the interest rate swap agreement at December 31, 2014. | |||||||||||||||||
Accounts Receivable Securitization Program | |||||||||||||||||
The Company has an accounts receivable securitization program with PNC Bank which provides for cash proceeds of an amount up to $75.0 million. Under this facility, which matures on June 15, 2015, certain subsidiaries of the Company continuously sell a designated pool of trade accounts receivables to a wholly owned subsidiary which, in turn, may borrow funds on a revolving basis. This wholly owned consolidated subsidiary is a separate bankruptcy-remote entity, and its assets would be available only to satisfy the claims related to the lender’s interest in the trade accounts receivables. Advances under the facility bear interest based upon LIBOR, plus a margin, and an annual facility fee. The securitization agreement contains representations and warranties, affirmative and negative covenants, and events of default that are customary for financings of this type, including a maximum adjusted leverage ratio covenant. As of December 31, 2014, the Company was in compliance with the covenants. There have been no borrowings under this facility. | |||||||||||||||||
The accounts receivable securitization program includes a provision under which the Company may request and the letter of credit issuer may issue standby letters of credit, primarily in support of workers’ compensation and third-party casualty claims liabilities in various states in which the Company is self-insured. The outstanding standby letters of credit reduce the availability of borrowings under the facility. As of December 31, 2014, standby letters of credit of $20.1 million have been issued under the facility, which reduced the available borrowing capacity to $54.9 million. | |||||||||||||||||
Subsequent to year end, on January 2, 2015, the Company entered into an amendment to extend the maturity date of the accounts receivable securitization program until January 2, 2018. On February 1, 2015, the Company amended and restated the receivables loan agreement to increase the amount of cash proceeds provided under the facility to $100.0 million, with an accordion feature allowing the Company to request additional borrowings up to an aggregate amount of $25.0 million, subject to certain conditions. | |||||||||||||||||
Letter of Credit Agreements and Surety Bond Programs | |||||||||||||||||
As of December 31, 2014, the Company had letters of credit outstanding of $22.1 million (including $20.1 million issued under the accounts receivable securitization program), of which $1.4 million were collateralized by restricted cash. | |||||||||||||||||
During 2014 and 2013, the Company had agreements with certain financial institutions to provide collateralized facilities for the issuance of letters of credit (“LC Agreements”). These financial institutions issued letters of credit on behalf of the Company primarily in support of the self-insurance program previously discussed within this Note. The LC Agreements contained no financial ratios or financial covenants which the Company was required to maintain. Certain LC Agreements required cash or short-term investments to be pledged as collateral for outstanding letters of credit. The LC Agreements were no longer in place as of December 31, 2014. As of December 31, 2013, the Company had letters of credit outstanding of $22.8 million (including $20.3 million issued under the accounts receivable securitization program previously described within this Note), of which $1.9 million were collateralized by restricted cash under the LC Agreements. | |||||||||||||||||
The Company has programs in place with multiple surety companies for the issuance of surety bonds in support of its self-insurance program. As of December 31, 2014 and 2013, surety bonds outstanding related to the self-insurance program totaled $43.8 million. The Company was not required to collateralize bonds under its self-insurance program as of December 31, 2014. As of December 31, 2013, surety bonds outstanding related to the collateralized self-insurance program totaled $12.7 million, which were collateralized by letters of credit of $3.8 million issued under the previously described accounts receivable securitization facility. | |||||||||||||||||
Notes Payable and Capital Leases | |||||||||||||||||
ABF Freight has financed the purchase of certain revenue equipment through promissory note arrangements, including $55.3 million and $38.0 million of revenue equipment in 2014 and 2012, respectively. The Company did not enter into any promissory note arrangements in 2013. | |||||||||||||||||
The Company has financed revenue equipment, real estate, and certain other equipment through capital lease agreements. The Company did not enter into capital lease agreements during 2014 and 2012. Newly entered capital leases to finance the purchase of certain equipment totaled less than $0.1 million in 2013. | |||||||||||||||||
ACCRUED_EXPENSES
ACCRUED EXPENSES | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
ACCRUED EXPENSES | ||||||||
ACCRUED EXPENSES | ||||||||
NOTE I — ACCRUED EXPENSES | ||||||||
December 31 | ||||||||
2014 | 2013 | |||||||
(in thousands) | ||||||||
Workers’ compensation, third-party casualty, and loss and damage claims reserves | $ | 96,183 | $ | 92,166 | ||||
Accrued compensation | 35,305 | 22,734 | ||||||
Accrued vacation pay | 33,029 | 36,246 | ||||||
Taxes other than income | 8,022 | 7,418 | ||||||
Other | 22,135 | 15,058 | ||||||
$ | 194,674 | $ | 173,622 | |||||
EMPLOYEE_BENEFIT_PLANS
EMPLOYEE BENEFIT PLANS | 12 Months Ended | ||||||||||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||||||||||
EMPLOYEE BENEFIT PLANS | |||||||||||||||||||||||||||||
EMPLOYEE BENEFIT PLANS | |||||||||||||||||||||||||||||
NOTE J — EMPLOYEE BENEFIT PLANS | |||||||||||||||||||||||||||||
Nonunion Defined Benefit Pension, Supplemental Benefit, and Postretirement Health Benefit Plans | |||||||||||||||||||||||||||||
The Company has a noncontributory defined benefit pension plan covering substantially all noncontractual employees hired before January 1, 2006. Benefits under the defined benefit pension plan are generally based on years of service and employee compensation. In June 2013, the Company amended the nonunion defined benefit pension plan to freeze the participants’ final average compensation and years of credited service as of July 1, 2013. The plan amendment did not impact the vested benefits of retirees or former employees whose benefits have not yet been paid from the plan. Effective July 1, 2013, participants of the nonunion defined benefit pension plan who were active employees of the Company became eligible to participate in the Company’s nonunion defined contribution plan in which substantially all noncontractual employees hired subsequent to December 31, 2005 also participate (see Defined Contribution Plans section within this Note). | |||||||||||||||||||||||||||||
The June 2013 amendment to the nonunion defined benefit pension plan resulted in a plan curtailment which was recorded as of June 30, 2013. The effect of the plan curtailment was a reduction of the projected benefit obligation (“PBO”) to the amount of the plan’s accumulated benefit obligation. The decrease in the PBO upon curtailment, as presented in the changes in benefit obligations and plan assets table within this Note, reduced the unrecognized net actuarial loss of the plan, which is reported on an after-tax basis in accumulated other comprehensive loss within stockholders’ equity in the consolidated balance sheet. No curtailment gain or loss was recognized in earnings. The unrecognized net actuarial loss was also reduced by a net actuarial gain which resulted from the remeasurement of the assets and PBO of the plan upon curtailment. The freeze of the accrual of benefits effective as of July 1, 2013, and the reduction of the PBO upon plan curtailment eliminated the service cost of the plan and reduced the interest cost of the plan for periods subsequent to the curtailment. | |||||||||||||||||||||||||||||
In January 2014, the plan purchased a nonparticipating annuity contract from an insurance company to settle the pension obligation related to the vested benefits of 375 plan participants and beneficiaries receiving monthly benefit payments at the time of the contract purchase. Upon payment by the plan of the $25.4 million premium for the annuity contract, pension benefit obligations totaling $23.3 million were irrevocably transferred to the insurance company. The nonparticipating annuity contract purchase amount of $25.4 million plus total lump-sum benefit distributions of $32.1 million exceeded the annual interest costs of the plan in 2014; therefore, the Company recognized pension settlement expense as a component of net periodic benefit cost with corresponding reductions in the unrecognized net actuarial loss of the nonunion defined benefit pension plan. The Company also recognized pension settlement expense in 2013, because total lump-sum benefit distributions from the plan exceeded the total annual service and interest cost of the plan. The pension settlement expense amounts for 2014 and 2013 are presented in the tables within this Note. The remaining pre-tax unrecognized net actuarial loss of $24.3 million will continue to be amortized over the average remaining future years of service of the plan participants, which is approximately eight years. The Company will continue to incur quarterly settlement expense related to lump-sum benefit distributions from the nonunion defined benefit pension plan, as estimated lump sum distributions are expected to exceed annual interest costs of the plan. | |||||||||||||||||||||||||||||
The Company also has an unfunded supplemental benefit plan (“SBP”) for the purpose of supplementing benefits under the Company’s nonunion defined benefit pension plan for executive officers designated as participants in the SBP by the Company’s Board of Directors. The Compensation Committee of the Company’s Board of Directors (“Compensation Committee”) elected to close the SBP to new entrants and to place a cap on the maximum payment per participant to existing participants in the SBP effective January 1, 2006. In place of the SBP, eligible officers of the Company appointed after 2005 participate in a long-term cash incentive plan (see Long-Term Cash Incentive Plan section within this Note). Effective | |||||||||||||||||||||||||||||
December 31, 2009, the Compensation Committee elected to freeze the accrual of benefits for remaining participants under the SBP. With the exception of early retirement penalties that may apply in certain cases, the valuation inputs for calculating the frozen SBP benefits to be paid to participants, including final average salary and the interest rate, were frozen at December 31, 2009. The lump-sum SBP benefit exceeded the annual interest cost of the plan; therefore, pension settlement expense and a corresponding reduction in the net actuarial loss was recorded in 2014, as presented in the tables within this Note. | |||||||||||||||||||||||||||||
The Company sponsors an insured postretirement health benefit plan that provides supplemental medical benefits and dental benefits primarily to certain officers of the Company and certain subsidiaries. Effective January 1, 2011, retirees began paying a portion of the premiums under the plan according to age and coverage levels. The amendment to the plan to implement retiree premiums resulted in an unrecognized prior service credit which was recorded in accumulated other comprehensive loss and is being amortized over approximately eight years. Premiums charged to retirees under the postretirement health benefit plan were increased effective January 1, 2014, which contributed to the actuarial gain recognized for the plan effective December 31, 2013. | |||||||||||||||||||||||||||||
The following table discloses the changes in benefit obligations and plan assets of the Company’s nonunion defined benefit plans for years ended December 31, the measurement date of the plans: | |||||||||||||||||||||||||||||
Nonunion Defined | Supplemental | Postretirement | |||||||||||||||||||||||||||
Benefit Pension Plan | Benefit Plan | Health Benefit Plan | |||||||||||||||||||||||||||
2014 | 2013 | 2014 | 2013 | 2014 | 2013 | ||||||||||||||||||||||||
(in thousands) | |||||||||||||||||||||||||||||
Change in benefit obligations | |||||||||||||||||||||||||||||
Benefit obligations at beginning of year | $ | 211,660 | $ | 260,950 | $ | 7,092 | $ | 7,213 | $ | 16,318 | $ | 18,308 | |||||||||||||||||
Service cost | — | 4,734 | — | — | 280 | 331 | |||||||||||||||||||||||
Interest cost | 6,039 | 7,784 | 184 | 150 | 788 | 751 | |||||||||||||||||||||||
Actuarial (gain) loss | 11,906 | (10,797 | ) | 53 | (271 | ) | 5,269 | (2,484 | ) | ||||||||||||||||||||
Benefits paid | (58,047 | ) | (22,486 | ) | (853 | ) | — | (539 | ) | (588 | ) | ||||||||||||||||||
Curtailment gain | — | (29,262 | ) | — | — | — | — | ||||||||||||||||||||||
Settlement loss | 2,852 | 737 | 306 | — | — | — | |||||||||||||||||||||||
Benefit obligations at end of year | 174,410 | 211,660 | 6,782 | 7,092 | 22,116 | 16,318 | |||||||||||||||||||||||
Change in plan assets | |||||||||||||||||||||||||||||
Fair value of plan assets at beginning of year | 207,613 | 181,225 | — | — | — | — | |||||||||||||||||||||||
Actual return on plan assets | 8,599 | 31,074 | — | — | — | — | |||||||||||||||||||||||
Employer contributions | 100 | 17,800 | 853 | — | 539 | 588 | |||||||||||||||||||||||
Benefits paid | (58,047 | ) | (22,486 | ) | (853 | ) | — | (539 | ) | (588 | ) | ||||||||||||||||||
Fair value of plan assets at end of year | 158,265 | 207,613 | — | — | — | — | |||||||||||||||||||||||
Funded status | $ | (16,145 | ) | $ | (4,047 | ) | $ | (6,782 | ) | $ | (7,092 | ) | $ | (22,116 | ) | $ | (16,318 | ) | |||||||||||
Accumulated benefit obligation | $ | 174,410 | $ | 211,660 | $ | 6,782 | $ | 7,092 | $ | 22,116 | $ | 16,318 | |||||||||||||||||
Amounts recognized in the consolidated balance sheets at December 31 consisted of the following: | |||||||||||||||||||||||||||||
Nonunion Defined | Supplemental | Postretirement | |||||||||||||||||||||||||||
Benefit Pension Plan | Benefit Plan | Health Benefit Plan | |||||||||||||||||||||||||||
2014 | 2013 | 2014 | 2013 | 2014 | 2013 | ||||||||||||||||||||||||
(in thousands) | |||||||||||||||||||||||||||||
Current liabilities (included in accrued expenses) | $ | — | $ | — | $ | (1,941 | ) | $ | — | $ | (684 | ) | $ | (610 | ) | ||||||||||||||
Noncurrent liabilities (included in pension and postretirement liabilities) | (16,145 | ) | (4,047 | ) | (4,841 | ) | (7,092 | ) | (21,432 | ) | (15,708 | ) | |||||||||||||||||
Liabilities recognized | $ | (16,145 | ) | $ | (4,047 | ) | $ | (6,782 | ) | $ | (7,092 | ) | $ | (22,116 | ) | $ | (16,318 | ) | |||||||||||
The following is a summary of the components of net periodic benefit cost for the Company’s nonunion benefit plans for the years ended December 31: | |||||||||||||||||||||||||||||
Nonunion Defined | Supplemental | Postretirement | |||||||||||||||||||||||||||
Benefit Pension Plan | Benefit Plan | Health Benefit Plan | |||||||||||||||||||||||||||
2014 | 2013 | 2012 | 2014 | 2013 | 2012 | 2014 | 2013 | 2012 | |||||||||||||||||||||
(in thousands) | |||||||||||||||||||||||||||||
Service cost | $ | — | $ | 4,734 | $ | 9,189 | $ | — | $ | — | $ | — | $ | 280 | $ | 331 | $ | 315 | |||||||||||
Interest cost | 6,039 | 7,784 | 8,692 | 184 | 150 | 210 | 788 | 751 | 749 | ||||||||||||||||||||
Expected return on plan assets | (10,419 | ) | (13,313 | ) | (12,063 | ) | — | — | — | — | — | — | |||||||||||||||||
Amortization of prior service credit | — | — | — | — | — | — | (190 | ) | (190 | ) | (190 | ) | |||||||||||||||||
Pension settlement expense | 5,880 | 2,111 | — | 715 | — | — | — | — | — | ||||||||||||||||||||
Amortization of net actuarial loss (1) | 2,398 | 7,140 | 10,767 | 214 | 260 | 202 | 93 | 535 | 416 | ||||||||||||||||||||
Net periodic benefit cost | $ | 3,898 | $ | 8,456 | $ | 16,585 | $ | 1,113 | $ | 410 | $ | 412 | $ | 971 | $ | 1,427 | $ | 1,290 | |||||||||||
-1 | The Company amortizes actuarial losses over the average remaining active service period of the plan participants and does not use a corridor approach. | ||||||||||||||||||||||||||||
The following is a summary of the pension settlement distributions and pension settlement expense for the years ended December 31: | |||||||||||||||||||||||||||||
Nonunion Defined | Supplemental | ||||||||||||||||||||||||||||
Benefit Pension Plan | Benefit Plan | ||||||||||||||||||||||||||||
2014(1) | 2013(2) | 2012 | 2014(3) | 2013 | 2012(4) | ||||||||||||||||||||||||
(in thousands, except per share data) | |||||||||||||||||||||||||||||
Pension settlement distributions | $ | 57,518 | $ | 20,104 | $ | — | $ | 853 | $ | — | $ | 1,126 | |||||||||||||||||
Pension settlement expense, pre-tax | $ | 5,880 | $ | 2,111 | $ | — | $ | 715 | $ | — | $ | — | |||||||||||||||||
Pension settlement expense per diluted share, net of taxes | $ | 0.14 | $ | 0.05 | $ | — | $ | 0.02 | $ | — | $ | — | |||||||||||||||||
-1 | Pension settlement distributions represent $32.1 million of lump-sum benefit distributions and a $25.4 million nonparticipating annuity contract purchase. | ||||||||||||||||||||||||||||
-2 | Pension settlement distributions represent lump-sum benefit distributions paid in 2013. | ||||||||||||||||||||||||||||
-3 | Pension settlement expense relates to the SBP benefit for an officer retirement that occurred in 2014. The benefit distribution amount was fixed at the retirement date, but a portion of the benefit will be paid in 2015, because IRC Section 409A which requires that certain distributions to certain key employees under the SBP be delayed for six months after retirement. | ||||||||||||||||||||||||||||
-4 | The 2012 SBP distribution represents the portion of a benefit related to an officer retirement that occurred in 2011 which was delayed for six months after retirement in accordance with IRC Section 409A. The pension settlement expense related to this distribution was recognized in 2011. | ||||||||||||||||||||||||||||
Included in accumulated other comprehensive loss at December 31 were the following pre-tax amounts that have not yet been recognized in net periodic benefit cost: | |||||||||||||||||||||||||||||
Nonunion Defined | Supplemental | Postretirement | |||||||||||||||||||||||||||
Benefit Pension Plan | Benefit Plan | Health Benefit Plan | |||||||||||||||||||||||||||
2014 | 2013 | 2014 | 2013 | 2014 | 2013 | ||||||||||||||||||||||||
(in thousands) | |||||||||||||||||||||||||||||
Unrecognized net actuarial loss | $ | 24,303 | $ | 16,003 | $ | 1,207 | $ | 1,778 | $ | 5,327 | $ | 150 | |||||||||||||||||
Unrecognized prior service credit | — | — | — | — | (697 | ) | (887 | ) | |||||||||||||||||||||
Total | $ | 24,303 | $ | 16,003 | $ | 1,207 | $ | 1,778 | $ | 4,630 | $ | (737 | ) | ||||||||||||||||
The following amounts, which are reported within accumulated other comprehensive loss at December 31, 2014, are expected to be recognized as components of net periodic benefit cost in 2015 on a pre-tax basis. (Amounts exclude the effect of pension settlements which the Company will incur for the nonunion defined benefit pension plan in 2015.) | |||||||||||||||||||||||||||||
Nonunion | Postretirement | ||||||||||||||||||||||||||||
Defined Benefit | Supplemental | Health | |||||||||||||||||||||||||||
Pension Plan | Benefit Plan | Benefit Plan | |||||||||||||||||||||||||||
(in thousands) | |||||||||||||||||||||||||||||
Unrecognized net actuarial loss | $ | 3,008 | $ | 159 | $ | 622 | |||||||||||||||||||||||
Unrecognized prior service credit | — | — | (190 | ) | |||||||||||||||||||||||||
Total | $ | 3,008 | $ | 159 | $ | 432 | |||||||||||||||||||||||
The discount rate is determined by matching projected cash distributions with appropriate high-quality corporate bond yields in a yield curve analysis. Weighted-average assumptions used to determine nonunion benefit obligations at December 31 were as follows: | |||||||||||||||||||||||||||||
Nonunion Defined | Supplemental | Postretirement | |||||||||||||||||||||||||||
Benefit Pension Plan | Benefit Plan | Health Benefit Plan | |||||||||||||||||||||||||||
2014 | 2013 | 2014 | 2013 | 2014 | 2013 | ||||||||||||||||||||||||
Discount rate | 3.2 | % | 3.8 | % | 2.5 | % | 2.8 | % | 3.9 | % | 4.7 | % | |||||||||||||||||
Weighted-average assumptions used to determine net periodic benefit cost for the Company’s nonunion benefit plans for the years ended December 31 were as follows: | |||||||||||||||||||||||||||||
Nonunion Defined | Supplemental | Postretirement | |||||||||||||||||||||||||||
Benefit Pension Plan | Benefit Plan | Health Benefit Plan | |||||||||||||||||||||||||||
2014(1) | 2013(2) | 2012 | 2014(3) | 2013 | 2012 | 2014 | 2013 | 2012 | |||||||||||||||||||||
Discount rate | 3.8 | % | 3.1 | % | 3.7 | % | 2.8 | % | 2.1 | % | 3.2 | % | 4.7 | % | 3.8 | % | 4.3 | % | |||||||||||
Expected return on plan assets | 6.5 | % | 7.5 | % | 7.5 | % | N/A | N/A | N/A | N/A | N/A | N/A | |||||||||||||||||
Rate of compensation increase (4) | N/A | 3.3 | % | 3.3 | % | N/A | N/A | N/A | N/A | N/A | N/A | ||||||||||||||||||
-1 | The discount rate presented was used to determine the first quarter 2014 credit and the interim discount rates established upon each quarterly settlement in 2014 at a rate of 3.5%, 3.3%, and 3.4% was used to calculate the credit for the second, third, and fourth quarter of 2014, respectively. | ||||||||||||||||||||||||||||
-2 | The discount rate presented was used to determine expense for the first six months of 2013 and the discount rate established upon the June 30, 2013 curtailment of 3.9% and upon the September 30, 2013 settlement of 3.7% was used to calculate the credit for the third and fourth quarter of 2013, respectively. | ||||||||||||||||||||||||||||
-3 | The discount rate presented was used to determine expense for the first ten months of 2014 and the discount rate of 2.5% established upon the October 31, 2014 settlement was used to calculate expense for the last two months of 2014. | ||||||||||||||||||||||||||||
-4 | The compensation assumption was no longer applicable for determining net periodic benefit cost of the nonunion defined benefit pension plan upon the June 30, 2013 remeasurement for plan curtailment due to the freeze of the accrual of benefits effective July 1, 2013. | ||||||||||||||||||||||||||||
The assumed health care cost trend rates for the Company’s postretirement health benefit plan at December 31 were as follows: | |||||||||||||||||||||||||||||
2014 | 2013 | ||||||||||||||||||||||||||||
Pre-65 | Post-65 | Pre-65 | Post-65 | ||||||||||||||||||||||||||
Health care cost trend rate assumed for next year | 7.5 | % | 5.8 | % | 8.0 | % | 5.0 | % | |||||||||||||||||||||
Rate to which the cost trend rate is assumed to decline | 4.5 | % | 4.5 | % | 5.0 | % | 5.0 | % | |||||||||||||||||||||
Year that the rate reaches the cost trend assumed rate | 2027 | 2020 | 2020 | 2020 | |||||||||||||||||||||||||
The health care cost trend rates have a significant effect on the obligations reported for health care plans. A one-percentage-point change in assumed health care cost trend rates would have the following effects on the Company’s postretirement health benefit plan for the year ended December 31, 2014: | |||||||||||||||||||||||||||||
One Percentage Point | |||||||||||||||||||||||||||||
Increase | Decrease | ||||||||||||||||||||||||||||
(in thousands) | |||||||||||||||||||||||||||||
Effect on total of service and interest cost components | $ | 204 | $ | (164 | ) | ||||||||||||||||||||||||
Effect on postretirement benefit obligation | $ | 4,321 | $ | (3,450 | ) | ||||||||||||||||||||||||
Estimated future benefit payments from the Company’s nonunion defined benefit pension (paid from trust assets), SBP, and postretirement health benefit plans, which reflect expected future service as appropriate, as of December 31, 2014 are as follows: | |||||||||||||||||||||||||||||
Nonunion | Postretirement | ||||||||||||||||||||||||||||
Defined Benefit | Supplemental | Health | |||||||||||||||||||||||||||
Pension Plan | Benefit Plan | Benefit Plan | |||||||||||||||||||||||||||
(in thousands) | |||||||||||||||||||||||||||||
2015 | $ | 31,108 | $ | 1,941 | $ | 684 | |||||||||||||||||||||||
2016 | $ | 14,813 | $ | 1,235 | $ | 750 | |||||||||||||||||||||||
2017 | $ | 14,341 | $ | — | $ | 813 | |||||||||||||||||||||||
2018 | $ | 13,622 | $ | — | $ | 916 | |||||||||||||||||||||||
2019 | $ | 13,408 | $ | 3,107 | $ | 963 | |||||||||||||||||||||||
2020-2024 | $ | 55,806 | $ | — | $ | 5,509 | |||||||||||||||||||||||
The Company’s contributions to the defined benefit pension plan are based upon the minimum funding levels required under provisions of the Employee Retirement Income Security Act of 1974 (“ERISA”) and the Pension Protection Act of 2006 (the “PPA”), with the maximum contributions not to exceed deductible limits under the IRC. Based upon currently available actuarial information, which is subject to change upon completion of the 2015 actuarial valuation of the plan, the Company does not expect to have cash outlays for required minimum contributions to its nonunion defined benefit pension plan in 2015. The Highway and Transportation Funding Act of 2014 (the “HTFA”), which was signed into law on August 8, 2014, delayed the expansion of the corridor of interest rates used in the calculation of minimum funding requirements for defined benefit pension plans, which will produce higher actuarial valuation interest rates thus lowering liabilities and funding requirements. In accordance with the HTFA, the January 1, 2014 actuarial valuation of the Company’s nonunion defined benefit pension plan was reperformed, resulting in an adjusted funding target attainment percentage (“AFTAP”) of 112.3% as of the valuation date. The AFTAP is determined by measurements prescribed by the Internal Revenue Code, which differ from the funding measurements for financial statement reporting purposes. | |||||||||||||||||||||||||||||
Nonunion Defined Benefit Pension Plan Assets | |||||||||||||||||||||||||||||
The Company establishes the expected long-term rate of return on nonunion defined benefit pension plan assets, which are held in trust, by considering the historical returns for the current mix of investments. In addition, consideration is given to the range of expected returns for the current pension plan investment mix provided by the plan’s investment advisor. This approach is intended to establish a long-term, nonvolatile rate. The Company’s long-term expected rate of return utilized in determining its 2015 nonunion defined benefit pension plan expense is 6.5%. | |||||||||||||||||||||||||||||
The overall objectives of the investment strategy for the Company’s nonunion defined benefit plan are to achieve a rate of return that over the long term will fund liabilities and provide for required benefits under the plan in a manner that satisfies the fiduciary requirements of ERISA. The investment strategy aims to maximize the long-term return on plan assets subject to an acceptable level of investment risk, liquidity risk, and funding risk utilizing target asset allocations for investments. The plan’s long-term asset allocation policy is intended to protect or improve the purchasing power of plan assets and provide adequate diversification to limit the possibility of experiencing a substantial loss over a one-year period. | |||||||||||||||||||||||||||||
The weighted-average target, acceptable ranges, and actual asset allocations of the Company’s nonunion defined benefit pension plan at December 31 is summarized in the following table: | |||||||||||||||||||||||||||||
2014 | |||||||||||||||||||||||||||||
Target | Acceptable | Weighted-Average Allocation | |||||||||||||||||||||||||||
Allocation | Range | 2014 | 2013 | ||||||||||||||||||||||||||
Equity Securities | |||||||||||||||||||||||||||||
Large Cap U.S. Equity | 15.0 | % | 10.0 | % | – | 25.0% | 18.9 | % | 23.8 | % | |||||||||||||||||||
Mid Cap U.S. Equity | 10.0 | 8.0 | % | – | 12.0% | 12.1 | 10.7 | ||||||||||||||||||||||
Small Cap U.S. Equity | 10.0 | 8.0 | % | – | 12.0% | 11.3 | 10.5 | ||||||||||||||||||||||
International Equity | 15.0 | 11.0 | % | – | 19.0% | 15.0 | 12.5 | ||||||||||||||||||||||
Income Securities | |||||||||||||||||||||||||||||
Debt Instruments | 30.0 | 20.0 | % | – | 35.0% | 20.4 | 17.6 | ||||||||||||||||||||||
Floating Rate Loan Fund | 10.0 | 3.0 | % | – | 15.0% | 10.2 | 3.6 | ||||||||||||||||||||||
Cash Equivalents | |||||||||||||||||||||||||||||
Cash and Cash Equivalents | 10.0 | 0.0 | % | – | 15.0% | 12.1 | 21.3 | ||||||||||||||||||||||
100.0 | % | 100.0 | % | 100.0 | % | ||||||||||||||||||||||||
Investment balances and results are reviewed quarterly. Investment performance is generally compared to the three-to-five year performance of recognized market indices as well as analyzed for periods shorter than three years for each investment fund and over five years for the total fund. Although investment allocations which fall outside the acceptable range at the end of any quarter are usually rebalanced based on the target allocation, the Company has the discretion to maintain cash or other short-term investments during periods of market volatility. The plan had a higher investment allocation to cash and cash equivalents as of December 31, 2013 in preparation for investment changes anticipated in January 2014, including the plan’s previously disclosed purchase of a nonparticipating annuity contract to settle the pension obligation related to the vested benefits of plan participants and beneficiaries receiving monthly benefit payments at the time of the contract purchase. The annuity contract purchase was part of the plan’s investment strategy, which has become more focused on reducing investment, interest rate, and longevity risks in the plan following the freeze of the accrual of benefits under the plan effective July 1, 2013. | |||||||||||||||||||||||||||||
Certain types of investments and transactions are prohibited or restricted by the Company’s written pension investment policy, including, but not limited to, borrowing of money; purchase of securities on margin; short sales; pledging, mortgaging, or hypothecating securities except loans of securities that are fully-collateralized; purchase or sale of futures, options, or derivatives for speculation or leverage; purchase or sale of commodities; or illiquid interests in real estate or mortgages. Historically, index funds have primarily been used for investments in equity and fixed income securities; however, in 2009, the Company began investing in actively managed portfolios which, for 2014 and 2013, included investments in an actively managed portfolio of mid-cap U.S. equity securities and separate actively managed portfolios of short-term debt instruments. The short-term debt instrument portfolios include 1-3 year and 1-5 year fixed income portfolios which aim to approximate or exceed the returns of their respective benchmarks while preserving capital and, beginning in 2014, a total return fixed income portfolio with high quality investment grade corporate bond and high yield bond holdings, which seeks to provide less volatility than longer duration fixed income strategies while generating income. In addition to the requirements of the pension investment policy, certain investment restrictions apply to the actively managed portfolios, including: guidelines for permitted investments; minimum acceptable credit quality of securities; maximum maturity of investments; limitations on the concentration of certain types of investments; and/or acceptable effective duration period ranges. | |||||||||||||||||||||||||||||
The fair value of the Company’s nonunion defined benefit pension plan assets at December 31, 2014, by major asset category and fair value hierarchy level (see Fair Value Measurements accounting policy in Note B), were as follows: | |||||||||||||||||||||||||||||
Fair Value Measurements Using | |||||||||||||||||||||||||||||
Quoted Prices | Significant | Significant | |||||||||||||||||||||||||||
In Active | Observable | Unobservable | |||||||||||||||||||||||||||
Markets | Inputs | Inputs | |||||||||||||||||||||||||||
Total | (Level 1) | (Level 2) | (Level 3) | ||||||||||||||||||||||||||
(in thousands) | |||||||||||||||||||||||||||||
Cash and Cash Equivalents(1) | $ | 19,085 | $ | 19,085 | $ | — | $ | — | |||||||||||||||||||||
Debt Instruments(2) | 32,361 | — | 32,361 | — | |||||||||||||||||||||||||
Floating Rate Loans(3) | 16,106 | 16,106 | — | — | |||||||||||||||||||||||||
Large Cap U.S. Equity | 29,964 | 29,964 | — | — | |||||||||||||||||||||||||
Mid Cap U.S. Equity | 19,180 | 19,180 | — | — | |||||||||||||||||||||||||
Small Cap U.S. Equity | 17,899 | 17,899 | — | — | |||||||||||||||||||||||||
International Equity | 23,670 | 23,670 | — | — | |||||||||||||||||||||||||
$ | 158,265 | $ | 125,904 | $ | 32,361 | $ | — | ||||||||||||||||||||||
-1 | Consists primarily of money market mutual funds. | ||||||||||||||||||||||||||||
-2 | Includes corporate debt instruments (66%), mortgage-backed instruments (24%), treasury instruments (5%), municipal debt instruments (4%), and agency debt instruments (1%) which are priced using daily bid prices. The fair value measurements are provided by a pricing service which uses the market approach with inputs derived from observable market data. | ||||||||||||||||||||||||||||
-3 | Consists of a floating rate loan mutual fund. | ||||||||||||||||||||||||||||
The fair value of the Company’s nonunion defined benefit pension plan assets at December 31, 2013, by major asset category and fair value hierarchy level (see Fair Value Measurements accounting policy in Note B), were as follows: | |||||||||||||||||||||||||||||
Fair Value Measurements Using | |||||||||||||||||||||||||||||
Quoted Prices | Significant | Significant | |||||||||||||||||||||||||||
In Active | Observable | Unobservable | |||||||||||||||||||||||||||
Markets | Inputs | Inputs | |||||||||||||||||||||||||||
Total | (Level 1) | (Level 2) | (Level 3) | ||||||||||||||||||||||||||
(in thousands) | |||||||||||||||||||||||||||||
Cash and Cash Equivalents(1) | $ | 44,166 | $ | 44,166 | $ | — | $ | — | |||||||||||||||||||||
Debt Instruments(2) | 36,517 | — | 36,517 | — | |||||||||||||||||||||||||
Floating Rate Loans(3) | 7,594 | 7,594 | — | — | |||||||||||||||||||||||||
Large Cap U.S. Equity | 49,281 | 49,281 | — | — | |||||||||||||||||||||||||
Mid Cap U.S. Equity | 22,181 | 22,181 | — | — | |||||||||||||||||||||||||
Small Cap U.S. Equity | 21,848 | 21,848 | — | — | |||||||||||||||||||||||||
International Equity | 26,026 | 26,026 | — | — | |||||||||||||||||||||||||
$ | 207,613 | $ | 171,096 | $ | 36,517 | $ | — | ||||||||||||||||||||||
-1 | Consists primarily of money market mutual funds. | ||||||||||||||||||||||||||||
-2 | Includes corporate debt instruments (37%), mortgage-backed instruments (27%), treasury instruments (24%), municipal debt instruments (5%), asset-backed instruments (4%), and agency debt instruments (3%) which are priced using daily bid prices. The fair value measurements are provided by a pricing service which uses the market approach with inputs derived from observable market data. | ||||||||||||||||||||||||||||
-3 | Consists of a floating rate loan mutual fund. | ||||||||||||||||||||||||||||
Deferred Compensation Plans | |||||||||||||||||||||||||||||
The Company has deferred salary agreements with certain executives for which liabilities of $4.7 million and $5.2 million were recorded as of December 31, 2014 and 2013, respectively. The deferred salary agreements include a provision that immediately vests all benefits and provides for a lump-sum payment upon a change in control of the Company. The Compensation Committee elected to close the deferred salary agreement program to new entrants effective January 1, 2006. In place of the deferred salary agreement program, officers appointed after 2005 participate in the Long-Term Cash Incentive Plan (see Long-Term Cash Incentive Plan section within this Note). | |||||||||||||||||||||||||||||
An additional benefit plan provides certain death benefits for certain officers and directors of an acquired company and its former subsidiaries. The Company had recorded liabilities of $0.8 million at December 31, 2014 and 2013 for future costs under this plan. | |||||||||||||||||||||||||||||
The Company maintains a Voluntary Savings Plan (“VSP”), a nonqualified deferred compensation program for the benefit of certain executives of the Company and certain subsidiaries. Eligible employees may defer receipt of a portion of their salary and incentive compensation into the VSP by making an election prior to the beginning of the year in which the salary compensation is payable and, for incentive compensation, by making an election at least six months prior to the end of the performance period to which the incentive relates. The Company credits participants’ accounts with applicable rates of return based on a portfolio selected by the participants from the investments available in the plan. The Company match related to the VSP was suspended beginning January 1, 2010. All deferrals, Company match, and investment earnings are considered part of the general assets of the Company until paid. Accordingly, the consolidated balance sheets reflect the fair value of the aggregate participant balances, based on quoted prices of the mutual fund investments, as both an asset and a liability of the Company. As of December 31, 2014 and 2013, VSP balances of $3.0 million and $3.1 million, respectively, were included in other long-term assets with a corresponding amount recorded in other long-term liabilities. | |||||||||||||||||||||||||||||
Defined Contribution Plans | |||||||||||||||||||||||||||||
The Company and its subsidiaries have various defined contribution 401(k) plans that cover substantially all employees. The plans permit participants to defer a portion of their salary up to a maximum of 69% as determined under Section 401(k) of the IRC. For certain participating subsidiaries, the Company has historically matched 50% of nonunion participant contributions up to the first 6% of annual compensation. The plans also allow for discretionary Company contributions determined annually. The Company’s matching expense for the 401(k) plans totaled $4.9 million, $4.5 million, and $3.8 million for 2014, 2013, and 2012, respectively. | |||||||||||||||||||||||||||||
Effective July 1, 2013, participants in the nonunion defined benefit pension plan who were active employees of the Company became eligible for the Company’s nonunion defined contribution plan in which substantially all noncontractual employees hired subsequent to December 31, 2005 also participate. Participants are fully vested in their benefits under the defined contribution plan after three years of service. The Company may make discretionary contributions to the defined contribution plan. In 2014 and 2013, the Company recognized expense of $9.0 million and $5.9 million, respectively, related to its contributions to the defined contribution plan. No contributions were made to the plan for 2012. | |||||||||||||||||||||||||||||
Long-Term Cash Incentive Plan | |||||||||||||||||||||||||||||
The Company maintains a performance-based Long-Term Cash Incentive Plan (“LTIP”) for officers of the Company or its subsidiaries who are not active participants in the deferred salary agreement program. The LTIP incentive, which is generally earned over three years, is based in part upon a proportionate weighting of return on capital employed and shareholder returns compared to a peer group, as specifically defined in the plan document. As of December 31, 2014 and 2013, $7.6 million and $4.2 million, respectively, were accrued for future payments under the plans. As of December 31, 2012, minimum performance requirements were not achieved and, as a result, no incentive payments were accrued. | |||||||||||||||||||||||||||||
Other Plans | |||||||||||||||||||||||||||||
Other long-term assets include $44.5 million and $43.8 million at December 31, 2014 and 2013, respectively, in cash surrender value of life insurance policies. These policies are intended to provide funding for long-term nonunion benefit arrangements such as the Company’s SBP and deferred compensation plans. A portion of the Company’s cash surrender value of variable life insurance policies have investments, through separate accounts, in equity and fixed income securities and, therefore, are subject to market volatility. The Company recognized gains associated with changes in the cash surrender value and proceeds from life insurance policies of $3.8 million during 2014 and 2013 and $2.1 million during 2012. | |||||||||||||||||||||||||||||
Multiemployer Plans | |||||||||||||||||||||||||||||
ABF Freight contributes to multiemployer pension and health and welfare plans, which have been established pursuant to the Taft-Hartley Act, to provide benefits for its contractual employees. ABF Freight’s contributions generally are based on the time worked by its contractual employees, in accordance with the ABF NMFA, its collective bargaining agreement with the IBT, and other related supplemental agreements. As of December 2014, approximately 79% of ABF Freight’s employees were covered under the ABF NMFA. ABF Freight recognizes as expense the contractually required contributions for each period and recognizes as a liability any contributions due and unpaid. The ABF NMFA and the related supplemental agreements which were implemented on November 3, 2013, provide for continued contributions to various multiemployer health, welfare, and pension plans maintained for the benefit of ABF Freight’s employees who are members of the IBT. Rate increases under the ABF NMFA were applied retroactively to August 1, 2013. The combined contribution rates for health, welfare, and pension benefits under the ABF NMFA may increase up to $1.00 per hour each August 1 providing that the plans provide evidence that an increase is necessary. | |||||||||||||||||||||||||||||
The multiemployer plans to which ABF Freight contributes are jointly-trusteed (half of the trustees of each plan are selected by the participating employers, the other half by the IBT) and cover collectively-bargained employees of multiple unrelated employers. Due to the inherent nature of multiemployer plans, there are risks associated with participation in these plans that differ from single-employer plans. Assets received by the plans are not segregated by employer, and contributions made by one employer can be and are used to provide benefits to current and former employees of other employers. If a participating employer in a multiemployer plan no longer contributes to the plan, the unfunded obligations of the plan may be borne by the remaining participating employers. If a participating employer in a multiemployer pension plan completely withdraws from the plan, it owes to the plan its proportionate share of the plan’s unfunded vested benefits, referred to as a withdrawal liability. A complete withdrawal generally occurs when the employer permanently ceases to have an obligation to contribute to the plan. A withdrawal liability is also owed in the event the employer withdraws from a plan in connection with a mass withdrawal, which generally occurs when all or substantially all employers withdraw from the plan pursuant to an agreement in a relatively short period of time. Were ABF Freight to completely withdraw from certain multiemployer pension plans, whether in connection with a mass withdrawal or otherwise, under current law, the Company would have material liabilities for its share of the unfunded vested liabilities of each such plan. However, ABF Freight currently has no intention to withdraw from any such plan, which withdrawal generally would have to be effected through collective bargaining. | |||||||||||||||||||||||||||||
Pension Plans | |||||||||||||||||||||||||||||
The 25 multiemployer pension plans to which ABF Freight contributes vary greatly in size and in funded status. ABF Freight’s contribution obligations to these plans are specified in the ABF NMFA, which was implemented on November 3, 2013 and will remain in effect through March 31, 2018. The funding obligations to the pension plans are intended to satisfy the requirements imposed by the PPA, which was permanently extended by the Reform Act. Among other things, the PPA requires that “endangered” (generally less than 80% funded and commonly called “yellow zone”) plans adopt “funding improvement plans” and that “critical” (generally less than 65% funded and commonly called “red zone”) plans adopt “rehabilitation plans” that are intended to improve the plan’s funded status over time. Through the term of its current collective bargaining agreement, ABF Freight’s contribution obligations generally will be satisfied by making the specified contributions when due. However, the Company cannot determine with any certainty the contributions that will be required under future collective bargaining agreements for its contractual employees. | |||||||||||||||||||||||||||||
The Multiemployer Pension Reform Act of 2014 (the “Reform Act”), which was included in the Consolidated and Further Continuing Appropriations Act of 2015 (the “CFCAA”) that was signed into law on December 16, 2014, includes new provisions to address the funding of multiemployer pension plans in “critical and declining” status, including certain of those in which ABF Freight participates. Critical and declining status is applicable to critical status plans that are projected to become insolvent anytime in the current plan year or during the next 14 plan years, or during the next 19 plan years and either the plan’s ratio of inactive participants to active participants exceeds two to one or the plan’s funded percentage is less than 80%. Provisions of the Reform Act include, among others, providing qualifying plans the ability to self-correct funding issues, subject to various requirements and restrictions, including applying to the Pension Benefit Guaranty Corporation for the suspension of certain benefits. Any actions taken by trustees of multiemployer pension plans under the Reform Act to improve funding will not reduce benefit rates ABF Freight is obligated to pay under its current contract with the IBT. | |||||||||||||||||||||||||||||
Based on the most recent annual funding notices the Company has received, most of which are for plan years ended December 31, 2013, approximately 64% of ABF Freight’s contributions to multiemployer pension plans, including the Central States, Southeast and Southwest Areas Pension Plan (the “Central States Pension Plan”) discussed below, were made to plans that were in “critical status” and approximately 3% of ABF Freight’s contributions to multiemployer pension plans were made to plans that were in “endangered status,” each as defined by the PPA. ABF Freight’s participation in multiemployer pension plans is summarized in the table below. The multiemployer pension plans listed separately in the table represent plans that are individually significant to ABF Freight based on the amount of plan contributions. The severity of a plan’s underfunded status was also considered in ABF Freight’s analysis of individually significant funds to be separately disclosed. | |||||||||||||||||||||||||||||
Significant multiemployer pension funds and key participation information were as follows: | |||||||||||||||||||||||||||||
Pension | FIP/RP | ||||||||||||||||||||||||||||
Protection Act | Status | Contributions (d) | Surcharge | ||||||||||||||||||||||||||
EIN/Pension | Zone Status (b) | Pending/ | (in thousands) | Imposed | |||||||||||||||||||||||||
Legal Name of Plan | Plan Number (a) | 2014 | 2013 | Implemented (c) | 2014 | 2013 | 2012 | (e) | |||||||||||||||||||||
Central States, Southeast and Southwest Areas Pension Plan(1)(2) | 36-6044243 | Red | Red | Implemented(3) | $ | 74,001 | $ | 70,020 | $ | 68,683 | No | ||||||||||||||||||
Western Conference of Teamsters Pension Plan(2) | 91-6145047 | Green | Green | No(4) | 23,030 | 20,601 | 20,774 | No | |||||||||||||||||||||
Central Pennsylvania Teamsters Defined Benefit Plan(1)(2) | 23-6262789 | Green | Green | No | 12,810 | 12,143 | 11,170 | No | |||||||||||||||||||||
I. B. of T. Union Local No. 710 Pension Fund(6)(7) | 36-2377656 | Green(5) | Green(5) | No | 9,186 | 10,001 | 9,567 | No | |||||||||||||||||||||
All other plans in the aggregate | 25,150 | 23,468 | 21,701 | ||||||||||||||||||||||||||
Total multiemployer pension contributions paid(8) | $ | 144,177 | $ | 136,233 | $ | 131,895 | |||||||||||||||||||||||
Table Heading Definitions | |||||||||||||||||||||||||||||
(a) | The “EIN/Pension Plan Number” column provides the Federal Employer Identification Number (EIN) and the three-digit plan number, if applicable. | ||||||||||||||||||||||||||||
(b) | Unless otherwise noted, the most recent PPA zone status available in 2014 and 2013 is for the plan’s year-end status at December 31, 2013 and 2012, respectively. The zone status is based on information ABF Freight received from the plan and was certified by the plan’s actuary. Green zone funds are those that are in neither endangered or critical status and generally have a funded percentage of at least 80%. | ||||||||||||||||||||||||||||
(c) | The “FIP/RP Status Pending/Implemented” column indicates if a funding improvement plan (FIP) or a rehabilitation plan (RP), if applicable, is pending or has been implemented. | ||||||||||||||||||||||||||||
(d) | Amounts reflect contributions made by ABF Freight in the respective year and differ from amounts expensed during the year. | ||||||||||||||||||||||||||||
(e) | The surcharge column indicates if a surcharge was paid by the employer to the plan. | ||||||||||||||||||||||||||||
-1 | ABF Freight was listed by the plan as providing more than 5% of the total contributions to the plan for the plan years ended December 31, 2013 and 2012. | ||||||||||||||||||||||||||||
-2 | Information for this fund was obtained from the annual funding notice, other notices received from the plan, and the Form 5500 filed for the plan years ended December 31, 2013 and 2012. | ||||||||||||||||||||||||||||
-3 | Adopted a rehabilitation plan effective March 25, 2008 as updated. Utilized amortization extension effective December 31, 2003. | ||||||||||||||||||||||||||||
-4 | Utilized funding relief elections under the Pension Relief Act to determine the zone status beginning with the January 1, 2011 actuarial valuation. | ||||||||||||||||||||||||||||
-5 | PPA zone status relates to plan years February 1, 2013 — January 31, 2014 and February 1, 2012 — January 31, 2013. | ||||||||||||||||||||||||||||
-6 | ABF Freight was listed by the plan as providing more than 5% of the total contributions to the plan for the plan years ended January 31, 2014 and 2013. | ||||||||||||||||||||||||||||
-7 | Information for this fund was obtained from the annual funding notice, other notices received from the plan, and the Form 5500 filed for the plan years ended January 31, 2014 and January 31, 2013. | ||||||||||||||||||||||||||||
-8 | Contribution levels can be impacted by several factors such as changes in business levels and the related time worked by contractual employees, contractual rate increases for pension benefits, and the specific funding structure, which differs among funds. The pension contribution rate for contractual employees increased an average of 2.0%, 2.0%, and 2.3% effective primarily on August 1, 2014, 2013, and 2012, respectively. The Supplemental Negotiating Committee for the Central States Pension Plan approved no pension contribution increase effective August 1, 2014, 2013, and 2012. The Supplemental Negotiating Committee for the Western Conference of Teamsters Pension Plan approved no pension increase effective August 1, 2014, 2013, and 2012. The year-over-year changes in multiemployer pension plan contributions presented above were also influenced by changes in ABF Freight’s business levels. | ||||||||||||||||||||||||||||
For 2014, 2013, and 2012, 50% to 55% of ABF Freight’s multiemployer pension contributions were made to the Central States Pension Plan. The funded percentage of the Central States Pension Fund, as set forth in information provided by the Central States Plan, was 48.4%, 47.6%, and 53.9% as of January 1, 2014, 2013, and 2012, respectively. In 2005, the IRS granted an extension of the period of time over which the Central States Pension Plan amortizes unfunded liabilities by ten years subject to the condition that a targeted funding ratio will be maintained by the plan. Based on information currently available to the Company, the Central States Pension Plan has not received notice of revocation of the ten-year amortization extension granted by the IRS. In the unlikely event that the IRS were to revoke the extension, the revocation would apply retroactively to the 2004 plan year, which would result in a material liability for ABF Freight’s share of the resulting funded deficiency, the extent of which is currently unknown to the Company. The Company believes that the occurrence of a revocation that would require recognition of liabilities for ABF Freight’s share of a funded deficiency is remote. | |||||||||||||||||||||||||||||
Health and Welfare Plans | |||||||||||||||||||||||||||||
ABF Freight contributes to 44 multiemployer health and welfare plans which provide health care benefits for active employees and retirees covered under ABF Freight’s labor agreements. ABF Freight’s contributions to multiemployer health and welfare plans totaled $130.5 million, $118.0 million, and $113.0 million, for the year ended December 31, 2014, 2013, and 2012, respectively. The contribution rate for health and welfare benefits increased by an average of 5.4%, 7.6%, and 5.3% primarily on August 1, 2014, 2013, and 2012, respectively, under ABF Freight’s collective bargaining agreement with the IBT. Other than changes to contribution rates and variances in rates and time worked, there have been no other significant items that affect the comparability of the 2014, 2013, and 2012 multiemployer health and welfare contributions. | |||||||||||||||||||||||||||||
STOCKHOLDERS_EQUITY
STOCKHOLDERS' EQUITY | 12 Months Ended | |||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||
STOCKHOLDERS' EQUITY | ||||||||||||||||||||
STOCKHOLDERS' EQUITY | ||||||||||||||||||||
NOTE K — STOCKHOLDERS’ EQUITY | ||||||||||||||||||||
Accumulated Other Comprehensive Loss | ||||||||||||||||||||
Components of accumulated other comprehensive loss were as follows at December 31: | ||||||||||||||||||||
2014 | 2013 | 2012 | ||||||||||||||||||
(in thousands) | ||||||||||||||||||||
Pre-tax amounts: | ||||||||||||||||||||
Unrecognized net periodic benefit costs(1) | $ | (30,140 | ) | $ | (17,044 | ) | $ | (86,737 | ) | |||||||||||
Interest rate swap | (576 | ) | — | — | ||||||||||||||||
Foreign currency translation | (1,216 | ) | (863 | ) | (662 | ) | ||||||||||||||
Total | $ | (31,932 | ) | $ | (17,907 | ) | $ | (87,399 | ) | |||||||||||
After-tax amounts: | ||||||||||||||||||||
Unrecognized net periodic benefit costs(1) | $ | (22,387 | ) | $ | (14,386 | ) | $ | (56,968 | ) | |||||||||||
Interest rate swap | (350 | ) | — | — | ||||||||||||||||
Foreign currency translation | (742 | ) | (526 | ) | (404 | ) | ||||||||||||||
Total | $ | (23,479 | ) | $ | (14,912 | ) | $ | (57,372 | ) | |||||||||||
-1 | The increase in unrecognized net periodic benefit costs for the year ended December 31, 2014 reflected the impact of increases in the unrecognized net actuarial loss $8.3 million ($5.1 million after-tax) related to the nonunion defined benefit pension plan and $5.2 million ($3.2 million after-tax) related to the postretirement health benefit plan, primarily due to decreases in the discount rates used to remeasure the plan obligations. The decrease in unrecognized net periodic benefit costs for the year ended December 31, 2013 reflected the impact of a $66.3 million ($40.5 million after-tax) decrease in the unrecognized net actuarial loss related to the nonunion defined benefit pension plan in 2013, primarily due to a $29.3 million ($17.9 million after-tax) curtailment gain and a $27.8 million ($17.0 million after-tax) net actuarial gain related to the increase in the discount rate used to remeasure the plan obligation upon curtailment and the amount required to adjust the assumed return on plan assets to the actual return experienced in 2013. The nonunion defined benefit pension plan is discussed further in Note J. | |||||||||||||||||||
The following is a summary of the changes in accumulated other comprehensive loss, net of tax, by component: | ||||||||||||||||||||
Unrecognized | Interest | Foreign | ||||||||||||||||||
Net Periodic | Rate | Currency | ||||||||||||||||||
Total | Benefit Costs | Swap | Translation | |||||||||||||||||
(in thousands) | ||||||||||||||||||||
Balances at December 31, 2012 | $ | (57,372 | ) | $ | (56,968 | ) | $ | — | $ | (404 | ) | |||||||||
Other comprehensive income (loss) before reclassifications | 36,439 | 36,561 | — | (122 | ) | |||||||||||||||
Amounts reclassified from accumulated other comprehensive loss | 6,021 | 6,021 | — | — | ||||||||||||||||
Net current-period other comprehensive income (loss) | 42,460 | 42,582 | — | (122 | ) | |||||||||||||||
Balances at December 31, 2013 | (14,912 | ) | (14,386 | ) | — | (526 | ) | |||||||||||||
Other comprehensive loss before reclassifications | (14,133 | ) | (13,567 | ) | (350 | ) | (216 | ) | ||||||||||||
Amounts reclassified from accumulated other comprehensive loss | 5,566 | 5,566 | — | — | ||||||||||||||||
Net current-period other comprehensive loss | (8,567 | ) | (8,001 | ) | (350 | ) | (216 | ) | ||||||||||||
Balances at December 31, 2014 | $ | (23,479 | ) | $ | (22,387 | ) | $ | (350 | ) | $ | (742 | ) | ||||||||
The following is a summary of the significant reclassifications out of accumulated other comprehensive loss by component for the years ended December 31, 2014 and 2013: | ||||||||||||||||||||
Unrecognized Net Periodic | ||||||||||||||||||||
Benefit Costs(1)(2) | ||||||||||||||||||||
2014 | 2013 | |||||||||||||||||||
(in thousands) | ||||||||||||||||||||
Amortization of net actuarial loss | $ | (2,705 | ) | $ | (7,935 | ) | ||||||||||||||
Amortization of prior service credit | 190 | 190 | ||||||||||||||||||
Pension settlement expense | (6,595 | ) | (2,111 | ) | ||||||||||||||||
Total, pre-tax | (9,110 | ) | (9,856 | ) | ||||||||||||||||
Tax benefit | 3,544 | 3,835 | ||||||||||||||||||
Total, net of tax | $ | (5,566 | ) | $ | (6,021 | ) | ||||||||||||||
-1 | Amounts in parentheses indicate increases in expense or loss. | |||||||||||||||||||
-2 | These components of accumulated other comprehensive loss are included in the computation of net periodic benefit cost (see Note J). | |||||||||||||||||||
Dividends on Common Stock | ||||||||||||||||||||
The following table is a summary of dividends declared during the applicable quarter: | ||||||||||||||||||||
2014 | 2013 | 2012 | ||||||||||||||||||
Per Share | Amount | Per Share | Amount | Per Share | Amount | |||||||||||||||
(in thousands, except per share data) | ||||||||||||||||||||
First quarter | $ | 0.03 | $ | 819 | $ | 0.03 | $ | 807 | $ | 0.03 | $ | 797 | ||||||||
Second quarter | $ | 0.03 | $ | 816 | $ | 0.03 | $ | 806 | $ | 0.03 | $ | 808 | ||||||||
Third quarter | $ | 0.03 | $ | 823 | $ | 0.03 | $ | 805 | $ | 0.03 | $ | 807 | ||||||||
Fourth quarter | $ | 0.06 | $ | 1,644 | $ | 0.03 | $ | 815 | $ | 0.03 | $ | 807 | ||||||||
On January 22, 2015, the Company’s Board of Directors declared a dividend of $0.06 per share payable to stockholders of record as of February 5, 2015. | ||||||||||||||||||||
Treasury Stock | ||||||||||||||||||||
The Company has a program to repurchase its common stock in the open market or in privately negotiated transactions. In 2003, the Company’s Board of Directors authorized stock repurchases of up to $25.0 million; and in 2005, an additional $50.0 million was authorized for a total of $75.0 million. As of December 31, 2014, the Company had purchased 1,618,150 shares for an aggregate cost of $56.8 million, leaving $18.2 million available for repurchase under the current buyback program. The program has no expiration date but may be terminated at any time at the Board of Directors’ discretion. Repurchases may be made using the Company’s cash reserves or other available sources. | ||||||||||||||||||||
In February 2015, the Company purchased an additional 64,200 shares of its common stock for an aggregate cost of $2.5 million, leaving $15.7 million available for repurchase under the current buyback program. | ||||||||||||||||||||
SHAREBASED_COMPENSATION
SHARE-BASED COMPENSATION | 12 Months Ended | ||||||||||
Dec. 31, 2014 | |||||||||||
SHARE-BASED COMPENSATION. | |||||||||||
SHARE-BASED COMPENSATION | |||||||||||
NOTE L — SHARE-BASED COMPENSATION | |||||||||||
Stock Awards | |||||||||||
As of December 31, 2014 and 2013, the Company had outstanding restricted stock units granted under the 2005 Ownership Incentive Plan (“the 2005 Plan”). The 2005 Plan, as amended, provides for the granting of 3.1 million shares, which may be awarded as incentive and nonqualified stock options, Stock Appreciation Rights (“SARs”), restricted stock, or restricted stock units. As of December 31, 2014, the Company had not elected to treat any exercised options as employer SARs and no employee SARs had been granted. | |||||||||||
Restricted Stock Units | |||||||||||
A summary of the Company’s restricted stock unit award program is presented below: | |||||||||||
Units | |||||||||||
Outstanding — January 1, 2014 | 1,443,460 | ||||||||||
Granted | 232,450 | ||||||||||
Vested | (249,083 | ) | |||||||||
Forfeited | (57,947 | ) | |||||||||
Outstanding — December 31, 2014 | 1,368,880 | ||||||||||
The Compensation Committee of the Company’s Board of Directors granted restricted stock units under the 2005 Plan during the years ended December 31, 2014, 2013, and 2012 as follows: | |||||||||||
Weighted-Average | |||||||||||
Grant Date | |||||||||||
Units | Fair Value | ||||||||||
2014 | 232,450 | $ | 40.19 | ||||||||
2013 | 313,550 | $ | 27.71 | ||||||||
2012 | 394,900 | $ | 14.55 | ||||||||
The fair value of restricted stock awards that vested in 2014, 2013, and 2012 was $9.4 million, $1.8 million, and $4.3 million, respectively. Unrecognized compensation cost related to restricted stock awards outstanding as of December 31, 2014 was $16.3 million, which is expected to be recognized over a weighted-average period of approximately two years. | |||||||||||
Stock Options | |||||||||||
As of December 31, 2013, the Company had 35,730 outstanding stock options, which had a weighted average exercise price of $29.10. Of the stock options outstanding at December 31, 2013, 35,530 were exercised at a weighted average exercise price of $29.10 and 200 were forfeited as of the January 31, 2014 expiration date of the stock options. | |||||||||||
The following table summarizes additional activity related to the Company’s stock option program for the years ended December 31: | |||||||||||
2014 | 2013 | 2012 | |||||||||
(in thousands) | |||||||||||
Intrinsic value of options exercised | $ | 169 | $ | 330 | $ | — | |||||
Cash proceeds of options exercised | $ | 1,136 | $ | 2,785 | $ | — | |||||
Tax benefit of options exercised | $ | 22 | $ | 109 | $ | — | |||||
EARNINGS_PER_SHARE
EARNINGS PER SHARE | 12 Months Ended | ||||||||||
Dec. 31, 2014 | |||||||||||
EARNINGS PER SHARE | |||||||||||
EARNINGS PER SHARE | |||||||||||
NOTE M — EARNINGS PER SHARE | |||||||||||
The following table sets forth the computation of basic and diluted earnings (loss) per share for the years ended December 31: | |||||||||||
2014 | 2013 | 2012 | |||||||||
(in thousands, except share and per share data) | |||||||||||
Basic earnings (loss) per share | |||||||||||
Numerator: | |||||||||||
Net income (loss) | $ | 46,177 | $ | 15,811 | $ | (7,732 | ) | ||||
Effect of unvested restricted stock awards | (2,300 | ) | (720 | ) | (149 | ) | |||||
Adjusted net income (loss) | $ | 43,877 | $ | 15,091 | $ | (7,881 | ) | ||||
Denominator: | |||||||||||
Weighted-average shares | 25,993,255 | 25,714,205 | 25,564,752 | ||||||||
Earnings (loss) per common share | $ | 1.69 | $ | 0.59 | $ | (0.31 | ) | ||||
Diluted earnings (loss) per share | |||||||||||
Numerator: | |||||||||||
Net income (loss) | $ | 46,177 | $ | 15,811 | $ | (7,732 | ) | ||||
Effect of unvested restricted stock awards | (2,300 | ) | (720 | ) | (149 | ) | |||||
Adjusted net income (loss) | $ | 43,877 | $ | 15,091 | $ | (7,881 | ) | ||||
Denominator: | |||||||||||
Weighted-average shares | 25,993,255 | 25,714,205 | 25,564,752 | ||||||||
Effect of dilutive securities | 357 | — | — | ||||||||
Adjusted weighted-average shares and assumed conversions | 25,993,612 | 25,714,205 | 25,564,752 | ||||||||
Earnings (loss) per common share | $ | 1.69 | $ | 0.59 | $ | (0.31 | ) | ||||
Under the two-class method of calculating earnings per share, dividends paid and a portion of undistributed net income, but not losses, are allocated to unvested restricted stock and restricted stock units, which are considered participating securities. For the years ended December 31, 2014 and 2013, outstanding stock awards of 0.7 million and 0.8 million, respectively, were not included in the diluted earnings per share calculations because their inclusion would have the effect of increasing the earnings per share. For the year ended December 31, 2012, outstanding stock awards of 0.7 million were not included in the diluted earnings per share calculation because their inclusion would have the effect of decreasing the loss per share. | |||||||||||
OPERATING_SEGMENT_DATA
OPERATING SEGMENT DATA | 12 Months Ended | ||||||||||
Dec. 31, 2014 | |||||||||||
OPERATING SEGMENT DATA | |||||||||||
OPERATING SEGMENT DATA | |||||||||||
NOTE N — OPERATING SEGMENT DATA | |||||||||||
The Company uses the “management approach” to determine its reportable operating segments, as well as to determine the basis of reporting the operating segment information. The management approach focuses on financial information that management uses to make operating decisions. Management uses operating revenues, operating expense categories, operating ratios, operating income, and key operating statistics to evaluate performance and allocate resources to the Company’s operations. | |||||||||||
The Company’s reportable operating segments are as follows: | |||||||||||
· | Freight Transportation (ABF Freight), the Company’s principal operating segment, includes the results of operations of ABF Freight System, Inc. and certain other subsidiaries. The operations of ABF Freight include, national, inter-regional, and regional transportation of general commodities through standard, expedited, and guaranteed LTL services. ABF Freight also provides motor carrier services in Canada, Puerto Rico, and, through arrangements with other trucking companies, Mexico. Revenue and expense for freight transportation related to consumer household goods self-move services provided by ABF Freight are reported in the ABF Freight segment and certain support costs related to these services are allocated to ABF Freight from the ABF Moving segment. | ||||||||||
· | Premium Logistics (Panther), which was formerly named Premium Logistics & Expedited Freight Services, provides expedited freight transportation services to commercial and government customers and offers premium logistics services that involve the rapid deployment of highly specialized equipment to meet extremely specific linehaul requirements, such as temperature control, hazardous materials, geofencing (routing a shipment across a mandatory, defined route with satellite monitoring and automated alerts concerning any deviation from the route), specialized government cargo, security services, and life sciences. Through its premium logistics and global freight forwarding businesses, Panther offers domestic and international freight transportation with air, ocean, and ground service offerings. The segment provides services to the ABF Freight and ABF Logistics segments. Revenue and expense associated with these intersegment transactions are eliminated in consolidation. | ||||||||||
· | Emergency & Preventative Maintenance (FleetNet) includes the results of operations of FleetNet America, Inc., the subsidiary of the Company that provides roadside assistance and equipment services for commercial vehicles through a network of third-party service providers. FleetNet provides services to the ABF Freight and Panther segments. Revenue and expense associated with these intersegment transactions are eliminated in consolidation. | ||||||||||
· | Transportation Management (ABF Logistics), which was formerly named Domestic & Global Transportation Management, includes the results of operations of the Company’s businesses which provide freight brokerage and intermodal transportation services, worldwide ocean shipping solutions, and transportation and warehouse management services. | ||||||||||
· | Household Goods Moving Services (ABF Moving) includes the results of operations of the Company’s subsidiaries that provide transportation, warehousing, and delivery services to the consumer, corporate, and military household goods moving markets. Certain costs incurred by ABF Moving in support of consumer self-move services provided by ABF Freight are allocated to the ABF Freight segment. Revenue and expense associated with these intersegment allocations are eliminated in consolidation. | ||||||||||
The Company’s other business activities and operating segments that are not reportable include ArcBest Corporation and certain other subsidiaries. Certain costs incurred by the parent holding company are allocated to the reporting segments. The Company eliminates intercompany transactions in consolidation. However, the information used by the Company’s management with respect to its reportable segments is before intersegment eliminations of revenues and expenses. | |||||||||||
Further classifications of operations or revenues by geographic location are impracticable and, therefore, are not provided. The Company’s foreign operations are not significant. | |||||||||||
The following table reflects reportable operating segment information for the years ended December 31: | |||||||||||
2014 | 2013 | 2012 | |||||||||
(in thousands) | |||||||||||
REVENUES | |||||||||||
Freight Transportation (ABF Freight) | $ | 1,930,990 | $ | 1,761,716 | $ | 1,701,495 | |||||
Premium Logistics (Panther)(1) | 316,668 | 246,849 | 132,326 | ||||||||
Emergency & Preventative Maintenance (FleetNet) | 158,581 | 137,546 | 115,968 | ||||||||
Transportation Management (ABF Logistics) | 152,632 | 105,223 | 66,431 | ||||||||
Household Goods Moving Services (ABF Moving) | 94,628 | 82,169 | 77,619 | ||||||||
Other and eliminations | (40,806 | ) | (33,954 | ) | (27,840 | ) | |||||
Total consolidated revenues | $ | 2,612,693 | $ | 2,299,549 | $ | 2,065,999 | |||||
OPERATING EXPENSES | |||||||||||
Freight Transportation (ABF Freight) | |||||||||||
Salaries, wages, and benefits | $ | 1,121,177 | $ | 1,075,259 | $ | 1,071,084 | |||||
Fuel, supplies, and expenses | 360,850 | 332,433 | 329,284 | ||||||||
Operating taxes and licenses | 46,955 | 43,865 | 43,336 | ||||||||
Insurance | 24,960 | 21,823 | 20,742 | ||||||||
Communications and utilities | 15,398 | 15,027 | 14,713 | ||||||||
Depreciation and amortization | 68,752 | 72,971 | 78,672 | ||||||||
Rents and purchased transportation | 229,443 | 180,689 | 156,810 | ||||||||
Gain on sale of property and equipment | (1,471 | ) | (576 | ) | (711 | ) | |||||
Pension settlement expense(3) | 5,309 | 1,831 | — | ||||||||
Other | 9,524 | 8,361 | 7,365 | ||||||||
Total Freight Transportation (ABF Freight) | 1,880,897 | 1,751,683 | 1,721,295 | ||||||||
Premium Logistics (Panther)(1) | |||||||||||
Purchased transportation | 235,006 | 188,561 | 101,559 | ||||||||
Depreciation and amortization | 11,362 | 10,516 | 5,438 | ||||||||
Salaries, benefits, insurance, and other | 54,660 | 40,816 | 22,927 | ||||||||
Total Premium Logistics (Panther) | 301,028 | 239,893 | 129,924 | ||||||||
Emergency & Preventative Maintenance (FleetNet) | 155,459 | 134,272 | 114,033 | ||||||||
Transportation Management (ABF Logistics) | 148,797 | 102,250 | 63,418 | ||||||||
Household Goods Moving Services (ABF Moving) | 91,449 | 80,319 | 76,927 | ||||||||
Other and eliminations(3) | (34,176 | ) | (27,938 | ) | (25,030 | ) | |||||
Total consolidated operating expenses(3) | $ | 2,543,454 | $ | 2,280,479 | $ | 2,080,567 | |||||
OPERATING INCOME (LOSS) | |||||||||||
Freight Transportation (ABF Freight) | $ | 50,093 | $ | 10,033 | $ | (19,800 | ) | ||||
Premium Logistics (Panther)(1) | 15,640 | 6,956 | 2,402 | ||||||||
Emergency & Preventative Maintenance (FleetNet) | 3,122 | 3,274 | 1,935 | ||||||||
Transportation Management (ABF Logistics) | 3,835 | 2,973 | 3,013 | ||||||||
Household Goods Moving Services (ABF Moving) | 3,179 | 1,850 | 692 | ||||||||
Other and eliminations | (6,630 | ) | (6,016 | ) | (2,810 | ) | |||||
Total consolidated operating income (loss) | $ | 69,239 | $ | 19,070 | $ | (14,568 | ) | ||||
OTHER INCOME (COSTS) | |||||||||||
Interest and dividend income(1) | $ | 851 | $ | 681 | $ | 808 | |||||
Interest and other related financing costs(1) | (3,190 | ) | (4,183 | ) | (5,273 | ) | |||||
Other, net(2) | 3,712 | 3,893 | 2,041 | ||||||||
Total other income (costs) | 1,373 | 391 | (2,424 | ) | |||||||
INCOME (LOSS) BEFORE INCOME TAXES | $ | 70,612 | $ | 19,461 | $ | (16,992 | ) | ||||
-1 | Includes the operations of Panther since the June 15, 2012 acquisition date (see Note D). | ||||||||||
-2 | Includes changes in cash surrender value and proceeds of life insurance policies. | ||||||||||
-3 | Pension settlement expense totaled $6.6 million (pre-tax) on a consolidated basis for the year ended December 31, 2014, of which $5.3 million was reported by ABF Freight, $1.1 million was reported in other and eliminations, and $0.2 million was reported by non-asset-based segments. Pension settlement expense totaled $2.1 million (pre-tax) for the year ended December 31, 2013, of which $1.8 million was reported by ABF Freight and $0.3 million was reported in other and eliminations. | ||||||||||
The following table presents operating expenses by category on a consolidated basis: | |||||||||||
For the year ended December 31 | |||||||||||
2014 | 2013 | 2012 | |||||||||
(in thousands) | |||||||||||
OPERATING EXPENSES | |||||||||||
Salaries, wages, and benefits | $ | 1,231,783 | $ | 1,166,185 | $ | 1,141,064 | |||||
Rents, purchased transportation, and other costs of services | 759,252 | 598,604 | 437,604 | ||||||||
Fuel, supplies, and expenses | 353,385 | 321,887 | 315,182 | ||||||||
Depreciation and amortization | 86,222 | 88,389 | 87,754 | ||||||||
Other | 112,812 | 105,414 | 98,963 | ||||||||
$ | 2,543,454 | $ | 2,280,479 | $ | 2,080,567 | ||||||
The following table provides asset, capital expenditure, and depreciation and amortization information by reportable operating segment: | |||||||||||
December 31 | |||||||||||
2014 | 2013 | 2012 | |||||||||
(in thousands) | |||||||||||
ASSETS | |||||||||||
Freight Transportation (ABF Freight) | $ | 621,734 | $ | 530,678 | $ | 550,676 | |||||
Premium Logistics (Panther) | 218,135 | 216,747 | 222,280 | ||||||||
Emergency & Preventative Maintenance (FleetNet) | 23,532 | 21,517 | 18,413 | ||||||||
Transportation Management (ABF Logistics) | 37,571 | 27,836 | 15,437 | ||||||||
Household Goods Moving Services (ABF Moving) | 22,276 | 20,941 | 21,754 | ||||||||
Other and eliminations(1) | 204,374 | 199,607 | 205,902 | ||||||||
$ | 1,127,622 | $ | 1,017,326 | $ | 1,034,462 | ||||||
For the year ended December 31 | |||||||||||
2014 | 2013 | 2012 | |||||||||
(in thousands) | |||||||||||
CAPITAL EXPENDITURES, GROSS | |||||||||||
Freight Transportation (ABF Freight)(2) | $ | 78,766 | $ | 11,091 | $ | 68,235 | |||||
Premium Logistics (Panther)(3) | 6,414 | 3,854 | 1,579 | ||||||||
Emergency & Preventative Maintenance (FleetNet) | 550 | 1,314 | 685 | ||||||||
Transportation Management (ABF Logistics) | 158 | 286 | 45 | ||||||||
Household Goods Moving Services (ABF Moving) | 424 | 493 | 416 | ||||||||
Other and eliminations | 4,496 | 9,367 | 4,291 | ||||||||
$ | 90,808 | $ | 26,405 | $ | 75,251 | ||||||
For the year ended December 31 | |||||||||||
2014 | 2013 | 2012 | |||||||||
(in thousands) | |||||||||||
DEPRECIATION AND AMORTIZATION EXPENSE(1) | |||||||||||
Freight Transportation (ABF Freight) | $ | 68,752 | $ | 72,971 | $ | 78,672 | |||||
Premium Logistics (Panther)(3)(4) | 11,362 | 10,516 | 5,438 | ||||||||
Emergency & Preventative Maintenance (FleetNet)(5) | 961 | 540 | 497 | ||||||||
Transportation Management (ABF Logistics) | 1,006 | 640 | 364 | ||||||||
Household Goods Moving Services (ABF Moving) | 1,384 | 1,247 | 769 | ||||||||
Other and eliminations | 2,757 | 2,475 | 2,014 | ||||||||
$ | 86,222 | $ | 88,389 | $ | 87,754 | ||||||
-1 | Other and eliminations includes certain assets held by the parent holding company for strategic reasons, including unrestricted and restricted cash, cash equivalents, and short-term investments, as well as certain assets held for the benefit of multiple segments, including land and structures of the Company’s corporate headquarters and information systems equipment. Depreciation and amortization associated with these assets is allocated to the reporting segments. Depreciation and amortization expense includes amortization of internally developed capitalized software which has not been included in gross capital expenditures presented in the table. | ||||||||||
-2 | Includes assets acquired through notes payable and capital leases of $55.3 million in 2014, less than $0.1 million in 2013, and $38.0 million in 2012. | ||||||||||
-3 | Includes operations of the Premium Logistics segment since the June 15, 2012 acquisition of Panther. | ||||||||||
-4 | Includes amortization of intangibles of $4.2 million in 2014 (see Note E). Amortization of intangibles which totaled $4.2 million and $2.3 million has been included for 2013 and 2012, respectively, to conform to the current year presentation. Amortization of intangibles was previously reported in the footnote to the depreciation and amortization expense by operating segment table in Note N to the consolidated financial statements in Part II, Item 8 of the Company’s 2013 Annual Report on Form 10-K. | ||||||||||
-5 | Includes amortization of intangibles which totaled $0.2 million in 2014 (see Note E). | ||||||||||
QUARTERLY_RESULTS_OF_OPERATION
QUARTERLY RESULTS OF OPERATIONS (UNAUDITED) | 12 Months Ended | |||||||||||||
Dec. 31, 2014 | ||||||||||||||
QUARTERLY RESULTS OF OPERATIONS (UNAUDITED) | ||||||||||||||
QUARTERLY RESULTS OF OPERATIONS (UNAUDITED) | ||||||||||||||
NOTE O — QUARTERLY RESULTS OF OPERATIONS (UNAUDITED) | ||||||||||||||
The tables below present unaudited quarterly financial information for 2014 and 2013: | ||||||||||||||
2014 | ||||||||||||||
First | Second | Third | Fourth | |||||||||||
Quarter | Quarter | Quarter | Quarter | |||||||||||
(in thousands, except share and per share data) | ||||||||||||||
Revenues | $ | 577,904 | $ | 658,646 | $ | 711,295 | $ | 664,848 | ||||||
Operating expenses | 586,606 | 631,694 | 678,354 | 646,799 | ||||||||||
Operating income (loss) | (8,702 | ) | 26,952 | 32,941 | 18,049 | |||||||||
Other income (costs), net | (253 | ) | 419 | (385 | ) | 1,591 | ||||||||
Income tax provision (benefit) | (3,762 | ) | 10,163 | 12,938 | 5,097 | |||||||||
Net income (loss) | $ | (5,193 | ) | $ | 17,208 | $ | 19,618 | $ | 14,543 | |||||
Earnings (loss) per common share(1) | ||||||||||||||
Basic | $ | (0.20 | ) | $ | 0.63 | $ | 0.72 | $ | 0.53 | |||||
Diluted | $ | (0.20 | ) | $ | 0.63 | $ | 0.72 | $ | 0.53 | |||||
Average common shares outstanding | ||||||||||||||
Basic | 25,876,928 | 26,005,105 | 26,054,678 | 26,073,256 | ||||||||||
Diluted | 25,876,928 | 26,005,105 | 26,054,678 | 26,073,256 | ||||||||||
2013 | ||||||||||||||
First | Second | Third | Fourth | |||||||||||
Quarter | Quarter | Quarter | Quarter | |||||||||||
(in thousands, except share and per share data) | ||||||||||||||
Revenues | $ | 520,687 | $ | 576,899 | $ | 623,414 | $ | 578,549 | ||||||
Operating expenses | 544,037 | 568,482 | 602,912 | 565,047 | ||||||||||
Operating income (loss) | (23,350 | ) | 8,417 | 20,502 | 13,502 | |||||||||
Other income (costs), net | 47 | (552 | ) | 502 | 393 | |||||||||
Income tax provision (benefit) | (9,908 | ) | 2,987 | 7,022 | 3,549 | |||||||||
Net income (loss) | $ | (13,395 | ) | $ | 4,878 | $ | 13,982 | $ | 10,346 | |||||
Earnings (loss) per common share(1) | ||||||||||||||
Basic | $ | (0.52 | ) | $ | 0.18 | $ | 0.52 | $ | 0.38 | |||||
Diluted | $ | (0.52 | ) | $ | 0.18 | $ | 0.52 | $ | 0.38 | |||||
Average common shares outstanding | ||||||||||||||
Basic | 25,638,333 | 25,694,327 | 25,736,810 | 25,785,485 | ||||||||||
Diluted | 25,638,333 | 25,694,327 | 25,736,810 | 25,793,366 | ||||||||||
-1 | The Company uses the two-class method for calculating earnings per share. See Note M. | |||||||||||||
LEGAL_PROCEEDINGS_ENVIRONMENTA
LEGAL PROCEEDINGS, ENVIRONMENTAL MATTERS, AND OTHER EVENTS | 12 Months Ended |
Dec. 31, 2014 | |
LEGAL PROCEEDINGS, ENVIRONMENTAL MATTERS, AND OTHER EVENTS | |
LEGAL PROCEEDINGS, ENVIRONMENTAL MATTERS, AND OTHER EVENTS | |
NOTE P — LEGAL PROCEEDINGS, ENVIRONMENTAL MATTERS, AND OTHER EVENTS | |
The Company is involved in various legal actions arising in the ordinary course of business. The Company maintains liability insurance against certain risks arising out of the normal course of its business, subject to certain self-insured retention limits. The Company routinely establishes and reviews the adequacy of reserves for estimated legal, environmental, and self-insurance exposures. While management believes that amounts accrued in the consolidated financial statements are adequate, estimates of these liabilities may change as circumstances develop. Considering amounts recorded, these matters are not expected to have a material adverse effect on the Company’s financial condition, results of operations, or cash flows. | |
Environmental Matters | |
The Company’s subsidiaries store fuel for use in tractors and trucks in 63 underground tanks located in 19 states. Maintenance of such tanks is regulated at the federal and, in most cases, state levels. The Company believes it is in substantial compliance with all such regulations. The Company’s underground storage tanks are required to have leak detection systems. The Company is not aware of any leaks from such tanks that could reasonably be expected to have a material adverse effect on the Company. | |
The Company has received notices from the Environmental Protection Agency and others that it has been identified as a potentially responsible party under the Comprehensive Environmental Response Compensation and Liability Act, or other federal or state environmental statutes, at several hazardous waste sites. After investigating the Company’s or its subsidiaries’ involvement in waste disposal or waste generation at such sites, the Company has either agreed to de minimis settlements or determined that its obligations, other than those specifically accrued with respect to such sites, would involve immaterial monetary liability, although there can be no assurances in this regard. | |
Certain ABF Freight branch facilities operate with storm water permits under the federal Clean Water Act (“the CWA”). The storm water permits require periodic monitoring and reporting of storm water sampling results and establish maximum levels of certain contaminants that may be contained in such samples. ABF Freight received, in late March 2014, a sixty-day Notice of Intent to Sue under the provisions of the CWA from a citizens group alleging multiple violations since 2009 by ABF Freight of the requirements of a storm water permit in force at the ABF Freight branch located in Kent, Washington. On July 6, 2014, the citizens group filed suit against ABF Freight in the United States District Court in Seattle, Washington seeking to collect fines and obtain injunctive relief for the alleged violations. ABF Freight intends to vigorously defend against the claims in this matter. Due to the nature of the materials in the runoff samples taken at the site by Company representatives, it is unlikely that this matter will result in any requirement for remediation of contaminants. The litigation is in the very early stages and it is not possible to determine the likelihood of loss or the amount of any penalties which might be assessed against ABF Freight. Therefore, no liability has been established at December 31, 2014 in connection with this matter. | |
ABF Freight received a similar Notice of Intent to Sue from another citizens group in December 2014 alleging CWA violations at its Brooklyn, New York branch. To date, no lawsuit has been filed in connection with this matter and the Company is in the early stages of assessing potential liability, if any. Therefore, no liability has been established at December 31, 2014 in connection with this matter. | |
At December 31, 2014 and 2013, the Company’s reserve for estimated environmental cleanup costs of properties currently or previously operated by the Company totaled $0.8 million and $0.9 million, respectively, which was included in accrued expenses. Amounts accrued reflect management’s best estimate of the future undiscounted exposure related to identified properties based on current environmental regulations, management’s experience with similar environmental matters, and testing performed at certain sites. | |
Legal Proceedings | |
Trademark Infringement | |
On December 23, 2014, Jaguar Land Rover Limited filed suit against Panther in the Northern District of Ohio under various causes of action, collectively falling under a trademark infringement claim. Panther believes the claim is without merit and will vigorously defend itself against this claim. The litigation process is in the very early stages; therefore, it is not possible to determine the likelihood of loss or the amount of any damages that could be assessed against Panther in this matter. As such, no liability has been established in connection with this matter as of December 31, 2014. | |
SCHEDULE_II_VALUATION_AND_QUAL
SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS AND RESERVES | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS AND RESERVES | |||||||||||||||||
SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS AND RESERVES | VALUATION AND QUALIFYING ACCOUNTS AND RESERVES | ||||||||||||||||
ARCBEST CORPORATION | |||||||||||||||||
Column A | Column B | Column C | Column D | Column E | Column F | ||||||||||||
Additions | |||||||||||||||||
Balance at | Charged to | Charged to | |||||||||||||||
Beginning | Costs and | Other Accounts – | Deductions – | Balance at | |||||||||||||
Description | of Period | Expenses | Describe | Describe | End of Period | ||||||||||||
(in thousands) | |||||||||||||||||
Year Ended December 31, 2014: | |||||||||||||||||
Deducted from asset accounts: | |||||||||||||||||
Allowance for doubtful accounts receivable and revenue adjustments | $ | 4,533 | $ | 1,941 | $ | 2,363 | (a) | $ | 3,106 | (b) | $ | 5,731 | |||||
Allowance for other accounts receivable | $ | 1,422 | $ | 279 | (c) | $ | $ | $ | 1,701 | ||||||||
Allowance for deferred tax assets | $ | 1,028 | $ | $ | $ | 696 | (d) | $ | 332 | ||||||||
Year Ended December 31, 2013: | |||||||||||||||||
Deducted from asset accounts: | |||||||||||||||||
Allowance for doubtful accounts receivable and revenue adjustments | $ | 5,249 | $ | 2,065 | $ | 39 | $ | 2,820 | (b) | $ | 4,533 | ||||||
Allowance for other accounts receivable | $ | 1,334 | $ | 88 | (c) | $ | — | $ | — | $ | 1,422 | ||||||
Allowance for deferred tax assets | $ | 2,511 | $ | — | $ | — | $ | 1,483 | (e) | $ | 1,028 | ||||||
Year Ended December 31, 2012: | |||||||||||||||||
Deducted from asset accounts: | |||||||||||||||||
Allowance for doubtful accounts receivable and revenue adjustments | $ | 5,957 | $ | 1,524 | $ | 26 | $ | 2,258 | (b) | $ | 5,249 | ||||||
Allowance for other accounts receivable | $ | 1,226 | $ | 108 | (c) | $ | — | $ | — | $ | 1,334 | ||||||
Allowance for deferred tax assets | $ | 5,644 | $ | 791 | $ | 47 | $ | 3,971 | (f) | $ | 2,511 | ||||||
Note a | — | Addition to the allowance due to recoveries of amounts previously written off and adjustment of revenue. | |||||||||||||||
Note b | — | Uncollectible accounts written off. | |||||||||||||||
Note c | — | Charged / (credited) to workers’ compensation expense. | |||||||||||||||
Note d | — | Decrease in allowance due to elimination of the valuation allowance relating to foreign tax credit carryforwards expected to be realized based on increased profitability of the Company’s foreign entities in 2014 (see Note F to the Company’s consolidated financial statements included in Part II, Item 8 of this Annual Report on Form 10-K). | |||||||||||||||
Note e | — | Decrease in allowance due to changes in expectation of realization of certain state net operating losses and state deferred tax assets. | |||||||||||||||
Note f | — | Decrease in allowance due to change in expectation of realization of deferred tax assets primarily due to deferred tax liabilities established in conjunction with the Panther Expedited Services, Inc. purchase transaction (see Note F to the Company’s consolidated financial statements included in Part II, Item 8 of this Annual Report on Form 10-K). | |||||||||||||||
ACCOUNTING_POLICIES_Policies
ACCOUNTING POLICIES (Policies) | 12 Months Ended | |||
Dec. 31, 2014 | ||||
ACCOUNTING POLICIES | ||||
Consolidation | Consolidation: The consolidated financial statements include the accounts of the Company and its subsidiaries. All significant intercompany accounts and transactions are eliminated in consolidation. | |||
Segment Information | Segment Information: The Company uses the “management approach” for determining its reportable segment information. The management approach is based on the way management organizes the reportable segments within the Company for making operating decisions and assessing performance. See Note N for further discussion of segment reporting. | |||
Use of Estimates | Use of Estimates: The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual amounts may differ from those estimates. | |||
Reclassifications | Reclassifications: Certain reclassifications have been made to the prior year’s operating segment data to conform to the current year presentation. As disclosed in a footnote to the depreciation and amortization expense by operating segment in Note N, the 2013 and 2012 amounts presented in the table include amortization of intangibles which was previously reported in the footnote to the table in 2013 and 2012. There was no impact on amounts recorded for depreciation and amortization of fixed assets or amortization of intangibles as a result of these reclassifications. | |||
Cash, Cash Equivalents, and Short-Term Investments | Cash, Cash Equivalents, and Short-Term Investments: Short-term investments that have a maturity of ninety days or less when purchased are considered cash equivalents. Variable rate demand notes are classified as cash equivalents, as the investments may be redeemed on a daily basis with the original issuer. Short-term investments consist of FDIC-insured certificates of deposit with original maturities ranging from ninety-one days to one year. Interest and dividends related to cash, cash equivalents, and short-term investments are included in interest and dividend income. | |||
Restricted Cash, Cash Equivalents, and Short-Term Investments | Restricted Cash, Cash Equivalents, and Short-Term Investments: Cash, cash equivalents, and short-term investments that are pledged as collateral, primarily for the Company’s outstanding letters of credit, are classified as restricted. The Company’s letters of credit are primarily issued in support of certain workers’ compensation and third-party casualty claims liabilities in various states in which the Company is self-insured. The restricted cash, cash equivalents, and short-term investments are classified consistent with the classification of the liabilities to which they relate and in accordance with the duration of the letters of credit. | |||
Restricted cash, cash equivalents, and short-term investments consisted of cash deposits at December 31, 2014 and 2013. Changes in the amount of restricted funds are reflected as financing activities in the consolidated statements of cash flows. | ||||
Concentration of Credit Risk | Concentration of Credit Risk: The Company is potentially subject to concentrations of credit risk related to the portion of its unrestricted and restricted cash, cash equivalents, and short-term investments which is not federally insured, as further discussed in Note C. | |||
The Company’s services are provided primarily to customers throughout the United States and, to a lesser extent, Canada. On a consolidated basis, the Company had no single customer representing more than 5% of its revenues in 2014, 2013, or 2012 or more than 5% of its accounts receivable balance at December 31, 2014 and 2013. The Company performs ongoing credit evaluations of its customers and generally does not require collateral. Historically, credit losses have been within management’s expectations. | ||||
Allowances | Allowances: The Company maintains allowances for doubtful accounts, revenue adjustments, and deferred tax assets. The Company’s allowance for doubtful accounts represents an estimate of potential accounts receivable write-offs associated with recognized revenue based on historical trends and factors surrounding the credit risk of specific customers. The Company writes off accounts receivable when accounts are turned over to a collection agency or when determined to be uncollectible. Receivables written off are charged against the allowance. The Company’s allowance for revenue adjustments represents an estimate of potential adjustments associated with recognized revenue based upon historical trends and current information regarding trends and business changes. The Company’s valuation allowance for deferred tax assets is determined by evaluating whether it is more likely than not that the benefits of its deferred tax assets will be realized through future reversal of existing taxable temporary differences, taxable income in carryback years, projected future taxable income, or tax-planning strategies. | |||
Property, Plant and Equipment, Including Repairs and Maintenance | Property, Plant and Equipment, Including Repairs and Maintenance: Purchases of property, plant and equipment are recorded at cost. For financial reporting purposes, property, plant and equipment is depreciated principally by the straight-line method, using the following useful lives: structures — primarily 15 to 40 years; revenue equipment — 3 to 12 years; and other equipment — 2 to 20 years. The Company utilizes tractors and trailers in its ABF Freight operations. Tractors and trailers are commonly referred to as “revenue equipment” in the transportation business. The Company periodically reviews and adjusts, as appropriate, the residual values and useful lives of revenue equipment and other equipment. For tax reporting purposes, accelerated depreciation or cost recovery methods are used. Gains and losses on asset sales are reflected in the year of disposal. Exchanges of nonmonetary assets that have commercial substance are measured based on the fair value of the assets exchanged. | |||
Tires purchased with revenue equipment are capitalized as a part of the cost of such equipment, with replacement tires being expensed when placed in service. Repair and maintenance costs associated with property, plant and equipment are expensed as incurred if the costs do not extend the useful life of the asset. If such costs do extend the useful life of the asset, the costs are capitalized and depreciated over the appropriate remaining useful life. | ||||
Computer Software Developed or Obtained for Internal Use, Including Web Site Development Costs | Computer Software Developed or Obtained for Internal Use, Including Web Site Development Costs: The Company capitalizes the costs of software acquired from third parties and qualifying internal computer software costs incurred during the “application development stage.” For financial reporting purposes, capitalized software costs are amortized by the straight-line method generally over 2 to 3 years with some applications, including the acquired software of Panther, having longer lives (primarily up to 7 years) as applicable. The amount of costs capitalized within any period is dependent on the nature of software development activities and projects in each period. | |||
Impairment Assessment of Long-Lived Assets | Impairment Assessment of Long-Lived Assets: The Company reviews its long-lived assets, including property, plant and equipment and capitalized software, which are held and used in its operations, for impairment whenever events or changes in circumstances indicate that the carrying amount of the asset may not be recoverable. If such an event or change in circumstances is present, the Company will estimate the undiscounted future cash flows expected to result from the use of the asset and its eventual disposition. If the sum of the undiscounted future cash flows is less than the carrying amount of the related asset, the Company will recognize an impairment loss. The Company records impairment losses in operating income or loss. | |||
Assets to be disposed of are reclassified as assets held for sale at the lower of their carrying amount or fair value less cost to sell. Assets held for sale primarily represent ABF Freight’s nonoperating properties, older revenue equipment, and other equipment. Adjustments to write down assets to fair value less the amount of costs to sell are reported in operating income or loss. Assets held for sale are expected to be disposed of by selling the assets within the next 12 months. Gains and losses on property and equipment are reported in operating income or loss. Assets held for sale, which consisted primarily of older revenue equipment, of $0.3 million and $0.4 million are reported within other noncurrent assets as of December 31, 2014 and 2013, respectively. At December 31, 2014 and 2013, management was not aware of any events or circumstances indicating the Company’s long-lived assets would not be recoverable. | ||||
Goodwill and Intangible Assets | Goodwill and Intangible Assets: Goodwill represents the excess of the purchase price in a business combination over the fair value of net tangible and intangible assets acquired. Goodwill is not amortized, but rather is evaluated for impairment annually or more frequently if indicators of impairment exist. The Company’s measurement of goodwill impairment involves a comparison of the estimated fair value of a reporting unit to its carrying value. If the estimated fair value of the reporting unit is less than the carrying value, an estimate of the current fair values of all assets and liabilities is made to determine the amount of implied goodwill and, consequently, the amount of any goodwill impairment. Fair value is derived using a combination of valuation methods, including EBITDA and revenue multiples (market approach) and the present value of discounted cash flows (income approach). | |||
Indefinite-lived intangible assets are also not amortized but rather are evaluated for impairment annually or more frequently if indicators of impairment exist. If the carrying amount of the intangible asset exceeds its fair value, an impairment loss shall be recognized in an amount equal to that excess. Fair values are determined based on a discounted cash flow model, similar to the goodwill analysis. | ||||
The Company’s annual impairment testing is performed as of October 1. | ||||
The Company amortizes finite-lived intangible assets over their respective estimated useful lives. Finite-lived intangible assets are also evaluated for impairment whenever events or changes in circumstances indicate that the carrying value may not be recoverable. In reviewing finite-lived intangible assets for impairment, the carrying amount of the asset is compared to the estimated undiscounted future cash flows expected from the use of the asset and its eventual disposition. If such cash flows are not sufficient to support the recorded value, an impairment loss to reduce the carrying value of the asset to its estimated fair value shall be recognized in operating income or loss. | ||||
Income Taxes | Income Taxes: Deferred income taxes are accounted for under the liability method, which takes into account the differences between the tax basis of the assets and liabilities for financial reporting purposes and amounts recognized for income tax purposes. Deferred income taxes relate principally to asset and liability basis differences resulting from the timing of depreciation deductions and to temporary differences in the recognition of certain revenues and expenses. The Company classifies any interest and penalty amounts related to income tax matters as interest expense and operating expenses, respectively. | |||
Management applies considerable judgment in determining the consolidated income tax provision, including valuation allowances on deferred tax assets. The valuation allowance for deferred tax assets is determined by evaluating whether it is more likely than not that the benefits of deferred tax assets will be realized through future reversal of existing taxable temporary differences, taxable income in carryback years, projected future taxable income, or tax-planning strategies. Uncertain tax positions, which also require significant judgment, are measured to determine the amounts to be recognized in the financial statements. The income tax provision and valuation allowances are complicated by complex and frequently changing rules administered in multiple jurisdictions, including U.S. federal, state, and foreign governments. | ||||
Claims Liabilities | Claims Liabilities: The Company is self-insured up to certain limits for workers’ compensation, certain third-party casualty claims, and cargo loss and damage claims. Amounts in excess of the self-insured limits are fully insured to levels which management considers appropriate for the Company’s operations. The Company’s claims liabilities have not been discounted. | |||
Liabilities for self-insured workers’ compensation and third-party casualty claims are based on the case reserve amounts plus an estimate of loss development and incurred but not reported (IBNR) claims, which is developed from an independent actuarial analysis. The process of determining reserve requirements utilizes historical trends and involves an evaluation of claim frequency and severity, claims management, and other factors. Case reserves are evaluated as loss experience develops and new information becomes available. Adjustments to previously estimated reserves are reflected in financial results in the periods in which they are made. Aggregate reserves represent an estimate of the costs of claims incurred, and it is possible that the ultimate liability may differ significantly from such estimates. | ||||
The Company develops an estimate of self-insured cargo loss and damage claims liabilities based on historical trends and certain event-specific information. | ||||
Insurance-Related Assessments | Insurance-Related Assessments: Liabilities for state guaranty fund assessments and other insurance-related assessments totaled $1.2 million and $1.0 million at December 31, 2014 and 2013, respectively. Management has estimated the amounts incurred using the best available information regarding premiums and guaranty assessments by state. These amounts are expected to be paid within a period not to exceed one year. The liabilities recorded have not been discounted. | |||
Long-Term Debt | Long-Term Debt: As of December 31, 2014 and 2013, long-term debt consisted of a secured term loan (the “Term Loan”) outstanding under the Company’s credit agreement (the “Credit Agreement”), notes payable, and capital lease obligations. As of January 2, 2015, the Company amended and restated its Credit Agreement and converted the amounts outstanding under its Term Loan to a revolving credit facility. The Company’s long-term debt and financing arrangements are further described in Note H. | |||
Interest Rate Swap Derivative Instruments | Interest Rate Swap Derivative Instruments: The Company accounts for its derivative instruments as either assets or liabilities and carries them at fair value. The Company did not have derivative instruments in 2013. The Company entered into an interest rate swap agreement during 2014 that was designated as a cash flow hedge. The effective portion of the gain or loss on the interest rate swap instrument is reported as a component of accumulated other comprehensive income, net of tax, in stockholders’ equity and reclassified into income in the same period or periods during which the hedged transaction affects earnings. The ineffective portion of the gain or loss on the interest rate swap instrument, if any, is recognized in current income. To receive hedge accounting treatment, cash flow hedges must be highly effective in offsetting changes to expected future cash flows on hedged transactions. | |||
Leases | ||||
Leases: The Company leases, under capital and operating lease arrangements, certain facilities, revenue equipment, and certain other equipment used primarily in ABF Freight’s terminal operations. Certain of these leases contain fluctuating or escalating payments. The related rent expense is recorded on a straight-line basis over the lease term. The cumulative excess of rent expense over rent payments is accounted for as a deferred lease obligation. For financial reporting purposes, leasehold improvements associated with assets utilized under capital or operating leases are amortized by the straight-line method over the shorter of the remaining lease term or the asset’s useful life. Amortization of assets under capital leases is included in depreciation expense. Obligations under the capital lease arrangements are included in long-term debt, net of the current portion due, which is classified in current liabilities. | ||||
Nonunion Defined Benefit Pension, Supplemental Benefit, and Postretirement Health Benefit Plans | Nonunion Defined Benefit Pension, Supplemental Benefit, and Postretirement Health Benefit Plans: The Company recognizes the funded status (the difference between the fair value of plan assets and the benefit obligation) of its nonunion defined benefit pension plan, supplemental benefit plan (“SBP”), and postretirement health benefit plan in the balance sheet and recognizes changes in the funded status, net of tax, in the year in which they occur as a component of other comprehensive income or loss. Amounts recognized in other comprehensive income or loss are subsequently expensed as components of net periodic benefit cost by amortizing unrecognized net actuarial losses over the average remaining active service period of the plan participants and amortizing unrecognized prior service credits over the remaining years of service until full eligibility of the active participants at the time of the plan amendment which created the prior service credit. A corridor approach is not used for determining the amounts of net actuarial losses to be amortized. | |||
The expense and liability related to the Company’s nonunion defined benefit pension plan, SBP, and postretirement health benefit plan are measured based upon a number of assumptions and using the services of a third-party actuary. Assumptions are made regarding expected retirement age, mortality, employee turnover, and future increases in health care costs. The assumptions with the greatest impact on the Company’s expense are the discount rate used to discount the plans’ obligations and, for the nonunion defined benefit pension plan, the expected return on plan assets and, prior to the June 30, 2013 curtailment of the nonunion defined benefit pension plan, the assumed compensation cost increase. The discount rate is determined by matching projected cash distributions with appropriate high-quality corporate bond yields in a yield curve analysis. The Company establishes the expected long-term rate of return on plan assets by considering the historical returns for the plan’s current investment mix and the plan investment advisor’s range of expected returns for the plan’s current investment mix. Prior to the June 30, 2013 curtailment of the nonunion defined benefit pension plan, the Company established the assumed rate of compensation increase at the measurement date by considering historical changes in compensation combined with an estimate of compensation rates for the subsequent two years. | ||||
The assumptions used directly impact the net periodic benefit cost for a particular year. An actuarial gain or loss results if actual results vary from the assumptions. Actuarial gains and losses are not included in net periodic benefit cost in the period when they arise but are recognized as a component of other comprehensive income or loss and subsequently amortized as a component of net periodic benefit cost. | ||||
The Company uses December 31 as the measurement date for its nonunion defined benefit pension plan, SBP, and postretirement health benefit plan. Plan obligations are also remeasured upon curtailment and upon settlement. | ||||
The Company records quarterly pension settlement expense related to the nonunion defined benefit pension plan when qualifying distributions determined to be settlements are expected to exceed the estimated total annual service and interest cost of the plan. Benefit distributions under the SBP individually exceed the annual interest cost of the plan, and the Company records the related settlement expense when the amount of the benefit to be distributed is fixed, which is generally upon an employee’s termination of employment. Pension settlement expense for the nonunion defined benefit pension and SBP plans is presented in Note J. | ||||
Revenue Recognition | Revenue Recognition: ABF Freight revenue is recognized based on relative transit time in each reporting period with expenses recognized as incurred. ABF Freight’s bill-by-bill analysis is used to establish estimates of revenue in transit for recognition in the appropriate reporting period. Panther and ABF Logistics revenue is recognized based on the delivery of the shipment. Service fee revenue for the FleetNet segment is recognized upon occurrence of the service event. Repair revenue and expenses for the FleetNet segment are recognized at the completion of the service by third-party vendors. ABF Moving Services revenue is recognized upon completion of the shipment, which is defined as delivery to the storage destination or to the customer-designated location. | |||
Revenue, purchased transportation expense, and third-party service expenses are reported on a gross basis for certain shipments and services where the Company utilizes a third-party carrier for pickup, linehaul, delivery of freight, or performance of services but remains the primary obligor and assumes collection and credit risks. | ||||
Comprehensive Income or Loss | Comprehensive Income or Loss: Other comprehensive income or loss refers to revenues, expenses, gains, and losses that are included in comprehensive income or loss but excluded from net income or loss. The Company reports the components of other comprehensive income or loss, net of tax, by their nature and discloses the tax effect allocated to each component in the consolidated statements of comprehensive income. The accumulated balance of other comprehensive income or loss is displayed separately in the consolidated statements of stockholders’ equity and the components of the balance are reported in Note K. The changes in accumulated other comprehensive income or loss, net of tax, and the significant reclassifications out of accumulated other comprehensive income or loss are disclosed, by component, in Note K. | |||
Earnings Per Share | Earnings Per Share: The Company uses the two-class method for calculating earnings per share. The calculation is based on the weighted-average number of common shares (basic earnings per share) or common equivalent shares outstanding (diluted earnings per share) during the applicable period, and also considers the effect of participating securities such as share-based compensation awards which are paid dividends during the vesting period. The dilutive effect of common stock equivalents is excluded from basic earnings per common share and included in the calculation of diluted earnings per common share. | |||
Share-Based Compensation | Share-Based Compensation: The fair value of restricted stock awards is determined based upon the closing market price of the Company’s common stock on the date of grant. The restricted stock units generally vest at the end of a five-year period following the date of grant, except for certain awards granted to non-employee directors that typically vest at the end of a three-year period, subject to accelerated vesting due to death, disability, retirement, or change-in-control provisions. When restricted stock units become vested, the Company issues new shares which are subsequently distributed. Dividends or dividend equivalents are paid on certain restricted stock units during the vesting period. The Company recognizes the income tax benefits of dividends on share-based payment awards as an increase in paid-in capital. | |||
Share-based awards are amortized to compensation expense on a straight-line basis over the three-year or five-year vesting period or the period to which the recipient first becomes eligible for retirement, whichever is shorter, with vesting accelerated upon death or disability. Compensation expense reflects an estimate of shares expected to be forfeited over the service period. Estimated forfeitures, which are based on historical experience, are adjusted to the extent that actual forfeitures differ, or are expected to differ, from these estimates. | ||||
Fair Value Measurements | Fair Value Measurements: The Company discloses the fair value measurements of its financial assets and liabilities. Fair value measurements for investments held in trust for the Company’s nonunion defined benefit pension plan are also disclosed. Fair value measurements are disclosed in accordance with the following hierarchy of valuation techniques based on whether the inputs of market data and market assumptions used to measure fair value are observable or unobservable: | |||
· | Level 1 - Quoted prices for identical assets and liabilities in active markets. | |||
· | Level 2 - Quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets and liabilities in markets that are not active, or other inputs that are observable or can be corroborated by observable market data. | |||
· | Level 3 - Unobservable inputs (Company’s market assumptions) that are significant to the valuation model. | |||
Environmental Matters | Environmental Matters: The Company expenses environmental expenditures related to existing conditions resulting from past or current operations and from which no current or future benefit is discernible. Expenditures which extend the life of the related property or mitigate or prevent future environmental contamination are capitalized. Amounts accrued reflect management’s best estimate of the future undiscounted exposure related to identified properties based on current environmental regulations, management’s experience with similar environmental matters, and testing performed at certain sites. The estimated liability is not reduced for possible recoveries from insurance carriers or other third parties. | |||
Exit or Disposal Activities | Exit or Disposal Activities: The Company recognizes liabilities for costs associated with exit or disposal activities when the liability is incurred. | |||
Recent Accounting Pronouncements | Recent Accounting Pronouncements: In May 2014, the Financial Accounting Standards Board issued an accounting pronouncement related to revenue recognition (FASB ASC Topic 606), which amends the guidance in former ASC Topic 605, Revenue Recognition. The new standard provides a single comprehensive revenue recognition model for all contracts with customers and contains principles to apply to determine the measurement of revenue and timing of when it is recognized. The new standard is expected to be effective for the Company beginning January 1, 2017. The Company is currently evaluating the impact of the new standard on the consolidated financial statements. | |||
In August 2014, the Financial Accounting Standards Board issued an accounting pronouncement to amend ASC Topic 205 with the addition of Presentation of Financial Statements — Going Concern (Subtopic 205-40). The Subtopic requires an entity’s management to assess conditions and events to determine the entity’s ability to continue as a going concern for each annual and interim reporting period for which financial statements are issued or available to be issued. The Subtopic is effective for the annual period ending December 31, 2016 and is not expected to have a significant impact on the Company’s financial statement disclosures. | ||||
Management believes that there is no other new accounting guidance issued but not yet effective that is relevant to the Company’s current financial statements. However, there are new proposals under development by the standard setting bodies which, if and when enacted, may have a significant impact on our financial statements, including the accounting for leases. As previously proposed, the lease accounting standard would require many operating leases to be reflected as liabilities with associated right-of-use assets. | ||||
FINANCIAL_INSTRUMENTS_AND_FAIR1
FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS (Tables) | 12 Months Ended | |||||||||||||
Dec. 31, 2014 | ||||||||||||||
FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS | ||||||||||||||
Schedule of financial instruments and the methods and assumptions used in estimating fair value disclosures | ||||||||||||||
The following table presents the components of cash and cash equivalents, short-term investments, and restricted funds: | ||||||||||||||
December 31 | December 31 | |||||||||||||
2014 | 2013 | |||||||||||||
(in thousands) | ||||||||||||||
Cash and cash equivalents | ||||||||||||||
Cash deposits(1) | $ | 99,615 | $ | 63,547 | ||||||||||
Variable rate demand notes(1)(2) | 16,326 | 29,706 | ||||||||||||
Money market funds(3) | 41,101 | 12,101 | ||||||||||||
Total cash and cash equivalents | $ | 157,042 | $ | 105,354 | ||||||||||
Short-term investments | ||||||||||||||
Certificates of deposit(1) | $ | 45,909 | $ | 35,906 | ||||||||||
Restricted cash, cash equivalents, and short-term investments(4) | ||||||||||||||
Cash deposits(1) | $ | 1,386 | $ | 1,902 | ||||||||||
(1) Recorded at cost plus accrued interest, which approximates fair value. | ||||||||||||||
(2) Amounts may be redeemed on a daily basis with the original issuer. | ||||||||||||||
(3) Recorded at fair value as determined by quoted market prices (see amounts presented in the table of financial assets measured at fair value within this Note). | ||||||||||||||
(4) Amounts restricted for use are subject to change based on the requirements of the Company’s collateralized facilities (see Note H). | ||||||||||||||
Schedule of financial instruments disclosed at fair value | ||||||||||||||
The fair value of the Company’s Term Loan and notes payable debt obligations (see Note H) approximate the amounts recorded in the consolidated balance sheets as presented in the following table: | ||||||||||||||
December 31 | December 31 | |||||||||||||
2014 | 2013 | |||||||||||||
(in thousands) | ||||||||||||||
Carrying | Fair | Carrying | Fair | |||||||||||
Value | Value | Value | Value | |||||||||||
Term loan(1) | $ | 70,000 | $ | 70,000 | $ | 83,750 | $ | 83,750 | ||||||
Notes payable(2) | 56,759 | 56,743 | 22,082 | 22,092 | ||||||||||
$ | 126,759 | $ | 126,743 | $ | 105,832 | $ | 105,842 | |||||||
(1) The Term Loan, which was entered into on June 15, 2012 and amended January 2, 2015, carries a variable interest rate based on LIBOR, plus a margin, that is considered to be priced at market for debt instruments having similar terms and collateral requirements (Level 2 of the fair value hierarchy). | ||||||||||||||
(2) Fair value of the notes payable was determined using a present value income approach based on quoted interest rates from lending institutions with which the Company would enter into similar transactions (Level 2 of the fair value hierarchy). | ||||||||||||||
Schedule of financial assets and liabilities measured at fair value on a recurring basis | ||||||||||||||
The following table presents the assets and liabilities that are measured at fair value on a recurring basis as of December 31: | ||||||||||||||
2014 | 2013 | |||||||||||||
(in thousands) | ||||||||||||||
Assets: | ||||||||||||||
Money market funds(1)(3) | $ | 41,101 | $ | 12,101 | ||||||||||
Equity, bond, and money market mutual funds held in trust related to the Voluntary Savings Plan(2)(3) | 2,968 | 3,063 | ||||||||||||
$ | 44,069 | $ | 15,164 | |||||||||||
Liabilities: | ||||||||||||||
Interest rate swap(4) | $ | 576 | $ | — | ||||||||||
-1 | Included in cash equivalents. | |||||||||||||
-2 | Nonqualified deferred compensation plan investments consist of U.S. and international equity mutual funds, government and corporate bond mutual funds, and money market funds which are held in a trust with a third-party brokerage firm. Quoted market prices are used to determine fair values of the investments which are included in other long-term assets, with a corresponding liability reported within other long-term liabilities. | |||||||||||||
-3 | Fair value measured using quoted prices of identical assets in active markets (Level 1 of the fair value hierarchy). | |||||||||||||
-4 | The interest rate swap fair value was determined by discounting future cash flows and receipts based on expected interest rates observed in market interest rate curves (Level 2 of the fair value hierarchy) adjusted for estimated credit valuation considerations reflecting nonperformance risk of the Company and the counterparty (Level 3 of the fair value hierarchy). The Company assessed Level 3 inputs as insignificant to the valuation at December 31, 2014 and considers the interest rate swap valuation in Level 2 of the fair value hierarchy. | |||||||||||||
ACQUISITIONS_Tables
ACQUISITIONS (Tables) | 12 Months Ended | ||||
Dec. 31, 2014 | |||||
ACQUISITIONS | |||||
Schedule of summarized fair values of acquired assets and liabilities at the acquisition date | The following table summarizes the fair values of the acquired assets and liabilities at the acquisition date. Measurement period adjustments recorded to Panther’s goodwill during 2013 are presented in Note E. | ||||
Purchase | |||||
Allocation | |||||
(in thousands) | |||||
Accounts receivable | $ | 31,824 | |||
Prepaid expenses | 5,205 | ||||
Deferred income taxes | 2,085 | ||||
Property and equipment (excluding acquired software) | 5,678 | ||||
Software | 31,600 | ||||
Intangible assets | 79,000 | ||||
Other assets | 3,866 | ||||
Total identifiable assets acquired | 159,258 | ||||
Accounts payable | 13,344 | ||||
Accrued expenses and other current liabilities | 7,436 | ||||
Other liabilities | 228 | ||||
Deferred income taxes | 29,307 | ||||
Total liabilities | 50,315 | ||||
Net identifiable assets acquired | 108,943 | ||||
Goodwill | 71,096 | ||||
Cash paid, net of cash acquired | $ | 180,039 | |||
Schedule of unaudited pro forma consolidated results of operations | The following unaudited pro forma supplemental information presents the Company’s consolidated results of operations as if the Panther acquisition had occurred on January 1, 2011: | ||||
Twelve Months Ended | |||||
December 31 | |||||
2012 | |||||
(in thousands, except per share data) | |||||
Revenues | $ | 2,171,075 | |||
Loss before income taxes | $ | (13,730 | ) | ||
Net loss | $ | (9,180 | ) | ||
Diluted loss per share | $ | (0.36 | ) | ||
GOODWILL_AND_INTANGIBLE_ASSETS1
GOODWILL AND INTANGIBLE ASSETS (Tables) | 12 Months Ended | |||||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||||
GOODWILL AND INTANGIBLE ASSETS | ||||||||||||||||||||||
Schedule of goodwill by reportable operating segment | ||||||||||||||||||||||
Goodwill represents the excess of cost over the fair value of net identifiable tangible and intangible assets acquired. Goodwill by reportable operating segment consisted of the following: | ||||||||||||||||||||||
Total | ABF Moving | Panther | FleetNet | |||||||||||||||||||
(in thousands) | ||||||||||||||||||||||
Balance December 31, 2012 | $ | 73,189 | $ | 3,660 | $ | 69,529 | $ | — | ||||||||||||||
Purchase accounting adjustments | 1,567 | — | 1,567 | — | ||||||||||||||||||
Goodwill acquired | 1,692 | 1,692 | — | — | ||||||||||||||||||
Balances December 31, 2013 | $ | 76,448 | $ | 5,352 | $ | 71,096 | $ | — | ||||||||||||||
Goodwill acquired | 630 | — | — | 630 | ||||||||||||||||||
Balances December 31, 2014 | $ | 77,078 | $ | 5,352 | $ | 71,096 | $ | 630 | ||||||||||||||
Schedule of intangible assets | ||||||||||||||||||||||
2014 | 2013 | |||||||||||||||||||||
Weighted Average | Accumulated | Net | Accumulated | Net | ||||||||||||||||||
Amortization Period | Cost | Amortization | Value | Cost | Amortization | Value | ||||||||||||||||
(in years) | (in thousands) | (in thousands) | ||||||||||||||||||||
Finite-lived intangible assets | ||||||||||||||||||||||
Customer relationships | 14 | $ | 44,242 | $ | 7,971 | $ | 36,271 | $ | 43,500 | $ | 4,790 | $ | 38,710 | |||||||||
Driver network | 3 | 3,200 | 2,711 | 489 | 3,200 | 1,645 | 1,555 | |||||||||||||||
Other | 8 | 1,032 | 105 | 927 | — | — | — | |||||||||||||||
13 | 48,474 | 10,787 | 37,687 | 46,700 | 6,435 | 40,265 | ||||||||||||||||
Indefinite-lived intangible assets | ||||||||||||||||||||||
Trade name | N/A | 32,300 | N/A | 32,300 | 32,300 | N/A | 32,300 | |||||||||||||||
Other | N/A | 2,822 | N/A | 2,822 | 2,822 | N/A | 2,822 | |||||||||||||||
35,122 | 35,122 | 35,122 | 35,122 | |||||||||||||||||||
Total intangible assets | N/A | $ | 83,596 | $ | 10,787 | $ | 72,809 | $ | 81,822 | $ | 6,435 | $ | 75,387 | |||||||||
INCOME_TAXES_Tables
INCOME TAXES (Tables) | 12 Months Ended | ||||||||||
Dec. 31, 2014 | |||||||||||
INCOME TAXES | |||||||||||
Schedule of significant components of the provision or benefit for income taxes | Significant components of the provision or benefit for income taxes for the years ended December 31 were as follows: | ||||||||||
2014 | 2013 | 2012 | |||||||||
(in thousands) | |||||||||||
Current provision: | |||||||||||
Federal | $ | 18,063 | $ | 12,739 | $ | — | |||||
State | 23 | 865 | 694 | ||||||||
Foreign | 1,657 | 413 | 405 | ||||||||
19,743 | 14,017 | 1,099 | |||||||||
Deferred provision (benefit): | |||||||||||
Federal | 1,575 | (10,335 | ) | (8,656 | ) | ||||||
State | 3,366 | 160 | (1,699 | ) | |||||||
Foreign | (249 | ) | (192 | ) | (4 | ) | |||||
4,692 | (10,367 | ) | (10,359 | ) | |||||||
Total provision (benefit) for income taxes | $ | 24,435 | $ | 3,650 | $ | (9,260 | ) | ||||
Schedule of significant components of the deferred tax provision or benefit | Significant components of the deferred tax provision or benefit for the years ended December 31 were as follows: | ||||||||||
2014 | 2013 | 2012 | |||||||||
(in thousands) | |||||||||||
Amortization, depreciation, and basis differences for property, plant and equipment and other long-lived assets | $ | 3,579 | $ | (13,137 | ) | $ | 137 | ||||
Amortization of intangibles | (2,934 | ) | (3,048 | ) | (1,604 | ) | |||||
Changes in reserves for workers’ compensation and cargo claims | (1,970 | ) | (1,751 | ) | (3,319 | ) | |||||
Revenue recognition | 361 | (1,704 | ) | (253 | ) | ||||||
Allowance for doubtful accounts | (501 | ) | 516 | 229 | |||||||
Foreign tax credit carryforward utilized (increased) | 665 | 71 | (133 | ) | |||||||
Nonunion pension and other retirement plans | (1,595 | ) | 3,493 | 702 | |||||||
Deferred compensation plans | 350 | 530 | 669 | ||||||||
Federal net operating loss carryforwards utilized (increased) | 4,472 | 4,207 | (2,538 | ) | |||||||
State net operating loss carryforwards utilized (increased) | 2,812 | 254 | (725 | ) | |||||||
State depreciation adjustments | (539 | ) | 569 | 20 | |||||||
Share-based compensation | 959 | (1,437 | ) | (702 | ) | ||||||
Valuation allowance decrease | (696 | ) | (1,436 | ) | (3,180 | ) | |||||
Leases | 237 | 612 | 806 | ||||||||
Other accrued expenses | (362 | ) | 3,284 | (1,586 | ) | ||||||
Other | (146 | ) | (1,390 | ) | 1,118 | ||||||
Deferred tax provision (benefit) | $ | 4,692 | $ | (10,367 | ) | $ | (10,359 | ) | |||
Schedule of significant components of deferred tax assets and liabilities | |||||||||||
Significant components of the deferred tax assets and liabilities at December 31 were as follows: | |||||||||||
2014 | 2013 | ||||||||||
(in thousands) | |||||||||||
Deferred tax assets: | |||||||||||
Accrued expenses | $ | 51,996 | $ | 50,311 | |||||||
Pension liabilities | 9,022 | 4,404 | |||||||||
Postretirement liabilities other than pensions | 8,589 | 6,349 | |||||||||
Share-based compensation | 6,310 | 5,898 | |||||||||
Federal and state net operating loss carryovers | 2,840 | 9,840 | |||||||||
Other | 1,654 | 1,877 | |||||||||
Total deferred tax assets | 80,411 | 78,679 | |||||||||
Valuation allowance | (332 | ) | (1,028 | ) | |||||||
Total deferred tax assets, net of valuation allowance | 80,079 | 77,651 | |||||||||
Deferred tax liabilities: | |||||||||||
Amortization, depreciation, and basis differences for property, plant and equipment and other long-lived assets | 64,522 | 61,673 | |||||||||
Intangibles | 31,398 | 34,385 | |||||||||
Revenue recognition | 3,944 | 4,264 | |||||||||
Prepaid expenses | 4,393 | 3,875 | |||||||||
Total deferred tax liabilities | 104,257 | 104,197 | |||||||||
Net deferred tax liabilities | $ | (24,178 | ) | $ | (26,546 | ) | |||||
Reconciliation between the effective income tax rate, as computed on income or loss before income taxes, and the statutory federal income tax rate | |||||||||||
Reconciliation between the effective income tax rate, as computed on income or loss before income taxes, and the statutory federal income tax rate for the years ended December 31 is presented in the following table: | |||||||||||
2014 | 2013 | 2012 | |||||||||
(in thousands) | |||||||||||
Income tax provision (benefit) at the statutory federal rate | $ | 24,714 | $ | 6,811 | $ | (5,947 | ) | ||||
Federal income tax effects of: | |||||||||||
State income taxes | (1,186 | ) | (359 | ) | 352 | ||||||
Nondeductible expenses | 1,239 | 1,090 | 1,415 | ||||||||
Life insurance proceeds and changes in cash surrender value | (1,329 | ) | (1,320 | ) | (752 | ) | |||||
Dividends received deduction | (6 | ) | (9 | ) | (5 | ) | |||||
Alternative fuel credit | (1,148 | ) | (1,935 | ) | — | ||||||
Decrease in valuation allowances | (696 | ) | (1,436 | ) | (3,180 | ) | |||||
Other(1) | (1,950 | ) | (440 | ) | (539 | ) | |||||
Federal income tax provision (benefit) | 19,638 | 2,402 | (8,656 | ) | |||||||
State income tax provision (benefit) | 3,389 | 1,026 | (1,005 | ) | |||||||
Foreign income tax provision | 1,408 | 222 | 401 | ||||||||
Total provision (benefit) for income taxes | $ | 24,435 | $ | 3,650 | $ | (9,260 | ) | ||||
Effective tax (benefit) rate | 34.6 | % | 18.8 | % | (54.5 | )% | |||||
-1 | Includes foreign income tax provision, as presented in this table. | ||||||||||
OPERATING_LEASES_AND_COMMITMEN1
OPERATING LEASES AND COMMITMENTS (Tables) | 12 Months Ended | ||||||||||
Dec. 31, 2014 | |||||||||||
OPERATING LEASES AND COMMITMENTS | |||||||||||
Schedule of future minimum rental commitments for all noncancelable operating leases | The future minimum rental commitments as of December 31, 2014 for all noncancelable operating leases were as follows: | ||||||||||
Land and | Equipment | ||||||||||
Total | Structures | and Other | |||||||||
(in thousands) | |||||||||||
2015 | $ | 13,969 | $ | 13,071 | $ | 898 | |||||
2016 | 10,759 | 10,554 | 205 | ||||||||
2017 | 8,669 | 8,550 | 119 | ||||||||
2018 | 7,165 | 7,086 | 79 | ||||||||
2019 | 5,636 | 5,573 | 63 | ||||||||
Thereafter | 11,225 | 11,225 | — | ||||||||
$ | 57,423 | $ | 56,059 | $ | 1,364 | ||||||
LONGTERM_DEBT_AND_FINANCING_AR1
LONG-TERM DEBT AND FINANCING ARRANGEMENTS (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
LONG-TERM DEBT AND FINANCING ARRANGEMENTS | |||||||||||||||||
Schedule of long-term debt | |||||||||||||||||
Long-term debt consisted of a Term Loan under the Credit Agreement (further described in Financing Arrangements within this Note) and notes payable and capital lease obligations related to the financing of revenue equipment (tractors and trailers used primarily in ABF Freight’s operations), real estate, and certain other equipment as follows: | |||||||||||||||||
December 31 | |||||||||||||||||
2014 | 2013 | ||||||||||||||||
(in thousands) | |||||||||||||||||
Term Loan (interest rate of 1.4% at December 31, 2014) | $ | 70,000 | $ | 83,750 | |||||||||||||
Notes payable (weighted-average interest rate of 2.0% at December 31, 2014) | 56,759 | 22,082 | |||||||||||||||
Capital lease obligations (weighted-average interest rate of 5.8% at December 31, 2014) | 971 | 7,013 | |||||||||||||||
127,730 | 112,845 | ||||||||||||||||
Less current portion | 25,256 | 31,513 | |||||||||||||||
Long-term debt, less current portion | $ | 102,474 | $ | 81,332 | |||||||||||||
Scheduled maturities of long-term debt obligations | Scheduled maturities under the Credit Facility (further described in Financing Arrangements within this Note) and notes payable and future minimum payments under capital lease obligations included in long-term debt as of December 31, 2014 were as follows: | ||||||||||||||||
Notes Payable | Capital Lease Obligations(2) | ||||||||||||||||
Credit | Revenue | Land and | Equipment | ||||||||||||||
Total | Facility(1) | Equipment | Structures | and Other | |||||||||||||
(in thousands) | |||||||||||||||||
2015 | $ | 27,300 | $ | 1,124 | $ | 25,959 | $ | 206 | $ | 11 | |||||||
2016 | 20,899 | 1,727 | 18,959 | 213 | — | ||||||||||||
2017 | 15,699 | 2,223 | 13,257 | 219 | — | ||||||||||||
2018 | 2,607 | 2,381 | — | 226 | — | ||||||||||||
2019 | 2,732 | 2,500 | — | 232 | — | ||||||||||||
Thereafter | 70,019 | 70,000 | — | 19 | — | ||||||||||||
Total payments | 139,256 | 79,955 | 58,175 | 1,115 | 11 | ||||||||||||
Less amounts representing interest | 11,526 | 9,955 | 1,416 | 155 | — | ||||||||||||
Long-term debt | $ | 127,730 | $ | 70,000 | $ | 56,759 | $ | 960 | $ | 11 | |||||||
-1 | As of December 31, 2014, $70.0 million was outstanding under the Term Loan. On January 2, 2015, the Term Loan was refinanced with the revolving Credit Facility. The future interest payments included in the scheduled maturities due under the Credit Facility are calculated using variable interest rates based on the LIBOR swap curve, plus the anticipated applicable margin. (See Term Loan and Credit Facility within the Financing Arrangements section within this Note.) | ||||||||||||||||
-2 | Minimum payments of capital lease obligation include maximum amounts due under rental adjustment clauses | ||||||||||||||||
Contained in the capital lease agreements. | |||||||||||||||||
Schedule of assets securing notes payable or held under capital leases | Assets securing notes payable or held under capital leases at December 31 were included in property, plant and equipment as follows: | ||||||||||||||||
2014 | 2013(1) | ||||||||||||||||
(in thousands) | |||||||||||||||||
Revenue equipment | $ | 88,591 | $ | 58,613 | |||||||||||||
Land and structures (terminals) | 1,794 | 1,794 | |||||||||||||||
Service, office, and other equipment | 255 | 1,758 | |||||||||||||||
Total assets securing notes payable or held under capital leases | 90,640 | 62,165 | |||||||||||||||
Less accumulated amortization(2) | 26,305 | 26,847 | |||||||||||||||
Net assets securing notes payable or held under capital leases | $ | 64,335 | $ | 35,318 | |||||||||||||
-1 | The individual line items in this table for 2013 are the same as those previously presented in Note H to the consolidated financial statements in Part II, Item 8 of the Company’s 2013 Annual Report on Form 10-K; however, the total amounts for the 2013 period have been revised to reflect proper calculation. | ||||||||||||||||
-2 | Amortization of assets securing notes payble or held under capital leases is included in depreciation expense. | ||||||||||||||||
ACCRUED_EXPENSES_Tables
ACCRUED EXPENSES (Tables) | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
ACCRUED EXPENSES | ||||||||
Schedule of accrued expenses | ||||||||
December 31 | ||||||||
2014 | 2013 | |||||||
(in thousands) | ||||||||
Workers’ compensation, third-party casualty, and loss and damage claims reserves | $ | 96,183 | $ | 92,166 | ||||
Accrued compensation | 35,305 | 22,734 | ||||||
Accrued vacation pay | 33,029 | 36,246 | ||||||
Taxes other than income | 8,022 | 7,418 | ||||||
Other | 22,135 | 15,058 | ||||||
$ | 194,674 | $ | 173,622 | |||||
EMPLOYEE_BENEFIT_PLANS_Tables
EMPLOYEE BENEFIT PLANS (Tables) | 12 Months Ended | ||||||||||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||||||||||
EMPLOYEE BENEFIT PLANS | |||||||||||||||||||||||||||||
Schedule of changes in benefit obligations and plan assets and disclosure of funded status and accumulated benefit obligation of nonunion defined benefit plans | The following table discloses the changes in benefit obligations and plan assets of the Company’s nonunion defined benefit plans for years ended December 31, the measurement date of the plans: | ||||||||||||||||||||||||||||
Nonunion Defined | Supplemental | Postretirement | |||||||||||||||||||||||||||
Benefit Pension Plan | Benefit Plan | Health Benefit Plan | |||||||||||||||||||||||||||
2014 | 2013 | 2014 | 2013 | 2014 | 2013 | ||||||||||||||||||||||||
(in thousands) | |||||||||||||||||||||||||||||
Change in benefit obligations | |||||||||||||||||||||||||||||
Benefit obligations at beginning of year | $ | 211,660 | $ | 260,950 | $ | 7,092 | $ | 7,213 | $ | 16,318 | $ | 18,308 | |||||||||||||||||
Service cost | — | 4,734 | — | — | 280 | 331 | |||||||||||||||||||||||
Interest cost | 6,039 | 7,784 | 184 | 150 | 788 | 751 | |||||||||||||||||||||||
Actuarial (gain) loss | 11,906 | (10,797 | ) | 53 | (271 | ) | 5,269 | (2,484 | ) | ||||||||||||||||||||
Benefits paid | (58,047 | ) | (22,486 | ) | (853 | ) | — | (539 | ) | (588 | ) | ||||||||||||||||||
Curtailment gain | — | (29,262 | ) | — | — | — | — | ||||||||||||||||||||||
Settlement loss | 2,852 | 737 | 306 | — | — | — | |||||||||||||||||||||||
Benefit obligations at end of year | 174,410 | 211,660 | 6,782 | 7,092 | 22,116 | 16,318 | |||||||||||||||||||||||
Change in plan assets | |||||||||||||||||||||||||||||
Fair value of plan assets at beginning of year | 207,613 | 181,225 | — | — | — | — | |||||||||||||||||||||||
Actual return on plan assets | 8,599 | 31,074 | — | — | — | — | |||||||||||||||||||||||
Employer contributions | 100 | 17,800 | 853 | — | 539 | 588 | |||||||||||||||||||||||
Benefits paid | (58,047 | ) | (22,486 | ) | (853 | ) | — | (539 | ) | (588 | ) | ||||||||||||||||||
Fair value of plan assets at end of year | 158,265 | 207,613 | — | — | — | — | |||||||||||||||||||||||
Funded status | $ | (16,145 | ) | $ | (4,047 | ) | $ | (6,782 | ) | $ | (7,092 | ) | $ | (22,116 | ) | $ | (16,318 | ) | |||||||||||
Accumulated benefit obligation | $ | 174,410 | $ | 211,660 | $ | 6,782 | $ | 7,092 | $ | 22,116 | $ | 16,318 | |||||||||||||||||
Schedule of amounts recognized in the consolidated balance sheets related to nonunion defined benefit plans | Amounts recognized in the consolidated balance sheets at December 31 consisted of the following: | ||||||||||||||||||||||||||||
Nonunion Defined | Supplemental | Postretirement | |||||||||||||||||||||||||||
Benefit Pension Plan | Benefit Plan | Health Benefit Plan | |||||||||||||||||||||||||||
2014 | 2013 | 2014 | 2013 | 2014 | 2013 | ||||||||||||||||||||||||
(in thousands) | |||||||||||||||||||||||||||||
Current liabilities (included in accrued expenses) | $ | — | $ | — | $ | (1,941 | ) | $ | — | $ | (684 | ) | $ | (610 | ) | ||||||||||||||
Noncurrent liabilities (included in pension and postretirement liabilities) | (16,145 | ) | (4,047 | ) | (4,841 | ) | (7,092 | ) | (21,432 | ) | (15,708 | ) | |||||||||||||||||
Liabilities recognized | $ | (16,145 | ) | $ | (4,047 | ) | $ | (6,782 | ) | $ | (7,092 | ) | $ | (22,116 | ) | $ | (16,318 | ) | |||||||||||
Summary of the components of net periodic benefit cost | The following is a summary of the components of net periodic benefit cost for the Company’s nonunion benefit plans for the years ended December 31: | ||||||||||||||||||||||||||||
Nonunion Defined | Supplemental | Postretirement | |||||||||||||||||||||||||||
Benefit Pension Plan | Benefit Plan | Health Benefit Plan | |||||||||||||||||||||||||||
2014 | 2013 | 2012 | 2014 | 2013 | 2012 | 2014 | 2013 | 2012 | |||||||||||||||||||||
(in thousands) | |||||||||||||||||||||||||||||
Service cost | $ | — | $ | 4,734 | $ | 9,189 | $ | — | $ | — | $ | — | $ | 280 | $ | 331 | $ | 315 | |||||||||||
Interest cost | 6,039 | 7,784 | 8,692 | 184 | 150 | 210 | 788 | 751 | 749 | ||||||||||||||||||||
Expected return on plan assets | (10,419 | ) | (13,313 | ) | (12,063 | ) | — | — | — | — | — | — | |||||||||||||||||
Amortization of prior service credit | — | — | — | — | — | — | (190 | ) | (190 | ) | (190 | ) | |||||||||||||||||
Pension settlement expense | 5,880 | 2,111 | — | 715 | — | — | — | — | — | ||||||||||||||||||||
Amortization of net actuarial loss (1) | 2,398 | 7,140 | 10,767 | 214 | 260 | 202 | 93 | 535 | 416 | ||||||||||||||||||||
Net periodic benefit cost | $ | 3,898 | $ | 8,456 | $ | 16,585 | $ | 1,113 | $ | 410 | $ | 412 | $ | 971 | $ | 1,427 | $ | 1,290 | |||||||||||
-1 | The Company amortizes actuarial losses over the average remaining active service period of the plan participants and does not use a corridor approach. | ||||||||||||||||||||||||||||
Summary of pension settlement distributions and settlement expense | The following is a summary of the pension settlement distributions and pension settlement expense for the years ended December 31: | ||||||||||||||||||||||||||||
Nonunion Defined | Supplemental | ||||||||||||||||||||||||||||
Benefit Pension Plan | Benefit Plan | ||||||||||||||||||||||||||||
2014(1) | 2013(2) | 2012 | 2014(3) | 2013 | 2012(4) | ||||||||||||||||||||||||
(in thousands, except per share data) | |||||||||||||||||||||||||||||
Pension settlement distributions | $ | 57,518 | $ | 20,104 | $ | — | $ | 853 | $ | — | $ | 1,126 | |||||||||||||||||
Pension settlement expense, pre-tax | $ | 5,880 | $ | 2,111 | $ | — | $ | 715 | $ | — | $ | — | |||||||||||||||||
Pension settlement expense per diluted share, net of taxes | $ | 0.14 | $ | 0.05 | $ | — | $ | 0.02 | $ | — | $ | — | |||||||||||||||||
-1 | Pension settlement distributions represent $32.1 million of lump-sum benefit distributions and a $25.4 million nonparticipating annuity contract purchase. | ||||||||||||||||||||||||||||
-2 | Pension settlement distributions represent lump-sum benefit distributions paid in 2013. | ||||||||||||||||||||||||||||
-3 | Pension settlement expense relates to the SBP benefit for an officer retirement that occurred in 2014. The benefit distribution amount was fixed at the retirement date, but a portion of the benefit will be paid in 2015, because IRC Section 409A which requires that certain distributions to certain key employees under the SBP be delayed for six months after retirement. | ||||||||||||||||||||||||||||
-4 | The 2012 SBP distribution represents the portion of a benefit related to an officer retirement that occurred in 2011 which was delayed for six months after retirement in accordance with IRC Section 409A. The pension settlement expense related to this distribution was recognized in 2011. | ||||||||||||||||||||||||||||
Pre-tax amounts included in accumulated other comprehensive loss that have not yet been recognized in net periodic benefit cost | Included in accumulated other comprehensive loss at December 31 were the following pre-tax amounts that have not yet been recognized in net periodic benefit cost: | ||||||||||||||||||||||||||||
Nonunion Defined | Supplemental | Postretirement | |||||||||||||||||||||||||||
Benefit Pension Plan | Benefit Plan | Health Benefit Plan | |||||||||||||||||||||||||||
2014 | 2013 | 2014 | 2013 | 2014 | 2013 | ||||||||||||||||||||||||
(in thousands) | |||||||||||||||||||||||||||||
Unrecognized net actuarial loss | $ | 24,303 | $ | 16,003 | $ | 1,207 | $ | 1,778 | $ | 5,327 | $ | 150 | |||||||||||||||||
Unrecognized prior service credit | — | — | — | — | (697 | ) | (887 | ) | |||||||||||||||||||||
Total | $ | 24,303 | $ | 16,003 | $ | 1,207 | $ | 1,778 | $ | 4,630 | $ | (737 | ) | ||||||||||||||||
Pre-tax amounts, which are reported within accumulated other comprehensive loss, expected to be recognized as components of net periodic benefit cost in the next fiscal year | The following amounts, which are reported within accumulated other comprehensive loss at December 31, 2014, are expected to be recognized as components of net periodic benefit cost in 2015 on a pre-tax basis. (Amounts exclude the effect of pension settlements which the Company will incur for the nonunion defined benefit pension plan in 2015.) | ||||||||||||||||||||||||||||
Nonunion | Postretirement | ||||||||||||||||||||||||||||
Defined Benefit | Supplemental | Health | |||||||||||||||||||||||||||
Pension Plan | Benefit Plan | Benefit Plan | |||||||||||||||||||||||||||
(in thousands) | |||||||||||||||||||||||||||||
Unrecognized net actuarial loss | $ | 3,008 | $ | 159 | $ | 622 | |||||||||||||||||||||||
Unrecognized prior service credit | — | — | (190 | ) | |||||||||||||||||||||||||
Total | $ | 3,008 | $ | 159 | $ | 432 | |||||||||||||||||||||||
Weighted-average assumptions used to determine benefit obligations and net periodic benefit cost for nonunion defined benefit plans | The discount rate is determined by matching projected cash distributions with appropriate high-quality corporate bond yields in a yield curve analysis. Weighted-average assumptions used to determine nonunion benefit obligations at December 31 were as follows: | ||||||||||||||||||||||||||||
Nonunion Defined | Supplemental | Postretirement | |||||||||||||||||||||||||||
Benefit Pension Plan | Benefit Plan | Health Benefit Plan | |||||||||||||||||||||||||||
2014 | 2013 | 2014 | 2013 | 2014 | 2013 | ||||||||||||||||||||||||
Discount rate | 3.2 | % | 3.8 | % | 2.5 | % | 2.8 | % | 3.9 | % | 4.7 | % | |||||||||||||||||
Weighted-average assumptions used to determine net periodic benefit cost for the Company’s nonunion benefit plans for the years ended December 31 were as follows: | |||||||||||||||||||||||||||||
Nonunion Defined | Supplemental | Postretirement | |||||||||||||||||||||||||||
Benefit Pension Plan | Benefit Plan | Health Benefit Plan | |||||||||||||||||||||||||||
2014(1) | 2013(2) | 2012 | 2014(3) | 2013 | 2012 | 2014 | 2013 | 2012 | |||||||||||||||||||||
Discount rate | 3.8 | % | 3.1 | % | 3.7 | % | 2.8 | % | 2.1 | % | 3.2 | % | 4.7 | % | 3.8 | % | 4.3 | % | |||||||||||
Expected return on plan assets | 6.5 | % | 7.5 | % | 7.5 | % | N/A | N/A | N/A | N/A | N/A | N/A | |||||||||||||||||
Rate of compensation increase (4) | N/A | 3.3 | % | 3.3 | % | N/A | N/A | N/A | N/A | N/A | N/A | ||||||||||||||||||
-1 | The discount rate presented was used to determine the first quarter 2014 credit and the interim discount rates established upon each quarterly settlement in 2014 at a rate of 3.5%, 3.3%, and 3.4% was used to calculate the credit for the second, third, and fourth quarter of 2014, respectively. | ||||||||||||||||||||||||||||
-2 | The discount rate presented was used to determine expense for the first six months of 2013 and the discount rate established upon the June 30, 2013 curtailment of 3.9% and upon the September 30, 2013 settlement of 3.7% was used to calculate the credit for the third and fourth quarter of 2013, respectively. | ||||||||||||||||||||||||||||
-3 | The discount rate presented was used to determine expense for the first ten months of 2014 and the discount rate of 2.5% established upon the October 31, 2014 settlement was used to calculate expense for the last two months of 2014. | ||||||||||||||||||||||||||||
-4 | The compensation assumption was no longer applicable for determining net periodic benefit cost of the nonunion defined benefit pension plan upon the June 30, 2013 remeasurement for plan curtailment due to the freeze of the accrual of benefits effective July 1, 2013. | ||||||||||||||||||||||||||||
Schedule of the assumed health care cost trend rates for the postretirement health benefit plan | The assumed health care cost trend rates for the Company’s postretirement health benefit plan at December 31 were as follows: | ||||||||||||||||||||||||||||
2014 | 2013 | ||||||||||||||||||||||||||||
Pre-65 | Post-65 | Pre-65 | Post-65 | ||||||||||||||||||||||||||
Health care cost trend rate assumed for next year | 7.5 | % | 5.8 | % | 8.0 | % | 5.0 | % | |||||||||||||||||||||
Rate to which the cost trend rate is assumed to decline | 4.5 | % | 4.5 | % | 5.0 | % | 5.0 | % | |||||||||||||||||||||
Year that the rate reaches the cost trend assumed rate | 2027 | 2020 | 2020 | 2020 | |||||||||||||||||||||||||
Effects of one-percentage-point change in assumed health care cost trend rates on the postretirement health benefit plan | The health care cost trend rates have a significant effect on the obligations reported for health care plans. A one-percentage-point change in assumed health care cost trend rates would have the following effects on the Company’s postretirement health benefit plan for the year ended December 31, 2014: | ||||||||||||||||||||||||||||
One Percentage Point | |||||||||||||||||||||||||||||
Increase | Decrease | ||||||||||||||||||||||||||||
(in thousands) | |||||||||||||||||||||||||||||
Effect on total of service and interest cost components | $ | 204 | $ | (164 | ) | ||||||||||||||||||||||||
Effect on postretirement benefit obligation | $ | 4,321 | $ | (3,450 | ) | ||||||||||||||||||||||||
Schedule of estimated future benefit payments for nonunion defined benefit plans | Estimated future benefit payments from the Company’s nonunion defined benefit pension (paid from trust assets), SBP, and postretirement health benefit plans, which reflect expected future service as appropriate, as of December 31, 2014 are as follows: | ||||||||||||||||||||||||||||
Nonunion | Postretirement | ||||||||||||||||||||||||||||
Defined Benefit | Supplemental | Health | |||||||||||||||||||||||||||
Pension Plan | Benefit Plan | Benefit Plan | |||||||||||||||||||||||||||
(in thousands) | |||||||||||||||||||||||||||||
2015 | $ | 31,108 | $ | 1,941 | $ | 684 | |||||||||||||||||||||||
2016 | $ | 14,813 | $ | 1,235 | $ | 750 | |||||||||||||||||||||||
2017 | $ | 14,341 | $ | — | $ | 813 | |||||||||||||||||||||||
2018 | $ | 13,622 | $ | — | $ | 916 | |||||||||||||||||||||||
2019 | $ | 13,408 | $ | 3,107 | $ | 963 | |||||||||||||||||||||||
2020-2024 | $ | 55,806 | $ | — | $ | 5,509 | |||||||||||||||||||||||
Weighted-average target, acceptable ranges, and actual asset allocations of the nonunion defined benefit pension plan | The weighted-average target, acceptable ranges, and actual asset allocations of the Company’s nonunion defined benefit pension plan at December 31 is summarized in the following table: | ||||||||||||||||||||||||||||
2014 | |||||||||||||||||||||||||||||
Target | Acceptable | Weighted-Average Allocation | |||||||||||||||||||||||||||
Allocation | Range | 2014 | 2013 | ||||||||||||||||||||||||||
Equity Securities | |||||||||||||||||||||||||||||
Large Cap U.S. Equity | 15.0 | % | 10.0 | % | – | 25.0% | 18.9 | % | 23.8 | % | |||||||||||||||||||
Mid Cap U.S. Equity | 10.0 | 8.0 | % | – | 12.0% | 12.1 | 10.7 | ||||||||||||||||||||||
Small Cap U.S. Equity | 10.0 | 8.0 | % | – | 12.0% | 11.3 | 10.5 | ||||||||||||||||||||||
International Equity | 15.0 | 11.0 | % | – | 19.0% | 15.0 | 12.5 | ||||||||||||||||||||||
Income Securities | |||||||||||||||||||||||||||||
Debt Instruments | 30.0 | 20.0 | % | – | 35.0% | 20.4 | 17.6 | ||||||||||||||||||||||
Floating Rate Loan Fund | 10.0 | 3.0 | % | – | 15.0% | 10.2 | 3.6 | ||||||||||||||||||||||
Cash Equivalents | |||||||||||||||||||||||||||||
Cash and Cash Equivalents | 10.0 | 0.0 | % | – | 15.0% | 12.1 | 21.3 | ||||||||||||||||||||||
100.0 | % | 100.0 | % | 100.0 | % | ||||||||||||||||||||||||
Fair value of the nonunion defined benefit pension plan assets, by major asset category and fair value hierarchy level | The fair value of the Company’s nonunion defined benefit pension plan assets at December 31, 2014, by major asset category and fair value hierarchy level (see Fair Value Measurements accounting policy in Note B), were as follows: | ||||||||||||||||||||||||||||
Fair Value Measurements Using | |||||||||||||||||||||||||||||
Quoted Prices | Significant | Significant | |||||||||||||||||||||||||||
In Active | Observable | Unobservable | |||||||||||||||||||||||||||
Markets | Inputs | Inputs | |||||||||||||||||||||||||||
Total | (Level 1) | (Level 2) | (Level 3) | ||||||||||||||||||||||||||
(in thousands) | |||||||||||||||||||||||||||||
Cash and Cash Equivalents(1) | $ | 19,085 | $ | 19,085 | $ | — | $ | — | |||||||||||||||||||||
Debt Instruments(2) | 32,361 | — | 32,361 | — | |||||||||||||||||||||||||
Floating Rate Loans(3) | 16,106 | 16,106 | — | — | |||||||||||||||||||||||||
Large Cap U.S. Equity | 29,964 | 29,964 | — | — | |||||||||||||||||||||||||
Mid Cap U.S. Equity | 19,180 | 19,180 | — | — | |||||||||||||||||||||||||
Small Cap U.S. Equity | 17,899 | 17,899 | — | — | |||||||||||||||||||||||||
International Equity | 23,670 | 23,670 | — | — | |||||||||||||||||||||||||
$ | 158,265 | $ | 125,904 | $ | 32,361 | $ | — | ||||||||||||||||||||||
-1 | Consists primarily of money market mutual funds. | ||||||||||||||||||||||||||||
-2 | Includes corporate debt instruments (66%), mortgage-backed instruments (24%), treasury instruments (5%), municipal debt instruments (4%), and agency debt instruments (1%) which are priced using daily bid prices. The fair value measurements are provided by a pricing service which uses the market approach with inputs derived from observable market data. | ||||||||||||||||||||||||||||
-3 | Consists of a floating rate loan mutual fund. | ||||||||||||||||||||||||||||
The fair value of the Company’s nonunion defined benefit pension plan assets at December 31, 2013, by major asset category and fair value hierarchy level (see Fair Value Measurements accounting policy in Note B), were as follows: | |||||||||||||||||||||||||||||
Fair Value Measurements Using | |||||||||||||||||||||||||||||
Quoted Prices | Significant | Significant | |||||||||||||||||||||||||||
In Active | Observable | Unobservable | |||||||||||||||||||||||||||
Markets | Inputs | Inputs | |||||||||||||||||||||||||||
Total | (Level 1) | (Level 2) | (Level 3) | ||||||||||||||||||||||||||
(in thousands) | |||||||||||||||||||||||||||||
Cash and Cash Equivalents(1) | $ | 44,166 | $ | 44,166 | $ | — | $ | — | |||||||||||||||||||||
Debt Instruments(2) | 36,517 | — | 36,517 | — | |||||||||||||||||||||||||
Floating Rate Loans(3) | 7,594 | 7,594 | — | — | |||||||||||||||||||||||||
Large Cap U.S. Equity | 49,281 | 49,281 | — | — | |||||||||||||||||||||||||
Mid Cap U.S. Equity | 22,181 | 22,181 | — | — | |||||||||||||||||||||||||
Small Cap U.S. Equity | 21,848 | 21,848 | — | — | |||||||||||||||||||||||||
International Equity | 26,026 | 26,026 | — | — | |||||||||||||||||||||||||
$ | 207,613 | $ | 171,096 | $ | 36,517 | $ | — | ||||||||||||||||||||||
-1 | Consists primarily of money market mutual funds. | ||||||||||||||||||||||||||||
-2 | Includes corporate debt instruments (37%), mortgage-backed instruments (27%), treasury instruments (24%), municipal debt instruments (5%), asset-backed instruments (4%), and agency debt instruments (3%) which are priced using daily bid prices. The fair value measurements are provided by a pricing service which uses the market approach with inputs derived from observable market data. | ||||||||||||||||||||||||||||
-3 | Consists of a floating rate loan mutual fund. | ||||||||||||||||||||||||||||
Schedule of multiemployer pension funds and key participation information | Significant multiemployer pension funds and key participation information were as follows: | ||||||||||||||||||||||||||||
Pension | FIP/RP | ||||||||||||||||||||||||||||
Protection Act | Status | Contributions (d) | Surcharge | ||||||||||||||||||||||||||
EIN/Pension | Zone Status (b) | Pending/ | (in thousands) | Imposed | |||||||||||||||||||||||||
Legal Name of Plan | Plan Number (a) | 2014 | 2013 | Implemented (c) | 2014 | 2013 | 2012 | (e) | |||||||||||||||||||||
Central States, Southeast and Southwest Areas Pension Plan(1)(2) | 36-6044243 | Red | Red | Implemented(3) | $ | 74,001 | $ | 70,020 | $ | 68,683 | No | ||||||||||||||||||
Western Conference of Teamsters Pension Plan(2) | 91-6145047 | Green | Green | No(4) | 23,030 | 20,601 | 20,774 | No | |||||||||||||||||||||
Central Pennsylvania Teamsters Defined Benefit Plan(1)(2) | 23-6262789 | Green | Green | No | 12,810 | 12,143 | 11,170 | No | |||||||||||||||||||||
I. B. of T. Union Local No. 710 Pension Fund(6)(7) | 36-2377656 | Green(5) | Green(5) | No | 9,186 | 10,001 | 9,567 | No | |||||||||||||||||||||
All other plans in the aggregate | 25,150 | 23,468 | 21,701 | ||||||||||||||||||||||||||
Total multiemployer pension contributions paid(8) | $ | 144,177 | $ | 136,233 | $ | 131,895 | |||||||||||||||||||||||
Table Heading Definitions | |||||||||||||||||||||||||||||
(a) | The “EIN/Pension Plan Number” column provides the Federal Employer Identification Number (EIN) and the three-digit plan number, if applicable. | ||||||||||||||||||||||||||||
(b) | Unless otherwise noted, the most recent PPA zone status available in 2014 and 2013 is for the plan’s year-end status at December 31, 2013 and 2012, respectively. The zone status is based on information ABF Freight received from the plan and was certified by the plan’s actuary. Green zone funds are those that are in neither endangered or critical status and generally have a funded percentage of at least 80%. | ||||||||||||||||||||||||||||
(c) | The “FIP/RP Status Pending/Implemented” column indicates if a funding improvement plan (FIP) or a rehabilitation plan (RP), if applicable, is pending or has been implemented. | ||||||||||||||||||||||||||||
(d) | Amounts reflect contributions made by ABF Freight in the respective year and differ from amounts expensed during the year. | ||||||||||||||||||||||||||||
(e) | The surcharge column indicates if a surcharge was paid by the employer to the plan. | ||||||||||||||||||||||||||||
-1 | ABF Freight was listed by the plan as providing more than 5% of the total contributions to the plan for the plan years ended December 31, 2013 and 2012. | ||||||||||||||||||||||||||||
-2 | Information for this fund was obtained from the annual funding notice, other notices received from the plan, and the Form 5500 filed for the plan years ended December 31, 2013 and 2012. | ||||||||||||||||||||||||||||
-3 | Adopted a rehabilitation plan effective March 25, 2008 as updated. Utilized amortization extension effective December 31, 2003. | ||||||||||||||||||||||||||||
-4 | Utilized funding relief elections under the Pension Relief Act to determine the zone status beginning with the January 1, 2011 actuarial valuation. | ||||||||||||||||||||||||||||
-5 | PPA zone status relates to plan years February 1, 2013 — January 31, 2014 and February 1, 2012 — January 31, 2013. | ||||||||||||||||||||||||||||
-6 | ABF Freight was listed by the plan as providing more than 5% of the total contributions to the plan for the plan years ended January 31, 2014 and 2013. | ||||||||||||||||||||||||||||
-7 | Information for this fund was obtained from the annual funding notice, other notices received from the plan, and the Form 5500 filed for the plan years ended January 31, 2014 and January 31, 2013. | ||||||||||||||||||||||||||||
-8 | Contribution levels can be impacted by several factors such as changes in business levels and the related time worked by contractual employees, contractual rate increases for pension benefits, and the specific funding structure, which differs among funds. The pension contribution rate for contractual employees increased an average of 2.0%, 2.0%, and 2.3% effective primarily on August 1, 2014, 2013, and 2012, respectively. The Supplemental Negotiating Committee for the Central States Pension Plan approved no pension contribution increase effective August 1, 2014, 2013, and 2012. The Supplemental Negotiating Committee for the Western Conference of Teamsters Pension Plan approved no pension increase effective August 1, 2014, 2013, and 2012. The year-over-year changes in multiemployer pension plan contributions presented above were also influenced by changes in ABF Freight’s business levels. | ||||||||||||||||||||||||||||
STOCKHOLDERS_EQUITY_Tables
STOCKHOLDERS' EQUITY (Tables) | 12 Months Ended | |||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||
STOCKHOLDERS' EQUITY | ||||||||||||||||||||
Components of accumulated other comprehensive loss | ||||||||||||||||||||
Components of accumulated other comprehensive loss were as follows at December 31: | ||||||||||||||||||||
2014 | 2013 | 2012 | ||||||||||||||||||
(in thousands) | ||||||||||||||||||||
Pre-tax amounts: | ||||||||||||||||||||
Unrecognized net periodic benefit costs(1) | $ | (30,140 | ) | $ | (17,044 | ) | $ | (86,737 | ) | |||||||||||
Interest rate swap | (576 | ) | — | — | ||||||||||||||||
Foreign currency translation | (1,216 | ) | (863 | ) | (662 | ) | ||||||||||||||
Total | $ | (31,932 | ) | $ | (17,907 | ) | $ | (87,399 | ) | |||||||||||
After-tax amounts: | ||||||||||||||||||||
Unrecognized net periodic benefit costs(1) | $ | (22,387 | ) | $ | (14,386 | ) | $ | (56,968 | ) | |||||||||||
Interest rate swap | (350 | ) | — | — | ||||||||||||||||
Foreign currency translation | (742 | ) | (526 | ) | (404 | ) | ||||||||||||||
Total | $ | (23,479 | ) | $ | (14,912 | ) | $ | (57,372 | ) | |||||||||||
-1 | The increase in unrecognized net periodic benefit costs for the year ended December 31, 2014 reflected the impact of increases in the unrecognized net actuarial loss $8.3 million ($5.1 million after-tax) related to the nonunion defined benefit pension plan and $5.2 million ($3.2 million after-tax) related to the postretirement health benefit plan, primarily due to decreases in the discount rates used to remeasure the plan obligations. The decrease in unrecognized net periodic benefit costs for the year ended December 31, 2013 reflected the impact of a $66.3 million ($40.5 million after-tax) decrease in the unrecognized net actuarial loss related to the nonunion defined benefit pension plan in 2013, primarily due to a $29.3 million ($17.9 million after-tax) curtailment gain and a $27.8 million ($17.0 million after-tax) net actuarial gain related to the increase in the discount rate used to remeasure the plan obligation upon curtailment and the amount required to adjust the assumed return on plan assets to the actual return experienced in 2013. The nonunion defined benefit pension plan is discussed further in Note J. | |||||||||||||||||||
Summary of changes in accumulated other comprehensive loss, net of tax, by component | The following is a summary of the changes in accumulated other comprehensive loss, net of tax, by component: | |||||||||||||||||||
Unrecognized | Interest | Foreign | ||||||||||||||||||
Net Periodic | Rate | Currency | ||||||||||||||||||
Total | Benefit Costs | Swap | Translation | |||||||||||||||||
(in thousands) | ||||||||||||||||||||
Balances at December 31, 2012 | $ | (57,372 | ) | $ | (56,968 | ) | $ | — | $ | (404 | ) | |||||||||
Other comprehensive income (loss) before reclassifications | 36,439 | 36,561 | — | (122 | ) | |||||||||||||||
Amounts reclassified from accumulated other comprehensive loss | 6,021 | 6,021 | — | — | ||||||||||||||||
Net current-period other comprehensive income (loss) | 42,460 | 42,582 | — | (122 | ) | |||||||||||||||
Balances at December 31, 2013 | (14,912 | ) | (14,386 | ) | — | (526 | ) | |||||||||||||
Other comprehensive loss before reclassifications | (14,133 | ) | (13,567 | ) | (350 | ) | (216 | ) | ||||||||||||
Amounts reclassified from accumulated other comprehensive loss | 5,566 | 5,566 | — | — | ||||||||||||||||
Net current-period other comprehensive loss | (8,567 | ) | (8,001 | ) | (350 | ) | (216 | ) | ||||||||||||
Balances at December 31, 2014 | $ | (23,479 | ) | $ | (22,387 | ) | $ | (350 | ) | $ | (742 | ) | ||||||||
Summary of the significant reclassifications out of accumulated other comprehensive loss by component | The following is a summary of the significant reclassifications out of accumulated other comprehensive loss by component for the years ended December 31, 2014 and 2013: | |||||||||||||||||||
Unrecognized Net Periodic | ||||||||||||||||||||
Benefit Costs(1)(2) | ||||||||||||||||||||
2014 | 2013 | |||||||||||||||||||
(in thousands) | ||||||||||||||||||||
Amortization of net actuarial loss | $ | (2,705 | ) | $ | (7,935 | ) | ||||||||||||||
Amortization of prior service credit | 190 | 190 | ||||||||||||||||||
Pension settlement expense | (6,595 | ) | (2,111 | ) | ||||||||||||||||
Total, pre-tax | (9,110 | ) | (9,856 | ) | ||||||||||||||||
Tax benefit | 3,544 | 3,835 | ||||||||||||||||||
Total, net of tax | $ | (5,566 | ) | $ | (6,021 | ) | ||||||||||||||
-1 | Amounts in parentheses indicate increases in expense or loss. | |||||||||||||||||||
-2 | These components of accumulated other comprehensive loss are included in the computation of net periodic benefit cost (see Note J). | |||||||||||||||||||
Summary of dividends declared | The following table is a summary of dividends declared during the applicable quarter: | |||||||||||||||||||
2014 | 2013 | 2012 | ||||||||||||||||||
Per Share | Amount | Per Share | Amount | Per Share | Amount | |||||||||||||||
(in thousands, except per share data) | ||||||||||||||||||||
First quarter | $ | 0.03 | $ | 819 | $ | 0.03 | $ | 807 | $ | 0.03 | $ | 797 | ||||||||
Second quarter | $ | 0.03 | $ | 816 | $ | 0.03 | $ | 806 | $ | 0.03 | $ | 808 | ||||||||
Third quarter | $ | 0.03 | $ | 823 | $ | 0.03 | $ | 805 | $ | 0.03 | $ | 807 | ||||||||
Fourth quarter | $ | 0.06 | $ | 1,644 | $ | 0.03 | $ | 815 | $ | 0.03 | $ | 807 | ||||||||
SHAREBASED_COMPENSATION_Tables
SHARE-BASED COMPENSATION (Tables) | 12 Months Ended | ||||||||||
Dec. 31, 2014 | |||||||||||
SHARE-BASED COMPENSATION. | |||||||||||
Summary of the Company's restricted stock unit award program | A summary of the Company’s restricted stock unit award program is presented below: | ||||||||||
Units | |||||||||||
Outstanding — January 1, 2014 | 1,443,460 | ||||||||||
Granted | 232,450 | ||||||||||
Vested | (249,083 | ) | |||||||||
Forfeited | (57,947 | ) | |||||||||
Outstanding — December 31, 2014 | 1,368,880 | ||||||||||
Schedule of restricted stock units granted during the year | The Compensation Committee of the Company’s Board of Directors granted restricted stock units under the 2005 Plan during the years ended December 31, 2014, 2013, and 2012 as follows: | ||||||||||
Weighted-Average | |||||||||||
Grant Date | |||||||||||
Units | Fair Value | ||||||||||
2014 | 232,450 | $ | 40.19 | ||||||||
2013 | 313,550 | $ | 27.71 | ||||||||
2012 | 394,900 | $ | 14.55 | ||||||||
Summary of additional activity related to the Company's stock option program | The following table summarizes additional activity related to the Company’s stock option program for the years ended December 31: | ||||||||||
2014 | 2013 | 2012 | |||||||||
(in thousands) | |||||||||||
Intrinsic value of options exercised | $ | 169 | $ | 330 | $ | — | |||||
Cash proceeds of options exercised | $ | 1,136 | $ | 2,785 | $ | — | |||||
Tax benefit of options exercised | $ | 22 | $ | 109 | $ | — | |||||
EARNINGS_PER_SHARE_Tables
EARNINGS PER SHARE (Tables) | 12 Months Ended | ||||||||||
Dec. 31, 2014 | |||||||||||
EARNINGS PER SHARE | |||||||||||
Schedule of computation of basic and diluted earnings (loss) per share | The following table sets forth the computation of basic and diluted earnings (loss) per share for the years ended December 31: | ||||||||||
2014 | 2013 | 2012 | |||||||||
(in thousands, except share and per share data) | |||||||||||
Basic earnings (loss) per share | |||||||||||
Numerator: | |||||||||||
Net income (loss) | $ | 46,177 | $ | 15,811 | $ | (7,732 | ) | ||||
Effect of unvested restricted stock awards | (2,300 | ) | (720 | ) | (149 | ) | |||||
Adjusted net income (loss) | $ | 43,877 | $ | 15,091 | $ | (7,881 | ) | ||||
Denominator: | |||||||||||
Weighted-average shares | 25,993,255 | 25,714,205 | 25,564,752 | ||||||||
Earnings (loss) per common share | $ | 1.69 | $ | 0.59 | $ | (0.31 | ) | ||||
Diluted earnings (loss) per share | |||||||||||
Numerator: | |||||||||||
Net income (loss) | $ | 46,177 | $ | 15,811 | $ | (7,732 | ) | ||||
Effect of unvested restricted stock awards | (2,300 | ) | (720 | ) | (149 | ) | |||||
Adjusted net income (loss) | $ | 43,877 | $ | 15,091 | $ | (7,881 | ) | ||||
Denominator: | |||||||||||
Weighted-average shares | 25,993,255 | 25,714,205 | 25,564,752 | ||||||||
Effect of dilutive securities | 357 | — | — | ||||||||
Adjusted weighted-average shares and assumed conversions | 25,993,612 | 25,714,205 | 25,564,752 | ||||||||
Earnings (loss) per common share | $ | 1.69 | $ | 0.59 | $ | (0.31 | ) | ||||
OPERATING_SEGMENT_DATA_Tables
OPERATING SEGMENT DATA (Tables) | 12 Months Ended | ||||||||||
Dec. 31, 2014 | |||||||||||
OPERATING SEGMENT DATA | |||||||||||
Schedule of reportable operating segment information | The following table reflects reportable operating segment information for the years ended December 31: | ||||||||||
2014 | 2013 | 2012 | |||||||||
(in thousands) | |||||||||||
REVENUES | |||||||||||
Freight Transportation (ABF Freight) | $ | 1,930,990 | $ | 1,761,716 | $ | 1,701,495 | |||||
Premium Logistics (Panther)(1) | 316,668 | 246,849 | 132,326 | ||||||||
Emergency & Preventative Maintenance (FleetNet) | 158,581 | 137,546 | 115,968 | ||||||||
Transportation Management (ABF Logistics) | 152,632 | 105,223 | 66,431 | ||||||||
Household Goods Moving Services (ABF Moving) | 94,628 | 82,169 | 77,619 | ||||||||
Other and eliminations | (40,806 | ) | (33,954 | ) | (27,840 | ) | |||||
Total consolidated revenues | $ | 2,612,693 | $ | 2,299,549 | $ | 2,065,999 | |||||
OPERATING EXPENSES | |||||||||||
Freight Transportation (ABF Freight) | |||||||||||
Salaries, wages, and benefits | $ | 1,121,177 | $ | 1,075,259 | $ | 1,071,084 | |||||
Fuel, supplies, and expenses | 360,850 | 332,433 | 329,284 | ||||||||
Operating taxes and licenses | 46,955 | 43,865 | 43,336 | ||||||||
Insurance | 24,960 | 21,823 | 20,742 | ||||||||
Communications and utilities | 15,398 | 15,027 | 14,713 | ||||||||
Depreciation and amortization | 68,752 | 72,971 | 78,672 | ||||||||
Rents and purchased transportation | 229,443 | 180,689 | 156,810 | ||||||||
Gain on sale of property and equipment | (1,471 | ) | (576 | ) | (711 | ) | |||||
Pension settlement expense(3) | 5,309 | 1,831 | — | ||||||||
Other | 9,524 | 8,361 | 7,365 | ||||||||
Total Freight Transportation (ABF Freight) | 1,880,897 | 1,751,683 | 1,721,295 | ||||||||
Premium Logistics (Panther)(1) | |||||||||||
Purchased transportation | 235,006 | 188,561 | 101,559 | ||||||||
Depreciation and amortization | 11,362 | 10,516 | 5,438 | ||||||||
Salaries, benefits, insurance, and other | 54,660 | 40,816 | 22,927 | ||||||||
Total Premium Logistics (Panther) | 301,028 | 239,893 | 129,924 | ||||||||
Emergency & Preventative Maintenance (FleetNet) | 155,459 | 134,272 | 114,033 | ||||||||
Transportation Management (ABF Logistics) | 148,797 | 102,250 | 63,418 | ||||||||
Household Goods Moving Services (ABF Moving) | 91,449 | 80,319 | 76,927 | ||||||||
Other and eliminations(3) | (34,176 | ) | (27,938 | ) | (25,030 | ) | |||||
Total consolidated operating expenses(3) | $ | 2,543,454 | $ | 2,280,479 | $ | 2,080,567 | |||||
OPERATING INCOME (LOSS) | |||||||||||
Freight Transportation (ABF Freight) | $ | 50,093 | $ | 10,033 | $ | (19,800 | ) | ||||
Premium Logistics (Panther)(1) | 15,640 | 6,956 | 2,402 | ||||||||
Emergency & Preventative Maintenance (FleetNet) | 3,122 | 3,274 | 1,935 | ||||||||
Transportation Management (ABF Logistics) | 3,835 | 2,973 | 3,013 | ||||||||
Household Goods Moving Services (ABF Moving) | 3,179 | 1,850 | 692 | ||||||||
Other and eliminations | (6,630 | ) | (6,016 | ) | (2,810 | ) | |||||
Total consolidated operating income (loss) | $ | 69,239 | $ | 19,070 | $ | (14,568 | ) | ||||
OTHER INCOME (COSTS) | |||||||||||
Interest and dividend income(1) | $ | 851 | $ | 681 | $ | 808 | |||||
Interest and other related financing costs(1) | (3,190 | ) | (4,183 | ) | (5,273 | ) | |||||
Other, net(2) | 3,712 | 3,893 | 2,041 | ||||||||
Total other income (costs) | 1,373 | 391 | (2,424 | ) | |||||||
INCOME (LOSS) BEFORE INCOME TAXES | $ | 70,612 | $ | 19,461 | $ | (16,992 | ) | ||||
-1 | Includes the operations of Panther since the June 15, 2012 acquisition date (see Note D). | ||||||||||
-2 | Includes changes in cash surrender value and proceeds of life insurance policies. | ||||||||||
-3 | Pension settlement expense totaled $6.6 million (pre-tax) on a consolidated basis for the year ended December 31, 2014, of which $5.3 million was reported by ABF Freight, $1.1 million was reported in other and eliminations, and $0.2 million was reported by non-asset-based segments. Pension settlement expense totaled $2.1 million (pre-tax) for the year ended December 31, 2013, of which $1.8 million was reported by ABF Freight and $0.3 million was reported in other and eliminations. | ||||||||||
The following table presents operating expenses by category on a consolidated basis: | |||||||||||
For the year ended December 31 | |||||||||||
2014 | 2013 | 2012 | |||||||||
(in thousands) | |||||||||||
OPERATING EXPENSES | |||||||||||
Salaries, wages, and benefits | $ | 1,231,783 | $ | 1,166,185 | $ | 1,141,064 | |||||
Rents, purchased transportation, and other costs of services | 759,252 | 598,604 | 437,604 | ||||||||
Fuel, supplies, and expenses | 353,385 | 321,887 | 315,182 | ||||||||
Depreciation and amortization | 86,222 | 88,389 | 87,754 | ||||||||
Other | 112,812 | 105,414 | 98,963 | ||||||||
$ | 2,543,454 | $ | 2,280,479 | $ | 2,080,567 | ||||||
The following table provides asset, capital expenditure, and depreciation and amortization information by reportable operating segment: | |||||||||||
December 31 | |||||||||||
2014 | 2013 | 2012 | |||||||||
(in thousands) | |||||||||||
ASSETS | |||||||||||
Freight Transportation (ABF Freight) | $ | 621,734 | $ | 530,678 | $ | 550,676 | |||||
Premium Logistics (Panther) | 218,135 | 216,747 | 222,280 | ||||||||
Emergency & Preventative Maintenance (FleetNet) | 23,532 | 21,517 | 18,413 | ||||||||
Transportation Management (ABF Logistics) | 37,571 | 27,836 | 15,437 | ||||||||
Household Goods Moving Services (ABF Moving) | 22,276 | 20,941 | 21,754 | ||||||||
Other and eliminations(1) | 204,374 | 199,607 | 205,902 | ||||||||
$ | 1,127,622 | $ | 1,017,326 | $ | 1,034,462 | ||||||
For the year ended December 31 | |||||||||||
2014 | 2013 | 2012 | |||||||||
(in thousands) | |||||||||||
CAPITAL EXPENDITURES, GROSS | |||||||||||
Freight Transportation (ABF Freight)(2) | $ | 78,766 | $ | 11,091 | $ | 68,235 | |||||
Premium Logistics (Panther)(3) | 6,414 | 3,854 | 1,579 | ||||||||
Emergency & Preventative Maintenance (FleetNet) | 550 | 1,314 | 685 | ||||||||
Transportation Management (ABF Logistics) | 158 | 286 | 45 | ||||||||
Household Goods Moving Services (ABF Moving) | 424 | 493 | 416 | ||||||||
Other and eliminations | 4,496 | 9,367 | 4,291 | ||||||||
$ | 90,808 | $ | 26,405 | $ | 75,251 | ||||||
For the year ended December 31 | |||||||||||
2014 | 2013 | 2012 | |||||||||
(in thousands) | |||||||||||
DEPRECIATION AND AMORTIZATION EXPENSE(1) | |||||||||||
Freight Transportation (ABF Freight) | $ | 68,752 | $ | 72,971 | $ | 78,672 | |||||
Premium Logistics (Panther)(3)(4) | 11,362 | 10,516 | 5,438 | ||||||||
Emergency & Preventative Maintenance (FleetNet)(5) | 961 | 540 | 497 | ||||||||
Transportation Management (ABF Logistics) | 1,006 | 640 | 364 | ||||||||
Household Goods Moving Services (ABF Moving) | 1,384 | 1,247 | 769 | ||||||||
Other and eliminations | 2,757 | 2,475 | 2,014 | ||||||||
$ | 86,222 | $ | 88,389 | $ | 87,754 | ||||||
-1 | Other and eliminations includes certain assets held by the parent holding company for strategic reasons, including unrestricted and restricted cash, cash equivalents, and short-term investments, as well as certain assets held for the benefit of multiple segments, including land and structures of the Company’s corporate headquarters and information systems equipment. Depreciation and amortization associated with these assets is allocated to the reporting segments. Depreciation and amortization expense includes amortization of internally developed capitalized software which has not been included in gross capital expenditures presented in the table. | ||||||||||
-2 | Includes assets acquired through notes payable and capital leases of $55.3 million in 2014, less than $0.1 million in 2013, and $38.0 million in 2012. | ||||||||||
-3 | Includes operations of the Premium Logistics segment since the June 15, 2012 acquisition of Panther. | ||||||||||
-4 | Includes amortization of intangibles of $4.2 million in 2014 (see Note E). Amortization of intangibles which totaled $4.2 million and $2.3 million has been included for 2013 and 2012, respectively, to conform to the current year presentation. Amortization of intangibles was previously reported in the footnote to the depreciation and amortization expense by operating segment table in Note N to the consolidated financial statements in Part II, Item 8 of the Company’s 2013 Annual Report on Form 10-K. | ||||||||||
-5 | Includes amortization of intangibles which totaled $0.2 million in 2014 (see Note E) | ||||||||||
QUARTERLY_RESULTS_OF_OPERATION1
QUARTERLY RESULTS OF OPERATIONS (UNAUDITED) (Tables) | 12 Months Ended | |||||||||||||
Dec. 31, 2014 | ||||||||||||||
QUARTERLY RESULTS OF OPERATIONS (UNAUDITED) | ||||||||||||||
Schedule of unaudited quarterly financial information | The tables below present unaudited quarterly financial information for 2014 and 2013: | |||||||||||||
2014 | ||||||||||||||
First | Second | Third | Fourth | |||||||||||
Quarter | Quarter | Quarter | Quarter | |||||||||||
(in thousands, except share and per share data) | ||||||||||||||
Revenues | $ | 577,904 | $ | 658,646 | $ | 711,295 | $ | 664,848 | ||||||
Operating expenses | 586,606 | 631,694 | 678,354 | 646,799 | ||||||||||
Operating income (loss) | (8,702 | ) | 26,952 | 32,941 | 18,049 | |||||||||
Other income (costs), net | (253 | ) | 419 | (385 | ) | 1,591 | ||||||||
Income tax provision (benefit) | (3,762 | ) | 10,163 | 12,938 | 5,097 | |||||||||
Net income (loss) | $ | (5,193 | ) | $ | 17,208 | $ | 19,618 | $ | 14,543 | |||||
Earnings (loss) per common share(1) | ||||||||||||||
Basic | $ | (0.20 | ) | $ | 0.63 | $ | 0.72 | $ | 0.53 | |||||
Diluted | $ | (0.20 | ) | $ | 0.63 | $ | 0.72 | $ | 0.53 | |||||
Average common shares outstanding | ||||||||||||||
Basic | 25,876,928 | 26,005,105 | 26,054,678 | 26,073,256 | ||||||||||
Diluted | 25,876,928 | 26,005,105 | 26,054,678 | 26,073,256 | ||||||||||
2013 | ||||||||||||||
First | Second | Third | Fourth | |||||||||||
Quarter | Quarter | Quarter | Quarter | |||||||||||
(in thousands, except share and per share data) | ||||||||||||||
Revenues | $ | 520,687 | $ | 576,899 | $ | 623,414 | $ | 578,549 | ||||||
Operating expenses | 544,037 | 568,482 | 602,912 | 565,047 | ||||||||||
Operating income (loss) | (23,350 | ) | 8,417 | 20,502 | 13,502 | |||||||||
Other income (costs), net | 47 | (552 | ) | 502 | 393 | |||||||||
Income tax provision (benefit) | (9,908 | ) | 2,987 | 7,022 | 3,549 | |||||||||
Net income (loss) | $ | (13,395 | ) | $ | 4,878 | $ | 13,982 | $ | 10,346 | |||||
Earnings (loss) per common share(1) | ||||||||||||||
Basic | $ | (0.52 | ) | $ | 0.18 | $ | 0.52 | $ | 0.38 | |||||
Diluted | $ | (0.52 | ) | $ | 0.18 | $ | 0.52 | $ | 0.38 | |||||
Average common shares outstanding | ||||||||||||||
Basic | 25,638,333 | 25,694,327 | 25,736,810 | 25,785,485 | ||||||||||
Diluted | 25,638,333 | 25,694,327 | 25,736,810 | 25,793,366 | ||||||||||
-1 | The Company uses the two-class method for calculating earnings per share. See Note M. | |||||||||||||
ORGANIZATION_AND_DESCRIPTION_O1
ORGANIZATION AND DESCRIPTION OF THE BUSINESS AND FINANCIAL STATEMENT PRESENTATION (Details) (Freight Transportation (ABF Freight)) | 0 Months Ended | 12 Months Ended |
Nov. 03, 2013 | Dec. 31, 2014 | |
Organization and description of business | ||
Percentage of the Company's revenues, before other revenues and intercompany eliminations, represented by ABF Freight | 73.00% | |
Wage rate reduction under collective bargaining agreement upon implementation date (as a percent) | 7.00% | |
Wage rate increase for next three years of collective bargaining agreement (as a percent) | 2.00% | |
Wage rate increase in fifth year of collective bargaining agreement (as a percent) | 2.50% | |
Reduction in compensated vacation under collective bargaining agreement | 5 days | |
Approximate initial reduction in combined total contractual wage and benefit rate under collective bargaining agreement (as a percent) | 4.00% | |
Minimum | ||
Organization and description of business | ||
Estimated increase in compounded annual contractual wage and benefit contribution rates in second through fifth years (as a percent) | 2.50% | |
Maximum | ||
Organization and description of business | ||
Estimated increase in compounded annual contractual wage and benefit contribution rates in second through fifth years (as a percent) | 3.00% | |
Unionized employees concentration risk | Number of employees | ||
Organization and description of business | ||
Percentage of ABF Freight's employees covered under collective bargaining agreement with the IBT | 79.00% |
ORGANIZATION_AND_DESCRIPTION_O2
ORGANIZATION AND DESCRIPTION OF THE BUSINESS AND FINANCIAL STATEMENT PRESENTATION (Details 2) (USD $) | 12 Months Ended | 0 Months Ended | ||||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Apr. 30, 2014 | 31-May-13 | Jun. 15, 2012 |
Acquisitions | ||||||
Net cash consideration | $2,647 | $4,146 | $180,039 | |||
Acquired privately-owned businesses | Emergency & Preventative Maintenance (FleetNet) | ||||||
Acquisitions | ||||||
Net cash consideration | 2,600 | |||||
Acquired privately-owned businesses | Household Goods Moving Services (ABF Moving) | ||||||
Acquisitions | ||||||
Net cash consideration | 4,100 | |||||
Panther | ||||||
Acquisitions | ||||||
Net cash consideration | $180,000 | |||||
Percentage of common stock acquired | 100.00% |
ACCOUNTING_POLICIES_Details
ACCOUNTING POLICIES (Details) (Minimum) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Revenues | Customer concentration risk | |||
Concentration of Credit Risk | |||
Percentage for concentration of credit risk disclosure | 5.00% | 5.00% | 5.00% |
Accounts receivable | Credit concentration risk | |||
Concentration of Credit Risk | |||
Percentage for concentration of credit risk disclosure | 5.00% | 5.00% |
ACCOUNTING_POLICIES_Details_2
ACCOUNTING POLICIES (Details 2) (USD $) | 12 Months Ended | |
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Impairment Assessment of Long-Lived Assets | ||
Assets held for sale which are reported within other noncurrent assets | 0.3 | $0.40 |
Structures | Minimum | ||
Property, Plant and Equipment | ||
Depreciation/amortization period | 15 years | |
Structures | Maximum | ||
Property, Plant and Equipment | ||
Depreciation/amortization period | 40 years | |
Revenue equipment | Minimum | ||
Property, Plant and Equipment | ||
Depreciation/amortization period | 3 years | |
Revenue equipment | Maximum | ||
Property, Plant and Equipment | ||
Depreciation/amortization period | 12 years | |
Service, office, and other equipment | Minimum | ||
Property, Plant and Equipment | ||
Depreciation/amortization period | 2 years | |
Service, office, and other equipment | Maximum | ||
Property, Plant and Equipment | ||
Depreciation/amortization period | 20 years | |
Capitalized software costs | Minimum | ||
Property, Plant and Equipment | ||
Depreciation/amortization period | 2 years | |
Capitalized software costs | Maximum | ||
Property, Plant and Equipment | ||
Depreciation/amortization period | 3 years | |
Software | ||
Property, Plant and Equipment | ||
Depreciation/amortization period | 7 years | |
Software | Maximum | ||
Property, Plant and Equipment | ||
Depreciation/amortization period | 7 years |
ACCOUNTING_POLICIES_Details_3
ACCOUNTING POLICIES (Details 3) (USD $) | 12 Months Ended | |
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Insurance-Related Assessments | ||
Liabilities for state guaranty fund assessments and other insurance-related assessments | $1.20 | $1 |
Maximum expected period for payment of state guaranty fund assessments and other insurance-related assessments | 1 year |
ACCOUNTING_POLICIES_Details_4
ACCOUNTING POLICIES (Details 4) (Nonunion Defined Benefit Pension Plan) | 0 Months Ended |
Jun. 30, 2013 | |
Nonunion Defined Benefit Pension Plan | |
Nonunion Defined Benefit Pension, Supplemental Benefit, and Postretirement Health Plans | |
Period of estimate of future compensation rates used to establish the assumed rate of compensation increase | 2 years |
ACCOUNTING_POLICIES_Details_5
ACCOUNTING POLICIES (Details 5) (Restricted Stock Units) | 12 Months Ended |
Dec. 31, 2014 | |
Share-Based Compensation | |
Vesting period | 5 years |
Nonemployee director | |
Share-Based Compensation | |
Vesting period | 3 years |
FINANCIAL_INSTRUMENTS_AND_FAIR2
FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
Fair value disclosure | ||||
Cash and cash equivalents | $157,042,000 | $105,354,000 | $90,702,000 | $141,295,000 |
Short-term investments | 45,909,000 | 35,906,000 | ||
Restricted cash, cash equivalents, and short-term investments | 1,386,000 | 1,902,000 | ||
Concentrations of Credit Risk of Financial Instruments | ||||
Cash, cash equivalents, and certificates of deposit which are not FDIC-insured | 77,300,000 | 49,400,000 | ||
Fair value disclosure | ||||
Fair value disclosure | ||||
Cash and cash equivalents | 157,042,000 | 105,354,000 | ||
Fair value disclosure | Cash deposits | ||||
Fair value disclosure | ||||
Cash and cash equivalents | 99,615,000 | 63,547,000 | ||
Restricted cash, cash equivalents, and short-term investments | 1,386,000 | 1,902,000 | ||
Fair value disclosure | Variable rate demand notes | ||||
Fair value disclosure | ||||
Cash and cash equivalents | 16,326,000 | 29,706,000 | ||
Fair value disclosure | Money market funds | ||||
Fair value disclosure | ||||
Cash and cash equivalents | 41,101,000 | 12,101,000 | ||
Fair value disclosure | Certificates of deposit | ||||
Fair value disclosure | ||||
Short-term investments | $45,909,000 | $35,906,000 |
FINANCIAL_INSTRUMENTS_AND_FAIR3
FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS (Details 2) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Fair value disclosure | ||
Debt obligations | $127,730 | $112,845 |
Carrying value | ||
Fair value disclosure | ||
Debt obligations | 126,759 | 105,832 |
Fair value disclosure | ||
Fair value disclosure | ||
Debt obligations | 126,743 | 105,842 |
Term Loan | ||
Fair value disclosure | ||
Debt obligations | 70,000 | 83,750 |
Term Loan | Carrying value | ||
Fair value disclosure | ||
Debt obligations | 70,000 | 83,750 |
Term Loan | Fair value disclosure | ||
Fair value disclosure | ||
Debt obligations | 70,000 | 83,750 |
Notes payable | ||
Fair value disclosure | ||
Debt obligations | 56,759 | 22,082 |
Notes payable | Carrying value | ||
Fair value disclosure | ||
Debt obligations | 56,759 | 22,082 |
Notes payable | Fair value disclosure | ||
Fair value disclosure | ||
Debt obligations | $56,743 | $22,092 |
FINANCIAL_INSTRUMENTS_AND_FAIR4
FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS (Details 3) (Recurring basis, USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Level 1 | ||
Assets and liabilities measured at fair value on a recurring basis | ||
Assets | $44,069 | $15,164 |
Level 1 | Money market funds | ||
Assets and liabilities measured at fair value on a recurring basis | ||
Assets | 41,101 | 12,101 |
Level 1 | Voluntary Savings Plan - mutual funds held in trust | ||
Assets and liabilities measured at fair value on a recurring basis | ||
Assets | 2,968 | 3,063 |
Level 2 | Interest rate swap agreement | ||
Assets and liabilities measured at fair value on a recurring basis | ||
Liabilities | $576 |
ACQUISITIONS_Details
ACQUISITIONS (Details) (USD $) | 12 Months Ended | 0 Months Ended | 3 Months Ended | 6 Months Ended | 0 Months Ended | ||||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Jun. 15, 2012 | Jun. 30, 2013 | Dec. 31, 2012 | Apr. 30, 2014 | 31-May-13 | Jan. 02, 2015 | |
ACQUISITION | |||||||||
Business acquisitions, net of cash acquired | $2,647,000 | $4,146,000 | $180,039,000 | ||||||
Fair value of acquired assets and liabilities | |||||||||
Goodwill | 77,078,000 | 76,448,000 | 73,189,000 | 73,189,000 | |||||
Emergency & Preventative Maintenance (FleetNet) | |||||||||
Fair value of acquired assets and liabilities | |||||||||
Goodwill | 630,000 | ||||||||
Household Goods Moving Services (ABF Moving) | |||||||||
Fair value of acquired assets and liabilities | |||||||||
Goodwill | 5,352,000 | 5,352,000 | 3,660,000 | 3,660,000 | |||||
Software | |||||||||
Fair value of acquired assets and liabilities | |||||||||
Amortization period | 7 years | ||||||||
Term Loan | |||||||||
ACQUISITION | |||||||||
Debt incurred for funding the acquisition | 100,000,000 | ||||||||
Panther | |||||||||
ACQUISITION | |||||||||
Business acquisition, acquired percentage | 100.00% | ||||||||
Business acquisitions, net of cash acquired | 180,000,000 | ||||||||
Fair value of acquired assets and liabilities | |||||||||
Accounts receivable | 31,824,000 | ||||||||
Prepaid expenses | 5,205,000 | ||||||||
Deferred income taxes | 2,085,000 | ||||||||
Property and equipment (excluding acquired software) | 5,678,000 | ||||||||
Software | 31,600,000 | ||||||||
Intangible assets | 79,000,000 | ||||||||
Other assets | 3,866,000 | ||||||||
Total identifiable assets acquired | 159,258,000 | ||||||||
Accounts payable | 13,344,000 | ||||||||
Accrued expenses and other current liabilities | 7,436,000 | ||||||||
Other liabilities | 228,000 | ||||||||
Deferred income taxes | 29,307,000 | ||||||||
Total liabilities | 50,315,000 | ||||||||
Net identifiable assets acquired | 108,943,000 | ||||||||
Goodwill | 71,096,000 | ||||||||
Cash paid, net of cash acquired | 180,039,000 | ||||||||
Accounts receivable, fair value | 31,800,000 | ||||||||
Accounts receivable, gross contractual amount | 32,300,000 | ||||||||
Accounts receivable, estimated uncollectible | 500,000 | ||||||||
Revenue included in consolidated results of operations since the date of acquisition | 132,300,000 | ||||||||
Operating income included in consolidated results of operations since the date of acquisition | 2,400,000 | ||||||||
Acquisition related costs | 2,100,000 | ||||||||
Pro forma consolidated statement of operations | |||||||||
Revenues | 2,171,075,000 | ||||||||
Loss before income taxes | -13,730,000 | ||||||||
Net loss | -9,180,000 | ||||||||
Diluted loss per share (in dollars per share) | ($0.36) | ||||||||
Reversal of deferred tax valuation allowances excluded from pro forma information | 3,300,000 | ||||||||
Reversal of deferred tax valuation allowances excluded from pro forma information (in dollars per share) | $0.13 | ||||||||
Panther | Software | |||||||||
Fair value of acquired assets and liabilities | |||||||||
Amortization period | 7 years | ||||||||
Acquired privately-owned businesses | Emergency & Preventative Maintenance (FleetNet) | |||||||||
ACQUISITION | |||||||||
Business acquisitions, net of cash acquired | 2,600,000 | ||||||||
Acquired privately-owned businesses | Household Goods Moving Services (ABF Moving) | |||||||||
ACQUISITION | |||||||||
Business acquisitions, net of cash acquired | 4,100,000 | ||||||||
Smart Lines Transportation Group | Transportation Management (ABF Logistics) | Subsequent Event | |||||||||
ACQUISITION | |||||||||
Business acquisitions, net of cash acquired | $5,200,000 |
GOODWILL_AND_INTANGIBLE_ASSETS2
GOODWILL AND INTANGIBLE ASSETS (Details) (USD $) | 12 Months Ended | |||
Dec. 31, 2014 | Dec. 31, 2013 | 31-May-13 | Apr. 30, 2014 | |
Goodwill by reportable operating segment | ||||
Balance at the beginning of the period | $76,448,000 | $73,189,000 | ||
Purchase accounting adjustments | 1,567,000 | |||
Goodwill acquired | 630,000 | 1,692,000 | ||
Balance at the end of the period | 77,078,000 | 76,448,000 | ||
Impairment of goodwill balances | 0 | 0 | ||
Household Goods Moving Services (ABF Moving) | ||||
Goodwill by reportable operating segment | ||||
Balance at the beginning of the period | 3,660,000 | |||
Goodwill acquired | 1,692,000 | |||
Balance at the end of the period | 5,352,000 | 5,352,000 | ||
Goodwill related to acquisition expected to be fully tax deductible | 1,700,000 | |||
Premium Logistics (Panther) | ||||
Goodwill by reportable operating segment | ||||
Balance at the beginning of the period | 69,529,000 | |||
Purchase accounting adjustments | 1,567,000 | |||
Balance at the end of the period | 71,096,000 | 71,096,000 | ||
Emergency & Preventative Maintenance (FleetNet) | ||||
Goodwill by reportable operating segment | ||||
Goodwill acquired | 630,000 | |||
Balance at the end of the period | 630,000 | |||
Goodwill related to acquisition expected to be fully tax deductible | $600,000 |
GOODWILL_AND_INTANGIBLE_ASSETS3
GOODWILL AND INTANGIBLE ASSETS (Details 2) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Finite-lived intangible assets | |||
Weighted Average Amortization Period | 13 years | ||
Cost | $48,474,000 | $46,700,000 | |
Accumulated Amortization | 10,787,000 | 6,435,000 | |
Net Value | 37,687,000 | 40,265,000 | |
Indefinite-lived intangible assets | |||
Net Value | 35,122,000 | 35,122,000 | |
Total intangible assets | |||
Cost | 83,596,000 | 81,822,000 | |
Net Value | 72,809,000 | 75,387,000 | |
Amortization expense on intangible assets | |||
Intangible amortization expense | 4,352,000 | 4,174,000 | 2,261,000 |
Impairment of indefinite-lived intangible assets | 0 | 0 | |
Minimum | |||
Amortization expense on intangible assets | |||
Annual amortization expense on intangible assets expected for the full years 2015 through 2019 | 3,000,000 | ||
Maximum | |||
Amortization expense on intangible assets | |||
Annual amortization expense on intangible assets expected for the full years 2015 through 2019 | 4,000,000 | ||
Trade name | |||
Indefinite-lived intangible assets | |||
Net Value | 32,300,000 | 32,300,000 | |
Other | |||
Indefinite-lived intangible assets | |||
Net Value | 2,822,000 | 2,822,000 | |
Customer relationships | |||
Finite-lived intangible assets | |||
Weighted Average Amortization Period | 14 years | ||
Cost | 44,242,000 | 43,500,000 | |
Accumulated Amortization | 7,971,000 | 4,790,000 | |
Net Value | 36,271,000 | 38,710,000 | |
Driver network | |||
Finite-lived intangible assets | |||
Weighted Average Amortization Period | 3 years | ||
Cost | 3,200,000 | 3,200,000 | |
Accumulated Amortization | 2,711,000 | 1,645,000 | |
Net Value | 489,000 | 1,555,000 | |
Other | |||
Finite-lived intangible assets | |||
Weighted Average Amortization Period | 8 years | ||
Cost | 1,032,000 | ||
Accumulated Amortization | 105,000 | ||
Net Value | $927,000 |
GOODWILL_AND_INTANGIBLE_ASSETS4
GOODWILL AND INTANGIBLE ASSETS (Details 3) (Software, USD $) | 12 Months Ended | |
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Software | ||
Property, Plant and Equipment | ||
Amortization period | 7 years | |
Amortization expense | $4.50 | $4.50 |
Expected annual amortization expense on acquired software for 2015 through 2018 | 4.5 | |
Expected amortization expense on acquired software for 2019 | $2.10 |
INCOME_TAXES_Details
INCOME TAXES (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Current provision: | |||||||||||
Federal | $18,063 | $12,739 | |||||||||
State | 23 | 865 | 694 | ||||||||
Foreign | 1,657 | 413 | 405 | ||||||||
Current tax provision | 19,743 | 14,017 | 1,099 | ||||||||
Deferred provision (benefit): | |||||||||||
Federal | 1,575 | -10,335 | -8,656 | ||||||||
State | 3,366 | 160 | -1,699 | ||||||||
Foreign | -249 | -192 | -4 | ||||||||
Deferred tax provision (benefit) | 4,692 | -10,367 | -10,359 | ||||||||
Total provision (benefit) for income taxes | 5,097 | 12,938 | 10,163 | -3,762 | 3,549 | 7,022 | 2,987 | -9,908 | 24,435 | 3,650 | -9,260 |
Significant components of the deferred tax provision or benefit | |||||||||||
Amortization, depreciation, and basis differences for property, plant and equipment and other long-lived assets | 3,579 | -13,137 | 137 | ||||||||
Amortization of intangibles | -2,934 | -3,048 | -1,604 | ||||||||
Changes in reserves for workers' compensation and cargo claims | -1,970 | -1,751 | -3,319 | ||||||||
Revenue recognition | 361 | -1,704 | -253 | ||||||||
Allowance for doubtful accounts | -501 | 516 | 229 | ||||||||
Foreign tax credit carryforward utilized (increased) | 665 | 71 | -133 | ||||||||
Nonunion pension and other retirement plans | -1,595 | 3,493 | 702 | ||||||||
Deferred compensation plans | 350 | 530 | 669 | ||||||||
Federal net operating loss carryforwards utilized (increased) | 4,472 | 4,207 | -2,538 | ||||||||
State net operating loss carryforwards utilized (increased) | 2,812 | 254 | -725 | ||||||||
State depreciation adjustments | -539 | 569 | 20 | ||||||||
Share-based compensation | 959 | -1,437 | -702 | ||||||||
Valuation allowance decrease | -696 | -1,436 | -3,180 | ||||||||
Leases | 237 | 612 | 806 | ||||||||
Other accrued expenses | -362 | 3,284 | -1,586 | ||||||||
Other | -146 | -1,390 | 1,118 | ||||||||
Deferred tax provision (benefit) | $4,692 | ($10,367) | ($10,359) |
INCOME_TAXES_Details_2
INCOME TAXES (Details 2) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Deferred tax assets: | ||
Accrued expenses | $51,996 | $50,311 |
Pension liabilities | 9,022 | 4,404 |
Postretirement liabilities other than pensions | 8,589 | 6,349 |
Share-based compensation | 6,310 | 5,898 |
Federal and state net operating loss carryforwards | 2,840 | 9,840 |
Other | 1,654 | 1,877 |
Total deferred tax assets | 80,411 | 78,679 |
Valuation allowance | -332 | -1,028 |
Total deferred tax assets, net of valuation allowance | 80,079 | 77,651 |
Deferred tax liabilities: | ||
Amortization, depreciation, and basis differences for property, plant and equipment, and other long-lived assets | 64,522 | 61,673 |
Intangibles | 31,398 | 34,385 |
Revenue recognition | 3,944 | 4,264 |
Prepaid expenses | 4,393 | 3,875 |
Total deferred tax liabilities | 104,257 | 104,197 |
Net deferred tax liabilities | ($24,178) | ($26,546) |
INCOME_TAXES_Details_3
INCOME TAXES (Details 3) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Reconciliation between the effective income tax rate, as computed on loss before income taxes, and the statutory federal income tax rate | |||||||||||
Income tax provision (benefit) at the statutory federal rate | $24,714,000 | $6,811,000 | ($5,947,000) | ||||||||
Federal income tax effects of: | |||||||||||
State income taxes | -1,186,000 | -359,000 | 352,000 | ||||||||
Nondeductible expenses | 1,239,000 | 1,090,000 | 1,415,000 | ||||||||
Life insurance proceeds and changes in cash surrender value | -1,329,000 | -1,320,000 | -752,000 | ||||||||
Dividends received deduction | -6,000 | -9,000 | -5,000 | ||||||||
Alternative fuel tax credit | -1,148,000 | -1,935,000 | |||||||||
Decrease in valuation allowances | -696,000 | -1,436,000 | -3,180,000 | ||||||||
Other | -1,950,000 | -440,000 | -539,000 | ||||||||
Federal income tax provision (benefit) | 19,638,000 | 2,402,000 | -8,656,000 | ||||||||
State income tax provision (benefit) | 3,389,000 | 1,026,000 | -1,005,000 | ||||||||
Foreign income tax provision | 1,408,000 | 222,000 | 401,000 | ||||||||
Total provision (benefit) for income taxes | 5,097,000 | 12,938,000 | 10,163,000 | -3,762,000 | 3,549,000 | 7,022,000 | 2,987,000 | -9,908,000 | 24,435,000 | 3,650,000 | -9,260,000 |
Effective tax benefit rate (as a percent) | 34.60% | 18.80% | -54.50% | ||||||||
Income taxes paid, excluding income tax refunds | 40,400,000 | 13,400,000 | 5,300,000 | ||||||||
Income tax refunds | 11,900,000 | 8,100,000 | 7,100,000 | ||||||||
Tax benefit of options exercised and dividends on share-based payment awards | $100,000 | $200,000 |
INCOME_TAXES_Details_4
INCOME TAXES (Details 4) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2012 | Dec. 31, 2014 | Dec. 31, 2013 |
Operating loss and contribution carryforwards | |||
Net decrease in valuation allowance | $3.20 | ||
State | |||
Operating loss and contribution carryforwards | |||
Operating loss carryforwards | 31.6 | ||
Contribution carryforwards | 0.9 | ||
Majority of state net operating loss and contribution carryforwards, expiration period one | 15 years | ||
Majority of state net operating loss and contribution carryforwards, expiration period two | 20 years | ||
State | Minimum | |||
Operating loss and contribution carryforwards | |||
State net operating loss and contribution carryforwards expiration period | 5 years | ||
State | Maximum | |||
Operating loss and contribution carryforwards | |||
State net operating loss and contribution carryforwards expiration period | 20 years | ||
State | Panther | |||
Operating loss and contribution carryforwards | |||
Operating loss carryforwards | 10.6 | ||
State | Panther | Minimum | |||
Operating loss and contribution carryforwards | |||
Net operating loss carryforwards expiration period | 5 years | ||
State | Panther | Maximum | |||
Operating loss and contribution carryforwards | |||
Net operating loss carryforwards expiration period | 20 years | ||
Foreign | |||
Operating loss and contribution carryforwards | |||
Valuation allowance related to net operating loss carryforwards | 0.3 | ||
Federal | Panther | |||
Operating loss and contribution carryforwards | |||
Operating loss carryforwards | 2.1 | ||
Net operating loss carryforwards expiration period | 17 years | ||
Certain state net operating losses and state deferred tax assets | |||
Operating loss and contribution carryforwards | |||
Net decrease in valuation allowance | 1.5 | ||
Deferred tax assets related to the nonunion defined benefit pension plan | |||
Operating loss and contribution carryforwards | |||
Net decrease in valuation allowance | $4 |
INCOME_TAXES_Details_5
INCOME TAXES (Details 5) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Income taxes | |||
Reserve for uncertain tax positions | $0.70 | $0.30 | $0 |
Federal, State, and Local Jurisdiction | |||
Other tax disclosures | |||
Interest paid on income tax obligations | 0 | ||
Federal, State, and Local Jurisdiction | Maximum | |||
Other tax disclosures | |||
Interest paid on income tax obligations | 0.1 | 0.1 | |
Foreign | |||
Other tax disclosures | |||
Interest paid on income tax obligations | 0.2 | ||
Interest accrued | 0.2 | ||
Foreign | Maximum | |||
Other tax disclosures | |||
Remaining accrued interest | 0.1 | ||
Federal | Maximum | |||
Income taxes | |||
Adjustment for completed audit | $0.10 |
OPERATING_LEASES_AND_COMMITMEN2
OPERATING LEASES AND COMMITMENTS (Details) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Operating Leases and Commitments | |||
Rental expense | $30,200,000 | $24,100,000 | $20,300,000 |
Future minimum rental commitments for all noncancelable operating leases | |||
2015 | 13,969,000 | ||
2016 | 10,759,000 | ||
2017 | 8,669,000 | ||
2018 | 7,165,000 | ||
2019 | 5,636,000 | ||
Thereafter | 11,225,000 | ||
Total | 57,423,000 | ||
Land and structures (terminals) | |||
Future minimum rental commitments for all noncancelable operating leases | |||
2015 | 13,071,000 | ||
2016 | 10,554,000 | ||
2017 | 8,550,000 | ||
2018 | 7,086,000 | ||
2019 | 5,573,000 | ||
Thereafter | 11,225,000 | ||
Total | 56,059,000 | ||
Service, office, and other equipment | |||
Future minimum rental commitments for all noncancelable operating leases | |||
2015 | 898,000 | ||
2016 | 205,000 | ||
2017 | 119,000 | ||
2018 | 79,000 | ||
2019 | 63,000 | ||
Total | $1,364,000 |
OPERATING_LEASES_AND_COMMITMEN3
OPERATING LEASES AND COMMITMENTS (Details 2) (Commitment to acquire office building and service bay, USD $) | Dec. 31, 2014 |
In Millions, unless otherwise specified | |
Commitment to acquire office building and service bay | |
Commitment | |
Amount of commitment | $11.80 |
LONGTERM_DEBT_AND_FINANCING_AR2
LONG-TERM DEBT AND FINANCING ARRANGEMENTS (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Long-term debt obligations | ||
Long-term debt | $127,730 | $112,845 |
Less current portion | 25,256 | 31,513 |
Long-term debt, less current portion | 102,474 | 81,332 |
Weighted-average interest rate (as a percent) | 1.70% | |
Payments under long-term debt obligations | ||
Due in one year or less | 27,300 | |
Due after one year through two years | 20,899 | |
Due after two years through three years | 15,699 | |
Due after three years through four years | 2,607 | |
Due after four years through five years | 2,732 | |
Due after five years | 70,019 | |
Total payments | 139,256 | |
Less amounts representing interest | 11,526 | |
Long-term debt | 127,730 | 112,845 |
Term Loan | ||
Long-term debt obligations | ||
Long-term debt | 70,000 | 83,750 |
Interest rate (as a percent) | 1.40% | |
Payments under long-term debt obligations | ||
Long-term debt | 70,000 | 83,750 |
Credit Facility | ||
Long-term debt obligations | ||
Long-term debt | 70,000 | |
Payments under long-term debt obligations | ||
Due in one year or less | 1,124 | |
Due after one year through two years | 1,727 | |
Due after two years through three years | 2,223 | |
Due after three years through four years | 2,381 | |
Due after four years through five years | 2,500 | |
Due after five years | 70,000 | |
Total payments | 79,955 | |
Less amounts representing interest | 9,955 | |
Long-term debt | 70,000 | |
Notes payable | ||
Long-term debt obligations | ||
Long-term debt | 56,759 | 22,082 |
Weighted-average interest rate (as a percent) | 2.00% | |
Payments under long-term debt obligations | ||
Long-term debt | 56,759 | 22,082 |
Notes payable | Revenue equipment | ||
Long-term debt obligations | ||
Long-term debt | 56,759 | |
Payments under long-term debt obligations | ||
Due in one year or less | 25,959 | |
Due after one year through two years | 18,959 | |
Due after two years through three years | 13,257 | |
Total payments | 58,175 | |
Less amounts representing interest | 1,416 | |
Long-term debt | 56,759 | |
Capital lease obligations | ||
Long-term debt obligations | ||
Long-term debt | 971 | 7,013 |
Weighted-average interest rate (as a percent) | 5.80% | |
Payments under long-term debt obligations | ||
Long-term debt | 971 | 7,013 |
Capital lease obligations | Land and structures (terminals) | ||
Long-term debt obligations | ||
Long-term debt | 960 | |
Payments under long-term debt obligations | ||
Due in one year or less | 206 | |
Due after one year through two years | 213 | |
Due after two years through three years | 219 | |
Due after three years through four years | 226 | |
Due after four years through five years | 232 | |
Due after five years | 19 | |
Total payments | 1,115 | |
Less amounts representing interest | 155 | |
Long-term debt | 960 | |
Capital lease obligations | Service, office, and other equipment | ||
Long-term debt obligations | ||
Long-term debt | 11 | |
Payments under long-term debt obligations | ||
Due in one year or less | 11 | |
Total payments | 11 | |
Long-term debt | $11 |
LONGTERM_DEBT_AND_FINANCING_AR3
LONG-TERM DEBT AND FINANCING ARRANGEMENTS (Details 2) (Secured notes payable and capital leases, USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Financing Arrangements | ||
Total assets securitizing notes payable or held under capital leases | $90,640 | $62,165 |
Less accumulated amortization | 26,305 | 26,847 |
Net assets securitizing notes payable or held under capital leases | 64,335 | 35,318 |
Revenue equipment | ||
Financing Arrangements | ||
Total assets securitizing notes payable or held under capital leases | 88,591 | 58,613 |
Land and structures (terminals) | ||
Financing Arrangements | ||
Total assets securitizing notes payable or held under capital leases | 1,794 | 1,794 |
Service, office, and other equipment | ||
Financing Arrangements | ||
Total assets securitizing notes payable or held under capital leases | $255 | $1,758 |
LONGTERM_DEBT_AND_FINANCING_AR4
LONG-TERM DEBT AND FINANCING ARRANGEMENTS (Details 3) (USD $) | 12 Months Ended | 0 Months Ended | |||||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Nov. 05, 2014 | Jun. 15, 2012 | Jan. 02, 2015 | Feb. 01, 2015 | |
Financing Arrangements | |||||||
Interest paid, net of capitalized interest | $2,700,000 | $3,600,000 | $4,500,000 | ||||
Capitalized interest | 100,000 | 100,000 | |||||
Amounts collateralized by restricted funds | 1,386,000 | 1,902,000 | |||||
Maximum | |||||||
Financing Arrangements | |||||||
Capitalized interest | 100,000 | ||||||
Interest rate swap agreement | |||||||
Financing Arrangements | |||||||
Term of swap agreement | 5 years | ||||||
Notional amount | 50,000,000 | ||||||
Fixed interest rate payments (as a percent) | 1.85% | ||||||
Fair value included in other long-term liabilities | 600,000 | ||||||
Interest rate swap agreement | LIBOR | |||||||
Financing Arrangements | |||||||
Period of reference rate for variable rate receivable | 1 month | ||||||
Term Loan | |||||||
Financing Arrangements | |||||||
Face amount of term loan | 100,000,000 | ||||||
Letter of Credit Agreements | |||||||
Financing Arrangements | |||||||
Outstanding letters of credit | 22,100,000 | 22,800,000 | |||||
Amounts collateralized by restricted funds | 1,400,000 | 1,900,000 | |||||
Surety bonds | |||||||
Financing Arrangements | |||||||
Amounts collateralized by restricted funds | 3,800,000 | ||||||
Outstanding surety bonds under uncollateralized bond programs | 43,800,000 | 43,800,000 | |||||
Outstanding surety bonds under collateralized bond program | 12,700,000 | ||||||
Notes payable | Revenue equipment | Freight Transportation (ABF Freight) | |||||||
Financing Arrangements | |||||||
Equipment financed during the period under notes payable | 55,300,000 | 38,000,000 | |||||
Capital lease obligations | Maximum | |||||||
Financing Arrangements | |||||||
Newly entered capital leases | 100,000 | ||||||
Credit Agreement | Term Loan | |||||||
Financing Arrangements | |||||||
Debt instrument, term | 5 years | ||||||
Face amount of term loan | 100,000,000 | ||||||
Credit Agreement | Credit Facility | |||||||
Financing Arrangements | |||||||
Maximum borrowing capacity | 75,000,000 | ||||||
Amount outstanding | 0 | 0 | |||||
Amended and Restated Credit Agreement | Interest rate swap agreement | |||||||
Financing Arrangements | |||||||
Amount of borrowings covered by the interest rate swap | 50,000,000 | ||||||
Amended and Restated Credit Agreement | Subsequent Event | |||||||
Financing Arrangements | |||||||
Term loan balance refinanced with revolving credit facility | 70,000,000 | ||||||
Additional borrowing capacity that may be requested | 75,000,000 | ||||||
Amended and Restated Credit Agreement | Credit Facility | Subsequent Event | |||||||
Financing Arrangements | |||||||
Maximum borrowing capacity | 150,000,000 | ||||||
Amended and Restated Credit Agreement | Letter of Credit Agreements | Subsequent Event | |||||||
Financing Arrangements | |||||||
Maximum borrowing capacity | 20,000,000 | ||||||
Accounts receivable securitization program | |||||||
Financing Arrangements | |||||||
Maximum borrowing capacity | 75,000,000 | ||||||
Amount outstanding | 0 | ||||||
Remaining borrowing capacity | 54,900,000 | ||||||
Accounts receivable securitization program | Subsequent Event | |||||||
Financing Arrangements | |||||||
Maximum borrowing capacity | 100,000,000 | ||||||
Increase in cash proceeds available | 25,000,000 | ||||||
Accounts receivable securitization program | Letter of Credit Agreements | |||||||
Financing Arrangements | |||||||
Outstanding letters of credit | $20,100,000 | $20,300,000 |
ACCRUED_EXPENSES_Details
ACCRUED EXPENSES (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
ACCRUED EXPENSES | ||
Workers' compensation, third-party casualty, and loss and damage claims reserves | $96,183 | $92,166 |
Accrued compensation | 35,305 | 22,734 |
Accrued vacation pay | 33,029 | 36,246 |
Taxes other than income | 8,022 | 7,418 |
Other | 22,135 | 15,058 |
Total accrued expenses | $194,674 | $173,622 |
EMPLOYEE_BENEFIT_PLANS_Details
EMPLOYEE BENEFIT PLANS (Details) (USD $) | 1 Months Ended | 12 Months Ended | ||
Jan. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
person | ||||
Amounts recognized in the consolidated balance sheets | ||||
Noncurrent liabilities (included in pension and postretirement liabilities) | ($42,418,000) | ($26,847,000) | ||
Components of net periodic benefit cost | ||||
Pension settlement expense | 6,595,000 | 2,111,000 | ||
Nonunion Defined Benefit Pension Plan | ||||
Nonunion Defined Benefit Pension, Supplemental Benefit, and Postretirement Health Benefit Plans | ||||
Curtailment gain or loss recognized in earnings | 0 | |||
Number of plan participants for which vested pension benefits were settled | 375 | |||
Premium paid to purchase nonparticipating annuity contract | 25,400,000 | 25,400,000 | ||
Pension benefit obligation settled with nonparticipating annuity contract | 23,300,000 | |||
Lump-sum distributions | 32,100,000 | |||
Unrecognized net actuarial loss | 24,303,000 | 16,003,000 | ||
Amortization period for unrecognized net actuarial loss | 8 years | |||
Change in benefit obligations | ||||
Benefit obligations at beginning of year | 211,660,000 | 211,660,000 | 260,950,000 | |
Service cost | 4,734,000 | 9,189,000 | ||
Interest cost | 6,039,000 | 7,784,000 | 8,692,000 | |
Actuarial (gain) loss | 11,906,000 | -10,797,000 | ||
Benefits paid | -58,047,000 | -22,486,000 | ||
Curtailment gain | -29,262,000 | |||
Settlement loss | 2,852,000 | 737,000 | ||
Benefit obligations at end of year | 174,410,000 | 211,660,000 | 260,950,000 | |
Change in plan assets | ||||
Fair value of plan assets at beginning of period | 207,613,000 | 207,613,000 | 181,225,000 | |
Actual return on plan assets | 8,599,000 | 31,074,000 | ||
Employer contributions | 100,000 | 17,800,000 | ||
Benefits paid | -58,047,000 | -22,486,000 | ||
Fair value of plan assets at end of period | 158,265,000 | 207,613,000 | 181,225,000 | |
Funded status | -16,145,000 | -4,047,000 | ||
Accumulated benefit obligation | 174,410,000 | 211,660,000 | ||
Amounts recognized in the consolidated balance sheets | ||||
Noncurrent liabilities (included in pension and postretirement liabilities) | -16,145,000 | -4,047,000 | ||
Liabilities recognized | -16,145,000 | -4,047,000 | ||
Components of net periodic benefit cost | ||||
Service cost | 4,734,000 | 9,189,000 | ||
Interest cost | 6,039,000 | 7,784,000 | 8,692,000 | |
Expected return on plan assets | -10,419,000 | -13,313,000 | -12,063,000 | |
Pension settlement expense | 5,880,000 | 2,111,000 | ||
Amortization of net actuarial loss | 2,398,000 | 7,140,000 | 10,767,000 | |
Net periodic benefit cost | 3,898,000 | 8,456,000 | 16,585,000 | |
Supplemental Benefit Plan | ||||
Nonunion Defined Benefit Pension, Supplemental Benefit, and Postretirement Health Benefit Plans | ||||
Unrecognized net actuarial loss | 1,207,000 | 1,778,000 | ||
Change in benefit obligations | ||||
Benefit obligations at beginning of year | 7,092,000 | 7,092,000 | 7,213,000 | |
Interest cost | 184,000 | 150,000 | 210,000 | |
Actuarial (gain) loss | 53,000 | -271,000 | ||
Benefits paid | -853,000 | |||
Settlement loss | 306,000 | |||
Benefit obligations at end of year | 6,782,000 | 7,092,000 | 7,213,000 | |
Change in plan assets | ||||
Employer contributions | 853,000 | |||
Benefits paid | -853,000 | |||
Funded status | -6,782,000 | -7,092,000 | ||
Accumulated benefit obligation | 6,782,000 | 7,092,000 | ||
Amounts recognized in the consolidated balance sheets | ||||
Current liabilities (included in accrued expenses) | -1,941,000 | |||
Noncurrent liabilities (included in pension and postretirement liabilities) | -4,841,000 | -7,092,000 | ||
Liabilities recognized | -6,782,000 | -7,092,000 | ||
Components of net periodic benefit cost | ||||
Interest cost | 184,000 | 150,000 | 210,000 | |
Pension settlement expense | 715,000 | |||
Amortization of net actuarial loss | 214,000 | 260,000 | 202,000 | |
Net periodic benefit cost | 1,113,000 | 410,000 | 412,000 | |
Postretirement Health Benefit Plan | ||||
Nonunion Defined Benefit Pension, Supplemental Benefit, and Postretirement Health Benefit Plans | ||||
Unrecognized net actuarial loss | 5,327,000 | 150,000 | ||
Unrecognized prior service credit, amortization period | 8 years | |||
Change in benefit obligations | ||||
Benefit obligations at beginning of year | 16,318,000 | 16,318,000 | 18,308,000 | |
Service cost | 280,000 | 331,000 | 315,000 | |
Interest cost | 788,000 | 751,000 | 749,000 | |
Actuarial (gain) loss | 5,269,000 | -2,484,000 | ||
Benefits paid | -539,000 | -588,000 | ||
Benefit obligations at end of year | 22,116,000 | 16,318,000 | 18,308,000 | |
Change in plan assets | ||||
Employer contributions | 539,000 | 588,000 | ||
Benefits paid | -539,000 | -588,000 | ||
Funded status | -22,116,000 | -16,318,000 | ||
Accumulated benefit obligation | 22,116,000 | 16,318,000 | ||
Amounts recognized in the consolidated balance sheets | ||||
Current liabilities (included in accrued expenses) | -684,000 | -610,000 | ||
Noncurrent liabilities (included in pension and postretirement liabilities) | -21,432,000 | -15,708,000 | ||
Liabilities recognized | -22,116,000 | -16,318,000 | ||
Components of net periodic benefit cost | ||||
Service cost | 280,000 | 331,000 | 315,000 | |
Interest cost | 788,000 | 751,000 | 749,000 | |
Amortization of prior service credit | -190,000 | -190,000 | -190,000 | |
Amortization of net actuarial loss | 93,000 | 535,000 | 416,000 | |
Net periodic benefit cost | $971,000 | $1,427,000 | $1,290,000 |
EMPLOYEE_BENEFIT_PLANS_Details1
EMPLOYEE BENEFIT PLANS (Details 2) (USD $) | 12 Months Ended | 1 Months Ended | 3 Months Ended | 6 Months Ended | 12 Months Ended | 2 Months Ended | 10 Months Ended | 12 Months Ended | |||||||
Dec. 31, 2014 | Dec. 31, 2013 | Jan. 31, 2014 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Dec. 31, 2012 | Dec. 31, 2014 | Oct. 31, 2014 | Dec. 31, 2011 | Jan. 01, 2014 | |
Distributions and pension settlement expense | |||||||||||||||
Pension settlement expense, pre-tax | $6,595,000 | $2,111,000 | |||||||||||||
Nonunion Defined Benefit Pension Plan | |||||||||||||||
Distributions and pension settlement expense | |||||||||||||||
Pension settlement distributions | 57,518,000 | 20,104,000 | |||||||||||||
Pension settlement expense, pre-tax | 5,880,000 | 2,111,000 | |||||||||||||
Pension settlement expense per diluted share, net of taxes | $0.14 | $0.05 | |||||||||||||
Premium paid to purchase nonparticipating annuity contract | 25,400,000 | 25,400,000 | |||||||||||||
Lump-sum distributions | 32,100,000 | ||||||||||||||
Pre-tax amounts included in accumulated other comprehensive loss that have not yet been recognized in net periodic benefit cost | |||||||||||||||
Unrecognized net actuarial loss | 24,303,000 | 16,003,000 | 24,303,000 | 16,003,000 | 24,303,000 | ||||||||||
Total | 24,303,000 | 16,003,000 | 24,303,000 | 16,003,000 | 24,303,000 | ||||||||||
Pre-tax amounts, which are reported within accumulated other comprehensive loss, expected to be recognized as components of net periodic benefit cost in next fiscal year | |||||||||||||||
Unrecognized net actuarial loss | 3,008,000 | ||||||||||||||
Total | 3,008,000 | ||||||||||||||
Weighted-average assumptions used to determine nonunion benefit obligations | |||||||||||||||
Discount rate (as a percent) | 3.20% | 3.80% | 3.20% | 3.80% | 3.20% | ||||||||||
Weighted-average assumptions used to determine net periodic benefit cost | |||||||||||||||
Discount rate (as a percent) | 3.40% | 3.30% | 3.50% | 3.80% | 3.70% | 3.90% | 3.10% | 3.70% | |||||||
Expected return on plan assets (as a percent) | 6.50% | 7.50% | 7.50% | ||||||||||||
Rate of compensation increase (as a percent) | 3.30% | 3.30% | |||||||||||||
Estimated future benefit payments | |||||||||||||||
2015 | 31,108,000 | 31,108,000 | 31,108,000 | ||||||||||||
2016 | 14,813,000 | 14,813,000 | 14,813,000 | ||||||||||||
2017 | 14,341,000 | 14,341,000 | 14,341,000 | ||||||||||||
2018 | 13,622,000 | 13,622,000 | 13,622,000 | ||||||||||||
2019 | 13,408,000 | 13,408,000 | 13,408,000 | ||||||||||||
2020-2024 | 55,806,000 | 55,806,000 | 55,806,000 | ||||||||||||
Required minimum contributions | |||||||||||||||
Adjusted funding target attainment percentage | 112.30% | ||||||||||||||
Supplemental Benefit Plan | |||||||||||||||
Distributions and pension settlement expense | |||||||||||||||
Pension settlement distributions | 853,000 | 1,126,000 | |||||||||||||
Pension settlement expense, pre-tax | 715,000 | ||||||||||||||
Pension settlement expense per diluted share, net of taxes | $0.02 | ||||||||||||||
Period of delay for pension settlement distribution to key employees | 6 months | 6 months | |||||||||||||
Pre-tax amounts included in accumulated other comprehensive loss that have not yet been recognized in net periodic benefit cost | |||||||||||||||
Unrecognized net actuarial loss | 1,207,000 | 1,778,000 | 1,207,000 | 1,778,000 | 1,207,000 | ||||||||||
Total | 1,207,000 | 1,778,000 | 1,207,000 | 1,778,000 | 1,207,000 | ||||||||||
Pre-tax amounts, which are reported within accumulated other comprehensive loss, expected to be recognized as components of net periodic benefit cost in next fiscal year | |||||||||||||||
Unrecognized net actuarial loss | 159,000 | ||||||||||||||
Total | 159,000 | ||||||||||||||
Weighted-average assumptions used to determine nonunion benefit obligations | |||||||||||||||
Discount rate (as a percent) | 2.50% | 2.80% | 2.50% | 2.80% | 2.50% | ||||||||||
Weighted-average assumptions used to determine net periodic benefit cost | |||||||||||||||
Discount rate (as a percent) | 2.10% | 3.20% | 2.50% | 2.80% | |||||||||||
Estimated future benefit payments | |||||||||||||||
2015 | 1,941,000 | 1,941,000 | 1,941,000 | ||||||||||||
2016 | 1,235,000 | 1,235,000 | 1,235,000 | ||||||||||||
2019 | 3,107,000 | 3,107,000 | 3,107,000 | ||||||||||||
Postretirement Health Benefit Plan | |||||||||||||||
Pre-tax amounts included in accumulated other comprehensive loss that have not yet been recognized in net periodic benefit cost | |||||||||||||||
Unrecognized net actuarial loss | 5,327,000 | 150,000 | 5,327,000 | 150,000 | 5,327,000 | ||||||||||
Unrecognized prior service credit | -697,000 | -887,000 | -697,000 | -887,000 | -697,000 | ||||||||||
Total | 4,630,000 | -737,000 | 4,630,000 | -737,000 | 4,630,000 | ||||||||||
Pre-tax amounts, which are reported within accumulated other comprehensive loss, expected to be recognized as components of net periodic benefit cost in next fiscal year | |||||||||||||||
Unrecognized net actuarial loss | 622,000 | ||||||||||||||
Unrecognized prior service credit | -190,000 | ||||||||||||||
Total | 432,000 | ||||||||||||||
Weighted-average assumptions used to determine nonunion benefit obligations | |||||||||||||||
Discount rate (as a percent) | 3.90% | 4.70% | 3.90% | 4.70% | 3.90% | ||||||||||
Weighted-average assumptions used to determine net periodic benefit cost | |||||||||||||||
Discount rate (as a percent) | 4.70% | 3.80% | 4.30% | ||||||||||||
Effects of one-percentage-point change in assumed health care cost trend rates | |||||||||||||||
Effect of one-percentage-point increase on total of service and interest cost components | 204,000 | ||||||||||||||
Effect of one-percentage-point decrease on total of service and interest cost components | -164,000 | ||||||||||||||
Effect of one-percentage-point increase on postretirement benefit obligation | 4,321,000 | ||||||||||||||
Effect of one-percentage-point decrease on postretirement benefit obligation | -3,450,000 | ||||||||||||||
Estimated future benefit payments | |||||||||||||||
2015 | 684,000 | 684,000 | 684,000 | ||||||||||||
2016 | 750,000 | 750,000 | 750,000 | ||||||||||||
2017 | 813,000 | 813,000 | 813,000 | ||||||||||||
2018 | 916,000 | 916,000 | 916,000 | ||||||||||||
2019 | 963,000 | 963,000 | 963,000 | ||||||||||||
2020-2024 | $5,509,000 | $5,509,000 | $5,509,000 | ||||||||||||
Postretirement Health Benefit Plan | Pre-65 | |||||||||||||||
Assumed health care cost trend rates | |||||||||||||||
Health care cost trend rate assumed for next year (as a percent) | 7.50% | 8.00% | |||||||||||||
Rate to which the cost trend rate is assumed to decline (as a percent) | 4.50% | 5.00% | |||||||||||||
Year that the rate reaches the cost trend assumed rate | 2027 | 2020 | 2027 | 2020 | 2027 | ||||||||||
Postretirement Health Benefit Plan | Post-65 | |||||||||||||||
Assumed health care cost trend rates | |||||||||||||||
Health care cost trend rate assumed for next year (as a percent) | 5.80% | 5.00% | |||||||||||||
Rate to which the cost trend rate is assumed to decline (as a percent) | 4.50% | 5.00% | |||||||||||||
Year that the rate reaches the cost trend assumed rate | 2020 | 2020 | 2020 | 2020 | 2020 |
EMPLOYEE_BENEFIT_PLANS_Details2
EMPLOYEE BENEFIT PLANS (Details 3) (Nonunion Defined Benefit Pension Plan) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Nonunion Defined Benefit Pension, Supplemental Benefit, and Postretirement Health Benefit Plans | ||
Expected return on plan assets expected to be utilized in determining pension plan expenses for next fiscal year (as a percent) | 6.50% | |
Period over which the possibility of experiencing a substantial loss is limited by adequate diversification under the long-term asset allocation policy | 1 year | |
Target allocations, acceptable ranges, and actual asset allocations | ||
Target allocation (as a percent) | 100.00% | |
Weighted-Average Allocation (as a percent) | 100.00% | 100.00% |
Maximum performance period of investment fund used to compare investment performance | 3 years | |
Minimum performance period of total fund used to compare investment performance | 5 years | |
Minimum | ||
Target allocations, acceptable ranges, and actual asset allocations | ||
Performance period of recognized market indices used to compare investment performance | 3 years | |
Maximum | ||
Target allocations, acceptable ranges, and actual asset allocations | ||
Performance period of recognized market indices used to compare investment performance | 5 years | |
Large Cap U.S. Equity | ||
Target allocations, acceptable ranges, and actual asset allocations | ||
Target allocation (as a percent) | 15.00% | |
Acceptable Range, minimum (as a percent) | 10.00% | |
Acceptable Range, maximum (as a percent) | 25.00% | |
Weighted-Average Allocation (as a percent) | 18.90% | 23.80% |
Mid Cap U.S. Equity | ||
Target allocations, acceptable ranges, and actual asset allocations | ||
Target allocation (as a percent) | 10.00% | |
Acceptable Range, minimum (as a percent) | 8.00% | |
Acceptable Range, maximum (as a percent) | 12.00% | |
Weighted-Average Allocation (as a percent) | 12.10% | 10.70% |
Small Cap U.S. Equity | ||
Target allocations, acceptable ranges, and actual asset allocations | ||
Target allocation (as a percent) | 10.00% | |
Acceptable Range, minimum (as a percent) | 8.00% | |
Acceptable Range, maximum (as a percent) | 12.00% | |
Weighted-Average Allocation (as a percent) | 11.30% | 10.50% |
International Equity | ||
Target allocations, acceptable ranges, and actual asset allocations | ||
Target allocation (as a percent) | 15.00% | |
Acceptable Range, minimum (as a percent) | 11.00% | |
Acceptable Range, maximum (as a percent) | 19.00% | |
Weighted-Average Allocation (as a percent) | 15.00% | 12.50% |
Debt Instruments | ||
Target allocations, acceptable ranges, and actual asset allocations | ||
Target allocation (as a percent) | 30.00% | |
Acceptable Range, minimum (as a percent) | 20.00% | |
Acceptable Range, maximum (as a percent) | 35.00% | |
Weighted-Average Allocation (as a percent) | 20.40% | 17.60% |
Floating Rate Loan Fund | ||
Target allocations, acceptable ranges, and actual asset allocations | ||
Target allocation (as a percent) | 10.00% | |
Acceptable Range, minimum (as a percent) | 3.00% | |
Acceptable Range, maximum (as a percent) | 15.00% | |
Weighted-Average Allocation (as a percent) | 10.20% | 3.60% |
Cash and Cash Equivalents | ||
Target allocations, acceptable ranges, and actual asset allocations | ||
Target allocation (as a percent) | 10.00% | |
Acceptable Range, minimum (as a percent) | 0.00% | |
Acceptable Range, maximum (as a percent) | 15.00% | |
Weighted-Average Allocation (as a percent) | 12.10% | 21.30% |
Actively managed portfolio of short-term debt instruments | Minimum | ||
Target allocations, acceptable ranges, and actual asset allocations | ||
Maturity period of investments | 1 year | |
Actively managed portfolio of short-term debt instruments | Maximum | ||
Target allocations, acceptable ranges, and actual asset allocations | ||
Maturity period of investments | 5 years | |
Actively managed portfolio of short-duration debt instruments | Minimum | ||
Target allocations, acceptable ranges, and actual asset allocations | ||
Maturity period of investments | 1 year | |
Actively managed portfolio of short-duration debt instruments | Maximum | ||
Target allocations, acceptable ranges, and actual asset allocations | ||
Maturity period of investments | 3 years |
EMPLOYEE_BENEFIT_PLANS_Details3
EMPLOYEE BENEFIT PLANS (Details 4) (Nonunion Defined Benefit Pension Plan, USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Pension and other postretirement benefit plans | |||
Fair value of plan assets | 158,265 | 207,613 | $181,225 |
Cash and Cash Equivalents | |||
Pension and other postretirement benefit plans | |||
Fair value of plan assets | 19,085 | 44,166 | |
Debt Instruments | |||
Pension and other postretirement benefit plans | |||
Fair value of plan assets | 32,361 | 36,517 | |
Floating Rate Loan Fund | |||
Pension and other postretirement benefit plans | |||
Fair value of plan assets | 16,106 | 7,594 | |
Large Cap U.S. Equity | |||
Pension and other postretirement benefit plans | |||
Fair value of plan assets | 29,964 | 49,281 | |
Mid Cap U.S. Equity | |||
Pension and other postretirement benefit plans | |||
Fair value of plan assets | 19,180 | 22,181 | |
Small Cap U.S. Equity | |||
Pension and other postretirement benefit plans | |||
Fair value of plan assets | 17,899 | 21,848 | |
International Equity | |||
Pension and other postretirement benefit plans | |||
Fair value of plan assets | 23,670 | 26,026 | |
Level 1 | |||
Pension and other postretirement benefit plans | |||
Fair value of plan assets | 125,904 | 171,096 | |
Level 1 | Cash and Cash Equivalents | |||
Pension and other postretirement benefit plans | |||
Fair value of plan assets | 19,085 | 44,166 | |
Level 1 | Floating Rate Loan Fund | |||
Pension and other postretirement benefit plans | |||
Fair value of plan assets | 16,106 | 7,594 | |
Level 1 | Large Cap U.S. Equity | |||
Pension and other postretirement benefit plans | |||
Fair value of plan assets | 29,964 | 49,281 | |
Level 1 | Mid Cap U.S. Equity | |||
Pension and other postretirement benefit plans | |||
Fair value of plan assets | 19,180 | 22,181 | |
Level 1 | Small Cap U.S. Equity | |||
Pension and other postretirement benefit plans | |||
Fair value of plan assets | 17,899 | 21,848 | |
Level 1 | International Equity | |||
Pension and other postretirement benefit plans | |||
Fair value of plan assets | 23,670 | 26,026 | |
Level 2 | |||
Pension and other postretirement benefit plans | |||
Fair value of plan assets | 32,361 | 36,517 | |
Level 2 | Debt Instruments | |||
Pension and other postretirement benefit plans | |||
Fair value of plan assets | 32,361 | 36,517 | |
Level 2 | Corporate debt securities | |||
Pension and other postretirement benefit plans | |||
Percentage of investments in debt instruments | 66.00% | 37.00% | |
Level 2 | Mortgage-backed instruments | |||
Pension and other postretirement benefit plans | |||
Percentage of investments in debt instruments | 24.00% | 27.00% | |
Level 2 | Treasury instruments | |||
Pension and other postretirement benefit plans | |||
Percentage of investments in debt instruments | 5.00% | 24.00% | |
Level 2 | Municipal debt securities | |||
Pension and other postretirement benefit plans | |||
Percentage of investments in debt instruments | 4.00% | 5.00% | |
Level 2 | Asset-backed securities | |||
Pension and other postretirement benefit plans | |||
Percentage of investments in debt instruments | 4.00% | ||
Level 2 | Agency securities | |||
Pension and other postretirement benefit plans | |||
Percentage of investments in debt instruments | 1.00% | 3.00% |
EMPLOYEE_BENEFIT_PLANS_Details4
EMPLOYEE BENEFIT PLANS (Details 5) (USD $) | 12 Months Ended | |
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Additional benefit plan, death and retirement benefits | ||
Deferred Compensation Plans | ||
Recorded liabilities | $0.80 | $0.80 |
Deferred salary agreements | ||
Deferred Compensation Plans | ||
Recorded liabilities | 4.7 | 5.2 |
Voluntary Savings Plan - mutual funds held in trust | ||
Deferred Compensation Plans | ||
Recorded assets | 3 | 3.1 |
Recorded liabilities | $3 | $3.10 |
Minimum period for election to defer receipt of a portion of salary and incentive compensation | 6 months |
EMPLOYEE_BENEFIT_PLANS_Details5
EMPLOYEE BENEFIT PLANS (Details 6) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Long-Term Cash Incentive Plan | |||
Earning period of Long-term cash incentive plan | 3 years | ||
Incentive payments accrued for Long-Term Cash Incentive Plan | $7.60 | $4.20 | $0 |
Other Plans | |||
Cash surrender value of life insurance policies | 44.5 | 43.8 | |
Recognized gains associated with changes in the cash surrender value and proceeds from life insurance policies | 3.8 | 3.8 | 2.1 |
401(k) Plan | |||
Defined Contribution Plans | |||
Maximum percentage of salary permitted to be deferred by plan participants | 69.00% | ||
Rate of employer match on participant contributions | 50.00% | ||
Maximum percentage of participants compensation that is eligible for 50% matching contribution | 6.00% | ||
Expense for employer contribution to defined contribution plan | 4.9 | 4.5 | 3.8 |
Defined Contribution Plan | |||
Defined Contribution Plans | |||
Expense for employer contribution to defined contribution plan | $9 | $5.90 | $0 |
Period of service for participants' full vesting in the employer's contributions | 3 years |
EMPLOYEE_BENEFIT_PLANS_Details6
EMPLOYEE BENEFIT PLANS (Details 7) (Freight Transportation (ABF Freight), USD $) | 12 Months Ended | 0 Months Ended | 12 Months Ended | 0 Months Ended | 12 Months Ended | |||||||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Aug. 01, 2014 | Aug. 01, 2013 | Aug. 01, 2012 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2005 | Jan. 31, 2014 | Jan. 31, 2013 | Jan. 01, 2014 | Jan. 01, 2013 | Jan. 01, 2012 |
Multiemployer Plans | ||||||||||||
Maximum increase in combined contribution rates for health, welfare, and pension benefits each August 1 | 1 | |||||||||||
Multiemployer pension plans | ||||||||||||
Multiemployer Plans | ||||||||||||
Number of multiemployer plans to which ABF Freight currently contributes | 25 | |||||||||||
Maximum funded percentage of plans in yellow zone | 80.00% | |||||||||||
Maximum funded percentage of plans in red zone | 65.00% | |||||||||||
Maximum projected time to insolvency for plans in "critical and declining" status | 14 years | |||||||||||
Maximum projected time to insolvency for plans in "critical and declining" status if additional criteria apply | 19 years | |||||||||||
Threshold ratio of inactive to active participants for greater insolvency period to determine "critical and declining" status | 2 | |||||||||||
Threshold funded percentage for greater insolvency period to determine "critical and declining" status | 80.00% | |||||||||||
Percentage of contributions to the multiemployer pension plans that are in critical status | 64.00% | |||||||||||
Percentage of contributions to the multiemployer pension plans that are in endangered status | 3.00% | |||||||||||
Total contributions to multiemployer plans | $144,177 | $136,233 | $131,895 | |||||||||
Percentage increase in contribution rate for time worked related to benefit costs | 0.02 | 0.02 | 0.023 | |||||||||
Multiemployer pension plans | Central States Pension Plan | ||||||||||||
Multiemployer Plans | ||||||||||||
Total contributions to multiemployer plans | 74,001 | 70,020 | 68,683 | |||||||||
Threshold percentage of the entity's contributions relative to total fund contributions, which was exceeded during the period | 5.00% | 5.00% | ||||||||||
Actuarially certified funded percentage of multiemployer pension plan | 48.40% | 47.60% | 53.90% | |||||||||
Period of extension granted by Internal Revenue Service for amortization of unfunded liabilities | 10 years | |||||||||||
Multiemployer pension plans | Central States Pension Plan | Maximum | ||||||||||||
Multiemployer Plans | ||||||||||||
Percentage of contributions to multiemployer pension plan | 55.00% | 55.00% | 55.00% | |||||||||
Multiemployer pension plans | Central States Pension Plan | Minimum | ||||||||||||
Multiemployer Plans | ||||||||||||
Percentage of contributions to multiemployer pension plan | 50.00% | 50.00% | 50.00% | |||||||||
Multiemployer pension plans | Western Conference of Teamsters Pension Plan | ||||||||||||
Multiemployer Plans | ||||||||||||
Total contributions to multiemployer plans | 23,030 | 20,601 | 20,774 | |||||||||
Multiemployer pension plans | Central Pennsylvania Teamsters Pension Plan | ||||||||||||
Multiemployer Plans | ||||||||||||
Total contributions to multiemployer plans | 12,810 | 12,143 | 11,170 | |||||||||
Threshold percentage of the entity's contributions relative to total fund contributions, which was exceeded during the period | 5.00% | 5.00% | ||||||||||
Multiemployer pension plans | Local 710 Pension Fund | ||||||||||||
Multiemployer Plans | ||||||||||||
Total contributions to multiemployer plans | 9,186 | 10,001 | 9,567 | |||||||||
Threshold percentage of the entity's contributions relative to total fund contributions, which was exceeded during the period | 5.00% | 5.00% | ||||||||||
Multiemployer pension plans | All Other Pension Plans in Aggregate | ||||||||||||
Multiemployer Plans | ||||||||||||
Total contributions to multiemployer plans | 25,150 | 23,468 | 21,701 | |||||||||
Multiemployer health and welfare plans | ||||||||||||
Multiemployer Plans | ||||||||||||
Number of multiemployer plans to which ABF Freight currently contributes | 44 | |||||||||||
Total contributions to multiemployer plans | $130,500 | $118,000 | $113,000 | |||||||||
Percentage increase in contribution rate for time worked related to benefit costs | 0.054 | 0.076 | 0.053 | |||||||||
Unionized employees concentration risk | Number of employees | ||||||||||||
Multiemployer Plans | ||||||||||||
Percentage of ABF Freight's employees covered under collective bargaining agreement with the IBT | 79.00% |
STOCKHOLDERS_EQUITY_Details
STOCKHOLDERS' EQUITY (Details) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Accumulated Other Comprehensive Loss | |||
Total pre-tax amount | ($31,932,000) | ($17,907,000) | ($87,399,000) |
Total after-tax amount | -23,479,000 | -14,912,000 | -57,372,000 |
Impact on unrecognized net actuarial gain (loss) | |||
Change in the unrecognized net actuarial gain (loss), after tax | -13,567,000 | 18,683,000 | -5,830,000 |
Nonunion Defined Benefit Pension Plan | |||
Impact on unrecognized net actuarial gain (loss) | |||
Change in the unrecognized net actuarial gain (loss), pre-tax | -8,300,000 | 66,300,000 | |
Change in the unrecognized net actuarial gain (loss), after tax | -5,100,000 | 40,500,000 | |
Curtailment gain, before tax | 29,300,000 | ||
Curtailment gain, net of tax | 17,900,000 | ||
Net actuarial gain related to change in discount rate and adjustment from assumed to actual earnings, before tax | 27,800,000 | ||
Net actuarial gain related to change in discount rate and adjustment from assumed to actual earnings, net of tax | 17,000,000 | ||
Postretirement Health Benefit Plan | |||
Impact on unrecognized net actuarial gain (loss) | |||
Change in the unrecognized net actuarial gain (loss), pre-tax | -5,200,000 | ||
Change in the unrecognized net actuarial gain (loss), after tax | -3,200,000 | ||
Unrecognized Net Periodic Benefit Costs | |||
Accumulated Other Comprehensive Loss | |||
Total pre-tax amount | -30,140,000 | -17,044,000 | -86,737,000 |
Total after-tax amount | -22,387,000 | -14,386,000 | -56,968,000 |
Interest Rate Swap | |||
Accumulated Other Comprehensive Loss | |||
Total pre-tax amount | -576,000 | ||
Total after-tax amount | -350,000 | ||
Foreign Currency Translation | |||
Accumulated Other Comprehensive Loss | |||
Total pre-tax amount | -1,216,000 | -863,000 | -662,000 |
Total after-tax amount | ($742,000) | ($526,000) | ($404,000) |
STOCKHOLDERS_EQUITY_Details_2
STOCKHOLDERS' EQUITY (Details 2) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Changes in accumulated other comprehensive loss, net of tax, by component | |||
Balances at beginning of the period | ($14,912) | ($57,372) | |
Other comprehensive income (loss) before reclassifications | -14,133 | 36,439 | |
Amounts reclassified from accumulated other comprehensive loss | 5,566 | 6,021 | |
OTHER COMPREHENSIVE INCOME (LOSS), net of tax | -8,567 | 42,460 | 1,030 |
Balances at end of the period | -23,479 | -14,912 | -57,372 |
Unrecognized Net Periodic Benefit Costs | |||
Changes in accumulated other comprehensive loss, net of tax, by component | |||
Balances at beginning of the period | -14,386 | -56,968 | |
Other comprehensive income (loss) before reclassifications | -13,567 | 36,561 | |
Amounts reclassified from accumulated other comprehensive loss | 5,566 | 6,021 | |
OTHER COMPREHENSIVE INCOME (LOSS), net of tax | -8,001 | 42,582 | |
Balances at end of the period | -22,387 | -14,386 | |
Interest Rate Swap | |||
Changes in accumulated other comprehensive loss, net of tax, by component | |||
Other comprehensive income (loss) before reclassifications | -350 | ||
OTHER COMPREHENSIVE INCOME (LOSS), net of tax | -350 | ||
Balances at end of the period | -350 | ||
Foreign Currency Translation | |||
Changes in accumulated other comprehensive loss, net of tax, by component | |||
Balances at beginning of the period | -526 | -404 | |
Other comprehensive income (loss) before reclassifications | -216 | -122 | |
OTHER COMPREHENSIVE INCOME (LOSS), net of tax | -216 | -122 | |
Balances at end of the period | ($742) | ($526) |
STOCKHOLDERS_EQUITY_Details_3
STOCKHOLDERS' EQUITY (Details 3) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Unrecognized net periodic benefit costs: | |||||||||||
INCOME (LOSS) BEFORE INCOME TAXES | $70,612 | $19,461 | ($16,992) | ||||||||
Tax benefit | -5,097 | -12,938 | -10,163 | 3,762 | -3,549 | -7,022 | -2,987 | 9,908 | -24,435 | -3,650 | 9,260 |
NET INCOME (LOSS) | 14,543 | 19,618 | 17,208 | -5,193 | 10,346 | 13,982 | 4,878 | -13,395 | 46,177 | 15,811 | -7,732 |
Unrecognized Net Periodic Benefit Costs | Amounts Reclassified from Accumulated Other Comprehensive Loss | |||||||||||
Unrecognized net periodic benefit costs: | |||||||||||
Amortization of net actuarial loss | -2,705 | -7,935 | |||||||||
Amortization of prior service credit | 190 | 190 | |||||||||
Pension settlement expense | -6,595 | -2,111 | |||||||||
INCOME (LOSS) BEFORE INCOME TAXES | -9,110 | -9,856 | |||||||||
Tax benefit | 3,544 | 3,835 | |||||||||
NET INCOME (LOSS) | ($5,566) | ($6,021) |
STOCKHOLDERS_EQUITY_Details_4
STOCKHOLDERS' EQUITY (Details 4) (USD $) | 0 Months Ended | 3 Months Ended | 12 Months Ended | 1 Months Ended | |||||||||||||||
Jan. 22, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2005 | Feb. 28, 2015 | Dec. 31, 2003 | |
Dividends on Common Stock | |||||||||||||||||||
Dividends declared (in dollars per share) | $0.06 | $0.06 | $0.03 | $0.03 | $0.03 | $0.03 | $0.03 | $0.03 | $0.03 | $0.03 | $0.03 | $0.03 | $0.03 | $0.15 | $0.12 | $0.12 | |||
Dividend Amount | $1,644,000 | $823,000 | $816,000 | $819,000 | $815,000 | $805,000 | $806,000 | $807,000 | $807,000 | $807,000 | $808,000 | $797,000 | $4,102,000 | $3,233,000 | $3,219,000 | ||||
Stock Repurchase Program | |||||||||||||||||||
Treasury Stock | |||||||||||||||||||
Amount of stock repurchases authorized | 75,000,000 | 75,000,000 | 25,000,000 | ||||||||||||||||
Additional amount of stock repurchases authorized | 50,000,000 | ||||||||||||||||||
Number of shares repurchased to date | 1,618,150 | 1,618,150 | |||||||||||||||||
Aggregate cost of shares repurchased to date | 56,800,000 | 56,800,000 | |||||||||||||||||
Amount of shares available for repurchase under the current buyback program | 18,200,000 | 18,200,000 | |||||||||||||||||
Stock Repurchase Program | Subsequent Event | |||||||||||||||||||
Treasury Stock | |||||||||||||||||||
Amount of shares available for repurchase under the current buyback program | 15,700,000 | ||||||||||||||||||
Number of shares repurchased during the period | 64,200 | ||||||||||||||||||
Aggregate cost of shares repurchased during the period | $2,500,000 |
SHAREBASED_COMPENSATION_Detail
SHARE-BASED COMPENSATION (Details) (USD $) | 12 Months Ended | 1 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Jan. 31, 2014 | |
Share-based compensation | ||||
Number of shares authorized | 3,100,000 | |||
Restricted Stock Units | ||||
Award activity | ||||
Outstanding at the beginning of the period (in shares) | 1,443,460 | 1,443,460 | ||
Granted (in shares) | 232,450 | 313,550 | 394,900 | |
Vested (in shares) | -249,083 | |||
Forfeited (in shares) | -57,947 | |||
Outstanding at the end of the period (in shares) | 1,368,880 | 1,443,460 | ||
Weighted-Average Grant Date Fair Value | ||||
Granted (in dollars per share) | $40.19 | $27.71 | $14.55 | |
Other disclosure | ||||
Fair value of restricted stock awards vested | $9,400,000 | $1,800,000 | $4,300,000 | |
Unrecognized compensation cost | 16,300,000 | |||
Weighted-average period of recognition of unrecognized compensation cost | 2 years | |||
Stock Options | ||||
Stock options activity | ||||
Stock options outstanding (in shares) | 35,730 | |||
Weighted average exercise price (in dollars per share) | $29.10 | |||
Exercised (in shares) | 35,530 | |||
Exercised (in dollars per share) | $29.10 | |||
Forfeited (in shares) | 200 | |||
Additional disclosures related to the Company's stock option program | ||||
Intrinsic value of options exercised | 169,000 | 330,000 | ||
Cash proceeds of options exercised | 1,136,000 | 2,785,000 | ||
Tax benefit of options exercised | $22,000 | $109,000 | ||
SARs | ||||
Share-based compensation | ||||
Granted to date (in shares) | 0 |
EARNINGS_PER_SHARE_Details
EARNINGS PER SHARE (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Basic, numerator: | |||||||||||
Net income (loss) | $14,543 | $19,618 | $17,208 | ($5,193) | $10,346 | $13,982 | $4,878 | ($13,395) | $46,177 | $15,811 | ($7,732) |
Effect of unvested restricted stock awards | -2,300 | -720 | -149 | ||||||||
Adjusted net income (loss) | 43,877 | 15,091 | -7,881 | ||||||||
Basic, denominator: | |||||||||||
Weighted-average shares | 26,073,256 | 26,054,678 | 26,005,105 | 25,876,928 | 25,785,485 | 25,736,810 | 25,694,327 | 25,638,333 | 25,993,255 | 25,714,205 | 25,564,752 |
Earnings (loss) per common share (in dollars per share) | $0.53 | $0.72 | $0.63 | ($0.20) | $0.38 | $0.52 | $0.18 | ($0.52) | $1.69 | $0.59 | ($0.31) |
Diluted, numerator: | |||||||||||
Net income (loss) | 14,543 | 19,618 | 17,208 | -5,193 | 10,346 | 13,982 | 4,878 | -13,395 | 46,177 | 15,811 | -7,732 |
Effect of unvested restricted stock awards | -2,300 | -720 | -149 | ||||||||
Adjusted net income (loss) | $43,877 | $15,091 | ($7,881) | ||||||||
Diluted, denominator: | |||||||||||
Weighted-average shares | 26,073,256 | 26,054,678 | 26,005,105 | 25,876,928 | 25,785,485 | 25,736,810 | 25,694,327 | 25,638,333 | 25,993,255 | 25,714,205 | 25,564,752 |
Effect of dilutive securities | 357 | ||||||||||
Adjusted weighted-average shares and assumed conversions | 26,073,256 | 26,054,678 | 26,005,105 | 25,876,928 | 25,793,366 | 25,736,810 | 25,694,327 | 25,638,333 | 25,993,612 | 25,714,205 | 25,564,752 |
Earnings (loss) per common share (in dollars per share) | $0.53 | $0.72 | $0.63 | ($0.20) | $0.38 | $0.52 | $0.18 | ($0.52) | $1.69 | $0.59 | ($0.31) |
EARNINGS_PER_SHARE_Details_2
EARNINGS PER SHARE (Details 2) (Stock awards) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Stock awards | |||
Antidilutive securities | |||
Outstanding stock awards not included in calculation of diluted earnings per share (in shares) | 0.7 | 0.8 | 0.7 |
OPERATING_SEGMENT_DATA_Details
OPERATING SEGMENT DATA (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
REVENUES | |||||||||||
Revenues | $664,848 | $711,295 | $658,646 | $577,904 | $578,549 | $623,414 | $576,899 | $520,687 | $2,612,693 | $2,299,549 | $2,065,999 |
OPERATING EXPENSES | |||||||||||
Salaries, wages, and benefits | 1,231,783 | 1,166,185 | 1,141,064 | ||||||||
Rents, purchased transportation, and other costs of services | 759,252 | 598,604 | 437,604 | ||||||||
Fuel, supplies, and expenses | 353,385 | 321,887 | 315,182 | ||||||||
Depreciation and amortization | 86,222 | 88,389 | 87,754 | ||||||||
Other | 112,812 | 105,414 | 98,963 | ||||||||
Gain on sale of property and equipment | -1,461 | -153 | -735 | ||||||||
Pension settlement expense | 6,595 | 2,111 | |||||||||
Total expenses | 646,799 | 678,354 | 631,694 | 586,606 | 565,047 | 602,912 | 568,482 | 544,037 | 2,543,454 | 2,280,479 | 2,080,567 |
OPERATING INCOME (LOSS) | |||||||||||
OPERATING INCOME (LOSS) | 18,049 | 32,941 | 26,952 | -8,702 | 13,502 | 20,502 | 8,417 | -23,350 | 69,239 | 19,070 | -14,568 |
OTHER INCOME (COSTS) | |||||||||||
Interest and dividend income | 851 | 681 | 808 | ||||||||
Interest and other related financing costs | -3,190 | -4,183 | -5,273 | ||||||||
Other, net | 3,712 | 3,893 | 2,041 | ||||||||
Total other income (costs) | 1,591 | -385 | 419 | -253 | 393 | 502 | -552 | 47 | 1,373 | 391 | -2,424 |
INCOME (LOSS) BEFORE INCOME TAXES | 70,612 | 19,461 | -16,992 | ||||||||
Operating Segments | Freight Transportation (ABF Freight) | |||||||||||
REVENUES | |||||||||||
Revenues | 1,930,990 | 1,761,716 | 1,701,495 | ||||||||
OPERATING EXPENSES | |||||||||||
Salaries, wages, and benefits | 1,121,177 | 1,075,259 | 1,071,084 | ||||||||
Fuel, supplies, and expenses | 360,850 | 332,433 | 329,284 | ||||||||
Operating taxes and licenses | 46,955 | 43,865 | 43,336 | ||||||||
Insurance | 24,960 | 21,823 | 20,742 | ||||||||
Communications and utilities | 15,398 | 15,027 | 14,713 | ||||||||
Depreciation and amortization | 68,752 | 72,971 | 78,672 | ||||||||
Rents and purchased transportation | 229,443 | 180,689 | 156,810 | ||||||||
Gain on sale of property and equipment | -1,471 | -576 | -711 | ||||||||
Pension settlement expense | 5,309 | 1,831 | |||||||||
Other | 9,524 | 8,361 | 7,365 | ||||||||
Total expenses | 1,880,897 | 1,751,683 | 1,721,295 | ||||||||
OPERATING INCOME (LOSS) | |||||||||||
OPERATING INCOME (LOSS) | 50,093 | 10,033 | -19,800 | ||||||||
Operating Segments | Premium Logistics (Panther) | |||||||||||
REVENUES | |||||||||||
Revenues | 316,668 | 246,849 | 132,326 | ||||||||
OPERATING EXPENSES | |||||||||||
Purchased transportation | 235,006 | 188,561 | 101,559 | ||||||||
Depreciation and amortization | 11,362 | 10,516 | 5,438 | ||||||||
Salaries, benefits, insurance, and other | 54,660 | 40,816 | 22,927 | ||||||||
Total expenses | 301,028 | 239,893 | 129,924 | ||||||||
OPERATING INCOME (LOSS) | |||||||||||
OPERATING INCOME (LOSS) | 15,640 | 6,956 | 2,402 | ||||||||
Operating Segments | Emergency & Preventative Maintenance (FleetNet) | |||||||||||
REVENUES | |||||||||||
Revenues | 158,581 | 137,546 | 115,968 | ||||||||
OPERATING EXPENSES | |||||||||||
Depreciation and amortization | 961 | 540 | 497 | ||||||||
Total expenses | 155,459 | 134,272 | 114,033 | ||||||||
OPERATING INCOME (LOSS) | |||||||||||
OPERATING INCOME (LOSS) | 3,122 | 3,274 | 1,935 | ||||||||
Operating Segments | Transportation Management (ABF Logistics) | |||||||||||
REVENUES | |||||||||||
Revenues | 152,632 | 105,223 | 66,431 | ||||||||
OPERATING EXPENSES | |||||||||||
Depreciation and amortization | 1,006 | 640 | 364 | ||||||||
Total expenses | 148,797 | 102,250 | 63,418 | ||||||||
OPERATING INCOME (LOSS) | |||||||||||
OPERATING INCOME (LOSS) | 3,835 | 2,973 | 3,013 | ||||||||
Operating Segments | Household Goods Moving Services (ABF Moving) | |||||||||||
REVENUES | |||||||||||
Revenues | 94,628 | 82,169 | 77,619 | ||||||||
OPERATING EXPENSES | |||||||||||
Depreciation and amortization | 1,384 | 1,247 | 769 | ||||||||
Total expenses | 91,449 | 80,319 | 76,927 | ||||||||
OPERATING INCOME (LOSS) | |||||||||||
OPERATING INCOME (LOSS) | 3,179 | 1,850 | 692 | ||||||||
Operating Segments | Non-asset-based Segments [Member] | |||||||||||
OPERATING EXPENSES | |||||||||||
Pension settlement expense | 200 | ||||||||||
Other and eliminations | |||||||||||
REVENUES | |||||||||||
Revenues | -40,806 | -33,954 | -27,840 | ||||||||
OPERATING EXPENSES | |||||||||||
Depreciation and amortization | 2,757 | 2,475 | 2,014 | ||||||||
Pension settlement expense | 1,100 | 300 | |||||||||
Total expenses | -34,176 | -27,938 | -25,030 | ||||||||
OPERATING INCOME (LOSS) | |||||||||||
OPERATING INCOME (LOSS) | ($6,630) | ($6,016) | ($2,810) |
OPERATING_SEGMENT_DATA_Details1
OPERATING SEGMENT DATA (Details 2) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
OPERATING SEGMENT DATA | |||
ASSETS | $1,127,622 | $1,017,326 | $1,034,462 |
CAPITAL EXPENDITURES, GROSS | 90,808 | 26,405 | 75,251 |
DEPRECIATION AND AMORTIZATION EXPENSE | 86,222 | 88,389 | 87,754 |
Assets acquired through notes payable and capital leases | 55,325 | 36 | 37,973 |
Amortization of intangibles | 4,352 | 4,174 | 2,261 |
Freight Transportation (ABF Freight) | |||
OPERATING SEGMENT DATA | |||
Assets acquired through notes payable and capital leases | 55,300 | 38,000 | |
Premium Logistics (Panther) | |||
OPERATING SEGMENT DATA | |||
Amortization of intangibles | 4,200 | 4,200 | 2,300 |
Emergency & Preventative Maintenance (FleetNet) | |||
OPERATING SEGMENT DATA | |||
Amortization of intangibles | 200 | ||
Maximum | Freight Transportation (ABF Freight) | |||
OPERATING SEGMENT DATA | |||
Assets acquired through notes payable and capital leases | 100 | ||
Operating Segments | Freight Transportation (ABF Freight) | |||
OPERATING SEGMENT DATA | |||
ASSETS | 621,734 | 530,678 | 550,676 |
CAPITAL EXPENDITURES, GROSS | 78,766 | 11,091 | 68,235 |
DEPRECIATION AND AMORTIZATION EXPENSE | 68,752 | 72,971 | 78,672 |
Operating Segments | Premium Logistics (Panther) | |||
OPERATING SEGMENT DATA | |||
ASSETS | 218,135 | 216,747 | 222,280 |
CAPITAL EXPENDITURES, GROSS | 6,414 | 3,854 | 1,579 |
DEPRECIATION AND AMORTIZATION EXPENSE | 11,362 | 10,516 | 5,438 |
Operating Segments | Emergency & Preventative Maintenance (FleetNet) | |||
OPERATING SEGMENT DATA | |||
ASSETS | 23,532 | 21,517 | 18,413 |
CAPITAL EXPENDITURES, GROSS | 550 | 1,314 | 685 |
DEPRECIATION AND AMORTIZATION EXPENSE | 961 | 540 | 497 |
Operating Segments | Transportation Management (ABF Logistics) | |||
OPERATING SEGMENT DATA | |||
ASSETS | 37,571 | 27,836 | 15,437 |
CAPITAL EXPENDITURES, GROSS | 158 | 286 | 45 |
DEPRECIATION AND AMORTIZATION EXPENSE | 1,006 | 640 | 364 |
Operating Segments | Household Goods Moving Services (ABF Moving) | |||
OPERATING SEGMENT DATA | |||
ASSETS | 22,276 | 20,941 | 21,754 |
CAPITAL EXPENDITURES, GROSS | 424 | 493 | 416 |
DEPRECIATION AND AMORTIZATION EXPENSE | 1,384 | 1,247 | 769 |
Other and eliminations | |||
OPERATING SEGMENT DATA | |||
ASSETS | 204,374 | 199,607 | 205,902 |
CAPITAL EXPENDITURES, GROSS | 4,496 | 9,367 | 4,291 |
DEPRECIATION AND AMORTIZATION EXPENSE | $2,757 | $2,475 | $2,014 |
QUARTERLY_RESULTS_OF_OPERATION2
QUARTERLY RESULTS OF OPERATIONS (UNAUDITED) (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
QUARTERLY RESULTS OF OPERATIONS (UNAUDITED) | |||||||||||
Revenues | $664,848 | $711,295 | $658,646 | $577,904 | $578,549 | $623,414 | $576,899 | $520,687 | $2,612,693 | $2,299,549 | $2,065,999 |
Operating expenses | 646,799 | 678,354 | 631,694 | 586,606 | 565,047 | 602,912 | 568,482 | 544,037 | 2,543,454 | 2,280,479 | 2,080,567 |
OPERATING INCOME (LOSS) | 18,049 | 32,941 | 26,952 | -8,702 | 13,502 | 20,502 | 8,417 | -23,350 | 69,239 | 19,070 | -14,568 |
Other income (costs), net | 1,591 | -385 | 419 | -253 | 393 | 502 | -552 | 47 | 1,373 | 391 | -2,424 |
Income tax provision (benefit) | 5,097 | 12,938 | 10,163 | -3,762 | 3,549 | 7,022 | 2,987 | -9,908 | 24,435 | 3,650 | -9,260 |
Net income (loss) | $14,543 | $19,618 | $17,208 | ($5,193) | $10,346 | $13,982 | $4,878 | ($13,395) | $46,177 | $15,811 | ($7,732) |
Earnings (loss) per common share | |||||||||||
Basic (in dollars per share) | $0.53 | $0.72 | $0.63 | ($0.20) | $0.38 | $0.52 | $0.18 | ($0.52) | $1.69 | $0.59 | ($0.31) |
Diluted (in dollars per share) | $0.53 | $0.72 | $0.63 | ($0.20) | $0.38 | $0.52 | $0.18 | ($0.52) | $1.69 | $0.59 | ($0.31) |
AVERAGE COMMON SHARES OUTSTANDING | |||||||||||
Basic (in shares) | 26,073,256 | 26,054,678 | 26,005,105 | 25,876,928 | 25,785,485 | 25,736,810 | 25,694,327 | 25,638,333 | 25,993,255 | 25,714,205 | 25,564,752 |
Diluted (in shares) | 26,073,256 | 26,054,678 | 26,005,105 | 25,876,928 | 25,793,366 | 25,736,810 | 25,694,327 | 25,638,333 | 25,993,612 | 25,714,205 | 25,564,752 |
LEGAL_PROCEEDINGS_ENVIRONMENTA1
LEGAL PROCEEDINGS, ENVIRONMENTAL MATTERS, AND OTHER EVENTS (Details) (USD $) | 12 Months Ended | |
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
state | ||
tank | ||
Underground fuel storage tanks | ||
Environmental Matters | ||
Number of underground tanks where the company's subsidiaries store fuel for use in tractors and trucks | 63 | |
Number of states in which underground tanks are located | 19 | |
Clean Water Act | Freight Transportation (ABF Freight) | ||
Environmental Matters | ||
Reserve for environmental contingencies | 0 | |
Environmental cleanup costs | ||
Environmental Matters | ||
Reserve for environmental contingencies | 0.8 | $0.90 |
SCHEDULE_II_VALUATION_AND_QUAL1
SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS AND RESERVES (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Allowance for doubtful accounts receivable and revenue adjustments | |||
Changes in valuation and qualifying accounts and reserves | |||
Balance at Beginning of Period | $4,533 | $5,249 | $5,957 |
Additions, Charged to Costs and Expenses | 1,941 | 2,065 | 1,524 |
Additions, Charged to Other Accounts | 2,363 | 39 | 26 |
Deductions | 3,106 | 2,820 | 2,258 |
Balance at End of Period | 5,731 | 4,533 | 5,249 |
Allowance for other accounts receivable | |||
Changes in valuation and qualifying accounts and reserves | |||
Balance at Beginning of Period | 1,422 | 1,334 | 1,226 |
Additions, Charged to Costs and Expenses | 279 | 88 | 108 |
Balance at End of Period | 1,701 | 1,422 | 1,334 |
Allowance for deferred tax assets | |||
Changes in valuation and qualifying accounts and reserves | |||
Balance at Beginning of Period | 1,028 | 2,511 | 5,644 |
Additions, Charged to Costs and Expenses | 791 | ||
Additions, Charged to Other Accounts | 47 | ||
Deductions | 696 | 1,483 | 3,971 |
Balance at End of Period | $332 | $1,028 | $2,511 |