Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2015 | Feb. 22, 2016 | Jun. 30, 2015 | |
Document and Entity Information | |||
Entity Registrant Name | ARCBEST CORP /DE/ | ||
Entity Central Index Key | 894,405 | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2015 | ||
Amendment Flag | false | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Public Float | $ 779,103,181 | ||
Entity Common Stock, Shares Outstanding | 25,784,589 | ||
Document Fiscal Year Focus | 2,015 | ||
Document Fiscal Period Focus | FY |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
CURRENT ASSETS | ||
Cash and cash equivalents | $ 164,973 | $ 157,042 |
Short-term investments | 61,597 | 45,909 |
Restricted cash | 1,384 | 1,386 |
Accounts receivable, less allowances (2015 – $4,825; 2014 – $5,731) | 236,097 | 228,056 |
Other accounts receivable, less allowances (2015 – $1,029; 2014 – $1,701) | 6,718 | 6,582 |
Prepaid expenses | 20,801 | 20,906 |
Deferred income taxes | 38,443 | 40,220 |
Prepaid and refundable income taxes | 18,134 | 9,920 |
Other | 3,936 | 4,968 |
TOTAL CURRENT ASSETS | 552,083 | 514,989 |
PROPERTY, PLANT AND EQUIPMENT | ||
Land and structures | 273,839 | 251,836 |
Revenue equipment | 699,844 | 633,455 |
Service, office, and other equipment | 145,286 | 136,145 |
Software | 127,010 | 116,112 |
Leasehold improvements | 25,419 | 24,377 |
TOTAL PROPERTY, PLANT AND EQUIPMENT, GROSS | 1,271,398 | 1,161,925 |
Less allowances for depreciation and amortization | 788,351 | 752,075 |
PROPERTY, PLANT AND EQUIPMENT, net | 483,047 | 409,850 |
GOODWILL | 96,465 | 77,078 |
INTANGIBLE ASSETS, net | 76,787 | 72,809 |
OTHER ASSETS | 54,527 | 52,896 |
TOTAL ASSETS | 1,262,909 | 1,127,622 |
CURRENT LIABILITIES | ||
Accounts payable | 130,869 | 120,325 |
Income taxes payable | 91 | 527 |
Accrued expenses | 188,727 | 194,674 |
Current portion of long-term debt | 44,910 | 25,256 |
TOTAL CURRENT LIABILITIES | 364,597 | 340,782 |
LONG-TERM DEBT, less current portion | 167,599 | 102,474 |
PENSION AND POSTRETIREMENT LIABILITIES | 51,241 | 42,418 |
OTHER LIABILITIES | 12,689 | 16,667 |
DEFERRED INCOME TAXES | 78,055 | 64,398 |
STOCKHOLDERS' EQUITY | ||
Common stock, $0.01 par value, authorized 70,000,000 shares; issued 2015: 27,938,319 shares; 2014: 27,722,010 shares | 279 | 277 |
Additional paid-in capital | 309,653 | 303,045 |
Retained earnings | 376,827 | 338,810 |
Treasury stock, at cost, 2015: 2,080,187 shares; 2014: 1,677,932 shares | (70,535) | (57,770) |
Accumulated other comprehensive loss | (27,496) | (23,479) |
TOTAL STOCKHOLDERS' EQUITY | 588,728 | 560,883 |
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | $ 1,262,909 | $ 1,127,622 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
CONSOLIDATED BALANCE SHEETS | ||
Accounts receivable, allowances (in dollars) | $ 4,825 | $ 5,731 |
Other accounts receivable, allowances (in dollars) | $ 1,029 | $ 1,701 |
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 | 27,938,319 | 27,722,010 |
Treasury stock, at cost, shares | 2,080,187 | 1,677,932 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands | Jan. 27, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 |
CONSOLIDATED STATEMENTS OF OPERATIONS | ||||||||||||
REVENUES | $ 648,134 | $ 709,380 | $ 696,115 | $ 613,276 | $ 664,848 | $ 711,295 | $ 658,646 | $ 577,904 | $ 2,666,905 | $ 2,612,693 | $ 2,299,549 | |
OPERATING EXPENSES | 640,822 | 675,942 | 662,649 | 611,996 | 646,799 | 678,354 | 631,694 | 586,606 | 2,591,409 | 2,543,454 | 2,280,479 | |
OPERATING INCOME | 7,312 | 33,438 | 33,466 | 1,280 | 18,049 | 32,941 | 26,952 | (8,702) | 75,496 | 69,239 | 19,070 | |
OTHER INCOME (COSTS) | ||||||||||||
Interest and dividend income | 1,284 | 851 | 681 | |||||||||
Interest and other related financing costs | (4,400) | (3,190) | (4,183) | |||||||||
Other, net | 354 | 3,712 | 3,893 | |||||||||
TOTAL OTHER INCOME (COSTS) | (445) | (1,392) | (557) | (368) | 1,591 | (385) | 419 | (253) | (2,762) | 1,373 | 391 | |
INCOME BEFORE INCOME TAXES | 72,734 | 70,612 | 19,461 | |||||||||
INCOME TAX PROVISION | 1,878 | 12,892 | 12,942 | 167 | 5,097 | 12,938 | 10,163 | (3,762) | 27,880 | 24,435 | 3,650 | |
NET INCOME | $ 4,989 | $ 19,154 | $ 19,967 | $ 745 | $ 14,543 | $ 19,618 | $ 17,208 | $ (5,193) | $ 44,854 | $ 46,177 | $ 15,811 | |
EARNINGS PER COMMON SHARE | ||||||||||||
Basic (in dollars per share) | $ 0.19 | $ 0.73 | $ 0.76 | $ 0.03 | $ 0.53 | $ 0.72 | $ 0.63 | $ (0.20) | $ 1.71 | $ 1.69 | $ 0.59 | |
Diluted (in dollars per share) | $ 0.19 | $ 0.72 | $ 0.74 | $ 0.03 | $ 0.53 | $ 0.72 | $ 0.63 | $ (0.20) | $ 1.67 | $ 1.69 | $ 0.59 | |
AVERAGE COMMON SHARES OUTSTANDING | ||||||||||||
Basic (in shares) | 25,936,709 | 26,009,344 | 26,021,874 | 26,051,038 | 26,073,256 | 26,054,678 | 26,005,105 | 25,876,928 | 26,013,716 | 25,993,255 | 25,714,205 | |
Diluted (in shares) | 26,415,839 | 26,508,482 | 26,593,451 | 26,588,518 | 26,073,256 | 26,054,678 | 26,005,105 | 25,876,928 | 26,530,127 | 25,993,612 | 25,714,205 | |
CASH DIVIDENDS DECLARED PER COMMON SHARE (in dollars per share) | $ 0.08 | $ 0.08 | $ 0.06 | $ 0.06 | $ 0.06 | $ 0.06 | $ 0.03 | $ 0.03 | $ 0.03 | $ 0.26 | $ 0.15 | $ 0.12 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME | |||
NET INCOME | $ 44,854 | $ 46,177 | $ 15,811 |
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: (2015 – $4,798; 2014 – $8,639; 2013 – $11,892) | (7,535) | (13,567) | 18,683 |
Pension settlement expense, net of tax of: (2015 – $1,246; 2014 – $2,565; 2013 – $821) | 1,956 | 4,030 | 1,290 |
Amortization of unrecognized net periodic benefit costs, net of tax of: (2015 – $1,571; 2014 – $979; 2013 – $3,014) | |||
Net actuarial loss | 2,585 | 1,652 | 4,847 |
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: (2015 – $126; 2014 – $226) | (195) | (350) | |
Change in foreign currency translation, net of tax of: (2015 – $451; 2014 – $137; 2013 – $79) | (712) | (216) | (122) |
OTHER COMPREHENSIVE INCOME (LOSS), net of tax | (4,017) | (8,567) | 42,460 |
TOTAL COMPREHENSIVE INCOME | $ 40,837 | $ 37,610 | $ 58,271 |
CONSOLIDATED STATEMENTS OF COM6
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME | |||
Net gain from curtailment, tax | $ 11,384 | ||
Net actuarial gain (loss), tax | $ (4,798) | $ (8,639) | 11,892 |
Pension settlement expense, tax | 1,246 | 2,565 | 821 |
Amortization of unrecognized net periodic benefit costs, tax | 1,571 | 979 | 3,014 |
Change in unrealized loss on interest rate swap, tax | (126) | (226) | |
Change in foreign currency translation, tax | $ (451) | $ (137) | $ (79) |
CONSOLIDATED STATEMENT OF STOCK
CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY - USD ($) shares in Thousands, $ in Thousands | Common Stock | Additional Paid-In Capital | Retained Earnings | Treasury Stock | Accumulated Other Comprehensive Loss | Total |
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 | 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 | 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 | ||||
Increase (Decrease) in Stockholders' Equity | ||||||
Net income | 44,854 | 44,854 | ||||
Other comprehensive income (loss), net of tax | (4,017) | (4,017) | ||||
Issuance of common stock under share-based compensation plans | $ 2 | (2) | ||||
Issuance of common stock under share-based compensation plans (in shares) | 216 | |||||
Tax effect of share-based compensation plans | (1,419) | (1,419) | ||||
Share-based compensation expense | 8,029 | 8,029 | ||||
Dividends declared on common stock | (6,837) | (6,837) | ||||
Purchase of treasury stock | $ (12,765) | (12,765) | ||||
Purchase of treasury stock (in shares) | 402 | |||||
Balances at Dec. 31, 2015 | $ 279 | $ 309,653 | $ 376,827 | $ (70,535) | $ (27,496) | $ 588,728 |
Balances (in shares) at Dec. 31, 2015 | 27,938 | 2,080 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
OPERATING ACTIVITIES | |||
NET INCOME | $ 44,854 | $ 46,177 | $ 15,811 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Depreciation and amortization | 89,040 | 81,870 | 84,215 |
Amortization of intangibles | 4,002 | 4,352 | 4,174 |
Pension settlement expense | 3,202 | 6,595 | 2,111 |
Share-based compensation expense | 8,029 | 6,998 | 5,494 |
Provision for losses on accounts receivable | 998 | 1,942 | 2,065 |
Deferred income tax provision (benefit) | 16,435 | 4,692 | (10,367) |
Gain on sale of property and equipment | (2,225) | (1,461) | (153) |
Changes in operating assets and liabilities: | |||
Receivables | 4,242 | (26,892) | (24,200) |
Prepaid expenses | 362 | (1,888) | (1,670) |
Other assets | 1,090 | 889 | (1,015) |
Income taxes | (8,918) | (11,972) | 8,468 |
Accounts payable, accrued expenses, and other liabilities | (15,092) | 32,464 | 8,571 |
NET CASH PROVIDED BY OPERATING ACTIVITIES | 146,019 | 143,766 | 93,504 |
INVESTING ACTIVITIES | |||
Purchases of property, plant and equipment, net of financings | (78,425) | (35,483) | (26,369) |
Proceeds from sale of property and equipment | 6,639 | 4,928 | 2,194 |
Purchases of short-term investments | (61,363) | (45,831) | (39,605) |
Proceeds from sale of short-term investments | 45,831 | 35,853 | 32,718 |
Business acquisitions, net of cash acquired | (29,813) | (2,647) | (4,146) |
Capitalization of internally developed software | (8,512) | (8,418) | (7,668) |
NET CASH USED IN INVESTING ACTIVITIES | (125,643) | (51,598) | (42,876) |
FINANCING ACTIVITIES | |||
Borrowings under credit facilities | 70,000 | ||
Borrowings under accounts receivable securitization program | 35,000 | ||
Payments on long-term debt | (100,813) | (40,440) | (43,176) |
Net change in book overdrafts | 3,843 | 2,486 | (37) |
Net change in restricted cash | 2 | 516 | 7,756 |
Deferred financing costs | (875) | (76) | (71) |
Payment of common stock dividends | (6,837) | (4,102) | (3,233) |
Purchase of treasury stock | (12,765) | ||
Proceeds from the exercise of stock options | 1,136 | 2,785 | |
NET CASH USED IN FINANCING ACTIVITIES | (12,445) | (40,480) | (35,976) |
NET INCREASE IN CASH AND CASH EQUIVALENTS | 7,931 | 51,688 | 14,652 |
Cash and cash equivalents at beginning of period | 157,042 | 105,354 | 90,702 |
CASH AND CASH EQUIVALENTS AT END OF PERIOD | 164,973 | 157,042 | 105,354 |
NONCASH INVESTING ACTIVITIES | |||
Equipment financed | 80,592 | 55,325 | 36 |
Accruals for equipment received | $ 748 | $ 928 | $ 324 |
ORGANIZATION AND DESCRIPTION OF
ORGANIZATION AND DESCRIPTION OF THE BUSINESS AND FINANCIAL STATEMENT PRESENTATION | 12 Months Ended |
Dec. 31, 2015 | |
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 PRESENTATIO N Organization and Description of Business ArcBest Corporation ® (the “Company”) is the parent holding company of businesses providing freight transportation services and logistics solutions. The Company’s principal operations are conducted through its Freight Transportation (ABF Freight ® ) segment, which consists of ABF Freight System, Inc. and certain other subsidiaries. The Company’s other reportable operating segments are the following asset-light logistics businesses: Premium Logistics (Panther), Transportation Management (ABF Logistics ® ), Emergency & Preventative Maintenance (FleetNet), and Household Goods Moving Services (ABF Moving ® ). References to the Company in this Annual Report on Form 10-K are primarily to the Company and its subsidiaries on a consolidated basis. ABF Freight represented approximately 71% of the Company’s 2015 revenues before other revenues and intercompany eliminations. As of December 2015, approximately 77% 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. 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. The estimated net effect of the November 3, 2013 wage rate reduction and the benefit rate increase which was applied retroactively to August 1, 2013 was an initial reduction of approximately 4% to the combined total contractual wage and benefit rate under the ABF NMFA. Following the initial reduction, 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 throughout the contract period which extends through March 31, 2018. On December 1, 2015, ABF Logistics acquired Bear Transportation Services, L.P. (“Bear”), a private, non-asset truckload brokerage firm, for net cash consideration of $24.6 million (subject to post-closing adjustments). On January 2, 2015, ABF Logistics acquired Smart Lines Transportation Group, LLC (“Smart Lines”) , a privately ‑owned truckload brokerage firm, for net cash consideration of $5.2 million. 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 condition, 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. The Company is in the process of making a final determination of acquired assets and liabilities for the Bear transaction and the provisional measurements are subject to change during the measurement period. 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 M 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 consolidated balance sheet to conform to the current year presentation. Book overdrafts (which represent checks issued that are later funded when cleared through banks) previously reported in a separate line on the consolidated balance sheets titled “Bank overdraft and drafts payable” have been reclassified to “Accounts payable.” There was no impact on total current liabilities as a result of the reclassification. |
ACCOUNTING POLICIES
ACCOUNTING POLICIES | 12 Months Ended |
Dec. 31, 2015 | |
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 greater than ninety days and remaining maturities less than one year. Interest and dividends related to cash, cash equivalents, and short ‑term investments are included in interest and dividend income. Restricted Cash: Cash that is pledged as collateral, primarily for the Company’s outstanding letters of credit, is 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 is classified consistent with the classification of the liabilities to which it relates and in accordance with the duration of the letters of credit. Restricted cash consisted of cash deposits at December 31, 2015 and 2014. 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, Mexico, and other international locations. On a consolidated basis, the Company had no single customer representing more than 5% of its revenues in 2015, 2014, or 2013 or more than 5% of its accounts receivable balance at December 31, 2015 and 2014. 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. Accounts receivable are written off against the allowance for doubtful accounts and revenue adjustments when accounts are turned over to a collection agency or when the accounts are determined to be uncollectible. 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 45 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 and trailers in its Panther 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. Costs incurred in the preliminary project stage and postimplementation-operation stage, which includes maintenance and training costs, are expensed as incurred. 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. 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 ABF Freight and Panther 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. 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. Assets held for sale of $2.1 million and $0.3 million are reported within other noncurrent assets as of December 31, 2015 and 2014, respectively. At December 31, 2015 and 2014, 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 earnings before interest, taxes, depreciation, and amortization (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. Income Taxes: The Company accounts for income taxes under the asset and liability method. Under this method, deferred tax assets and liabilities are recognized based on the temporary differences between the book value and the tax basis of certain assets and liabilities and the tax effect of operating loss and tax credit carryforwards. 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. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized as income or expense in the period that includes the enactment date. 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 comple x and frequently changing rules administered in multiple jurisdictions, including U.S. federal, state, and foreign governments. Book Overdrafts: Issued checks that have not cleared the bank as of December 31 result in book overdraft balances for accounting purposes which are classified within accounts payable in the accompanying consolidated balance sheets. Book overdrafts amounted to $21.9 million and $16.1 million for the year ended December 31, 2015 and 2014, respectively. The change in book overdrafts is reported as a component of fina n cing activities within the statement of cash flows. 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 aggregate 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. Long ‑Term Debt: As of December 31, 2015, long-term debt consisted of borrowings outstanding under the Company’s revolving credit facility and accounts receivable securitization program, minimum principal payments due under notes payable for the financing of revenue equipment, and the present values of net minimum lease payments under capital lease obligations. As of December 31, 2014, long-term debt included a secured term loan outstanding under the Company’s credit agreement, which the Company amended and restated on January 2, 2015 and converted the amounts outstanding to a revolving credit facility. The Company’s long-term debt and financing arrangements are further described in Note G. 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 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 unrealized gain or loss as a component of accumulated other comprehensive income or loss, net of tax, in stockholders’ equity and the change in the unrealized gain or loss on the interest rate swap is reported in other comprehensive income or loss, net of tax, in the consolidated statements of comprehensive income. The unrealized gain or loss is reclassified out of accumulated other comprehensive loss 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, assets held under capital leases are depreciated over their estimated useful lives on the same basis as owned assets and 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 consolidated 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. 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. Assumptions are also made regarding expected retirement age, mortality, employee turnover, and future increases in health care costs. The assumptions used directly impact the net periodic benefit cost for a particular year. An actuarial gain or loss results when actual experience varies from the assumptions or when there are changes in actuarial 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 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 I. 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 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 consists of net income and other comprehensive income or loss, net of tax. Other comprehensive income or loss refers to revenues, expenses, gains, and losses that are not included in net income, but rather are recorded directly to stockholders’ equity. 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 J. 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 J. Earnings Per Share: The Company uses the two ‑class method for calculating earnings per share due to certain equity awards being deemed participating securities. The two-class method is an earnings allocation method under which earnings per share is calculated for each class of common stock and participating security considering both dividends declared and participation rights in undistributed earnings as if all such earnings had been distributed during the period. The calculation uses the net income based on the two-class method and the weighted ‑average number of common shares (basic earnings per share) or common equivalent shares outstanding (diluted earnings per share) during the applicable 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 (the “FASB”) 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. In July 2015, the FASB announced its decision to defer the effective date of the new standard for one year, making the standard effective for the Company on January 1, 2018. The Company is evaluating the impact of the new standard on the consolidated financial statements. In August 2014, the FASB 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. In April 2015, the FASB issued an accounting pronouncement to amend ASC Topic 835 with Simplifying the Presentation of Debt Issuance Costs (Subtopic 835-30). The amendment adds the requirement for an entity to present debt issuance costs in the balance sheet as a direct deduction from the related debt liability rather than as an asset and to report amortization of the debt issuance costs as interest expense. The Subtopic is effective for the Company beginning January 1, 2016 and is not expected to have a significant impact on the Company’s financial statements or disclosures. In April 2015, the FASB issued an accounting pronouncement to amend ASC Topic 350 with the addition of Customer’s Accounting for Fees Paid in a Cloud Computing Arrangement (Subtopic 350-40). The amendment adds guidance on determining whether a cloud computing arrangement contains a software license that should be accounted for as internal-use software. If the cloud computing arrangement does not contain a software license, the agreement should be accounted for as a service contract. The Subtopic is effective for the Company beginning January 1, 2016, and is not expected to have a significant impact on the Company’s financial statements or disclosures. In September 2015, the FASB issued an accounting pronouncement to amend ASC Topic 805 with the addition of Simplifying the Accounting for Measurement-Period Adjustments . The amendment eliminates the requirement that an acquirer in a business combination account for measurement-period adjustments retrospectively and instead recognize measurement-period adjustments during the period in which it determines the amount of the adjustments, including the effect on earnings of any amounts it would have recorded in previous periods if the accounting had been completed at the acquisition date. The amendment is effective for the Company beginning January 1, 2016, and is not expected to have a significant impact on the Company’s financial statements or disclosures. In November 2015, the FASB issued an accounting pronouncement to amend ASC Topic 740 with the addition of Balance Sheet Classification of Deferred Taxes . The amendment is effective for the Company beginning January 1, 2017. The update will result in deferred tax assets and liabilities being classified as noncurrent in the Company’s consolidated balance sheet. In February 2016, the FASB issued an accounting pronouncement creating ASC Topic 842, Leases . The amendment is effective for the Company beginning January 1, 2019. The update will require many operating leases to be reflected as liabilities with associated right-of-use assets in the Company’s consolidated balance sheet. 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, such as changes to the accounting for share-based payments, including the related impacts on income taxes and earnings per share calculations. |
FINANCIAL INSTRUMENTS AND FAIR
FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS | 12 Months Ended |
Dec. 31, 2015 | |
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 2015 2014 (in thousands) Cash and cash equivalents Cash deposits (1) $ $ Variable rate demand notes (1)(2) Money market funds (3) Total cash and cash equivalents $ $ Short-term investments Certificates of deposit (1) $ $ Restricted cash (4) Cash deposits (1) $ $ (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 and liabilities 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 G). 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. However, certain cash deposits and certificates of deposit may exceed federally insured limits. At December 31, 2015 and 2014, cash and cash equivalents totaling $69.9 million and $77.3 million, respectively, were not FDIC insured. Fair Value Disclosure of Financial Instruments Fair value and carrying value disclosures of financial instruments as of December 31 are presented in the following table: 2015 2014 (in thousands) Carrying Fair Carrying Fair Value Value Value Value Credit Facility (1) $ $ $ — $ — Term Loan (2) — — Accounts receivable securitization borrowings (3) — — Notes payable (4) $ $ $ $ (1) The revolving credit facility (the “Credit Facility”) under the Company’s Amended and Restated Credit Agreement, which was entered into in January 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) The Term Loan, which was entered into on June 15, 2012 and converted to borrowings under the Credit Facility on January 2, 2015, carried a variable interest rate based on LIBOR, plus a margin, that was considered to be priced at market for debt instruments having similar terms and collateral requirements (Level 2 of the fair value hierarchy). (3) Borrowings under the Company’s accounts receivable securitization program carry 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). (4) 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: 2015 2014 (in thousands) Assets: Money market funds (1)(3) $ $ Equity, bond, and money market mutual funds held in trust related to the Voluntary Savings Plan (2)(3) $ $ Liabilities: Interest rate swap (4) $ $ (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) Included in other long ‑term liabilities. 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, 2015 and 2014 and considers the interest rate swap valuation in Level 2 of the fair value hierarchy. |
GOODWILL AND INTANGIBLE ASSETS
GOODWILL AND INTANGIBLE ASSETS | 12 Months Ended |
Dec. 31, 2015 | |
GOODWILL AND INTANGIBLE ASSETS | |
GOODWILL AND INTANGIBLE ASSETS | NOTE D – 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: ABF ABF Total Panther Moving Logistics FleetNet (in thousands) Balances December 31, 2013 $ $ $ $ — $ — Goodwill acquired (1) — — — Balances December 31, 2014 $ $ $ $ — $ Goodwill acquired (2) — — — Balances December 31, 2015 $ $ $ $ $ (1) Goodwill of $0.6 million related to the April 30, 2014 FleetNet acquisition is expected to be fully deductible for tax purposes. (2) Goodwill of $4.2 million and $15.2 million related to the January 2, 2015 acquisition of Smart Lines and the December 1, 2015 acquisition of Bear, respectively, is expected to be fully deductible for tax purposes. The fair value assessment of assets and liabilities acquired with Bear was based on preliminary information as of December 31, 2015. Intangible assets consisted of the following as of December 31: 2015 2014 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 (1) $ $ $ $ $ $ Driver network — Other Indefinite-lived intangible assets Trade name N/A N/A N/A Other N/A N/A N/A Total intangible assets N/A $ $ $ $ $ $ (1) Customer relationships include $7.3 million related to the December 1, 2015 acquisition of Bear. The fair value assessment of assets and liabilities acquired with Bear was based on preliminary information as of December 31, 2015. Amortization expense on intangible assets totaled $4.0 million, $4.4 million, and $4.2 million for the year ended December 31, 2015, 2014, and 2013 respectively. As of December 31, 2015, amortization expense on intangible assets (excluding acquired software which is reported within property, plant and equipment) is anticipated to range between $4.0 million and $4.2 million per year for the years ended December 31, 2016 through 2020. 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 2015 and 2014 and is expected to result in $4.5 million of annual amortization expense for the years ended December 31, 2016 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, 2015 and 2014 , and it was determined that there was no impairment of the recorded balances. |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Dec. 31, 2015 | |
INCOME TAXES | |
INCOME TAXES | NOTE E – INCOME TAXES Significant components of the provision or benefit for income taxes for the years ended December 31 were as follows: 2015 2014 2013 (in thousands) Current provision: Federal $ $ $ State Foreign Deferred provision (benefit): Federal State Foreign Total provision for income taxes $ $ $ 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: 2015 2014 2013 (in thousands) Amortization, depreciation, and basis differences for property, plant and equipment and other long-lived assets $ $ $ Amortization of intangibles Changes in reserves for workers’ compensation and cargo claims Revenue recognition Allowance for doubtful accounts Foreign tax credit carryforward utilized Nonunion pension and other retirement plans Deferred compensation plans Federal net operating loss carryforwards utilized State net operating loss carryforwards utilized State depreciation adjustments Share-based compensation Valuation allowance increase (decrease) Leases Other accrued expenses Other Deferred tax provision (benefit) $ $ $ Significant components of the deferred tax assets and liabilities at December 31 were as follows: 2015 2014 (in thousands) Deferred tax assets: Accrued expenses $ $ Pension liabilities Postretirement liabilities other than pensions Share-based compensation Federal and state net operating loss carryovers Other Total deferred tax assets Valuation allowance Total deferred tax assets, net of valuation allowance Deferred tax liabilities: Amortization, depreciation, and basis differences for property, plant and equipment, and other long-lived assets Intangibles Revenue recognition Prepaid expenses Total deferred tax liabilities Net deferred tax liabilities $ $ Reconciliation between the effective income tax rate, as computed on income before income taxes, and the statutory federal income tax rate for the years ended December 31 is presented in the following table: 2015 2014 2013 (in thousands) Income tax provision at the statutory federal rate $ $ $ Federal income tax effects of: State income taxes Nondeductible expenses Life insurance proceeds and changes in cash surrender value Dividends received deduction Alternative fuel credit Increase (decrease) in valuation allowances Other (1) Federal income tax provision State income tax provision Foreign income tax provision Total provision for income taxes $ $ $ Effective tax rate % % % (1) Includes foreign income tax provision, as presented in this table. Income taxes paid, excluding income tax refunds, totaled $39.0 million, $40.4 million, and $13.4 million in 2015, 2014, and 2013, respectively, before income tax refunds of $21.3 million, $11.9 million, and $8.1 million in 2015, 2014, and 2013, 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 less than $0.1 million for 2015, $0.1 million for 2014 and $0.2 million for 2013. The Company had state net operating loss carryforwards of $21.4 million and state contribution carryforwards of $1.0 million at December 31, 2015. 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, 2015 and 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 $0.7 million relating to foreign tax credit carryforwards was reversed during 2014. Due to increased profitability of the foreign entities and actual and forecasted U.S. income, management concluded that realization of foreign tax credits was more likely than not. 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. Management’s determination was based on 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. Consolidated federal income tax returns filed for tax years through 2011 are closed by the applicable statute of limitations. During 2014, the U.S. Internal Revenue Service (the “IRS”) completed an examination 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 and 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 condition, 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 ’s federal tax returns for years through 201 1 are now closed by the statute of limitations. At December 31, 201 5 , Panther had federal net operating loss carryforwards of approximately $ 1 . 9 million from periods ending on or prior to June 15, 2012. State net operating loss carryforwards for the same periods are approximately $ 7 .6 million. Federal net operating loss carryforwards will expire if not used within 1 6 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 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 related to the credit and, other than limited guidance issued to another taxpayer whose underlying facts differ from those of the Company, there is no other guidance or case law applicable to the credit, and the Company has no other 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, 2015 under the applicable accounting standards, and has not adjusted the balance of the reserve from $0.7 million. For 2015 and 2013, interest of less than $0.1 million was paid, and for 2014, no interest was paid, related to federal and state income taxes. Interest of $0.2 million was paid in 2013 for the amounts accrued in 2012 on foreign income tax obligations, and accrued interest on the foreign income tax obligations of less than $0.1 million remained at December 31, 2015. Any interest or penalties related to income taxes are charged to operating expenses. |
OPERATING LEASES AND COMMITMENT
OPERATING LEASES AND COMMITMENTS | 12 Months Ended |
Dec. 31, 2015 | |
OPERATING LEASES AND COMMITMENTS | |
OPERATING LEASES AND COMMITMENTS | NOTE F – 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 $25.0 million, $30.2 million, and $24.1 million in 2015, 2014, and 2013, respectively. The future minimum rental commitments, net of minimum rental to be received under noncancelable subleases, as of December 31, 2015 for all noncancelable operating leases were as follows: Equipment Land and and Total Structures Other (in thousands) 2016 $ $ $ 2017 2018 2019 2020 — Thereafter — $ $ $ As of December 31, 2015, the Company had a $ 40.1 million commitment to construct a new corporate headquarters and call center building to facilitate the continuing growth in its asset ‑ light logistics businesses . |
LONG-TERM DEBT AND FINANCING AR
LONG-TERM DEBT AND FINANCING ARRANGEMENTS | 12 Months Ended |
Dec. 31, 2015 | |
LONG-TERM DEBT AND FINANCING ARRANGEMENTS | |
LONG-TERM DEBT AND FINANCING ARRANGEMENTS | NOTE G – LONG ‑TERM DEBT AND FINANCING ARRANGEMENTS Long ‑Term Debt Obligations Long-term debt consisted of borrowings outstanding under the Company’s revolving credit facility and accounts receivable securitization program, both of which are 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 2015 2014 (in thousands) Credit Facility (interest rate of 1.7% at December 31, 2015) $ $ — Term Loan (1) — Accounts receivable securitization borrowings (interest rate of 1.1% at December 31, 2015) — Notes payable (weighted-average interest rate of 1.9% at December 31, 2015) Capital lease obligations (weighted-average interest rate of 5.8% at December 31, 2015) Less current portion Long-term debt, less current portion $ $ (1) The Term Loan was converted to the Credit Facility on January 2, 2015. Scheduled maturities of long ‑ term debt obligations as of December 31, 2015 were as follows: Accounts Notes Capital Lease Receivable Payable Obligations (2) Credit Securitization Revenue Land and Total Facility (1) Program (1) Equipment Structures (in thousands) 2016 $ $ $ $ $ 2017 2018 2019 — 2020 — — Thereafter — — — — — Total payments Less amounts representing interest Long-term debt $ $ $ $ $ (1) The future interest payments included in the scheduled maturities due are calculated using variable interest rates based on the LIBOR swap curve, plus the anticipated applicable margin. (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: 2015 2014 (in thousands) Revenue equipment $ $ Land and structures (terminals) Service, office, and other equipment — Total assets securing notes payable or held under capital leases Less accumulated depreciation and amortization (1) Net assets securing notes payable or held under capital leases $ $ (1) Amortization of assets held under capital leases and depreciation of assets securing notes payable are included in depreciation expense. The Company’s long ‑term debt obligations have a weighted ‑average interest rate of 2.1% at December 31, 2015. The Company paid interest of $4.0 million, $2.7 million, and $3.6 million in 2015, 2014, and 2013, respectively, net of capitalized interest which totaled $0.2 million for 2015 and $0.1 million for each of 2014 and 2013. 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. 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. On January 2, 2015, t he Credit Agreement was amended and the Term Loan was refinanced , as discussed in the following paragraph. Credit Facility 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”). The Amended and Restated Credit Agreement refinanced the $70.0 million Term Loan, which was outstanding under the Credit Agreement at December 31, 2014 with a revolving credit facility (the “Credit Facility”). The Credit Facility , which matures on January 2, 2020, 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; 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 the Company’s 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 the Company’s 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, purchases and sales of assets, and certain restricted payments. The Company was in compliance with the covenants under the Amended and Restated Credit Agreement at December 31, 2015. Interest Rate Swap In November 2014, in contemplation of the Credit Facility, 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 began receiving 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 with a per annum rate of 3.10% based on the margin of the Credit Facility as of December 31, 2015. The fair value of the interest rate swap of $0.9 million and $0.6 million was recorded in other long-term liabilities in the consolidated balance sheet at December 31, 2015 and 2014, respectively. 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, 2015. Accounts Receivable Securitization Program On January 2, 2015, the Company entered into an amendment to extend the maturity date of its accounts receivable securitization program until January 2, 2018. On February 1, 2015, the Company amended and restated the accounts receivable securitization program to increase the amount of cash proceeds provided under the facility from $75.0 million to $100.0 million, with an accordion feature allowing the Company to request additional borrowings up to $25.0 million, subject to certain conditions. Under this program, 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. Borrowings under the accounts receivable securitization program 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, 2015, $35.0 million was borrowed under the accounts receivable securitization program. The Company was in compliance with the covenants under the accounts receivable securitization program as of December 31, 2015. 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 program. As of December 31, 2015, standby letters of credit of $20.1 million have been issued under the program, which reduced the available borrowing capacity to $44.9 million. Letter of Credit Agreements and Surety Bond Programs 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 as of December 31, 2015 and 2014. During 2014, 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. 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, 2015 and 2014, surety bonds outstanding related to the self-insurance program totaled $44.4 million and $43.8 million, respectively. Notes Payable and Capital Leases ABF Freight has financed the purchase of certain revenue equipment through promissory note arrangements, including $80.6 million and $55.3 million of revenue equipment in 2015 and 2014, 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 2015 or 2014. 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, 2015 | |
ACCRUED EXPENSES | |
ACCRUED EXPENSES | NOTE H – ACCRUED EXPENSES December 31 2015 2014 (in thousands) Workers’ compensation, third-party casualty, and loss and damage claims reserves $ $ Accrued vacation pay Accrued compensation Taxes other than income Other $ $ |
EMPLOYEE BENEFIT PLANS
EMPLOYEE BENEFIT PLANS | 12 Months Ended |
Dec. 31, 2015 | |
EMPLOYEE BENEFIT PLANS | |
EMPLOYEE BENEFIT PLANS | NOTE I – 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 for the discretionary defined contribution feature of the Company’s nonunion 401(k) and defined contribution plan in which all eligible 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 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 consideration of the freeze of the accrual of benefits, the investment strategy has become more focused on reducing investment, interest rate, and longevity risks in the plan. As part of this strategy, 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 Company recognized pension settlement expense as a component of net periodic benefit cost related to the nonparticipating annuity contract purchase amount of $25.4 million plus total lump-sum benefit distributions of $32.1 million in 2014 with corresponding reductions in the unrecognized net actuarial loss of the nonunion defined benefit pension plan. The Company also recognized pension settlement expense in 2015 and 2013 related to lump-sum benefit distributions from the plan. The pension settlement expense amounts are presented in the tables within this Note. The remaining pre ‑ tax unrecognized net actuarial loss of $2 8 . 5 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 additional quarterly pension settlement expense related to lump ‑ sum distributions from the nonunion defined benefit pension 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 Cash Long ‑Term Incentive Compensation 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. As presented in the tables within this Note, pension settlement expense and a corresponding reduction in the net actuarial loss was recorded in 2014 related to lump-sum SBP benefit distributions. The SBP did not incur pension settlement expense related to lump ‑ sum distributions in 2015 or 2013. The Company sponsors an insured postretirement health benefit plan that provides supplemental medical benefits and dental and vision 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. 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 2015 2014 2015 2014 2015 2014 (in thousands) Change in benefit obligations Benefit obligations at beginning of year $ $ $ $ $ $ Service cost — — — — Interest cost Actuarial (gain) loss (1) Benefits paid Settlement loss — — — Benefit obligations at end of year Change in plan assets Fair value of plan assets at beginning of year — — — — Actual return (loss) on plan assets — — — — Employer contributions Benefits paid Fair value of plan assets at end of year — — — — Funded status $ $ $ $ $ $ Accumulated benefit obligation $ $ $ $ $ $ (1) Actuarial losses on nonunion defined benefit pension plan and postretirement health benefit plan were higher for 2014, primarily due to decreases in the discount rates used to remeasure the plan obligations at December 31, 2014 versus December 31, 2013. 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 2015 2014 2015 2014 2015 2014 (in thousands) Current liabilities (included in accrued expenses) $ — $ — $ $ $ $ Noncurrent liabilities (included in pension and postretirement liabilities) Liabilities recognized $ $ $ $ $ $ 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 2015 2014 2013 2015 2014 2013 2015 2014 2013 (in thousands) Service cost $ — $ — $ $ — $ — $ — $ $ $ Interest cost Expected return on plan assets — — — — — — Amortization of prior service credit — — — — — — Pension settlement expense — — — — — Amortization of net actuarial loss (1) Net periodic benefit cost $ $ $ $ $ $ $ $ $ (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 2015 (1) 2014 (2) 2013 (1) 2015 (3) 2014 2013 (in thousands, except per share data) Pension settlement distributions $ $ $ $ $ $ — Pension settlement expense, pre-tax $ $ $ $ — $ $ — Pension settlement expense per diluted share, net of taxes $ $ $ $ — $ $ — (1) In 2015 and 2013, pension settlement distributions represent lump ‑sum benefit distributions paid. (2) Pension settlement distributions represent $32.1 million of lump ‑sum benefit distributions and a $25.4 million nonparticipating annuity contract purchase. (3) The 2015 SBP distribution represents the portion of a benefit related to an officer retirement that occurred in 2014 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 2014. 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 2015 2014 2015 2014 2015 2014 (in thousands) Unrecognized net actuarial loss $ $ $ $ $ $ Unrecognized prior service credit — — — — Total $ $ $ $ $ $ The following amounts, which are reported within accumulated other comprehensive loss at December 31, 2015 are expected to be recognized as components of net periodic benefit cost in 2016 on a pre ‑ tax basis. (Amounts exclude the effect of pension settlements, which the Company will incur for the nonunion defined benefit pension plan and is projected to incur for the SBP in 2016.) Nonunion Supplemental Postretirement Defined Benefit Benefit Health Pension Plan Plan Benefit Plan (in thousands) Unrecognized net actuarial loss $ $ $ Unrecognized prior service credit — — Total $ $ $ 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 2015 2014 2015 2014 2015 2014 Discount rate % % % % % % 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 2015 (1) 2014 (2) 2013 (3) 2015 2014 (4) 2013 2015 2014 2013 Discount rate 3.2 % 3.8 % 3.1 % % 2.8 % % % % % Expected return on plan assets 6.5 % 6.5 % 7.5 % N/A N/A N/A N/A N/A N/A Rate of compensation increase (5) N/A N/A 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 2015 credit, and the interim discount rate established upon each quarterly settlement in 2015 of 3.0% , 3.5% , and 3.4% was used to calculate the credit for the second, third, and fourth quarter of 2015, respectively. (2) The discount rate presented was used to determine the first quarter 2014 credit, and the interim discount rate established upon each quarterly settlement in 2014 of 3.5% , 3.3% , and 3.4% was used to calculate the credit for the second, third, and fourth quarter of 2014, respectively. (3) 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. (4) 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. (5) 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: 2015 (1) 2014 Pre-65 Post-65 Health care cost trend rate assumed for next year % % % Rate to which the cost trend rate is assumed to decline % % % Year that the rate reaches the cost trend assumed rate (1) Based on similar actuarial assumptions used for the pre ‑65 and post ‑65 anticipated trend rates, a single trend rate was determined to be reasonable for use in the valuation of the accumulated benefit obligation as of December 31, 2015. 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, 2015: One Percentage Point Increase Decrease (in thousands) Effect on total of service and interest cost components $ $ Effect on postretirement benefit obligation $ $ 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, 2015 are as follows: Nonunion Supplemental Postretirement Defined Benefit Benefit Health Pension Plan Plan Benefit Plan (in thousands) 2016 $ $ $ 2017 $ $ $ 2018 $ $ — $ 2019 $ $ $ 2020 $ $ — $ 2021-2025 $ $ — $ 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 2016 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 2016. The plan’s actuary certified the adjusted funding target attainment percentage (“AFTAP”) to be 107.3% as of the January 1, 2015 valuation date. The AFTAP is determined by measurements prescribed by the IRC, 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 2016 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 are summarized in the following table: 2015 Target Acceptable Weighted-Average Allocation Allocation Range 2015 2014 Equity Securities Large Cap U.S. Equity % % - % % % Mid Cap U.S. Equity % - % Small Cap U.S. Equity % - % International Equity % - % Income Securities Debt Instruments % - % Floating Rate Loan Fund % - % Cash Equivalents Cash and Cash Equivalents % - % % % % 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. 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 2015 and 2014 , 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, 2015, 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) $ $ $ — $ — Debt Instruments (2) — — Floating Rate Loans (3) — — Large Cap U.S. Equity — — Mid Cap U.S. Equity — — Small Cap U.S. Equity — — International Equity — — $ $ $ $ — (1) Consists primarily of money market mutual funds. (2) Includes corporate debt instruments (74%) , mortgage-backed instruments (17%) , treasury instruments (6%) , municipal debt instruments (2%) , 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, 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) $ $ $ — $ — Debt Instruments (2) — — Floating Rate Loans (3) — — Large Cap U.S. Equity — — Mid Cap U.S. Equity — — Small Cap U.S. Equity — — International Equity — — $ $ $ $ — (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. Deferred Compensation Plans The Company has deferred salary agreements with certain executives for which liabilities of $3.9 million and $4.7 million were recorded as of December 31, 2015 and 2014, 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 that is followed by a termination of the executive. 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). 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, 2015 and 2014 , VSP balances of $2.1 million and $3.0 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 matches 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 $5.5 million, $4.9 million, and $4.5 million for 2015, 2014, and 2013, respectively. Effective July 1, 2013, participants in the nonunion defined benefit pension plan who were active employees of the Company became eligible for the discretionary defined contribution feature of Company’s nonunion 401(k) and defined contribution plan in which all eligible 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 2015, 2014, and 2013, the Company recognized expense of $9.5 million, $9.0 million and $5.9 million, respectively, related to its contributions to the defined contribution plan. Cash Long ‑Term Incentive Compensation Plan The Company maintains a performance-based Cash Long-Term Incentive Compensation 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, 2015, 2014, and 2013, $6.7 million, $7.6 million, $4.2 million, respectively, were accrued for future payments under the plans. Other Plans Other long ‑term assets include $45.1 million and $44.5 million at December 31, 2015 and 2014, 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 $0.3 million during 2015 and $3.8 million during 2014 and 2013. 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 and other related supplemental agreements. As of December 2015, approximately 77% 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 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. Upon implementation of the ABF NMFA on November 3, 2013, contribution rate increases for the benefits under the collective bargaining agreement 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. 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 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 Multiemployer Pension Reform Act (the “Reform Act”) included in the Consolidated and Further Continuing Appropriations Act of 2015 that was signed into law on December 16, 2014. 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 Reform Act includes 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 if the plan is projected to become insolvent within 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 U.S. Department of Treasury (the “Treasury”) for the reduction of certain accrued 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 the ABF NMFA. Based on the most recent annual funding notices the Company has received, most of which are for plan years ended December 31, 2014, 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) EIN/Pension Zone Status (b) Pending/ (in thousands) Surcharge Legal Name of Plan Plan Number (a) 2015 2014 Implemented (c) 2015 2014 2013 Imposed (e) Central States, Southeast and Southwest Areas Pension Plan (1)(2) 36-6044243 Critical and Declining Red Implemented (3) $ $ $ No Western Conference of Teamsters Pension Plan (2) 91-6145047 Green Green No No Central Pennsylvania Teamsters Defined Benefit Plan (1)(2) 23-6262789 Green Green No No I. B. of T. Union Local No. 710 Pension Fund (5)(6) 36-2377656 Green |
STOCKHOLDERS' EQUITY
STOCKHOLDERS' EQUITY | 12 Months Ended |
Dec. 31, 2015 | |
STOCKHOLDERS' EQUITY | |
STOCKHOLDERS' EQUITY | NOTE J – STOCKHOLDERS’ EQUITY Accumulated Other Comprehensive Loss Components of accumulated other comprehensive loss were as follows at December 31: 2015 2014 2013 (in thousands) Pre-tax amounts: Unrecognized net periodic benefit costs (1) $ $ $ Interest rate swap — Foreign currency translation Total $ $ $ After-tax amounts: Unrecognized net periodic benefit costs (1) $ $ $ Interest rate swap — Foreign currency translation Total $ $ $ (1) The increase in unrecognized net periodic benefit costs for 2015 primarily reflected the impact of increases in the unrecognized net actuarial loss of $4.2 million ($2.5 million after ‑ tax) related to the nonunion defined benefit pension plan, primarily due to the difference in actual return on plan assets versus the assumed return offset, in part, by pension settlement expense and amortization of net actuarial losses. The increase in unrecognized net periodic benefit costs for 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 nonunion defined benefit pension plan is discussed further in Note I. T he 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, 2013 $ $ $ — $ Other comprehensive loss before reclassifications Amounts reclassified from accumulated other comprehensive loss — — Net current-period other comprehensive loss Balances at December 31, 2014 $ $ $ $ Other comprehensive loss before reclassifications Amounts reclassified from accumulated other comprehensive loss — — Net current-period other comprehensive loss Balances at December 31, 2015 $ $ $ $ The following is a summary of the significant reclassifications out of accumulated other comprehensive loss by component for the years ended December 31: Unrecognized Net Periodic Benefit Costs (1)(2) 2015 2014 (in thousands) Amortization of net actuarial loss $ $ Amortization of prior service credit Pension settlement expense Total, pre-tax Tax benefit Total, net of tax $ $ (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 I). Dividends on Common Stock The following table is a summary of dividends declared during the applicable quarter: 2015 2014 Per Share Amount Per Share Amount (in thousands, except per share data) First quarter $ $ $ $ Second quarter $ $ $ $ Third quarter $ $ $ $ Fourth quarter $ $ $ $ On January 27, 2016, the Company’s Board of Directors declared a dividend of $0.08 per share payable to stockholders of record on February 10, 2016. Treasury Stock The Company has a program to repurchase its common stock in the open market or in privately negotiated transactions. 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 October 2015, the Board of Directors extended the share repurchase program, making a total of $50.0 million available for purchases of the Company’s common stock. During 2015, the Company purchased 402,255 shares for an aggregate cost of $12.8 million, leaving $47.2 million available for repurchase under the program as of December 31, 2015. Treasury shares totaled 2,080,187 and 1,677,932 as of December 31, 2015 and 2014, respectively. As of February 22, 2016, the Company had purchase d an additional 104,002 shares of its common stock for an aggregate cost of $2.0 million, leaving $45.2 million available for repurchase under the current buyback program. |
SHARE-BASED COMPENSATION
SHARE-BASED COMPENSATION | 12 Months Ended |
Dec. 31, 2015 | |
SHARE-BASED COMPENSATION | |
SHARE-BASED COMPENSATION | NOTE K – SHARE ‑BASED COMPENSATION Stock Awards As of December 31, 2015 and 2014, 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, 2015, 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, 2015 Granted Vested Forfeited Outstanding – December 31, 2015 The Compensation Committee of the Company’s Board of Directors granted restricted stock units under the 2005 Plan during the years ended December 31, 2015, 2014, and 2013 as follows: k Weighted-Average Grant Date Units Fair Value 2015 $ 2014 $ 2013 $ The fair value of restricted stock awards that vested in 2015, 2014, and 2013 was $9.8 million, $9.4 million, and $1.8 million, respectively. Unrecognized compensation cost related to restricted stock awards outstanding as of December 31, 2015 was $17.1 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 Company had no outstanding stock options as of December 31, 2014 or 2015. The following table summarizes additional activity related to the Company’s stock option program for the years ended December 31: 2015 2014 2013 (in thousands) Intrinsic value of options exercised $ — $ $ Cash proceeds of options exercised $ — $ $ Tax benefit of options exercised $ — $ $ |
EARNINGS PER SHARE
EARNINGS PER SHARE | 12 Months Ended |
Dec. 31, 2015 | |
EARNINGS PER SHARE | |
EARNINGS PER SHARE | NOTE L – EARNINGS PER SHARE The following table sets forth the computation of basic and diluted earnings per share for the years ended December 31: 2015 2014 2013 (in thousands, except share and per share data) Basic Numerator: Net income $ $ $ Effect of unvested restricted stock awards Adjusted net income $ $ $ Denominator: Weighted-average shares Earnings per common share $ $ $ Diluted Numerator: Net income $ $ $ Effect of unvested restricted stock awards Adjusted net income $ $ $ Denominator: Weighted-average shares Effect of dilutive securities — Adjusted weighted-average shares and assumed conversions Earnings per common share $ $ $ 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 units that receive dividends, which are considered participating securities. Beginning with 2015 grants, the restricted stock unit agreements were modified to remove dividend rights and, therefore, the restricted stock units granted in 2015 are not participating securities. For the year ended December 31, 2015, 2014, and 2013 outstanding stock awards of 0.2 million, 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. |
OPERATING SEGMENT DATA
OPERATING SEGMENT DATA | 12 Months Ended |
Dec. 31, 2015 | |
OPERATING SEGMENT DATA | |
OPERATING SEGMENT DATA | NOTE M – 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 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. 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) 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. · Transportation Management (ABF Logistics) 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. · 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. · 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. ABF Freight provides transportation services to ABF Moving. Certain costs incurred by ABF Moving in support of consumer self-move services provided by ABF Freight are allocated to the ABF Freight segment. 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: 2015 2014 2013 (in thousands) REVENUES Freight Transportation (ABF Freight) $ $ $ Premium Logistics (Panther) Transportation Management (ABF Logistics) Emergency & Preventative Maintenance (FleetNet) Household Goods Moving Services (ABF Moving) Other and eliminations Total consolidated revenues $ $ $ OPERATING EXPENSES Freight Transportation (ABF Freight) Salaries, wages, and benefits $ $ $ Fuel, supplies, and expenses Operating taxes and licenses Insurance Communications and utilities Depreciation and amortization Rents and purchased transportation Gain on sale of property and equipment Pension settlement expense (1) Other Total Freight Transportation (ABF Freight) Premium Logistics (Panther) Purchased transportation Depreciation and amortization Salaries, benefits, insurance, and other Total Premium Logistics (Panther) Transportation Management (ABF Logistics) Emergency & Preventative Maintenance (FleetNet) Household Goods Moving Services (ABF Moving) Other and eliminations (1) Total consolidated operating expenses (1) $ $ $ OPERATING INCOME Freight Transportation (ABF Freight) $ $ $ Premium Logistics (Panther) Transportation Management (ABF Logistics) Emergency & Preventative Maintenance (FleetNet) Household Goods Moving Services (ABF Moving) Other and eliminations Total consolidated operating income $ $ $ OTHER INCOME (COSTS) Interest and dividend income $ $ $ Interest and other related financing costs Other, net (2) Total other income (costs) INCOME BEFORE INCOME TAXES $ $ $ (1) Pension settlement expense totaled $3 . 2 million (pre ‑ tax) on a consolidated basis for the year ended December 31, 2015, of which $ 2.4 million was reported by ABF Freight, $ 0.7 million was reported in Other and eliminations, and $0.1 million was reported by asset ‑ light logistics segments. 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 asset ‑ light logistics 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. (2) Includes changes in cash surrender value and proceeds of life insurance policies. The following table presents operating expenses by category on a consolidated basis: For the year ended December 31 2015 2014 2013 (in thousands) OPERATING EXPENSES Salaries, wages, and benefits $ $ $ Rents, purchased transportation, and other costs of services Fuel, supplies, and expenses Depreciation and amortization (1) Other $ $ $ (1) Includes amortization of intangible assets. The following table provides asset, capital expenditure, and depreciation and amortization information by reportable operating segment: December 31 2015 2014 2013 (in thousands) ASSETS Freight Transportation (ABF Freight) $ $ $ Premium Logistics (Panther) Transportation Management (ABF Logistics) Emergency & Preventative Maintenance (FleetNet) Household Goods Moving Services (ABF Moving) Other and eliminations (1) $ $ $ For the year ended December 31 2015 2014 2013 (in thousands) CAPITAL EXPENDITURES, GROSS Freight Transportation (ABF Freight) (2) $ $ $ Premium Logistics (Panther) Transportation Management (ABF Logistics) Emergency & Preventative Maintenance (FleetNet) Household Goods Moving Services (ABF Moving) Other and eliminations $ $ $ For the year ended December 31 2015 2014 2013 (in thousands) DEPRECIATION AND AMORTIZATION EXPENSE (1) Freight Transportation (ABF Freight) $ $ $ Premium Logistics (Panther) (3) Transportation Management (ABF Logistics) (4) Emergency & Preventative Maintenance (FleetNet) (5) Household Goods Moving Services (ABF Moving) Other and eliminations $ $ $ (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 $80.6 million in 2015, $55.3 million in 2014, and less than $0.1 million in 2013. (3) Includes amortization of intangibles of $3.6 million, $4.2 million, and $4.2 million in 2015, 2014, and 2013, respectively. (4) Includes amortization of intangibles which totaled $0.1 million in 2015. (5) Includes amortization of intangibles which totaled $0.3 million and $0.2 million in 2015 and 2014, respectively. |
QUARTERLY RESULTS OF OPERATIONS
QUARTERLY RESULTS OF OPERATIONS (UNAUDITED) | 12 Months Ended |
Dec. 31, 2015 | |
QUARTERLY RESULTS OF OPERATIONS (UNAUDITED) | |
QUARTERLY RESULTS OF OPERATIONS (UNAUDITED) | NOTE N – QUARTERLY RESULTS OF OPERATIONS (UNAUDITED) The tables below present unaudited quarterly financial information for 2015 and 2014: 2015 First Second Third Fourth Quarter Quarter Quarter Quarter (in thousands, except share and per share data) Revenues $ $ $ $ Operating expenses Operating income Other income (costs), net Income tax provision Net income $ $ $ $ Earnings per common share (1) Basic $ $ $ $ Diluted $ $ $ $ Average common shares outstanding Basic Diluted 2014 First Second Third Fourth Quarter Quarter Quarter Quarter (in thousands, except share and per share data) Revenues $ $ $ $ Operating expenses Operating income (loss) Other income (costs), net Income tax provision (benefit) Net income (loss) $ $ $ $ Earnings (loss) per common share (1) Basic $ $ $ $ Diluted $ $ $ $ Average common shares outstanding Basic Diluted (1) The Company uses the two class method for calculating earnings per share. See Note L. |
LEGAL PROCEEDINGS, ENVIRONMENTA
LEGAL PROCEEDINGS, ENVIRONMENTAL MATTERS, AND OTHER EVENTS | 12 Months Ended |
Dec. 31, 2015 | |
LEGAL PROCEEDINGS, ENVIRONMENTAL MATTERS, AND OTHER EVENTS | |
LEGAL PROCEEDINGS, ENVIRONMENTAL MATTERS, AND OTHER EVENTS | NOTE O – 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, routine legal matters are not expected to have a material adverse effect on the Company’s financial condition, results of operations, or cash flows; however, the Company is currently involved in an environmental compliance matter, as further described below, for which the outcome and related financial impact cannot be determined at this time. Environmental Matters The Company’s subsidiaries store fuel for use in tractors and trucks in 62 underground tanks located in 18 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 assurance in this regard. Certain ABF Freight branch facilities operate with stormwater permits under the federal Clean Water Act (the “CWA”). The stormwater permits require periodic monitoring and reporting of stormwater 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 stormwater 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 resolved this matter for an amount less than $0.2 million prior to December 31, 2015. 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. During the investigation of the allegations contained in the Notice of Intent to Sue, it was determined that the operations at the Brooklyn site were being conducted in a manner protected from stormwater and, as a result, the site qualified for exemption from the permitting requirements of the Clean Water Act under a procedure known as “no exposure certification” (“NEC”). In December 2014, ABF Freight made a n NEC filing with the New York State Department of Environmental Conservation covering the Brooklyn facility. During first quarter 2015, the citizens group filed suit against ABF Freight in the United States District Court for the Eastern District of New York asserting the violations of the CWA that were identified in the Notice of Intent to Sue and contesting the validity of the NEC filing. It is not possible to assess potential damages or make an assessment of the probability of future losses at this time as discovery is in process. Therefore, no liability has been established at December 31, 2015 in connection with this matter. At December 31, 2015 and 2014, the Company’s reserve, which was included in accrued expenses, for estimated environmental cleanup costs of properties currently or previously operated by the Company totaled $0.8 million. 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. In January 2016, the parties reached an agreement whereby Panther agreed to make minor modifications to the Panther logo and , as a result, Jaguar dismissed the claim. |
SCHEDULE II - VALUATION AND QUA
SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS AND RESERVES | 12 Months Ended |
Dec. 31, 2015 | |
SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS AND RESERVES | |
SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS AND RESERVES | SCHEDULE II VALUATION AND QUALIFYING ACCOUNTS AND RESERVES ARCBEST CORPORATION Balances at Additions Balances at Beginning of Charged to Costs Charged to End of Description Period and Expenses Other Accounts Deductions Period (in thousands) Year Ended December 31, 2015 Deducted from asset accounts: Allowance for doubtful accounts receivable and revenue adjustments $ $ $ (a) $ (b) $ Allowance for other accounts receivable $ $ (c) $ — $ — $ Allowance for deferred tax assets $ $ $ — $ — $ Year Ended December 31, 2014 Deducted from asset accounts: Allowance for doubtful accounts receivable and revenue adjustments $ $ $ (a) $ (b) $ Allowance for other accounts receivable $ $ (c) $ — $ — $ Allowance for deferred tax assets $ $ — $ — $ (d) $ Year Ended December 31, 2013 Deducted from asset accounts: Allowance for doubtful accounts receivable and revenue adjustments $ $ $ (a) $ (b) $ Allowance for other accounts receivable $ $ (c) $ — $ — $ Allowance for deferred tax assets $ $ — $ — $ (e) $ Note a – Change in 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 E 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 (see Note E to the Company’s consolidated financial statements included in Part II, Item 8 of this Annual Report on Form 10-K). |
ORGANIZATION AND DESCRIPTION 25
ORGANIZATION AND DESCRIPTION OF THE BUSINESS AND FINANCIAL STATEMENT PRESENTATION (Policies) | 12 Months Ended |
Dec. 31, 2015 | |
ORGANIZATION AND DESCRIPTION OF THE BUSINESS AND FINANCIAL STATEMENT PRESENTATION | |
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 M 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 consolidated balance sheet to conform to the current year presentation. Book overdrafts (which represent checks issued that are later funded when cleared through banks) previously reported in a separate line on the consolidated balance sheets titled “Bank overdraft and drafts payable” have been reclassified to “Accounts payable.” There was no impact on total current liabilities as a result of the reclassification. |
ACCOUNTING POLICIES (Policies)
ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Dec. 31, 2015 | |
ACCOUNTING POLICIES | |
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 greater than ninety days and remaining maturities less than one year. Interest and dividends related to cash, cash equivalents, and short ‑term investments are included in interest and dividend income. |
Restricted Cash | Restricted Cash: Cash that is pledged as collateral, primarily for the Company’s outstanding letters of credit, is 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 is classified consistent with the classification of the liabilities to which it relates and in accordance with the duration of the letters of credit. Restricted cash consisted of cash deposits at December 31, 2015 and 2014. 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, Mexico, and other international locations. On a consolidated basis, the Company had no single customer representing more than 5% of its revenues in 2015, 2014, or 2013 or more than 5% of its accounts receivable balance at December 31, 2015 and 2014. 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. Accounts receivable are written off against the allowance for doubtful accounts and revenue adjustments when accounts are turned over to a collection agency or when the accounts are determined to be uncollectible. 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 45 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 and trailers in its Panther 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. Costs incurred in the preliminary project stage and postimplementation-operation stage, which includes maintenance and training costs, are expensed as incurred. 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. 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 ABF Freight and Panther 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. 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. Assets held for sale of $2.1 million and $0.3 million are reported within other noncurrent assets as of December 31, 2015 and 2014, respectively. At December 31, 2015 and 2014, 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 earnings before interest, taxes, depreciation, and amortization (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. |
Income Taxes | Income Taxes: The Company accounts for income taxes under the asset and liability method. Under this method, deferred tax assets and liabilities are recognized based on the temporary differences between the book value and the tax basis of certain assets and liabilities and the tax effect of operating loss and tax credit carryforwards. 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. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized as income or expense in the period that includes the enactment date. 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 comple x and frequently changing rules administered in multiple jurisdictions, including U.S. federal, state, and foreign governments. |
Book Overdrafts | Book Overdrafts: Issued checks that have not cleared the bank as of December 31 result in book overdraft balances for accounting purposes which are classified within accounts payable in the accompanying consolidated balance sheets. Book overdrafts amounted to $21.9 million and $16.1 million for the year ended December 31, 2015 and 2014, respectively. The change in book overdrafts is reported as a component of fina n cing activities within the statement of cash flows. |
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 aggregate 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. |
Long-Term Debt | Long ‑Term Debt: As of December 31, 2015, long-term debt consisted of borrowings outstanding under the Company’s revolving credit facility and accounts receivable securitization program, minimum principal payments due under notes payable for the financing of revenue equipment, and the present values of net minimum lease payments under capital lease obligations. As of December 31, 2014, long-term debt included a secured term loan outstanding under the Company’s credit agreement, which the Company amended and restated on January 2, 2015 and converted the amounts outstanding to a revolving credit facility. The Company’s long-term debt and financing arrangements are further described in Note G. |
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 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 unrealized gain or loss as a component of accumulated other comprehensive income or loss, net of tax, in stockholders’ equity and the change in the unrealized gain or loss on the interest rate swap is reported in other comprehensive income or loss, net of tax, in the consolidated statements of comprehensive income. The unrealized gain or loss is reclassified out of accumulated other comprehensive loss 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, assets held under capital leases are depreciated over their estimated useful lives on the same basis as owned assets and 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 consolidated 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. 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. Assumptions are also made regarding expected retirement age, mortality, employee turnover, and future increases in health care costs. The assumptions used directly impact the net periodic benefit cost for a particular year. An actuarial gain or loss results when actual experience varies from the assumptions or when there are changes in actuarial 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 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 I. |
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 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: Comprehensive income or loss consists of net income and other comprehensive income or loss, net of tax. Other comprehensive income or loss refers to revenues, expenses, gains, and losses that are not included in net income, but rather are recorded directly to stockholders’ equity. 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 J. 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 J. |
Earnings Per Share | Earnings Per Share: The Company uses the two ‑class method for calculating earnings per share due to certain equity awards being deemed participating securities. The two-class method is an earnings allocation method under which earnings per share is calculated for each class of common stock and participating security considering both dividends declared and participation rights in undistributed earnings as if all such earnings had been distributed during the period. The calculation uses the net income based on the two-class method and the weighted ‑average number of common shares (basic earnings per share) or common equivalent shares outstanding (diluted earnings per share) during the applicable 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 (the “FASB”) 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. In July 2015, the FASB announced its decision to defer the effective date of the new standard for one year, making the standard effective for the Company on January 1, 2018. The Company is evaluating the impact of the new standard on the consolidated financial statements. In August 2014, the FASB 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. In April 2015, the FASB issued an accounting pronouncement to amend ASC Topic 835 with Simplifying the Presentation of Debt Issuance Costs (Subtopic 835-30). The amendment adds the requirement for an entity to present debt issuance costs in the balance sheet as a direct deduction from the related debt liability rather than as an asset and to report amortization of the debt issuance costs as interest expense. The Subtopic is effective for the Company beginning January 1, 2016 and is not expected to have a significant impact on the Company’s financial statements or disclosures. In April 2015, the FASB issued an accounting pronouncement to amend ASC Topic 350 with the addition of Customer’s Accounting for Fees Paid in a Cloud Computing Arrangement (Subtopic 350-40). The amendment adds guidance on determining whether a cloud computing arrangement contains a software license that should be accounted for as internal-use software. If the cloud computing arrangement does not contain a software license, the agreement should be accounted for as a service contract. The Subtopic is effective for the Company beginning January 1, 2016, and is not expected to have a significant impact on the Company’s financial statements or disclosures. In September 2015, the FASB issued an accounting pronouncement to amend ASC Topic 805 with the addition of Simplifying the Accounting for Measurement-Period Adjustments . The amendment eliminates the requirement that an acquirer in a business combination account for measurement-period adjustments retrospectively and instead recognize measurement-period adjustments during the period in which it determines the amount of the adjustments, including the effect on earnings of any amounts it would have recorded in previous periods if the accounting had been completed at the acquisition date. The amendment is effective for the Company beginning January 1, 2016, and is not expected to have a significant impact on the Company’s financial statements or disclosures. In November 2015, the FASB issued an accounting pronouncement to amend ASC Topic 740 with the addition of Balance Sheet Classification of Deferred Taxes . The amendment is effective for the Company beginning January 1, 2017. The update will result in deferred tax assets and liabilities being classified as noncurrent in the Company’s consolidated balance sheet. In February 2016, the FASB issued an accounting pronouncement creating ASC Topic 842, Leases . The amendment is effective for the Company beginning January 1, 2019. The update will require many operating leases to be reflected as liabilities with associated right-of-use assets in the Company’s consolidated balance sheet. 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, such as changes to the accounting for share-based payments, including the related impacts on income taxes and earnings per share calculations. |
FINANCIAL INSTRUMENTS AND FAI27
FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS | |
Schedule of financial instruments and the methods and assumptions used in estimating fair value disclosures | December 31 December 31 2015 2014 (in thousands) Cash and cash equivalents Cash deposits (1) $ $ Variable rate demand notes (1)(2) Money market funds (3) Total cash and cash equivalents $ $ Short-term investments Certificates of deposit (1) $ $ Restricted cash (4) Cash deposits (1) $ $ (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 and liabilities 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 G). |
Schedule of fair value and carrying value disclosures of financial instruments | Fair value and carrying value disclosures of financial instruments as of December 31 are presented in the following table: 2015 2014 (in thousands) Carrying Fair Carrying Fair Value Value Value Value Credit Facility (1) $ $ $ — $ — Term Loan (2) — — Accounts receivable securitization borrowings (3) — — Notes payable (4) $ $ $ $ (1) The revolving credit facility (the “Credit Facility”) under the Company’s Amended and Restated Credit Agreement, which was entered into in January 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) The Term Loan, which was entered into on June 15, 2012 and converted to borrowings under the Credit Facility on January 2, 2015, carried a variable interest rate based on LIBOR, plus a margin, that was considered to be priced at market for debt instruments having similar terms and collateral requirements (Level 2 of the fair value hierarchy). (3) Borrowings under the Company’s accounts receivable securitization program carry 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). (4) 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: 2015 2014 (in thousands) Assets: Money market funds (1)(3) $ $ Equity, bond, and money market mutual funds held in trust related to the Voluntary Savings Plan (2)(3) $ $ Liabilities: Interest rate swap (4) $ $ (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) Included in other long ‑term liabilities. 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, 2015 and 2014 and considers the interest rate swap valuation in Level 2 of the fair value hierarchy. |
GOODWILL AND INTANGIBLE ASSETS
GOODWILL AND INTANGIBLE ASSETS (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
GOODWILL AND INTANGIBLE ASSETS | |
Schedule of goodwill by reportable operating segment | ABF ABF Total Panther Moving Logistics FleetNet (in thousands) Balances December 31, 2013 $ $ $ $ — $ — Goodwill acquired (1) — — — Balances December 31, 2014 $ $ $ $ — $ Goodwill acquired (2) — — — Balances December 31, 2015 $ $ $ $ $ (1) Goodwill of $0.6 million related to the April 30, 2014 FleetNet acquisition is expected to be fully deductible for tax purposes. (2) Goodwill of $4.2 million and $15.2 million related to the January 2, 2015 acquisition of Smart Lines and the December 1, 2015 acquisition of Bear, respectively, is expected to be fully deductible for tax purposes. The fair value assessment of assets and liabilities acquired with Bear was based on preliminary information as of December 31, 2015. |
Schedule of intangible assets | Intangible assets consisted of the following as of December 31: 2015 2014 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 (1) $ $ $ $ $ $ Driver network — Other Indefinite-lived intangible assets Trade name N/A N/A N/A Other N/A N/A N/A Total intangible assets N/A $ $ $ $ $ $ (1) Customer relationships include $7.3 million related to the December 1, 2015 acquisition of Bear. The fair value assessment of assets and liabilities acquired with Bear was based on preliminary information as of December 31, 2015. |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
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: 2015 2014 2013 (in thousands) Current provision: Federal $ $ $ State Foreign Deferred provision (benefit): Federal State Foreign Total provision for income taxes $ $ $ |
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: 2015 2014 2013 (in thousands) Amortization, depreciation, and basis differences for property, plant and equipment and other long-lived assets $ $ $ Amortization of intangibles Changes in reserves for workers’ compensation and cargo claims Revenue recognition Allowance for doubtful accounts Foreign tax credit carryforward utilized Nonunion pension and other retirement plans Deferred compensation plans Federal net operating loss carryforwards utilized State net operating loss carryforwards utilized State depreciation adjustments Share-based compensation Valuation allowance increase (decrease) Leases Other accrued expenses Other Deferred tax provision (benefit) $ $ $ |
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: 2015 2014 (in thousands) Deferred tax assets: Accrued expenses $ $ Pension liabilities Postretirement liabilities other than pensions Share-based compensation Federal and state net operating loss carryovers Other Total deferred tax assets Valuation allowance Total deferred tax assets, net of valuation allowance Deferred tax liabilities: Amortization, depreciation, and basis differences for property, plant and equipment, and other long-lived assets Intangibles Revenue recognition Prepaid expenses Total deferred tax liabilities Net deferred tax liabilities $ $ |
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 before income taxes, and the statutory federal income tax rate for the years ended December 31 is presented in the following table: 2015 2014 2013 (in thousands) Income tax provision at the statutory federal rate $ $ $ Federal income tax effects of: State income taxes Nondeductible expenses Life insurance proceeds and changes in cash surrender value Dividends received deduction Alternative fuel credit Increase (decrease) in valuation allowances Other (1) Federal income tax provision State income tax provision Foreign income tax provision Total provision for income taxes $ $ $ Effective tax rate % % % (1) Includes foreign income tax provision, as presented in this table. |
OPERATING LEASES AND COMMITME30
OPERATING LEASES AND COMMITMENTS (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
OPERATING LEASES AND COMMITMENTS | |
Schedule of future minimum rental commitments for all noncancelable operating leases | The future minimum rental commitments, net of minimum rental to be received under noncancelable subleases, as of December 31, 2015 for all noncancelable operating leases were as follows: Equipment Land and and Total Structures Other (in thousands) 2016 $ $ $ 2017 2018 2019 2020 — Thereafter — $ $ $ |
LONG-TERM DEBT AND FINANCING 31
LONG-TERM DEBT AND FINANCING ARRANGEMENTS (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
LONG-TERM DEBT AND FINANCING ARRANGEMENTS | |
Schedule of long-term debt | December 31 2015 2014 (in thousands) Credit Facility (interest rate of 1.7% at December 31, 2015) $ $ — Term Loan (1) — Accounts receivable securitization borrowings (interest rate of 1.1% at December 31, 2015) — Notes payable (weighted-average interest rate of 1.9% at December 31, 2015) Capital lease obligations (weighted-average interest rate of 5.8% at December 31, 2015) Less current portion Long-term debt, less current portion $ $ (1) The Term Loan was converted to the Credit Facility on January 2, 2015. |
Scheduled maturities of long-term debt obligations | Scheduled maturities of long ‑ term debt obligations as of December 31, 2015 were as follows: Accounts Notes Capital Lease Receivable Payable Obligations (2) Credit Securitization Revenue Land and Total Facility (1) Program (1) Equipment Structures (in thousands) 2016 $ $ $ $ $ 2017 2018 2019 — 2020 — — Thereafter — — — — — Total payments Less amounts representing interest Long-term debt $ $ $ $ $ (1) The future interest payments included in the scheduled maturities due are calculated using variable interest rates based on the LIBOR swap curve, plus the anticipated applicable margin. (2) Minimum payments of capital lease obligations 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: 2015 2014 (in thousands) Revenue equipment $ $ Land and structures (terminals) Service, office, and other equipment — Total assets securing notes payable or held under capital leases Less accumulated depreciation and amortization (1) Net assets securing notes payable or held under capital leases $ $ (1) Amortization of assets held under capital leases and depreciation of assets securing notes payable are included in depreciation expense. |
ACCRUED EXPENSES (Tables)
ACCRUED EXPENSES (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
ACCRUED EXPENSES | |
Schedule of accrued expenses | December 31 2015 2014 (in thousands) Workers’ compensation, third-party casualty, and loss and damage claims reserves $ $ Accrued vacation pay Accrued compensation Taxes other than income Other $ $ |
EMPLOYEE BENEFIT PLANS (Tables)
EMPLOYEE BENEFIT PLANS (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
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 2015 2014 2015 2014 2015 2014 (in thousands) Change in benefit obligations Benefit obligations at beginning of year $ $ $ $ $ $ Service cost — — — — Interest cost Actuarial (gain) loss (1) Benefits paid Settlement loss — — — Benefit obligations at end of year Change in plan assets Fair value of plan assets at beginning of year — — — — Actual return (loss) on plan assets — — — — Employer contributions Benefits paid Fair value of plan assets at end of year — — — — Funded status $ $ $ $ $ $ Accumulated benefit obligation $ $ $ $ $ $ (1) Actuarial losses on nonunion defined benefit pension plan and postretirement health benefit plan were higher for 2014, primarily due to decreases in the discount rates used to remeasure the plan obligations at December 31, 2014 versus December 31, 2013. |
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 2015 2014 2015 2014 2015 2014 (in thousands) Current liabilities (included in accrued expenses) $ — $ — $ $ $ $ Noncurrent liabilities (included in pension and postretirement liabilities) Liabilities recognized $ $ $ $ $ $ |
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 2015 2014 2013 2015 2014 2013 2015 2014 2013 (in thousands) Service cost $ — $ — $ $ — $ — $ — $ $ $ Interest cost Expected return on plan assets — — — — — — Amortization of prior service credit — — — — — — Pension settlement expense — — — — — Amortization of net actuarial loss (1) Net periodic benefit cost $ $ $ $ $ $ $ $ $ (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 2015 (1) 2014 (2) 2013 (1) 2015 (3) 2014 2013 (in thousands, except per share data) Pension settlement distributions $ $ $ $ $ $ — Pension settlement expense, pre-tax $ $ $ $ — $ $ — Pension settlement expense per diluted share, net of taxes $ $ $ $ — $ $ — (1) In 2015 and 2013, pension settlement distributions represent lump ‑sum benefit distributions paid. (2) Pension settlement distributions represent $32.1 million of lump ‑sum benefit distributions and a $25.4 million nonparticipating annuity contract purchase. (3) The 2015 SBP distribution represents the portion of a benefit related to an officer retirement that occurred in 2014 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 2014. |
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 2015 2014 2015 2014 2015 2014 (in thousands) Unrecognized net actuarial loss $ $ $ $ $ $ Unrecognized prior service credit — — — — Total $ $ $ $ $ $ |
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, 2015 are expected to be recognized as components of net periodic benefit cost in 2016 on a pre ‑ tax basis. (Amounts exclude the effect of pension settlements, which the Company will incur for the nonunion defined benefit pension plan and is projected to incur for the SBP in 2016.) Nonunion Supplemental Postretirement Defined Benefit Benefit Health Pension Plan Plan Benefit Plan (in thousands) Unrecognized net actuarial loss $ $ $ Unrecognized prior service credit — — Total $ $ $ |
Weighted-average assumptions used to determine benefit obligations and net periodic benefit cost for nonunion defined benefit plans | 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 2015 2014 2015 2014 2015 2014 Discount rate % % % % % % 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 2015 (1) 2014 (2) 2013 (3) 2015 2014 (4) 2013 2015 2014 2013 Discount rate 3.2 % 3.8 % 3.1 % % 2.8 % % % % % Expected return on plan assets 6.5 % 6.5 % 7.5 % N/A N/A N/A N/A N/A N/A Rate of compensation increase (5) N/A N/A 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 2015 credit, and the interim discount rate established upon each quarterly settlement in 2015 of 3.0% , 3.5% , and 3.4% was used to calculate the credit for the second, third, and fourth quarter of 2015, respectively. (2) The discount rate presented was used to determine the first quarter 2014 credit, and the interim discount rate established upon each quarterly settlement in 2014 of 3.5% , 3.3% , and 3.4% was used to calculate the credit for the second, third, and fourth quarter of 2014, respectively. (3) 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. (4) 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. (5) 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: 2015 (1) 2014 Pre-65 Post-65 Health care cost trend rate assumed for next year % % % Rate to which the cost trend rate is assumed to decline % % % Year that the rate reaches the cost trend assumed rate (1) Based on similar actuarial assumptions used for the pre ‑65 and post ‑65 anticipated trend rates, a single trend rate was determined to be reasonable for use in the valuation of the accumulated benefit obligation as of December 31, 2015. |
Effects of one-percentage-point change in assumed health care cost trend rates on the postretirement health benefit plan | 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, 2015: One Percentage Point Increase Decrease (in thousands) Effect on total of service and interest cost components $ $ Effect on postretirement benefit obligation $ $ |
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, 2015 are as follows: Nonunion Supplemental Postretirement Defined Benefit Benefit Health Pension Plan Plan Benefit Plan (in thousands) 2016 $ $ $ 2017 $ $ $ 2018 $ $ — $ 2019 $ $ $ 2020 $ $ — $ 2021-2025 $ $ — $ |
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 are summarized in the following table: 2015 Target Acceptable Weighted-Average Allocation Allocation Range 2015 2014 Equity Securities Large Cap U.S. Equity % % - % % % Mid Cap U.S. Equity % - % Small Cap U.S. Equity % - % International Equity % - % Income Securities Debt Instruments % - % Floating Rate Loan Fund % - % Cash Equivalents Cash and Cash Equivalents % - % % % % |
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, 2015, 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) $ $ $ — $ — Debt Instruments (2) — — Floating Rate Loans (3) — — Large Cap U.S. Equity — — Mid Cap U.S. Equity — — Small Cap U.S. Equity — — International Equity — — $ $ $ $ — (1) Consists primarily of money market mutual funds. (2) Includes corporate debt instruments (74%) , mortgage-backed instruments (17%) , treasury instruments (6%) , municipal debt instruments (2%) , 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, 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) $ $ $ — $ — Debt Instruments (2) — — Floating Rate Loans (3) — — Large Cap U.S. Equity — — Mid Cap U.S. Equity — — Small Cap U.S. Equity — — International Equity — — $ $ $ $ — (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. |
Schedule of multiemployer pension funds and key participation information | Pension FIP/RP Protection Act Status Contributions (d) EIN/Pension Zone Status (b) Pending/ (in thousands) Surcharge Legal Name of Plan Plan Number (a) 2015 2014 Implemented (c) 2015 2014 2013 Imposed (e) Central States, Southeast and Southwest Areas Pension Plan (1)(2) 36-6044243 Critical and Declining Red Implemented (3) $ $ $ No Western Conference of Teamsters Pension Plan (2) 91-6145047 Green Green No No Central Pennsylvania Teamsters Defined Benefit Plan (1)(2) 23-6262789 Green Green No No I. B. of T. Union Local No. 710 Pension Fund (5)(6) 36-2377656 Green (4) Green (4) No No All other plans in the aggregate Total multiemployer pension contributions paid (7) $ $ $ 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 2015 and 2014 is for the plan’s year ‑end status at December 31, 2014 and 2013, 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, critical, or critical and declining 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, 2014 and 2013 . (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, 2014 and 2013. (3) Adopted a rehabilitation plan effective March 25, 2008 as updated. Utilized amortization extension effective December 31, 2003. (4) PPA zone status relates to plan years February 1, 2014 – January 31, 2015 and February 1, 2013 – January 31, 2014. (5) 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, 2015 and 2014 . (6) 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, 2015 and January 31, 2014. (7) 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% effective primarily on August 1, 2015, 2014, and 2013. The Supplemental Negotiating Committee for the Central States Pension Plan approved no pension contribution increase effective August 1, 2015, 2014, and 2013. The Supplemental Negotiating Committee for the Western Conference of Teamsters Pension Plan approved no pension increase effective August 1, 2015, 2014, and 2013. 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, 2015 | |
STOCKHOLDERS' EQUITY | |
Components of accumulated other comprehensive loss | Components of accumulated other comprehensive loss were as follows at December 31: 2015 2014 2013 (in thousands) Pre-tax amounts: Unrecognized net periodic benefit costs (1) $ $ $ Interest rate swap — Foreign currency translation Total $ $ $ After-tax amounts: Unrecognized net periodic benefit costs (1) $ $ $ Interest rate swap — Foreign currency translation Total $ $ $ (1) The increase in unrecognized net periodic benefit costs for 2015 primarily reflected the impact of increases in the unrecognized net actuarial loss of $4.2 million ($2.5 million after ‑ tax) related to the nonunion defined benefit pension plan, primarily due to the difference in actual return on plan assets versus the assumed return offset, in part, by pension settlement expense and amortization of net actuarial losses. The increase in unrecognized net periodic benefit costs for 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 nonunion defined benefit pension plan is discussed further in Note I. |
Summary of 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, 2013 $ $ $ — $ Other comprehensive loss before reclassifications Amounts reclassified from accumulated other comprehensive loss — — Net current-period other comprehensive loss Balances at December 31, 2014 $ $ $ $ Other comprehensive loss before reclassifications Amounts reclassified from accumulated other comprehensive loss — — Net current-period other comprehensive loss Balances at December 31, 2015 $ $ $ $ |
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: Unrecognized Net Periodic Benefit Costs (1)(2) 2015 2014 (in thousands) Amortization of net actuarial loss $ $ Amortization of prior service credit Pension settlement expense Total, pre-tax Tax benefit Total, net of tax $ $ (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 I). |
Summary of dividends declared | 2015 2014 Per Share Amount Per Share Amount (in thousands, except per share data) First quarter $ $ $ $ Second quarter $ $ $ $ Third quarter $ $ $ $ Fourth quarter $ $ $ $ |
SHARE-BASED COMPENSATION (Table
SHARE-BASED COMPENSATION (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
SHARE-BASED COMPENSATION | |
Summary of the Company's restricted stock unit award program | Units Outstanding – January 1, 2015 Granted Vested Forfeited Outstanding – December 31, 2015 |
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, 2015, 2014, and 2013 as follows: k Weighted-Average Grant Date Units Fair Value 2015 $ 2014 $ 2013 $ |
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: 2015 2014 2013 (in thousands) Intrinsic value of options exercised $ — $ $ Cash proceeds of options exercised $ — $ $ Tax benefit of options exercised $ — $ $ |
EARNINGS PER SHARE (Tables)
EARNINGS PER SHARE (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
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 per share for the years ended December 31: 2015 2014 2013 (in thousands, except share and per share data) Basic Numerator: Net income $ $ $ Effect of unvested restricted stock awards Adjusted net income $ $ $ Denominator: Weighted-average shares Earnings per common share $ $ $ Diluted Numerator: Net income $ $ $ Effect of unvested restricted stock awards Adjusted net income $ $ $ Denominator: Weighted-average shares Effect of dilutive securities — Adjusted weighted-average shares and assumed conversions Earnings per common share $ $ $ |
OPERATING SEGMENT DATA (Tables)
OPERATING SEGMENT DATA (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
OPERATING SEGMENT DATA | |
Schedule of reportable operating segment information | The following table reflects reportable operating segment information for the years ended December 31: 2015 2014 2013 (in thousands) REVENUES Freight Transportation (ABF Freight) $ $ $ Premium Logistics (Panther) Transportation Management (ABF Logistics) Emergency & Preventative Maintenance (FleetNet) Household Goods Moving Services (ABF Moving) Other and eliminations Total consolidated revenues $ $ $ OPERATING EXPENSES Freight Transportation (ABF Freight) Salaries, wages, and benefits $ $ $ Fuel, supplies, and expenses Operating taxes and licenses Insurance Communications and utilities Depreciation and amortization Rents and purchased transportation Gain on sale of property and equipment Pension settlement expense (1) Other Total Freight Transportation (ABF Freight) Premium Logistics (Panther) Purchased transportation Depreciation and amortization Salaries, benefits, insurance, and other Total Premium Logistics (Panther) Transportation Management (ABF Logistics) Emergency & Preventative Maintenance (FleetNet) Household Goods Moving Services (ABF Moving) Other and eliminations (1) Total consolidated operating expenses (1) $ $ $ OPERATING INCOME Freight Transportation (ABF Freight) $ $ $ Premium Logistics (Panther) Transportation Management (ABF Logistics) Emergency & Preventative Maintenance (FleetNet) Household Goods Moving Services (ABF Moving) Other and eliminations Total consolidated operating income $ $ $ OTHER INCOME (COSTS) Interest and dividend income $ $ $ Interest and other related financing costs Other, net (2) Total other income (costs) INCOME BEFORE INCOME TAXES $ $ $ (1) Pension settlement expense totaled $3 . 2 million (pre ‑ tax) on a consolidated basis for the year ended December 31, 2015, of which $ 2.4 million was reported by ABF Freight, $ 0.7 million was reported in Other and eliminations, and $0.1 million was reported by asset ‑ light logistics segments. 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 asset ‑ light logistics 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. (2) Includes changes in cash surrender value and proceeds of life insurance policies. The following table presents operating expenses by category on a consolidated basis: For the year ended December 31 2015 2014 2013 (in thousands) OPERATING EXPENSES Salaries, wages, and benefits $ $ $ Rents, purchased transportation, and other costs of services Fuel, supplies, and expenses Depreciation and amortization (1) Other $ $ $ (1) Includes amortization of intangible assets. The following table provides asset, capital expenditure, and depreciation and amortization information by reportable operating segment: December 31 2015 2014 2013 (in thousands) ASSETS Freight Transportation (ABF Freight) $ $ $ Premium Logistics (Panther) Transportation Management (ABF Logistics) Emergency & Preventative Maintenance (FleetNet) Household Goods Moving Services (ABF Moving) Other and eliminations (1) $ $ $ For the year ended December 31 2015 2014 2013 (in thousands) CAPITAL EXPENDITURES, GROSS Freight Transportation (ABF Freight) (2) $ $ $ Premium Logistics (Panther) Transportation Management (ABF Logistics) Emergency & Preventative Maintenance (FleetNet) Household Goods Moving Services (ABF Moving) Other and eliminations $ $ $ For the year ended December 31 2015 2014 2013 (in thousands) DEPRECIATION AND AMORTIZATION EXPENSE (1) Freight Transportation (ABF Freight) $ $ $ Premium Logistics (Panther) (3) Transportation Management (ABF Logistics) (4) Emergency & Preventative Maintenance (FleetNet) (5) Household Goods Moving Services (ABF Moving) Other and eliminations $ $ $ (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 $80.6 million in 2015, $55.3 million in 2014, and less than $0.1 million in 2013. (3) Includes amortization of intangibles of $3.6 million, $4.2 million, and $4.2 million in 2015, 2014, and 2013, respectively. (4) Includes amortization of intangibles which totaled $0.1 million in 2015. (5) Includes amortization of intangibles which totaled $0.3 million and $0.2 million in 2015 and 2014, respectively. |
QUARTERLY RESULTS OF OPERATIO38
QUARTERLY RESULTS OF OPERATIONS (UNAUDITED) (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
QUARTERLY RESULTS OF OPERATIONS (UNAUDITED) | |
Schedule of unaudited quarterly financial information | 2015 First Second Third Fourth Quarter Quarter Quarter Quarter (in thousands, except share and per share data) Revenues $ $ $ $ Operating expenses Operating income Other income (costs), net Income tax provision Net income $ $ $ $ Earnings per common share (1) Basic $ $ $ $ Diluted $ $ $ $ Average common shares outstanding Basic Diluted 2014 First Second Third Fourth Quarter Quarter Quarter Quarter (in thousands, except share and per share data) Revenues $ $ $ $ Operating expenses Operating income (loss) Other income (costs), net Income tax provision (benefit) Net income (loss) $ $ $ $ Earnings (loss) per common share (1) Basic $ $ $ $ Diluted $ $ $ $ Average common shares outstanding Basic Diluted (1) The Company uses the two class method for calculating earnings per share. See Note L. |
ORGANIZATION AND DESCRIPTION 39
ORGANIZATION AND DESCRIPTION OF THE BUSINESS AND FINANCIAL STATEMENT PRESENTATION (Details) - Freight Transportation (ABF Freight) | Nov. 03, 2013 | Dec. 31, 2015 |
Organization and description of business | ||
Percentage of the Company's revenues, before other revenues and intercompany eliminations, represented by ABF Freight | 71.00% | |
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 | 77.00% |
ORGANIZATION AND DESCRIPTION 40
ORGANIZATION AND DESCRIPTION OF THE BUSINESS AND FINANCIAL STATEMENT PRESENTATION (Acquisitions) (Details) - USD ($) $ in Thousands | Dec. 01, 2015 | Jan. 02, 2015 | Apr. 30, 2014 | May. 31, 2013 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 |
Acquisitions | |||||||
Net cash consideration | $ 29,813 | $ 2,647 | $ 4,146 | ||||
Bear Transportation Services, L.P. | Transportation Management (ABF Logistics) | |||||||
Acquisitions | |||||||
Net cash consideration | $ 24,600 | ||||||
Smart Lines Transportation Group, LLC | Transportation Management (ABF Logistics) | |||||||
Acquisitions | |||||||
Net cash consideration | $ 5,200 | ||||||
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 |
ACCOUNTING POLICIES (Concentrat
ACCOUNTING POLICIES (Concentration) (Details) - Minimum | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
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 (Property)
ACCOUNTING POLICIES (Property) (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Held-for-sale | Other long-term assets | ||
Property, Plant and Equipment | ||
Assets held for sale which are reported within other noncurrent assets | $ 2.1 | $ 0.3 |
Structures | Minimum | ||
Property, Plant and Equipment | ||
Depreciation/amortization period | 15 years | |
Structures | Maximum | ||
Property, Plant and Equipment | ||
Depreciation/amortization period | 45 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 | |
Software | Minimum | ||
Property, Plant and Equipment | ||
Depreciation/amortization period | 2 years | |
Software | Maximum | ||
Property, Plant and Equipment | ||
Depreciation/amortization period | 3 years | |
Software applications | Maximum | ||
Property, Plant and Equipment | ||
Depreciation/amortization period | 7 years |
ACCOUNTING POLICIES (Book Overd
ACCOUNTING POLICIES (Book Overdrafts) (Details) - USD ($) $ in Millions | Dec. 31, 2015 | Dec. 31, 2014 |
Accounts Payable | ||
Book Overdrafts | ||
Amount of book overdrafts | $ 21.9 | $ 16.1 |
ACCOUNTING POLICIES (Pension) (
ACCOUNTING POLICIES (Pension) (Details) | 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 (SBC) (Deta
ACCOUNTING POLICIES (SBC) (Details) - Restricted Stock Units | 12 Months Ended |
Dec. 31, 2015 | |
Share-Based Compensation | |
Vesting period | 5 years |
Nonemployee director | |
Share-Based Compensation | |
Vesting period | 3 years |
FINANCIAL INSTRUMENTS AND FAI46
FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Fair value disclosure | ||||
Cash and cash equivalents | $ 164,973 | $ 157,042 | $ 105,354 | $ 90,702 |
Short-term investments | 61,597 | 45,909 | ||
Restricted cash | 1,384 | 1,386 | ||
Concentrations of Credit Risk of Financial Instruments | ||||
Cash and cash equivalents which are not FDIC-insured | 69,900 | 77,300 | ||
Cash deposits | ||||
Fair value disclosure | ||||
Cash and cash equivalents | 110,279 | 99,615 | ||
Restricted cash | 1,384 | 1,386 | ||
Variable rate demand notes | ||||
Fair value disclosure | ||||
Cash and cash equivalents | 29,790 | 16,326 | ||
Money market funds | ||||
Fair value disclosure | ||||
Cash and cash equivalents | 24,904 | 41,101 | ||
Certificates of deposit | ||||
Fair value disclosure | ||||
Short-term investments | $ 61,597 | $ 45,909 |
FINANCIAL INSTRUMENTS AND FAI47
FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS (Debt) (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Carrying Value | ||
Fair value disclosure | ||
Debt obligations | $ 211,703 | $ 126,759 |
Fair Value | ||
Fair value disclosure | ||
Debt obligations | 211,495 | 126,743 |
Level 2 | Credit Facility | Carrying Value | ||
Fair value disclosure | ||
Debt obligations | 70,000 | |
Level 2 | Credit Facility | Fair Value | ||
Fair value disclosure | ||
Debt obligations | 70,000 | |
Level 2 | Term Loan | Carrying Value | ||
Fair value disclosure | ||
Debt obligations | 70,000 | |
Level 2 | Term Loan | Fair Value | ||
Fair value disclosure | ||
Debt obligations | 70,000 | |
Level 2 | Accounts receivable securitization program | Carrying Value | ||
Fair value disclosure | ||
Debt obligations | 35,000 | |
Level 2 | Accounts receivable securitization program | Fair Value | ||
Fair value disclosure | ||
Debt obligations | 35,000 | |
Level 2 | Notes payable | Carrying Value | ||
Fair value disclosure | ||
Debt obligations | 106,703 | 56,759 |
Level 2 | Notes payable | Fair Value | ||
Fair value disclosure | ||
Debt obligations | $ 106,495 | $ 56,743 |
FINANCIAL INSTRUMENTS AND FAI48
FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS (FV) (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Interest rate swap agreement | Other long-term liabilities | ||
Assets and liabilities measured at fair value on a recurring basis | ||
Liabilities | $ 900 | $ 600 |
Recurring basis | Level 1 | ||
Assets and liabilities measured at fair value on a recurring basis | ||
Assets | 27,031 | 44,069 |
Recurring basis | Level 1 | Money market funds | Cash and cash equivalents | ||
Assets and liabilities measured at fair value on a recurring basis | ||
Assets | 24,904 | 41,101 |
Recurring basis | Level 1 | Voluntary Savings Plan - mutual funds held in trust | Other long-term assets | ||
Assets and liabilities measured at fair value on a recurring basis | ||
Assets | 2,127 | 2,968 |
Recurring basis | Level 2 | Interest rate swap agreement | Other long-term liabilities | ||
Assets and liabilities measured at fair value on a recurring basis | ||
Liabilities | $ 897 | $ 576 |
GOODWILL AND INTANGIBLE ASSET49
GOODWILL AND INTANGIBLE ASSETS (Goodwill) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 01, 2015 | Jan. 02, 2015 | Apr. 30, 2014 | |
Goodwill by reportable operating segment | |||||
Balance at the beginning of the period | $ 77,078 | $ 76,448 | |||
Goodwill acquired | 19,387 | 630 | |||
Balance at the end of the period | 96,465 | 77,078 | |||
Impairment of goodwill balances | 0 | 0 | |||
Premium Logistics (Panther) | |||||
Goodwill by reportable operating segment | |||||
Balance at the beginning of the period | 71,096 | 71,096 | |||
Balance at the end of the period | 71,096 | 71,096 | |||
Household Goods Moving Services (ABF Moving) | |||||
Goodwill by reportable operating segment | |||||
Balance at the beginning of the period | 5,352 | 5,352 | |||
Balance at the end of the period | 5,352 | 5,352 | |||
Transportation Management (ABF Logistics) | |||||
Goodwill by reportable operating segment | |||||
Goodwill acquired | 19,387 | ||||
Balance at the end of the period | 19,387 | ||||
Emergency & Preventative Maintenance (FleetNet) | |||||
Goodwill by reportable operating segment | |||||
Balance at the beginning of the period | 630 | ||||
Goodwill acquired | 630 | ||||
Balance at the end of the period | $ 630 | $ 630 | |||
Goodwill related to acquisition expected to be fully tax deductible | $ 600 | ||||
Smart Lines Transportation Group, LLC | Transportation Management (ABF Logistics) | |||||
Goodwill by reportable operating segment | |||||
Goodwill related to acquisition expected to be fully tax deductible | $ 4,200 | ||||
Bear Transportation Services, L.P. | Transportation Management (ABF Logistics) | |||||
Goodwill by reportable operating segment | |||||
Goodwill related to acquisition expected to be fully tax deductible | $ 15,200 |
GOODWILL AND INTANGIBLE ASSET50
GOODWILL AND INTANGIBLE ASSETS (Intangible) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Finite-lived intangible assets | |||
Weighted Average Amortization Period | 13 years | ||
Cost | $ 56,453 | $ 48,474 | |
Accumulated Amortization | 14,788 | 10,787 | |
Net Value | 41,665 | 37,687 | |
Indefinite-lived intangible assets | |||
Net Value | 35,122 | 35,122 | |
Total intangible assets | |||
Cost | 91,575 | 83,596 | |
Net Value | 76,787 | 72,809 | |
Amortization expense on intangible assets | |||
Intangible amortization expense | 4,002 | 4,352 | $ 4,174 |
Impairment of indefinite-lived intangible assets | 0 | 0 | |
Minimum | |||
Amortization expense on intangible assets | |||
Annual amortization expense on intangible assets expected for future years | 4,000 | ||
Maximum | |||
Amortization expense on intangible assets | |||
Annual amortization expense on intangible assets expected for future years | 4,200 | ||
Trade name | |||
Indefinite-lived intangible assets | |||
Net Value | 32,300 | 32,300 | |
Other | |||
Indefinite-lived intangible assets | |||
Net Value | $ 2,822 | 2,822 | |
Customer relationships | |||
Finite-lived intangible assets | |||
Weighted Average Amortization Period | 13 years | ||
Cost | $ 52,221 | 44,242 | |
Accumulated Amortization | 11,331 | 7,971 | |
Net Value | 40,890 | 36,271 | |
Customer relationships | Transportation Management (ABF Logistics) | Bear Transportation Services, L.P. | |||
Finite-lived intangible assets | |||
Cost | $ 7,300 | ||
Driver network | |||
Finite-lived intangible assets | |||
Weighted Average Amortization Period | 3 years | ||
Cost | $ 3,200 | 3,200 | |
Accumulated Amortization | $ 3,200 | 2,711 | |
Net Value | 489 | ||
Other | |||
Finite-lived intangible assets | |||
Weighted Average Amortization Period | 8 years | ||
Cost | $ 1,032 | 1,032 | |
Accumulated Amortization | 257 | 105 | |
Net Value | $ 775 | $ 927 |
GOODWILL AND INTANGIBLE ASSET51
GOODWILL AND INTANGIBLE ASSETS (Software) (Details) - Acquired software - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Property, Plant and Equipment | ||
Amortization period | 7 years | |
Amortization expense | $ 4.5 | $ 4.5 |
Annual amortization expense on acquired software for the full years 2016 - 2018 | 4.5 | |
Expected amortization expense on acquired software for 2019 | $ 2.1 |
INCOME TAXES (Details)
INCOME TAXES (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Current provision: | |||||||||||
Federal | $ 9,156 | $ 18,063 | $ 12,739 | ||||||||
State | 165 | 23 | 865 | ||||||||
Foreign | 2,124 | 1,657 | 413 | ||||||||
Current tax provision | 11,445 | 19,743 | 14,017 | ||||||||
Deferred provision (benefit): | |||||||||||
Federal | 12,914 | 1,575 | (10,335) | ||||||||
State | 3,589 | 3,366 | 160 | ||||||||
Foreign | (68) | (249) | (192) | ||||||||
Deferred tax provision (benefit) | 16,435 | 4,692 | (10,367) | ||||||||
Total provision (benefit) for income taxes | $ 1,878 | $ 12,892 | $ 12,942 | $ 167 | $ 5,097 | $ 12,938 | $ 10,163 | $ (3,762) | 27,880 | 24,435 | 3,650 |
Significant components of the deferred tax provision or benefit | |||||||||||
Amortization, depreciation, and basis differences for property, plant and equipment and other long-lived assets | 21,098 | 3,579 | (13,137) | ||||||||
Amortization of intangibles | (3,184) | (2,934) | (3,048) | ||||||||
Changes in reserves for workers' compensation and cargo claims | (674) | (1,970) | (1,751) | ||||||||
Revenue recognition | 7 | 361 | (1,704) | ||||||||
Allowance for doubtful accounts | 307 | (501) | 516 | ||||||||
Foreign tax credit carryforward utilized | 434 | 665 | 71 | ||||||||
Nonunion pension and other retirement plans | (234) | (1,595) | 3,493 | ||||||||
Deferred compensation plans | 541 | 350 | 530 | ||||||||
Federal net operating loss carryforwards utilized | 70 | 4,472 | 4,207 | ||||||||
State net operating loss carryforwards utilized | 623 | 2,812 | 254 | ||||||||
State depreciation adjustments | (657) | (539) | 569 | ||||||||
Share-based compensation | (621) | 959 | (1,437) | ||||||||
Valuation allowance increase (decrease) | 22 | (696) | (1,436) | ||||||||
Leases | (969) | 237 | 612 | ||||||||
Other accrued expenses | 1,256 | (362) | 3,284 | ||||||||
Other | (1,584) | (146) | (1,390) | ||||||||
Deferred tax provision (benefit) | $ 16,435 | $ 4,692 | $ (10,367) |
INCOME TAXES (Deferred) (Detail
INCOME TAXES (Deferred) (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Deferred tax assets: | ||
Accrued expenses | $ 50,351 | $ 51,996 |
Pension liabilities | 10,797 | 9,022 |
Postretirement liabilities other than pensions | 9,552 | 8,589 |
Share-based compensation | 6,926 | 6,310 |
Federal and state net operating loss carryforwards | 2,185 | 2,840 |
Other | 2,032 | 1,654 |
Total deferred tax assets | 81,843 | 80,411 |
Valuation allowance | (354) | (332) |
Total deferred tax assets, net of valuation allowance | 81,489 | 80,079 |
Deferred tax liabilities: | ||
Amortization, depreciation, and basis differences for property, plant and equipment, and other long-lived assets | 84,150 | 64,522 |
Intangibles | 28,272 | 31,398 |
Revenue recognition | 4,176 | 3,944 |
Prepaid expenses | 4,503 | 4,393 |
Total deferred tax liabilities | 121,101 | 104,257 |
Net deferred tax liabilities | $ (39,612) | $ (24,178) |
INCOME TAXES (RateRec) (Details
INCOME TAXES (RateRec) (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Reconciliation between the effective income tax rate, as computed on income (loss) before income taxes, and the statutory federal income tax rate | |||||||||||
Income tax provision at the statutory federal rate | $ 25,457 | $ 24,714 | $ 6,811 | ||||||||
Federal income tax effects of: | |||||||||||
State income taxes | (1,314) | (1,186) | (359) | ||||||||
Nondeductible expenses | 1,426 | 1,239 | 1,090 | ||||||||
Life insurance proceeds and changes in cash surrender value | (110) | (1,329) | (1,320) | ||||||||
Dividends received deduction | (3) | (6) | (9) | ||||||||
Alternative fuel tax credit | (1,141) | (1,148) | (1,935) | ||||||||
Increase (decrease) in valuation allowances | 22 | (696) | (1,436) | ||||||||
Other | (2,267) | (1,950) | (440) | ||||||||
Federal income tax provision | 22,070 | 19,638 | 2,402 | ||||||||
State income tax provision | 3,754 | 3,389 | 1,026 | ||||||||
Foreign income tax provision | 2,056 | 1,408 | 222 | ||||||||
Total provision (benefit) for income taxes | $ 1,878 | $ 12,892 | $ 12,942 | $ 167 | $ 5,097 | $ 12,938 | $ 10,163 | $ (3,762) | $ 27,880 | $ 24,435 | $ 3,650 |
Effective tax rate (as a percent) | 38.30% | 34.60% | 18.80% | ||||||||
Income taxes paid, excluding income tax refunds | $ 39,000 | $ 40,400 | $ 13,400 | ||||||||
Income tax refunds | 21,300 | 11,900 | 8,100 | ||||||||
Tax benefit of options exercised and dividends on share-based payment awards | $ 100 | $ 200 | |||||||||
Maximum | |||||||||||
Federal income tax effects of: | |||||||||||
Tax benefit of options exercised and dividends on share-based payment awards | $ 100 |
INCOME TAXES (NOL) (Details)
INCOME TAXES (NOL) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
State | |||
Tax Carryforwards [Line Items] | |||
Operating loss carryforwards | $ 21.4 | ||
Contribution carryforwards | $ 1 | ||
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 | ||
Foreign | |||
Tax Carryforwards [Line Items] | |||
Valuation allowance related to net operating loss carryforwards | $ 0.3 | $ 0.3 | |
Foreign tax credit carryforward | |||
Tax Carryforwards [Line Items] | |||
Net decrease in valuation allowance | $ 0.7 | ||
Certain state net operating losses and state deferred tax assets | State | |||
Tax Carryforwards [Line Items] | |||
Net decrease in valuation allowance | $ 1.5 | ||
Premium Logistics (Panther) | State | |||
Tax Carryforwards [Line Items] | |||
Operating loss carryforwards | 7.6 | ||
Premium Logistics (Panther) | Federal | |||
Tax Carryforwards [Line Items] | |||
Operating loss carryforwards | $ 1.9 | ||
Net operating loss carryforwards expiration period | 16 years | ||
Minimum | State | |||
Tax Carryforwards [Line Items] | |||
State net operating loss and contribution carryforwards expiration period | 5 years | ||
Minimum | Premium Logistics (Panther) | State | |||
Tax Carryforwards [Line Items] | |||
Net operating loss carryforwards expiration period | 5 years | ||
Maximum | State | |||
Tax Carryforwards [Line Items] | |||
State net operating loss and contribution carryforwards expiration period | 20 years | ||
Maximum | Premium Logistics (Panther) | State | |||
Tax Carryforwards [Line Items] | |||
Net operating loss carryforwards expiration period | 20 years |
INCOME TAXES (Other) (Details)
INCOME TAXES (Other) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Income taxes | |||
Reserve for uncertain tax positions | $ 0.7 | $ 0.3 | |
Interest paid on income tax obligations | 0 | ||
Federal, State, and Local Jurisdiction | Maximum | |||
Income taxes | |||
Interest paid on income tax obligations | $ 0.1 | 0.1 | |
Foreign | |||
Income taxes | |||
Interest paid on income tax obligations | $ 0.2 | ||
Foreign | Maximum | |||
Income taxes | |||
Remaining accrued interest | $ 0.1 | ||
Federal | Maximum | |||
Income taxes | |||
Adjustment for completed audit | $ 0.1 |
OPERATING LEASES AND COMMITME57
OPERATING LEASES AND COMMITMENTS (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Operating Leases and Commitments | |||
Rental expense | $ 25,000 | $ 30,200 | $ 24,100 |
Future minimum rental commitments for all noncancelable operating leases | |||
2,016 | 14,697 | ||
2,017 | 12,289 | ||
2,018 | 10,338 | ||
2,019 | 8,488 | ||
2,020 | 7,016 | ||
Thereafter | 10,487 | ||
Total | 63,315 | ||
Land and structures (terminals) | |||
Future minimum rental commitments for all noncancelable operating leases | |||
2,016 | 14,130 | ||
2,017 | 12,116 | ||
2,018 | 10,258 | ||
2,019 | 8,424 | ||
2,020 | 7,016 | ||
Thereafter | 10,487 | ||
Total | 62,431 | ||
Service, office, and other equipment | |||
Future minimum rental commitments for all noncancelable operating leases | |||
2,016 | 567 | ||
2,017 | 173 | ||
2,018 | 80 | ||
2,019 | 64 | ||
Total | $ 884 |
OPERATING LEASES AND COMMITME58
OPERATING LEASES AND COMMITMENTS (Commitment) (Details) $ in Millions | Dec. 31, 2015USD ($) |
Commitment to acquire office building and service bay | |
Commitment | |
Amount of commitment | $ 40.1 |
LONG-TERM DEBT AND FINANCING 59
LONG-TERM DEBT AND FINANCING ARRANGEMENTS (Summary) (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Long-term debt obligations | ||
Long-term debt | $ 212,509 | $ 127,730 |
Less current portion | 44,910 | 25,256 |
Long-term debt, less current portion | $ 167,599 | 102,474 |
Weighted-average interest rate (as a percent) | 2.10% | |
Payments under long-term debt obligations | ||
2,016 | $ 48,512 | |
2,017 | 43,698 | |
2,018 | 59,130 | |
2,019 | 2,732 | |
2,020 | 70,025 | |
Total payments | 224,097 | |
Less amounts representing interest | 11,588 | |
Long-term debt | 212,509 | 127,730 |
Credit Facility | ||
Long-term debt obligations | ||
Long-term debt | $ 70,000 | |
Interest rate (as a percent) | 1.70% | |
Payments under long-term debt obligations | ||
2,016 | $ 1,375 | |
2,017 | 1,802 | |
2,018 | 2,101 | |
2,019 | 2,259 | |
2,020 | 70,006 | |
Total payments | 77,543 | |
Less amounts representing interest | 7,543 | |
Long-term debt | 70,000 | |
Term Loan | ||
Long-term debt obligations | ||
Long-term debt | 70,000 | |
Payments under long-term debt obligations | ||
Long-term debt | 70,000 | |
Accounts receivable securitization program | ||
Long-term debt obligations | ||
Long-term debt | $ 35,000 | |
Interest rate (as a percent) | 1.10% | |
Payments under long-term debt obligations | ||
2,016 | $ 536 | |
2,017 | 750 | |
2,018 | 35,002 | |
Total payments | 36,288 | |
Less amounts representing interest | 1,288 | |
Long-term debt | 35,000 | |
Notes payable | ||
Long-term debt obligations | ||
Long-term debt | $ 106,703 | 56,759 |
Weighted-average interest rate (as a percent) | 1.90% | |
Payments under long-term debt obligations | ||
Long-term debt | $ 106,703 | 56,759 |
Notes payable | Revenue equipment | ||
Long-term debt obligations | ||
Long-term debt | 106,703 | |
Payments under long-term debt obligations | ||
2,016 | 46,388 | |
2,017 | 40,927 | |
2,018 | 21,801 | |
2,019 | 241 | |
Total payments | 109,357 | |
Less amounts representing interest | 2,654 | |
Long-term debt | 106,703 | |
Capital lease obligations | ||
Long-term debt obligations | ||
Long-term debt | $ 806 | 971 |
Weighted-average interest rate (as a percent) | 5.80% | |
Payments under long-term debt obligations | ||
Long-term debt | $ 806 | $ 971 |
Capital lease obligations | Land and structures (terminals) | ||
Long-term debt obligations | ||
Long-term debt | 806 | |
Payments under long-term debt obligations | ||
2,016 | 213 | |
2,017 | 219 | |
2,018 | 226 | |
2,019 | 232 | |
2,020 | 19 | |
Total payments | 909 | |
Less amounts representing interest | 103 | |
Long-term debt | $ 806 |
LONG-TERM DEBT AND FINANCING 60
LONG-TERM DEBT AND FINANCING ARRANGEMENTS (Assets Sec) (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Financing Arrangements | ||
Total assets securing notes payable or held under capital leases | $ 138,492 | $ 90,640 |
Less accumulated depreciation and amortization | 25,120 | 26,305 |
Net assets securing notes payable or held under capital leases | 113,372 | 64,335 |
Revenue equipment | ||
Financing Arrangements | ||
Total assets securing notes payable or held under capital leases | 136,698 | 88,591 |
Land and structures (terminals) | ||
Financing Arrangements | ||
Total assets securing notes payable or held under capital leases | $ 1,794 | 1,794 |
Service, office, and other equipment | ||
Financing Arrangements | ||
Total assets securing notes payable or held under capital leases | $ 255 |
LONG-TERM DEBT AND FINANCING 61
LONG-TERM DEBT AND FINANCING ARRANGEMENTS (Details) - USD ($) $ in Thousands | Jun. 15, 2012 | Nov. 30, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Feb. 01, 2015 | Jan. 31, 2015 |
Financing Arrangements | |||||||
Weighted-average interest rate (as a percent) | 2.10% | ||||||
Interest paid, net of capitalized interest | $ 4,000 | $ 2,700 | $ 3,600 | ||||
Capitalized interest | 200 | 100 | 100 | ||||
Amounts collateralized by restricted funds | $ 1,384 | 1,386 | |||||
Interest rate swap agreement | |||||||
Financing Arrangements | |||||||
Term of swap agreement | 5 years | ||||||
Notional amount | $ 50,000 | ||||||
Fixed interest rate payments (as a percent) | 1.85% | ||||||
Interest rate swap agreement | Other long-term liabilities | |||||||
Financing Arrangements | |||||||
Fair value | $ 900 | 600 | |||||
Term Loan | |||||||
Financing Arrangements | |||||||
Debt instrument, term | 5 years | ||||||
Face amount of term loan | $ 100,000 | ||||||
Maximum borrowing capacity | 75,000 | ||||||
Amount outstanding | 0 | ||||||
Credit Facility | |||||||
Financing Arrangements | |||||||
Maximum borrowing capacity | 150,000 | ||||||
Term loan balance refinanced with revolving credit facility | 70,000 | ||||||
Additional borrowing capacity that may be requested | $ 75,000 | ||||||
Interest rate (as a percent) | 1.70% | ||||||
Credit Facility | Interest rate swap agreement | |||||||
Financing Arrangements | |||||||
Amount of borrowings covered by the interest rate swap | $ 50,000 | ||||||
Interest rate (as a percent) | 3.10% | ||||||
Letters of Credit, Sub-Facility | |||||||
Financing Arrangements | |||||||
Maximum borrowing capacity | $ 20,000 | ||||||
Accounts receivable securitization program | |||||||
Financing Arrangements | |||||||
Maximum borrowing capacity | 100,000 | $ 75,000 | |||||
Amount outstanding | $ 35,000 | ||||||
Additional borrowing capacity that may be requested | $ 25,000 | ||||||
Interest rate (as a percent) | 1.10% | ||||||
Outstanding letters of credit | $ 20,100 | 20,100 | |||||
Remaining borrowing capacity | 44,900 | ||||||
Letter of Credit Agreements | |||||||
Financing Arrangements | |||||||
Outstanding letters of credit | 22,100 | 22,100 | |||||
Amounts collateralized by restricted funds | 1,400 | 1,400 | |||||
Surety bonds | |||||||
Financing Arrangements | |||||||
Outstanding surety bonds under uncollateralized bond programs | $ 44,400 | 43,800 | |||||
Notes payable | |||||||
Financing Arrangements | |||||||
Weighted-average interest rate (as a percent) | 1.90% | ||||||
Notes payable | Revenue equipment | Freight Transportation (ABF Freight) | |||||||
Financing Arrangements | |||||||
Equipment financed during the period under notes payable | $ 80,600 | $ 55,300 | |||||
Capital lease obligations | |||||||
Financing Arrangements | |||||||
Weighted-average interest rate (as a percent) | 5.80% | ||||||
Capital lease obligations | Maximum | |||||||
Financing Arrangements | |||||||
Newly entered capital leases | $ 100 |
ACCRUED EXPENSES (Details)
ACCRUED EXPENSES (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
ACCRUED EXPENSES | ||
Workers' compensation, third-party casualty, and loss and damage claims reserves | $ 96,159 | $ 96,183 |
Accrued vacation pay | 33,731 | 33,029 |
Accrued compensation | 27,524 | 35,305 |
Taxes other than income | 7,971 | 8,022 |
Other | 23,342 | 22,135 |
Total accrued expenses | $ 188,727 | $ 194,674 |
EMPLOYEE BENEFIT PLANS (Details
EMPLOYEE BENEFIT PLANS (Details) $ in Thousands | 1 Months Ended | 12 Months Ended | ||
Jan. 31, 2014USD ($)person | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | Dec. 31, 2013USD ($) | |
Amounts recognized in the consolidated balance sheets | ||||
Noncurrent liabilities (included in pension and postretirement liabilities) | $ (51,241) | $ (42,418) | ||
Components of net periodic benefit cost | ||||
Pension settlement expense | 3,202 | 6,595 | $ 2,111 | |
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 | person | 375 | |||
Premium paid to purchase nonparticipating annuity contract | $ 25,400 | 25,400 | ||
Pension benefit obligation settled with nonparticipating annuity contract | 23,300 | |||
Lump-sum distributions | 32,100 | |||
Unrecognized net actuarial loss | $ 28,457 | 24,303 | ||
Amortization period for unrecognized net actuarial loss | 8 years | |||
Change in benefit obligations | ||||
Benefit obligations at beginning of period | 211,660 | $ 174,410 | 211,660 | |
Service cost | 4,734 | |||
Interest cost | 5,200 | 6,039 | 7,784 | |
Actuarial (gain) loss | 494 | 11,906 | ||
Benefits paid | (20,892) | (58,047) | ||
Settlement loss | 395 | 2,852 | ||
Benefit obligations at end of period | 159,607 | 174,410 | 211,660 | |
Change in plan assets | ||||
Fair value of plan assets at beginning of period | 207,613 | 158,265 | 207,613 | |
Actual loss on plan assets | (506) | 8,599 | ||
Employer contributions | 50 | 100 | ||
Benefits paid | (20,892) | (58,047) | ||
Fair value of plan assets at end of period | 136,917 | 158,265 | 207,613 | |
Funded status | (22,690) | (16,145) | ||
Accumulated benefit obligation | 159,607 | 174,410 | ||
Amounts recognized in the consolidated balance sheets | ||||
Noncurrent liabilities (included in pension and postretirement liabilities) | (22,690) | (16,145) | ||
Liabilities recognized | (22,690) | (16,145) | ||
Components of net periodic benefit cost | ||||
Service cost | 4,734 | |||
Interest cost | 5,200 | 6,039 | 7,784 | |
Expected return on plan assets | (9,180) | (10,419) | (13,313) | |
Pension settlement expense | 3,202 | 5,880 | 2,111 | |
Amortization of net actuarial loss | 3,218 | 2,398 | 7,140 | |
Net periodic benefit cost | 2,440 | 3,898 | 8,456 | |
Supplemental Benefit Plan | ||||
Nonunion Defined Benefit Pension, Supplemental Benefit, and Postretirement Health Benefit Plans | ||||
Unrecognized net actuarial loss | 1,001 | 1,207 | ||
Change in benefit obligations | ||||
Benefit obligations at beginning of period | 7,092 | 6,782 | 7,092 | |
Interest cost | 123 | 184 | 150 | |
Actuarial (gain) loss | (47) | 53 | ||
Benefits paid | (1,941) | (853) | ||
Settlement loss | 306 | |||
Benefit obligations at end of period | 4,917 | 6,782 | 7,092 | |
Change in plan assets | ||||
Employer contributions | 1,941 | 853 | ||
Benefits paid | (1,941) | (853) | ||
Funded status | (4,917) | (6,782) | ||
Accumulated benefit obligation | 4,917 | 6,782 | ||
Amounts recognized in the consolidated balance sheets | ||||
Current liabilities (included in accrued expenses) | (246) | (1,941) | ||
Noncurrent liabilities (included in pension and postretirement liabilities) | (4,671) | (4,841) | ||
Liabilities recognized | (4,917) | (6,782) | ||
Components of net periodic benefit cost | ||||
Interest cost | 123 | 184 | 150 | |
Pension settlement expense | 715 | |||
Amortization of net actuarial loss | 159 | 214 | 260 | |
Net periodic benefit cost | 282 | 1,113 | 410 | |
Postretirement Health Benefit Plan | ||||
Nonunion Defined Benefit Pension, Supplemental Benefit, and Postretirement Health Benefit Plans | ||||
Unrecognized net actuarial loss | $ 6,280 | 5,327 | ||
Unrecognized prior service credit, amortization period | 8 years | |||
Change in benefit obligations | ||||
Benefit obligations at beginning of period | $ 16,318 | $ 22,116 | 16,318 | |
Service cost | 406 | 280 | 331 | |
Interest cost | 913 | 788 | 751 | |
Actuarial (gain) loss | 1,806 | 5,269 | ||
Benefits paid | (625) | (539) | ||
Benefit obligations at end of period | 24,616 | 22,116 | 16,318 | |
Change in plan assets | ||||
Employer contributions | 625 | 539 | ||
Benefits paid | (625) | (539) | ||
Funded status | (24,616) | (22,116) | ||
Accumulated benefit obligation | 24,616 | 22,116 | ||
Amounts recognized in the consolidated balance sheets | ||||
Current liabilities (included in accrued expenses) | (736) | (684) | ||
Noncurrent liabilities (included in pension and postretirement liabilities) | (23,880) | (21,432) | ||
Liabilities recognized | (24,616) | (22,116) | ||
Components of net periodic benefit cost | ||||
Service cost | 406 | 280 | 331 | |
Interest cost | 913 | 788 | 751 | |
Amortization of prior service credit | (190) | (190) | (190) | |
Amortization of net actuarial loss | 853 | 93 | 535 | |
Net periodic benefit cost | $ 1,982 | $ 971 | $ 1,427 |
EMPLOYEE BENEFIT PLANS (Settlem
EMPLOYEE BENEFIT PLANS (Settlement) (Details) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 2 Months Ended | 3 Months Ended | 6 Months Ended | 10 Months Ended | 12 Months Ended | |||||||||||
Jan. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Oct. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Jan. 01, 2015 | |
Distributions and pension settlement expense | |||||||||||||||||
Pension settlement expense, pre-tax | $ 3,202 | $ 6,595 | $ 2,111 | ||||||||||||||
Nonunion Defined Benefit Pension Plan | |||||||||||||||||
Distributions and pension settlement expense | |||||||||||||||||
Pension settlement distributions | 20,622 | 57,518 | 20,104 | ||||||||||||||
Pension settlement expense, pre-tax | $ 3,202 | $ 5,880 | $ 2,111 | ||||||||||||||
Pension settlement expense per diluted share, net of taxes | $ 0.07 | $ 0.14 | $ 0.05 | ||||||||||||||
Lump-sum distributions | $ 32,100 | ||||||||||||||||
Premium paid to purchase nonparticipating annuity contract | $ 25,400 | 25,400 | |||||||||||||||
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 | $ 28,457 | $ 24,303 | $ 28,457 | 24,303 | ||||||||||||
Total | $ 24,303 | $ 28,457 | $ 24,303 | 28,457 | $ 24,303 | ||||||||||||
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 | 3,575 | ||||||||||||||||
Total | $ 3,575 | ||||||||||||||||
Weighted-average assumptions used to determine nonunion benefit obligations | |||||||||||||||||
Discount rate (as a percent) | 3.20% | 3.50% | 3.20% | 3.50% | 3.20% | ||||||||||||
Weighted-average assumptions used to determine net periodic benefit cost | |||||||||||||||||
Discount rate (as a percent) | 3.40% | 3.50% | 3.00% | 3.20% | 3.40% | 3.30% | 3.50% | 3.70% | 3.90% | 3.10% | 3.80% | ||||||
Expected return on plan assets (as a percent) | 6.50% | 6.50% | 7.50% | ||||||||||||||
Rate of compensation increase (as a percent) | 3.30% | ||||||||||||||||
Estimated future benefit payments | |||||||||||||||||
2,016 | $ 27,392 | $ 27,392 | |||||||||||||||
2,017 | 13,560 | 13,560 | |||||||||||||||
2,018 | 12,821 | 12,821 | |||||||||||||||
2,019 | 12,590 | 12,590 | |||||||||||||||
2,020 | 12,815 | 12,815 | |||||||||||||||
2021-2025 | 54,168 | 54,168 | |||||||||||||||
Required minimum contributions | |||||||||||||||||
Adjusted funding target attainment percentage | 107.30% | ||||||||||||||||
Supplemental Benefit Plan | |||||||||||||||||
Distributions and pension settlement expense | |||||||||||||||||
Pension settlement distributions | $ 1,941 | $ 853 | |||||||||||||||
Pension settlement expense, pre-tax | $ 715 | ||||||||||||||||
Pension settlement expense per diluted share, net of taxes | $ 0.02 | ||||||||||||||||
Period of delay for pension settlement distribution to key employees | 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 | 1,001 | $ 1,207 | $ 1,001 | $ 1,207 | ||||||||||||
Total | $ 1,207 | $ 1,001 | $ 1,207 | 1,001 | $ 1,207 | ||||||||||||
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 | 152 | ||||||||||||||||
Total | $ 152 | ||||||||||||||||
Weighted-average assumptions used to determine nonunion benefit obligations | |||||||||||||||||
Discount rate (as a percent) | 2.50% | 2.60% | 2.50% | 2.60% | 2.50% | ||||||||||||
Weighted-average assumptions used to determine net periodic benefit cost | |||||||||||||||||
Discount rate (as a percent) | 2.50% | 2.80% | 2.50% | 2.10% | |||||||||||||
Estimated future benefit payments | |||||||||||||||||
2,016 | $ 246 | $ 246 | |||||||||||||||
2,017 | 989 | 989 | |||||||||||||||
2,019 | 3,107 | 3,107 | |||||||||||||||
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 | 6,280 | $ 5,327 | 6,280 | $ 5,327 | ||||||||||||
Unrecognized prior service credit | (697) | (507) | (697) | (507) | (697) | ||||||||||||
Total | $ 4,630 | $ 5,773 | $ 4,630 | 5,773 | $ 4,630 | ||||||||||||
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 | 734 | ||||||||||||||||
Unrecognized prior service credit | (190) | ||||||||||||||||
Total | $ 544 | ||||||||||||||||
Weighted-average assumptions used to determine nonunion benefit obligations | |||||||||||||||||
Discount rate (as a percent) | 3.90% | 4.20% | 3.90% | 4.20% | 3.90% | ||||||||||||
Weighted-average assumptions used to determine net periodic benefit cost | |||||||||||||||||
Discount rate (as a percent) | 3.90% | 4.70% | 3.80% | ||||||||||||||
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 | $ 272 | ||||||||||||||||
Effect of one-percentage-point decrease on total of service and interest cost components | (213) | ||||||||||||||||
Effect of one-percentage-point increase on postretirement benefit obligation | 4,815 | ||||||||||||||||
Effect of one-percentage-point decrease on postretirement benefit obligation | (3,846) | ||||||||||||||||
Estimated future benefit payments | |||||||||||||||||
2,016 | $ 736 | 736 | |||||||||||||||
2,017 | 805 | 805 | |||||||||||||||
2,018 | 889 | 889 | |||||||||||||||
2,019 | 956 | 956 | |||||||||||||||
2,020 | 1,035 | 1,035 | |||||||||||||||
2021-2025 | $ 6,202 | $ 6,202 | |||||||||||||||
Postretirement Health Benefit Plan | Pre-65 | |||||||||||||||||
Assumed health care cost trend rates | |||||||||||||||||
Health care cost trend rate assumed for next year (as a percent) | 6.70% | 7.50% | |||||||||||||||
Rate to which the cost trend rate is assumed to decline (as a percent) | 4.50% | 4.50% | |||||||||||||||
Year that the rate reaches the cost trend assumed rate | 2,027 | 2,030 | 2,027 | 2,030 | 2,027 | ||||||||||||
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% | ||||||||||||||||
Rate to which the cost trend rate is assumed to decline (as a percent) | 4.50% | ||||||||||||||||
Year that the rate reaches the cost trend assumed rate | 2,020 | 2,020 | 2,020 |
EMPLOYEE BENEFIT PLANS (Nonunio
EMPLOYEE BENEFIT PLANS (Nonunion Plan Assets) (Details) - Nonunion Defined Benefit Pension Plan | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
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) | 17.20% | 18.90% |
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) | 10.40% | 12.10% |
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) | 10.30% | 11.30% |
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) | 17.10% | 15.00% |
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) | 19.50% | 20.40% |
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 | |
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) | 11.60% | 10.20% |
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) | 13.90% | 12.10% |
EMPLOYEE BENEFIT PLANS (Nonun66
EMPLOYEE BENEFIT PLANS (Nonunion Plan Assets - FV) (Details) - Nonunion Defined Benefit Pension Plan - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Pension and other postretirement benefit plans | |||
Fair value of plan assets | $ 136,917 | $ 158,265 | $ 207,613 |
Cash and Cash Equivalents | |||
Pension and other postretirement benefit plans | |||
Fair value of plan assets | 19,079 | 19,085 | |
Debt Instruments | |||
Pension and other postretirement benefit plans | |||
Fair value of plan assets | 26,662 | 32,361 | |
Floating Rate Loan Fund | |||
Pension and other postretirement benefit plans | |||
Fair value of plan assets | 15,868 | 16,106 | |
Large Cap U.S. Equity | |||
Pension and other postretirement benefit plans | |||
Fair value of plan assets | 23,459 | 29,964 | |
Mid Cap U.S. Equity | |||
Pension and other postretirement benefit plans | |||
Fair value of plan assets | 14,276 | 19,180 | |
Small Cap U.S. Equity | |||
Pension and other postretirement benefit plans | |||
Fair value of plan assets | 14,135 | 17,899 | |
International Equity | |||
Pension and other postretirement benefit plans | |||
Fair value of plan assets | 23,438 | 23,670 | |
Level 1 | |||
Pension and other postretirement benefit plans | |||
Fair value of plan assets | 110,255 | 125,904 | |
Level 1 | Cash and Cash Equivalents | |||
Pension and other postretirement benefit plans | |||
Fair value of plan assets | 19,079 | 19,085 | |
Level 1 | Floating Rate Loan Fund | |||
Pension and other postretirement benefit plans | |||
Fair value of plan assets | 15,868 | 16,106 | |
Level 1 | Large Cap U.S. Equity | |||
Pension and other postretirement benefit plans | |||
Fair value of plan assets | 23,459 | 29,964 | |
Level 1 | Mid Cap U.S. Equity | |||
Pension and other postretirement benefit plans | |||
Fair value of plan assets | 14,276 | 19,180 | |
Level 1 | Small Cap U.S. Equity | |||
Pension and other postretirement benefit plans | |||
Fair value of plan assets | 14,135 | 17,899 | |
Level 1 | International Equity | |||
Pension and other postretirement benefit plans | |||
Fair value of plan assets | 23,438 | 23,670 | |
Level 2 | |||
Pension and other postretirement benefit plans | |||
Fair value of plan assets | 26,662 | 32,361 | |
Level 2 | Debt Instruments | |||
Pension and other postretirement benefit plans | |||
Fair value of plan assets | $ 26,662 | $ 32,361 | |
Level 2 | Corporate debt securities | |||
Pension and other postretirement benefit plans | |||
Percentage of investments in debt instruments | 74.00% | 66.00% | |
Level 2 | Mortgage-backed instruments | |||
Pension and other postretirement benefit plans | |||
Percentage of investments in debt instruments | 17.00% | 24.00% | |
Level 2 | Treasury instruments | |||
Pension and other postretirement benefit plans | |||
Percentage of investments in debt instruments | 6.00% | 5.00% | |
Level 2 | Municipal debt securities | |||
Pension and other postretirement benefit plans | |||
Percentage of investments in debt instruments | 2.00% | 4.00% | |
Level 2 | Agency securities | |||
Pension and other postretirement benefit plans | |||
Percentage of investments in debt instruments | 1.00% | 1.00% |
EMPLOYEE BENEFIT PLANS (Deferre
EMPLOYEE BENEFIT PLANS (Deferred Comp Plans) (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Deferred salary agreements | ||
Deferred Compensation Plans | ||
Recorded liabilities | $ 3.9 | $ 4.7 |
Voluntary Savings Plan - mutual funds held in trust | ||
Deferred Compensation Plans | ||
Minimum period for election to defer receipt of a portion of salary and incentive compensation | 6 months | |
Voluntary Savings Plan - mutual funds held in trust | Other long-term assets | ||
Deferred Compensation Plans | ||
VSP assets | $ 2.1 | 3 |
Voluntary Savings Plan - mutual funds held in trust | Other long-term liabilities | ||
Deferred Compensation Plans | ||
VSP liabilities | $ 2.1 | $ 3 |
EMPLOYEE BENEFIT PLANS (Defined
EMPLOYEE BENEFIT PLANS (Defined Contribution Plans) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Cash Long-Term Incentive Compensation Plan | |||
Earning period of Long-term cash incentive plan | 3 years | ||
Incentive payments accrued for Long-Term Cash Incentive Plan | $ 6.7 | $ 7.6 | $ 4.2 |
Other Plans | |||
Cash surrender value of life insurance policies | 45.1 | 44.5 | |
Recognized gains associated with changes in the cash surrender value and proceeds from life insurance policies | $ 0.3 | 3.8 | 3.8 |
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 | $ 5.5 | 4.9 | 4.5 |
Defined Contribution Plan | |||
Defined Contribution Plans | |||
Expense for employer contribution to defined contribution plan | $ 9.5 | $ 9 | $ 5.9 |
Period of service for participants' full vesting in the employer's contributions | 3 years |
EMPLOYEE BENEFIT PLANS (Multiem
EMPLOYEE BENEFIT PLANS (Multiemployer Plans) (Details) - Freight Transportation (ABF Freight) $ in Thousands | Aug. 01, 2015 | Aug. 01, 2014 | Aug. 01, 2013 | Dec. 31, 2015USD ($)$ / hplan | Jan. 31, 2015 | Dec. 31, 2014USD ($) | Jan. 31, 2014 | Dec. 31, 2013USD ($) | Dec. 31, 2005 | Jan. 01, 2015 | Jan. 01, 2014 | Jan. 01, 2013 |
Multiemployer Plans | ||||||||||||
Maximum increase in combined contribution rates for health, welfare, and pension benefits each August 1 | $ / h | 1 | |||||||||||
Multiemployer pension plans | ||||||||||||
Multiemployer Plans | ||||||||||||
Number of multiemployer plans to which ABF Freight currently contributes | plan | 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 | $ 151,898 | $ 144,177 | $ 136,233 | |||||||||
Percentage increase in contribution rate for time worked related to benefit costs | 0.020 | 0.020 | 0.020 | |||||||||
Multiemployer pension plans | Central States Pension Plan | ||||||||||||
Multiemployer Plans | ||||||||||||
Total contributions to multiemployer plans | $ 77,491 | $ 74,001 | $ 70,020 | |||||||||
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 | 47.90% | 48.40% | 47.60% | |||||||||
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 | 60.00% | 60.00% | 60.00% | |||||||||
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 | $ 24,474 | $ 23,030 | $ 20,601 | |||||||||
Multiemployer pension plans | Central Pennsylvania Teamsters Pension Plan | ||||||||||||
Multiemployer Plans | ||||||||||||
Total contributions to multiemployer plans | 13,147 | 12,810 | 12,143 | |||||||||
Multiemployer pension plans | Local 710 Pension Fund | ||||||||||||
Multiemployer Plans | ||||||||||||
Total contributions to multiemployer plans | 10,020 | 9,186 | 10,001 | |||||||||
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 | $ 26,766 | 25,150 | 23,468 | |||||||||
Multiemployer pension plans | 707 Pension Fund | ||||||||||||
Multiemployer Plans | ||||||||||||
Percentage of contributions to multiemployer pension plan | 1.00% | |||||||||||
Multiemployer health and welfare plans | ||||||||||||
Multiemployer Plans | ||||||||||||
Number of multiemployer plans to which ABF Freight currently contributes | plan | 43 | |||||||||||
Total contributions to multiemployer plans | $ 144,700 | $ 130,500 | $ 118,000 | |||||||||
Percentage increase in contribution rate for time worked related to benefit costs | 0.054 | 0.054 | 0.076 | |||||||||
Unionized employees concentration risk | Number of employees | ||||||||||||
Multiemployer Plans | ||||||||||||
Percentage of ABF Freight's employees covered under collective bargaining agreement with the IBT | 77.00% |
STOCKHOLDERS' EQUITY (AOCI) (De
STOCKHOLDERS' EQUITY (AOCI) (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Accumulated Other Comprehensive Loss | ||||
Total after-tax amount | $ 588,728 | $ 560,883 | $ 520,461 | $ 458,999 |
Impact on unrecognized net actuarial gain (loss) | ||||
Change in the unrecognized net actuarial gain (loss), after tax | (7,535) | (13,567) | 18,683 | |
Accumulated Other Comprehensive Loss | ||||
Accumulated Other Comprehensive Loss | ||||
Total pre-tax amount | (38,507) | (31,932) | (17,907) | |
Total after-tax amount | (27,496) | (23,479) | (14,912) | $ (57,372) |
Unrecognized Net Periodic Benefit Costs | ||||
Accumulated Other Comprehensive Loss | ||||
Total pre-tax amount | (35,231) | (30,140) | (17,044) | |
Total after-tax amount | (25,497) | (22,387) | (14,386) | |
Interest Rate Swap | ||||
Accumulated Other Comprehensive Loss | ||||
Total pre-tax amount | (897) | (576) | ||
Total after-tax amount | (545) | (350) | ||
Foreign Currency Translation | ||||
Accumulated Other Comprehensive Loss | ||||
Total pre-tax amount | (2,379) | (1,216) | (863) | |
Total after-tax amount | (1,454) | (742) | $ (526) | |
Nonunion Defined Benefit Pension Plan | ||||
Impact on unrecognized net actuarial gain (loss) | ||||
Change in the unrecognized net actuarial gain (loss), pre-tax | (4,200) | (8,300) | ||
Change in the unrecognized net actuarial gain (loss), after tax | $ (2,500) | (5,100) | ||
Postretirement Health Benefit Plan | ||||
Impact on unrecognized net actuarial gain (loss) | ||||
Change in the unrecognized net actuarial gain (loss), pre-tax | (5,200) | |||
Change in the unrecognized net actuarial gain (loss), after tax | $ (3,200) |
STOCKHOLDERS' EQUITY (AOCI comp
STOCKHOLDERS' EQUITY (AOCI comp) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Changes in accumulated other comprehensive loss, net of tax, by component | |||
Balances | $ 560,883 | $ 520,461 | $ 458,999 |
OTHER COMPREHENSIVE INCOME (LOSS), net of tax | (4,017) | (8,567) | 42,460 |
Balances | 588,728 | 560,883 | 520,461 |
Accumulated Other Comprehensive Loss | |||
Changes in accumulated other comprehensive loss, net of tax, by component | |||
Balances | (23,479) | (14,912) | (57,372) |
Other comprehensive loss before reclassifications | (8,442) | (14,133) | |
Amounts reclassified from accumulated other comprehensive loss | 4,425 | 5,566 | |
OTHER COMPREHENSIVE INCOME (LOSS), net of tax | (4,017) | (8,567) | 42,460 |
Balances | (27,496) | (23,479) | (14,912) |
Unrecognized Net Periodic Benefit Costs | |||
Changes in accumulated other comprehensive loss, net of tax, by component | |||
Balances | (22,387) | (14,386) | |
Other comprehensive loss before reclassifications | (7,535) | (13,567) | |
Amounts reclassified from accumulated other comprehensive loss | 4,425 | 5,566 | |
OTHER COMPREHENSIVE INCOME (LOSS), net of tax | (3,110) | (8,001) | |
Balances | (25,497) | (22,387) | (14,386) |
Interest Rate Swap | |||
Changes in accumulated other comprehensive loss, net of tax, by component | |||
Balances | (350) | ||
Other comprehensive loss before reclassifications | (195) | (350) | |
OTHER COMPREHENSIVE INCOME (LOSS), net of tax | (195) | (350) | |
Balances | (545) | (350) | |
Foreign Currency Translation | |||
Changes in accumulated other comprehensive loss, net of tax, by component | |||
Balances | (742) | (526) | |
Other comprehensive loss before reclassifications | (712) | (216) | |
OTHER COMPREHENSIVE INCOME (LOSS), net of tax | (712) | (216) | |
Balances | $ (1,454) | $ (742) | $ (526) |
STOCKHOLDERS' EQUITY (Reclass)
STOCKHOLDERS' EQUITY (Reclass) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Unrecognized Net Periodic Benefit Costs | ||
Significant reclassifications out of accumulated other comprehensive loss by component | ||
Total, pre-tax | $ (7,242) | $ (9,110) |
Tax benefit | 2,817 | 3,544 |
Total, net of tax | (4,425) | (5,566) |
Amortization of net actuarial loss | ||
Significant reclassifications out of accumulated other comprehensive loss by component | ||
Total, pre-tax | (4,230) | (2,705) |
Amortization of prior service credit | ||
Significant reclassifications out of accumulated other comprehensive loss by component | ||
Total, pre-tax | 190 | 190 |
Pension settlement expense | ||
Significant reclassifications out of accumulated other comprehensive loss by component | ||
Total, pre-tax | $ (3,202) | $ (6,595) |
STOCKHOLDERS' EQUITY (Div and T
STOCKHOLDERS' EQUITY (Div and Treas) (Details) - USD ($) $ / shares in Units, $ in Thousands | Jan. 27, 2016 | Feb. 22, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Oct. 31, 2015 |
Dividends on Common Stock | ||||||||||||||
Dividends declared (in dollars per share) | $ 0.08 | $ 0.08 | $ 0.06 | $ 0.06 | $ 0.06 | $ 0.06 | $ 0.03 | $ 0.03 | $ 0.03 | $ 0.26 | $ 0.15 | $ 0.12 | ||
Dividend Amount | $ 2,097 | $ 1,578 | $ 1,578 | $ 1,584 | $ 1,644 | $ 823 | $ 816 | $ 819 | $ 6,837 | $ 4,102 | $ 3,233 | |||
Treasury Stock | ||||||||||||||
Aggregate cost of shares repurchased during the period | $ 12,765 | |||||||||||||
Treasury stock (in shares) | 2,080,187 | 1,677,932 | 2,080,187 | 1,677,932 | ||||||||||
Stock Repurchase Program | ||||||||||||||
Treasury Stock | ||||||||||||||
Amount of stock repurchases authorized | $ 50,000 | |||||||||||||
Number of shares repurchased during the period | 402,255 | |||||||||||||
Aggregate cost of shares repurchased during the period | $ 12,800 | |||||||||||||
Amount available for repurchase under the current buyback program | $ 47,200 | $ 47,200 | ||||||||||||
Subsequent Event | Stock Repurchase Program | ||||||||||||||
Treasury Stock | ||||||||||||||
Number of shares repurchased during the period | 104,002 | |||||||||||||
Aggregate cost of shares repurchased during the period | $ 2,000 | |||||||||||||
Amount available for repurchase under the current buyback program | $ 45,200 |
SHARE-BASED COMPENSATION (Detai
SHARE-BASED COMPENSATION (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Share-based compensation | |||
Number of shares authorized | 3,100,000 | ||
Restricted Stock Units | |||
Award activity | |||
Outstanding at the beginning of the period (in shares) | 1,368,880 | ||
Granted (in shares) | 269,660 | 232,450 | 313,550 |
Vested (in shares) | (302,668) | ||
Forfeited (in shares) | (22,322) | ||
Outstanding at the end of the period (in shares) | 1,313,550 | 1,368,880 | |
Weighted-Average Grant Date Fair Value | |||
Granted (in dollars per share) | $ 35.50 | $ 40.19 | $ 27.71 |
Other disclosure | |||
Fair value of restricted stock awards vested | $ 9,800 | $ 9,400 | $ 1,800 |
Unrecognized compensation cost | $ 17,100 | ||
Weighted-average period of recognition of unrecognized compensation cost | 2 years | ||
Stock Options | |||
Stock options activity | |||
Stock options outstanding (in shares) | 0 | 0 | 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 | $ 330 | |
Cash proceeds of options exercised | 1,136 | 2,785 | |
Tax benefit of options exercised | $ 22 | $ 109 | |
SARs | |||
Share-based compensation | |||
Granted to date (in shares) | 0 |
EARNINGS PER SHARE (Details)
EARNINGS PER SHARE (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Basic, numerator: | |||||||||||
NET INCOME | $ 4,989 | $ 19,154 | $ 19,967 | $ 745 | $ 14,543 | $ 19,618 | $ 17,208 | $ (5,193) | $ 44,854 | $ 46,177 | $ 15,811 |
Effect of unvested restricted stock unit awards | (450) | (2,300) | (720) | ||||||||
Adjusted net income | $ 44,404 | $ 43,877 | $ 15,091 | ||||||||
Basic, denominator: | |||||||||||
Weighted-average shares | 25,936,709 | 26,009,344 | 26,021,874 | 26,051,038 | 26,073,256 | 26,054,678 | 26,005,105 | 25,876,928 | 26,013,716 | 25,993,255 | 25,714,205 |
Earnings per common share (in dollars per share) | $ 0.19 | $ 0.73 | $ 0.76 | $ 0.03 | $ 0.53 | $ 0.72 | $ 0.63 | $ (0.20) | $ 1.71 | $ 1.69 | $ 0.59 |
Diluted, numerator: | |||||||||||
NET INCOME | $ 4,989 | $ 19,154 | $ 19,967 | $ 745 | $ 14,543 | $ 19,618 | $ 17,208 | $ (5,193) | $ 44,854 | $ 46,177 | $ 15,811 |
Effect of unvested restricted stock unit awards | (443) | (2,300) | (720) | ||||||||
Adjusted net income | $ 44,411 | $ 43,877 | $ 15,091 | ||||||||
Diluted, denominator: | |||||||||||
Weighted-average shares | 25,936,709 | 26,009,344 | 26,021,874 | 26,051,038 | 26,073,256 | 26,054,678 | 26,005,105 | 25,876,928 | 26,013,716 | 25,993,255 | 25,714,205 |
Effect of dilutive securities | 516,411 | 357 | |||||||||
Adjusted weighted-average shares and assumed conversions | 26,415,839 | 26,508,482 | 26,593,451 | 26,588,518 | 26,073,256 | 26,054,678 | 26,005,105 | 25,876,928 | 26,530,127 | 25,993,612 | 25,714,205 |
Earnings per common share (in dollars per share) | $ 0.19 | $ 0.72 | $ 0.74 | $ 0.03 | $ 0.53 | $ 0.72 | $ 0.63 | $ (0.20) | $ 1.67 | $ 1.69 | $ 0.59 |
EARNINGS PER SHARE (AntiDil) (D
EARNINGS PER SHARE (AntiDil) (Details) - shares shares in Millions | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Stock awards | |||
Antidilutive securities | |||
Outstanding stock awards not included in calculation of diluted earnings per share (in shares) | 0.2 | 0.7 | 0.8 |
OPERATING SEGMENT DATA (Details
OPERATING SEGMENT DATA (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
REVENUES | |||||||||||
Revenues | $ 648,134 | $ 709,380 | $ 696,115 | $ 613,276 | $ 664,848 | $ 711,295 | $ 658,646 | $ 577,904 | $ 2,666,905 | $ 2,612,693 | $ 2,299,549 |
OPERATING EXPENSES | |||||||||||
Salaries, wages, and benefits | 1,295,197 | 1,231,783 | 1,166,185 | ||||||||
Rents, purchased transportation, and other costs of services | 780,428 | 759,252 | 598,604 | ||||||||
Fuel, supplies, and expenses | 300,370 | 353,385 | 321,887 | ||||||||
Depreciation and amortization | 93,042 | 86,222 | 88,389 | ||||||||
Gain on sale of property and equipment | (2,225) | (1,461) | (153) | ||||||||
Pension settlement expense | 3,202 | 6,595 | 2,111 | ||||||||
Other | 122,372 | 112,812 | 105,414 | ||||||||
Total consolidated operating expenses | 640,822 | 675,942 | 662,649 | 611,996 | 646,799 | 678,354 | 631,694 | 586,606 | 2,591,409 | 2,543,454 | 2,280,479 |
OPERATING INCOME (LOSS) | |||||||||||
OPERATING INCOME | 7,312 | 33,438 | 33,466 | 1,280 | 18,049 | 32,941 | 26,952 | (8,702) | 75,496 | 69,239 | 19,070 |
OTHER INCOME (COSTS) | |||||||||||
Interest and dividend income | 1,284 | 851 | 681 | ||||||||
Interest and other related financing costs | (4,400) | (3,190) | (4,183) | ||||||||
Other, net | 354 | 3,712 | 3,893 | ||||||||
TOTAL OTHER INCOME (COSTS) | $ (445) | $ (1,392) | $ (557) | $ (368) | $ 1,591 | $ (385) | $ 419 | $ (253) | (2,762) | 1,373 | 391 |
INCOME BEFORE INCOME TAXES | 72,734 | 70,612 | 19,461 | ||||||||
Operating Segments | Freight Transportation (ABF Freight) | |||||||||||
REVENUES | |||||||||||
Revenues | 1,918,450 | 1,930,990 | 1,761,716 | ||||||||
OPERATING EXPENSES | |||||||||||
Salaries, wages, and benefits | 1,174,357 | 1,121,177 | 1,075,259 | ||||||||
Fuel, supplies, and expenses | 307,348 | 360,850 | 332,433 | ||||||||
Operating taxes and licenses | 48,992 | 46,955 | 43,865 | ||||||||
Insurance | 28,847 | 24,960 | 21,823 | ||||||||
Communications and utilities | 16,129 | 15,398 | 15,027 | ||||||||
Depreciation and amortization | 74,765 | 68,752 | 72,971 | ||||||||
Rents and purchased transportation | 197,073 | 229,443 | 180,689 | ||||||||
Gain on sale of property and equipment | (1,734) | (1,471) | (576) | ||||||||
Pension settlement expense | 2,404 | 5,309 | 1,831 | ||||||||
Other | 7,833 | 9,524 | 8,361 | ||||||||
Total consolidated operating expenses | 1,856,014 | 1,880,897 | 1,751,683 | ||||||||
OPERATING INCOME (LOSS) | |||||||||||
OPERATING INCOME | 62,436 | 50,093 | 10,033 | ||||||||
Operating Segments | Premium Logistics (Panther) | |||||||||||
REVENUES | |||||||||||
Revenues | 300,368 | 316,668 | 246,849 | ||||||||
OPERATING EXPENSES | |||||||||||
Purchased transportation | 220,994 | 235,006 | 188,561 | ||||||||
Depreciation and amortization | 11,436 | 11,362 | 10,516 | ||||||||
Salaries, benefits, insurance, and other | 57,140 | 54,660 | 40,816 | ||||||||
Total consolidated operating expenses | 289,570 | 301,028 | 239,893 | ||||||||
OPERATING INCOME (LOSS) | |||||||||||
OPERATING INCOME | 10,798 | 15,640 | 6,956 | ||||||||
Operating Segments | Transportation Management (ABF Logistics) | |||||||||||
REVENUES | |||||||||||
Revenues | 203,529 | 152,632 | 105,223 | ||||||||
OPERATING EXPENSES | |||||||||||
Depreciation and amortization | 1,138 | 1,006 | 640 | ||||||||
Total consolidated operating expenses | 197,668 | 148,797 | 102,250 | ||||||||
OPERATING INCOME (LOSS) | |||||||||||
OPERATING INCOME | 5,861 | 3,835 | 2,973 | ||||||||
Operating Segments | Emergency & Preventative Maintenance (FleetNet) | |||||||||||
REVENUES | |||||||||||
Revenues | 174,952 | 158,581 | 137,546 | ||||||||
OPERATING EXPENSES | |||||||||||
Depreciation and amortization | 1,119 | 961 | 540 | ||||||||
Total consolidated operating expenses | 171,998 | 155,459 | 134,272 | ||||||||
OPERATING INCOME (LOSS) | |||||||||||
OPERATING INCOME | 2,954 | 3,122 | 3,274 | ||||||||
Operating Segments | Household Goods Moving Services (ABF Moving) | |||||||||||
REVENUES | |||||||||||
Revenues | 119,252 | 94,628 | 82,169 | ||||||||
OPERATING EXPENSES | |||||||||||
Depreciation and amortization | 1,186 | 1,384 | 1,247 | ||||||||
Total consolidated operating expenses | 114,416 | 91,449 | 80,319 | ||||||||
OPERATING INCOME (LOSS) | |||||||||||
OPERATING INCOME | 4,836 | 3,179 | 1,850 | ||||||||
Operating Segments | Asset-Light Logistics Segments | |||||||||||
OPERATING EXPENSES | |||||||||||
Pension settlement expense | 100 | 200 | |||||||||
Other and eliminations | |||||||||||
REVENUES | |||||||||||
Revenues | (49,646) | (40,806) | (33,954) | ||||||||
OPERATING EXPENSES | |||||||||||
Depreciation and amortization | 3,398 | 2,757 | 2,475 | ||||||||
Pension settlement expense | 700 | 1,100 | 300 | ||||||||
Total consolidated operating expenses | (38,257) | (34,176) | (27,938) | ||||||||
OPERATING INCOME (LOSS) | |||||||||||
OPERATING INCOME | $ (11,389) | $ (6,630) | $ (6,016) |
OPERATING SEGMENT DATA (BalSh)
OPERATING SEGMENT DATA (BalSh) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
OPERATING SEGMENT DATA | |||
ASSETS | $ 1,262,909 | $ 1,127,622 | $ 1,017,326 |
CAPITAL EXPENDITURES, GROSS | 159,017 | 90,808 | 26,405 |
DEPRECIATION AND AMORTIZATION EXPENSE | 93,042 | 86,222 | 88,389 |
Assets acquired through notes payable and capital leases | 80,592 | 55,325 | 36 |
Amortization of intangibles | 4,002 | 4,352 | 4,174 |
Operating Segments | Freight Transportation (ABF Freight) | |||
OPERATING SEGMENT DATA | |||
ASSETS | 694,059 | 621,734 | 530,678 |
CAPITAL EXPENDITURES, GROSS | 122,542 | 78,766 | 11,091 |
DEPRECIATION AND AMORTIZATION EXPENSE | 74,765 | 68,752 | 72,971 |
Assets acquired through notes payable and capital leases | 80,600 | 55,300 | |
Operating Segments | Premium Logistics (Panther) | |||
OPERATING SEGMENT DATA | |||
ASSETS | 216,075 | 218,135 | 216,747 |
CAPITAL EXPENDITURES, GROSS | 23,275 | 6,414 | 3,854 |
DEPRECIATION AND AMORTIZATION EXPENSE | 11,436 | 11,362 | 10,516 |
Amortization of intangibles | 3,600 | 4,200 | 4,200 |
Operating Segments | Transportation Management (ABF Logistics) | |||
OPERATING SEGMENT DATA | |||
ASSETS | 75,023 | 37,571 | 27,836 |
CAPITAL EXPENDITURES, GROSS | 241 | 158 | 286 |
DEPRECIATION AND AMORTIZATION EXPENSE | 1,138 | 1,006 | 640 |
Amortization of intangibles | 100 | ||
Operating Segments | Emergency & Preventative Maintenance (FleetNet) | |||
OPERATING SEGMENT DATA | |||
ASSETS | 21,958 | 23,532 | 21,517 |
CAPITAL EXPENDITURES, GROSS | 1,007 | 550 | 1,314 |
DEPRECIATION AND AMORTIZATION EXPENSE | 1,119 | 961 | 540 |
Amortization of intangibles | 300 | 200 | |
Operating Segments | Household Goods Moving Services (ABF Moving) | |||
OPERATING SEGMENT DATA | |||
ASSETS | 28,547 | 22,276 | 20,941 |
CAPITAL EXPENDITURES, GROSS | 703 | 424 | 493 |
DEPRECIATION AND AMORTIZATION EXPENSE | 1,186 | 1,384 | 1,247 |
Operating Segments | Maximum | Freight Transportation (ABF Freight) | |||
OPERATING SEGMENT DATA | |||
Assets acquired through notes payable and capital leases | 100 | ||
Other and eliminations | |||
OPERATING SEGMENT DATA | |||
ASSETS | 227,247 | 204,374 | 199,607 |
CAPITAL EXPENDITURES, GROSS | 11,249 | 4,496 | 9,367 |
DEPRECIATION AND AMORTIZATION EXPENSE | $ 3,398 | $ 2,757 | $ 2,475 |
QUARTERLY RESULTS OF OPERATIO79
QUARTERLY RESULTS OF OPERATIONS (UNAUDITED) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
QUARTERLY RESULTS OF OPERATIONS (UNAUDITED) | |||||||||||
Revenues | $ 648,134 | $ 709,380 | $ 696,115 | $ 613,276 | $ 664,848 | $ 711,295 | $ 658,646 | $ 577,904 | $ 2,666,905 | $ 2,612,693 | $ 2,299,549 |
Operating expenses | 640,822 | 675,942 | 662,649 | 611,996 | 646,799 | 678,354 | 631,694 | 586,606 | 2,591,409 | 2,543,454 | 2,280,479 |
OPERATING INCOME | 7,312 | 33,438 | 33,466 | 1,280 | 18,049 | 32,941 | 26,952 | (8,702) | 75,496 | 69,239 | 19,070 |
Other income (costs), net | (445) | (1,392) | (557) | (368) | 1,591 | (385) | 419 | (253) | (2,762) | 1,373 | 391 |
Income tax provision (benefit) | 1,878 | 12,892 | 12,942 | 167 | 5,097 | 12,938 | 10,163 | (3,762) | 27,880 | 24,435 | 3,650 |
NET INCOME | $ 4,989 | $ 19,154 | $ 19,967 | $ 745 | $ 14,543 | $ 19,618 | $ 17,208 | $ (5,193) | $ 44,854 | $ 46,177 | $ 15,811 |
Earnings (loss) per common share | |||||||||||
Basic (in dollars per share) | $ 0.19 | $ 0.73 | $ 0.76 | $ 0.03 | $ 0.53 | $ 0.72 | $ 0.63 | $ (0.20) | $ 1.71 | $ 1.69 | $ 0.59 |
Diluted (in dollars per share) | $ 0.19 | $ 0.72 | $ 0.74 | $ 0.03 | $ 0.53 | $ 0.72 | $ 0.63 | $ (0.20) | $ 1.67 | $ 1.69 | $ 0.59 |
AVERAGE COMMON SHARES OUTSTANDING | |||||||||||
Basic (in shares) | 25,936,709 | 26,009,344 | 26,021,874 | 26,051,038 | 26,073,256 | 26,054,678 | 26,005,105 | 25,876,928 | 26,013,716 | 25,993,255 | 25,714,205 |
Diluted (in shares) | 26,415,839 | 26,508,482 | 26,593,451 | 26,588,518 | 26,073,256 | 26,054,678 | 26,005,105 | 25,876,928 | 26,530,127 | 25,993,612 | 25,714,205 |
LEGAL PROCEEDINGS, ENVIRONMEN80
LEGAL PROCEEDINGS, ENVIRONMENTAL MATTERS, AND OTHER EVENTS (Details) $ in Millions | 12 Months Ended | |
Dec. 31, 2015USD ($)tankstate | Dec. 31, 2014USD ($) | |
Underground fuel storage tanks | ||
Environmental Matters | ||
Number of underground tanks where the company's subsidiaries store fuel for use in tractors and trucks | tank | 62 | |
Number of states in which underground tanks are located | state | 18 | |
Clean Water Act | Brooklyn, New York branch | Freight Transportation (ABF Freight) | ||
Environmental Matters | ||
Reserve for environmental contingencies | $ 0 | |
Environmental cleanup costs | ||
Environmental Matters | ||
Reserve for environmental contingencies | 0.8 | $ 0.8 |
Maximum | Clean Water Act | Kent, Washington branch | Freight Transportation (ABF Freight) | ||
Environmental Matters | ||
Amount paid for resolution | $ 0.2 |
SCHEDULE II - VALUATION AND Q81
SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS AND RESERVES (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Allowance for doubtful accounts receivable and revenue adjustments | |||
Changes in valuation and qualifying accounts and reserves | |||
Balance at Beginning of Period | $ 5,731 | $ 4,533 | $ 5,249 |
Additions, Charged to Costs and Expenses | 998 | 1,941 | 2,065 |
Additions, Charged to Other Accounts | (144) | 2,363 | 39 |
Deductions | 1,760 | 3,106 | 2,820 |
Balance at End of Period | 4,825 | 5,731 | 4,533 |
Allowance for other accounts receivable | |||
Changes in valuation and qualifying accounts and reserves | |||
Balance at Beginning of Period | 1,701 | 1,422 | 1,334 |
Additions, Charged to Costs and Expenses | (672) | 279 | 88 |
Balance at End of Period | 1,029 | 1,701 | 1,422 |
Allowance for deferred tax assets | |||
Changes in valuation and qualifying accounts and reserves | |||
Balance at Beginning of Period | 332 | 1,028 | 2,511 |
Additions, Charged to Costs and Expenses | 22 | ||
Deductions | 696 | 1,483 | |
Balance at End of Period | $ 354 | $ 332 | $ 1,028 |