Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2021 | Oct. 29, 2021 | |
Document and Entity Information | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Sep. 30, 2021 | |
Document Transition Report | false | |
Entity File Number | 000-19969 | |
Entity Registrant Name | ARCBEST CORPORATION | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 71-0673405 | |
Entity Address, Address Line One | 8401 McClure Drive | |
Entity Address, City or Town | Fort Smith | |
Entity Address, State or Province | AR | |
Entity Address, Postal Zip Code | 72916 | |
City Area Code | 479 | |
Local Phone Number | 785-6000 | |
Title of 12(b) Security | Common Stock | |
Trading Symbol | ARCB | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 25,568,342 | |
Entity Central Index Key | 0000894405 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q3 | |
Amendment Flag | false |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
CURRENT ASSETS | ||
Cash and cash equivalents | $ 408,207 | $ 303,954 |
Short-term investments | 60,289 | 65,408 |
Accounts receivable, less allowances (2021 - $6,847; 2020 - $7,851) | 425,006 | 320,870 |
Other accounts receivable, less allowances (2021 - $671; 2020 - $660) | 13,827 | 14,343 |
Prepaid expenses | 30,120 | 37,774 |
Prepaid and refundable income taxes | 9,258 | 11,397 |
Other | 6,419 | 4,422 |
TOTAL CURRENT ASSETS | 953,126 | 758,168 |
PROPERTY, PLANT AND EQUIPMENT | ||
Land and structures | 347,771 | 342,178 |
Revenue equipment | 965,263 | 916,760 |
Service, office, and other equipment | 243,601 | 233,810 |
Software | 170,045 | 163,193 |
Leasehold improvements | 15,970 | 15,156 |
TOTAL PROPERTY, PLANT AND EQUIPMENT, Gross | 1,742,650 | 1,671,097 |
Less allowances for depreciation and amortization | 1,058,343 | 992,407 |
PROPERTY, PLANT AND EQUIPMENT, net | 684,307 | 678,690 |
GOODWILL | 86,368 | 88,320 |
INTANGIBLE ASSETS, net | 52,135 | 54,981 |
OPERATING RIGHT-OF-USE ASSETS | 105,219 | 115,195 |
DEFERRED INCOME TAXES | 6,544 | 6,158 |
OTHER LONG-TERM ASSETS | 74,729 | 77,496 |
TOTAL ASSETS | 1,962,428 | 1,779,008 |
CURRENT LIABILITIES | ||
Accounts payable | 227,893 | 170,898 |
Income taxes payable | 6,535 | 316 |
Accrued expenses | 291,586 | 246,746 |
Current portion of long-term debt | 67,897 | 67,105 |
Current portion of operating lease liabilities | 21,765 | 21,482 |
TOTAL CURRENT LIABILITIES | 615,676 | 506,547 |
LONG-TERM DEBT, less current portion | 176,545 | 217,119 |
OPERATING LEASE LIABILITIES, less current portion | 88,232 | 97,839 |
POSTRETIREMENT LIABILITIES, less current portion | 18,506 | 18,555 |
OTHER LONG-TERM LIABILITIES | 38,208 | 37,948 |
DEFERRED INCOME TAXES | 64,218 | 72,407 |
STOCKHOLDERS' EQUITY | ||
Common stock, $0.01 par value, authorized 70,000,000 shares; issued 2021: 29,351,569 shares, 2020: 29,045,309 shares | 294 | 290 |
Additional paid-in capital | 340,315 | 342,354 |
Retained earnings | 737,820 | 595,932 |
Treasury stock, at cost, 2021: 3,783,227 shares; 2020: 3,656,938 shares | (119,273) | (111,173) |
Accumulated other comprehensive income | 1,887 | 1,190 |
TOTAL STOCKHOLDERS' EQUITY | 961,043 | 828,593 |
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | $ 1,962,428 | $ 1,779,008 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
CONSOLIDATED BALANCE SHEETS | ||
Accounts receivable, allowances (in dollars) | $ 6,847 | $ 7,851 |
Other accounts receivable, allowances (in dollars) | $ 671 | $ 660 |
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 | 29,351,569 | 29,045,309 |
Treasury stock, at cost, shares | 3,783,227 | 3,656,938 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
CONSOLIDATED STATEMENTS OF OPERATIONS | ||||
REVENUES | $ 1,016,657 | $ 794,980 | $ 2,794,843 | $ 2,123,749 |
OPERATING EXPENSES | 929,096 | 755,198 | 2,600,792 | 2,055,723 |
OPERATING INCOME | 87,561 | 39,782 | 194,051 | 68,026 |
OTHER INCOME (COSTS) | ||||
Interest and dividend income | 323 | 756 | 1,037 | 3,122 |
Interest and other related financing costs | (2,072) | (2,860) | (6,774) | (9,185) |
Other, net | 338 | 1,500 | 2,641 | 334 |
TOTAL OTHER INCOME (COSTS) | (1,411) | (604) | (3,096) | (5,729) |
INCOME BEFORE INCOME TAXES | 86,150 | 39,178 | 190,955 | 62,297 |
INCOME TAX PROVISION | 22,459 | 9,774 | 42,922 | 15,111 |
NET INCOME | $ 63,691 | $ 29,404 | $ 148,033 | $ 47,186 |
EARNINGS PER COMMON SHARE | ||||
Basic | $ 2.48 | $ 1.15 | $ 5.79 | $ 1.86 |
Diluted | $ 2.38 | $ 1.11 | $ 5.51 | $ 1.79 |
AVERAGE COMMON SHARES OUTSTANDING | ||||
Basic | 25,632,805 | 25,470,094 | 25,559,642 | 25,403,786 |
Diluted | 26,770,146 | 26,592,457 | 26,872,381 | 26,289,946 |
CASH DIVIDENDS DECLARED PER COMMON SHARE | $ 0.08 | $ 0.08 | $ 0.24 | $ 0.24 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME | ||||
NET INCOME | $ 63,691 | $ 29,404 | $ 148,033 | $ 47,186 |
Postretirement benefit plans: | ||||
Net actuarial loss, net of tax of: (2021 - Three-month period $-, Nine-month period $-; 2020 - Three-month period $-, Nine-month period $3) | (8) | |||
Pension settlement expense, net of tax of: (2021 - Three-month period $-, Nine-month period $-; 2020 - Three-month period $-, Nine-month period $23) | 66 | |||
Amortization of unrecognized net periodic benefit credit, net of tax of: (2021 - Three-month period $35, Nine-month period $104; 2020 - Three-month period $38, Nine-month period $114) | ||||
Net actuarial gain | (100) | (110) | (300) | (327) |
Interest rate swap and foreign currency translation: | ||||
Change in unrealized income (loss) on interest rate swap, net of tax of: (2021 - Three-month period $46, Nine-month period $309; 2020 - Three-month period $48, Nine-month period $366) | 128 | 136 | 869 | (1,035) |
Change in foreign currency translation, net of tax of: (2021 - Three-month period $288, Nine-month period $45; 2020 - Three-month period $246, Nine-month period $94) | (813) | 697 | 128 | (266) |
OTHER COMPREHENSIVE INCOME (LOSS), net of tax | (785) | 723 | 697 | (1,570) |
TOTAL COMPREHENSIVE INCOME | $ 62,906 | $ 30,127 | $ 148,730 | $ 45,616 |
CONSOLIDATED STATEMENTS OF CO_2
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME | ||||
Net actuarial loss, tax (benefit) | $ (3) | |||
Pension settlement expense, tax | 23 | |||
Amortization of unrecognized net periodic benefit credit, tax | $ (35) | $ (38) | $ (104) | (114) |
Change in unrealized gain (loss) on interest rate swap, tax (benefit) | 46 | 48 | 309 | (366) |
Change in foreign currency translation, tax expense (benefit) | $ (288) | $ 246 | $ 45 | $ (94) |
CONSOLIDATED STATEMENTS OF STOC
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) shares in Thousands, $ in Thousands | Common StockCumulative Effect, Period of Adoption, Adjusted Balance | Common Stock | Additional Paid-In CapitalCumulative Effect, Period of Adoption, Adjusted Balance | Additional Paid-In Capital | Retained EarningsCumulative Effect, Period of Adoption, Adjustment | Retained EarningsCumulative Effect, Period of Adoption, Adjusted Balance | Retained Earnings | Treasury StockCumulative Effect, Period of Adoption, Adjusted Balance | Treasury Stock | Accumulated Other Comprehensive LossCumulative Effect, Period of Adoption, Adjusted Balance | Accumulated Other Comprehensive Loss | Cumulative Effect, Period of Adoption, Adjustment | Cumulative Effect, Period of Adoption, Adjusted Balance | Total |
Balances at Dec. 31, 2019 | $ 288 | $ 288 | $ 333,943 | $ 333,943 | $ (198) | $ 532,989 | $ 533,187 | $ (104,578) | $ (104,578) | $ 203 | $ 203 | $ (198) | $ 762,845 | $ 763,043 |
Balances (in shares) at Dec. 31, 2019 | 28,811 | 28,811 | 3,405 | 3,405 | ||||||||||
Increase (Decrease) in Stockholders' Equity | ||||||||||||||
Net income | 1,902 | 1,902 | ||||||||||||
Other comprehensive income (loss), net of tax | (2,467) | (2,467) | ||||||||||||
Issuance of common stock under share-based compensation plans (in shares) | 6 | |||||||||||||
Shares withheld for employee tax remittance on share-based compensation | (60) | (60) | ||||||||||||
Share-based compensation expense | 2,181 | 2,181 | ||||||||||||
Purchase of treasury stock | $ (3,162) | (3,162) | ||||||||||||
Purchase of treasury stock (in shares) | 150 | |||||||||||||
Dividends declared on common stock | (2,033) | (2,033) | ||||||||||||
Balances at Mar. 31, 2020 | $ 288 | 336,064 | 532,858 | $ (107,740) | (2,264) | 759,206 | ||||||||
Balances (in shares) at Mar. 31, 2020 | 28,817 | 3,555 | ||||||||||||
Balances at Dec. 31, 2019 | $ 288 | $ 288 | $ 333,943 | 333,943 | $ (198) | $ 532,989 | 533,187 | $ (104,578) | $ (104,578) | $ 203 | 203 | $ (198) | $ 762,845 | 763,043 |
Balances (in shares) at Dec. 31, 2019 | 28,811 | 28,811 | 3,405 | 3,405 | ||||||||||
Increase (Decrease) in Stockholders' Equity | ||||||||||||||
Net income | 47,186 | |||||||||||||
Other comprehensive income (loss), net of tax | (1,570) | (1,570) | ||||||||||||
Balances at Sep. 30, 2020 | $ 290 | 339,908 | 574,053 | $ (110,245) | (1,367) | 802,639 | ||||||||
Balances (in shares) at Sep. 30, 2020 | 29,040 | 3,632 | ||||||||||||
Balances at Mar. 31, 2020 | $ 288 | 336,064 | 532,858 | $ (107,740) | (2,264) | 759,206 | ||||||||
Balances (in shares) at Mar. 31, 2020 | 28,817 | 3,555 | ||||||||||||
Increase (Decrease) in Stockholders' Equity | ||||||||||||||
Net income | 15,880 | 15,880 | ||||||||||||
Other comprehensive income (loss), net of tax | 174 | 174 | ||||||||||||
Issuance of common stock under share-based compensation plans | $ 2 | (2) | ||||||||||||
Issuance of common stock under share-based compensation plans (in shares) | 141 | |||||||||||||
Shares withheld for employee tax remittance on share-based compensation | (1,010) | (1,010) | ||||||||||||
Share-based compensation expense | 2,890 | 2,890 | ||||||||||||
Dividends declared on common stock | (2,049) | (2,049) | ||||||||||||
Balances at Jun. 30, 2020 | $ 290 | 337,942 | 546,689 | $ (107,740) | (2,090) | 775,091 | ||||||||
Balances (in shares) at Jun. 30, 2020 | 28,958 | 3,555 | ||||||||||||
Increase (Decrease) in Stockholders' Equity | ||||||||||||||
Net income | 29,404 | 29,404 | ||||||||||||
Other comprehensive income (loss), net of tax | 723 | 723 | ||||||||||||
Issuance of common stock under share-based compensation plans (in shares) | 82 | |||||||||||||
Shares withheld for employee tax remittance on share-based compensation | (919) | (919) | ||||||||||||
Share-based compensation expense | 2,885 | 2,885 | ||||||||||||
Purchase of treasury stock | $ (2,505) | (2,505) | ||||||||||||
Purchase of treasury stock (in shares) | 77 | |||||||||||||
Dividends declared on common stock | (2,040) | (2,040) | ||||||||||||
Balances at Sep. 30, 2020 | $ 290 | 339,908 | 574,053 | $ (110,245) | (1,367) | 802,639 | ||||||||
Balances (in shares) at Sep. 30, 2020 | 29,040 | 3,632 | ||||||||||||
Balances at Dec. 31, 2020 | $ 290 | 342,354 | 595,932 | $ (111,173) | 1,190 | 828,593 | ||||||||
Balances (in shares) at Dec. 31, 2020 | 29,045 | 3,657 | ||||||||||||
Increase (Decrease) in Stockholders' Equity | ||||||||||||||
Net income | 23,361 | 23,361 | ||||||||||||
Other comprehensive income (loss), net of tax | 804 | 804 | ||||||||||||
Issuance of common stock under share-based compensation plans | $ 1 | (1) | ||||||||||||
Issuance of common stock under share-based compensation plans (in shares) | 12 | |||||||||||||
Shares withheld for employee tax remittance on share-based compensation | (165) | (165) | ||||||||||||
Share-based compensation expense | 2,354 | 2,354 | ||||||||||||
Purchase of treasury stock | $ (1,001) | (1,001) | ||||||||||||
Purchase of treasury stock (in shares) | 15 | |||||||||||||
Dividends declared on common stock | (2,037) | (2,037) | ||||||||||||
Balances at Mar. 31, 2021 | $ 291 | 344,542 | 617,256 | $ (112,174) | 1,994 | 851,909 | ||||||||
Balances (in shares) at Mar. 31, 2021 | 29,057 | 3,672 | ||||||||||||
Balances at Dec. 31, 2020 | $ 290 | 342,354 | 595,932 | $ (111,173) | 1,190 | 828,593 | ||||||||
Balances (in shares) at Dec. 31, 2020 | 29,045 | 3,657 | ||||||||||||
Increase (Decrease) in Stockholders' Equity | ||||||||||||||
Net income | 148,033 | |||||||||||||
Other comprehensive income (loss), net of tax | 697 | 697 | ||||||||||||
Balances at Sep. 30, 2021 | $ 294 | 340,315 | 737,820 | $ (119,273) | 1,887 | 961,043 | ||||||||
Balances (in shares) at Sep. 30, 2021 | 29,352 | 3,783 | ||||||||||||
Balances at Mar. 31, 2021 | $ 291 | 344,542 | 617,256 | $ (112,174) | 1,994 | 851,909 | ||||||||
Balances (in shares) at Mar. 31, 2021 | 29,057 | 3,672 | ||||||||||||
Increase (Decrease) in Stockholders' Equity | ||||||||||||||
Net income | 60,981 | 60,981 | ||||||||||||
Other comprehensive income (loss), net of tax | 678 | 678 | ||||||||||||
Issuance of common stock under share-based compensation plans | $ 2 | (2) | ||||||||||||
Issuance of common stock under share-based compensation plans (in shares) | 261 | |||||||||||||
Shares withheld for employee tax remittance on share-based compensation | (9,601) | (9,601) | ||||||||||||
Share-based compensation expense | 3,324 | 3,324 | ||||||||||||
Purchase of treasury stock | $ (7,099) | (7,099) | ||||||||||||
Purchase of treasury stock (in shares) | 111 | |||||||||||||
Dividends declared on common stock | (2,058) | (2,058) | ||||||||||||
Balances at Jun. 30, 2021 | $ 293 | 338,263 | 676,179 | $ (119,273) | 2,672 | 898,134 | ||||||||
Balances (in shares) at Jun. 30, 2021 | 29,318 | 3,783 | ||||||||||||
Increase (Decrease) in Stockholders' Equity | ||||||||||||||
Net income | 63,691 | 63,691 | ||||||||||||
Other comprehensive income (loss), net of tax | (785) | (785) | ||||||||||||
Issuance of common stock under share-based compensation plans | $ 1 | (1) | ||||||||||||
Issuance of common stock under share-based compensation plans (in shares) | 34 | |||||||||||||
Shares withheld for employee tax remittance on share-based compensation | (836) | (836) | ||||||||||||
Share-based compensation expense | 2,889 | 2,889 | ||||||||||||
Dividends declared on common stock | (2,050) | (2,050) | ||||||||||||
Balances at Sep. 30, 2021 | $ 294 | $ 340,315 | $ 737,820 | $ (119,273) | $ 1,887 | $ 961,043 | ||||||||
Balances (in shares) at Sep. 30, 2021 | 29,352 | 3,783 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
OPERATING ACTIVITIES | ||
Net income | $ 148,033 | $ 47,186 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 88,113 | 85,189 |
Amortization of intangibles | 2,882 | 2,942 |
Pension settlement expense | 89 | |
Share-based compensation expense | 8,567 | 7,956 |
Provision for losses on accounts receivable | (57) | 2,170 |
Change in deferred income taxes | (8,593) | 2,831 |
Gain on sale of property and equipment and lease termination | (8,389) | (3,280) |
Gain on sale of subsidiaries | (6,923) | |
Changes in operating assets and liabilities: | ||
Receivables | (103,886) | (38,905) |
Prepaid expenses | 7,655 | 809 |
Other assets | 539 | 3,918 |
Income taxes | 8,174 | 3,065 |
Operating right-of-use assets and lease liabilities, net | 650 | 234 |
Accounts payable, accrued expenses, and other liabilities | 101,577 | 37,062 |
NET CASH PROVIDED BY OPERATING ACTIVITIES | 238,342 | 151,266 |
INVESTING ACTIVITIES | ||
Purchases of property, plant and equipment, net of financings | (43,506) | (20,146) |
Proceeds from sale of property and equipment | 11,509 | 8,943 |
Proceeds from sale of subsidiaries | 9,013 | |
Purchases of short-term investments | (56,011) | (159,253) |
Proceeds from sale of short-term investments | 61,174 | 192,563 |
Capitalization of internally developed software | (14,308) | (9,568) |
NET CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES | (32,129) | 12,539 |
FINANCING ACTIVITIES | ||
Borrowings under credit facilities | 180,000 | |
Borrowings under accounts receivable securitization program | 45,000 | |
Payments on long-term debt | (76,513) | (309,640) |
Net change in book overdrafts | (305) | 349 |
Deferred financing costs | (295) | |
Payment of common stock dividends | (6,145) | (6,122) |
Purchases of treasury stock | (8,100) | (5,667) |
Payments for tax withheld on share-based compensation | (10,602) | (1,989) |
NET CASH USED IN FINANCING ACTIVITIES | (101,960) | (98,069) |
NET INCREASE IN CASH AND CASH EQUIVALENTS | 104,253 | 65,736 |
Cash and cash equivalents at beginning of period | 303,954 | 201,909 |
CASH AND CASH EQUIVALENTS CASH AT END OF PERIOD | 408,207 | 267,645 |
NONCASH INVESTING ACTIVITIES | ||
Equipment and other financings | 36,731 | 53,045 |
Accruals for equipment received | 3,158 | 2,146 |
Lease liabilities arising from obtaining right-of-use assets | $ 7,280 | $ 60,535 |
ORGANIZATION AND DESCRIPTION OF
ORGANIZATION AND DESCRIPTION OF THE BUSINESS AND FINANCIAL STATEMENT PRESENTATION | 9 Months Ended |
Sep. 30, 2021 | |
ORGANIZATION AND DESCRIPTION OF THE BUSINESS AND FINANCIAL STATEMENT PRESENTATION | |
ORGANIZATION AND DESCRIPTION OF THE BUSINESS AND FINANCIAL STATEMENT PRESENTATION | NOTE A – ORGANIZATIO N AND DESCRIPTION OF THE BUSINESS AND FINANCIAL STATEMENT PRESENTATION ArcBest Corporation ™ The Asset-Based segment represented approximately 65% of the Company’s total revenues before other revenues and intercompany eliminations for the nine months ended September 30, 2021. As of September 2021, approximately 82% of the Asset-Based segment’s employees were covered under a collective bargaining agreement, the ABF National Master Freight Agreement (the “2018 ABF NMFA”), with the International Brotherhood of Teamsters (the “IBT”), which will remain in effect through June 30, 2023. Financial Statement Presentation The accompanying unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States and applicable rules and regulations of the Securities and Exchange Commission (the “SEC”) pertaining to interim financial information. Accordingly, these interim financial statements do not include all information or footnote disclosures required by accounting principles generally accepted in the United States for complete financial statements and, therefore, should be read in conjunction with the audited financial statements and accompanying notes included in the Company’s 2020 Annual Report on Form 10-K and other current filings with the SEC. In the opinion of management, all adjustments (which are of a normal and recurring nature) considered necessary for a fair presentation have been included. 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 consolidated financial statements and accompanying notes. Actual amounts may differ from those estimates. The Company considered the impact of the novel coronavirus (“COVID-19”) pandemic on the estimates and assumptions used in preparation of the Company’s consolidated financial statements as of and for the three and nine months ended September 30, 2021. Given the uncertainties regarding the economic environment and the impact of the COVID-19 pandemic on our business, it is possible that these estimates and assumptions may materially change in future periods. Adopted Accounting Pronouncements ASC Topic 740, Income Taxes Accounting Pronouncements Not Yet Adopted Management believes there is no new accounting guidance issued but not yet effective that would have a material impact to the Company’s current financial statements. |
FINANCIAL INSTRUMENTS AND FAIR
FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS | 9 Months Ended |
Sep. 30, 2021 | |
FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS | |
FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS | NOTE B – FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS Financial Instruments The following table presents the components of cash and cash equivalents and short-term investments: September 30 December 31 2021 2020 (in thousands) Cash and cash equivalents Cash deposits (1) $ 279,661 $ 240,687 Variable rate demand notes (1)(2) 29,344 29,066 Money market funds (3) 99,202 34,201 Total cash and cash equivalents $ 408,207 $ 303,954 Short-term investments Certificates of deposit (1) $ 60,289 $ 53,297 U.S. Treasury securities (4) — 12,111 Total short-term investments $ 60,289 $ 65,408 (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) Recorded at amortized cost plus accrued interest, which approximates fair value. U.S. Treasury securities included in short-term investments are held-to-maturity investments with maturity dates of less than one year. The Company’s long-term 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 short-term investments primarily in FDIC-insured certificates of deposit. However, certain cash deposits and certificates of deposit may exceed federally insured limits. At September 30, 2021 and December 31, 2020, cash, cash equivalents, and short-term investments totaling $170.6 million and $156.4 million, respectively, were neither FDIC insured nor direct obligations of the U.S. government. Fair Value Disclosure of Financial Instruments Fair value disclosures are made 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. Fair value and carrying value disclosures of financial instruments are presented in the following table: September 30 December 31 2021 2020 (in thousands) Carrying Fair Carrying Fair Value Value Value Value Credit Facility (1) $ 50,000 $ 50,000 $ 70,000 $ 70,000 Notes payable (2) 194,439 196,840 214,216 217,226 New England Pension Fund withdrawal liability (3) 20,931 23,567 21,407 25,523 $ 265,370 $ 270,407 $ 305,623 $ 312,749 (1) The revolving credit facility (the “Credit Facility”) carries a variable interest rate based on LIBOR, plus a margin, that is considered to be priced at market for debt instruments having similar terms and collateral requirements (Level 2 of the fair value hierarchy). (2) Fair value of the notes payable was determined using a present value income approach based on quoted interest rates from lending institutions with which the Company would enter into similar transactions (Level 2 of the fair value hierarchy). (3) ABF Freight’s multiemployer pension plan obligation with the New England Teamsters and Trucking Industry Pension Fund (the “New England Pension Fund”) was restructured under a transition agreement effective on August 1, 2018, which resulted in a related withdrawal liability. The fair value of the outstanding withdrawal liability is equal to the present value of the future withdrawal liability payments, discounted at an interest rate of 3.1% and 2.6% at September 30, 2021 and December 31, 2020, respectively, determined using the 20-year U.S. Treasury rate plus a spread (Level 2 of the fair value hierarchy). Included in other long-term liabilities with the current portion included in accrued expenses. 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: September 30, 2021 Fair Value Measurements Using Quoted Prices Significant Significant In Active Observable Unobservable Markets Inputs Inputs Total (Level 1) (Level 2) (Level 3) (in thousands) Assets: Money market funds (1) $ 99,202 $ 99,202 $ — $ — Equity, bond, and money market mutual funds held in trust related to the Voluntary Savings Plan (2) 3,558 3,558 — — Interest rate swaps (3) 293 — 293 — $ 103,053 $ 102,760 $ 293 $ — Liabilities: Interest rate swaps (3) $ 737 $ — $ 737 $ — December 31, 2020 Fair Value Measurements Using Quoted Prices Significant Significant In Active Observable Unobservable Markets Inputs Inputs Total (Level 1) (Level 2) (Level 3) (in thousands) Assets: Money market funds (1) $ 34,201 $ 34,201 $ — $ — Equity, bond, and money market mutual funds held in trust related to the Voluntary Savings Plan (2) 2,955 2,955 — — $ 37,156 $ 37,156 $ — $ — Liabilities: Interest rate swaps (3) $ 1,622 $ — $ 1,622 $ — (1) Included in cash and 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. Included in other long-term assets, with a corresponding liability reported within other long-term liabilities. (3) Included in other long-term assets or other long-term liabilities. The fair values of the interest rate swaps were determined by discounting future cash flows and receipts based on expected interest rates observed in market interest rate curves adjusted for estimated credit valuation considerations reflecting nonperformance risk of the Company and the counterparty, which are generally considered to be in Level 3 of the fair value hierarchy. However, the Company assessed Level 3 inputs as insignificant to the valuation at September 30, 2021 and December 31, 2020 and considers the interest rate swap valuations in Level 2 of the fair value hierarchy. |
GOODWILL AND INTANGIBLE ASSETS
GOODWILL AND INTANGIBLE ASSETS | 9 Months Ended |
Sep. 30, 2021 | |
GOODWILL AND INTANGIBLE ASSETS | |
GOODWILL AND INTANGIBLE ASSETS | NOTE C – 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 segment consisted of the following: Total ArcBest FleetNet (in thousands) Balances at December 31, 2020 $ 88,320 $ 87,690 $ 630 Goodwill divested (1) (1,952) (1,952) — Balances at September 30, 2021 $ 86,368 $ 85,738 $ 630 (1) Goodwill divested due to the sale of the labor services portion of the ArcBest segment’s moving business in second quarter 2021 was determined based on the relative fair value of the business sold to the total fair value of the reporting unit. Intangible assets consisted of the following: September 30, 2021 December 31, 2020 Weighted-Average Accumulated Net Accumulated Net Amortization Period Cost Amortization Value Cost Amortization Value (in years) (in thousands) (in thousands) Finite-lived intangible assets Customer relationships 14 $ 52,721 $ 33,329 $ 19,392 $ 52,721 $ 30,477 $ 22,244 Other 13 1,016 573 443 980 543 437 14 53,737 33,902 19,835 53,701 31,020 22,681 Indefinite-lived intangible assets Trade name N/A 32,300 N/A 32,300 32,300 N/A 32,300 Total intangible assets N/A $ 86,037 $ 33,902 $ 52,135 $ 86,001 $ 31,020 $ 54,981 The future amortization for intangible assets acquired through business acquisitions as of September 30, 2021 was as follows: Amortization of Intangible Assets (in thousands) Remainder of 2021 $ 955 2022 3,815 2023 3,722 2024 3,689 2025 3,674 Thereafter 3,980 Total amortization $ 19,835 |
INCOME TAXES
INCOME TAXES | 9 Months Ended |
Sep. 30, 2021 | |
INCOME TAXES | |
INCOME TAXES | NOTE D – INCOME TAXES The effective tax rate was 26.1% and 22.5% for the three and nine months ended September 30, 2021, respectively. The effective tax rate was 24.9% and 24.3% for the three and nine months ended September 30, 2020, respectively. State tax rates vary among states and average approximately 6.0% to 6.5%, although some state rates are higher and a small number of states do not impose an income tax. For the three and nine months ended September 30, 2021, the difference between the Company’s effective tax rate and the federal statutory rate resulted from state income taxes, nondeductible expenses, changes in the cash surrender value of life insurance, federal research and development tax credits, changes in tax valuation allowances, and tax benefit from the vesting of stock awards. For the three and nine months ended September 30, 2020, the difference between the Company’s effective tax rate and the federal statutory rate resulted from state income taxes, nondeductible expenses, changes in the cash surrender value of life insurance, federal alternative fuel and research and development tax credits, changes in tax valuation allowances, and the tax effect from the vesting stock awards. The Company’s effective tax rate for the nine months ended September 30, 2020 was also impacted by the reversal of an uncertain tax position. As of September 30, 2021, the Company’s deferred tax liabilities, which will reverse in future years, exceeded the deferred tax assets. The Company evaluated the total deferred tax assets at September 30, 2021 and concluded that, other than for certain deferred tax assets related to foreign and state tax credit carryforwards and federal and state net operating losses, the assets did not exceed the amount for which realization is more likely than not. In making this determination, the Company considered the future reversal of existing taxable temporary differences, future taxable income, and tax planning strategies. Valuation allowances for deferred tax assets totaled $1.6 million and $1.3 million at September 30, 2021 and December 31, 2020, respectively. The Company paid federal, state, and foreign income taxes of $43.0 million and $9.2 million during the nine months ended September 30, 2021 and 2020, respectively. The Company received refunds of federal and state income taxes that were paid in prior years of less than $0.1 million and $0.4 million during the nine months ended September 30, 2021 and 2020, respectively. |
LEASES
LEASES | 9 Months Ended |
Sep. 30, 2021 | |
LEASES | |
LEASES | NOTE E – LEASES The Company leases, under finance and operating lease arrangements, certain facilities used primarily in the Asset-Based segment service center operations, certain revenue equipment used in the ArcBest segment operations, and certain other office equipment. The components of operating lease expense were as follows: Three Months Ended Nine Months Ended September 30 September 30 2021 2020 2021 2020 (in thousands) Operating lease expense $ 6,575 $ 6,351 $ 19,801 $ 17,950 Variable lease expense 957 665 3,252 2,248 Sublease income (157) (120) (468) (254) Total operating lease expense (1) $ 7,375 $ 6,896 $ 22,585 $ 19,944 (1) Operating lease expense excludes short-term leases with a term of 12 months or less. The operating cash flows from operating lease activity were as follows: Nine Months Ended September 30 2021 2020 (in thousands) Noncash change in operating right-of-use assets $ 17,256 $ 15,718 Change in operating lease liabilities (16,606) (15,484) Operating right-of-use-assets and lease liabilities, net $ 650 $ 234 Cash paid for amounts included in the measurement of operating lease liabilities $ (19,128) $ (17,715) Maturities of operating lease liabilities at September 30, 2021 were as follows: Equipment Land and and Total Structures (1) Other (in thousands) Remainder of 2021 $ 6,616 $ 6,529 $ 87 2022 23,448 23,180 268 2023 18,392 18,367 25 2024 16,098 16,098 — 2025 13,397 13,397 — Thereafter 44,108 44,108 — Total lease payments 122,059 121,679 380 Less imputed interest (12,062) (12,060) (2) Total $ 109,997 $ 109,619 $ 378 (1) Excludes future minimum lease payments for a lease which was executed but had not yet commenced as of September 30, 2021 of $37.3 million which will be paid over approximately 10 years . The Company plans to take possession of the leased space in fourth quarter 2022. |
LONG-TERM DEBT AND FINANCING AR
LONG-TERM DEBT AND FINANCING ARRANGEMENTS | 9 Months Ended |
Sep. 30, 2021 | |
LONG-TERM DEBT AND FINANCING ARRANGEMENTS | |
LONG-TERM DEBT AND FINANCING ARRANGEMENTS | NOTE F – LONG-TERM DEBT AND FINANCING ARRANGEMENTS Long-Term Debt Obligations Long-term debt consisted of borrowings outstanding under the Company’s revolving credit facility which is further described in Financing Arrangements within this Note, and notes payable and finance lease obligations related to the financing of revenue equipment (tractors and trailers used primarily in Asset-Based segment operations), certain other equipment, and software as follows: September 30 December 31 2021 2020 (in thousands) Credit Facility (interest rate of 1.2% (1) $ 50,000 $ 70,000 Notes payable (weighted-average interest rate of 2.7% at September 30, 2021) 194,439 214,216 Finance lease obligations (weighted-average interest rate of 3.3% at September 30, 2021) 3 8 244,442 284,224 Less current portion 67,897 67,105 Long-term debt, less current portion $ 176,545 $ 217,119 (1) The interest rate swap mitigates interest rate risk by effectively converting the $50.0 million of borrowings under the Credit Facility from variable-rate interest to fixed-rate interest with a per annum rate of 3.12% based on the margin of the Credit Facility as of both September 30, 2021 and December 31, 2020. Scheduled maturities, including interest payments, of long-term debt obligations as of September 30, 2021 were as follows: Credit Notes Finance Lease Total Facility (1) Payable Obligations (in thousands) Due in one year or less $ 72,838 $ 632 $ 72,203 $ 3 Due after one year through two years 57,990 808 57,182 — Due after two years through three years 42,912 1,087 41,825 — Due after three years through four years 73,841 50,000 23,841 — Due after four years through five years 7,634 — 7,634 — Due after five years 160 — 160 — Total payments 255,375 52,527 202,845 3 Less amounts representing interest 10,933 2,527 8,406 — Long-term debt $ 244,442 $ 50,000 $ 194,439 $ 3 (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. Assets securing notes payable or held under finance leases were included in property, plant and equipment as follows: September 30 December 31 2021 2020 (in thousands) Revenue equipment $ 335,743 $ 326,823 Service, office, and other equipment 26,251 26,270 Total assets securing notes payable or held under finance leases 361,994 353,093 Less accumulated depreciation and amortization (1) 137,659 115,424 Net assets securing notes payable or held under finance leases $ 224,335 $ 237,669 (1) Amortization of assets held under finance leases and depreciation of assets securing notes payable are included in depreciation expense. Financing Arrangements Credit Facility The Company has a revolving credit facility (the “Credit Facility”) under its Third Amended and Restated Credit Agreement (the “Credit Agreement”) with an initial maximum credit amount of $250.0 million, including a swing line facility in an aggregate amount of up to $25.0 million 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 Company may request additional revolving commitments or incremental term loans thereunder up to an aggregate amount of $125.0 million, subject to certain additional conditions as provided in the Credit Agreement. The Company repaid $20.0 million of borrowings under the Credit Facility in the second quarter of 2021. As of September 30, 2021, the Company had available borrowing capacity of $200.0 million under the initial maximum credit amount of the Credit Facility. On November 3, 2021, the Company borrowed $30.0 million under the Credit Facility. Principal payments under the Credit Facility are due upon maturity of the facility on October 1, 2024; 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. The 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 Credit Agreement at September 30, 2021. Interest Rate Swaps The Company has an interest rate swap agreement with a $50.0 million notional amount which started on January 2, 2020 and will mature on June 30, 2022. The Company receives floating-rate interest amounts based on one-month LIBOR in exchange for fixed-rate interest payments of 1.99% over the life of the 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 3.12% based on the margin of the Credit Facility as of September 30, 2021. The fair value of the interest rate swap of $0.7 million and $1.4 million was recorded in other long-term liabilities in the consolidated balance sheet at September 30, 2021 and December 31, 2020, respectively. The Company also has an interest rate swap agreement with a $50.0 million notional amount which will start on June 30, 2022 and mature on October 1, 2024. The Company will receive floating-rate interest amounts based on one-month LIBOR in exchange for fixed-rate interest payments of 0.43% beginning on June 30, 2022 throughout the remaining term of the agreement. From June 30, 2022 to October 1, 2024, the extended interest rate swap agreement will effectively convert the $50.0 million of borrowings under the Credit Facility from variable-rate interest to fixed-rate interest with a per annum rate of 1.56% based on the margin of the Credit Facility as of September 30, 2021. The fair value of the interest rate swap of $0.3 million was recorded in other long-term assets and $0.2 million was recorded in other long-term liabilities in the consolidated balance sheet at September 30, 2021 and December 31, 2020, respectively. The unrealized gain or loss on the interest rate swap instruments was reported as a component of accumulated other comprehensive income, net of tax, in stockholders’ equity at September 30, 2021 and December 31, 2020, and the change in the unrealized loss on the interest rate swaps for the three and nine months ended September 30, 2021 and 2020 was reported in other comprehensive income (loss), net of tax, in the consolidated statements of comprehensive income. The interest rate swaps are subject to certain customary provisions that could allow the counterparty to request immediate settlement of the fair value liability or asset upon violation of any or all of the provisions. The Company was in compliance with all provisions of the interest rate swap agreements at September 30, 2021. Accounts Receivable Securitization Program In the second quarter of 2021, the Company amended and restated its accounts receivable securitization program. The amendment extended the maturity date of this program from October 1, 2021 to July 1, 2024, decreased the amount of available cash proceeds under the facility from $125.0 million to $50.0 million and increased the amount of additional borrowings the Company may request under the accordion feature from $25.0 million to $100.0 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. The Company was in compliance with the covenants under the accounts receivable securitization program at September 30, 2021. 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 September 30, 2021, standby letters of credit of $10.1 million have been issued under the program, which reduced the available borrowing capacity to $39.9 million. Letter of Credit Agreements and Surety Bond Programs As of September 30, 2021, the Company had letters of credit outstanding of $10.7 million (including $10.1 million issued under the accounts receivable securitization program). 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 September 30, 2021, surety bonds outstanding related to the self-insurance program totaled $50.9 million. Notes Payable The Company has financed the purchase of certain revenue equipment, other equipment, and software through promissory note arrangements, including $28.6 million and $36.7 million for revenue equipment during the three and nine months ended September 30, 2021, respectively. Subsequent to September 30, 2021, the Company financed the purchase of an additional $5.1 million of revenue equipment through promissory note arrangements as of November 1, 2021. |
POSTRETIREMENT BENEFIT PLANS
POSTRETIREMENT BENEFIT PLANS | 9 Months Ended |
Sep. 30, 2021 | |
POSTRETIREMENT BENEFIT PLANS | |
POSTRETIREMENT BENEFIT PLANS | NOTE G – POSTRETIREMENT BENEFIT PLANS Supplemental Benefit and Postretirement Health Benefit Plans The following is a summary of the components of net periodic benefit cost: Three Months Ended September 30 Supplemental Postretirement Benefit Plan Health Benefit Plan 2021 2020 2021 2020 (in thousands) Service cost $ — $ — $ 48 $ 46 Interest cost 1 2 107 144 Amortization of net actuarial (gain) loss (1) 2 2 (137) (150) Net periodic benefit cost (2) $ 3 $ 4 $ 18 $ 40 Nine Months Ended September 30 Supplemental Postretirement Benefit Plan Health Benefit Plan 2021 2020 2021 (2) 2020 (in thousands) Service cost $ — $ — $ 144 $ 140 Interest cost 3 7 321 432 Pension settlement expense (3) — 89 — — Amortization of net actuarial (gain) loss (1) 7 7 (411) (448) Net periodic benefit cost (2) $ 10 $ 103 $ 54 $ 124 (1) The Company amortizes actuarial gains and losses over the average remaining active service period of the plan participants and does not use a corridor approach. (2) Service cost is reported within operating expenses and the other components of net periodic benefit cost (including pension settlement expense) are reported within the other line item of other income (costs) in the consolidated statements of operations. (3) For the nine months ended September 30, 2020, pension settlement expense for the supplemental benefit plan of $0.1 million (pre-tax), or $0.1 million (after-tax), was due to a $0.7 million benefit related to an officer retirement. Multiemployer Plans ABF Freight System, Inc. and certain other subsidiaries reported in the Company’s Asset-Based operating segment (“ABF Freight”) contribute 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. The 25 multiemployer pension plans to which ABF Freight contributes vary greatly in size and in funded status. Contributions to these plans are based generally on the time worked by ABF Freight’s contractual employees at rates specified in the 2018 ABF NMFA and other related supplemental agreements. ABF Freight recognizes as expense the contractually required contributions for each period and recognizes as a liability any contributions due and unpaid. The funding obligations to the multiemployer pension plans are intended to satisfy the requirements imposed by the Pension Protection Act of 2006, which was permanently extended by the Multiemployer Pension Reform Act (the “Reform Act”) included in the Consolidated and Further Continuing Appropriations Act of 2015. Approximately one half of ABF Freight’s total contributions to multiemployer pension plans are made to the Central States, Southeast and Southwest Areas Pension Plan (the “Central States Pension Plan”). As set forth in the 2020 Annual Funding Notice for the Central States Pension Plan, the funded percentage of the plan was 19.5% as of January 1, 2020. In the Notice of Critical and Declining Status for the Central States Pension Plan dated March 31, 2021, the plan’s actuary certified that the plan is in critical and declining status, as defined by the Reform Act, for the plan year beginning January 1, 2021. Critical and declining status is applicable to critical status plans that are projected to become insolvent anytime within 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% . On March 11, 2021, H.R.1319, the American Rescue Plan Act of 2021 Butch Lewis Emergency Pension Plan Relief Act of 2021 On July 9, 2021, the PBGC announced an interim final rule implementing a Special Financial Assistance Program The multiemployer plan administrators have provided to the Company no other significant changes in information related to multiemployer plans from the information disclosed in the Company’s 2020 Annual Report on Form 10-K. |
STOCKHOLDERS' EQUITY
STOCKHOLDERS' EQUITY | 9 Months Ended |
Sep. 30, 2021 | |
STOCKHOLDERS' EQUITY | |
STOCKHOLDERS' EQUITY | NOTE H – STOCKHOLDERS’ EQUITY Accumulated Other Comprehensive Income Components of accumulated other comprehensive income were as follows: September 30 December 31 2021 2020 (in thousands) Pre-tax amounts: Unrecognized net periodic benefit credit $ 3,986 $ 4,390 Interest rate swap (444) (1,622) Foreign currency translation (1,009) (1,182) Total $ 2,533 $ 1,586 After-tax amounts: Unrecognized net periodic benefit credit $ 2,960 $ 3,260 Interest rate swap (329) (1,198) Foreign currency translation (744) (872) Total $ 1,887 $ 1,190 The following is a summary of the changes in accumulated other comprehensive income (loss), net of tax, by component for the nine months ended September 30, 2021 and 2020: Unrecognized Interest Foreign Net Periodic Rate Currency Total Benefit Credit Swap Translation (in thousands) Balances at December 31, 2020 $ 1,190 $ 3,260 $ (1,198) $ (872) Other comprehensive income before reclassifications 997 — 869 128 Amounts reclassified from accumulated other comprehensive income (300) (300) — — Net current-period other comprehensive income (loss) 697 (300) 869 128 Balances at September 30, 2021 $ 1,887 $ 2,960 $ (329) $ (744) Balances at December 31, 2019 203 2,152 (416) (1,533) Other comprehensive loss before reclassifications (1,309) (8) (1,035) (266) Amounts reclassified from accumulated other comprehensive income (261) (261) — — Net current-period other comprehensive loss (1,570) (269) (1,035) (266) Balances at September 30, 2020 $ (1,367) $ 1,883 $ (1,451) $ (1,799) The following is a summary of the significant reclassifications out of accumulated other comprehensive income by component: Unrecognized Net Periodic Benefit Credit (1)(2) Nine Months Ended September 30 2021 2020 (in thousands) Amortization of net actuarial gain $ 404 $ 441 Pension settlement expense (3) — (89) Total, pre-tax 404 352 Tax expense (104) (91) Total, net of tax $ 300 $ 261 (1) Amounts in parentheses indicate increases in expense or loss. (2) These components of accumulated other comprehensive income are included in the computation of net periodic benefit cost as disclosed in Note G. (3) For the nine months ended September 30, 2020, pension settlement expense is related to the supplemental benefit plan (see Note G). Dividends on Common Stock The following table is a summary of dividends declared during the applicable quarter: 2021 2020 Per Share Amount Per Share Amount (in thousands, except per share data) First quarter $ 0.08 $ 2,037 $ 0.08 $ 2,033 Second quarter $ 0.08 $ 2,058 $ 0.08 $ 2,049 Third quarter $ 0.08 $ 2,050 $ 0.08 $ 2,040 On November 1, 2021, the Company’s Board of Directors declared a dividend of $0.08 per share to stockholders of record as of November 12, 2021. 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. As of December 31, 2020, the Company had $6.6 million remaining under the program for repurchases of its common stock. On January 28, 2021 the Board of Directors extended the share repurchase program by authorizing a total of $50.0 million to be available for purchases of the Company’s common stock. During the nine months ended September 30, 2021, the Company purchased 126,289 shares for an aggregate cost of $8.1 million, leaving $41.9 million available for repurchase of common stock under the program. On November 1, 2021, the Company announced that its Board of Directors authorized the Company to enter into an accelerated share repurchase program (“ASR”) and, on November 2, 2021, the Company entered into a fixed dollar ASR with a third-party financial institution to effect an accelerated repurchase of $100.0 million of the Company’s common stock. See Note L for further disclosure of the ASR. |
EARNINGS PER SHARE
EARNINGS PER SHARE | 9 Months Ended |
Sep. 30, 2021 | |
EARNINGS PER SHARE | |
EARNINGS PER SHARE | NOTE I – EARNINGS PER SHARE The following table sets forth the computation of basic and diluted earnings per share: Three Months Ended Nine Months Ended September 30 September 30 2021 2020 2021 2020 (in thousands, except share and per share data) Basic Numerator: Net income $ 63,691 $ 29,404 $ 148,033 $ 47,186 Effect of unvested restricted stock awards — (4) — (22) Adjusted net income $ 63,691 $ 29,400 $ 148,033 $ 47,164 Denominator: Weighted-average shares 25,632,805 25,470,094 25,559,642 25,403,786 Earnings per common share $ 2.48 $ 1.15 $ 5.79 $ 1.86 Diluted Numerator: Net income $ 63,691 $ 29,404 $ 148,033 $ 47,186 Effect of unvested restricted stock awards — (4) — (22) Adjusted net income $ 63,691 $ 29,400 $ 148,033 $ 47,164 Denominator: Weighted-average shares 25,632,805 25,470,094 25,559,642 25,403,786 Effect of dilutive securities 1,137,341 1,122,363 1,312,739 886,160 Adjusted weighted-average shares and assumed conversions 26,770,146 26,592,457 26,872,381 26,289,946 Earnings per common share $ 2.38 $ 1.11 $ 5.51 $ 1.79 |
OPERATING SEGMENT DATA
OPERATING SEGMENT DATA | 9 Months Ended |
Sep. 30, 2021 | |
OPERATING SEGMENT DATA | |
OPERATING SEGMENT DATA | NOTE J – 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 the Company’s 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 impacted by seasonal fluctuations which affect tonnage, shipment or service event levels, and demand for services, as described below; therefore, operating results for the interim periods presented may not necessarily be indicative of the results for the fiscal year. The COVID-19 pandemic had a significant negative impact on demand for the Company’s services during the the second quarter of 2020, resulting in lower tonnage, shipment, and service event levels and, consequently, lower segment revenues for the second quarter of 2020. Although business levels improved in the third quarter of 2020, the Company’s operating segment information for the nine months ended September 30, 2020 does not reflect typical seasonal trends in business levels as described below for the Company’s reportable operating segments. The Company’s reportable operating segments are as follows: ● The Asset-Based segment includes the results of operations of ABF Freight System, Inc. and certain other subsidiaries. The segment operations include national, inter-regional, and regional transportation of general commodities through standard, expedited, and guaranteed LTL services. The Asset-Based segment provides services to the ArcBest segment, including freight transportation related to certain consumer household goods self-move services. Freight shipments and operating costs of the Asset-Based segment can be adversely affected by inclement weather conditions. The second and third calendar quarters of each year usually have the highest tonnage levels while the first quarter generally has the lowest, although other factors, including the state of the U.S. and global economies, available capacity in the market, and the impact of other adverse external events or conditions, including the COVID-19 pandemic, may influence quarterly freight tonnage levels. ● The ArcBest segment includes the results of operations of the Company’s service offerings in ground expedite, truckload, dedicated, intermodal, household goods moving, managed transportation, warehousing and distribution, and international freight transportation for air, ocean, and ground. The ArcBest segment provides services to the Asset-Based segment. ArcBest segment operations are influenced by seasonal fluctuations that impact customers’ supply chains. The second and third calendar quarters of each year usually have the highest shipment levels while the first quarter generally has the lowest, although other factors, including the state of the U.S. and global economies, available capacity in the market, and the impact of other adverse external events or conditions, including the COVID-19 pandemic, may impact quarterly business levels. Shipments of the ArcBest segment may decline during winter months because of post-holiday slowdowns, but expedite shipments can be subject to short-term increases depending on the impact of weather disruptions to customers’ supply chains. Plant shutdowns during summer months may affect shipments for automotive and manufacturing customers of the ArcBest segment, but severe weather events can result in higher demand for expedite services. Moving services of the ArcBest segment are impacted by seasonal fluctuations, generally resulting in higher business levels in the second and third quarters as the demand for moving services is typically stronger in the summer months. ● FleetNet includes the results of operations of FleetNet America, Inc. and certain other subsidiaries that provide roadside assistance and maintenance management services for commercial vehicles through a network of third-party service providers. FleetNet provides services to the Asset-Based and ArcBest segments. Emergency roadside service events of the FleetNet segment are favorably impacted by extreme weather conditions that affect commercial vehicle operations, and the segment’s results of operations are influenced by seasonal variations in service event volume and the impact of other external events or conditions, including the COVID-19 pandemic. 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 and the Company’s shared services subsidiary 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. Shared services represent costs incurred to support all segments, including sales, pricing, customer service, marketing, capacity sourcing functions, human resources, financial services, information technology, and other company-wide services. Certain overhead costs are not attributable to any segment and remain unallocated in “Other and eliminations.” Included in unallocated costs are expenses related to investor relations, legal, the Company’s Board of Directors, and certain technology investments. Shared services costs attributable to the operating segments are predominantly allocated based upon estimated and planned resource utilization-related metrics such as estimated shipment levels, number of pricing proposals, or number of personnel supported. The bases for such charges are modified and adjusted by management when necessary or appropriate to reflect fairly and equitably the actual incidence of cost incurred by the operating segments. Management believes the methods used to allocate expenses are reasonable. 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 tables reflect reportable operating segment information: Three Months Ended Nine Months Ended September 30 September 30 2021 2020 2021 2020 (in thousands) REVENUES Asset-Based $ 681,164 $ 561,856 $ 1,890,288 $ 1,537,639 ArcBest 305,207 217,294 828,291 533,536 FleetNet 66,514 50,545 185,224 149,424 Other and eliminations (36,228) (34,715) (108,960) (96,850) Total consolidated revenues $ 1,016,657 $ 794,980 $ 2,794,843 $ 2,123,749 OPERATING EXPENSES Asset-Based Salaries, wages, and benefits $ 305,839 $ 287,385 $ 893,903 $ 820,218 Fuel, supplies, and expenses 66,947 50,144 192,477 157,044 Operating taxes and licenses 12,426 12,296 36,977 36,719 Insurance 10,175 8,587 28,568 24,658 Communications and utilities 4,559 4,373 14,192 13,426 Depreciation and amortization 23,233 24,054 70,025 70,651 Rents and purchased transportation 95,855 69,442 266,525 171,364 Shared services 71,017 60,664 196,255 155,154 Gain on sale of property and equipment (1) — 133 (8,624) (3,206) Innovative technology costs (2) 6,903 6,199 21,303 15,521 Other 592 1,933 1,103 5,168 Total Asset-Based 597,546 525,210 1,712,704 1,466,717 ArcBest Purchased transportation 256,900 181,129 694,498 443,401 Supplies and expenses 2,741 2,746 7,785 7,015 Depreciation and amortization 2,352 2,413 7,104 7,332 Shared services 31,048 24,217 86,198 64,784 Gain on sale of subsidiaries (3) — — (6,923) — Other 1,984 1,958 6,055 6,279 Total ArcBest 295,025 212,463 794,717 528,811 FleetNet 65,245 49,558 181,794 146,615 Other and eliminations (28,720) (32,033) (88,423) (86,420) Total consolidated operating expenses $ 929,096 $ 755,198 $ 2,600,792 $ 2,055,723 OPERATING INCOME Asset-Based $ 83,618 $ 36,646 $ 177,584 $ 70,922 ArcBest 10,182 4,831 33,574 4,725 FleetNet 1,269 987 3,430 2,809 Other and eliminations (7,508) (2,682) $ (20,537) $ (10,430) Total consolidated operating income $ 87,561 $ 39,782 194,051 68,026 OTHER INCOME (COSTS) Interest and dividend income $ 323 $ 756 $ 1,037 $ 3,122 Interest and other related financing costs (2,072) (2,860) (6,774) (9,185) Other, net (4) 338 1,500 2,641 334 Total other income (costs) (1,411) (604) (3,096) (5,729) INCOME BEFORE INCOME TAXES $ 86,150 $ 39,178 $ 190,955 $ 62,297 (1) The nine months ended September 30, 2021 includes an $8.6 million gain on the sale of an unutilized service center property. (2) Represents costs associated with the freight handling pilot test program at ABF Freight. (3) Gain relates to the sale of the labor services portion of the ArcBest segment’s moving business in second quarter 2021. (4) Includes the components of net periodic benefit cost other than service cost related to the Company’s SBP and postretirement plans (see Note G) and proceeds and changes in cash surrender value of life insurance policies. The following table reflects information about revenues from customers and intersegment revenues: Three Months Ended Nine Months Ended September 30 September 30 2021 2020 2021 2020 (in thousands) Revenues from customers Asset-Based $ 655,737 $ 537,631 $ 1,815,606 $ 1,472,944 ArcBest 303,076 214,857 821,355 527,488 FleetNet 56,656 41,276 155,041 120,265 Other 1,188 1,216 2,841 3,052 Total consolidated revenues $ 1,016,657 $ 794,980 $ 2,794,843 $ 2,123,749 Intersegment revenues Asset-Based $ 25,427 $ 24,225 $ 74,682 $ 64,695 ArcBest 2,131 2,437 6,936 6,048 FleetNet 9,858 9,269 30,183 29,159 Other and eliminations (37,416) (35,931) (111,801) (99,902) Total intersegment revenues $ — $ — $ — $ — Total segment revenues Asset-Based $ 681,164 $ 561,856 $ 1,890,288 $ 1,537,639 ArcBest 305,207 217,294 828,291 533,536 FleetNet 66,514 50,545 185,224 149,424 Other and eliminations (36,228) (34,715) (108,960) (96,850) Total consolidated revenues $ 1,016,657 $ 794,980 $ 2,794,843 $ 2,123,749 The following table presents operating expenses by category on a consolidated basis: Three Months Ended Nine Months Ended September 30 September 30 2021 2020 2021 2020 (in thousands) OPERATING EXPENSES Salaries, wages, and benefits $ 397,116 $ 363,035 $ 1,145,657 $ 1,013,201 Rents, purchased transportation, and other costs of services 382,759 267,438 1,039,857 672,380 Fuel, supplies, and expenses 82,051 61,321 235,221 187,932 Depreciation and amortization (1) 30,359 30,032 90,995 88,131 Other (2) 36,811 33,372 89,062 94,079 $ 929,096 $ 755,198 $ 2,600,792 $ 2,055,723 (1) Includes amortization of intangible assets. (2) The nine months ended September 30, 2021 includes a $6.9 million gain related to the sale of a subsidiary within the ArcBest segment and an $8.6 million gain related to the sale of an unutilized service center property within the Asset-Based segment. |
LEGAL PROCEEDINGS, ENVIRONMENTA
LEGAL PROCEEDINGS, ENVIRONMENTAL MATTERS, AND OTHER EVENTS | 9 Months Ended |
Sep. 30, 2021 | |
LEGAL PROCEEDINGS, ENVIRONMENTAL MATTERS, AND OTHER EVENTS | |
LEGAL PROCEEDINGS, ENVIRONMENTAL MATTERS, AND OTHER EVENTS | NOTE K – 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. Environmental Matters The Company’s subsidiaries store fuel for use in tractors and trucks in underground tanks at certain facilities. 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 (the “EPA”) 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 involvement in waste disposal or waste generation at such sites, the Company has either agreed to de minimis settlements or determined that its obligations, other than those specifically accrued with respect to such sites, would involve immaterial monetary liability, although there can be no assurances in this regard. The Company maintains an accrual which is included in accrued expenses in the consolidated balance sheets, for estimated environmental cleanup costs of properties currently or previously operated by the Company. 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. Certain Asset-Based service center facilities operate with no exposure certifications or stormwater permits under the federal Clean Water Act (“the CWA”). The no exposure certification and stormwater permits may require periodic facility inspections and monitoring and reporting of stormwater sampling results. The Company determined that certain procedures regarding sampling, documentation, and reporting were not appropriately being performed in accordance with the CWA. As such, the Company self-reported the matter to the EPA. An estimated settlement expense for this matter is accrued within accrued expenses in the consolidated balance sheet as of September 30, 2021. Resolution of this matter is not expected to have a material adverse effect on the Company’s financial condition, results of operations, or cash flows. Other Events In February 2021, the Company received a Notice of Assessment from a state pertaining to uncollected sales and use tax, including interest and penalties, for the period September 1, 2016 to November 30, 2018. The Company does not agree with the basis of the assessment and filed an appeal in May 2021. The Company has previously accrued an amount related to this assessment consistent with applicable accounting guidance, but if the state prevails in its position, the Company may owe additional tax. Management does not believe the resolution of this matter will have a material adverse effect on the Company’s financial condition, results of operations, or cash flows. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 9 Months Ended |
Sep. 30, 2021 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | NOTE L – SUBSEQUENT EVENTS Acquisition On September 29, 2021, the Company entered into an agreement and plan of merger to acquire MoLo Solutions, LLC (“MoLo”), a Chicago-based truckload freight brokerage company. As a result of the transaction, which closed on November 1, 2021, MoLo became a wholly owned subsidiary of the Company. Subsequent to closing, the acquired operations are expected to be reported within the ArcBest operating segment. Terms of the transaction included initial consideration paid at closing of $235.0 million, subject to certain post-closing adjustments which were estimated at closing, and the potential for additional cash consideration based on achievement of certain targets of adjusted earnings before interest, taxes, depreciation and amortization as adjusted for certain items pursuant to the merger agreement for years 2023 through 2025. The Company funded the initial purchase price with cash from its cash reserves. Due to the timing of the recent acquisition, the initial accounting for the business combination, including the determination of the fair value of the contingent consideration and the allocation of the purchase consideration to the fair value of assets acquired and liabilities assumed was not complete as of the date of this Quarterly Report on Form 10-Q. Accelerated Share Repurchase Program On November 1, 2021, the Company announced that its Board of Directors authorized the Company to enter into an accelerated share repurchase program (“ASR”). The ASR authorization is in addition to the authorization under the Company’s existing share repurchase program, which is described in Note H. On November 2, 2021, the Company entered into a fixed dollar ASR with a third-party financial institution, to effect an accelerated repurchase of the Company’s common stock pursuant to Rule 10b5-1 of the Securities Exchange Act of 1934. Under the ASR, the Company paid $100.0 million and received an initial delivery of 709,287 shares valued at $75.0 million based on the closing price of the Company’s common stock on November, 2, 2021. The remaining balance is scheduled to settle in the first quarter of 2022. The total shares repurchased will be based on the daily volume-weighted average share price of the Company’s common stock during the term of the ASR, less a negotiated discount. All share repurchase activities under the Company’s existing share repurchase program are suspended while the ASR is in effect. |
ORGANIZATION AND DESCRIPTION _2
ORGANIZATION AND DESCRIPTION OF THE BUSINESS AND FINANCIAL STATEMENT PRESENTATION (Policies) | 9 Months Ended |
Sep. 30, 2021 | |
ORGANIZATION AND DESCRIPTION OF THE BUSINESS AND FINANCIAL STATEMENT PRESENTATION | |
Financial Statement Presentation | Financial Statement Presentation The accompanying unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States and applicable rules and regulations of the Securities and Exchange Commission (the “SEC”) pertaining to interim financial information. Accordingly, these interim financial statements do not include all information or footnote disclosures required by accounting principles generally accepted in the United States for complete financial statements and, therefore, should be read in conjunction with the audited financial statements and accompanying notes included in the Company’s 2020 Annual Report on Form 10-K and other current filings with the SEC. In the opinion of management, all adjustments (which are of a normal and recurring nature) considered necessary for a fair presentation have been included. 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 consolidated financial statements and accompanying notes. Actual amounts may differ from those estimates. The Company considered the impact of the novel coronavirus (“COVID-19”) pandemic on the estimates and assumptions used in preparation of the Company’s consolidated financial statements as of and for the three and nine months ended September 30, 2021. Given the uncertainties regarding the economic environment and the impact of the COVID-19 pandemic on our business, it is possible that these estimates and assumptions may materially change in future periods. |
Adopted Accounting Pronouncements and Accounting Pronouncements Not Yet Adopted | Adopted Accounting Pronouncements ASC Topic 740, Income Taxes Accounting Pronouncements Not Yet Adopted Management believes there is no new accounting guidance issued but not yet effective that would have a material impact to the Company’s current financial statements. |
FINANCIAL INSTRUMENTS AND FAI_2
FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS | |
Schedule components of cash and cash equivalents, short term investments, and restricted funds | September 30 December 31 2021 2020 (in thousands) Cash and cash equivalents Cash deposits (1) $ 279,661 $ 240,687 Variable rate demand notes (1)(2) 29,344 29,066 Money market funds (3) 99,202 34,201 Total cash and cash equivalents $ 408,207 $ 303,954 Short-term investments Certificates of deposit (1) $ 60,289 $ 53,297 U.S. Treasury securities (4) — 12,111 Total short-term investments $ 60,289 $ 65,408 (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) Recorded at amortized cost plus accrued interest, which approximates fair value. U.S. Treasury securities included in short-term investments are held-to-maturity investments with maturity dates of less than one year. |
Schedule of fair value and carrying value disclosures of financial instruments | September 30 December 31 2021 2020 (in thousands) Carrying Fair Carrying Fair Value Value Value Value Credit Facility (1) $ 50,000 $ 50,000 $ 70,000 $ 70,000 Notes payable (2) 194,439 196,840 214,216 217,226 New England Pension Fund withdrawal liability (3) 20,931 23,567 21,407 25,523 $ 265,370 $ 270,407 $ 305,623 $ 312,749 (1) The revolving credit facility (the “Credit Facility”) carries a variable interest rate based on LIBOR, plus a margin, that is considered to be priced at market for debt instruments having similar terms and collateral requirements (Level 2 of the fair value hierarchy). (2) Fair value of the notes payable was determined using a present value income approach based on quoted interest rates from lending institutions with which the Company would enter into similar transactions (Level 2 of the fair value hierarchy). (3) ABF Freight’s multiemployer pension plan obligation with the New England Teamsters and Trucking Industry Pension Fund (the “New England Pension Fund”) was restructured under a transition agreement effective on August 1, 2018, which resulted in a related withdrawal liability. The fair value of the outstanding withdrawal liability is equal to the present value of the future withdrawal liability payments, discounted at an interest rate of 3.1% and 2.6% at September 30, 2021 and December 31, 2020, respectively, determined using the 20-year U.S. Treasury rate plus a spread (Level 2 of the fair value hierarchy). Included in other long-term liabilities with the current portion included in accrued expenses. |
Schedule of financial assets and liabilities measured at fair value on a recurring basis | September 30, 2021 Fair Value Measurements Using Quoted Prices Significant Significant In Active Observable Unobservable Markets Inputs Inputs Total (Level 1) (Level 2) (Level 3) (in thousands) Assets: Money market funds (1) $ 99,202 $ 99,202 $ — $ — Equity, bond, and money market mutual funds held in trust related to the Voluntary Savings Plan (2) 3,558 3,558 — — Interest rate swaps (3) 293 — 293 — $ 103,053 $ 102,760 $ 293 $ — Liabilities: Interest rate swaps (3) $ 737 $ — $ 737 $ — December 31, 2020 Fair Value Measurements Using Quoted Prices Significant Significant In Active Observable Unobservable Markets Inputs Inputs Total (Level 1) (Level 2) (Level 3) (in thousands) Assets: Money market funds (1) $ 34,201 $ 34,201 $ — $ — Equity, bond, and money market mutual funds held in trust related to the Voluntary Savings Plan (2) 2,955 2,955 — — $ 37,156 $ 37,156 $ — $ — Liabilities: Interest rate swaps (3) $ 1,622 $ — $ 1,622 $ — (1) Included in cash and 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. Included in other long-term assets, with a corresponding liability reported within other long-term liabilities. (3) Included in other long-term assets or other long-term liabilities. The fair values of the interest rate swaps were determined by discounting future cash flows and receipts based on expected interest rates observed in market interest rate curves adjusted for estimated credit valuation considerations reflecting nonperformance risk of the Company and the counterparty, which are generally considered to be in Level 3 of the fair value hierarchy. However, the Company assessed Level 3 inputs as insignificant to the valuation at September 30, 2021 and December 31, 2020 and considers the interest rate swap valuations in Level 2 of the fair value hierarchy. |
GOODWILL AND INTANGIBLE ASSETS
GOODWILL AND INTANGIBLE ASSETS (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
GOODWILL AND INTANGIBLE ASSETS | |
Schedule of goodwill by reportable operating segment | Total ArcBest FleetNet (in thousands) Balances at December 31, 2020 $ 88,320 $ 87,690 $ 630 Goodwill divested (1) (1,952) (1,952) — Balances at September 30, 2021 $ 86,368 $ 85,738 $ 630 (1) Goodwill divested due to the sale of the labor services portion of the ArcBest segment’s moving business in second quarter 2021 was determined based on the relative fair value of the business sold to the total fair value of the reporting unit. |
Schedule of intangible assets | September 30, 2021 December 31, 2020 Weighted-Average Accumulated Net Accumulated Net Amortization Period Cost Amortization Value Cost Amortization Value (in years) (in thousands) (in thousands) Finite-lived intangible assets Customer relationships 14 $ 52,721 $ 33,329 $ 19,392 $ 52,721 $ 30,477 $ 22,244 Other 13 1,016 573 443 980 543 437 14 53,737 33,902 19,835 53,701 31,020 22,681 Indefinite-lived intangible assets Trade name N/A 32,300 N/A 32,300 32,300 N/A 32,300 Total intangible assets N/A $ 86,037 $ 33,902 $ 52,135 $ 86,001 $ 31,020 $ 54,981 |
Schedule of future amortization for intangible assets | Amortization of Intangible Assets (in thousands) Remainder of 2021 $ 955 2022 3,815 2023 3,722 2024 3,689 2025 3,674 Thereafter 3,980 Total amortization $ 19,835 |
LEASES (Tables)
LEASES (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
LEASES | |
Schedule of components of lease expense | Three Months Ended Nine Months Ended September 30 September 30 2021 2020 2021 2020 (in thousands) Operating lease expense $ 6,575 $ 6,351 $ 19,801 $ 17,950 Variable lease expense 957 665 3,252 2,248 Sublease income (157) (120) (468) (254) Total operating lease expense (1) $ 7,375 $ 6,896 $ 22,585 $ 19,944 (1) Operating lease expense excludes short-term leases with a term of 12 months or less. |
Schedule of operating cash flows from operating lease activity | Nine Months Ended September 30 2021 2020 (in thousands) Noncash change in operating right-of-use assets $ 17,256 $ 15,718 Change in operating lease liabilities (16,606) (15,484) Operating right-of-use-assets and lease liabilities, net $ 650 $ 234 Cash paid for amounts included in the measurement of operating lease liabilities $ (19,128) $ (17,715) |
Schedule of maturities of operating lease liabilities | Equipment Land and and Total Structures (1) Other (in thousands) Remainder of 2021 $ 6,616 $ 6,529 $ 87 2022 23,448 23,180 268 2023 18,392 18,367 25 2024 16,098 16,098 — 2025 13,397 13,397 — Thereafter 44,108 44,108 — Total lease payments 122,059 121,679 380 Less imputed interest (12,062) (12,060) (2) Total $ 109,997 $ 109,619 $ 378 (1) Excludes future minimum lease payments for a lease which was executed but had not yet commenced as of September 30, 2021 of $37.3 million which will be paid over approximately 10 years . The Company plans to take possession of the leased space in fourth quarter 2022. |
LONG-TERM DEBT AND FINANCING _2
LONG-TERM DEBT AND FINANCING ARRANGEMENTS (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
LONG-TERM DEBT AND FINANCING ARRANGEMENTS | |
Schedule of long-term debt | September 30 December 31 2021 2020 (in thousands) Credit Facility (interest rate of 1.2% (1) $ 50,000 $ 70,000 Notes payable (weighted-average interest rate of 2.7% at September 30, 2021) 194,439 214,216 Finance lease obligations (weighted-average interest rate of 3.3% at September 30, 2021) 3 8 244,442 284,224 Less current portion 67,897 67,105 Long-term debt, less current portion $ 176,545 $ 217,119 (1) The interest rate swap mitigates interest rate risk by effectively converting the $50.0 million of borrowings under the Credit Facility from variable-rate interest to fixed-rate interest with a per annum rate of 3.12% based on the margin of the Credit Facility as of both September 30, 2021 and December 31, 2020. |
Scheduled maturities of long-term debt obligations | Scheduled maturities, including interest payments, of long-term debt obligations as of September 30, 2021 were as follows: Credit Notes Finance Lease Total Facility (1) Payable Obligations (in thousands) Due in one year or less $ 72,838 $ 632 $ 72,203 $ 3 Due after one year through two years 57,990 808 57,182 — Due after two years through three years 42,912 1,087 41,825 — Due after three years through four years 73,841 50,000 23,841 — Due after four years through five years 7,634 — 7,634 — Due after five years 160 — 160 — Total payments 255,375 52,527 202,845 3 Less amounts representing interest 10,933 2,527 8,406 — Long-term debt $ 244,442 $ 50,000 $ 194,439 $ 3 (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. |
Schedule of assets securing notes payable or held under capital leases | September 30 December 31 2021 2020 (in thousands) Revenue equipment $ 335,743 $ 326,823 Service, office, and other equipment 26,251 26,270 Total assets securing notes payable or held under finance leases 361,994 353,093 Less accumulated depreciation and amortization (1) 137,659 115,424 Net assets securing notes payable or held under finance leases $ 224,335 $ 237,669 (1) Amortization of assets held under finance leases and depreciation of assets securing notes payable are included in depreciation expense. |
PENSION AND OTHER POSTRETIREMEN
PENSION AND OTHER POSTRETIREMENT BENEFIT PLANS (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
POSTRETIREMENT BENEFIT PLANS | |
Summary of the components of net periodic benefit cost | Three Months Ended September 30 Supplemental Postretirement Benefit Plan Health Benefit Plan 2021 2020 2021 2020 (in thousands) Service cost $ — $ — $ 48 $ 46 Interest cost 1 2 107 144 Amortization of net actuarial (gain) loss (1) 2 2 (137) (150) Net periodic benefit cost (2) $ 3 $ 4 $ 18 $ 40 Nine Months Ended September 30 Supplemental Postretirement Benefit Plan Health Benefit Plan 2021 2020 2021 (2) 2020 (in thousands) Service cost $ — $ — $ 144 $ 140 Interest cost 3 7 321 432 Pension settlement expense (3) — 89 — — Amortization of net actuarial (gain) loss (1) 7 7 (411) (448) Net periodic benefit cost (2) $ 10 $ 103 $ 54 $ 124 (1) The Company amortizes actuarial gains and losses over the average remaining active service period of the plan participants and does not use a corridor approach. (2) Service cost is reported within operating expenses and the other components of net periodic benefit cost (including pension settlement expense) are reported within the other line item of other income (costs) in the consolidated statements of operations. (3) For the nine months ended September 30, 2020, pension settlement expense for the supplemental benefit plan of $0.1 million (pre-tax), or $0.1 million (after-tax), was due to a $0.7 million benefit related to an officer retirement. |
STOCKHOLDERS' EQUITY (Tables)
STOCKHOLDERS' EQUITY (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
STOCKHOLDERS' EQUITY | |
Components of accumulated other comprehensive income | September 30 December 31 2021 2020 (in thousands) Pre-tax amounts: Unrecognized net periodic benefit credit $ 3,986 $ 4,390 Interest rate swap (444) (1,622) Foreign currency translation (1,009) (1,182) Total $ 2,533 $ 1,586 After-tax amounts: Unrecognized net periodic benefit credit $ 2,960 $ 3,260 Interest rate swap (329) (1,198) Foreign currency translation (744) (872) Total $ 1,887 $ 1,190 |
Summary of changes in accumulated other comprehensive income (loss), net of tax, by component | Unrecognized Interest Foreign Net Periodic Rate Currency Total Benefit Credit Swap Translation (in thousands) Balances at December 31, 2020 $ 1,190 $ 3,260 $ (1,198) $ (872) Other comprehensive income before reclassifications 997 — 869 128 Amounts reclassified from accumulated other comprehensive income (300) (300) — — Net current-period other comprehensive income (loss) 697 (300) 869 128 Balances at September 30, 2021 $ 1,887 $ 2,960 $ (329) $ (744) Balances at December 31, 2019 203 2,152 (416) (1,533) Other comprehensive loss before reclassifications (1,309) (8) (1,035) (266) Amounts reclassified from accumulated other comprehensive income (261) (261) — — Net current-period other comprehensive loss (1,570) (269) (1,035) (266) Balances at September 30, 2020 $ (1,367) $ 1,883 $ (1,451) $ (1,799) |
Summary of the significant reclassifications out of accumulated other comprehensive income (loss) by component | Unrecognized Net Periodic Benefit Credit (1)(2) Nine Months Ended September 30 2021 2020 (in thousands) Amortization of net actuarial gain $ 404 $ 441 Pension settlement expense (3) — (89) Total, pre-tax 404 352 Tax expense (104) (91) Total, net of tax $ 300 $ 261 (1) Amounts in parentheses indicate increases in expense or loss. (2) These components of accumulated other comprehensive income are included in the computation of net periodic benefit cost as disclosed in Note G. (3) For the nine months ended September 30, 2020, pension settlement expense is related to the supplemental benefit plan (see Note G). |
Summary of dividends declared | 2021 2020 Per Share Amount Per Share Amount (in thousands, except per share data) First quarter $ 0.08 $ 2,037 $ 0.08 $ 2,033 Second quarter $ 0.08 $ 2,058 $ 0.08 $ 2,049 Third quarter $ 0.08 $ 2,050 $ 0.08 $ 2,040 |
EARNINGS PER SHARE (Tables)
EARNINGS PER SHARE (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
EARNINGS PER SHARE | |
Schedule of computation of basic and diluted earnings (loss) per share | Three Months Ended Nine Months Ended September 30 September 30 2021 2020 2021 2020 (in thousands, except share and per share data) Basic Numerator: Net income $ 63,691 $ 29,404 $ 148,033 $ 47,186 Effect of unvested restricted stock awards — (4) — (22) Adjusted net income $ 63,691 $ 29,400 $ 148,033 $ 47,164 Denominator: Weighted-average shares 25,632,805 25,470,094 25,559,642 25,403,786 Earnings per common share $ 2.48 $ 1.15 $ 5.79 $ 1.86 Diluted Numerator: Net income $ 63,691 $ 29,404 $ 148,033 $ 47,186 Effect of unvested restricted stock awards — (4) — (22) Adjusted net income $ 63,691 $ 29,400 $ 148,033 $ 47,164 Denominator: Weighted-average shares 25,632,805 25,470,094 25,559,642 25,403,786 Effect of dilutive securities 1,137,341 1,122,363 1,312,739 886,160 Adjusted weighted-average shares and assumed conversions 26,770,146 26,592,457 26,872,381 26,289,946 Earnings per common share $ 2.38 $ 1.11 $ 5.51 $ 1.79 |
OPERATING SEGMENT DATA (Tables)
OPERATING SEGMENT DATA (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
OPERATING SEGMENT DATA | |
Schedule of reportable operating segment information | Three Months Ended Nine Months Ended September 30 September 30 2021 2020 2021 2020 (in thousands) REVENUES Asset-Based $ 681,164 $ 561,856 $ 1,890,288 $ 1,537,639 ArcBest 305,207 217,294 828,291 533,536 FleetNet 66,514 50,545 185,224 149,424 Other and eliminations (36,228) (34,715) (108,960) (96,850) Total consolidated revenues $ 1,016,657 $ 794,980 $ 2,794,843 $ 2,123,749 OPERATING EXPENSES Asset-Based Salaries, wages, and benefits $ 305,839 $ 287,385 $ 893,903 $ 820,218 Fuel, supplies, and expenses 66,947 50,144 192,477 157,044 Operating taxes and licenses 12,426 12,296 36,977 36,719 Insurance 10,175 8,587 28,568 24,658 Communications and utilities 4,559 4,373 14,192 13,426 Depreciation and amortization 23,233 24,054 70,025 70,651 Rents and purchased transportation 95,855 69,442 266,525 171,364 Shared services 71,017 60,664 196,255 155,154 Gain on sale of property and equipment (1) — 133 (8,624) (3,206) Innovative technology costs (2) 6,903 6,199 21,303 15,521 Other 592 1,933 1,103 5,168 Total Asset-Based 597,546 525,210 1,712,704 1,466,717 ArcBest Purchased transportation 256,900 181,129 694,498 443,401 Supplies and expenses 2,741 2,746 7,785 7,015 Depreciation and amortization 2,352 2,413 7,104 7,332 Shared services 31,048 24,217 86,198 64,784 Gain on sale of subsidiaries (3) — — (6,923) — Other 1,984 1,958 6,055 6,279 Total ArcBest 295,025 212,463 794,717 528,811 FleetNet 65,245 49,558 181,794 146,615 Other and eliminations (28,720) (32,033) (88,423) (86,420) Total consolidated operating expenses $ 929,096 $ 755,198 $ 2,600,792 $ 2,055,723 OPERATING INCOME Asset-Based $ 83,618 $ 36,646 $ 177,584 $ 70,922 ArcBest 10,182 4,831 33,574 4,725 FleetNet 1,269 987 3,430 2,809 Other and eliminations (7,508) (2,682) $ (20,537) $ (10,430) Total consolidated operating income $ 87,561 $ 39,782 194,051 68,026 OTHER INCOME (COSTS) Interest and dividend income $ 323 $ 756 $ 1,037 $ 3,122 Interest and other related financing costs (2,072) (2,860) (6,774) (9,185) Other, net (4) 338 1,500 2,641 334 Total other income (costs) (1,411) (604) (3,096) (5,729) INCOME BEFORE INCOME TAXES $ 86,150 $ 39,178 $ 190,955 $ 62,297 (1) The nine months ended September 30, 2021 includes an $8.6 million gain on the sale of an unutilized service center property. (2) Represents costs associated with the freight handling pilot test program at ABF Freight. (3) Gain relates to the sale of the labor services portion of the ArcBest segment’s moving business in second quarter 2021. (4) Includes the components of net periodic benefit cost other than service cost related to the Company’s SBP and postretirement plans (see Note G) and proceeds and changes in cash surrender value of life insurance policies. |
Schedule of revenues from customers and intersegment revenues | Three Months Ended Nine Months Ended September 30 September 30 2021 2020 2021 2020 (in thousands) Revenues from customers Asset-Based $ 655,737 $ 537,631 $ 1,815,606 $ 1,472,944 ArcBest 303,076 214,857 821,355 527,488 FleetNet 56,656 41,276 155,041 120,265 Other 1,188 1,216 2,841 3,052 Total consolidated revenues $ 1,016,657 $ 794,980 $ 2,794,843 $ 2,123,749 Intersegment revenues Asset-Based $ 25,427 $ 24,225 $ 74,682 $ 64,695 ArcBest 2,131 2,437 6,936 6,048 FleetNet 9,858 9,269 30,183 29,159 Other and eliminations (37,416) (35,931) (111,801) (99,902) Total intersegment revenues $ — $ — $ — $ — Total segment revenues Asset-Based $ 681,164 $ 561,856 $ 1,890,288 $ 1,537,639 ArcBest 305,207 217,294 828,291 533,536 FleetNet 66,514 50,545 185,224 149,424 Other and eliminations (36,228) (34,715) (108,960) (96,850) Total consolidated revenues $ 1,016,657 $ 794,980 $ 2,794,843 $ 2,123,749 |
Schedule of consolidated operating expenses by component | Three Months Ended Nine Months Ended September 30 September 30 2021 2020 2021 2020 (in thousands) OPERATING EXPENSES Salaries, wages, and benefits $ 397,116 $ 363,035 $ 1,145,657 $ 1,013,201 Rents, purchased transportation, and other costs of services 382,759 267,438 1,039,857 672,380 Fuel, supplies, and expenses 82,051 61,321 235,221 187,932 Depreciation and amortization (1) 30,359 30,032 90,995 88,131 Other (2) 36,811 33,372 89,062 94,079 $ 929,096 $ 755,198 $ 2,600,792 $ 2,055,723 (1) Includes amortization of intangible assets. (2) The nine months ended September 30, 2021 includes a $6.9 million gain related to the sale of a subsidiary within the ArcBest segment and an $8.6 million gain related to the sale of an unutilized service center property within the Asset-Based segment. |
ORGANIZATION AND DESCRIPTION _3
ORGANIZATION AND DESCRIPTION OF THE BUSINESS AND FINANCIAL STATEMENT PRESENTATION - Organization (Details) | 9 Months Ended |
Sep. 30, 2021segment | |
Organization and description of business | |
Number of reportable operating segments | 3 |
Asset Based | |
Organization and description of business | |
Percentage of the Company's revenues, before other revenues and intercompany eliminations, represented by the Asset-Based segment | 65.00% |
Asset Based | Unionized employees concentration risk | Number of employees | |
Organization and description of business | |
Percentage of Asset-Based segment employees covered under collective bargaining agreement with the IBT | 82.00% |
FINANCIAL INSTRUMENTS AND FAI_3
FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS - Cash and Cash Equivalents and Short-term Investments (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Fair value disclosure | ||
Cash and cash equivalents | $ 408,207 | $ 303,954 |
Short-term investments | 60,289 | 65,408 |
Concentrations of Credit Risk of Financial Instruments | ||
Cash, cash equivalents and short-term investments not FDIC-insured | 170,600 | 156,400 |
Cash deposits | ||
Fair value disclosure | ||
Cash and cash equivalents | 279,661 | 240,687 |
Variable rate demand notes | ||
Fair value disclosure | ||
Cash and cash equivalents | 29,344 | 29,066 |
Money market funds | ||
Fair value disclosure | ||
Cash and cash equivalents | 99,202 | 34,201 |
Certificates of deposit | ||
Fair value disclosure | ||
Short-term investments | $ 60,289 | 53,297 |
Treasury instruments | ||
Fair value disclosure | ||
Short-term investments | $ 12,111 |
FINANCIAL INSTRUMENTS AND FAI_4
FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS - Debt (Details) $ in Thousands | Sep. 30, 2021USD ($) | Dec. 31, 2020USD ($) |
Carrying value | ||
Fair value disclosure | ||
Financial instruments | $ 265,370 | $ 305,623 |
Fair value disclosure | ||
Fair value disclosure | ||
Financial instruments | 270,407 | 312,749 |
Credit Facility | Carrying value | Level 2 | ||
Fair value disclosure | ||
Financial instruments | 50,000 | 70,000 |
Credit Facility | Fair value disclosure | Level 2 | ||
Fair value disclosure | ||
Financial instruments | 50,000 | 70,000 |
Notes payable | Carrying value | Level 2 | ||
Fair value disclosure | ||
Financial instruments | 194,439 | 214,216 |
Notes payable | Fair value disclosure | Level 2 | ||
Fair value disclosure | ||
Financial instruments | $ 196,840 | $ 217,226 |
New England Pension Fund withdrawal liability | Discount Rate | ||
Fair value disclosure | ||
Measurement input | 0.031 | 0.026 |
New England Pension Fund withdrawal liability | Carrying value | Level 2 | ||
Fair value disclosure | ||
Financial instruments | $ 20,931 | $ 21,407 |
New England Pension Fund withdrawal liability | Fair value disclosure | Level 2 | ||
Fair value disclosure | ||
Financial instruments | $ 23,567 | $ 25,523 |
FINANCIAL INSTRUMENTS AND FAI_5
FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS - Assets and Liabilities (Details) - Recurring basis - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Assets: | ||
Assets | $ 103,053 | $ 37,156 |
Cash and cash equivalents | ||
Assets: | ||
Money market funds | 99,202 | 34,201 |
Other long-term assets | ||
Assets: | ||
Equity, bond, and money market mutual funds held in trust related to the Voluntary Savings Plan | 3,558 | 2,955 |
Interest rate swaps | 293 | |
Other long-term liabilities | ||
Liabilities: | ||
Interest rate swap | 737 | 1,622 |
Level 1 | ||
Assets: | ||
Assets | 102,760 | 37,156 |
Level 1 | Cash and cash equivalents | ||
Assets: | ||
Money market funds | 99,202 | 34,201 |
Level 1 | Other long-term assets | ||
Assets: | ||
Equity, bond, and money market mutual funds held in trust related to the Voluntary Savings Plan | 3,558 | 2,955 |
Level 2 | ||
Assets: | ||
Assets | 293 | |
Level 2 | Other long-term assets | ||
Assets: | ||
Interest rate swaps | 293 | |
Level 2 | Other long-term liabilities | ||
Liabilities: | ||
Interest rate swap | $ 737 | $ 1,622 |
GOODWILL AND INTANGIBLE ASSET_2
GOODWILL AND INTANGIBLE ASSETS - Goodwill (Details) $ in Thousands | 9 Months Ended |
Sep. 30, 2021USD ($) | |
Goodwill by reportable operating segment | |
Balance at the beginning of the period | $ 88,320 |
Goodwill divested | (1,952) |
Balance at the end of the period | 86,368 |
ArcBest | |
Goodwill by reportable operating segment | |
Balance at the beginning of the period | 87,690 |
Goodwill divested | (1,952) |
Balance at the end of the period | 85,738 |
FleetNet | |
Goodwill by reportable operating segment | |
Balance at the beginning of the period | 630 |
Balance at the end of the period | $ 630 |
GOODWILL AND INTANGIBLE ASSET_3
GOODWILL AND INTANGIBLE ASSETS - Intangible (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2021 | Dec. 31, 2020 | |
Finite-lived intangible assets | ||
Weighted Average Amortization Period | 14 years | |
Cost | $ 53,737 | $ 53,701 |
Accumulated Amortization | 33,902 | 31,020 |
Net Value | 19,835 | 22,681 |
Total intangible assets | ||
Cost | 86,037 | 86,001 |
Net Value | 52,135 | 54,981 |
Trade name | ||
Indefinite-lived intangible assets | ||
Net Value | $ 32,300 | 32,300 |
Customer relationships | ||
Finite-lived intangible assets | ||
Weighted Average Amortization Period | 14 years | |
Cost | $ 52,721 | 52,721 |
Accumulated Amortization | 33,329 | 30,477 |
Net Value | $ 19,392 | 22,244 |
Other intangible assets | ||
Finite-lived intangible assets | ||
Weighted Average Amortization Period | 13 years | |
Cost | $ 1,016 | 980 |
Accumulated Amortization | 573 | 543 |
Net Value | $ 443 | $ 437 |
GOODWILL AND INTANGIBLE ASSET_4
GOODWILL AND INTANGIBLE ASSETS - Amortization (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Future amortization for intangible assets | ||
Remainder of 2021 | $ 955 | |
2022 | 3,815 | |
2023 | 3,722 | |
2024 | 3,689 | |
2025 | 3,674 | |
Thereafter | 3,980 | |
Net Value | $ 19,835 | $ 22,681 |
INCOME TAXES - Tax Rate (Detail
INCOME TAXES - Tax Rate (Details) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
INCOME TAXES | ||||
Effective tax rate (as a percent) | 26.10% | 24.90% | 22.50% | 24.30% |
State tax, low end of range of rate (as a percent) | 6.00% | |||
State tax, high end of range of rate (as a percent) | 6.50% |
INCOME TAXES - Allowance (Detai
INCOME TAXES - Allowance (Details) - USD ($) $ in Millions | Sep. 30, 2021 | Dec. 31, 2020 |
Deferred tax assets: | ||
Valuation allowance | $ 1.6 | $ 1.3 |
INCOME TAXES - Taxes Paid (Deta
INCOME TAXES - Taxes Paid (Details) - USD ($) $ in Millions | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Federal, State, and Local Jurisdiction | ||
Income taxes | ||
Income tax refunds received (in dollars) | $ 0.4 | |
Federal, State, and Local Jurisdiction | Maximum | ||
Income taxes | ||
Income tax refunds received (in dollars) | $ 0.1 | |
Federal, state and foreign | ||
Income taxes | ||
Income taxes paid (in dollars) | $ 43 | $ 9.2 |
LEASES - Components of Lease Ex
LEASES - Components of Lease Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
LEASES | ||||
Operating lease expense | $ 6,575 | $ 6,351 | $ 19,801 | $ 17,950 |
Variable lease expense | 957 | 665 | 3,252 | 2,248 |
Sublease income | (157) | (120) | (468) | (254) |
Total operating lease expense | $ 7,375 | $ 6,896 | $ 22,585 | $ 19,944 |
LEASES - Cash flows (Details)
LEASES - Cash flows (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Operating leases | ||
Noncash change in operating right-of-use assets | $ 17,256 | $ 15,718 |
Change in operating lease liabilities | (16,606) | (15,484) |
Operating right-of-use assets and lease liabilities, net | 650 | 234 |
Cash paid for amounts included in the measurement of operating lease liabilities | $ (19,128) | $ (17,715) |
LEASES - Maturities of Operatin
LEASES - Maturities of Operating Lease Liabilities (Details) $ in Thousands | Sep. 30, 2021USD ($) |
Maturities of operating lease liabilities | |
Remainder of 2021 | $ 6,616 |
2022 | 23,448 |
2023 | 18,392 |
2024 | 16,098 |
2025 | 13,397 |
Thereafter | 44,108 |
Total lease payments | 122,059 |
Less imputed interest | (12,062) |
Total operating lease liabilities | 109,997 |
Land and Structures | |
Maturities of operating lease liabilities | |
Remainder of 2021 | 6,529 |
2022 | 23,180 |
2023 | 18,367 |
2024 | 16,098 |
2025 | 13,397 |
Thereafter | 44,108 |
Total lease payments | 121,679 |
Less imputed interest | (12,060) |
Total operating lease liabilities | 109,619 |
Equipment and Others | |
Maturities of operating lease liabilities | |
Remainder of 2021 | 87 |
2022 | 268 |
2023 | 25 |
Total lease payments | 380 |
Less imputed interest | (2) |
Total operating lease liabilities | 378 |
Land and Structures - 10 years | |
Maturities of operating lease liabilities | |
Future minimum payments for leases that have not yet commenced | $ 37,300 |
Lease term for lease commitments that have not yet commenced | 10 years |
LONG-TERM DEBT AND FINANCING _3
LONG-TERM DEBT AND FINANCING ARRANGEMENTS - Summary (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Long-term debt obligations | ||
Long-term debt | $ 244,442 | $ 284,224 |
Less current portion | 67,897 | 67,105 |
Long-term debt, less current portion | 176,545 | 217,119 |
Payments under long-term debt obligations | ||
Due in one year or less | 72,838 | |
Due after one year through two years | 57,990 | |
Due after two years through three years | 42,912 | |
Due after three years through four years | 73,841 | |
Due after four years through five years | 7,634 | |
Due after five years | 160 | |
Total payments | 255,375 | |
Less amounts representing interest | 10,933 | |
Long-term debt | 244,442 | 284,224 |
Credit Facility | ||
Long-term debt obligations | ||
Long-term debt | $ 50,000 | 70,000 |
Interest rate (as a percent) | 1.20% | |
Payments under long-term debt obligations | ||
Due in one year or less | $ 632 | |
Due after one year through two years | 808 | |
Due after two years through three years | 1,087 | |
Due after three years through four years | 50,000 | |
Total payments | 52,527 | |
Less amounts representing interest | 2,527 | |
Long-term debt | 50,000 | 70,000 |
Credit Facility | Interest rate swap agreement, maturing on June 30, 2022 | ||
Long-term debt obligations | ||
Amount of borrowings covered by the interest rate swap | $ 50,000 | $ 50,000 |
Effective fixed interest rate on hedged borrowings (as a percent) | 3.12% | 3.12% |
Notes payable | ||
Long-term debt obligations | ||
Long-term debt | $ 194,439 | $ 214,216 |
Weighted-average interest rate (as a percent) | 2.70% | |
Payments under long-term debt obligations | ||
Due in one year or less | $ 72,203 | |
Due after one year through two years | 57,182 | |
Due after two years through three years | 41,825 | |
Due after three years through four years | 23,841 | |
Due after four years through five years | 7,634 | |
Due after five years | 160 | |
Total payments | 202,845 | |
Less amounts representing interest | 8,406 | |
Long-term debt | 194,439 | 214,216 |
Finance lease obligations | ||
Long-term debt obligations | ||
Long-term debt | $ 3 | 8 |
Weighted-average interest rate (as a percent) | 3.30% | |
Payments under long-term debt obligations | ||
Due in one year or less | $ 3 | |
Total payments | 3 | |
Long-term debt | $ 3 | $ 8 |
LONG-TERM DEBT AND FINANCING _4
LONG-TERM DEBT AND FINANCING ARRANGEMENTS - Assets securing notes (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Financing Arrangements | ||
Total assets securing notes payable or held under finance leases | $ 361,994 | $ 353,093 |
Less accumulated depreciation and amortization | 137,659 | 115,424 |
Net assets securing notes payable or held under finance leases | 224,335 | 237,669 |
Revenue Equipment | ||
Financing Arrangements | ||
Total assets securing notes payable or held under finance leases | 335,743 | 326,823 |
Service, office, and other equipment | ||
Financing Arrangements | ||
Total assets securing notes payable or held under finance leases | $ 26,251 | $ 26,270 |
LONG-TERM DEBT AND FINANCING _5
LONG-TERM DEBT AND FINANCING ARRANGEMENTS - Credit Facility (Details) - USD ($) $ in Thousands | Nov. 03, 2021 | Jun. 30, 2021 | Sep. 30, 2021 | Sep. 30, 2020 |
Financing Arrangements | ||||
Repayment of debt | $ 76,513 | $ 309,640 | ||
Outstanding letters of credit | 10,700 | |||
Borrowings under credit facilities | $ 180,000 | |||
Credit Facility | ||||
Financing Arrangements | ||||
Maximum borrowing capacity | 250,000 | |||
Additional borrowing capacity that may be requested | 125,000 | |||
Repayment of debt | $ 20,000 | |||
Remaining borrowing capacity | 200,000 | |||
Credit Facility | Subsequent Event | ||||
Financing Arrangements | ||||
Borrowings under credit facilities | $ 30,000 | |||
Swing Line Facility | ||||
Financing Arrangements | ||||
Maximum borrowing capacity | 25,000 | |||
Letters of Credit, Sub-Facility | ||||
Financing Arrangements | ||||
Maximum borrowing capacity | $ 20,000 |
LONG-TERM DEBT AND FINANCING _6
LONG-TERM DEBT AND FINANCING ARRANGEMENTS - Interest rate swaps (Details) - USD ($) $ in Millions | Jun. 30, 2022 | Sep. 30, 2021 | Dec. 31, 2020 | Jan. 02, 2020 |
Interest rate swap agreement, maturing on June 30, 2022 | ||||
Financing Arrangements | ||||
Notional amount | $ 50 | |||
Fixed interest rate payments (as a percent) | 1.99% | |||
Interest rate swap agreement, maturing on June 30, 2022 | Other long-term liabilities | ||||
Financing Arrangements | ||||
Fair value of interest rate swap, liability | $ 0.7 | $ 1.4 | ||
Interest rate swap agreement, maturing on June 30, 2022 | Credit Facility | ||||
Financing Arrangements | ||||
Amount of borrowings covered by the interest rate swap | $ 50 | $ 50 | ||
Effective fixed interest rate on hedged borrowings (as a percent) | 3.12% | 3.12% | ||
Amended interest rate swap agreement, maturing on October 1, 2024 | ||||
Financing Arrangements | ||||
Notional amount | $ 50 | |||
Fixed interest rate payments (as a percent) | 0.43% | |||
Amended interest rate swap agreement, maturing on October 1, 2024 | Other long-term liabilities | ||||
Financing Arrangements | ||||
Fair value of interest rate swap, liability | $ 0.2 | |||
Amended interest rate swap agreement, maturing on October 1, 2024 | Other long-term assets | ||||
Financing Arrangements | ||||
Fair value of interest rate swap, asset | $ 0.3 | |||
Amended interest rate swap agreement, maturing on October 1, 2024 | Credit Facility | Forecast | ||||
Financing Arrangements | ||||
Amount of borrowings covered by the interest rate swap | $ 50 | |||
Effective fixed interest rate on hedged borrowings (as a percent) | 1.56% |
LONG-TERM DEBT AND FINANCING _7
LONG-TERM DEBT AND FINANCING ARRANGEMENTS - Securitization program (Details) - USD ($) $ in Millions | Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 |
Financing Arrangements | |||
Outstanding letters of credit | $ 10.7 | ||
Accounts receivable securitization program | |||
Financing Arrangements | |||
Maximum borrowing capacity | $ 50 | $ 125 | |
Additional borrowing capacity that may be requested | $ 100 | $ 25 | |
Outstanding letters of credit | 10.1 | ||
Remaining borrowing capacity | $ 39.9 |
LONG-TERM DEBT AND FINANCING _8
LONG-TERM DEBT AND FINANCING ARRANGEMENTS - Letters of credit & Surety bonds (Details) $ in Millions | Sep. 30, 2021USD ($) |
Financing Arrangements | |
Outstanding letters of credit | $ 10.7 |
Accounts receivable securitization program | |
Financing Arrangements | |
Outstanding letters of credit | 10.1 |
Surety bonds | |
Financing Arrangements | |
Outstanding surety bonds under uncollateralized bond programs | $ 50.9 |
LONG-TERM DEBT AND FINANCING _9
LONG-TERM DEBT AND FINANCING ARRANGEMENTS - Notes Payable (Details) - Notes payable - USD ($) $ in Millions | 1 Months Ended | 3 Months Ended | 9 Months Ended |
Nov. 01, 2021 | Sep. 30, 2021 | Sep. 30, 2021 | |
Financing Arrangements | |||
Assets financed during the period under promissory note arrangements | $ 28.6 | $ 36.7 | |
Subsequent Event | |||
Financing Arrangements | |||
Assets financed during the period under promissory note arrangements | $ 5.1 |
POSTRETIREMENT BENEFIT PLANS -
POSTRETIREMENT BENEFIT PLANS - Components of cost (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Components of net periodic benefit cost | ||||
Pension settlement expense | $ 89 | |||
Supplemental Benefit Plan | ||||
Components of net periodic benefit cost | ||||
Interest cost | $ 1 | $ 2 | $ 3 | 7 |
Pension settlement expense | 89 | |||
Amortization of net actuarial (gain) loss | 2 | 2 | 7 | 7 |
Net periodic benefit cost | 3 | 4 | 10 | 103 |
Postretirement Health Benefit Plan | ||||
Components of net periodic benefit cost | ||||
Service cost | 48 | 46 | 144 | 140 |
Interest cost | 107 | 144 | 321 | 432 |
Amortization of net actuarial (gain) loss | (137) | (150) | (411) | (448) |
Net periodic benefit cost | $ 18 | $ 40 | $ 54 | $ 124 |
POSTRETIREMENT BENEFIT PLANS _2
POSTRETIREMENT BENEFIT PLANS - Additional information (Details) $ in Thousands | 9 Months Ended |
Sep. 30, 2020USD ($) | |
Postretirement benefit plans | |
Pension settlement expense | $ 89 |
Pension settlement expense, net of tax | 66 |
Supplemental Benefit Plan | |
Postretirement benefit plans | |
Pension settlement expense | 89 |
Pension settlement expense, net of tax | 100 |
Benefit related to an officer retirement | $ 700 |
POSTRETIREMENT BENEFIT PLANS _3
POSTRETIREMENT BENEFIT PLANS - Multiemployer Plans (Details) - Nonunion Defined Benefit Pension Plan - Asset Based - plan | 9 Months Ended | |
Sep. 30, 2021 | Jan. 01, 2020 | |
Multiemployer Plans | ||
Number of multiemployer plans to which ABF Freight currently contributes | 25 | |
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% | |
Central States Pension Plan | ||
Multiemployer Plans | ||
Approximate proportion of multiemployer pension plan contributions (as a percent) | 50.00% | |
Actuarially certified projected funded percentage of multiemployer pension plan | 19.50% |
STOCKHOLDERS' EQUITY - AOCI (De
STOCKHOLDERS' EQUITY - AOCI (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 |
Accumulated Other Comprehensive Income | ||||||||
Total after-tax amount | $ 961,043 | $ 898,134 | $ 851,909 | $ 828,593 | $ 802,639 | $ 775,091 | $ 759,206 | $ 763,043 |
Accumulated Other Comprehensive Loss | ||||||||
Accumulated Other Comprehensive Income | ||||||||
Total pre-tax amount | 2,533 | 1,586 | ||||||
Total after-tax amount | 1,887 | $ 2,672 | $ 1,994 | 1,190 | (1,367) | $ (2,090) | $ (2,264) | 203 |
Unrecognized Net Periodic Benefit Credit | ||||||||
Accumulated Other Comprehensive Income | ||||||||
Total pre-tax amount | 3,986 | 4,390 | ||||||
Total after-tax amount | 2,960 | 3,260 | 1,883 | 2,152 | ||||
Interest Rate Swap | ||||||||
Accumulated Other Comprehensive Income | ||||||||
Total pre-tax amount | (444) | (1,622) | ||||||
Total after-tax amount | (329) | (1,198) | (1,451) | (416) | ||||
Foreign Currency Translation | ||||||||
Accumulated Other Comprehensive Income | ||||||||
Total pre-tax amount | (1,009) | (1,182) | ||||||
Total after-tax amount | $ (744) | $ (872) | $ (1,799) | $ (1,533) |
STOCKHOLDERS' EQUITY - AOCI com
STOCKHOLDERS' EQUITY - AOCI components (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||||
Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Changes in accumulated other comprehensive income (loss), net of tax, by component | ||||||||
Balances | $ 898,134 | $ 851,909 | $ 828,593 | $ 775,091 | $ 759,206 | $ 763,043 | $ 828,593 | $ 763,043 |
OTHER COMPREHENSIVE INCOME (LOSS), net of tax | (785) | 678 | 804 | 723 | 174 | (2,467) | 697 | (1,570) |
Balances | 961,043 | 898,134 | 851,909 | 802,639 | 775,091 | 759,206 | 961,043 | 802,639 |
Accumulated Other Comprehensive Loss | ||||||||
Changes in accumulated other comprehensive income (loss), net of tax, by component | ||||||||
Balances | 2,672 | 1,994 | 1,190 | (2,090) | (2,264) | 203 | 1,190 | 203 |
Other comprehensive income (loss) before reclassifications | 997 | (1,309) | ||||||
Amounts reclassified from accumulated other comprehensive income (loss) | (300) | (261) | ||||||
OTHER COMPREHENSIVE INCOME (LOSS), net of tax | (785) | 678 | 804 | 723 | 174 | (2,467) | 697 | (1,570) |
Balances | 1,887 | $ 2,672 | 1,994 | (1,367) | $ (2,090) | (2,264) | 1,887 | (1,367) |
Unrecognized Net Periodic Benefit Credit | ||||||||
Changes in accumulated other comprehensive income (loss), net of tax, by component | ||||||||
Balances | 3,260 | 2,152 | 3,260 | 2,152 | ||||
Other comprehensive income (loss) before reclassifications | (8) | |||||||
Amounts reclassified from accumulated other comprehensive income (loss) | (300) | (261) | ||||||
OTHER COMPREHENSIVE INCOME (LOSS), net of tax | (300) | (269) | ||||||
Balances | 2,960 | 1,883 | 2,960 | 1,883 | ||||
Interest Rate Swap | ||||||||
Changes in accumulated other comprehensive income (loss), net of tax, by component | ||||||||
Balances | (1,198) | (416) | (1,198) | (416) | ||||
Other comprehensive income (loss) before reclassifications | 869 | (1,035) | ||||||
OTHER COMPREHENSIVE INCOME (LOSS), net of tax | 869 | (1,035) | ||||||
Balances | (329) | (1,451) | (329) | (1,451) | ||||
Foreign Currency Translation | ||||||||
Changes in accumulated other comprehensive income (loss), net of tax, by component | ||||||||
Balances | $ (872) | $ (1,533) | (872) | (1,533) | ||||
Other comprehensive income (loss) before reclassifications | 128 | (266) | ||||||
OTHER COMPREHENSIVE INCOME (LOSS), net of tax | 128 | (266) | ||||||
Balances | $ (744) | $ (1,799) | $ (744) | $ (1,799) |
STOCKHOLDERS' EQUITY - Reclass
STOCKHOLDERS' EQUITY - Reclass (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Unrecognized Net Periodic Benefit Credit | ||
Significant reclassifications out of accumulated other comprehensive loss by component | ||
Total, pre-tax | $ 404 | $ 352 |
Tax benefit (expense) | (104) | (91) |
Total, net of tax | 300 | 261 |
Amortization of net actuarial gain | ||
Significant reclassifications out of accumulated other comprehensive loss by component | ||
Total, pre-tax | $ 404 | 441 |
Pension settlement expense, including termination expense | ||
Significant reclassifications out of accumulated other comprehensive loss by component | ||
Total, pre-tax | $ (89) |
STOCKHOLDERS' EQUITY - Dividend
STOCKHOLDERS' EQUITY - Dividends (Details) - USD ($) $ / shares in Units, $ in Thousands | Nov. 01, 2021 | Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Sep. 30, 2021 | Sep. 30, 2020 |
Dividends on Common Stock | |||||||||
Dividends declared (in dollars per share) | $ 0.08 | $ 0.08 | $ 0.08 | $ 0.08 | $ 0.08 | $ 0.08 | $ 0.24 | $ 0.24 | |
Dividend Amount | $ 2,050 | $ 2,058 | $ 2,037 | $ 2,040 | $ 2,049 | $ 2,033 | |||
Subsequent Event | |||||||||
Dividends on Common Stock | |||||||||
Dividends declared (in dollars per share) | $ 0.08 |
STOCKHOLDERS' EQUITY - Treasury
STOCKHOLDERS' EQUITY - Treasury Stock (Details) - USD ($) $ in Thousands | Nov. 02, 2021 | Sep. 30, 2021 | Sep. 30, 2020 | Jan. 28, 2021 | Dec. 31, 2020 |
Treasury Stock | |||||
Purchase of treasury stock | $ 8,100 | $ 5,667 | |||
Stock Repurchase Program | |||||
Treasury Stock | |||||
Amount of stock repurchases authorized | $ 50,000 | ||||
Number of shares repurchased during the period | 126,289 | ||||
Purchase of treasury stock | $ 8,100 | ||||
Amount available for repurchase | $ 41,900 | $ 6,600 | |||
Accelerated Share Repurchase Agreement ("ASR") | Subsequent Event | |||||
Treasury Stock | |||||
Number of shares repurchased during the period | 709,287 | ||||
Amount paid in accelerated repurchase | $ 100,000 |
EARNINGS PER SHARE - Basic and
EARNINGS PER SHARE - Basic and Diluted (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||||||
Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Basic, numerator: | ||||||||
Net income | $ 63,691 | $ 60,981 | $ 23,361 | $ 29,404 | $ 15,880 | $ 1,902 | $ 148,033 | $ 47,186 |
Effect of unvested restricted stock unit awards | (4) | (22) | ||||||
Adjusted net income | $ 63,691 | $ 29,400 | $ 148,033 | $ 47,164 | ||||
Basic, denominator: | ||||||||
Weighted-average shares | 25,632,805 | 25,470,094 | 25,559,642 | 25,403,786 | ||||
Earnings per common share (in dollars per share) | $ 2.48 | $ 1.15 | $ 5.79 | $ 1.86 | ||||
Diluted, numerator: | ||||||||
Net income | $ 63,691 | $ 60,981 | $ 23,361 | $ 29,404 | $ 15,880 | $ 1,902 | $ 148,033 | $ 47,186 |
Effect of unvested restricted stock unit awards | (4) | (22) | ||||||
Adjusted net income | $ 63,691 | $ 29,400 | $ 148,033 | $ 47,164 | ||||
Diluted, denominator: | ||||||||
Weighted-average shares | 25,632,805 | 25,470,094 | 25,559,642 | 25,403,786 | ||||
Effect of dilutive securities | 1,137,341 | 1,122,363 | 1,312,739 | 886,160 | ||||
Adjusted weighted-average shares and assumed conversions | 26,770,146 | 26,592,457 | 26,872,381 | 26,289,946 | ||||
Earnings per common share (in dollars per share) | $ 2.38 | $ 1.11 | $ 5.51 | $ 1.79 |
OPERATING SEGMENT DATA - Revenu
OPERATING SEGMENT DATA - Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Revenues | ||||
Revenues | $ 1,016,657 | $ 794,980 | $ 2,794,843 | $ 2,123,749 |
Asset Based | ||||
Revenues | ||||
Revenues | 655,737 | 537,631 | 1,815,606 | 1,472,944 |
ArcBest | ||||
Revenues | ||||
Revenues | 303,076 | 214,857 | 821,355 | 527,488 |
FleetNet | ||||
Revenues | ||||
Revenues | 56,656 | 41,276 | 155,041 | 120,265 |
Operating Segments | Asset Based | ||||
Revenues | ||||
Revenues | 681,164 | 561,856 | 1,890,288 | 1,537,639 |
Operating Segments | ArcBest | ||||
Revenues | ||||
Revenues | 305,207 | 217,294 | 828,291 | 533,536 |
Operating Segments | FleetNet | ||||
Revenues | ||||
Revenues | 66,514 | 50,545 | 185,224 | 149,424 |
Other and eliminations | ||||
Revenues | ||||
Revenues | $ (36,228) | $ (34,715) | $ (108,960) | $ (96,850) |
OPERATING SEGMENT DATA - Operat
OPERATING SEGMENT DATA - Operating expenses (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
OPERATING EXPENSES | ||||
Salaries, wages, and benefits | $ 397,116 | $ 363,035 | $ 1,145,657 | $ 1,013,201 |
Fuel, supplies, and expenses | 82,051 | 61,321 | 235,221 | 187,932 |
Depreciation and amortization | 30,359 | 30,032 | 90,995 | 88,131 |
Gain on sale of subsidiaries | (6,923) | |||
Other | 36,811 | 33,372 | 89,062 | 94,079 |
Total consolidated operating expenses | 929,096 | 755,198 | 2,600,792 | 2,055,723 |
Operating Segments | Asset Based | ||||
OPERATING EXPENSES | ||||
Salaries, wages, and benefits | 305,839 | 287,385 | 893,903 | 820,218 |
Fuel, supplies, and expenses | 66,947 | 50,144 | 192,477 | 157,044 |
Operating taxes and licenses | 12,426 | 12,296 | 36,977 | 36,719 |
Insurance | 10,175 | 8,587 | 28,568 | 24,658 |
Communications and utilities | 4,559 | 4,373 | 14,192 | 13,426 |
Depreciation and amortization | 23,233 | 24,054 | 70,025 | 70,651 |
Rents and purchased transportation | 95,855 | 69,442 | 266,525 | 171,364 |
Shared services | 71,017 | 60,664 | 196,255 | 155,154 |
Gain on sale of property and equipment | 133 | (8,624) | (3,206) | |
Innovative technology costs | 6,903 | 6,199 | 21,303 | 15,521 |
Other | 592 | 1,933 | 1,103 | 5,168 |
Total consolidated operating expenses | 597,546 | 525,210 | 1,712,704 | 1,466,717 |
Operating Segments | Asset Based | Land and structures | ||||
OPERATING EXPENSES | ||||
Gain on sale of property and equipment | (8,600) | |||
Operating Segments | ArcBest | ||||
OPERATING EXPENSES | ||||
Purchased transportation | 256,900 | 181,129 | 694,498 | 443,401 |
Supplies and expenses | 2,741 | 2,746 | 7,785 | 7,015 |
Depreciation and amortization | 2,352 | 2,413 | 7,104 | 7,332 |
Shared services | 31,048 | 24,217 | 86,198 | 64,784 |
Gain on sale of subsidiaries | (6,923) | |||
Other | 1,984 | 1,958 | 6,055 | 6,279 |
Total consolidated operating expenses | 295,025 | 212,463 | 794,717 | 528,811 |
Operating Segments | ArcBest | Land and structures | ||||
OPERATING EXPENSES | ||||
Gain on sale of subsidiaries | (6,900) | |||
Operating Segments | FleetNet | ||||
OPERATING EXPENSES | ||||
Total consolidated operating expenses | 65,245 | 49,558 | 181,794 | 146,615 |
Other and eliminations | ||||
OPERATING EXPENSES | ||||
Total consolidated operating expenses | $ (28,720) | $ (32,033) | $ (88,423) | $ (86,420) |
OPERATING SEGMENT DATA - Income
OPERATING SEGMENT DATA - Income (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
OPERATING INCOME | ||||
Operating income | $ 87,561 | $ 39,782 | $ 194,051 | $ 68,026 |
OTHER INCOME (COSTS) | ||||
Interest and dividend income | 323 | 756 | 1,037 | 3,122 |
Interest and other related financing costs | (2,072) | (2,860) | (6,774) | (9,185) |
Other, net | 338 | 1,500 | 2,641 | 334 |
TOTAL OTHER INCOME (COSTS) | (1,411) | (604) | (3,096) | (5,729) |
INCOME BEFORE INCOME TAXES | 86,150 | 39,178 | 190,955 | 62,297 |
Operating Segments | Asset Based | ||||
OPERATING INCOME | ||||
Operating income | 83,618 | 36,646 | 177,584 | 70,922 |
Operating Segments | ArcBest | ||||
OPERATING INCOME | ||||
Operating income | 10,182 | 4,831 | 33,574 | 4,725 |
Operating Segments | FleetNet | ||||
OPERATING INCOME | ||||
Operating income | 1,269 | 987 | 3,430 | 2,809 |
Other and eliminations | ||||
OPERATING INCOME | ||||
Operating income | $ (7,508) | $ (2,682) | $ (20,537) | $ (10,430) |
OPERATING SEGMENT DATA - Reve_2
OPERATING SEGMENT DATA - Revenue from customers (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Revenues | ||||
Revenues | $ 1,016,657 | $ 794,980 | $ 2,794,843 | $ 2,123,749 |
Asset Based | ||||
Revenues | ||||
Revenues | 655,737 | 537,631 | 1,815,606 | 1,472,944 |
ArcBest | ||||
Revenues | ||||
Revenues | 303,076 | 214,857 | 821,355 | 527,488 |
FleetNet | ||||
Revenues | ||||
Revenues | 56,656 | 41,276 | 155,041 | 120,265 |
Corporate and Other [Member] | ||||
Revenues | ||||
Revenues | 1,188 | 1,216 | 2,841 | 3,052 |
Operating Segments | Asset Based | ||||
Revenues | ||||
Revenues | 681,164 | 561,856 | 1,890,288 | 1,537,639 |
Operating Segments | ArcBest | ||||
Revenues | ||||
Revenues | 305,207 | 217,294 | 828,291 | 533,536 |
Operating Segments | FleetNet | ||||
Revenues | ||||
Revenues | 66,514 | 50,545 | 185,224 | 149,424 |
Intersegment revenues | Asset Based | ||||
Revenues | ||||
Revenues | (25,427) | (24,225) | (74,682) | (64,695) |
Intersegment revenues | ArcBest | ||||
Revenues | ||||
Revenues | (2,131) | (2,437) | (6,936) | (6,048) |
Intersegment revenues | FleetNet | ||||
Revenues | ||||
Revenues | (9,858) | (9,269) | (30,183) | (29,159) |
Intersegment revenues | Corporate and Other [Member] | ||||
Revenues | ||||
Revenues | (37,416) | (35,931) | (111,801) | (99,902) |
Other and eliminations | ||||
Revenues | ||||
Revenues | $ (36,228) | $ (34,715) | $ (108,960) | $ (96,850) |
OPERATING SEGMENT DATA - Oper_2
OPERATING SEGMENT DATA - Operating Expenses by Category (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
OPERATING EXPENSES | ||||
Salaries, wages, and benefits | $ 397,116 | $ 363,035 | $ 1,145,657 | $ 1,013,201 |
Rents, purchased transportation, and other costs of services | 382,759 | 267,438 | 1,039,857 | 672,380 |
Fuel, supplies, and expenses | 82,051 | 61,321 | 235,221 | 187,932 |
Depreciation and amortization | 30,359 | 30,032 | 90,995 | 88,131 |
Other | 36,811 | 33,372 | 89,062 | 94,079 |
Total consolidated operating expenses | $ 929,096 | $ 755,198 | $ 2,600,792 | $ 2,055,723 |
SUBSEQUENT EVENTS (Details)
SUBSEQUENT EVENTS (Details) - USD ($) $ in Thousands | Nov. 02, 2021 | Nov. 01, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Sep. 30, 2020 | Mar. 31, 2020 |
Subsequent events | ||||||
Amount paid for repurchase of shares | $ 7,099 | $ 1,001 | $ 2,505 | $ 3,162 | ||
Subsequent Event | Accelerated Share Repurchase Agreement ("ASR") | ||||||
Subsequent events | ||||||
Amount paid in accelerated repurchase | $ 100,000 | |||||
Number of shares repurchased during the period | 709,287 | |||||
Amount paid for repurchase of shares | $ 75,000 | |||||
Subsequent Event | MoLo | ||||||
Subsequent events | ||||||
Consideration paid at closing | $ 235,000 |