Document And Entity Information
Document And Entity Information - shares | 6 Months Ended | |
Jun. 30, 2015 | Aug. 03, 2015 | |
Common Class B [Member] | ||
Entity Common Stock, Shares Outstanding (in shares) | 2,350,000 | |
Common Class A [Member] | ||
Entity Common Stock, Shares Outstanding (in shares) | 15,922,879 | |
Entity Registrant Name | COVENANT TRANSPORTATION GROUP INC | |
Entity Central Index Key | 928,658 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Accelerated Filer | |
Entity Current Reporting Status | Yes | |
Entity Voluntary Filers | No | |
Entity Well-known Seasoned Issuer | No | |
Document Type | 10-Q | |
Document Period End Date | Jun. 30, 2015 | |
Document Fiscal Year Focus | 2,015 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Current Period Unaudited) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Common Class A [Member] | ||
Stockholders' equity: | ||
Common stock, value | $ 170 | $ 168 |
Common Class B [Member] | ||
Stockholders' equity: | ||
Common stock, value | 24 | 24 |
Cash and cash equivalents | 23,770 | 21,330 |
Accounts receivable, net of allowance of $1,707 in 2015 and $1,767 in 2014 | 78,368 | 95,943 |
Drivers' advances and other receivables, net of allowance of $1,371 in 2015 and $1,290 in 2014 | 5,753 | 5,770 |
Inventory and supplies | 4,316 | 4,402 |
Prepaid expenses | 14,654 | 9,028 |
Assets held for sale | 2,491 | 4,268 |
Deferred income taxes | 4,445 | 14,713 |
Income taxes receivable | 2,253 | 1,309 |
Total current assets | 136,050 | 156,763 |
Property and equipment, at cost | 511,005 | 505,345 |
Less: accumulated depreciation and amortization | (136,600) | (122,854) |
Net property and equipment | 374,405 | 382,491 |
Other assets, net | 17,051 | 14,763 |
Total assets | 527,506 | 554,017 |
Accounts payable | 11,974 | 9,623 |
Accrued expenses | 32,942 | 39,470 |
Current maturities of long-term debt | 23,522 | 27,824 |
Current portion of capital lease obligations | 1,737 | 1,606 |
Current portion of insurance and claims accrual | 17,014 | 17,565 |
Other short-term liabilities | 11,010 | 7,999 |
Total current liabilities | 98,199 | 104,087 |
Long-term debt | 124,669 | 159,531 |
Long-term portion of capital lease obligations | 13,702 | 13,372 |
Insurance and claims accrual | 23,241 | 23,173 |
Deferred income taxes | 65,821 | 73,717 |
Other long-term liabilities | 5,867 | 10,933 |
Total liabilities | $ 331,499 | $ 384,813 |
Commitments and contingent liabilities | ||
Additional paid-in-capital | $ 143,109 | $ 141,248 |
Accumulated other comprehensive income | (9,389) | (13,101) |
Retained earnings | 62,093 | 40,865 |
Total stockholders' equity | 196,007 | 169,204 |
Total liabilities and stockholders' equity | $ 527,506 | $ 554,017 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Current Period Unaudited) (Parentheticals) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Common Class A [Member] | ||
Par value (in dollars per share) | $ 0.01 | $ 0.01 |
Shares authorized (in shares) | 20,000,000 | 20,000,000 |
Shares issued (in shares) | 15,922,879 | 15,746,609 |
Shares outstanding (in shares) | 15,922,879 | 15,746,609 |
Common Class B [Member] | ||
Par value (in dollars per share) | $ 0.01 | $ 0.01 |
Shares authorized (in shares) | 5,000,000 | 5,000,000 |
Shares issued (in shares) | 2,350,000 | 2,350,000 |
Shares outstanding (in shares) | 2,350,000 | 2,350,000 |
Accounts receivable allowance | $ 1,707 | $ 1,767 |
Drivers' advances and other receivables, allowance | $ 1,371 | $ 1,290 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Revenue: | ||||
Freight revenue | $ 152,146 | $ 137,588 | $ 295,480 | $ 263,833 |
Fuel surcharge revenue | 23,305 | 35,066 | 47,186 | 70,778 |
Total revenue | 175,451 | 173,654 | 342,666 | 334,611 |
Operating expenses: | ||||
Salaries, wages, and related expenses | 59,131 | 56,141 | 117,384 | 109,015 |
Fuel expense | 32,511 | 41,915 | 64,405 | 85,091 |
Operations and maintenance | 12,140 | 11,533 | 22,937 | 23,564 |
Revenue equipment rentals and purchased transportation | 25,957 | 27,612 | 49,166 | 52,946 |
Operating taxes and licenses | 2,622 | 2,562 | 5,283 | 5,308 |
Insurance and claims | 4,276 | 7,578 | 15,045 | 13,684 |
Communications and utilities | 1,493 | 1,427 | 3,020 | 2,864 |
General supplies and expenses | 4,252 | 4,529 | 7,933 | 8,338 |
Depreciation and amortization, including gains and losses on disposition of property and equipment | 14,295 | 11,301 | 28,677 | 24,391 |
Total operating expenses | 156,677 | 164,598 | 313,850 | 325,201 |
Operating income | 18,774 | 9,056 | 28,816 | 9,410 |
Other (income) expenses: | ||||
Interest expense | $ 1,717 | 2,722 | $ 3,920 | 5,473 |
Interest income | (4) | (8) | ||
Other expenses, net | $ 1,717 | 2,718 | $ 3,920 | 5,465 |
Equity in income of affiliate | 1,335 | 850 | 2,720 | 1,650 |
Income before income taxes | 18,392 | 7,188 | 27,616 | 5,595 |
Income tax expense | 7,391 | 3,408 | 6,388 | 3,189 |
Net income | $ 11,001 | $ 3,780 | $ 21,228 | $ 2,406 |
Income per share: | ||||
Basic net income per share (in dollars per share) | $ 0.60 | $ 0.25 | $ 1.17 | $ 0.16 |
Diluted net income per share (in dollars per share) | $ 0.60 | $ 0.25 | $ 1.16 | $ 0.16 |
Basic weighted average shares outstanding (in shares) | 18,261 | 14,930 | 18,204 | 14,922 |
Diluted weighted average shares outstanding (in shares) | 18,413 | 15,179 | 18,361 | 15,176 |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Comprehensive Income (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Net income | $ 11,001 | $ 3,780 | $ 21,228 | $ 2,406 |
Other comprehensive income: | ||||
Unrealized gain (loss) on effective portion of fuel hedges, net of tax of $889 and $174 in 2015 and $787 and $259 in 2014, respectively | 1,432 | 1,263 | (280) | 417 |
Reclassification of fuel hedge loss (gain) into statement of operations, net of tax of $1,174 and $2,478 in 2015 and $122 and $227 in 2014, respectively | 1,892 | (196) | 3,992 | (364) |
Total other comprehensive income | 3,324 | 1,067 | 3,712 | 53 |
Comprehensive income | $ 14,325 | $ 4,847 | $ 24,940 | $ 2,459 |
Condensed Consolidated Stateme6
Condensed Consolidated Statements of Comprehensive Income (Unaudited) (Parentheticals) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Unrealizd gain on effctive portion of fuel hedges, tax | $ 889 | $ 787 | $ 174 | $ 259 |
Reclassification of fuel hedge gain into statement of operations, tax | $ 1,174 | $ 122 | $ 2,478 | $ 227 |
Condensed Consolidated Stateme7
Condensed Consolidated Statement of Stockholders' Equity (Unaudited) - 6 months ended Jun. 30, 2015 - USD ($) $ in Thousands | Common Stock [Member]Common Class A [Member] | Common Stock [Member]Common Class B [Member] | Additional Paid-in Capital [Member] | AOCI Attributable to Parent [Member] | Retained Earnings [Member] | Total |
Balances at December 31, 2014 at Dec. 31, 2014 | $ 168 | $ 24 | $ 141,248 | $ (13,101) | $ 40,865 | $ 169,204 |
Net income | $ 21,228 | 21,228 | ||||
Other comprehensive income | $ 3,712 | 3,712 | ||||
Exercise of stock options | $ 1 | $ 1,091 | 1,092 | |||
Stock-based employee compensation expense | $ 1 | 599 | 600 | |||
Issuance of restricted shares | (1,586) | (1,586) | ||||
Income tax benefit arising from restricted share vesting and option exercise | 1,757 | 1,757 | ||||
Balances at June 30, 2015 at Jun. 30, 2015 | $ 170 | $ 24 | $ 143,109 | $ (9,389) | $ 62,093 | $ 196,007 |
Condensed Consolidated Stateme8
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Cash flows from operating activities: | ||
Net income | $ 21,228 | $ 2,406 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Provision for losses on accounts receivable | 91 | 426 |
Deferred (reversal) gain on sales to equity method investee | 75 | (72) |
Depreciation and amortization | 28,973 | 24,970 |
Amortization of deferred financing fees | 139 | 123 |
Deferred income tax benefit | 1,815 | $ 3,028 |
Casualty premium credit | (3,600) | |
Income tax benefit arising from restricted share vesting | (1,757) | $ (145) |
Unrealized gain on ineffective portion of fuel hedges | (969) | $ (20) |
Return of cash collateral on fuel hedge | 5,000 | |
Stock-based compensation expense | 800 | $ 253 |
Equity in income of affiliate | (2,720) | (1,650) |
Gain on disposition of property and equipment | (297) | (579) |
Changes in operating assets and liabilities: | ||
Receivables and advances | 16,557 | (3,122) |
Prepaid expenses and other assets | (1,841) | (933) |
Inventory and supplies | 86 | 10 |
Insurance and claims accrual | (483) | 234 |
Accounts payable and accrued expenses | (6,188) | 191 |
Net cash flows provided by operating activities | 56,909 | 25,120 |
Cash flows from investing activities: | ||
Acquisition of property and equipment | $ (37,131) | (59,417) |
Return on investment in affiliated company | 307 | |
Proceeds from disposition of property and equipment | $ 21,620 | 48,540 |
Net cash flows used in investing activities | $ (15,511) | (10,570) |
Cash flows from financing activities: | ||
Change in checks outstanding in excess of bank balances | (422) | |
Proceeds from issuance of notes payable | $ 5,098 | $ 36,063 |
Proceeds from the exercise of stock options | 1,092 | |
Income tax benefit arising from restricted share vesting | 1,757 | $ 145 |
Repayments of notes payable | (44,262) | (48,385) |
Repayments of capital lease obligations | $ (857) | (1,468) |
Proceeds under revolving credit facility, net | 9,813 | |
Payment of minimum tax withholdings on stock compensation | $ (1,786) | (174) |
Debt refinancing costs | (34) | |
Net cash used in financing activities | $ (38,958) | (4,462) |
Net change in cash and cash equivalents | 2,440 | 10,088 |
Cash and cash equivalents at beginning of period | 21,330 | 9,263 |
Cash and cash equivalents at end of period | $ 23,770 | $ 19,351 |
Note 1 - Significant Accounting
Note 1 - Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2015 | |
Notes to Financial Statements | |
Significant Accounting Policies [Text Block] | Note 1. Significant Accounting Policies Basis of Presentation The condensed consolidated financial statements include the accounts of Covenant Transportation Group, Inc., a Nevada holding company, and its wholly owned subsidiaries. References in this report to "we," "us," "our," the "Company," and similar expressions refer to Covenant Transportation Group, Inc. and its wholly owned subsidiaries. All significant intercompany balances and transactions have been eliminated in consolidation. The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X promulgated under the Securities Act of 1933. In preparing financial statements, it is necessary for management to make assumptions and estimates affecting the amounts reported in the condensed consolidated financial statements and related notes. These estimates and assumptions are developed based upon all information available. Actual results could differ from estimated amounts. In the opinion of management, the accompanying financial statements include all adjustments that are necessary for a fair presentation of the results for the interim periods presented, such adjustments being of a normal recurring nature. Certain information and footnote disclosures have been condensed or omitted pursuant to such rules and regulations. The December 31, 2014, condensed consolidated balance sheet was derived from our audited balance sheet as of that date. The Company’s operating results are subject to seasonal trends when measured on a quarterly basis; therefore operating results for the three and six months ended June 30, 2015 are not necessarily indicative of the results that may be expected for the year ending December 31, 2015. These condensed consolidated financial statements and notes thereto should be read in conjunction with the consolidated financial statements and notes thereto included in our Form 10-K for the year ended December 31, 2014. Results of operations in interim periods are not necessarily indicative of results to be expected for a full year. |
Note 2 - Income Per Share
Note 2 - Income Per Share | 6 Months Ended |
Jun. 30, 2015 | |
Notes to Financial Statements | |
Earnings Per Share [Text Block] | Note 2. Income Per Share Basic income per share excludes dilution and is computed by dividing earnings available to common stockholders by the weighted-average number of common shares outstanding for the period. Diluted income per share reflects the dilution that could occur if securities or other contracts to issue common stock were exercised or converted into common stock or resulted in the issuance of common stock that then shared in our earnings. The calculation of diluted income per share includes all unexercised options and unvested shares since the effect of any assumed exercise of the related awards would be anti-dilutive for the three and six months ended June 30, 2015 and 2014, respectively. Income per share is the same for both Class A and Class B shares. The following table sets forth for the periods indicated the calculation of net income per share included in the condensed consolidated statements of operations: (in thousands except per share data) Three Months ended June 30, Six Months ended June 30, 2015 2014 2015 2014 Numerator: Net income $ 11,001 $ 3,780 $ 21,228 $ 2,406 Denominator: Denominator for basic earnings per share – weighted-average shares 18,261 14,930 18,204 14,922 Effect of dilutive securities: Equivalent shares issuable upon conversion of unvested restricted stock 151 249 149 254 Equivalent shares issuable upon conversion of unvested employee stock options 1 - 8 - Denominator for diluted earnings per share – adjusted weighted-average shares and assumed conversions 18,413 15,179 18,361 15,176 Basic income per share: $ 0.60 $ 0.25 $ 1.17 $ 0.16 Diluted income per share: $ 0.60 $ 0.25 $ 1.16 $ 0.16 |
Note 3 - Segment Information
Note 3 - Segment Information | 6 Months Ended |
Jun. 30, 2015 | |
Notes to Financial Statements | |
Segment Reporting Disclosure [Text Block] | Note 3. Segment Information We have one reportable segment, our asset-based truckload services or Truckload. Our other operations consist of several operating segments, which neither individually nor in the aggregate meet the quantitative or qualitative reporting thresholds. As a result, these operations are grouped in "Other" in the tables below. The accounting policies of the segments are the same as those described in the summary of significant accounting policies in our 2014 Annual Report on Form 10-K. Substantially all intersegment sales prices are market based. We evaluate performance based on operating income of the respective business units. "Unallocated Corporate Overhead" includes expenses that are incidental to our activities and are not specifically allocated to one of the segments. The following table summarizes our segment information: (in thousands) Three months ended June 30, Six months ended June 30, 2015 2014 2015 2014 Total Revenues: Truckload $ 162,800 $ 160,338 $ 320,048 $ 310,593 Other 12,651 13,316 22,618 24,018 Total $ 175,451 $ 173,654 $ 342,666 $ 334,611 Operating Income: Truckload $ 16,749 $ 12,065 $ 30,879 $ 12,515 Other 580 565 917 1,106 Unallocated Corporate Overhead 1,445 (3,574 ) (2,980 ) (4,211 ) Total $ 18,774 $ 9,056 $ 28,816 $ 9,410 |
Note 4 - Income Taxes
Note 4 - Income Taxes | 6 Months Ended |
Jun. 30, 2015 | |
Notes to Financial Statements | |
Income Tax Disclosure [Text Block] | Note 4. Income Taxes Income tax expense varies from the amount computed by applying the federal corporate income tax rate of 35% to income before income taxes primarily due to state income taxes, net of federal income tax effect, adjusted for permanent differences, the most significant of which is the effect of the per diem pay structure for drivers. Drivers who meet the requirements and elect to receive per diem are generally required to receive non-taxable per diem pay in lieu of a portion of their taxable wages. This per diem program increases our drivers' net pay per mile, after taxes, while decreasing gross pay, before taxes. As a result, salaries, wages, and related expenses are slightly lower and our effective income tax rate is higher than the statutory rate. Generally, as pre-tax income or loss increases, the impact of the driver per diem program on our effective tax rate decreases, because aggregate per diem pay becomes smaller in relation to pre-tax income, while in periods where earnings are at or near breakeven the impact of the per diem program on our effective tax rate is significant. Due to the partially nondeductible effect of per diem pay, our tax rate will fluctuate in future periods based on fluctuations in earnings. Our liability recorded for uncertain tax positions as of June 30, 2015 increased approximately $1.6 million since December 31, 2014 primarily related to a reserve on a new tax position taken in the first quarter of 2015. The carrying value of our deferred tax assets assumes that we will be able to generate, based on certain estimates and assumptions, sufficient future taxable income in certain tax jurisdictions to utilize these deferred tax benefits. If these estimates and related assumptions change in the future, we may be required to establish a valuation allowance against the carrying value of the deferred tax assets, which would result in additional income tax expense. On a periodic basis, we assess the need for adjustment of the valuation allowance. Based on forecasted taxable income resulting from the reversal of deferred tax liabilities, primarily generated by accelerated depreciation for tax purposes in prior periods, and tax planning strategies available to us, a valuation allowance has been established at June 30, 2015, for $1.0 million related to certain state net operating loss carry-forwards. If these estimates and related assumptions change in the future, we may be required to modify our valuation allowance against the carrying value of the deferred tax assets. |
Note 5 - Fair Value of Financia
Note 5 - Fair Value of Financial Instruments | 6 Months Ended |
Jun. 30, 2015 | |
Notes to Financial Statements | |
Fair Value Disclosures [Text Block] | Note 5. Fair Value of Financial Instruments Fair value is defined as an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. Accordingly, fair value is a market-based measurement that is determined based on assumptions that market participants would use in pricing an asset or liability. The fair value of the hedge derivative asset was determined based on quotes from the counterparty which were verified by comparing them to the exchange on which the related futures are traded, adjusted for counterparty credit risk. A three-tier fair value hierarchy is used to prioritize the inputs in measuring fair value as follows: ● Level 1. Observable inputs such as quoted prices in active markets; ● Level 2. Inputs, other than the quoted prices in active markets, that are observable either directly or indirectly; and ● Level 3. Unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions. Assets and Liabilities Measured at Fair Value on a Recurring Basis (in thousands) Hedge derivative assets June 30, 2015 (1) December 31, 2014 (1) Fair Value of Derivatives $ (15,725) $ (22,720) Quoted Prices in Active Markets (Level 1) - - Significant Other Observable Inputs (Level 2) $ (15,725) $ (22,720) Significant Unobservable Inputs (Level 3) - - (1) Excludes cash collateral of $5.0 million provided by the Company to the counterparty at December 31, 2014 . No cash collateral was provided by the Company to the counterparty at June 30, 2015. Our financial instruments consist primarily of cash and cash equivalents, accounts receivable, commodity contracts, accounts payable, and debt. The carrying amount of cash and cash equivalents, accounts receivable, accounts payable, and current debt approximates their fair value because of the short-term maturity of these instruments. Included in accounts receivable is $14.9 million of factoring receivables at June 30, 2015, net of a $0.2 million allowance for bad debts. We advance approximately 85% to 95% of each receivable factored and retain the remainder as collateral for collection issues that might arise. The retained amounts are returned to the clients after the related receivable has been collected. At June 30, 2015, the retained amounts related to factored receivables totaled $0.3 million and were included in accounts payable in the condensed consolidated balance sheets. Our clients are smaller trucking companies that factor their receivables to us for a fee to facilitate faster cash flow. We evaluate each client’s customer base under predefined criteria. The carrying value of the factored receivables approximates the fair value, as the receivables are generally repaid directly to us by the client’s customer within 30-40 days due to the combination of the short-term nature of the financing transaction and the underlying quality of the receivables. Interest rates that are currently available to us for issuance of long-term debt with similar terms and remaining maturities are used to estimate the fair value of our long-term debt, which primarily consists of revenue equipment installment notes. The fair value of our revenue equipment installment notes approximated the carrying value at June 30, 2015, as the weighted average interest rate on these notes approximates the market rate for similar debt. Borrowings under our Credit Facility approximate fair value due to the variable interest rate on that facility. Additionally, commodity contracts, which are accounted for as hedge derivatives, as discussed in Note 6, are valued based on quotes from the counterparty, which were verified by comparing them to the forward rate of the specific indices upon which the contract is being settled and adjusted for counterparty credit risk using available market information and valuation methodologies. |
Note 6 - Derivative Instruments
Note 6 - Derivative Instruments | 6 Months Ended |
Jun. 30, 2015 | |
Notes to Financial Statements | |
Derivative Instruments and Hedging Activities Disclosure [Text Block] | Note 6. Derivative Instruments We engage in activities that expose us to market risks, including the effects of changes in fuel prices. Financial exposures are evaluated as an integral part of our risk management program, which seeks, from time-to-time, to reduce the potentially adverse effects that the volatility of fuel markets may have on operating results. In an effort to seek to reduce the variability of the ultimate cash flows associated with fluctuations in diesel fuel prices, we periodically enter into various derivative instruments, including forward futures swap contracts (which we refer to as "fuel hedge contracts"). Historically diesel fuel has not been a traded commodity on the futures market, so heating oil has been used as a substitute , as prices for both generally move in similar directions. Recently, however, we have been able to enter into hedging contracts with respect to both heating oil and ultra low sulfur diesel ("ULSD"). Under these contracts, we pay a fixed rate per gallon of heating oil or ULSD and receive the monthly average price of New York heating oil per the New York Mercantile Exchange ("NYMEX") and Gulf Coast ULSD, respectively. The retrospective and prospective regression analyses provided that changes in the prices of diesel fuel and heating oil and diesel fuel and ULSD were each deemed to be highly effective based on the relevant authoritative guidance except for a small portion of our hedge contracts, which we determined to be ineffective on a prospective basis. Consequently, for the three and six months ended June 30, 2015, we recognized approximately $0.5 million and $0.9 million reductions, respectively, of fuel expense to mark the related liability to market as well as settlement for the related contracts. We do not engage in speculative transactions, nor do we hold or issue financial instruments for trading purposes. We recognize all derivative instruments at fair value on our condensed consolidated balance sheets. Our derivative instruments are designated as cash flow hedges, thus the effective portion of the gain or loss on the derivatives is reported as a component of accumulated other comprehensive income and will be reclassified into earnings in the same period during which the hedged transaction affects earnings. The effective portion of the derivative represents the change in fair value of the hedge that offsets the change in fair value of the hedged item. To the extent the change in the fair value of the hedge does not perfectly offset the change in the fair value of the hedged item, the ineffective portion of the hedge is immediately recognized in our condensed consolidated statements of operations. Ineffectiveness is calculated using the cumulative dollar offset method as an estimate of the difference in the expected cash flows of the respective fuel hedge contracts (heating oil or ULSD) compared to the changes in the all-in cash outflows required for the diesel fuel purchases. At June 30, 2015, we had fuel hedge contracts on 6.3 million gallons for the remainder of 2015, or 23.0% of our projected remaining 2015 fuel requirements, 12.1 million gallons for 2016, or approximately 21.9% of our projected 2016 fuel requirements, 9.1 million gallons for 2017, or approximately 16.4% of our projected 2017 fuel requirements, and 1.5 million gallons for 2018 or approximately 2.7% of our projected 2018 fuel requirements . The fair value of the contracts that were in effect at June 30, 2015, of approximately $15.7 million, is included in other liabilities in the consolidated balance sheet, and is included in accumulated other comprehensive income, net of tax. Changes in the fair values of these instruments can vary dramatically based on changes in the underlying commodity prices. For example, during the second quarter in 2015, market "spot" prices for ULSD peaked at a high of approximately $1.98 per gallon and hit a low price of approximately $1.62 per gallon. During the same 2014 quarter, market "spot" prices ranged from a high of $3.01 per gallon to a low of $2.82 per gallon. Market price changes can be driven by factors such as supply and demand, inventory levels, weather events, refinery capacity, political agendas, the value of the U.S. dollar, geopolitical events, and general economic conditions, among other items. Additionally, $3.1 million and $6.5 million were reclassified from accumulated other comprehensive income into our results of operations as additional fuel expense for the three and six months ended June 30, 2015, related to losses on contracts that expired. In addition to the $3.1 million and $6.5 million reclassified from accumulated other comprehensive income for the quarter and year ended June 30, 2015, which related to losses on contracts that expired or were sold and for which we completed the forecasted transaction by purchasing the hedged diesel fuel, $0.5 million and $0.9 million, respectively, were recorded as favorable adjustments to fuel expense, related to contracts for which the hedging relationship was no longer deemed to be effective on a prospective basis for the same periods . Based on the amounts in accumulated other comprehensive income as of June 30, 2015, and the expected timing of the purchases of the diesel hedged, we expect to reclassify losses of approximately $6.8 million, net of tax on derivative instruments from accumulated other comprehensive income into our results from operations during the next twelve months due to the actual diesel fuel purchases. The amounts actually realized will be dependent on the fair values as of the date of settlement. We perform both a prospective and retrospective assessment of the effectiveness of our hedge contracts at inception and quarterly, including assessing the possibility of counterparty default. If we determine that a derivative is no longer expected to be highly effective, we discontinue hedge accounting prospectively and recognize subsequent changes in the fair value of the hedge in earnings. As a result of our effectiveness assessment at inception and at June 30, 2015, we believe our hedge contracts have been and will continue to be highly effective in offsetting changes in cash flows attributable to the hedged risk, with the exception of the abovementioned contracts. Outstanding financial derivative instruments expose us to credit loss in the event of nonperformance by the counterparties to the agreements. We do not expect any of the counterparties to fail to meet their obligations. Our credit exposure related to these financial instruments is represented by the fair value of contracts reported as assets. To manage credit risk, we review each counterparty's audited financial statements, credit ratings, and/or obtain references as we deem necessary. If our fuel derivative instruments are in a net liability position with the counterparty and cash collateral is required, the cash collateral amounts provided are netted against the fair value of current outstanding derivative instruments. No cash collateral deposits were required by us at June 30, 2015, and at December 31, 2014, $5.0 million in cash collateral was provided by us in connection with our outstanding fuel derivative instruments. |
Note 7 - Debt
Note 7 - Debt | 6 Months Ended |
Jun. 30, 2015 | |
Notes to Financial Statements | |
Debt Disclosure [Text Block] | Note 7. Debt Current and long-term debt consisted of the following at June 30, 2015 and December 31, 2014: (in thousands) June 30, 2015 December 31, 2014 Current Long-Term Current Long-Term Borrowings under Credit Facility $ - $ - $ - $ - Revenue equipment installment notes with finance companies; weighted average interest rate of 3.7% at June 30, 2015 and December 31, 2014 due in monthly installments with final maturities at various dates ranging from July 2015 to January 2022, secured by related revenue equipment 23,370 121,130 27,550 155,832 Real estate note; interest rate of 2.5% at June 30, 2015 and December 31, 2014, due in monthly installments with fixed maturity at December 2018, secured by related real estate 152 3,538 166 3,608 Other note payable, interest rate of 3.0% at December 31, 2014 - - 108 91 Total debt 23,522 124,669 27,824 159,531 Principal portion of capital lease obligations, secured by related revenue equipment 1,737 13,702 1,606 13,372 Total debt and capital lease obligations $ 25,260 $ 138,370 $ 29,430 $ 172,903 In September 2008, we and substantially all of our subsidiaries (collectively, the "Borrowers") entered into a Third Amended and Restated Credit Facility (the "Credit Facility") with Bank of America, N.A., as agent (the "Agent") and JPMorgan Chase Bank, N.A. ("JPM," and together with the Agent, the "Lenders"). The Credit Facility was originally structured as an $85.0 million revolving credit facility, with an accordion feature that, so long as no event of default existed, allowed us to request an increase in the revolving credit facility of up to $50.0 million. The Credit Facility included, within our $85.0 million revolving credit facility, a letter of credit sub facility in an aggregate amount of $85.0 million and a swing line sub facility in an aggregate amount equal to the greater of $10.0 million or 10% of the Lenders' aggregate commitments under the Credit Facility from time-to-time. In January 2013, we entered into an eighth amendment, which was effective December 31, 2012, to the Credit Facility which, among other things, (i) increased the revolver commitment to $95.0 million, (ii) extended the maturity date from September 2014 to September 2017, (iii) eliminated the availability block of $15.0 million, (iv) improved pricing for revolving borrowings by amending the applicable margin as set forth below, (v) improved the unused line fee pricing to 0.375% per annum when availability is less than $50.0 million and 0.5% per annum when availability is at or over such amount, (vi) provided that the fixed charge coverage ratio covenant will be tested only during periods that commence when availability is less than or equal to the greater of 12.5% of the revolver commitment or $11.9 million, (vii) eliminated the consolidated leverage ratio covenant, (viii) reduced the level of availability below which cash dominion applies to the greater of 15% of the revolver commitment or $14.3 million, (ix) added deemed amortization of real estate and eligible revenue equipment included in the borrowing base to the calculation of fixed charge coverage ratio, (x) amended certain types of permitted debt to afford additional flexibility, and (xi) allowed for stock repurchases in an aggregate amount not exceeding $5.0 million and, (xii) removed certain restrictions relating to the purchase of up to the remaining 51% equity interest in Transport Enterprise Leasing, LLC ("TEL"), provided that certain conditions are met. In exchange for these amendments, the Borrowers agreed to pay fees of $0.3 million. Based on availability as of June 30, 2015 and December 31, 2014, there was no fixed charge coverage requirement. Borrowings under the Credit Facility are classified as either "base rate loans" or "LIBOR loans." Base rate loans accrue interest at a base rate equal to the greater of the Agent's prime rate, the federal funds rate plus 0.5%, or LIBOR plus 1.0%, plus an applicable margin ranging from 0.5% to 1.25%; while LIBOR loans accrue interest at LIBOR, plus an applicable margin ranging from 1.5% to 2.25% . The applicable rates are adjusted quarterly based on average pricing availability. The unused line fee is also adjusted quarterly between 0.375% and 0.5% based on the average daily amount by which the Lenders' aggregate revolving commitments under the Credit Facility exceed the outstanding principal amount of revolver loans and the aggregate undrawn amount of all outstanding letters of credit issued under the Credit Facility. The obligations under the Credit Facility are guaranteed by us and secured by a pledge of substantially all of our assets, with the notable exclusion of any real estate or revenue equipment pledged under other financing agreements, including revenue equipment installment notes and capital leases. Borrowings under the Credit Facility are subject to a borrowing base limited to the lesser of (A) $95.0 million, minus the sum of the stated amount of all outstanding letters of credit; or (B) the sum of (i) 85% of eligible accounts receivable, plus (ii) the lesser of (a) 85% of the appraised net orderly liquidation value of eligible revenue equipment, (b) 95% of the net book value of eligible revenue equipment, or (c) 35% of the Lenders' aggregate revolving commitments under the Credit Facility, plus (iii) the lesser of (a) $25.0 million or (b) 65% of the appraised fair market value of eligible real estate. We had no borrowings outstanding under the Credit Facility as of June 30, 2015, undrawn letters of credit outstanding of approximately $33.4 million, and available borrowing capacity of $50.0 million. The Credit Facility includes usual and customary events of default for a facility of this nature and provides that, upon the occurrence and continuation of an event of default, payment of all amounts payable under the Credit Facility may be accelerated, and the Lenders' commitments may be terminated. If an event of default occurs under the Credit Facility and the Lenders cause all of the outstanding debt obligations under the Credit Facility to become due and payable, this could result in a default under other debt instruments that contain acceleration or cross-default provisions. The Credit Facility contains certain restrictions and covenants relating to, among other things, debt, dividends, liens, acquisitions and dispositions outside of the ordinary course of business, and affiliate transactions. Failure to comply with the covenants and restrictions set forth in the Credit Facility could result in an event of default. Capital lease obligations are utilized to finance a portion of our revenue equipment and are entered into with certain finance companies who are not parties to our Credit Facility. The leases in effect at June 30, 2015 terminate in July 2015 through February 2022 and contain guarantees of the residual value of the related equipment by us. As such, the residual guarantees are included in the related debt balance as a balloon payment at the end of the related term as well as included in the future minimum capital lease payments. These lease agreements require us to pay personal property taxes, maintenance, and operating expenses. Pricing for the revenue equipment installment notes is quoted by the respective financial affiliates of our primary revenue equipment suppliers and other lenders at the funding of each group of equipment acquired and include fixed annual rates for new equipment under retail installment contracts. The notes included in the funding are due in monthly installments with final maturities at various dates ranging from July 2015 to January 2022 . The notes contain certain requirements regarding payment, insuring of collateral, and other matters, but do not have any financial or other material covenants or events of default except certain notes totaling $136.1 million are cross-defaulted with the Credit Facility. Additionally, a portion of the abovementioned fuel hedge contracts totaling $11.2 million at June 30, 2015, is cross-defaulted with the Credit Facility. Additional borrowings from the financial affiliates of our primary revenue equipment suppliers and other lenders are expected to be available to fund new tractors expected to be delivered in 2015, while any other property and equipment purchases, including trailers, are expected to be funded with a combination of available cash, notes, operating leases, capital leases, and/or from the Credit Facility. |
Note 8 - Stock-Based Compensati
Note 8 - Stock-Based Compensation | 6 Months Ended |
Jun. 30, 2015 | |
Notes to Financial Statements | |
Disclosure of Compensation Related Costs, Share-based Payments [Text Block] | Note 8. Stock -Based Compensation In February 2013, the Compensation Committee of our Board of Directors approved, subject to stockholder approval, a third amendment (the "Third Amendment") to the 2006 Omnibus Incentive Plan (the "Incentive Plan"). The Third Amendment (i) provides that the maximum aggregate number of shares of Class A common stock available for grant of awards under the Incentive Plan from and after May 29, 2013, shall not exceed 750,000, plus any remaining available shares of the 800,000 shares previously made available under the second amendment to the Incentive Plan (the "Second Amendment"), and any expirations, forfeitures, cancellations, or certain other terminations of shares approved for grant under the Third Amendment or the Second Amendment previously reserved, plus any remaining expirations, forfeitures, cancellations, or certain other terminations of such shares, and (ii) re-sets the term of the Incentive Plan to expire with respect to the ability to grant new awards on June 30, 2023. The Compensation Committee also re-approved, subject to stockholder re-approval, the material terms of the performance-based goals under the Incentive Plan so that certain incentive awards granted thereunder would continue to qualify as exempt "performance-based compensation" under Internal Revenue Code Section 162(m). The Company's stockholders approved the adoption of the Third Amendment and re-approved the material terms of the performance-based goals under the Incentive Plan at the Company's 2013 Annual Meeting held on May 29, 2013. The Incentive Plan permits annual awards of shares of our Class A common stock to executives, other key employees, consultants, non-employee directors, and eligible participants under various types of options, restricted stock awards, or other equity instruments. At June 30, 2015, 726,353 of the abovementioned 1,550,000 shares were available for award under the Incentive Plan. No participant in the Incentive Plan may receive awards of any type of equity instruments in any calendar-year that relates to more than 200,000 shares of our Class A common stock. No awards may be made under the Incentive Plan after June 30, 2023. Included in salaries, wages, and related expenses within the condensed consolidated statements of operations for the three months ended June 30, 2015 and 2014, is stock-based compensation expense of approximately $0.6 million and $0.2 million respectively. All stock compensation expense recorded in 2014 and 2015 relates to restricted shares given no options were granted during these periods. Associated with stock compensation expense was a $1.8 million income tax benefit at June 30, 2015 related to the exercise of stock options and restricted share vesting, resulting in related changes in taxable income and offsetting changes to additional paid in capital. An additional $0.2 million and $0.1 million of stock-based compensation was recorded in general supplies and expenses in the condensed consolidated statements of operations for the three and six months ended June 30, 2015 and 2014, respectively, as it relates to the issuance of restricted stock to non-employee directors. The Incentive Plan allows participants to pay the federal and state minimum statutory tax withholding requirements related to awards that vest or allows participants to deliver to us shares of Class A common stock having a fair market value equal to the minimum amount of such required withholding taxes. To satisfy withholding requirements for shares that vested, certain participants elected to forfeit receipt of 57,965 of shares of Class A common stock at a weighted average per share price of $30.81 based on the closing price of our Class A common stock on the dates the shares vested in 2015, in lieu of the federal and state minimum statutory tax withholding requirements. We remitted $1.8 million to the proper taxing authorities in satisfaction of the employees' minimum statutory withholding requirements. During the second quarter of 2015, certain employees exercised 24,000 stock options, which provided for approximately $0.3 million of proceeds. |
Note 9 - Equity Method Investme
Note 9 - Equity Method Investment | 6 Months Ended |
Jun. 30, 2015 | |
Notes to Financial Statements | |
Equity Method Investment [Text Block] | Note 9. Equity Method Investment In May 2011, we acquired a 49.0% interest in TEL for $1.5 million in cash. Additionally, TEL’s majority owners were eligible to receive an earn-out of up to $4.5 million for TEL’s results through December 31, 2012, of which $1.0 million was earned based on TEL’s 2011 results and $2.4 million was earned based on TEL’s 2012 results. The earn-out payments increased our investment balance and there are no additional possible earn-outs. TEL is a tractor and trailer equipment leasing company and used equipment reseller. We have not guaranteed any of TEL’s debt and have no obligation to provide funding, services, or assets. We have an option to acquire 100% of TEL through May 31, 2016, by purchasing the majority owners’ interest based on a multiple of TEL’s average earnings before interest and taxes, adjusted for certain items including cash and debt balances as of the acquisition date. Subsequent to May 31, 2016, TEL’s majority owners have the option to acquire our interest based on the same terms detailed above. During the six-month period ended June 30, 2015, we sold tractors and trailers to TEL totaling $5.8 million and received $0.6 million for providing various maintenance services, certain back-office functions, and for miscellaneous equipment. We recognized net deferred gains of $0.1 million representing 49% of the gains on the units sold to TEL less any gains previously deferred and recognized when the equipment was subsequently sold to a third party. The deferred gains, totaling $0.9 million at June 30, 2015, are being carried as a reduction in our investment in TEL. At June 30, 2015 and December 31, 2014, we had a receivable from TEL for $2.3 million and $2.2 million, respectively, related to cash disbursements made pursuant to a cash management agreement and related to providing various maintenance services, certain back-office functions, and for miscellaneous equipment. We have accounted for our investment in TEL using the equity method of accounting and thus our financial results include our proportionate share of TEL’s 2015 net income, or $2.7 million. Our investment in TEL, totaling $14.8 million and $12.2 million, at June 30, 2015 and December 31, 2014, respectively, is included in other assets in the accompanying condensed consolidated balance sheets. Our investment in TEL is comprised of the $1.5 million cash investment noted above and our equity in TEL’s earnings since our investment, partially offset by dividends received since our investment for minimum tax withholdings and the abovementioned gains on sales of equipment to TEL. See TEL’s summarized financial information below: (in thousands) As of June 30, 2015 As of December 31, 2014 Current Assets $ 13,515 $ 14,525 Non-current Assets 83,119 64,731 Current Liabilities 5,429 16,733 Non-current Liabilities 68,841 45,687 Total Equity $ 22,364 $ 16,836 For the three months ended June 30, 2015 For the three months ended June 30, 2014 For the six months ended June 30, 2015 For the six months ended June 30, 2014 Revenue $ 34,386 $ 23,242 $ 63,415 $ 40,889 Operating Expenses 30,850 20,956 56,403 36,493 Operating Income 3,536 2,286 7,012 4,396 Net Income $ 2,750 $ 1,766 $ 5,527 $ 3,427 |
Note 10 - Commitments and Conti
Note 10 - Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2015 | |
Notes to Financial Statements | |
Commitments and Contingencies Disclosure [Text Block] | Note 10. Commitments and Contingencies From time-to-time, we are a party to routine litigation arising in the ordinary course of business, most of which involves claims for personal injury and property damage incurred in connection with the transportation of freight. We maintain insurance to cover liabilities arising from the transportation of freight for amounts in excess of certain self-insured retentions. In management's opinion, our potential exposure under pending legal proceedings is adequately provided for in the accompanying condensed consolidated financial statements. In August 2014, the U.S. District Court for the Southern District of Ohio issued a pre-trial decision in a lawsuit against our Southern Refrigerated Transport, Inc. subsidiary ("SRT") relating to a cargo claim incurred in 2008. The court awarded the plaintiff approximately $5.9 million plus prejudgment interest and costs and denied a cross-motion for summary judgment by SRT. Previously, the court had ruled in favor of SRT on all but one count before overturning its earlier decision and ruling in favor of the plaintiff. SRT filed a Notice of Appeal with the U.S. Sixth Circuit Court of Appeals on September 24, 2014. The appeal has been fully briefed by the parties and oral arguments began on August 6, 2015. As a result of this decision and pending final outcome of the appeal, we increased the reserve for this claim by approximately $7.5 million to approximately $8.1 million during the third quarter of 2014 . Effective April 2015, we entered into a new auto liability policy with a three-year term. The policy retains the first $1.0 million per occurrence limit for the primary layer of our auto liability program, and expands excess coverage to $20.0 million. Additionally, effective April 2015, we commuted two liability policies for the period from April 1, 2013 through September 30, 2014, such that we are now responsible for any claim that occurred during that period up to $20.0 million, should such a claim develop. We recorded a $3.6 million reduction in insurance and claims expense in the second quarter of 2015 related to the commutation. The insurer did not remit the premium refund directly to the Company, but rather applied a credit to the current auto liability insurance policy, such that we recorded the policy release premium refund as a prepaid asset at June 30, 2015. As a result of the commutation and the Company’s improved safety statistics over the prior policy, the Company received favorable premium pricing for the upcoming three year policy period, which we expect will reduce the fixed portion of insurance expense going forward. We had $33.4 million and $34.3 million of outstanding and undrawn letters of credit as of June 30, 2015 and December 31, 2014, respectively. The letters of credit are maintained primarily to support our insurance programs. |
Note 11 - Accumulated Other Com
Note 11 - Accumulated Other Comprehensive Loss ("AOCI") | 6 Months Ended |
Jun. 30, 2015 | |
Notes to Financial Statements | |
Comprehensive Income (Loss) Note [Text Block] | Note 11. Accumulated Other Comprehensive Income ("AOCI") AOCI is comprised of net income and other adjustments, including changes in the fair value of certain derivative financial instruments qualifying as cash flow hedges. The following table summarizes the change in the components of our AOCI balance for the periods presented (in thousands; presented net of tax): Details about AOCI Components Amount Reclassified from AOCI for the three months ended June 30, 2015 Amount Reclassified from AOCI for the six months ended June 30, 2015 Affected Line Item in the Statement of Operations Gains on cash flow hedges Commodity derivative contracts $ 3,066 $ 6,470 Fuel expense (1,174 ) (2,478 ) Income tax benefit $ 1,892 $ 3,992 Net of tax |
Note 12 - Subsequent Event
Note 12 - Subsequent Event | 6 Months Ended |
Jun. 30, 2015 | |
Notes to Financial Statements | |
Subsequent Events [Text Block] | Note 12. Subsequent Events On July 23, 2015, we announced that our Board of Directors had approved a stock repurchase program authorizing the purchase of up to $5 .0 million of the Company's Class A common stock from time-to-time based upon market conditions and other factors. The stock may be repurchased on the open market or in privately negotiated transactions. The repurchased shares will be held as treasury stock and may be used for general corporate purposes as the Board may determine. We have completed the repurchase program . On July 30, 2015, we entered into a purchase agreement involving our corporate headquarters, a maintenance facility, and certain surrounding property in Chattanooga, Tennessee for approximately $36.5 million. The Company plans to finance the purchase with a third party lender and enter into an interest rate swap to fix the related interest rate. |
Significant Accounting Policies
Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2015 | |
Accounting Policies [Abstract] | |
Basis of Accounting, Policy [Policy Text Block] | Basis of Presentation The condensed consolidated financial statements include the accounts of Covenant Transportation Group, Inc., a Nevada holding company, and its wholly owned subsidiaries. References in this report to "we," "us," "our," the "Company," and similar expressions refer to Covenant Transportation Group, Inc. and its wholly owned subsidiaries. All significant intercompany balances and transactions have been eliminated in consolidation. The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X promulgated under the Securities Act of 1933. In preparing financial statements, it is necessary for management to make assumptions and estimates affecting the amounts reported in the condensed consolidated financial statements and related notes. These estimates and assumptions are developed based upon all information available. Actual results could differ from estimated amounts. In the opinion of management, the accompanying financial statements include all adjustments that are necessary for a fair presentation of the results for the interim periods presented, such adjustments being of a normal recurring nature. Certain information and footnote disclosures have been condensed or omitted pursuant to such rules and regulations. The December 31, 2014, condensed consolidated balance sheet was derived from our audited balance sheet as of that date. The Company’s operating results are subject to seasonal trends when measured on a quarterly basis; therefore operating results for the three and six months ended June 30, 2015 are not necessarily indicative of the results that may be expected for the year ending December 31, 2015. These condensed consolidated financial statements and notes thereto should be read in conjunction with the consolidated financial statements and notes thereto included in our Form 10-K for the year ended December 31, 2014. Results of operations in interim periods are not necessarily indicative of results to be expected for a full year. |
Note 2 - Income Per Share (Tabl
Note 2 - Income Per Share (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Notes Tables | |
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block] | (in thousands except per share data) Three Months ended June 30, Six Months ended June 30, 2015 2014 2015 2014 Numerator: Net income $ 11,001 $ 3,780 $ 21,228 $ 2,406 Denominator: Denominator for basic earnings per share – weighted-average shares 18,261 14,930 18,204 14,922 Effect of dilutive securities: Equivalent shares issuable upon conversion of unvested restricted stock 151 249 149 254 Equivalent shares issuable upon conversion of unvested employee stock options 1 - 8 - Denominator for diluted earnings per share – adjusted weighted-average shares and assumed conversions 18,413 15,179 18,361 15,176 Basic income per share: $ 0.60 $ 0.25 $ 1.17 $ 0.16 Diluted income per share: $ 0.60 $ 0.25 $ 1.16 $ 0.16 |
Note 3 - Segment Information (T
Note 3 - Segment Information (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Notes Tables | |
Schedule of Segment Reporting Information, by Segment [Table Text Block] | (in thousands) Three months ended June 30, Six months ended June 30, 2015 2014 2015 2014 Total Revenues: Truckload $ 162,800 $ 160,338 $ 320,048 $ 310,593 Other 12,651 13,316 22,618 24,018 Total $ 175,451 $ 173,654 $ 342,666 $ 334,611 Operating Income: Truckload $ 16,749 $ 12,065 $ 30,879 $ 12,515 Other 580 565 917 1,106 Unallocated Corporate Overhead 1,445 (3,574 ) (2,980 ) (4,211 ) Total $ 18,774 $ 9,056 $ 28,816 $ 9,410 |
Note 5 - Fair Value of Financ24
Note 5 - Fair Value of Financial Instruments (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Notes Tables | |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis [Table Text Block] | (in thousands) Hedge derivative assets June 30, 2015 (1) December 31, 2014 (1) Fair Value of Derivatives $ (15,725) $ (22,720) Quoted Prices in Active Markets (Level 1) - - Significant Other Observable Inputs (Level 2) $ (15,725) $ (22,720) Significant Unobservable Inputs (Level 3) - - |
Note 7 - Debt (Tables)
Note 7 - Debt (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Notes Tables | |
Schedule of Debt [Table Text Block] | (in thousands) June 30, 2015 December 31, 2014 Current Long-Term Current Long-Term Borrowings under Credit Facility $ - $ - $ - $ - Revenue equipment installment notes with finance companies; weighted average interest rate of 3.7% at June 30, 2015 and December 31, 2014 due in monthly installments with final maturities at various dates ranging from July 2015 to January 2022, secured by related revenue equipment 23,370 121,130 27,550 155,832 Real estate note; interest rate of 2.5% at June 30, 2015 and December 31, 2014, due in monthly installments with fixed maturity at December 2018, secured by related real estate 152 3,538 166 3,608 Other note payable, interest rate of 3.0% at December 31, 2014 - - 108 91 Total debt 23,522 124,669 27,824 159,531 Principal portion of capital lease obligations, secured by related revenue equipment 1,737 13,702 1,606 13,372 Total debt and capital lease obligations $ 25,260 $ 138,370 $ 29,430 $ 172,903 |
Note 9 - Equity Method Invest26
Note 9 - Equity Method Investment (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Income Statement [Member] | |
Notes Tables | |
Equity Method Investments [Table Text Block] | For the three months ended June 30, 2015 For the three months ended June 30, 2014 For the six months ended June 30, 2015 For the six months ended June 30, 2014 Revenue $ 34,386 $ 23,242 $ 63,415 $ 40,889 Operating Expenses 30,850 20,956 56,403 36,493 Operating Income 3,536 2,286 7,012 4,396 Net Income $ 2,750 $ 1,766 $ 5,527 $ 3,427 |
Balance Sheet [Member] | |
Notes Tables | |
Equity Method Investments [Table Text Block] | (in thousands) As of June 30, 2015 As of December 31, 2014 Current Assets $ 13,515 $ 14,525 Non-current Assets 83,119 64,731 Current Liabilities 5,429 16,733 Non-current Liabilities 68,841 45,687 Total Equity $ 22,364 $ 16,836 |
Note 11 - Accumulated Other C27
Note 11 - Accumulated Other Comprehensive Loss ("AOCI") (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Notes Tables | |
Reclassification out of Accumulated Other Comprehensive Income [Table Text Block] | Details about AOCI Components Amount Reclassified from AOCI for the three months ended June 30, 2015 Amount Reclassified from AOCI for the six months ended June 30, 2015 Affected Line Item in the Statement of Operations Gains on cash flow hedges Commodity derivative contracts $ 3,066 $ 6,470 Fuel expense (1,174 ) (2,478 ) Income tax benefit $ 1,892 $ 3,992 Net of tax |
Note 2 - Calculation of Net Inc
Note 2 - Calculation of Net Income (Loss) Per Share (Details) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Numerator: | ||||
Net income | $ 11,001 | $ 3,780 | $ 21,228 | $ 2,406 |
Denominator: | ||||
Basic weighted average shares outstanding (in shares) | 18,261 | 14,930 | 18,204 | 14,922 |
Effect of dilutive securities: | ||||
Equivalent shares issuable upon conversion of unvested restricted stock (in shares) | 151 | 249 | 149 | 254 |
Equivalent shares issuable upon conversion of unvested employee stock options (in shares) | 1 | 8 | ||
Denominator for diluted earnings per share – adjusted weighted-average shares and assumed conversions (in shares) | 18,413 | 15,179 | 18,361 | 15,176 |
Basic net income per share (in dollars per share) | $ 0.60 | $ 0.25 | $ 1.17 | $ 0.16 |
Diluted net income per share (in dollars per share) | $ 0.60 | $ 0.25 | $ 1.16 | $ 0.16 |
Note 3 - Segment Information (D
Note 3 - Segment Information (Details Textual) | 6 Months Ended |
Jun. 30, 2015 | |
Number of Reportable Segments | 1 |
Note 3 - Segment Information 30
Note 3 - Segment Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Truckload [Member] | Operating Segments [Member] | ||||
Revenues | $ 162,800 | $ 160,338 | $ 320,048 | $ 310,593 |
Operating income (loss) | 16,749 | 12,065 | 30,879 | 12,515 |
Other Segments [Member] | Operating Segments [Member] | ||||
Revenues | 12,651 | 13,316 | 22,618 | 24,018 |
Operating income (loss) | 580 | 565 | 917 | 1,106 |
Corporate, Non-Segment [Member] | ||||
Operating income (loss) | 1,445 | (3,574) | (2,980) | (4,211) |
Revenues | 175,451 | 173,654 | 342,666 | 334,611 |
Operating income (loss) | $ 18,774 | $ 9,056 | $ 28,816 | $ 9,410 |
Note 4 - Income Taxes (Details
Note 4 - Income Taxes (Details Textual) - Jun. 30, 2015 - USD ($) $ in Millions | Total |
State and Local Jurisdiction [Member] | |
Deferred Tax Assets, Valuation Allowance | $ 1 |
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 35.00% |
Unrecognized Tax Benefits, Increase Resulting from Prior Period Tax Positions | $ 1.6 |
Note 5 - Fair Value of Financ32
Note 5 - Fair Value of Financial Instruments (Details Textual) - USD ($) | Jun. 30, 2015 | Dec. 31, 2014 |
Collateral for Collection Issues [Member] | ||
Accounts Payable | $ 300,000 | |
Derivative, Collateral Right to Reclaim Cash, Net | 0 | $ 5,000,000 |
Trade Receivables Held-for-sale, Net, Not Part of Disposal Group | 14,900,000 | |
Allowance for Doubtful Accounts Receivable | $ 200,000 |
Note 5 - Fair Value of Financ33
Note 5 - Fair Value of Financial Instruments - Assets and Liabilities Measured at Fair Value on a Recurring Basis (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 | |
Fair Value, Inputs, Level 1 [Member] | |||
Fair Value of Derivatives | [1] | ||
Fair Value, Inputs, Level 2 [Member] | |||
Fair Value of Derivatives | [1] | $ (15,725) | $ (22,720) |
Fair Value, Inputs, Level 3 [Member] | |||
Fair Value of Derivatives | [1] | ||
Fair Value of Derivatives | [1] | $ (15,725) | $ (22,720) |
[1] | Excludes cash collateral of $5.0 million provided by the Company to the counterparty at December 31, 2014. No cash collateral was provided by the Company to the counterparty at June 30, 2015. |
Note 6 - Derivative Instrumen34
Note 6 - Derivative Instruments (Details Textual) gal in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015USD ($)$ / gal | Jun. 30, 2014$ / gal | Jun. 30, 2015USD ($)gal | Dec. 31, 2014USD ($) | |
Hedge Contracts, Ineffectiveness [Member] | ||||
Derivative, Additional Fuel Expense | $ 500,000 | $ 900,000 | ||
Fuel Hedge Contracts For 2015 Fuel Requirements [Member] | ||||
Derivative, Nonmonetary Notional Amount, Volume | gal | 6.3 | |||
Percent of Projected Fuel Requirements | 23.00% | |||
Fuel Hedge Contracts for 2016 Fuel Requirements [Member] | ||||
Derivative, Nonmonetary Notional Amount, Volume | gal | 12.1 | |||
Percent of Projected Fuel Requirements | 21.90% | |||
Fuel Hedge Contracts for 2017 Fuel Requirements [Member] | ||||
Derivative, Nonmonetary Notional Amount, Volume | gal | 9.1 | |||
Percent of Projected Fuel Requirements | 16.40% | |||
Fuel Hedge Contracts for 2018 Requirements [Member] | ||||
Derivative, Nonmonetary Notional Amount, Volume | gal | 1.5 | |||
Percent of Projected Fuel Requirements | 2.70% | |||
Expired or Sold Contracts [Member] | ||||
Derivative Instruments, Gain (Loss) Reclassified from Accumulated OCI into Income, Effective Portion, Net | 3,100,000 | $ 6,500,000 | ||
Additional Fuel Expense No Longer Deemed to be Effective [Member] | ||||
Derivative Instruments, Gain (Loss) Reclassified from Accumulated OCI into Income, Effective Portion, Net | $ 500,000 | 900,000 | ||
Maximum [Member] | ||||
Underlying, Derivative Volume | $ / gal | 1.98 | 3.01 | ||
Minimum [Member] | ||||
Underlying, Derivative Volume | $ / gal | 1.62 | 2.82 | ||
Derivative, Collateral Right to Reclaim Cash, Net | $ 0 | 0 | $ 5,000,000 | |
Cash Flow Hedge Derivative Instrument Assets at Fair Value | $ 15,700,000 | 15,700,000 | ||
Cash Flow Hedge Gain (Loss) to be Reclassified within Twelve Months | $ (6,800,000) |
Note 7 - Debt (Details Textual)
Note 7 - Debt (Details Textual) - USD ($) | 1 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jan. 31, 2013 | Jun. 30, 2015 | Dec. 31, 2014 | May. 31, 2011 | Sep. 30, 2008 | |
Letter of Credit [Member] | |||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 85,000,000 | ||||
Swing Line Sub Facility [Member] | |||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 10,000,000 | ||||
Percent of Aggregate Commitments under Credit Facility | 10.00% | ||||
When Availability is less than 50 Million [Member] | |||||
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage | 0.375% | ||||
When Availability is at least 50 Million [Member] | |||||
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage | 0.50% | ||||
Testing of Fixed Charge Coverage Ratio Covenant [Member] | |||||
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage | 12.50% | ||||
Line of Credit Facility, Revolver Commitment, Amount | $ 11,900,000 | ||||
Cash Dominion Applies [Member] | |||||
Line of Credit Facility, Revolver Commitment, Amount | $ 14,300,000 | ||||
Line of Credit Facility, Availability as Percentage of Revolver Commitment | 15.00% | ||||
Eighth Amendment [Member] | Maximum [Member] | Transport Enterprise Leasing LLC [Member] | |||||
Equity Method Investment, Ownership Percentage | 51.00% | ||||
Eighth Amendment [Member] | |||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 95,000,000 | ||||
Base Rate Loans [Member] | Maximum [Member] | Applicable Margin [Member] | |||||
Debt Instrument, Basis Spread on Variable Rate | 1.25% | ||||
Base Rate Loans [Member] | Minimum [Member] | Applicable Margin [Member] | |||||
Debt Instrument, Basis Spread on Variable Rate | 0.50% | ||||
Base Rate Loans [Member] | Federal Funds Rate [Member] | |||||
Debt Instrument, Basis Spread on Variable Rate | 0.50% | ||||
Base Rate Loans [Member] | London Interbank Offered Rate (LIBOR) [Member] | |||||
Debt Instrument, Basis Spread on Variable Rate | 1.00% | ||||
LIBOR [Member] | Maximum [Member] | Applicable Margin [Member] | |||||
Debt Instrument, Basis Spread on Variable Rate | 2.25% | ||||
LIBOR [Member] | Minimum [Member] | Applicable Margin [Member] | |||||
Debt Instrument, Basis Spread on Variable Rate | 1.50% | ||||
Maximum [Member] | |||||
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage | 0.50% | ||||
Minimum [Member] | |||||
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage | 0.375% | ||||
Transport Enterprise Leasing LLC [Member] | |||||
Equity Method Investment, Ownership Percentage | 49.00% | ||||
Fixed Charge Coverage Requirement | $ 0 | $ 0 | |||
Long-term Line of Credit | 0 | ||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 85,000,000 | ||||
Line of Credit Facility, Maximum Increase in Borrowing Capacity | $ 50,000,000 | ||||
Line of Credit Facility, Availability Block Removed | 15,000,000 | ||||
Line of Credit Facility, Revolver Commitment, Amount | $ 25,000,000 | ||||
Line of Credit Facility, Availability as Percentage of Revolver Commitment | 35.00% | ||||
Maximum Stock Repurchase, Aggregate Amount Allowed Pursuant to Credit Facility Agreement | 5,000,000 | ||||
Debt Instrument, Fee Amount | $ 300,000 | ||||
Percent of Eligible Accounts Receivable | 85.00% | ||||
Percent of Appraised Net Orderly Liquidation, Value of Eligible Revenue Equipment | 85.00% | ||||
Percent of Net Book Value of Eligible Revenue Equipment | 95.00% | ||||
Percent of Appraised Fair Market Value of Eligible Real Estate | 65.00% | ||||
Letters of Credit Outstanding, Amount | $ 33,400,000 | $ 34,300,000 | |||
Line of Credit Facility, Remaining Borrowing Capacity | 50,000,000 | ||||
Debt, Secured with a Cross Default Feature | 136,100,000 | ||||
Commodity Contract Asset, Current | $ 11,200,000 |
Note 7 - Current and Long-term
Note 7 - Current and Long-term Debt (Details) - USD ($) | Jun. 30, 2015 | Dec. 31, 2014 |
Revenue Equipment Installment Notes [Member] | ||
Current maturities of long-term debt | $ 23,370,000 | $ 27,550,000 |
Long-term debt | 121,130,000 | 155,832,000 |
Real Estate Note [Member] | ||
Current maturities of long-term debt | 152,000 | 166,000 |
Long-term debt | $ 3,538,000 | 3,608,000 |
Other Note Payable [Member] | ||
Current maturities of long-term debt | 108,000 | |
Long-term debt | 91,000 | |
Borrowings under Credit Facility | $ 0 | 0 |
Current maturities of long-term debt | 23,522,000 | 27,824,000 |
Long-term debt | 124,669,000 | 159,531,000 |
Current portion of capital lease obligations | 1,737,000 | 1,606,000 |
Principal portion of capital lease obligations, secured by related revenue equipment | 13,702,000 | 13,372,000 |
Total debt and capital lease obligations | 25,260,000 | 29,430,000 |
Total debt and capital lease obligations | $ 138,370,000 | $ 172,903,000 |
Note 7 - Current and Long-ter37
Note 7 - Current and Long-term Debt (Details) (Parentheticals) | Jun. 30, 2015 | Dec. 31, 2014 |
Revenue Equipment Installment Notes [Member] | ||
Interest rate on notes payable | 3.70% | 3.70% |
Real Estate Note [Member] | ||
Interest rate on notes payable | 2.50% | 2.50% |
Other Note Payable [Member] | ||
Interest rate on notes payable | 3.00% | 3.00% |
Note 8 - Stock-Based Compensa38
Note 8 - Stock-Based Compensation (Details Textual) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Feb. 28, 2013 | |
General Supplies and Expenses [Member] | Restricted Stock [Member] | |||||
Allocated Share-based Compensation Expense | $ 200 | $ 100 | $ 200 | $ 100 | |
Salaries Wages And Related Expenses [Member] | |||||
Allocated Share-based Compensation Expense | $ 600 | $ 200 | |||
Performance Shares [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period | 24,000 | ||||
Proceeds from Stock Options Exercised | $ 300 | ||||
Third Amendment [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | 750,000 | ||||
Second Amendment [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | 800,000 | ||||
Common Class A [Member] | |||||
Shares Paid for Tax Withholding for Share Based Compensation | 57,965 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Per Share Weighted Average Price of Shares Purchased | $ 30.81 | $ 30.81 | |||
Payments Related to Tax Withholding for Share-based Compensation | $ 1,800 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 0 | 0 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | 1,550,000 | 1,550,000 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant | 726,353 | 726,353 | |||
Maximum Number of Shares of Class A Common Stock Awarded to any Participant in the Incentive Plan in any Calendar Year | 200,000 | 200,000 | |||
Adjustments to Additional Paid in Capital, Income Tax Benefit from Share-based Compensation | $ 1,757 | ||||
Payments Related to Tax Withholding for Share-based Compensation | 1,786 | $ 174 | |||
Proceeds from Stock Options Exercised | $ 1,092 |
Note 9 - Equity Method Invest39
Note 9 - Equity Method Investment (Details Textual) - USD ($) | 1 Months Ended | 3 Months Ended | 6 Months Ended | ||||
May. 31, 2011 | Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | May. 31, 2016 | Dec. 31, 2014 | |
Earnout [Member] | |||||||
Accrued Liabilities, Current | $ 0 | $ 0 | |||||
Transport Enterprise Leasing LLC [Member] | Based on 2011 Results [Member] | |||||||
Business Combination, Contingent Consideration, Liability | $ 1,000,000 | ||||||
Transport Enterprise Leasing LLC [Member] | Based on 2012 Results [Member] | |||||||
Income (Loss) from Equity Method Investments | $ 2,400,000 | ||||||
Transport Enterprise Leasing LLC [Member] | Services Provided [Member] | |||||||
Revenue from Related Parties | 600,000 | ||||||
Transport Enterprise Leasing LLC [Member] | Reduction in TEL Investment [Member] | |||||||
Deferred Gain on Sale of Property | 900,000 | 900,000 | |||||
Transport Enterprise Leasing LLC [Member] | |||||||
Equity Method Investment, Ownership Percentage | 49.00% | ||||||
Payments to Acquire Equity Method Investments | $ 1,500,000 | 1,500,000 | |||||
Business Combination, Contingent Consideration Arrangements, Range of Outcomes, Value, High | $ 4,500,000 | ||||||
Income (Loss) from Equity Method Investments | 2,700,000 | ||||||
Proceeds from Sale of Property, Plant, and Equipment | 5,800,000 | ||||||
Deferred Gain on Sale of Property | 100,000 | 100,000 | |||||
Due from Related Parties | 2,300,000 | 2,300,000 | $ 2,200,000 | ||||
Equity Method Investments | 14,800,000 | 14,800,000 | 12,200,000 | ||||
Scenario, Forecast [Member] | |||||||
Option to Acquire Interest in Equity Method Investment, Percentage of Ownership | 100.00% | ||||||
Accrued Liabilities, Current | 32,942,000 | 32,942,000 | $ 39,470,000 | ||||
Income (Loss) from Equity Method Investments | $ 1,335,000 | $ 850,000 | 2,720,000 | $ 1,650,000 | |||
Proceeds from Sale of Property, Plant, and Equipment | $ 21,620,000 | $ 48,540,000 |
Note 9 - Equity Method Invest40
Note 9 - Equity Method Investment - TEL's Summarized Financial Information - Balance Sheets (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Current Assets | $ 13,515 | $ 14,525 |
Non-current Assets | 83,119 | 64,731 |
Current Liabilities | 5,429 | 16,733 |
Non-current Liabilities | 68,841 | 45,687 |
Total Equity | $ 22,364 | $ 16,836 |
Note 9 - Equity Method Invest41
Note 9 - Equity Method Investment - TEL's Summarized Financial Information - Income Statement (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Revenue | $ 34,386 | $ 23,242 | $ 63,415 | $ 40,889 |
Operating Expenses | 30,850 | 20,956 | 56,403 | 36,493 |
Operating Income | 3,536 | 2,286 | 7,012 | 4,396 |
Net Income | $ 2,750 | $ 1,766 | $ 5,527 | $ 3,427 |
Note 10 - Commitments and Con42
Note 10 - Commitments and Contingencies (Details Textual) - USD ($) | Aug. 26, 2014 | Apr. 30, 2015 | Sep. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2015 | Jun. 30, 2014 | Dec. 31, 2014 |
Cargo Claim [Member] | |||||||
Litigation Settlement, Amount | $ 5,900,000 | ||||||
Increase (Decrease) in Liability for Claims and Claims Adjustment Expense Reserve | $ 7,500,000 | $ 8,100,000 | |||||
Insurance Policy Term | 3 years | ||||||
Insurance Policy Primary Occurence Limit | $ 1,000,000 | ||||||
Loss Contingency, Range of Possible Loss, Maximum | $ 20,000,000 | ||||||
Refund on Commutation of Auto Liability Insurance Policy | $ 3,600,000 | $ 3,600,000 | |||||
Letters of Credit Outstanding, Amount | $ 33,400,000 | $ 33,400,000 | $ 34,300,000 |
Note 11 - Components of AOCI (D
Note 11 - Components of AOCI (Details) - Jun. 30, 2015 - Commodity Contract [Member] - Reclassification out of Accumulated Other Comprehensive Income [Member] - USD ($) $ in Thousands | Total | Total |
Fuel Expense [Member] | ||
Gains on cash flow hedges | ||
Commodity derivative contracts | $ 3,066 | $ 6,470 |
Income Tax Expense [Member] | ||
Gains on cash flow hedges | ||
(1,174) | (2,478) | |
$ 1,892 | $ 3,992 |
Note 12 - Subsequent Event (Det
Note 12 - Subsequent Event (Details Textual) - Subsequent Event [Member] - USD ($) $ in Millions | Jul. 30, 2015 | Jul. 23, 2015 |
Common Class A [Member] | ||
Stock Repurchase Program, Authorized Amount | $ 5 | |
Purchase of Corporate Headquarters, Maintenance Facility, and Surrounding Property [Member] | ||
Other Commitment | $ 36.5 |