Document And Entity Information
Document And Entity Information - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2015 | Feb. 26, 2016 | Jun. 30, 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) | 15,779,282 | ||
Entity Registrant Name | COVENANT TRANSPORTATION GROUP INC | ||
Entity Central Index Key | 928,658 | ||
Trading Symbol | cvti | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Filer Category | Accelerated Filer | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Public Float | $ 297.2 | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2015 | ||
Document Fiscal Year Focus | 2,015 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Common Class A [Member] | ||
Stockholders' equity: | ||
Class A common stock, $.01 par value; 20,000,000 shares authorized; 15,922,879 shares issued 15,773,381 shares outstanding as of December 31, 2015; and 15,746,609 issued and outstanding as of December 31, 2014 | $ 170 | $ 168 |
Class B common stock, $.01 par value; 5,000,000 shares authorized; 2,350,000 shares issued and outstanding | 170 | 168 |
Common Class B [Member] | ||
Stockholders' equity: | ||
Class A common stock, $.01 par value; 20,000,000 shares authorized; 15,922,879 shares issued 15,773,381 shares outstanding as of December 31, 2015; and 15,746,609 issued and outstanding as of December 31, 2014 | 24 | 24 |
Class B common stock, $.01 par value; 5,000,000 shares authorized; 2,350,000 shares issued and outstanding | 24 | 24 |
Cash and cash equivalents | 4,490 | 21,330 |
Accounts receivable, net of allowance of $1,857 in 2015 and $1,767 in 2014 | 112,669 | 95,943 |
Drivers' advances and other receivables, net of allowance of $1,005 in 2015 and $1,290 in 2014 | 8,779 | 5,770 |
Inventory and supplies | 4,004 | 4,402 |
Prepaid expenses | 8,678 | 9,028 |
Assets held for sale | 25,626 | 4,268 |
Income taxes receivable | 8,591 | 1,309 |
Total current assets | 172,837 | 142,050 |
Property and equipment, at cost | 596,071 | 505,345 |
Less: accumulated depreciation and amortization | (142,022) | (122,854) |
Net property and equipment | 454,049 | 382,491 |
Other assets, net | 20,537 | 14,763 |
Total assets | 647,423 | $ 539,304 |
Checks outstanding in excess of bank balances | 4,698 | |
Accounts payable | 12,272 | $ 9,623 |
Accrued expenses | 30,143 | 36,542 |
Current maturities of long-term debt | 39,645 | 27,824 |
Current portion of capital lease obligations | 4,031 | 1,606 |
Current portion of insurance and claims accrual | 17,134 | 17,565 |
Other short-term liabilities | 18,549 | 7,999 |
Total current liabilities | 126,472 | 101,159 |
Long-term debt | 196,513 | 159,531 |
Long-term portion of capital lease obligations | 10,547 | 13,372 |
Insurance and claims accrual | 22,300 | 23,173 |
Deferred income taxes | 76,981 | 59,004 |
Other long-term liabilities | 12,450 | 13,861 |
Total liabilities | $ 445,263 | $ 370,100 |
Commitments and contingent liabilities | ||
Additional paid-in-capital | $ 139,968 | $ 141,248 |
Treasury stock at cost; 149,498 and 0 shares as of December 31, 2015 and 2014, respectively | (3,408) | |
Accumulated other comprehensive loss | (17,544) | $ (13,101) |
Retained earnings | 82,950 | 40,865 |
Total stockholders' equity | 202,160 | 169,204 |
Total liabilities and stockholders' equity | $ 647,423 | $ 539,304 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parentheticals) - USD ($) $ in Thousands | Dec. 31, 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) | 15,773,381 | 15,746,609 |
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) | 15,773,381 | 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 |
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 | $ 1,857 | $ 1,767 |
Drivers' advances and other receivables, allowance | $ 1,005 | $ 1,290 |
Treasury stock, shares (in shares) | 149,498 | 0 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Revenues | |||
Freight revenue | $ 640,120 | $ 578,204 | $ 538,933 |
Fuel surcharge revenue | 84,120 | 140,776 | 145,616 |
Total revenue | 724,240 | 718,980 | 684,549 |
Operating expenses: | |||
Salaries, wages, and related expenses | 244,779 | 231,761 | 218,946 |
Fuel expense | 122,160 | 168,856 | 186,002 |
Operations and maintenance | 46,458 | 47,251 | 50,043 |
Revenue equipment rentals and purchased transportation | 118,583 | 111,772 | 102,954 |
Operating taxes and licenses | 11,016 | 10,960 | 10,969 |
Insurance and claims | 31,909 | 39,594 | 30,305 |
Communications and utilities | 6,162 | 5,806 | 5,240 |
General supplies and expenses | 14,007 | 16,950 | 16,002 |
Depreciation and amortization, including gains and losses on disposition of equipment | 61,384 | 46,384 | 43,694 |
Total operating expenses | 656,458 | 679,334 | 664,155 |
Operating income | 67,782 | 39,646 | 20,394 |
Other expenses (income): | |||
Interest expense | $ 8,445 | 10,807 | 10,400 |
Other | (13) | (3) | |
Other expenses, net | $ 8,445 | 10,794 | 10,397 |
Equity in income of affiliate | 4,570 | 3,730 | 2,750 |
Income before income taxes | 63,907 | 32,582 | 12,747 |
Income tax expense | 21,822 | 14,774 | 7,503 |
Net income | $ 42,085 | $ 17,808 | $ 5,244 |
Income per share: | |||
Basic income per share: (in dollars per share) | $ 2.32 | $ 1.17 | $ 0.35 |
Diluted income per share: (in dollars per share) | $ 2.30 | $ 1.15 | $ 0.35 |
Basic weighted average shares outstanding (in shares) | 18,145 | 15,250 | 14,837 |
Diluted weighted average shares outstanding (in shares) | 18,311 | 15,517 | 15,039 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Net income | $ 42,085 | $ 17,808 | $ 5,244 |
Other comprehensive (loss) income: | |||
Unrealized (loss) gain on effective portion of cash flow hedges, net of tax of $8,722, $9,892, and $567 in 2015, 2014 and 2013, respectively | (14,051) | (15,869) | 909 |
Reclassification of cash flow hedge losses (gains) into statement of operations, net of tax of $5,964, $1,206, and $247 in 2015, 2014, and 2013, respectively | 9,608 | 1,935 | (396) |
Total other comprehensive (loss) income | (4,443) | (13,934) | 513 |
Comprehensive income | $ 37,642 | $ 3,874 | $ 5,757 |
Consolidated Statements of Com6
Consolidated Statements of Comprehensive Income (Parentheticals) - USD ($) | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Unrealized loss on effective portion of cash flow hedges, tax | $ 8,722 | $ 9,892 | $ 567 |
Reclassification of cash flow hedge loss into statement of operations, tax | $ 5,964 | $ 1,206 | $ 247 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity - USD ($) | Common Stock [Member]Common Class A [Member] | Common Stock [Member]Common Class B [Member] | Additional Paid-in Capital [Member] | Treasury Stock [Member] | AOCI Attributable to Parent [Member] | Retained Earnings [Member] | Total |
Balance at Dec. 31, 2012 | $ 143,000 | $ 24,000 | $ 90,328,000 | $ (13,955,000) | $ 320,000 | $ 17,813,000 | $ 94,673,000 |
Net income | 5,244,000 | 5,244,000 | |||||
Other comprehensive income (loss) | 513,000 | 513,000 | |||||
Stock-based employee compensation cost | 690,000 | 690,000 | |||||
Reversal of previously recognized stock-based employee compensation expense | (409,000) | (409,000) | |||||
Issuance of restricted shares, net | 2,000 | (1,878,000) | 1,636,000 | (240,000) | |||
Income tax deficit arising from share-based compensation | (111,000) | (111,000) | |||||
Balance at Dec. 31, 2013 | 145,000 | 24,000 | 88,620,000 | (12,319,000) | 833,000 | 23,057,000 | 100,360,000 |
Other comprehensive loss | 513,000 | 513,000 | |||||
Stock-based employee compensation expense | 690,000 | 690,000 | |||||
Net income | 17,808,000 | 17,808,000 | |||||
Other comprehensive income (loss) | (13,934,000) | (13,934,000) | |||||
Stock-based employee compensation cost | 1,286,000 | 1,286,000 | |||||
Issuance of restricted shares, net | 1,000 | (1,180,000) | 447,000 | (732,000) | |||
Balance at Dec. 31, 2014 | 168,000 | 24,000 | 141,248,000 | (13,101,000) | 40,865,000 | 169,204,000 | |
Follow-on stock offering | 22,000 | 51,498,000 | 11,464,000 | 62,984,000 | |||
Exercise of stock options | 190,000 | 408,000 | 598,000 | ||||
Income tax benefit arising from restricted share vesting | 834,000 | 834,000 | |||||
Other comprehensive loss | (13,934,000) | (13,934,000) | |||||
Stock-based employee compensation expense | 1,286,000 | 1,286,000 | |||||
Exercise of stock options | 190,000 | 408,000 | 598,000 | ||||
Net income | 42,085,000 | 42,085,000 | |||||
Other comprehensive income (loss) | (4,443,000) | (4,443,000) | |||||
Stock-based employee compensation cost | 1,000 | 1,295,000 | 1,296,000 | ||||
Issuance of restricted shares, net | (3,666,000) | 1,586,000 | 2,080,000 | ||||
Balance at Dec. 31, 2015 | 170,000 | $ 24,000 | 139,968,000 | (3,408,000) | (17,544,000) | $ 82,950,000 | 202,160,000 |
Exercise of stock options | 1,000 | 1,091,000 | 1,092,000 | ||||
Income tax benefit arising from restricted share vesting | 0 | ||||||
Other comprehensive loss | $ (4,443,000) | (4,443,000) | |||||
Purchase of treasury stock | $ (4,994,000) | (4,994,000) | |||||
Stock-based employee compensation expense | 1,000 | 1,295,000 | 1,296,000 | ||||
Exercise of stock options | $ 1,000 | $ 1,091,000 | $ 1,092,000 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Cash flows from operating activities: | |||
Net income | $ 42,085 | $ 17,808 | $ 5,244 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Provision for losses on accounts receivable | 1,100 | 774 | 457 |
(Realized gain) deferred gain on sales of equipment to affiliate, net | (26) | (33) | 81 |
Depreciation and amortization | 62,010 | 49,043 | 44,457 |
Amortization of deferred financing fees | 261 | 256 | 245 |
Unrealized (gain) loss on ineffective portion of fuel hedges | (1,454) | 1,510 | $ (55) |
Return of (issuance of) cash collateral on fuel hedge | 5,000 | (5,000) | |
Deferred income tax expense | $ 20,701 | 14,681 | $ 8,217 |
Income tax (benefit) deficit arising from restricted share vesting | $ (834) | $ 111 | |
Casualty premium credit | $ (3,600) | ||
Equity in income of affiliate | (4,570) | $ (3,730) | $ (2,750) |
Gain on disposition of property and equipment | (626) | (2,659) | (763) |
Stock-based compensation expense | 1,496 | 1,386 | 381 |
Changes in operating assets and liabilities: | |||
Receivables and advances | (28,120) | (16,996) | (4,312) |
Prepaid expenses and other assets | 2,688 | 1,680 | (2,014) |
Inventory and supplies | 398 | 316 | (168) |
Insurance and claims accrual | (1,304) | 9,986 | (2,399) |
Accounts payable and accrued expenses | (10,562) | 5,556 | (6,287) |
Net cash flows provided by operating activities | 85,477 | 73,744 | 40,445 |
Cash flows from investing activities: | |||
Acquisition of property and equipment | $ (181,963) | $ (163,679) | (135,896) |
Investment in affiliated company | (500) | ||
Return of investment in affiliated company | $ 307 | 65 | |
Proceeds from disposition of property and equipment | $ 34,287 | 78,776 | 51,930 |
Net cash flows used by investing activities | (147,676) | (84,596) | (84,401) |
Cash flows from financing activities: | |||
Change in checks outstanding in excess of bank balances | 4,698 | (2,918) | (5,343) |
Debt refinancing costs | (242) | (49) | (356) |
Payment of minimum tax withholdings on stock compensation | (2,280) | (832) | (340) |
Proceeds from of borrowings under revolving credit facility | 870,432 | 1,003,195 | 886,293 |
Repayments of borrowings under revolving credit facility | (867,430) | (1,010,205) | (879,288) |
Repayments of capital lease obligation | (1,718) | (11,492) | (2,186) |
Proceeds from issuance of notes payable | 113,077 | 115,364 | 134,192 |
Repayments of notes payable | (67,276) | (134,560) | $ (86,488) |
Proceeds from exercise of stock options | $ 1,092 | 598 | |
Proceeds from issuance of stock in follow-on offering, net of offering costs | $ 62,984 | ||
Common stock repurchased | $ (4,994) | ||
Income tax benefit (deficit) arising from restricted share vesting | $ 834 | $ (111) | |
Net cash flows provided by financing activities | $ 45,359 | 22,919 | 46,373 |
Net change in cash and cash equivalents | (16,840) | 12,067 | 2,417 |
Cash and cash equivalents at beginning of year | 21,330 | 9,263 | 6,846 |
Cash and cash equivalents at end of year | 4,490 | 21,330 | 9,263 |
Supplemental disclosure of cash flow information: | |||
Interest, net of capitalized interest | 8,371 | 10,919 | 10,328 |
Income taxes | 8,112 | 571 | 320 |
Equipment purchased under capital leases | $ 1,318 | $ 4,552 | $ 8,010 |
Note 1 - Summary of Significant
Note 1 - Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2015 | |
Notes to Financial Statements | |
Significant Accounting Policies [Text Block] | 1 . Nature of Business and Segments Covenant Transportation Group, Inc., a Nevada holding company, together with its wholly-owned subsidiaries offers truckload transportation and brokerage services to customers throughout the continental United States. We have one reportable segment, our asset-based truckload services ("Truckload"). The Truckload segment consists of three asset-based operating fleets that are aggregated because they have similar economic characteristics and meet the aggregation criteria. The three operating fleets that comprise our Truckload segment are as follows: (i) Covenant Transport, Inc. ("Covenant Transport"), our historical flagship operation, which provides expedited long haul, dedicated, temperature-controlled, and regional solo-driver service; (ii) Southern Refrigerated Transport, Inc. ("SRT"), which provides primarily long haul , regional, and intermodal temperature-controlled service; and (iii) Star Transportation, Inc. ("Star"), which provides regional solo-driver and dedicated service, primarily in the southeastern United States. In addition, our Covenant Transport Solutions, Inc. ("Solutions") subsidiary has service offerings ancillary to our asset-based Truckload services, including : freight brokerage service directly and through freight brokerage agents who are paid a commission for the freight they provide and accounts receivable factoring. The operations consist of several operating segments, which neither individually nor in the aggregate meet the quantitative or qualitative reporting thresholds. Principles of Consolidation The consolidated financial statements include the accounts of Covenant Transportation Group, Inc., a holding company incorporated in the state of Nevada in 1994, and its wholly-owned subsidiaries: Covenant Transport, Inc., a Tennessee corporation; Southern Refrigerated Transport, Inc., an Arkansas corporation; Star Transportation, Inc., a Tennessee corporation; Covenant Transport Solutions, Inc., a Nevada corporation; Covenant Logistics, Inc., a Nevada corporation; Covenant Asset Management, LLC., a Nevada limited liability corporation; CTG Leasing Company, a Nevada corporation; IQS Insurance Retention Group, Inc., a Vermont corporation; Driven Analytic Solutions, LLC, a Nevada limited liability company; and Covenant Properties, LLC., a Nevada limited liability corporation. References in this report to "it," "we," "us," "our," the "Company," and similar expressions refer to Covenant Transportation Group, Inc. and its subsidiaries. All significant intercompany balances and transactions have been eliminated in consolidation. Investment in Transport Enterprise Leasing, LLC Transport Enterprise Leasing, LLC ("TEL") is a tractor and trailer equipment leasing company and used equipment reseller. We evaluated our investment in TEL to determine whether it should be recorded on a consolidated basis. Our percentage of ownership interest (49%), an evaluation of control , and whether a variable interest entity ("VIE") existed were all considered in our consolidation assessment. The analysis provided that we do not control TEL and that TEL is not deemed a VIE. We have accounted for our investment in TEL using the equity method of accounting given our 49% ownership interest and ability to exercise significant influence over operating and financial policies. Under the equity method, the cost of our investment is adjusted for our share of equity in the earnings of TEL and reduced by distributions received and our proportionate share of TEL's net income is included in our earnings. On a periodic basis, we assess whether there are any indicators that the fair value of our investment in TEL may be impaired. The investment is impaired only if the estimate of the fair value of the investment is less than the carrying value of the investment, and such decline in value is deemed to be other than temporary. To the extent impairment has occurred, the loss would be measured as the excess of the carrying amount of the investment over the fair value of the investment. As a result of TEL's earnings, no impairment indicators were noted that would provide for impairment of our investment. Revenue Recognition Revenue, drivers' wages, and other direct operating expenses generated by our Truckload reportable segment are recognized on the date shipments are delivered to the customer. Revenue includes transportation revenue, fuel surcharges, loading and unloading activities, equipment detention, and other accessorial services. Revenue generated by our Solutions subsidiary is recognized upon completion of the services provided. Revenue is recorded on a gross basis, without deducting third party purchased transportation costs, as we act as a principal with substantial risks as primary obligor, except for transactions whereby equipment from our Truckload segment perform the related services, which we record on a net basis in accordance with the related authoritative guidance. Solutions' revenue includes $2.4 million, $2.3 million, and $1.7 million of revenue in 2015, 2014 , and 2013, respectively, related to an accounts receivable factoring business started in 2013 to supplement several aspects of our non-asset operations. Revenue for this business is recognized on a net basis after giving effect to receivables payments we make to the factoring client, given we are acting as an agent and are not the primary generator of the factored receivables in these transactions. Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires us to make decisions based upon estimates, assumptions, and factors we consider as relevant to the circumstances. Such decisions include the selection of applicable accounting principles and the use of judgment in their application, the results of which impact reported amounts and disclosures. Changes in future economic conditions or other business circumstances may affect the outcomes of our estimates and assumptions. Accordingly, actual results could differ from those anticipated. Cash and Cash Equivalents We consider all highly liquid investments with a maturity of three months or less at acquisition to be cash equivalents. Additionally, we are also subject to concentrations of credit risk related to deposits in banks in excess of the Federal Deposit Insurance Corporation limits. Accounts Receivable and Concentration of Credit Risk We extend credit to our customers in the normal course of business. We perform ongoing credit evaluations and generally do not require collateral. Trade accounts receivable are recorded at their invoiced amounts, net of allowance for doubtful accounts. We evaluate the adequacy of our allowance for doubtful accounts quarterly. Accounts outstanding longer than contractual payment terms are considered past due and are reviewed individually for collectability. We maintain reserves for potential credit losses based upon its loss history and specific receivables aging analysis. Receivable balances are written off when collection is deemed unlikely. Accounts receivable are comprised of a diversified customer base that results in a lack of concentration of credit risk. During 2015, 2014, and 2013, our top ten customers generated 45%, 38%, and 34% of total revenue, respectively. In 2015 and 2014, one customer accounted for more than 10% of our consolidated revenue. This customer was serviced by both our Truckload segment and our Solutions subsidiary providing for $75.8 million and $82.5 million of total revenue in 2015 and 2014, respectively. No customer accounted for more than 10% of our consolidated revenue in 2013. The carrying amount reported in the consolidated balance sheet for accounts receivable approximates fair value based on the fact that the receivables collection averaged approximately 35 and 36 days in 2015 and 2014, respectively. Included in accounts receivable is $18.9 million and $15.8 million of factoring receivables at December 31, 2015 and 2014, respectively, net of a $0.2 million allowance for bad debts for each respective year. 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 December 31, 2015, the retained amounts related to factored receivables totaled $0.4 million and were included in accounts payable in the consolidated balance sheet. 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. The following table provides a summary (in thousands) of the activity in the allowance for doubtful accounts for 2015, 2014, and 2013: Years ended December 31: Beginning balance January 1, Additional provisions to allowance Write-offs and other deductions Ending balance December 31, 2015 $ 1,767 $ 1,100 $ (1,010 ) $ 1,857 2014 $ 1,736 $ 774 $ (743 ) $ 1,767 2013 $ 1,729 $ 457 $ (450 ) $ 1,736 Inventories and Supplies Inventories and supplies consist of parts, tires, fuel, and supplies. Tires on new revenue equipment are capitalized as a component of the related equipment cost when the tractor or trailer is placed in service and recovered through depreciation over the life of the vehicle. Replacement tires and parts on hand at year end are recorded at the lower of cost or market with cost determined using the first-in, first-out (FIFO) method. Replacement tires are expensed when placed in service. Assets Held for Sale Assets held for sale include property and revenue equipment no longer utilized in continuing operations which are available and held for sale. Assets held for sale are no longer subject to depreciation, and are recorded at the lower of depreciated book value or fair market value less selling costs. We periodically review the carrying value of these assets for possible impairment. We expect to sell these assets within twelve months. Property and Equipment Property and equipment is stated at cost less accumulated depreciation. Depreciation for book purposes is determined using the straight-line method over the estimated useful lives of the assets, while depreciation for tax purposes is generally recorded using an accelerated method. Depreciation of revenue equipment is our largest item of depreciation. We generally depreciate new tractors (excluding day cabs) over five years to salvage values of approximately 25% of their cost. We generally depreciate new trailers over six years for refrigerated trailers and ten years for dry van trailers to salvage values of approximately 38% of their cost. We annually review the reasonableness of our estimates regarding useful lives and salvage values of our revenue equipment and other long-lived assets based upon, among other things, our experience with similar assets, conditions in the used revenue equipment market, and prevailing industry practice. Changes in the useful life or salvage value estimates, or fluctuations in market values that are not reflected in our estimates, could have a material effect on our results of operations. Gains and losses on the disposal of revenue equipment are included in depreciation expense in the consolidated statements of operations. We lease certain revenue equipment under capital leases with terms of approximately 60 to 84 months. Amortization of leased assets is included in depreciation and amortization expense. Although a portion of our tractors are protected by non-binding indicative trade-in values or binding trade-back agreements with the manufacturers, substantially all of our owned trailers are subject to fluctuations in market prices for used revenue equipment. Moreover, our trade-back agreements are contingent upon reaching acceptable terms for the purchase of new equipment. Declines in the price of used revenue equipment or failure to reach agreement for the purchase of new tractors with the manufacturers issuing trade-back agreements could result in impairment of, or losses on the sale of, revenue equipment. Impairment of Long-Lived Assets Pursuant to applicable accounting standards, revenue equipment and other long-lived assets are tested for impairment whenever an event occurs that indicates an impairment may exist. Expected future cash flows are used to analyze whether an impairment has occurred. If the sum of expected undiscounted cash flows is less than the carrying value of the long-lived asset, then an impairment loss is recognized. We measure the impairment loss by comparing the fair value of the asset to its carrying value. Fair value is determined based on a discounted cash flow analysis or the appraised value of the assets, as appropriate. Goodwill and Other Intangible Assets We classify intangible assets into two categories: (i) intangible assets with definite lives subject to amortization and (ii) goodwill. We have no goodwill on our consolidated balance sheet for the years ended December 31, 2015 and 2014. We test intangible assets with definite lives for impairment if conditions exist that indicate the carrying value may not be recoverable. Such conditions may include an economic downturn in a geographic market or a change in the assessment of future operations. We record an impairment charge when the carrying value of the definite lived intangible asset is not recoverable by the cash flows generated from the use of the asset. We determine the useful lives of our identifiable intangible assets after considering the specific facts and circumstances related to each intangible asset. Factors we consider when determining useful lives include the contractual term of any agreement, the history of the asset, our long-term strategy for the use of the asset, any laws or other local regulations which could impact the useful life of the asset, and other economic factors, including competition and specific market conditions. Intangible assets that are deemed to have definite lives are amortized, generally on a straight-line basis, over their useful lives, ranging from 4 to 20 years. Insurance and Other Claims The primary claims arising against us consist of auto liability (personal injury and property damage), workers' compensation, cargo, commercial liability, and employee medical expenses. Our insurance program involves self-insurance with the following risk retention levels (before giving effect to any commutation of an auto liability policy): ● auto liability - $1.0 million ● workers' compensation - $1.3 million ● cargo - $0.3 million ● employee medical - $0.4 million ● physical damage - 100% Due to our significant self-insured retention amounts, we have exposure to fluctuations in the number and severity of claims and to variations between our estimated and actual ultimate payouts. We accrue the estimated cost of the uninsured portion of pending claims and an estimate for allocated loss adjustment expenses including legal and other direct costs associated with a claim. Estimates require judgments concerning the nature and severity of the claim, historical trends, advice from third-party administrators and insurers, the size of any potential damage award based on factors such as the specific facts of individual cases, the jurisdictions involved, the prospect of punitive damages, future medical costs, and inflation estimates of future claims development, and the legal and other costs to settle or defend the claims. We have significant exposure to fluctuations in the number and severity of claims. If there is an increase in the frequency and severity of claims, or we are required to accrue or pay additional amounts if the claims prove to be more severe than originally assessed, or any of the claims would exceed the limits of our insurance coverage, our profitability could be adversely affected. In addition to estimates within our self-insured retention layers, we also must make judgments concerning claims where we have third party insurance and for claims outside our coverage limits. Upon settling claims and expenses associated with claims where we have third party coverage, we are generally required to initially fund payment to the claimant and seek reimbursement from the insurer. Receivables from insurers for claims and expenses we have paid on behalf of insurers were $0.1 million or less at December 31, 2015 and 2014, respectively, and are included in drivers' advances and other receivables on our consolidated balance sheet. Additionally, we accrue claims above our self-insured retention and record a corresponding receivable for amounts we expect to collect from insurers upon settlement of such claims. We have $0.6 million at December 31, 2015 and 2014, respectively, as a receivable in other assets and as a corresponding accrual in the long-term portion of insurance and claims accruals on our consolidated balance sheet for claims above our self-insured retention for which we believe it is reasonably assured that the insurers will provide their portion of such claims. We evaluate collectability of the receivables based on the credit worthiness and surplus of the insurers, along with our prior experience and contractual terms with each. If any claim occurrence were to exceed our aggregate coverage limits, we would have to accrue for the excess amount. Our critical estimates include evaluating whether a claim may exceed such limits and, if so, by how much. If one or more claims were to exceed our then effective coverage limits, our financial condition and results of operations could be materially and adversely affected. We also make judgements regarding the ultimate benefit versus risk to commuting certain periods within our auto liability policy. If we commute a policy, we assume 100% risk for covered claims in exchange for a policy refund. In 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. Effective April 2015, we entered into a new auto liability policies with a three-year term. The policy includes a limit for a single loss of $9.0 million, an aggregate of $18.0 million for each policy year, and a $30.0 million aggregate for the three-year period ended March 31, 2018. The policy includes a policy release premium refund of up to $14.7 million, less any amounts paid on claims by the insurer, from October 1, 2014 through March 31, 2018, if we were to commute the policy for the entire three years. A decision with respect to commutation of the policy cannot be made before April 1, 2018, unless both we and the insurance carrier agree to a commutation prior to the end of the policy term. Management cannot predict whether or not future claims or the development of existing claims will justify a commutation, and accordingly, no related amounts were recorded at December 31, 2015. Interest We capitalize interest on major projects during construction. Interest is capitalized based on the average interest rate on related debt. Capitalized interest was less than $0.1 million in 2015, 2014, and 2013. Fair Value of Financial Instrument s Our financial instruments consist primarily of cash and cash equivalents, accounts receivable, commodity contracts, accounts payable, debt, and an interest rate swap. 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. 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 December 31, 2015, as the weighted average interest rate on these notes approximates the market rate for similar debt. Borrowings under our revolving Credit Facility approximate fair value due to the variable interest rate on the facility. Additionally, commodity contracts, which are accounted for as hedge derivatives, as discussed in Note 13, are valued based on 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. The fair value of our interest rate swap agreement is determined using the market-standard methodology of netting the discounted future fixed-cash payments and the discounted expected variable-cash receipts. The variable-cash receipts are based on an expectation of future interest rates (forward curves) derived from observable market interest rate curves. These analyses reflect the contractual terms of the swap, including the period to maturity, and use observable market-based inputs, including interest rate curves and implied volatilities. The fair value calculation also includes an amount for risk of non-performance of our counterparties using "significant unobservable inputs" such as estimates of current credit spreads to evaluate the likelihood of default, which we have determined to be insignificant to the overall fair value of our interest rate swap agreement. Income Taxes Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. We have reflected the net liability after offsetting our deferred tax assets and liabilities in the deferred income taxes line in the accompanying consolidated balance sheets in accordance with our retrospective early adoption of Financial Accounting Standards Board (" FASB") Accounting Standards Update ("ASU") No 2015-17, Income Taxes: Balance Sheet Classification of Deferred Taxes In the ordinary course of business there is inherent uncertainty in quantifying our income tax positions. We assess our income tax positions and record tax benefits for all years subject to examination based upon management's evaluation of the facts, circumstances, and information available at the reporting dates. For those tax positions where it is more likely than not that a tax benefit will be sustained, we have recorded the largest amount of tax benefit with a greater than 50% likelihood of being realized upon ultimate settlement with a taxing authority that has full knowledge of all relevant information. For those income tax positions where it is not more likely than not that a tax benefit will be sustained, no tax benefit has been recognized in the financial statements. Potential accrued interest and penalties related to unrecognized tax benefits are recognized as a component of income tax expense. Our policy is to recognize income tax benefit arising from the exercise of stock options and restricted share vesting based on the ordering provisions of the tax law as prescribed by the Internal Revenue Code, including indirect tax effects, if any. Lease Accounting and Off-Balance Sheet Transactions We issue residual value guarantees in connection with the operating leases we enter into for certain of our revenue equipment. These leases provide that if we do not purchase the leased equipment from the lessor at the end of the lease term, then we are liable to the lessor for an amount equal to the shortage (if any) between the proceeds from the sale of the equipment and an agreed value. To the extent the expected value at the lease termination date is lower than the residual value guarantee, we would accrue for the difference over the remaining lease term. We believe that proceeds from the sale of equipment under operating leases would equal or exceed the payment obligation on substantially all operating leases. The estimated values at lease termination involve management judgments. As leases are entered into, determination as to the classification as an operating or capital lease involves management judgments on residual values and useful lives. Capital Structure The shares of Class A and B common stock are substantially identical except that the Class B shares are entitled to two votes per share and immediately convert to Class A shares if beneficially owned by anyone other than our Chief Executive Officer or certain members of his immediate family, while Class A shares are entitled to one vote per share. The terms of any future issuances of preferred shares will be set by our Board of Directors. Comprehensive Income Comprehensive income generally includes all changes in equity during a period except those resulting from investments by owners and distributions to owners. Comprehensive income for 2015, 2014, and 2013 was comprised of the net income plus the unrealized gain or loss on the effective portion of cash flow hedges and the reclassified cash flow hedge gains or losses into earnings. 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 earnings per share includes all unexercised options and 0.1 million unvested shares. A de minimus number of unvested shares have been excluded from the calculation of diluted earnings per share since the effect of any assumed exercise of the related awards would be anti-dilutive for the years ended December 31, 2015, 2014, and 2013, respectively . Income per share is the same for both Class A and Class B shares. The following table sets forth the calculation of net income per share included in the consolidated statements of operations for each of the three years ended December 31: (in thousands except per share data) 2015 2014 2013 Numerator: Net income $ 42,085 $ 17,808 $ 5,244 Denominator: Denominator for basic income per share – weighted-average shares 18,145 15,250 14,837 Effect of dilutive securities: Equivalent shares issuable upon conversion of unvested restricted shares 161 266 202 Equivalent shares issuable upon conversion of unvested employee stock options 5 1 - Denominator for diluted income per share adjusted weighted-average shares and assumed conversions 18,311 15,517 15,039 Net income per share: Basic income per share $ 2.32 $ 1.17 $ 0.35 Diluted income per share $ 2.30 $ 1.15 $ 0.35 Stock-Based Employee Compensation We issue several types of stock-based compensation, including awards that vest based on service and performance conditions or a combination of the conditions. Performance-based awards vest contingent upon meeting certain performance criteria established by the Compensation Committee. All awards require future service and thus forfeitures are estimated based on historical forfeitures and the remaining term until the related award vests. Determining the appropriate amount to expense in each period is based on likelihood and timing of achieving the stated targets for performance-based awards and requires judgment, including forecasting future financial results. The estimates are revised periodically based on the probability and timing of achieving the required performance and adjustments are made as appropriate. Awards that are only subject to time vesting provisions are amortized using the straight-line method. Derivative Instruments and Hedging Activities We periodically utilize derivative instruments to manage exposure to changes in fuel prices and interest rates. At inception of a derivative contract, we document relationships between derivative instruments and hedged items, as well as our risk-management objective and strategy for undertaking various derivative transactions, and assess hedge effectiveness. We record derivative financial instruments in the balance sheet as either an asset or liability at fair value. If it is determined that a derivative is not highly effective as a hedge, or if a derivative ceases to be a highly effective hedge, we discontinue hedge accounting prospectively. The effective portion of changes in the fair value of derivatives are recorded in other comprehensive income, and reclassified into earnings in the same period during which the hedged transaction affects earnings. The ineffective portion is recorded in other income or expense. Recent Accounting Pronouncements Accounting Standards adopted In November 2015, the FASB issued ASU No. 2015-17. This standard requires companies to classify all deferred tax assets and liabilities as noncurrent on the balance sheet instead of separating deferred taxes into current and noncurrent amounts. This ASU is effective for fiscal years, and interim periods within those years, beginning on or after December 15, 2016, with early adoption permitted. The Company has elected to early adopt this standard effective December 31, 2015, on a retrospective basis. See Note 9 for further information about the early adoption of this ASU . Accounting Standards not yet adopted In May 2014, the FASB and the International Accounting Standards Board issued converged guidance on recognizing revenue in contracts with customers. The new guidance establishes a single core principle in ASU No. 2014-09, which provides for recognition of revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. This guidance will affect any reporting organization that either enters into contracts with customers to transfer goods or services or enters into contracts for the transfer of non-financial assets. In August 2015, ASU 2015-14 was issued which deferred the effective date of ASU 2014-09 to fiscal years, and interim periods within those years, beginning on or after December 15, 2017, with early adoption permitted only as of annual reporting periods beginning after December 15, 2016, including interim reporting periods within that reporting period. The Company is evaluating the new guidance and plans to provide additional information about its expected impact at a future date. In August 2014, the FASB issued ASU No. 2014-15. This standard provides guidance on determining when and how to disclose going-concern uncertainties in the financial statements. The new standard requires management to perform interim and annual assessments of an entity's ability to continue as a going concern within one year of the date the financial statements are issued. This ASU is effective for fiscal years, and interim periods within those years, beginning on or after December 15, 2016, with early adoption permitted. The Company is evaluating the new |
Note 2 - Liquidity
Note 2 - Liquidity | 12 Months Ended |
Dec. 31, 2015 | |
Notes to Financial Statements | |
Liquidity Disclosure1 [Text Block] | 2 . Our business requires significant capital investments over the short-term and the long-term. Recently, we have financed our capital requirements with borrowings under our Third Amended and Restated Credit Facility ("Credit Facility"), cash flows from operations, long-term operating leases, capital leases, secured installment notes with finance companies, proceeds of our November 2014 public offering of Class A common stock, and proceeds from the sale of our used revenue equipment in 2015 and 2014. We had working capital (total current assets less total current liabilities) of $46.4 million and $40.9 million at December 31, 2015 and 2014, respectively. Based on our expected financial condition, net capital expenditures, and results of operations and related net cash flows, we believe our working capital and sources of liquidity will be adequate to meet our current and projected needs for at least the next year. As of December 31, 2015, we had $3.0 million of borrowings outstanding, undrawn letters of credit outstanding of approximately $31.4 million, and available borrowing capacity of $60.6 million under the Credit Facility. Fluctuations in the outstanding balance and related availability under our Credit Facility are driven primarily by cash flows from operations and the timing and nature of property and equipment additions that are not funded through notes payable, as well as the nature and timing of collection of accounts receivable, payments of accrued expenses, and receipt of proceeds from disposals of property and equipment. |
Note 3 - Fair Value of Financia
Note 3 - Fair Value of Financial Instruments | 12 Months Ended |
Dec. 31, 2015 | |
Notes to Financial Statements | |
Fair Value Disclosures [Text Block] | 3 . 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 liability 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. The fair value of our interest rate swap agreement is determined using the market-standard methodology of netting the discounted future fixed-cash payments and the discounted expected variable-cash receipts. The variable-cash receipts are based on an expectation of future interest rates (forward curves) derived from observable market interest rate curves. These analyses reflect the contractual terms of the swap, including the period to maturity, and use observable market-based inputs, including interest rate curves and implied volatilities. The fair value calculation also includes an amount for risk of non-performance of our counterparties using "significant unobservable inputs" such as estimates of current credit spreads to evaluate the likelihood of default, which we have determined to be insignificant to the overall fair value of our interest rate swap agreement. 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. Liabilities Measured at Fair Value on a Recurring Basis (in thousands) December 31, Hedge derivative liability 2015 (1) 2014 (1) Fair Value of Derivative $ (28,434 ) $ (22,720 ) Quoted Prices in Active Markets (Level 1) - - Significant Other Observable Inputs (Level 2) $ (28,434 ) $ (22,720 ) Significant Unobservable Inputs (Level 3) - - (1) No cash collateral was provided by the Company at December 31, 2015 . Excludes cash collateral of $5.0 million provided by the Company to the counterparty at December 31, 2014. |
Note 4 - Stock-based Compensati
Note 4 - Stock-based Compensation | 12 Months Ended |
Dec. 31, 2015 | |
Notes to Financial Statements | |
Disclosure of Compensation Related Costs, Share-based Payments [Text Block] | 4. STOCK-BASED COMPENSATION On February 21, 2014, 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, 2014, 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 March 31, 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 2014 Annual Meeting held on May 29, 2014. The Incentive Plan permits annual awards of shares of our Class A common stock to executives, other key employees, non-employee directors, and eligible participants under various types of options, restricted share awards, or other equity instruments. At December 31, 2015, 734,150 of the aforementioned 1,550,000 shares were available for award under the amended 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 March 31, 2023. To the extent available, we have issued treasury stock to satisfy all share-based incentive plans. Included in salaries, wages, and related expenses within the consolidated statements of operations is stock-based compensation expense of $1.3 million, $1.3 million, and $0.3 million in 2015, 2014, and 2013, respectively. Included in general supplies and expenses within the consolidated statements of operations is stock-based compensation expenses for non-employee directors of $0.2 million in 2015 and $0.1 million in 2014 and 2013. All stock compensation expense recorded in 2015, 2014, and 2013 relates to restricted shares granted, as no options were granted during these periods. Associated with stock compensation expense was no income tax benefit, $0.8 million income tax benefit, and $0.1 million income tax deficit in 2015, 2014, and 2013, respectively, 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. The Incentive Plan allows participants to pay the federal and state minimum statutory tax withholding requirements related to awards that vest or allows the participant 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 deliver to us 84,138, 39,676, and 53,188 Class A common stock shares, which were withheld at weighted average per share prices of $27.10, $20.97, and $6.41 based on the closing prices of our Class A common stock on the dates the shares vested in 2015, 2014, and 2013, respectively, in lieu of the federal and state minimum statutory tax withholding requirements. We remitted $2.3 million, $0.8 million, and $0.3 million in 2015, 2014, and 2013, respectively, to the proper taxing authorities in satisfaction of the employees' minimum statutory withholding requirements. The payment of minimum tax withholdings on stock compensation are reflected within the issuances of restricted shares from treasury stock in the accompanying consolidated statement of stockholders' equity. The following table summarizes our restricted share award activity for the fiscal years ended December 31, 2015, 2014, and 2013: Number of stock awards (in thousands) Weighted average grant date fair value Unvested at December 31, 2012 764 $ 6.62 Granted 263 $ 5.60 Vested (200 ) $ 8.12 Forfeited (50 ) $ 5.56 Unvested at December 31, 2013 777 $ 5.95 Granted 136 $ 12.27 Vested (137 ) $ 7.43 Forfeited (134 ) $ 7.80 Unvested at December 31, 2014 642 $ 6.60 Granted 63 $ 28.10 Vested (246 ) $ 4.97 Forfeited (129 ) $ 5.38 Unvested at December 31, 2015 330 $ 12.43 The unvested shares at December 31, 2015 will vest based on when and if the related vesting criteria are met for each award. All awards require continued service to vest, and 192,891of these awards vest solely based on continued service, in varying increments between 2016 and 2018. Performance based awards account for 136,961 of the unvested shares at December 31, 2015, of which 75,098 shares have no unrecognized compensation cost as the cost has been fully recognized based on the performance goals having been achieved for the year ended December 31, 2015 and 61,863 shares relate to performance for the years ended December 31, 2016 and 2017 and have $1.2 million of unrecognized compensation cost. The fair value of restricted share awards that vested in 2015, 2014, and 2013 was approximately $6.5 million, $2.9 million, and $1.2 million, respectively. As of December 31, 2015, we had approximately $2.2 million of unrecognized compensation expense related to 192,891 service-based and 61,863 2016 and 2017 performance-based restricted share awards, which is probable to be recognized over a weighted average period of approximately 25 months. All restricted shares awarded to executives and other key employees pursuant to the Incentive Plan have voting and other stockholder-type rights, but will not be issued until the relevant restrictions are satisfied. The following table summarizes our stock option activity for the fiscal years ended December 31, 2014, 2013, and 2012: Number of options (in thousands) Weighted average exercise price Weighted average remaining contractual term (in years) Aggregate intrinsic value (in thousands) Outstanding at December 31, 2012 333 $ 15.67 1.5 $ - Options granted - - Options exercised - - Options forfeited (112 ) $ 17.14 Outstanding at December 31, 2013 221 $ 14.98 1.0 $ - Options granted - - Options exercised (45 ) $ 13.64 Options forfeited (100 ) $ 21.71 Outstanding at December 31, 2014 76 $ 14.73 0.5 $ 945 Options granted - - Options exercised (73 ) $ 14.79 Options forfeited - - Outstanding at December 31, 2015 3 $ 12.79 0.4 $ 15 Exercisable at December 31, 2015 3 $ 12.79 0.4 $ 15 |
Note 5 - Property and Equipment
Note 5 - Property and Equipment | 12 Months Ended |
Dec. 31, 2015 | |
Notes to Financial Statements | |
Property, Plant and Equipment Disclosure [Text Block] | 5 . A summary of property and equipment, at cost, as of December 31, 2015 and 2014 is as follows: (in thousands) Estimated Useful Lives (in years) 2015 2014 Revenue equipment 3 - 10 $ 468,693 $ 418,574 Communications equipment 5 - 10 8,189 8,248 Land and improvements 0 - 10 25,184 18,820 Buildings and leasehold improvements 7 - 40 71,614 37,217 Construction in-progress - 1,104 2,976 Other 2 - 7 21,287 19,510 $ 596,071 $ 505,345 Depreciation expense was $61.9 million, $49.0 million, and $44.2 million, in 2015, 2014, and 2013, respectively. The aforementioned depreciation expense excludes net gains on the sale of property and equipment totaling $0.6 million, $2.7 million, and $0.8 million in 2015, 2014, and 2013, respectively, which are presented net in depreciation and amortization expense in the consolidated statements of operations. We lease certain revenue equipment under capital leases with terms of approximately 60 to 84 months. At December 31, 2015 and 2014, property and equipment included capitalized leases, which had capitalized costs of $19.4 million and $33.8 million and accumulated amortization of $4.7 million and $10.6 million, respectively. Amortization of these leased assets is included in depreciation and amortization expense in the consolidated statement of operations and totaled $2.0 million, $3.0 million, and $2.2 million during 2015, 2014, and 2013, respectively. |
Note 6 - Goodwill and Other Ass
Note 6 - Goodwill and Other Assets | 12 Months Ended |
Dec. 31, 2015 | |
Notes to Financial Statements | |
Goodwill and Intangible Assets Disclosure [Text Block] | 6 . We have no goodwill on our consolidated balance sheet. A summary of other assets as of December 31, 2015 and 2014 is as follows: (in thousands) 2015 2014 Customer relationships 3,490 3,490 Less: accumulated amortization of intangibles (3,321 ) (3,255 ) Net intangible assets 169 235 Investment in TEL 16,788 12,192 Other long-term receivables 576 575 Deposits 314 546 Deferred loan costs, net 706 724 Other, net 1,984 491 $ 20,537 $ 14,763 Amortization expenses of intangible assets were $0.1 million, $0.1 million, and $0.2 million for 2015, 2014, and 2013, respectively. Approximate intangible amortization expense for the next five years is as follows: ( In thousands 2016 48 2017 35 2018 25 2019 18 2020 43 Thereafter $ - |
Note 7 - Debt
Note 7 - Debt | 12 Months Ended |
Dec. 31, 2015 | |
Notes to Financial Statements | |
Debt Disclosure [Text Block] | $40,000,000 .50 % 1.50 % 1.50 % II ≤ $40,000,000 but > $20,000,000 .75 % 1.75 % 1.75 % III ≤ $20,000,000 1.00 % 2.00 % 2.00 % Prior Pricing Level Average Pricing Availability Base Rate Loans LIBOR Loans L/C Fee I > $75,000,000 .50 % 1.50 % 1.50 % II ≤ $75,000,000 but > $50,000,000 .75 % 1.75 % 1.75 % III ≤ $50,000,000 but > $25,000,000 1.00 % 2.00 % 2.00 % IV ≤ $25,000,000 1.25 % 2.25 % 2.25 % In exchange for these amendments, we agreed to pay fees of $0.2 million. Based on availability as of December 31, 2015, there was no fixed charge coverage requirement. The unused line fee is the product of 0.25% times 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 $3.0 million of borrowings outstanding under the Credit Facility as of December 31, 2015, undrawn letters of credit outstanding of approximately $31.4 million, and available borrowing capacity of $60.6 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 December 31, 2015 terminate in January 2016 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 January 2016 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 $215.5 million are cross-defaulted with the Credit Facility. Additionally, a portion of the our fuel hedge contracts totaling $27.3 million at December 31, 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 2016, 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. In August 2015, we financed a portion of the purchase of our corporate headquarters, a maintenance facility, and certain surrounding property in Chattanooga, Tennessee by entering into a $28.0 million variable rate note with a third party lender. Concurrently with entering into the note, we entered into an interest rate swap to effectively fix the related interest rate to 4.2%. See Note 13 for further information about the interest rate swap. As of December 31, 2015, the scheduled principal payments of debt, excluding capital leases for which future payments are discussed in Note 8 are as follows: (in thousands) 2016 $ 39,645 2017 40,253 2018 58,735 2019 33,846 2020 34,479 Thereafter $ 29,200 " id="sjs-B4" xml:space="preserve">7 . Current and long-term debt consisted of the following at December 31, 2015 and 2014: (in thousands) December 31, 2015 December 31, 2014 Current Long-Term Current Long-Term Borrowings under Credit Facility $ - $ 3,002 $ - $ - Revenue equipment installment notes; weighted average interest rate of 3.6% at December 31, 2015, and 3.7% December 31, 2014, due in monthly installments with final maturities at various dates ranging from January 2016 to January 2022, secured by related revenue equipment 38,461 163,387 27,550 155,832 Real estate note; weighted average interest rate of 2.0% and 2.5% at December 31, 2015 and 2014, respectively, due in monthly installments with fixed maturity at December 2018 and August 2035, secured by related real-estate 1,184 30,124 166 3,608 Other note payable, interest rate of 3.0% at December 31, 2014 - - 108 91 Total debt 39,645 196,513 27,824 159,531 Principal portion of capital lease obligations, secured by related revenue equipment 4,031 10,547 1,606 13,372 Total debt and capital lease obligations $ 43,676 $ 207,060 $ 29,430 $ 172,903 We and substantially all of our subsidiaries (collectively, the "Borrowers") are parties to 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 is a $95.0 million revolving credit facility, with an uncommitted accordion feature that, so long as no event of default exists, allows us to request an increase in the revolving credit facility of up to $50.0 million subject to lender acceptance of the additional funding commitment . The Credit Facility included, within our $95.0 million revolving credit facility, a letter of credit sub facility in an aggregate amount of $95.0 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 August 2015, we entered into an eleventh amendment to the Credit Facility, which, among other things, (i) amended the "Applicable Margin" to improve the interest rate grid as set forth in the tables below, (ii) improved the unused line fee pricing to 0.25% per annum, retroactive to July 1, 2015 (previously the fee was 0.375% per annum when availability was less than $50.0 million and 0.5% per annum when availability was at or over such amount), (iii) required each of Driven Analytic Solutions, LLC ("DAS") and Covenant Properties, LLC ("CPI") to be joined to the Credit Agreement as guarantors, (iv) required each of DAS, CPI and Star Properties Exchange, LLC, a Tennessee limited liability company, to pledge certain of its assets as security, (v) contained conditional amendments increasing the borrowing base real estate sublimit and lowering the amortization of the real estate sublimit, (vi) made technical amendments to a variety of sections, including without limitation, permitted investments, permitted stock repurchases, permitted indebtedness, and permitted liens, (vii) consented to the purchase of the Company's headquarters, including related financing, and (viii) extended the maturity date from September 2017 to September 2018. Following the effectiveness of the eleventh amendment, the applicable margin was changed as follows: New Pricing Level Average Pricing Availability Base Rate Loans LIBOR Loans L/C Fee I > $40,000,000 .50 % 1.50 % 1.50 % II ≤ $40,000,000 but > $20,000,000 .75 % 1.75 % 1.75 % III ≤ $20,000,000 1.00 % 2.00 % 2.00 % Prior Pricing Level Average Pricing Availability Base Rate Loans LIBOR Loans L/C Fee I > $75,000,000 .50 % 1.50 % 1.50 % II ≤ $75,000,000 but > $50,000,000 .75 % 1.75 % 1.75 % III ≤ $50,000,000 but > $25,000,000 1.00 % 2.00 % 2.00 % IV ≤ $25,000,000 1.25 % 2.25 % 2.25 % In exchange for these amendments, we agreed to pay fees of $0.2 million. Based on availability as of December 31, 2015, there was no fixed charge coverage requirement. The unused line fee is the product of 0.25% times 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 $3.0 million of borrowings outstanding under the Credit Facility as of December 31, 2015, undrawn letters of credit outstanding of approximately $31.4 million, and available borrowing capacity of $60.6 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 December 31, 2015 terminate in January 2016 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 January 2016 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 $215.5 million are cross-defaulted with the Credit Facility. Additionally, a portion of the our fuel hedge contracts totaling $27.3 million at December 31, 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 2016, 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. In August 2015, we financed a portion of the purchase of our corporate headquarters, a maintenance facility, and certain surrounding property in Chattanooga, Tennessee by entering into a $28.0 million variable rate note with a third party lender. Concurrently with entering into the note, we entered into an interest rate swap to effectively fix the related interest rate to 4.2%. See Note 13 for further information about the interest rate swap. As of December 31, 2015, the scheduled principal payments of debt, excluding capital leases for which future payments are discussed in Note 8 are as follows: (in thousands) 2016 $ 39,645 2017 40,253 2018 58,735 2019 33,846 2020 34,479 Thereafter $ 29,200 |
Note 8 - Leases
Note 8 - Leases | 12 Months Ended |
Dec. 31, 2015 | |
Notes to Financial Statements | |
Leases of Lessee Disclosure [Text Block] | 8 . We have operating lease commitments for office and terminal properties, revenue equipment, and computer and office equipment , and we have capital lease commitments for revenue equipment, in each case excluding owner/operator rentals and month-to-month equipment rentals, summarized for the following fiscal years (in thousands): Operating Capital 2016 $ 8,430 $ 4,485 2017 5,489 1,656 2018 2,887 1,656 2019 995 1,656 2020 66 3,878 Thereafter - 2,896 Total minimum lease payments $ 17,867 $ 16,227 Less: amount representing interest (1,649 ) Present value of minimum lease payments 14,578 Less: current portion (4,031 ) Capital lease obligations, long-term $ 10,547 A portion of our operating leases of tractors and trailers contain residual value guarantees under which we guarantee a certain minimum cash value payment to the leasing company at the expiration of the lease. We estimate that the undiscounted value of the residual guarantees is approximately $4.0 million at December 31, 2015 and 2014, respectively. The residual guarantees at December 31, 2015 expire between August 2018 and February 2019. We expect our residual guarantees to approximate the market value at the end of the lease term. Additionally, certain leases contain cross-default provisions with other financing agreements and additional charges if the unit's mileage exceeds certain thresholds defined in the lease agreement. Rental expense is summarized as follows for each of the three years ended December 31: (in thousands) 2015 2014 2013 Revenue equipment rentals $ 12,611 $ 20,935 $ 22,991 Building and lot rentals 2,078 3,561 4,044 Other equipment rentals 340 317 362 $ 15,029 $ 24,813 $ 27,397 |
Note 9 - Income Taxes
Note 9 - Income Taxes | 12 Months Ended |
Dec. 31, 2015 | |
Notes to Financial Statements | |
Income Tax Disclosure [Text Block] | 9 . Income tax expense (benefit) for the years ended December 31, 2015, 2014, and 2013 is comprised of: (in thousands) 2015 2014 2013 Federal, current $ 124 $ (94 ) $ (816 ) Federal, deferred 18,185 12,830 7,560 State, current 426 187 102 State, deferred 3,087 1,851 657 $ 21,822 $ 14,774 $ 7,503 Income tax expense for the years ended December 31, 2015, 2014, and 2013 is summarized below: (in thousands) 2015 2014 2013 Computed "expected" income tax expense $ 22,368 $ 11,404 $ 4,462 State income taxes, net of federal income tax effect 2,237 1,075 421 Per diem allowances 2,329 2,304 2,422 Tax contingency accruals 1,599 (104 ) (496 ) Valuation allowance , net 218 18 684 Tax credits (7,151 ) (112 ) (250 ) Other, net 222 189 260 Actual income tax expense $ 21,822 $ 14,774 $ 7,503 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 to receive per diem 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 employee benefits are slightly lower and our effective income tax rate is higher than the statutory rate. Generally, as pre-tax income 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. Tax credits generated at December 31, 2015, consisted of both federal and state tax credits in the amounts of $7.0 million and $0.1 million, respectively. The federal tax credit included a non-recurring tax credit in the amount of $6.5 million. The temporary differences and the approximate tax effects that give rise to our net deferred tax liability at December 31, 2015 and 2014 are as follows: (in thousands) 2015 2014 Deferred tax assets: Insurance and claims $ 15,495 $ 16,153 Net operating loss carryovers 15,348 18,347 Tax credits 10,585 1,477 Other 4,730 6,086 Deferred fuel hedge 10,947 8,144 Valuation allowance (1,219 ) (1,001 ) Total deferred tax assets 55,886 49,206 Deferred tax liabilities: Property and equipment (125,188 ) (103,186 ) Other (4,398 ) (2,186 ) Prepaid expenses (3,281 ) (2,838 ) Total net deferred tax liabilities (132,867 ) (108,210 ) Net deferred tax liability $ (76,981 ) $ (59,004 ) In November 2015, the FASB issued ASU No. 2015-17, "Balance Sheet Classification of Deferred Taxes", an update to ASC 740, Income Taxes. Current GAAP requires an entity to separate deferred income tax liabilities and assets into current and noncurrent amounts in a classified statement of financial position. To simplify the presentation of deferred income taxes, the amendments in this ASU require that deferred tax liabilities and assets be classified as noncurrent in a classified statement of financial position. The current requirement that deferred tax liabilities and assets of a tax-paying component of an entity be offset and presented as a single amount is not affected by the amendments in this ASU. This ASU is effective for fiscal years, and interim periods within those years, beginning on or after December 15, 2016, with early adoption permitted. The Company has elected to early adopt this standard effective December 31, 2015, on a retrospective basis and reclassified $14.7 million from net current deferred income tax assets to net noncurrent deferred income tax liabilities as of December 31, 2014. The net deferred tax liability of $77.0 million primarily relates to differences in cumulative book versus tax depreciation of property and equipment, partially off-set by net operating loss carryovers and insurance claims that have been reserved but not paid. 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, no valuation allowance has been established at December 31, 2015 or 2014, except for $1.2 million and $1.0 million, respectively, 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. As of December 31, 2015, we had a $3.2 million liability recorded for unrecognized tax benefits, which includes interest and penalties of $0.9 million. We recognize interest and penalties accrued related to unrecognized tax benefits in tax expense. As of December 31, 2014, we had a $1.6 million liability recorded for unrecognized tax benefits, which included interest and penalties of $0.7 million. Interest and penalties recognized for uncertain tax positions provided for a $0.2 million, $0.1 million, and a $0.3 million benefit in each of 2015, 2014, and 2013 respectively. The following tables summarize the annual activity related to our gross unrecognized tax benefits (in thousands) for the years ended December 31, 2015, 2014, and 2013: 2015 2014 2013 Balance as of January 1, $ 995 $ 1,060 $ 1,563 Increases related to prior year tax positions 1,737 246 - Decreases related to prior year positions - - - Increases related to current year tax positions - 42 24 Decreases related to settlements with taxing authorities (182 ) (126 ) - Decreases related to lapsing of statute of limitations (156 ) (227 ) (527 ) Balance as of December 31, $ 2,394 $ 995 $ 1,060 If recognized, $2.7 million and $1.1 million of unrecognized tax benefits would impact our effective tax rate as of December 31, 2015 and 2014, respectively. Any prospective adjustments to our reserves for income taxes will be recorded as an increase or decrease to our provision for income taxes and would impact our effective tax rate. Our 2012 through 2015 tax years remain subject to examination by the IRS for U.S. federal tax purposes, our major taxing jurisdiction. In the normal course of business, we are also subject to audits by state and local tax authorities. While it is often difficult to predict the final outcome or the timing of resolution of any particular tax matter, we believe that our reserves reflect the more likely than not outcome of known tax contingencies. We adjust these reserves, as well as the related interest, in light of changing facts and circumstances. Settlement of any particular issue would usually require the use of cash. Favorable resolution would be recognized as a reduction to our annual tax rate in the year of resolution. We do not expect any significant increases or decreases for uncertain income tax positions during the next year. Our federal net operating loss carryforwards of $28.6 million, along with a federal alternative minimum tax credit carryforward of $0.3 million are available to offset future federal taxable income, if any, through 2034, while our state net operating loss carryforwards and state tax credits of $122.9 million and $0.3 million, respectively expire over various periods through 2034 based on jurisdiction. |
Note 10 - Equity Method Investm
Note 10 - Equity Method Investment | 12 Months Ended |
Dec. 31, 2015 | |
Notes to Financial Statements | |
Equity Method Investment [Text Block] | 10 . 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 earn-outs payable for future results. 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. Under the agreement, we have an option to acquire 100% of TEL until 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. For the years ended December 31, 2015 and 2014, we sold tractors and trailers to TEL for $6.2 million and $14.0 million, respectively, and received $1.3 million and $1.5 million, respectively, for providing various maintenance services, certain back-office functions, and for miscellaneous equipment. We reversed previously deferred gains totaling less than $0.1 million for the years ending December 31, 2015 and 2014, respectively, representing 49% of the gains on units sold to TEL less any gains previously deferred and recognized when the equipment was sold to a third party. Deferred gains totaling $0.8 million at December 31, 2015 and December 31, 2014, respectively, are being carried as a reduction in our investment in TEL. At December 31, 2015 and 2014, we had accounts receivable from TEL of $5.3 million and $2.2 million, respectively, related to cash disbursements made pursuant to our performance of certain back-office and maintenance functions on TEL's behalf. 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 net income, which amounted to $4.6 million in 2015, $3.7 million in 2014, and $2.8 million in 2013. We received no equity distribution from TEL in 2015, $0.3 million in 2014, and less than $0.1 million in 2013, which was distributed to each member based on its respective ownership percentage in order to satisfy estimated tax payments resulting from TEL' s earnings. The distribution is the result of TEL being a limited liability company and thus its earnings are attributed to its members for tax purposes and are taxed for federal and certain state income on the members' respective tax returns. Our investment in TEL, totaling $16.8 million and $12.2 million at December 31, 2015 and 2014, respectively, is included in other assets in the accompanying consolidated balance sheet. Our investment in TEL is comprised of the $4.9 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 as noted above and the abovementioned deferred gains on sales of equipment to TEL. See TEL' s summarized financial information below. (in thousands) As of the years ended December 31, 2015 2014 Current Assets $ 14,275 $ 14,525 Non-current Assets 125,782 64,731 Current Liabilities 29,644 16,733 Non-current Liabilities 84,516 45,687 Total Equity $ 25,897 $ 16,836 (in thousands) As of the years ended December 31, 2015 2014 2013 Revenue $ 104,838 $ 90,197 $ 58,484 Operating Expenses 91,644 79,771 50,878 Operating Income 13,194 10,426 7,606 Net Income $ 9,061 $ 7,564 $ 5,643 |
Note 11 - Deferred Profit Shari
Note 11 - Deferred Profit Sharing Employee Benefit Plan | 12 Months Ended |
Dec. 31, 2015 | |
Notes to Financial Statements | |
Compensation Related Costs, General [Text Block] | 11 . We have a deferred profit sharing and savings plan under which all of our employees with at least six months of service are eligible to participate. Employees may contribute a percentage of their annual compensation up to the maximum amount allowed by the Internal Revenue Code. We may make discretionary contributions as determined by a committee of our Board of Directors. We made contributions of $0.8 million in 2015, zero in 2014, and zero in 2013 to the profit sharing and savings plan. |
Note 12 - Related Party Transac
Note 12 - Related Party Transactions | 12 Months Ended |
Dec. 31, 2015 | |
Notes to Financial Statements | |
Related Party Transactions Disclosure [Text Block] | 12 . See Note 10 for discussions of the related party transactions associated with TEL. |
Note 13 - Derivative Instrument
Note 13 - Derivative Instruments | 12 Months Ended |
Dec. 31, 2015 | |
Notes to Financial Statements | |
Derivative Instruments and Hedging Activities Disclosure [Text Block] | 13 . We engage in activities that expose us to market risks, including the effects of changes in fuel prices and in interest rates. 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 and interest rate risk 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, in 2014, we recognized approximately $1.4 million of additional fuel expense to mark the related liability to market and a $1.4 million reduction of fuel expense during 2015 as the related contracts expired. At December 31, 2015, there were no remaining ineffective fuel hedge contracts and thus the remaining contracts continue to qualify as cash flow hedges. We do not engage in speculative transactions, nor do we hold or issue financial instruments for trading purposes . In August 2015, we entered into an interest rate swap agreement with a notional amount of $28.0 million, which was designated as a hedge against the variability in future interest payments due on the debt associated with the purchase of our corporate headquarters as described in Note 7. The terms of the swap agreement effectively convert the variable rate interest payments on this note to a fixed rate of 4.2% through maturity on August 1, 2035. Because the critical terms of the swap and hedged item coincide, in accordance with the requirements of ASC 815, the change in the fair value of the derivative is expected to exactly offset changes in the expected cash flows due to fluctuations in the LIBOR rate over the term of the debt instrument, and therefore no ongoing assessment of effectiveness is required. The fair value of the swap agreement that was in effect at December 31, 2015, of approximately $1.1 million, is included in other liabilities in the consolidated balance sheet, and is included in accumulated other comprehensive loss, net of tax. Additionally, $0.3 million was reclassified from accumulated other comprehensive loss into our results of operations as additional interest expense for the year ended December 31, 2015, related to changes in interest rates during such periods. Based on the amounts in accumulated other comprehensive loss as of December 31, 2015, we expect to reclassify losses of approximately $0.3 million, net of tax, on derivative instruments from accumulated other comprehensive loss into our results of operations during the next twelve months due to changes in interest rates. The amounts actually realized will depend on the fair values as of the date of settlement. We recognize all derivative instruments at fair value on our 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 loss 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 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 December 31, 2015, we had forward futures swap contracts on approximately 12.1 million, 12.1 million, and 7.6 million gallons of diesel to be purchased in 2016, 2017, and 2018, respectively, or approximately 25%, 25%, and 15% of our projected annual 2016, 2017, and 2018 fuel requirements, respectively. The fair value of the contracts that were in effect at December 31, 2015 and 2014, of approximately $27.3 million and $22.7 million, respectively, are included in other liabilities in the consolidated balance sheet, are included in accumulated other comprehensive loss, 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 2015, market "spot" prices for ultra-low sulfur diesel peaked at a high of approximately $1.98 per gallon and hit a low price of approximately $0.98 per gallon. During 2014, market spot prices ranged from a high of $3.08 per gallon to a low of $1.58 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, $15.3 million, $3.1 million, and $0.6 million were reclassified from accumulated other comprehensive (loss) income to our results of operations for the years ended December 31, 2015, 2014, and 2013, respectively, as additional expense for 2015 and 2014 and as a reduction of expense in 2013, related to losses on fuel hedge contracts that expired. In addition to the amounts reclassified as a result of expired contracts, we recognized a reduction of fuel expense of $1.4 million relating to previously recognized fuel expense as a result of the expiration of the fuel hedge contracts for which the fuel hedging relationship was deemed to be ineffective on a prospective basis in 2014. As a result, the changes in fair value for those contracts were recorded as expense rather than as a component of other comprehensive loss. At December 31, 2015, all fuel hedge contracts were deemed to be effective. Based on the amounts in accumulated other comprehensive loss as of December 31, 2015 and the expected timing of the purchases of the diesel hedged, we expect to reclassify approximately $11.2 million, net of tax, on derivative instruments from accumulated other comprehensive loss into our results of operations during the next year 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, quarterly, and at December 31, 2015 and 2014, 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 . We have historically held fuel derivative instruments with a counterparty that required cash collateral when the instruments were in a net liability position. At December 31, 2015, all instruments with that counterparty were expired. As such, at December 31, 2015, no cash collateral deposits were required by us. At December 31, 2014 , $5.0 million cash collateral deposits were provided by us in connection with our outstanding fuel derivative instruments with the counterparty . The cash collateral amounts provided were netted against the fair value of current outstanding derivative instruments. |
Note 14 - Accumulated Other Com
Note 14 - Accumulated Other Comprehensive (Loss) Income | 12 Months Ended |
Dec. 31, 2015 | |
Notes to Financial Statements | |
Comprehensive Income (Loss) Note [Text Block] | 14 . Accumulated other comprehensive (loss) income ("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 tables summarize 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 years ended December 31, Affected Line Item in the Statement of Operations 2015 2014 2013 (Losses) gains on cash flow hedges Commodity derivative contracts $ (15,313 ) $ (3,141 ) $ 643 Fuel expense 5,865 1,206 (247 ) Income tax expense $ (9,448 ) $ (1,935 ) $ 396 Net of tax Interest rate swap contract $ (259 ) $ - $ - Interest expense 99 - - Income tax expense $ (160 ) $ - $ - Net of tax For additional information about our cash flow hedges, refer to Note 13. |
Note 15 - Commitments and Conti
Note 15 - Commitments and Contingent Liabilities | 12 Months Ended |
Dec. 31, 2015 | |
Notes to Financial Statements | |
Commitments and Contingencies Disclosure [Text Block] | 15 . From time-to-time, we are a party to ordinary, 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 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. On November 5, 2015, the Sixth Circuit reversed the district court in part, finding that the plaintiff could not recover under two of its causes of action. The Sixth Circuit remanded the proceedings to the district court for further factual determinations relating to whether the plaintiff could recover under a third cause of action. We are defendant in a lawsuit that was filed on August 17, 2015 in the Superior Court of the State of California, Los Angeles County. This lawsuit arises out of the work performed by the plaintiff as a company driver for Covenant Transport during the period of August, 2013 through October, 2014. Plaintiff is seeking class action certification under the complaint. The case was removed from state court in September, 2015 to the U.S. District Court in the Central District of California, and subsequently, the case was transferred to the U.S. District Court in the Eastern District of Tennessee on October 5, 2015 where the case is now pending. The complaint asserts that the time period covered by the lawsuit is "the four (4) years prior to the filing of this action through the trial date" and alleges claims for failure to properly pay for rest breaks, inspection time, waiting time, fueling and paperwork time, meal periods and other related wage and hour claims under the California Labor Code. Based on our present knowledge of the facts and, in certain cases, advice of outside counsel, management believes the resolution of open claims and pending litigation, taking into account existing reserves, is not likely to have a materially adverse effect on our consolidated financial statements. We had $31.4 million and $34.3 million of outstanding and undrawn letters of credit as of December 31, 2015 and 2014, respectively. The letters of credit are maintained primarily to support our insurance programs. We had commitments outstanding at December 31, 2015, to acquire revenue equipment totaling approximately $145.6 million in 2016 versus commitments at December 31, 2014 of approximately $116.8 million. These commitments are cancelable upon stated notice periods, subject to certain adjustments in the underlying obligations and benefits. These purchase commitments are expected to be financed by operating leases, capital leases, long-term debt, proceeds from sales of existing equipment, and/or cash flows from operations. See "Critical Accounting Policies And Estimates – Insurance and Other Claims" under Item 7 of Part II of this Annual Report on Form 10-K for additional information. |
Note 16 - Segment Information
Note 16 - Segment Information | 12 Months Ended |
Dec. 31, 2015 | |
Notes to Financial Statements | |
Segment Reporting Disclosure [Text Block] | 16 . As previously discussed, 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. 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 tables summarize our segment information: Year Ended December 31, 2015 Truckload Other Unallocated Corporate Overhead Consolidated Revenue $ 655,918 $ 71,057 $ - $ 726,975 Intersegment revenue - (2,735 ) - (2,735 ) Operating income (loss) 74,107 5,768 (12,093 ) 67,782 Depreciation and amortization (1) 60,138 13 1,233 61,384 Total assets 581,212 26,315 39,896 647,423 Capital expenditures, net (2) 147,896 29 1,069 148,994 Year Ended December 31, 2014 Revenue $ 663,001 $ 59,796 $ - $ 722,797 Intersegment revenue - (3,817 ) - (3,817 ) Operating income (loss) 54,151 3,894 (18,399 ) 39,646 Depreciation and amortization (1) 45,669 59 656 46,384 Total assets 463,900 27,338 48,066 539,304 Capital expenditures, net (2) 87,871 14 1,570 89,455 Year Ended December 31, 2013 Revenue $ 644,403 $ 51,702 $ - $ 690,327 Intersegment revenue - (5,778 ) - (5,778 ) Operating income (loss) 27,746 1,271 (8,623 ) 20,394 Depreciation and amortization (1) 42,848 72 775 43,694 Total assets 402,637 20,883 37,668 461,188 Capital expenditures net (2) 90,336 10 1,630 91,976 (1) Includes gains and losses on disposition of equipment . (2) Includes equipment purchased under capital leases. |
Note 17 - Quarterly Results of
Note 17 - Quarterly Results of Operations (Unaudited) | 12 Months Ended |
Dec. 31, 2015 | |
Notes to Financial Statements | |
Quarterly Financial Information [Text Block] | 17 . (in thousands except per share amounts) Quarters ended Mar. 31, 2015(2) June 30, 2015(3) Sep. 30, 2015 Dec. 31, 2015 Total revenue $ 167,216 $ 175,451 $ 173,512 $ 208,061 Operating income 10,043 18,774 14,629 24,336 Net income 10,227 11,001 7,627 13,230 Basic income per share 0.56 0.60 0.42 0.74 Diluted income per share 0.56 0.60 0.42 0.72 (in thousands except per share amounts) Quarters ended Mar. 31, 2014 June 30, 2014 Sep. 30, 2014 (4) Dec. 31, 2014 Total revenue $ 160,957 $ 173,654 $ 177,581 $ 206,788 Operating income 354 9,056 5,586 24,650 Net income (loss) (1,374 ) 3,780 1,857 13,545 Basic (loss) income per share (1) (0.09 ) 0.25 0.12 0.84 Diluted (loss) income per share (1) (0.09 ) 0.25 0.12 0.82 (1) Quarter totals do not aggregate to annual results due to the dilution related to the follow-on stock offering. (2) Includes $4.7 million after tax one-time federal income tax credit. (3) Includes $3.6 million in return of previously expensed insurance premiums for the commutation of our primary auto liability policy for the period of April 1, 2013, through September 30, 2014. (4) Includes $7.5 million increase to claims reserves for a 2008 cargo claim. |
Significant Accounting Policies
Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2015 | |
Accounting Policies [Abstract] | |
Consolidation, Policy [Policy Text Block] | Principles of Consolidation The consolidated financial statements include the accounts of Covenant Transportation Group, Inc., a holding company incorporated in the state of Nevada in 1994, and its wholly-owned subsidiaries: Covenant Transport, Inc., a Tennessee corporation; Southern Refrigerated Transport, Inc., an Arkansas corporation; Star Transportation, Inc., a Tennessee corporation; Covenant Transport Solutions, Inc., a Nevada corporation; Covenant Logistics, Inc., a Nevada corporation; Covenant Asset Management, LLC., a Nevada limited liability corporation; CTG Leasing Company, a Nevada corporation; IQS Insurance Retention Group, Inc., a Vermont corporation; Driven Analytic Solutions, LLC, a Nevada limited liability company; and Covenant Properties, LLC., a Nevada limited liability corporation. References in this report to "it," "we," "us," "our," the "Company," and similar expressions refer to Covenant Transportation Group, Inc. and its subsidiaries. All significant intercompany balances and transactions have been eliminated in consolidation. |
Equity Method Investments, Policy [Policy Text Block] | Investment in Transport Enterprise Leasing, LLC Transport Enterprise Leasing, LLC ("TEL") is a tractor and trailer equipment leasing company and used equipment reseller. We evaluated our investment in TEL to determine whether it should be recorded on a consolidated basis. Our percentage of ownership interest (49%), an evaluation of control , and whether a variable interest entity ("VIE") existed were all considered in our consolidation assessment. The analysis provided that we do not control TEL and that TEL is not deemed a VIE. We have accounted for our investment in TEL using the equity method of accounting given our 49% ownership interest and ability to exercise significant influence over operating and financial policies. Under the equity method, the cost of our investment is adjusted for our share of equity in the earnings of TEL and reduced by distributions received and our proportionate share of TEL's net income is included in our earnings. On a periodic basis, we assess whether there are any indicators that the fair value of our investment in TEL may be impaired. The investment is impaired only if the estimate of the fair value of the investment is less than the carrying value of the investment, and such decline in value is deemed to be other than temporary. To the extent impairment has occurred, the loss would be measured as the excess of the carrying amount of the investment over the fair value of the investment. As a result of TEL's earnings, no impairment indicators were noted that would provide for impairment of our investment. |
Revenue Recognition, Policy [Policy Text Block] | Revenue Recognition Revenue, drivers' wages, and other direct operating expenses generated by our Truckload reportable segment are recognized on the date shipments are delivered to the customer. Revenue includes transportation revenue, fuel surcharges, loading and unloading activities, equipment detention, and other accessorial services. Revenue generated by our Solutions subsidiary is recognized upon completion of the services provided. Revenue is recorded on a gross basis, without deducting third party purchased transportation costs, as we act as a principal with substantial risks as primary obligor, except for transactions whereby equipment from our Truckload segment perform the related services, which we record on a net basis in accordance with the related authoritative guidance. Solutions' revenue includes $2.4 million, $2.3 million, and $1.7 million of revenue in 2015, 2014 , and 2013, respectively, related to an accounts receivable factoring business started in 2013 to supplement several aspects of our non-asset operations. Revenue for this business is recognized on a net basis after giving effect to receivables payments we make to the factoring client, given we are acting as an agent and are not the primary generator of the factored receivables in these transactions. |
Use of Estimates, Policy [Policy Text Block] | Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires us to make decisions based upon estimates, assumptions, and factors we consider as relevant to the circumstances. Such decisions include the selection of applicable accounting principles and the use of judgment in their application, the results of which impact reported amounts and disclosures. Changes in future economic conditions or other business circumstances may affect the outcomes of our estimates and assumptions. Accordingly, actual results could differ from those anticipated. |
Cash and Cash Equivalents, Policy [Policy Text Block] | Cash and Cash Equivalents We consider all highly liquid investments with a maturity of three months or less at acquisition to be cash equivalents. Additionally, we are also subject to concentrations of credit risk related to deposits in banks in excess of the Federal Deposit Insurance Corporation limits. |
Loans and Leases Receivable, Allowance for Loan Losses Policy [Policy Text Block] | Accounts Receivable and Concentration of Credit Risk We extend credit to our customers in the normal course of business. We perform ongoing credit evaluations and generally do not require collateral. Trade accounts receivable are recorded at their invoiced amounts, net of allowance for doubtful accounts. We evaluate the adequacy of our allowance for doubtful accounts quarterly. Accounts outstanding longer than contractual payment terms are considered past due and are reviewed individually for collectability. We maintain reserves for potential credit losses based upon its loss history and specific receivables aging analysis. Receivable balances are written off when collection is deemed unlikely. Accounts receivable are comprised of a diversified customer base that results in a lack of concentration of credit risk. During 2015, 2014, and 2013, our top ten customers generated 45%, 38%, and 34% of total revenue, respectively. In 2015 and 2014, one customer accounted for more than 10% of our consolidated revenue. This customer was serviced by both our Truckload segment and our Solutions subsidiary providing for $75.8 million and $82.5 million of total revenue in 2015 and 2014, respectively. No customer accounted for more than 10% of our consolidated revenue in 2013. The carrying amount reported in the consolidated balance sheet for accounts receivable approximates fair value based on the fact that the receivables collection averaged approximately 35 and 36 days in 2015 and 2014, respectively. Included in accounts receivable is $18.9 million and $15.8 million of factoring receivables at December 31, 2015 and 2014, respectively, net of a $0.2 million allowance for bad debts for each respective year. 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 December 31, 2015, the retained amounts related to factored receivables totaled $0.4 million and were included in accounts payable in the consolidated balance sheet. 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. The following table provides a summary (in thousands) of the activity in the allowance for doubtful accounts for 2015, 2014, and 2013: Years ended December 31: Beginning balance January 1, Additional provisions to allowance Write-offs and other deductions Ending balance December 31, 2015 $ 1,767 $ 1,100 $ (1,010 ) $ 1,857 2014 $ 1,736 $ 774 $ (743 ) $ 1,767 2013 $ 1,729 $ 457 $ (450 ) $ 1,736 |
Inventory, Policy [Policy Text Block] | Inventories and Supplies Inventories and supplies consist of parts, tires, fuel, and supplies. Tires on new revenue equipment are capitalized as a component of the related equipment cost when the tractor or trailer is placed in service and recovered through depreciation over the life of the vehicle. Replacement tires and parts on hand at year end are recorded at the lower of cost or market with cost determined using the first-in, first-out (FIFO) method. Replacement tires are expensed when placed in service. |
Assets Held for Sale Policy [Policy Text Block] | Assets Held for Sale Assets held for sale include property and revenue equipment no longer utilized in continuing operations which are available and held for sale. Assets held for sale are no longer subject to depreciation, and are recorded at the lower of depreciated book value or fair market value less selling costs. We periodically review the carrying value of these assets for possible impairment. We expect to sell these assets within twelve months. |
Property, Plant and Equipment, Policy [Policy Text Block] | Property and Equipment Property and equipment is stated at cost less accumulated depreciation. Depreciation for book purposes is determined using the straight-line method over the estimated useful lives of the assets, while depreciation for tax purposes is generally recorded using an accelerated method. Depreciation of revenue equipment is our largest item of depreciation. We generally depreciate new tractors (excluding day cabs) over five years to salvage values of approximately 25% of their cost. We generally depreciate new trailers over six years for refrigerated trailers and ten years for dry van trailers to salvage values of approximately 38% of their cost. We annually review the reasonableness of our estimates regarding useful lives and salvage values of our revenue equipment and other long-lived assets based upon, among other things, our experience with similar assets, conditions in the used revenue equipment market, and prevailing industry practice. Changes in the useful life or salvage value estimates, or fluctuations in market values that are not reflected in our estimates, could have a material effect on our results of operations. Gains and losses on the disposal of revenue equipment are included in depreciation expense in the consolidated statements of operations. We lease certain revenue equipment under capital leases with terms of approximately 60 to 84 months. Amortization of leased assets is included in depreciation and amortization expense. Although a portion of our tractors are protected by non-binding indicative trade-in values or binding trade-back agreements with the manufacturers, substantially all of our owned trailers are subject to fluctuations in market prices for used revenue equipment. Moreover, our trade-back agreements are contingent upon reaching acceptable terms for the purchase of new equipment. Declines in the price of used revenue equipment or failure to reach agreement for the purchase of new tractors with the manufacturers issuing trade-back agreements could result in impairment of, or losses on the sale of, revenue equipment. |
Impairment or Disposal of Long-Lived Assets, Policy [Policy Text Block] | Impairment of Long-Lived Assets Pursuant to applicable accounting standards, revenue equipment and other long-lived assets are tested for impairment whenever an event occurs that indicates an impairment may exist. Expected future cash flows are used to analyze whether an impairment has occurred. If the sum of expected undiscounted cash flows is less than the carrying value of the long-lived asset, then an impairment loss is recognized. We measure the impairment loss by comparing the fair value of the asset to its carrying value. Fair value is determined based on a discounted cash flow analysis or the appraised value of the assets, as appropriate. |
Goodwill and Intangible Assets, Policy [Policy Text Block] | Goodwill and Other Intangible Assets We classify intangible assets into two categories: (i) intangible assets with definite lives subject to amortization and (ii) goodwill. We have no goodwill on our consolidated balance sheet for the years ended December 31, 2015 and 2014. We test intangible assets with definite lives for impairment if conditions exist that indicate the carrying value may not be recoverable. Such conditions may include an economic downturn in a geographic market or a change in the assessment of future operations. We record an impairment charge when the carrying value of the definite lived intangible asset is not recoverable by the cash flows generated from the use of the asset. We determine the useful lives of our identifiable intangible assets after considering the specific facts and circumstances related to each intangible asset. Factors we consider when determining useful lives include the contractual term of any agreement, the history of the asset, our long-term strategy for the use of the asset, any laws or other local regulations which could impact the useful life of the asset, and other economic factors, including competition and specific market conditions. Intangible assets that are deemed to have definite lives are amortized, generally on a straight-line basis, over their useful lives, ranging from 4 to 20 years. |
Insurance And Other Claims [Policy Text Block] | Insurance and Other Claims The primary claims arising against us consist of auto liability (personal injury and property damage), workers' compensation, cargo, commercial liability, and employee medical expenses. Our insurance program involves self-insurance with the following risk retention levels (before giving effect to any commutation of an auto liability policy): ? auto liability - $1.0 million ? workers' compensation - $1.3 million ? cargo - $0.3 million ? employee medical - $0.4 million ? physical damage - 100% Due to our significant self-insured retention amounts, we have exposure to fluctuations in the number and severity of claims and to variations between our estimated and actual ultimate payouts. We accrue the estimated cost of the uninsured portion of pending claims and an estimate for allocated loss adjustment expenses including legal and other direct costs associated with a claim. Estimates require judgments concerning the nature and severity of the claim, historical trends, advice from third-party administrators and insurers, the size of any potential damage award based on factors such as the specific facts of individual cases, the jurisdictions involved, the prospect of punitive damages, future medical costs, and inflation estimates of future claims development, and the legal and other costs to settle or defend the claims. We have significant exposure to fluctuations in the number and severity of claims. If there is an increase in the frequency and severity of claims, or we are required to accrue or pay additional amounts if the claims prove to be more severe than originally assessed, or any of the claims would exceed the limits of our insurance coverage, our profitability could be adversely affected. In addition to estimates within our self-insured retention layers, we also must make judgments concerning claims where we have third party insurance and for claims outside our coverage limits. Upon settling claims and expenses associated with claims where we have third party coverage, we are generally required to initially fund payment to the claimant and seek reimbursement from the insurer. Receivables from insurers for claims and expenses we have paid on behalf of insurers were $0.1 million or less at December 31, 2015 and 2014, respectively, and are included in drivers' advances and other receivables on our consolidated balance sheet. Additionally, we accrue claims above our self-insured retention and record a corresponding receivable for amounts we expect to collect from insurers upon settlement of such claims. We have $0.6 million at December 31, 2015 and 2014, respectively, as a receivable in other assets and as a corresponding accrual in the long-term portion of insurance and claims accruals on our consolidated balance sheet for claims above our self-insured retention for which we believe it is reasonably assured that the insurers will provide their portion of such claims. We evaluate collectability of the receivables based on the credit worthiness and surplus of the insurers, along with our prior experience and contractual terms with each. If any claim occurrence were to exceed our aggregate coverage limits, we would have to accrue for the excess amount. Our critical estimates include evaluating whether a claim may exceed such limits and, if so, by how much. If one or more claims were to exceed our then effective coverage limits, our financial condition and results of operations could be materially and adversely affected. We also make judgements regarding the ultimate benefit versus risk to commuting certain periods within our auto liability policy. If we commute a policy, we assume 100% risk for covered claims in exchange for a policy refund. In 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. Effective April 2015, we entered into a new auto liability policies with a three-year term. The policy includes a limit for a single loss of $9.0 million, an aggregate of $18.0 million for each policy year, and a $30.0 million aggregate for the three-year period ended March 31, 2018. The policy includes a policy release premium refund of up to $14.7 million, less any amounts paid on claims by the insurer, from October 1, 2014 through March 31, 2018, if we were to commute the policy for the entire three years. A decision with respect to commutation of the policy cannot be made before April 1, 2018, unless both we and the insurance carrier agree to a commutation prior to the end of the policy term. Management cannot predict whether or not future claims or the development of existing claims will justify a commutation, and accordingly, no related amounts were recorded at December 31, 2015. |
Interest Capitalization, Policy [Policy Text Block] | Interest We capitalize interest on major projects during construction. Interest is capitalized based on the average interest rate on related debt. Capitalized interest was less than $0.1 million in 2015, 2014, and 2013. |
Fair Value of Financial Instruments, Policy [Policy Text Block] | Fair Value of Financial Instrument s Our financial instruments consist primarily of cash and cash equivalents, accounts receivable, commodity contracts, accounts payable, debt, and an interest rate swap. 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. 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 December 31, 2015, as the weighted average interest rate on these notes approximates the market rate for similar debt. Borrowings under our revolving Credit Facility approximate fair value due to the variable interest rate on the facility. Additionally, commodity contracts, which are accounted for as hedge derivatives, as discussed in Note 13, are valued based on 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. The fair value of our interest rate swap agreement is determined using the market-standard methodology of netting the discounted future fixed-cash payments and the discounted expected variable-cash receipts. The variable-cash receipts are based on an expectation of future interest rates (forward curves) derived from observable market interest rate curves. These analyses reflect the contractual terms of the swap, including the period to maturity, and use observable market-based inputs, including interest rate curves and implied volatilities. The fair value calculation also includes an amount for risk of non-performance of our counterparties using "significant unobservable inputs" such as estimates of current credit spreads to evaluate the likelihood of default, which we have determined to be insignificant to the overall fair value of our interest rate swap agreement. |
Income Tax, Policy [Policy Text Block] | Income Taxes Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. We have reflected the net liability after offsetting our deferred tax assets and liabilities in the deferred income taxes line in the accompanying consolidated balance sheets in accordance with our retrospective early adoption of Financial Accounting Standards Board (" FASB") Accounting Standards Update ("ASU") No 2015-17, Income Taxes: Balance Sheet Classification of Deferred Taxes In the ordinary course of business there is inherent uncertainty in quantifying our income tax positions. We assess our income tax positions and record tax benefits for all years subject to examination based upon management's evaluation of the facts, circumstances, and information available at the reporting dates. For those tax positions where it is more likely than not that a tax benefit will be sustained, we have recorded the largest amount of tax benefit with a greater than 50% likelihood of being realized upon ultimate settlement with a taxing authority that has full knowledge of all relevant information. For those income tax positions where it is not more likely than not that a tax benefit will be sustained, no tax benefit has been recognized in the financial statements. Potential accrued interest and penalties related to unrecognized tax benefits are recognized as a component of income tax expense. Our policy is to recognize income tax benefit arising from the exercise of stock options and restricted share vesting based on the ordering provisions of the tax law as prescribed by the Internal Revenue Code, including indirect tax effects, if any. |
Lease, Policy [Policy Text Block] | Lease Accounting and Off-Balance Sheet Transactions We issue residual value guarantees in connection with the operating leases we enter into for certain of our revenue equipment. These leases provide that if we do not purchase the leased equipment from the lessor at the end of the lease term, then we are liable to the lessor for an amount equal to the shortage (if any) between the proceeds from the sale of the equipment and an agreed value. To the extent the expected value at the lease termination date is lower than the residual value guarantee, we would accrue for the difference over the remaining lease term. We believe that proceeds from the sale of equipment under operating leases would equal or exceed the payment obligation on substantially all operating leases. The estimated values at lease termination involve management judgments. As leases are entered into, determination as to the classification as an operating or capital lease involves management judgments on residual values and useful lives. |
Stockholders' Equity, Policy [Policy Text Block] | Capital Structure The shares of Class A and B common stock are substantially identical except that the Class B shares are entitled to two votes per share and immediately convert to Class A shares if beneficially owned by anyone other than our Chief Executive Officer or certain members of his immediate family, while Class A shares are entitled to one vote per share. The terms of any future issuances of preferred shares will be set by our Board of Directors. |
Comprehensive Income, Policy [Policy Text Block] | Comprehensive Income Comprehensive income generally includes all changes in equity during a period except those resulting from investments by owners and distributions to owners. Comprehensive income for 2015, 2014, and 2013 was comprised of the net income plus the unrealized gain or loss on the effective portion of cash flow hedges and the reclassified cash flow hedge gains or losses into earnings. |
Earnings Per Share, Policy [Policy Text Block] | 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 earnings per share includes all unexercised options and 0.1 million unvested shares. A de minimus number of unvested shares have been excluded from the calculation of diluted earnings per share since the effect of any assumed exercise of the related awards would be anti-dilutive for the years ended December 31, 2015, 2014, and 2013, respectively . Income per share is the same for both Class A and Class B shares. The following table sets forth the calculation of net income per share included in the consolidated statements of operations for each of the three years ended December 31: (in thousands except per share data) 2015 2014 2013 Numerator: Net income $ 42,085 $ 17,808 $ 5,244 Denominator: Denominator for basic income per share – weighted-average shares 18,145 15,250 14,837 Effect of dilutive securities: Equivalent shares issuable upon conversion of unvested restricted shares 161 266 202 Equivalent shares issuable upon conversion of unvested employee stock options 5 1 - Denominator for diluted income per share adjusted weighted-average shares and assumed conversions 18,311 15,517 15,039 Net income per share: Basic income per share $ 2.32 $ 1.17 $ 0.35 Diluted income per share $ 2.30 $ 1.15 $ 0.35 |
Share-based Compensation, Option and Incentive Plans Policy [Policy Text Block] | Stock-Based Employee Compensation We issue several types of stock-based compensation, including awards that vest based on service and performance conditions or a combination of the conditions. Performance-based awards vest contingent upon meeting certain performance criteria established by the Compensation Committee. All awards require future service and thus forfeitures are estimated based on historical forfeitures and the remaining term until the related award vests. Determining the appropriate amount to expense in each period is based on likelihood and timing of achieving the stated targets for performance-based awards and requires judgment, including forecasting future financial results. The estimates are revised periodically based on the probability and timing of achieving the required performance and adjustments are made as appropriate. Awards that are only subject to time vesting provisions are amortized using the straight-line method. |
Derivatives, Policy [Policy Text Block] | Derivative Instruments and Hedging Activities We periodically utilize derivative instruments to manage exposure to changes in fuel prices and interest rates. At inception of a derivative contract, we document relationships between derivative instruments and hedged items, as well as our risk-management objective and strategy for undertaking various derivative transactions, and assess hedge effectiveness. We record derivative financial instruments in the balance sheet as either an asset or liability at fair value. If it is determined that a derivative is not highly effective as a hedge, or if a derivative ceases to be a highly effective hedge, we discontinue hedge accounting prospectively. The effective portion of changes in the fair value of derivatives are recorded in other comprehensive income, and reclassified into earnings in the same period during which the hedged transaction affects earnings. The ineffective portion is recorded in other income or expense. |
New Accounting Pronouncements, Policy [Policy Text Block] | Recent Accounting Pronouncements Accounting Standards adopted In November 2015, the FASB issued ASU No. 2015-17. This standard requires companies to classify all deferred tax assets and liabilities as noncurrent on the balance sheet instead of separating deferred taxes into current and noncurrent amounts. This ASU is effective for fiscal years, and interim periods within those years, beginning on or after December 15, 2016, with early adoption permitted. The Company has elected to early adopt this standard effective December 31, 2015, on a retrospective basis. See Note 9 for further information about the early adoption of this ASU . Accounting Standards not yet adopted In May 2014, the FASB and the International Accounting Standards Board issued converged guidance on recognizing revenue in contracts with customers. The new guidance establishes a single core principle in ASU No. 2014-09, which provides for recognition of revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. This guidance will affect any reporting organization that either enters into contracts with customers to transfer goods or services or enters into contracts for the transfer of non-financial assets. In August 2015, ASU 2015-14 was issued which deferred the effective date of ASU 2014-09 to fiscal years, and interim periods within those years, beginning on or after December 15, 2017, with early adoption permitted only as of annual reporting periods beginning after December 15, 2016, including interim reporting periods within that reporting period. The Company is evaluating the new guidance and plans to provide additional information about its expected impact at a future date. In August 2014, the FASB issued ASU No. 2014-15. This standard provides guidance on determining when and how to disclose going-concern uncertainties in the financial statements. The new standard requires management to perform interim and annual assessments of an entity's ability to continue as a going concern within one year of the date the financial statements are issued. This ASU is effective for fiscal years, and interim periods within those years, beginning on or after December 15, 2016, with early adoption permitted. The Company is evaluating the new guidance and plans to provide additional information about its expected impact at a future date. In April 2015, the FASB issued ASU 2015-03, and, in August 2015, the FASB issued ASU 2015-15 . The Company will adopt this standard for the fiscal year 2016. Adoption of this standard will result in the reclassification of approximately $0.7 million from other assets to long-term notes payable as of December 31, 2015. |
Note 1 - Summary of Significa27
Note 1 - Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Notes Tables | |
Summary of Valuation Allowance [Table Text Block] | Years ended December 31: Beginning balance January 1, Additional provisions to allowance Write-offs and other deductions Ending balance December 31, 2015 $ 1,767 $ 1,100 $ (1,010 ) $ 1,857 2014 $ 1,736 $ 774 $ (743 ) $ 1,767 2013 $ 1,729 $ 457 $ (450 ) $ 1,736 |
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block] | (in thousands except per share data) 2015 2014 2013 Numerator: Net income $ 42,085 $ 17,808 $ 5,244 Denominator: Denominator for basic income per share – weighted-average shares 18,145 15,250 14,837 Effect of dilutive securities: Equivalent shares issuable upon conversion of unvested restricted shares 161 266 202 Equivalent shares issuable upon conversion of unvested employee stock options 5 1 - Denominator for diluted income per share adjusted weighted-average shares and assumed conversions 18,311 15,517 15,039 Net income per share: Basic income per share $ 2.32 $ 1.17 $ 0.35 Diluted income per share $ 2.30 $ 1.15 $ 0.35 |
Note 3 - Fair Value of Financ28
Note 3 - Fair Value of Financial Instruments (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Notes Tables | |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis [Table Text Block] | (in thousands) December 31, Hedge derivative liability 2015 (1) 2014 (1) Fair Value of Derivative $ (28,434 ) $ (22,720 ) Quoted Prices in Active Markets (Level 1) - - Significant Other Observable Inputs (Level 2) $ (28,434 ) $ (22,720 ) Significant Unobservable Inputs (Level 3) - - |
Note 4 - Stock-based Compensa29
Note 4 - Stock-based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Notes Tables | |
Schedule of Share-based Compensation, Restricted Stock and Restricted Stock Units Activity [Table Text Block] | Number of stock awards (in thousands) Weighted average grant date fair value Unvested at December 31, 2012 764 $ 6.62 Granted 263 $ 5.60 Vested (200 ) $ 8.12 Forfeited (50 ) $ 5.56 Unvested at December 31, 2013 777 $ 5.95 Granted 136 $ 12.27 Vested (137 ) $ 7.43 Forfeited (134 ) $ 7.80 Unvested at December 31, 2014 642 $ 6.60 Granted 63 $ 28.10 Vested (246 ) $ 4.97 Forfeited (129 ) $ 5.38 Unvested at December 31, 2015 330 $ 12.43 |
Schedule of Share-based Compensation, Stock Options, Activity [Table Text Block] | Number of options (in thousands) Weighted average exercise price Weighted average remaining contractual term (in years) Aggregate intrinsic value (in thousands) Outstanding at December 31, 2012 333 $ 15.67 1.5 $ - Options granted - - Options exercised - - Options forfeited (112 ) $ 17.14 Outstanding at December 31, 2013 221 $ 14.98 1.0 $ - Options granted - - Options exercised (45 ) $ 13.64 Options forfeited (100 ) $ 21.71 Outstanding at December 31, 2014 76 $ 14.73 0.5 $ 945 Options granted - - Options exercised (73 ) $ 14.79 Options forfeited - - Outstanding at December 31, 2015 3 $ 12.79 0.4 $ 15 Exercisable at December 31, 2015 3 $ 12.79 0.4 $ 15 |
Note 5 - Property and Equipme30
Note 5 - Property and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Notes Tables | |
Property, Plant and Equipment [Table Text Block] | (in thousands) Estimated Useful Lives (in years) 2015 2014 Revenue equipment 3 - 10 $ 468,693 $ 418,574 Communications equipment 5 - 10 8,189 8,248 Land and improvements 0 - 10 25,184 18,820 Buildings and leasehold improvements 7 - 40 71,614 37,217 Construction in-progress - 1,104 2,976 Other 2 - 7 21,287 19,510 $ 596,071 $ 505,345 |
Note 6 - Goodwill and Other A31
Note 6 - Goodwill and Other Assets (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Notes Tables | |
Schedule of Other Assets [Table Text Block] | (in thousands) 2015 2014 Customer relationships 3,490 3,490 Less: accumulated amortization of intangibles (3,321 ) (3,255 ) Net intangible assets 169 235 Investment in TEL 16,788 12,192 Other long-term receivables 576 575 Deposits 314 546 Deferred loan costs, net 706 724 Other, net 1,984 491 $ 20,537 $ 14,763 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense [Table Text Block] | ( In thousands 2016 48 2017 35 2018 25 2019 18 2020 43 Thereafter $ - |
Note 7 - Debt (Tables)
Note 7 - Debt (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Prior Pricing [Member] | |
Notes Tables | |
Schedule of Long-term Debt Instruments [Table Text Block] | Level Average Pricing Availability Base Rate Loans LIBOR Loans L/C Fee I > $75,000,000 .50 % 1.50 % 1.50 % II ≤ $75,000,000 but > $50,000,000 .75 % 1.75 % 1.75 % III ≤ $50,000,000 but > $25,000,000 1.00 % 2.00 % 2.00 % IV ≤ $25,000,000 1.25 % 2.25 % 2.25 % |
New Pricing [Member] | |
Notes Tables | |
Schedule of Long-term Debt Instruments [Table Text Block] | Level Average Pricing Availability Base Rate Loans LIBOR Loans L/C Fee I > $40,000,000 .50 % 1.50 % 1.50 % II ≤ $40,000,000 but > $20,000,000 .75 % 1.75 % 1.75 % III ≤ $20,000,000 1.00 % 2.00 % 2.00 % |
Schedule of Debt [Table Text Block] | (in thousands) December 31, 2015 December 31, 2014 Current Long-Term Current Long-Term Borrowings under Credit Facility $ - $ 3,002 $ - $ - Revenue equipment installment notes; weighted average interest rate of 3.6% at December 31, 2015, and 3.7% December 31, 2014, due in monthly installments with final maturities at various dates ranging from January 2016 to January 2022, secured by related revenue equipment 38,461 163,387 27,550 155,832 Real estate note; weighted average interest rate of 2.0% and 2.5% at December 31, 2015 and 2014, respectively, due in monthly installments with fixed maturity at December 2018 and August 2035, secured by related real-estate 1,184 30,124 166 3,608 Other note payable, interest rate of 3.0% at December 31, 2014 - - 108 91 Total debt 39,645 196,513 27,824 159,531 Principal portion of capital lease obligations, secured by related revenue equipment 4,031 10,547 1,606 13,372 Total debt and capital lease obligations $ 43,676 $ 207,060 $ 29,430 $ 172,903 |
Schedule of Maturities of Long-term Debt [Table Text Block] | (in thousands) 2016 $ 39,645 2017 40,253 2018 58,735 2019 33,846 2020 34,479 Thereafter $ 29,200 |
Note 8 - Leases (Tables)
Note 8 - Leases (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Notes Tables | |
Scheduleof Future Minimum Lease Paymentsfor Operatingand Capital Leases [Table Text Block] | Operating Capital 2016 $ 8,430 $ 4,485 2017 5,489 1,656 2018 2,887 1,656 2019 995 1,656 2020 66 3,878 Thereafter - 2,896 Total minimum lease payments $ 17,867 $ 16,227 Less: amount representing interest (1,649 ) Present value of minimum lease payments 14,578 Less: current portion (4,031 ) Capital lease obligations, long-term $ 10,547 |
Schedule of Rent Expense [Table Text Block] | (in thousands) 2015 2014 2013 Revenue equipment rentals $ 12,611 $ 20,935 $ 22,991 Building and lot rentals 2,078 3,561 4,044 Other equipment rentals 340 317 362 $ 15,029 $ 24,813 $ 27,397 |
Note 9 - Income Taxes (Tables)
Note 9 - Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Notes Tables | |
Schedule of Components of Income Tax Expense (Benefit) [Table Text Block] | (in thousands) 2015 2014 2013 Federal, current $ 124 $ (94 ) $ (816 ) Federal, deferred 18,185 12,830 7,560 State, current 426 187 102 State, deferred 3,087 1,851 657 $ 21,822 $ 14,774 $ 7,503 |
Schedule of Effective Income Tax Rate Reconciliation [Table Text Block] | (in thousands) 2015 2014 2013 Computed "expected" income tax expense $ 22,368 $ 11,404 $ 4,462 State income taxes, net of federal income tax effect 2,237 1,075 421 Per diem allowances 2,329 2,304 2,422 Tax contingency accruals 1,599 (104 ) (496 ) Valuation allowance , net 218 18 684 Tax credits (7,151 ) (112 ) (250 ) Other, net 222 189 260 Actual income tax expense $ 21,822 $ 14,774 $ 7,503 |
Schedule of Deferred Tax Assets and Liabilities [Table Text Block] | (in thousands) 2015 2014 Deferred tax assets: Insurance and claims $ 15,495 $ 16,153 Net operating loss carryovers 15,348 18,347 Tax credits 10,585 1,477 Other 4,730 6,086 Deferred fuel hedge 10,947 8,144 Valuation allowance (1,219 ) (1,001 ) Total deferred tax assets 55,886 49,206 Deferred tax liabilities: Property and equipment (125,188 ) (103,186 ) Other (4,398 ) (2,186 ) Prepaid expenses (3,281 ) (2,838 ) Total net deferred tax liabilities (132,867 ) (108,210 ) Net deferred tax liability $ (76,981 ) $ (59,004 ) |
Summary of Income Tax Contingencies [Table Text Block] | 2015 2014 2013 Balance as of January 1, $ 995 $ 1,060 $ 1,563 Increases related to prior year tax positions 1,737 246 - Decreases related to prior year positions - - - Increases related to current year tax positions - 42 24 Decreases related to settlements with taxing authorities (182 ) (126 ) - Decreases related to lapsing of statute of limitations (156 ) (227 ) (527 ) Balance as of December 31, $ 2,394 $ 995 $ 1,060 |
Note 10 - Equity Method Inves35
Note 10 - Equity Method Investment (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Income Statement [Member] | |
Notes Tables | |
Equity Method Investments [Table Text Block] | (in thousands) As of the years ended December 31, 2015 2014 2013 Revenue $ 104,838 $ 90,197 $ 58,484 Operating Expenses 91,644 79,771 50,878 Operating Income 13,194 10,426 7,606 Net Income $ 9,061 $ 7,564 $ 5,643 |
Balance Sheet [Member] | |
Notes Tables | |
Equity Method Investments [Table Text Block] | (in thousands) As of the years ended December 31, 2015 2014 Current Assets $ 14,275 $ 14,525 Non-current Assets 125,782 64,731 Current Liabilities 29,644 16,733 Non-current Liabilities 84,516 45,687 Total Equity $ 25,897 $ 16,836 |
Note 14 - Accumulated Other C36
Note 14 - Accumulated Other Comprehensive (Loss) Income (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Notes Tables | |
Reclassification out of Accumulated Other Comprehensive Income [Table Text Block] | Details about AOCI Components Amount Reclassified from AOCI for the years ended December 31, Affected Line Item in the Statement of Operations 2015 2014 2013 (Losses) gains on cash flow hedges Commodity derivative contracts $ (15,313 ) $ (3,141 ) $ 643 Fuel expense 5,865 1,206 (247 ) Income tax expense $ (9,448 ) $ (1,935 ) $ 396 Net of tax Interest rate swap contract $ (259 ) $ - $ - Interest expense 99 - - Income tax expense $ (160 ) $ - $ - Net of tax |
Note 16 - Segment Information (
Note 16 - Segment Information (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Notes Tables | |
Schedule of Segment Reporting Information, by Segment [Table Text Block] | Year Ended December 31, 2015 Truckload Other Unallocated Corporate Overhead Consolidated Revenue $ 655,918 $ 71,057 $ - $ 726,975 Intersegment revenue - (2,735 ) - (2,735 ) Operating income (loss) 74,107 5,768 (12,093 ) 67,782 Depreciation and amortization (1) 60,138 13 1,233 61,384 Total assets 581,212 26,315 39,896 647,423 Capital expenditures, net (2) 147,896 29 1,069 148,994 Year Ended December 31, 2014 Revenue $ 663,001 $ 59,796 $ - $ 722,797 Intersegment revenue - (3,817 ) - (3,817 ) Operating income (loss) 54,151 3,894 (18,399 ) 39,646 Depreciation and amortization (1) 45,669 59 656 46,384 Total assets 463,900 27,338 48,066 539,304 Capital expenditures, net (2) 87,871 14 1,570 89,455 Year Ended December 31, 2013 Revenue $ 644,403 $ 51,702 $ - $ 690,327 Intersegment revenue - (5,778 ) - (5,778 ) Operating income (loss) 27,746 1,271 (8,623 ) 20,394 Depreciation and amortization (1) 42,848 72 775 43,694 Total assets 402,637 20,883 37,668 461,188 Capital expenditures net (2) 90,336 10 1,630 91,976 |
Note 17 - Quarterly Results o38
Note 17 - Quarterly Results of Operations (Unaudited) (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Notes Tables | |
Schedule of Quarterly Financial Information [Table Text Block] | (in thousands except per share amounts) Quarters ended Mar. 31, 2015(2) June 30, 2015(3) Sep. 30, 2015 Dec. 31, 2015 Total revenue $ 167,216 $ 175,451 $ 173,512 $ 208,061 Operating income 10,043 18,774 14,629 24,336 Net income 10,227 11,001 7,627 13,230 Basic income per share 0.56 0.60 0.42 0.74 Diluted income per share 0.56 0.60 0.42 0.72 (in thousands except per share amounts) Quarters ended Mar. 31, 2014 June 30, 2014 Sep. 30, 2014 (4) Dec. 31, 2014 Total revenue $ 160,957 $ 173,654 $ 177,581 $ 206,788 Operating income 354 9,056 5,586 24,650 Net income (loss) (1,374 ) 3,780 1,857 13,545 Basic (loss) income per share (1) (0.09 ) 0.25 0.12 0.84 Diluted (loss) income per share (1) (0.09 ) 0.25 0.12 0.82 |
Note 1 - Summary of Significa39
Note 1 - Summary of Significant Accounting Policies (Details Textual) shares in Millions | 1 Months Ended | 3 Months Ended | 12 Months Ended | |||||||||||||||
Jan. 31, 2013 | Dec. 31, 2015USD ($) | Sep. 30, 2015USD ($) | Jun. 30, 2015USD ($) | Mar. 31, 2015USD ($) | [2] | Dec. 31, 2014USD ($) | Sep. 30, 2014USD ($) | [3] | Jun. 30, 2014USD ($) | Mar. 31, 2014USD ($) | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($)shares | Dec. 31, 2014USD ($) | Dec. 31, 2013USD ($) | Dec. 31, 2012USD ($) | May. 31, 2011 | ||
Customer Concentration Risk [Member] | Sales Revenue, Net [Member] | ||||||||||||||||||
Number of Major Customers | 0 | 1 | 1 | |||||||||||||||
Concentration Risk, Percentage | 45.00% | 38.00% | 34.00% | |||||||||||||||
Self Insurance [Member] | ||||||||||||||||||
Other Assets | $ 600,000 | $ 600,000 | $ 600,000 | $ 600,000 | ||||||||||||||
Collateral for Collection Issues [Member] | ||||||||||||||||||
Accounts Payable | 400,000 | 400,000 | ||||||||||||||||
Factoring Receivables [Member] | ||||||||||||||||||
Allowance for Doubtful Accounts Receivable | 200,000 | 200,000 | 200,000 | 200,000 | ||||||||||||||
Accounts Receivable, Net, Current | $ 18,900,000 | 15,800,000 | 18,900,000 | 15,800,000 | ||||||||||||||
Non Asset Operations [Member] | Solutions [Member] | ||||||||||||||||||
Revenues | $ 2,400,000 | 2,300,000 | $ 1,700,000 | |||||||||||||||
Receivables from Insurers [Member] | ||||||||||||||||||
Drivers Advances And Other Receivables Net Of Allowance | 100,000 | 100,000 | ||||||||||||||||
Transport Enterprise Leasing LLC [Member] | ||||||||||||||||||
Equity Method Investment, Ownership Percentage | 49.00% | 49.00% | 49.00% | |||||||||||||||
Unspecified Customer [Member] | ||||||||||||||||||
Revenues | $ 75,800,000 | 82,500,000 | ||||||||||||||||
Minimum [Member] | Revenue Equipment [Member] | ||||||||||||||||||
Property, Plant and Equipment, Useful Life | 3 years | |||||||||||||||||
Capital Leases of Lessee, Term of Contract | 5 years | |||||||||||||||||
Minimum [Member] | ||||||||||||||||||
Cash Advance For Factoring Receivables Percentage | 85.00% | |||||||||||||||||
Finite-Lived Intangible Asset, Useful Life | 4 years | |||||||||||||||||
Maximum [Member] | Revenue Equipment [Member] | ||||||||||||||||||
Property, Plant and Equipment, Useful Life | 10 years | |||||||||||||||||
Capital Leases of Lessee, Term of Contract | 7 years | |||||||||||||||||
Maximum [Member] | ||||||||||||||||||
Cash Advance For Factoring Receivables Percentage | 95.00% | |||||||||||||||||
Finite-Lived Intangible Asset, Useful Life | 20 years | |||||||||||||||||
Tractors [Member] | ||||||||||||||||||
Property, Plant and Equipment, Useful Life | 5 years | |||||||||||||||||
Property, Plant and Equipment, Salvage Value, Percentage | 25.00% | 25.00% | ||||||||||||||||
Refrigerated Trailers [Member] | ||||||||||||||||||
Property, Plant and Equipment, Useful Life | 6 years | |||||||||||||||||
Dry Van Trailers [Member] | ||||||||||||||||||
Property, Plant and Equipment, Salvage Value, Percentage | 38.00% | 38.00% | ||||||||||||||||
Single Loss [Member] | ||||||||||||||||||
Liability for Claims and Claims Adjustment Expense | $ 9,000,000 | $ 9,000,000 | ||||||||||||||||
Each Policy Year [Member] | ||||||||||||||||||
Liability for Claims and Claims Adjustment Expense | 18,000,000 | 18,000,000 | ||||||||||||||||
Aggregate for 3 Years Ended March 31, 2016 [Member] | ||||||||||||||||||
Liability for Claims and Claims Adjustment Expense | 30,000,000 | 30,000,000 | ||||||||||||||||
Reclassification of Debt Issuance Costs from Other Assets to Long-term Notes Payable [Member] | December 31, 2015 [Member] | Scenario, Forecast [Member] | ||||||||||||||||||
Prior Period Reclassification Adjustment | $ 700,000 | |||||||||||||||||
Goodwill | 0 | 0 | 0 | 0 | ||||||||||||||
Interest Costs Capitalized | 100,000 | 100,000 | 100,000 | |||||||||||||||
Allowance for Doubtful Accounts Receivable | 1,857,000 | 1,767,000 | $ 1,857,000 | 1,767,000 | 1,736,000 | $ 1,729,000 | ||||||||||||
Number of Asset-based Operating Fleets Aggregated in a Segment | 3 | |||||||||||||||||
Revenues | 208,061,000 | $ 173,512,000 | $ 175,451,000 | [1] | $ 167,216,000 | 206,788,000 | $ 177,581,000 | $ 173,654,000 | $ 160,957,000 | $ 724,240,000 | 718,980,000 | $ 684,549,000 | ||||||
Accounts Receivable, Net, Current | 112,669,000 | 95,943,000 | 112,669,000 | 95,943,000 | ||||||||||||||
Insurance Policy Primary Occurence Limit | 1,000,000 | 1,000,000 | ||||||||||||||||
Workers Compensation Self Insurance Per Claim | 1,300,000 | |||||||||||||||||
Cargo Losses Purchased Coverage per Claim | 300,000 | |||||||||||||||||
Employee Annual Insuarnce Deductible Per Claim | $ 400,000 | |||||||||||||||||
Physical Damage Coverage | 100.00% | |||||||||||||||||
Drivers Advances And Other Receivables Net Of Allowance | 8,779,000 | $ 5,770,000 | $ 8,779,000 | $ 5,770,000 | ||||||||||||||
Liability for Claims and Claims Adjustment Expense | $ 20,000,000 | 20,000,000 | ||||||||||||||||
Reduction in Insurance and Claims Expense | $ 3,600,000 | |||||||||||||||||
Auto Policy Release Premium Refund | $ 14,700,000 | |||||||||||||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | shares | 0.1 | |||||||||||||||||
[1] | includes $3.6 million in return of previously expensed insurance premiums for the commutation of our primary auto liability policy for the period of April 1, 2013, through September 30, 2014. | |||||||||||||||||
[2] | Includes $4.7 million after tax one-time federal income tax credit. | |||||||||||||||||
[3] | Includes $7.5 million increase to claims reserves for a 2008 cargo claim. |
Note 1 - Summary of Allowance f
Note 1 - Summary of Allowance for Doubtful Accounts (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Beginning balance | $ 1,767 | $ 1,736 | $ 1,729 |
Provision for losses on accounts receivable | 1,100 | 774 | 457 |
Write-offs and other deductions | (1,010) | (743) | (450) |
Ending balance | $ 1,857 | $ 1,767 | $ 1,736 |
Note 1 - Calculation of Earning
Note 1 - Calculation of Earnings Per Share (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Numerator: | |||
Net income | $ 42,085 | $ 17,808 | $ 5,244 |
Denominator: | |||
Denominator for basic income per share – weighted-average shares (in shares) | 18,145,000 | 15,250,000 | 14,837,000 |
Effect of dilutive securities: | |||
Equivalent shares issuable upon conversion of unvested restricted shares (in shares) | 161,000 | 266,000 | 202,000 |
Equivalent shares issuable upon conversion of unvested employee stock options (in shares) | 5,000 | 1,000 | 0 |
Denominator for diluted income per share adjusted weighted-average shares and assumed conversions (in shares) | 18,311,000 | 15,517,000 | 15,039,000 |
Income per share: | |||
Basic income per share (in dollars per share) | $ 2.32 | $ 1.17 | $ 0.35 |
Diluted income per share (in dollars per share) | $ 2.30 | $ 1.15 | $ 0.35 |
Note 2 - Liquidity (Details Tex
Note 2 - Liquidity (Details Textual) - USD ($) $ in Millions | Dec. 31, 2015 | Dec. 31, 2014 |
Working Capital (Deficit) | $ 46.4 | $ 40.9 |
Long-term Line of Credit | 3 | |
Letters of Credit Outstanding, Amount | 31.4 | $ 34.3 |
Line of Credit Facility, Remaining Borrowing Capacity | $ 60.6 |
Note 3 - Fair Value of Financ43
Note 3 - Fair Value of Financial Instruments (Details Textual) - USD ($) | Dec. 31, 2015 | Dec. 31, 2014 |
Derivative, Collateral Right to Reclaim Cash, Net | $ 0 | $ 5,000,000 |
Note 3 - Assets and Liabilities
Note 3 - Assets and Liabilities Measured at Fair Value on a Recurring Basis (Details) - USD ($) $ in Thousands | Dec. 31, 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] | $ (28,434) | $ (22,720) |
Fair Value, Inputs, Level 3 [Member] | |||
Fair Value of Derivatives | [1] | ||
Fair Value of Derivatives | [1] | $ (28,434) | $ (22,720) |
[1] | No cash collateral was provided by the Company at December 31, 2015. Excludes cash collateral of $5.0 million provided by the Company to the counterparty at December 31, 2014. |
Note 4 - Stock-based Compensa45
Note 4 - Stock-based Compensation (Details Textual) - USD ($) | 12 Months Ended | ||||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | May. 29, 2014 | Dec. 31, 2012 | |
General Supplies and Expenses [Member] | |||||
Allocated Share-based Compensation Expense | $ 200,000 | $ 100,000 | $ 100,000 | ||
Salaries Wages And Related Expenses [Member] | |||||
Allocated Share-based Compensation Expense | $ 1,300,000 | $ 1,300,000 | $ 300,000 | ||
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 | 84,138 | 39,676 | 53,188 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Per Share Weighted Average Price of Shares Purchased | $ 27.10 | $ 20.97 | $ 6.41 | ||
Payments Related to Tax Withholding for Share-based Compensation | $ 2,300,000 | $ 800,000 | $ 300,000 | ||
Services Provided [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number | 192,891 | ||||
Performance Shares [Member] | Related to Performance for Year Ended December 31, 2015 [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number | 75,098 | ||||
Performance Shares [Member] | Related Performance for Year Ended December 31, 2016 and 2017[Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number | 61,863 | ||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized | $ 1,200,000 | ||||
Performance Shares [Member] | Unrecognized Compensation Expense [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number | 61,863 | ||||
Performance Shares [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number | 136,961 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 0 | 0 | 0 | ||
Adjustments to Additional Paid in Capital, Income Tax Deficiency from Share-based Compensation | $ 111,000 | ||||
Adjustments to Additional Paid in Capital, Income Tax Benefit from Share-based Compensation | $ 0 | $ 834,000 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | 1,550,000 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant | 734,150 | ||||
Maximum Number of Shares of Class A Common Stock Awarded to any Participant in the Incentive Plan in any Calendar Year | 200,000 | ||||
Payments Related to Tax Withholding for Share-based Compensation | $ 2,280,000 | $ 832,000 | $ 340,000 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number | 330,000 | 642,000 | 777,000 | 764,000 | |
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized | $ 2,200,000 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period, Fair Value | $ 6,500,000 | $ 2,900,000 | $ 1,200,000 | ||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | 2 years 30 days |
Note 4 - Restricted Stock Activ
Note 4 - Restricted Stock Activity (Details) - $ / shares shares in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Number of stock awards, unvested (in shares) | 642 | 777 | 764 |
Weighted average grant date fair value, unvested (in dollars per share) | $ 6.60 | $ 5.95 | $ 6.62 |
Granted (in shares) | 63 | 136 | 263 |
Granted (in dollars per share) | $ 28.10 | $ 12.27 | $ 5.60 |
Vested (in shares) | (246) | (137) | (200) |
Vested (in dollars per share) | $ 4.97 | $ 7.43 | $ 8.12 |
Forfeited (in shares) | (129) | (134) | (50) |
Forfeited (in dollars per share) | $ 5.38 | $ 7.80 | $ 5.56 |
Number of stock awards, unvested (in shares) | 330 | 642 | 777 |
Weighted average grant date fair value, unvested (in dollars per share) | $ 12.43 | $ 6.60 | $ 5.95 |
Note 4 - Stock Options Activity
Note 4 - Stock Options Activity (Details) - USD ($) shares in Thousands | 12 Months Ended | |||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Options Outstanding, Number (in shares) | 76 | 221 | 333 | |
Options Outstanding, Weighted average exercise price (in dollars per share) | $ 14.73 | $ 14.98 | $ 15.67 | |
Options Outstanding, Weighted average remaining contractual term | 146 days | 182 days | 1 year | 1 year 182 days |
Options Forfeited, Number (in shares) | (100) | (112) | ||
Options forfeited, Weighted average exercise price (in dollars per share) | $ 21.71 | $ 17.14 | ||
Options Outstanding, Number (in shares) | 3 | 76 | 221 | 333 |
Options Outstanding, Weighted average exercise price (in dollars per share) | $ 12.79 | $ 14.73 | $ 14.98 | $ 15.67 |
Options Exercised, Number (in shares) | (73) | (45) | ||
Options Exercised, Weighted average exercise price (in dollars per share) | $ 14.79 | $ 13.64 | ||
Options Outstanding, Aggregate Intrinsic Value | $ 15,000 | $ 945 | ||
Options Exercisable, Number (in shares) | 3 | |||
Options Exercisable, Weighted average exercise price (in dollars per share) | $ 12.79 | |||
Options Exercisable, Weighted average remaining contractual term | 146 days | |||
Options Exercisable, Aggregate Intrinsic Value | $ 15,000 |
Note 5 - Property and Equipme48
Note 5 - Property and Equipment (Details Textual) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Net in Depreciation and Amortization Expense [Member] | |||
Gain (Loss) on Disposition of Property Plant Equipment | $ 600 | $ 2,700 | $ 800 |
Revenue Equipment [Member] | Minimum [Member] | |||
Capital Leases of Lessee, Term of Contract | 5 years | ||
Revenue Equipment [Member] | Maximum [Member] | |||
Capital Leases of Lessee, Term of Contract | 7 years | ||
Depreciation | $ 61,900 | 49,000 | 44,200 |
Gain (Loss) on Disposition of Property Plant Equipment | 26 | 33 | (81) |
Capital Leased Assets, Gross | 19,400 | 33,800 | |
Capital Leases, Lessee Balance Sheet, Assets by Major Class, Accumulated Depreciation | 4,700 | 10,600 | |
Capital Leases, Income Statement, Amortization Expense | $ 2,000 | $ 3,000 | $ 2,200 |
Note 5 - Property and Equipme49
Note 5 - Property and Equipment, at Cost (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Revenue Equipment [Member] | Minimum [Member] | ||
Property, Plant and Equipment, Useful Life | 3 years | |
Revenue Equipment [Member] | Maximum [Member] | ||
Property, Plant and Equipment, Useful Life | 10 years | |
Revenue Equipment [Member] | ||
Property, plant, and equipment, gross | $ 468,693 | $ 418,574 |
Office Equipment [Member] | Minimum [Member] | ||
Property, Plant and Equipment, Useful Life | 5 years | |
Office Equipment [Member] | Maximum [Member] | ||
Property, Plant and Equipment, Useful Life | 10 years | |
Office Equipment [Member] | ||
Property, plant, and equipment, gross | $ 8,189 | 8,248 |
Land and Land Improvements [Member] | Minimum [Member] | ||
Property, Plant and Equipment, Useful Life | 0 years | |
Land and Land Improvements [Member] | Maximum [Member] | ||
Property, Plant and Equipment, Useful Life | 10 years | |
Land and Land Improvements [Member] | ||
Property, plant, and equipment, gross | $ 25,184 | 18,820 |
Building and Building Improvements [Member] | Minimum [Member] | ||
Property, Plant and Equipment, Useful Life | 7 years | |
Building and Building Improvements [Member] | Maximum [Member] | ||
Property, Plant and Equipment, Useful Life | 40 years | |
Building and Building Improvements [Member] | ||
Property, plant, and equipment, gross | $ 71,614 | 37,217 |
Construction in Progress [Member] | ||
Property, plant, and equipment, gross | $ 1,104 | 2,976 |
Property, Plant and Equipment, Other Types [Member] | Minimum [Member] | ||
Property, Plant and Equipment, Useful Life | 2 years | |
Property, Plant and Equipment, Other Types [Member] | Maximum [Member] | ||
Property, Plant and Equipment, Useful Life | 7 years | |
Property, Plant and Equipment, Other Types [Member] | ||
Property, plant, and equipment, gross | $ 21,287 | 19,510 |
Property, plant, and equipment, gross | $ 596,071 | $ 505,345 |
Note 6 - Goodwill and Other A50
Note 6 - Goodwill and Other Assets (Details Textual) - USD ($) | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Goodwill | $ 0 | $ 0 | |
Amortization of Intangible Assets | $ 100,000 | $ 100,000 | $ 200,000 |
Note 6 - Summary of Other Asset
Note 6 - Summary of Other Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Customer relationships | $ 3,490 | $ 3,490 |
Less: accumulated amortization of intangibles | (3,321) | (3,255) |
Net intangible assets | 169 | 235 |
Equity Method Investments | 16,788 | 12,192 |
Other long-term receivables | 576 | 575 |
Deposits | 314 | 546 |
Deferred loan costs, net | 706 | 724 |
Other, net | 1,984 | 491 |
$ 20,537 | $ 14,763 |
Note 6 - Future Amortization Ex
Note 6 - Future Amortization Expenses of Intangible Assets (Details) $ in Thousands | Dec. 31, 2015USD ($) |
2,016 | $ 48 |
2,017 | 35 |
2,018 | 25 |
2,019 | 18 |
2,020 | $ 43 |
Thereafter |
Note 7 - Debt (Details Textual)
Note 7 - Debt (Details Textual) - USD ($) $ in Millions | Jul. 01, 2015 | Aug. 31, 2015 | Dec. 31, 2015 | Dec. 31, 2014 |
Letter of Credit [Member] | ||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 95 | |||
Swing Line Sub Facility [Member] | ||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 10 | |||
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% | |||
Variable Rate Note [Member] | Interest Rate Swap [Member] | ||||
Derivative, Fixed Interest Rate | 4.20% | |||
Variable Rate Note [Member] | ||||
Debt Instrument, Fee Amount | $ 28 | |||
Interest Rate Swap [Member] | ||||
Derivative, Fixed Interest Rate | 4.20% | |||
Line of Credit Facility, Maximum Borrowing Capacity | $ 95 | |||
Line of Credit Facility, Maximum Increase in Borrowing Capacity | $ 50 | |||
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage | 0.25% | 0.25% | ||
Debt Instrument, Fee Amount | $ 0.2 | |||
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% | |||
Line of Credit Facility, Availability as Percentage of Revolver Commitment | 35.00% | |||
Line of Credit Facility, Revolver Commitment, Amount | $ 25 | |||
Percent of Appraised Fair Market Value of Eligible Real Estate | 65.00% | |||
Long-term Line of Credit | $ 3 | |||
Letters of Credit Outstanding, Amount | 31.4 | $ 34.3 | ||
Line of Credit Facility, Remaining Borrowing Capacity | 60.6 | |||
Debt, Secured with a Cross Default Feature | 215.5 | |||
Commodity Contract Asset, Current | $ 27.3 |
Note 7 - Current and Long-term
Note 7 - Current and Long-term Debt (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Revenue Equipment Installment Notes [Member] | ||
Long-term debt, current | $ 38,461 | $ 27,550 |
Long-term debt, noncurrent | 163,387 | 155,832 |
Real Estate Note [Member] | ||
Long-term debt, current | 1,184 | 166 |
Long-term debt, noncurrent | $ 30,124 | 3,608 |
Other Note Payable [Member] | ||
Long-term debt, current | 108 | |
Long-term debt, noncurrent | $ 91 | |
Borrowings under Credit Facility, current | ||
Borrowings under Credit Facility, noncurrent | $ 3,002 | |
Long-term debt, current | 39,645 | $ 27,824 |
Long-term debt, noncurrent | 196,513 | 159,531 |
Principal portion of capital lease obligations, secured by related revenue equipment | 4,031 | 1,606 |
Capital lease obligations, long-term | 10,547 | 13,372 |
Total debt and capital lease obligations | 43,676 | 29,430 |
Total debt and capital lease obligations | $ 207,060 | $ 172,903 |
Note 7 - Current and Long-ter55
Note 7 - Current and Long-term Debt (Details) (Parentheticals) | Dec. 31, 2015 | Dec. 31, 2014 |
Revenue Equipment Installment Notes [Member] | ||
Long term debt, interest rate | 3.60% | 3.70% |
Real Estate Note [Member] | ||
Long term debt, interest rate | 2.00% | 2.50% |
Other Note Payable [Member] | ||
Long term debt, interest rate | 3.00% |
Note 7 - Schedule of Applicable
Note 7 - Schedule of Applicable Margin, New Pricing (Details) - USD ($) | 5 Months Ended | 7 Months Ended |
Dec. 31, 2015 | Jul. 31, 2015 | |
Level I [Member] | Minimum [Member] | ||
Line of Credit Facility, Remaining Borrowing Capacity | $ 40,000,000 | $ 75,000,000 |
Level I [Member] | Base Rate [Member] | ||
Base rate | 0.50% | 0.50% |
Level I [Member] | London Interbank Offered Rate (LIBOR) [Member] | ||
Base rate | 1.50% | 1.50% |
Level II [Member] | Minimum [Member] | ||
Line of Credit Facility, Remaining Borrowing Capacity | $ 20,000,000 | $ 50,000,000 |
Level II [Member] | Maximum [Member] | ||
Line of Credit Facility, Remaining Borrowing Capacity | $ 40,000,000 | $ 75,000,000 |
Level II [Member] | Base Rate [Member] | ||
Base rate | 0.75% | 0.75% |
Level II [Member] | London Interbank Offered Rate (LIBOR) [Member] | ||
Base rate | 1.75% | 1.75% |
Level III [Member] | Minimum [Member] | ||
Line of Credit Facility, Remaining Borrowing Capacity | $ 25,000,000 | |
Level III [Member] | Maximum [Member] | ||
Line of Credit Facility, Remaining Borrowing Capacity | $ 20,000,000 | $ 50,000,000 |
Level III [Member] | Base Rate [Member] | ||
Base rate | 1.00% | 1.00% |
Level III [Member] | London Interbank Offered Rate (LIBOR) [Member] | ||
Base rate | 2.00% | 2.00% |
Line of Credit Facility, Remaining Borrowing Capacity | $ 60,600,000 |
Note 7 - Schedule of Applicab57
Note 7 - Schedule of Applicable Margin, Prior Pricing (Details) | 7 Months Ended |
Jul. 31, 2015USD ($) | |
Level I [Member] | Minimum [Member] | |
Line of Credit Facility, Remaining Borrowing Capacity | $ 75,000,000 |
Level I [Member] | Base Rate [Member] | |
Base rate | 0.50% |
Level I [Member] | London Interbank Offered Rate (LIBOR) [Member] | |
Base rate | 1.50% |
Level I [Member] | |
L/C fee | 1.50% |
Level II [Member] | Minimum [Member] | |
Line of Credit Facility, Remaining Borrowing Capacity | $ 50,000,000 |
Level II [Member] | Maximum [Member] | |
Line of Credit Facility, Remaining Borrowing Capacity | $ 75,000,000 |
Level II [Member] | Base Rate [Member] | |
Base rate | 0.75% |
Level II [Member] | London Interbank Offered Rate (LIBOR) [Member] | |
Base rate | 1.75% |
Level II [Member] | |
L/C fee | 1.75% |
Level III [Member] | Minimum [Member] | |
Line of Credit Facility, Remaining Borrowing Capacity | $ 25,000,000 |
Level III [Member] | Maximum [Member] | |
Line of Credit Facility, Remaining Borrowing Capacity | $ 50,000,000 |
Level III [Member] | Base Rate [Member] | |
Base rate | 1.00% |
Level III [Member] | London Interbank Offered Rate (LIBOR) [Member] | |
Base rate | 2.00% |
Level III [Member] | |
L/C fee | 2.00% |
Level IV [Member] | Maximum [Member] | |
Line of Credit Facility, Remaining Borrowing Capacity | $ 25,000,000 |
Level IV [Member] | Base Rate [Member] | |
Base rate | 1.25% |
Level IV [Member] | London Interbank Offered Rate (LIBOR) [Member] | |
L/C fee | 2.25% |
Level IV [Member] | |
L/C fee | 2.25% |
Note 7 - Future Debt Payments (
Note 7 - Future Debt Payments (Details) $ in Thousands | Dec. 31, 2015USD ($) |
2,016 | $ 39,645 |
2,017 | 40,253 |
2,018 | 58,735 |
2,019 | 33,846 |
2,020 | 34,479 |
Thereafter | $ 29,200 |
Note 8 - Leases (Details Textua
Note 8 - Leases (Details Textual) - USD ($) $ in Millions | Dec. 31, 2015 | Dec. 31, 2014 |
Leveraged Leases, Net Investment in Leveraged Leases Disclosure, Residual Value of Leased Assets | $ 4 | $ 4 |
Note 8 - Future Payments of Lea
Note 8 - Future Payments of Leases (Details) $ in Thousands | Dec. 31, 2015USD ($) |
2,016 | $ 8,430 |
2,016 | 4,485 |
2,017 | 5,489 |
2,017 | 1,656 |
2,018 | 2,887 |
2,018 | 1,656 |
2,019 | 995 |
2,019 | 1,656 |
2,020 | 66 |
2,020 | $ 3,878 |
Thereafter | |
Thereafter | $ 2,896 |
Total minimum lease payments | 17,867 |
Total minimum lease payments | 16,227 |
Less: amount representing interest | (1,649) |
Present value of minimum lease payments | 14,578 |
Less: current portion | (4,031) |
Capital lease obligations, long-term | $ 10,547 |
Note 8 - Summary of Rental Expe
Note 8 - Summary of Rental Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Revenue Equipment [Member] | |||
Lease and rental expense | $ 12,611 | $ 20,935 | $ 22,991 |
Land and Building [Member] | |||
Lease and rental expense | 2,078 | 3,561 | 4,044 |
Other Machinery and Equipment [Member] | |||
Lease and rental expense | 340 | 317 | 362 |
Lease and rental expense | $ 15,029 | $ 24,813 | $ 27,397 |
Note 9 - Income Taxes (Details
Note 9 - Income Taxes (Details Textual) - USD ($) | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Domestic Tax Authority [Member] | Non-recurring Tax Credit [Member] | |||
Effective Income Tax Rate Reconciliation, Tax Credit, Amount | $ 6,500,000 | ||
Domestic Tax Authority [Member] | |||
Deferred Tax Assets, Valuation Allowance | 0 | $ 0 | |
Effective Income Tax Rate Reconciliation, Tax Credit, Amount | 7,000,000 | ||
Operating Loss Carryforwards | 28,600,000 | ||
Tax Credit Carryforward, Amount | 300,000 | ||
State and Local Jurisdiction [Member] | |||
Deferred Tax Assets, Valuation Allowance | 1,200,000 | 1,000,000 | |
Effective Income Tax Rate Reconciliation, Tax Credit, Amount | 100,000 | ||
Operating Loss Carryforwards | 122,900,000 | ||
Tax Credit Carryforward, Amount | 300,000 | ||
Reclassification from Net Current Deferred Income Tax Assets to Net Non-current Deferred Income Tax Liabilities [Member] | December 31, 2014 [Member] | |||
Prior Period Reclassification Adjustment | 14,700,000 | ||
Interest and Penalties Recognized for Uncertain Tax Positions [Member] | |||
Income Tax Expense (Benefit) | (200,000) | (100,000) | $ (300,000) |
Deferred Tax Assets, Valuation Allowance | $ 1,219,000 | 1,001,000 | |
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 35.00% | ||
Effective Income Tax Rate Reconciliation, Tax Credit, Amount | $ 7,151,000 | 112,000 | 250,000 |
Deferred Tax Liabilities, Net | 76,981,000 | 59,004,000 | |
Liability for Uncertain Tax Positions, Current | 3,200,000 | 1,600,000 | |
Unrecognized Tax Benefits, Income Tax Penalties and Interest Expense | 900,000 | 700,000 | |
Income Tax Expense (Benefit) | 21,822,000 | 14,774,000 | $ 7,503,000 |
Unrecognized Tax Benefits that Would Impact Effective Tax Rate | $ 2,700,000 | $ 1,100,000 |
Note 9 - Components of Income T
Note 9 - Components of Income Tax Expense (Benefit) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Federal, current | $ 124 | $ (94) | $ (816) |
Federal, deferred | 18,185 | 12,830 | 7,560 |
State, current | 426 | 187 | 102 |
State, deferred | 3,087 | 1,851 | 657 |
$ 21,822 | $ 14,774 | $ 7,503 |
Note 9 - Income Tax Reconcillia
Note 9 - Income Tax Reconcilliation (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Computed "expected" income tax expense | $ 22,368 | $ 11,404 | $ 4,462 |
State income taxes, net of federal income tax effect | 2,237 | 1,075 | 421 |
Per diem allowances | 2,329 | 2,304 | 2,422 |
Tax contingency accruals | 1,599 | (104) | (496) |
Valuation allowance, net | 218 | 18 | 684 |
Tax credits | (7,151) | (112) | (250) |
Other, net | 222 | 189 | 260 |
$ 21,822 | $ 14,774 | $ 7,503 |
Note 9 - Deferred Tax Assets an
Note 9 - Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Deferred tax assets: | ||
Insurance and claims | $ 15,495 | $ 16,153 |
Net operating loss carryovers | 15,348 | 18,347 |
Tax credits | 10,585 | 1,477 |
Other | 4,730 | 6,086 |
Deferred fuel hedge | 10,947 | 8,144 |
Valuation allowance | (1,219) | (1,001) |
Total deferred tax assets | 55,886 | 49,206 |
Deferred tax liabilities: | ||
Property and equipment | (125,188) | (103,186) |
Other | (4,398) | (2,186) |
Prepaid expenses | (3,281) | (2,838) |
Total net deferred tax liabilities | (132,867) | (108,210) |
Net deferred tax liability | $ (76,981) | $ (59,004) |
Note 9 - Unrecognized Tax Benef
Note 9 - Unrecognized Tax Benefits Acitivity (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Balance | $ 995,000 | $ 1,060,000 | $ 1,563,000 |
Increases related to prior year tax positions | 1,737,000 | 0 | 0 |
Decreases related to prior year positions | $ 0 | 0 | 0 |
Increases related to current year tax positions | 42,000 | 24,000 | |
Decreases related to settlements with taxing authorities | $ (182,000) | 0 | 0 |
Decreases related to lapsing of statute of limitations | (156,000) | (227,000) | (527,000) |
Balance | $ 2,394,000 | $ 995,000 | $ 1,060,000 |
Note 10 - Equity Method Inves67
Note 10 - Equity Method Investment (Details Textual) - USD ($) | 1 Months Ended | 12 Months Ended | 56 Months Ended | |||
May. 31, 2011 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2015 | May. 31, 2016 | |
Earnout [Member] | ||||||
Accrued Liabilities, Current | $ 0 | $ 0 | ||||
Transport Enterprise Leasing LLC [Member] | Reduction in TEL Investment [Member] | ||||||
Deferred Gain on Sale of Property | 800,000 | $ 800,000 | 800,000 | |||
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 | 1,300,000 | 1,500,000 | ||||
Transport Enterprise Leasing LLC [Member] | ||||||
Deferred Gain on Sale of Property | 100,000 | $ 100,000 | ||||
Proceeds from Equity Method Investment, Dividends or Distributions | $ 0 | 300,000 | $ 100,000 | |||
Equity Method Investment, Ownership Percentage | 49.00% | 49.00% | 49.00% | |||
Payments to Acquire Equity Method Investments | $ 1,500,000 | $ 4,900,000 | ||||
Business Combination, Contingent Consideration Arrangements, Range of Outcomes, Value, High | $ 4,500,000 | |||||
Income (Loss) from Equity Method Investments | $ 4,600,000 | 3,700,000 | 2,800,000 | |||
Proceeds from Sale of Property, Plant, and Equipment | 6,200,000 | 14,000,000 | ||||
Due from Related Parties | 5,300,000 | 2,200,000 | 5,300,000 | |||
Equity Method Investments | 16,800,000 | 12,200,000 | 16,800,000 | |||
Scenario, Forecast [Member] | ||||||
Option to Acquire Interest in Equity Method Investment, Percentage of Ownership | 100.00% | |||||
Accrued Liabilities, Current | $ 30,143,000 | 36,542,000 | 30,143,000 | |||
Proceeds from Equity Method Investment, Dividends or Distributions | 307,000 | 65,000 | ||||
Income (Loss) from Equity Method Investments | $ 4,570,000 | 3,730,000 | 2,750,000 | |||
Proceeds from Sale of Property, Plant, and Equipment | 34,287,000 | 78,776,000 | $ 51,930,000 | |||
Equity Method Investments | $ 16,788,000 | $ 12,192,000 | $ 16,788,000 |
Note 10 - TEL's Summarized Fina
Note 10 - TEL's Summarized Financial Information - Balance Sheets (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Current Assets | $ 14,275 | $ 14,525 |
Non-current Assets | 125,782 | 64,731 |
Current Liabilities | 29,644 | 16,733 |
Non-current Liabilities | 84,516 | 45,687 |
Total Equity | $ 25,897 | $ 16,836 |
Note 10 - TEL's Summarized Fi69
Note 10 - TEL's Summarized Financial Information - Income Statement (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Revenue | $ 104,838 | $ 90,197 | $ 58,484 |
Operating Expenses | 91,644 | 79,771 | 50,878 |
Operating Income | 13,194 | 10,426 | 7,606 |
Net Income | $ 9,061 | $ 7,564 | $ 5,643 |
Note 11 - Deferred Profit Sha70
Note 11 - Deferred Profit Sharing Employee Benefit Plan (Details Textual) - USD ($) | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Defined Contribution Plan, Cost Recognized | $ 800,000 | $ 0 | $ 0 |
Note 13 - Derivative Instrume71
Note 13 - Derivative Instruments (Details Textual) | 12 Months Ended | |||
Dec. 31, 2015USD ($)$ / item | Dec. 31, 2014USD ($)$ / item | Dec. 31, 2013USD ($) | Aug. 31, 2015USD ($) | |
Hedge Contracts, Ineffectiveness [Member] | ||||
Derivative, Additional Fuel Expense | $ 1,400,000 | |||
Derivative Reduction of Fuel Expense | $ 1,400,000 | |||
Interest Rate Swap [Member] | Interest Expense [Member] | ||||
Derivative Instruments, Gain (Loss) Reclassified from Accumulated OCI into Income, Effective Portion, Net | 300,000 | |||
Interest Rate Swap [Member] | ||||
Derivative, Notional Amount | $ 28,000,000 | |||
Derivative, Fixed Interest Rate | 4.20% | |||
Derivative Instruments in Hedges, Liabilities, at Fair Value | 1,100,000 | |||
Derivative Instruments, Gain (Loss) Reclassification from Accumulated OCI to Income, Estimated Net Amount to be Transferred | 300,000 | |||
Additional Fuel Expense No Longer Deemed to be Effective [Member] | ||||
Derivative Instruments, Gain (Loss) Reclassified from Accumulated OCI into Income, Effective Portion, Net | $ (1,400,000) | |||
Fuel Requirements 2016 [Member] | ||||
Derivative, Nonmonetary Notional Amount | 12,100,000 | |||
Percent of Projected Fuel Requirements | 25.00% | |||
Fuel Requirements 2017 [Member] | ||||
Derivative, Nonmonetary Notional Amount | 12,100,000 | |||
Percent of Projected Fuel Requirements | 25.00% | |||
Fuel Requirements 2018 [Member] | ||||
Derivative, Nonmonetary Notional Amount | 7,600,000 | |||
Percent of Projected Fuel Requirements | 15.00% | |||
Maximum [Member] | ||||
Underlying, Derivative Volume | $ / item | 1.98 | 3.08 | ||
Minimum [Member] | ||||
Underlying, Derivative Volume | $ / item | 0.98 | 1.58 | ||
Derivative, Collateral Right to Reclaim Cash, Net | $ 0 | $ 5,000,000 | ||
Derivative Instruments, Gain (Loss) Reclassified from Accumulated OCI into Income, Effective Portion, Net | 15,300,000 | 3,100,000 | $ 600,000 | |
Cash Flow Hedge Derivative Instrument Assets at Fair Value | 27,300,000 | $ 22,700,000 | ||
Cash Flow Hedge Gain (Loss) to be Reclassified within Twelve Months | $ 11,200,000 |
Note 14 - Components of AOCI (D
Note 14 - Components of AOCI (Details) - Reclassification out of Accumulated Other Comprehensive Income [Member] - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Commodity Contract [Member] | Fuel Expense [Member] | |||
(Losses) gains on cash flow hedges | |||
Other comprehensive income (loss), reclassification adjustment from AOCI on derivatives, before tax | $ (15,313) | $ (3,141) | $ 643 |
Commodity Contract [Member] | Income Tax Expense [Member] | |||
(Losses) gains on cash flow hedges | |||
Other comprehensive income (loss), reclassification adjustment from AOCI on derivatives, before tax | 5,865 | 1,206 | (247) |
Commodity Contract [Member] | |||
(Losses) gains on cash flow hedges | |||
Other comprehensive income (loss), reclassification adjustment from AOCI on derivatives, net of tax | (9,448) | $ (1,935) | $ 396 |
Interest Rate Cap [Member] | Income Tax Expense [Member] | |||
(Losses) gains on cash flow hedges | |||
Other comprehensive income (loss), reclassification adjustment from AOCI on derivatives, before tax | 99 | ||
Interest Rate Cap [Member] | Interest Expense [Member] | |||
(Losses) gains on cash flow hedges | |||
Other comprehensive income (loss), reclassification adjustment from AOCI on derivatives, before tax | (259) | ||
Interest Rate Cap [Member] | |||
(Losses) gains on cash flow hedges | |||
Other comprehensive income (loss), reclassification adjustment from AOCI on derivatives, before tax | $ (160) |
Note 15 - Commitments and Con73
Note 15 - Commitments and Contingent Liabilities (Details Textual) - USD ($) $ in Millions | Aug. 26, 2014 | Dec. 31, 2015 | Dec. 31, 2014 |
Cargo Claim [Member] | |||
Litigation Settlement, Amount | $ 5.9 | ||
Revenue Equipment [Member] | |||
Purchase Commitment, Remaining Minimum Amount Committed | $ 145.6 | $ 116.8 | |
Letters of Credit Outstanding, Amount | $ 31.4 | $ 34.3 |
Note 16 - Segment Information74
Note 16 - Segment Information (Details Textual) | 12 Months Ended |
Dec. 31, 2015 | |
Number of Reportable Segments | 1 |
Note 16 - Segment Information75
Note 16 - Segment Information (Details) $ in Thousands | 12 Months Ended | |||||
Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | Dec. 31, 2013USD ($) | ||||
Operating Segments [Member] | Truckload [Member] | ||||||
Revenues | $ 655,918 | $ 663,001 | $ 644,403 | |||
Operating income (loss) | 74,107 | 54,151 | 27,746 | |||
Depreciation and amortization (1) | 60,138 | [1] | 45,669 | [1] | 42,848 | [1] |
Total assets | 581,212 | 463,900 | 402,637 | |||
Capital expenditures, net (2) | 147,896 | [2] | 87,871 | [2] | 90,336 | [2] |
Operating Segments [Member] | Other Segments [Member] | ||||||
Revenues | 71,057 | 59,796 | 51,702 | |||
Operating income (loss) | 5,768 | 3,894 | 1,271 | |||
Depreciation and amortization (1) | 13 | [1] | 59 | [1] | 72 | [1] |
Total assets | 26,315 | 27,338 | 20,883 | |||
Capital expenditures, net (2) | $ 29 | [2] | $ 14 | [2] | $ 10 | [2] |
Operating Segments [Member] | Corporate Segment [Member] | ||||||
Revenues | ||||||
Operating income (loss) | $ (12,093) | $ (18,399) | $ (8,623) | |||
Depreciation and amortization (1) | 1,233 | [1] | 656 | [1] | 775 | [1] |
Total assets | 39,896 | 48,066 | 37,668 | |||
Capital expenditures, net (2) | 1,069 | [2] | 1,570 | [2] | 1,630 | [2] |
Operating Segments [Member] | ||||||
Revenues | 726,975 | 722,797 | 690,327 | |||
Operating income (loss) | 67,782 | 39,646 | 20,394 | |||
Depreciation and amortization (1) | 61,384 | [1] | 46,384 | [1] | 43,694 | [1] |
Total assets | 647,423 | 539,304 | 461,188 | |||
Capital expenditures, net (2) | $ 148,994 | [2] | $ 89,455 | [2] | $ 91,976 | [2] |
Intersegment Eliminations [Member] | Truckload [Member] | ||||||
Revenues | ||||||
Intersegment Eliminations [Member] | Other Segments [Member] | ||||||
Revenues | $ (2,735) | $ (3,817) | $ (5,778) | |||
Intersegment Eliminations [Member] | Corporate Segment [Member] | ||||||
Revenues | ||||||
Intersegment Eliminations [Member] | ||||||
Revenues | $ (2,735) | $ (3,817) | $ (5,778) | |||
Revenues | 724,240 | 718,980 | 684,549 | |||
Operating income (loss) | 67,782 | 39,646 | $ 20,394 | |||
Total assets | $ 647,423 | $ 539,304 | ||||
[1] | Includes gains and losses on disposition of equipment . | |||||
[2] | Includes equipment purchased under capital leases. |
Note 17 - Quarterly Results o76
Note 17 - Quarterly Results of Operations (Unaudited) (Details Textual) - USD ($) | 3 Months Ended | ||
Jun. 30, 2015 | Mar. 31, 2015 | Sep. 30, 2014 | |
Domestic Tax Authority [Member] | |||
Income Tax Credits and Adjustments | $ 4,700,000 | ||
Cargo Claim [Member] | |||
Increase (Decrease) in Liability for Claims and Claims Adjustment Expense Reserve | $ 7,500,000 | ||
Reduction in Insurance and Claims Expense | $ 3,600,000 |
Note 17 - Quarterly Results o77
Note 17 - Quarterly Results of Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | [1] | Mar. 31, 2015 | [2] | Dec. 31, 2014 | Sep. 30, 2014 | [3] | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | ||||
Revenues | $ 208,061 | $ 173,512 | $ 175,451 | $ 167,216 | $ 206,788 | $ 177,581 | $ 173,654 | $ 160,957 | $ 724,240 | $ 718,980 | $ 684,549 | ||||||
Operating income (loss) | 24,336 | 14,629 | 18,774 | 10,043 | 24,650 | 5,586 | 9,056 | 354 | 67,782 | 39,646 | 20,394 | ||||||
Net income | $ 13,230 | $ 7,627 | $ 11,001 | $ 10,227 | $ 13,545 | $ 1,857 | $ 3,780 | $ (1,374) | $ 42,085 | $ 17,808 | $ 5,244 | ||||||
Basic income per share (in dollars per share) | $ 0.74 | $ 0.42 | $ 0.60 | $ 0.56 | $ 0.84 | [4] | $ 0.12 | [4] | $ 0.25 | [4] | $ (0.09) | [4] | $ 2.32 | $ 1.17 | $ 0.35 | ||
Diluted income per share (in dollars per share) | $ 0.72 | $ 0.42 | $ 0.60 | $ 0.56 | $ 0.82 | [4] | $ 0.12 | [4] | $ 0.25 | [4] | $ (0.09) | [4] | $ 2.30 | $ 1.15 | $ 0.35 | ||
[1] | includes $3.6 million in return of previously expensed insurance premiums for the commutation of our primary auto liability policy for the period of April 1, 2013, through September 30, 2014. | ||||||||||||||||
[2] | Includes $4.7 million after tax one-time federal income tax credit. | ||||||||||||||||
[3] | Includes $7.5 million increase to claims reserves for a 2008 cargo claim. | ||||||||||||||||
[4] | Quarter totals do not aggregate to annual results to the dilution related to the follow-on stock offering. |