Document And Entity Information
Document And Entity Information - shares | 9 Months Ended | |
Sep. 30, 2015 | Oct. 30, 2015 | |
Entity Registrant Name | KNIGHT TRANSPORTATION INC | |
Entity Central Index Key | 929,452 | |
Trading Symbol | knx | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Current Reporting Status | Yes | |
Entity Voluntary Filers | No | |
Entity Well-known Seasoned Issuer | Yes | |
Entity Common Stock, Shares Outstanding (in shares) | 80,920,787 | |
Document Type | 10-Q | |
Document Period End Date | Sep. 30, 2015 | |
Document Fiscal Year Focus | 2,015 | |
Document Fiscal Period Focus | Q3 | |
Amendment Flag | false |
Condensed Consolidated Unaudite
Condensed Consolidated Unaudited Balance Sheets - USD ($) | Sep. 30, 2015 | Dec. 31, 2014 |
Current Assets: | ||
Cash and cash equivalents | $ 12,703,000 | $ 17,066,000 |
Trade receivables, net of allowance for doubtful accounts of $3,010 and $3,355, respectively | 134,985,000 | 143,531,000 |
Notes receivable, net of allowance for doubtful notes receivable of $281 and $351, respectively | 731,000 | 1,020,000 |
Prepaid expenses | 23,472,000 | 17,423,000 |
Assets held for sale | 18,005,000 | 23,248,000 |
Other current assets | 14,251,000 | 13,345,000 |
Income tax receivable | 9,713,000 | 19,432,000 |
Current deferred tax assets | 3,785,000 | 3,187,000 |
Total current assets | 217,645,000 | 238,252,000 |
Property and Equipment: | ||
Revenue equipment | 879,703,000 | 803,410,000 |
Land and land improvements | 52,744,000 | 52,531,000 |
Buildings and building improvements | 130,265,000 | 125,492,000 |
Furniture and fixtures | 16,949,000 | 17,322,000 |
Shop and service equipment | 16,850,000 | 16,653,000 |
Leasehold improvements | 3,102,000 | 3,037,000 |
Gross property and equipment | 1,099,613,000 | 1,018,445,000 |
Less: accumulated depreciation and amortization | (295,389,000) | (266,399,000) |
Property and equipment, net | 804,224,000 | 752,046,000 |
Notes receivable, long-term | 3,459,000 | 4,065,000 |
Goodwill | 47,055,000 | 47,067,000 |
Intangible assets, net | 3,200,000 | 3,575,000 |
Other long-term assets, restricted cash and investments | 22,339,000 | 37,280,000 |
Total long-term assets | 880,277,000 | 844,033,000 |
Total assets | 1,097,922,000 | 1,082,285,000 |
Current Liabilities: | ||
Accounts payable | 24,941,000 | 19,122,000 |
Accrued payroll and purchased transportation | 27,961,000 | 34,127,000 |
Accrued liabilities | 32,518,000 | 20,604,000 |
Claims accrual – current portion | 18,747,000 | 18,532,000 |
Dividend payable – current portion | 306,000 | 200,000 |
Total current liabilities | 104,473,000 | 92,585,000 |
Long-term Liabilities: | ||
Claims accrual – long-term portion | 11,681,000 | 11,505,000 |
Long-term dividend payable and other liabilities | 2,196,000 | 2,513,000 |
Deferred tax liabilities | 144,724,000 | 162,007,000 |
Long-term debt | 120,000,000 | 134,400,000 |
Total long-term liabilities | 278,601,000 | 310,425,000 |
Total liabilities | $ 383,074,000 | $ 403,010,000 |
Commitments and Contingencies (Note 6) | ||
Shareholders' Equity: | ||
Preferred stock, $0.01 par value; 50,000 shares authorized; none issued and outstanding | $ 0 | $ 0 |
Common stock, $0.01 par value; 300,000 shares authorized; 80,916 and 81,842 shares issued and outstanding at September 30, 2015 and December 31, 2014, respectively | 809,000 | 818,000 |
Additional paid-in capital | 203,073,000 | 185,184,000 |
Accumulated other comprehensive income | 3,506,000 | 12,231,000 |
Retained earnings | 505,165,000 | 479,527,000 |
Total Knight Transportation shareholders' equity | 712,553,000 | 677,760,000 |
Noncontrolling interest | 2,295,000 | 1,515,000 |
Total shareholders’ equity | 714,848,000 | 679,275,000 |
Total liabilities and shareholders' equity | $ 1,097,922,000 | $ 1,082,285,000 |
Condensed Consolidated Unaudit3
Condensed Consolidated Unaudited Balance Sheets (Parentheticals) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Allowance for doubtful accounts | $ 3,010 | $ 3,355 |
Allowance for doubtful notes receivable | $ 281 | $ 351 |
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized (in shares) | 50,000,000 | 50,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 300,000,000 | 300,000,000 |
Common stock, shares issued (in shares) | 80,916,000 | 81,842,000 |
Common stock, shares outstanding (in shares) | 80,916,000 | 81,842,000 |
Condensed Consolidated Unaudit4
Condensed Consolidated Unaudited Statements of Income - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
REVENUE: | ||||
Revenue, before fuel surcharge | $ 269,930 | $ 227,829 | $ 795,767 | $ 652,333 |
Fuel surcharge | 30,192 | 43,718 | 96,458 | 132,532 |
Total revenue | 300,122 | 271,547 | 892,225 | 784,865 |
OPERATING EXPENSES: | ||||
Salaries, wages and benefits | 85,514 | 65,296 | 249,921 | 190,779 |
Fuel | 39,795 | 51,221 | 120,247 | 155,422 |
Operations and maintenance | 20,390 | 17,305 | 62,065 | 51,481 |
Insurance and claims | 8,149 | 7,530 | 25,076 | 22,414 |
Operating taxes and licenses | 3,373 | 4,338 | 13,954 | 12,265 |
Communications | 849 | 1,164 | 3,066 | 3,621 |
Depreciation and amortization | 28,204 | 22,684 | 82,728 | 66,422 |
Purchased transportation | 62,115 | 60,017 | 182,279 | 168,305 |
Miscellaneous operating expenses | 5,307 | 2,201 | 18,541 | 4,216 |
Total operating expenses | 253,696 | 231,756 | 757,877 | 674,925 |
Income from operations | 46,426 | 39,791 | 134,348 | 109,940 |
Interest income | 140 | 104 | 377 | 326 |
Interest expense | (220) | (135) | (714) | (339) |
Other income | 2,335 | 2,399 | 7,234 | 5,856 |
Income before income taxes | 48,681 | 42,159 | 141,245 | 115,783 |
Income taxes | 17,946 | 16,786 | 52,379 | 45,062 |
Net income | 30,735 | 25,373 | 88,866 | 70,721 |
Net income attributable to noncontrolling interest | (452) | (273) | (1,382) | (797) |
Net income attributable to Knight Transportation | $ 30,283 | $ 25,100 | $ 87,484 | $ 69,924 |
Earnings per share: | ||||
Basic (in dollars per share) | $ 0.37 | $ 0.31 | $ 1.07 | $ 0.87 |
Diluted (in dollars per share) | 0.37 | 0.31 | 1.06 | 0.86 |
Dividends declared per share (in dollars per share) | $ 0.06 | $ 0.06 | $ 0.18 | $ 0.18 |
Weighted Average Shares Outstanding – Basic (in shares) | 81,127 | 81,035 | 81,678 | 80,802 |
Weighted Average Shares Outstanding – Diluted (in shares) | 82,005 | 82,097 | 82,714 | 81,776 |
Condensed Consolidated Unaudit5
Condensed Consolidated Unaudited Statements of Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | ||
Net income | $ 30,735 | $ 25,373 | $ 88,866 | $ 70,721 | |
Other comprehensive income, net of tax: | |||||
Realized gains from available-for-sale securities reclassified to net income(1) | [1] | (1,307) | (892) | (4,093) | (1,450) |
Unrealized (loss)/gain from changes in fair value of available-for-sale securities(2) | [2] | (1,365) | (700) | (4,632) | 3,393 |
Comprehensive income | 28,063 | 23,781 | 80,141 | 72,664 | |
Comprehensive income attributable to noncontrolling interest | (452) | (273) | (1,382) | (797) | |
Comprehensive income attributable to Knight Transportation | $ 27,611 | $ 23,508 | $ 78,759 | $ 71,867 | |
[1] | Net of current income tax expense of $823, $552, $2,576, and $897, respectively. | ||||
[2] | Net of deferred income tax (benefit)/expense of $(875), $(433), $(3,024), and $2,100, respectively. |
Condensed Consolidated Unaudit6
Condensed Consolidated Unaudited Statements of Comprehensive Income (Parentheticals) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Net of current income taxes | $ 823 | $ 552 | $ 2,576 | $ 897 |
Net of deferred income taxes | $ (875) | $ (433) | $ (3,024) | $ 2,100 |
Condensed Consolidated Unaudit7
Condensed Consolidated Unaudited Statements of Cash Flows - USD ($) | 9 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Cash Flows From Operating Activities: | ||
Net income | $ 88,866,000 | $ 70,721,000 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation, Depletion and Amortization | 82,728,000 | 66,422,000 |
Gain on sale of equipment | (12,181,000) | (13,212,000) |
Gain from sale of available-for-sale securities | $ (6,669,000) | (2,347,000) |
Impairment of investment in Transportation Resource Partners I | $ 1,041,000 | |
Gain from sale of Transportation Resource Partners I | $ (122,000) | |
Income from investment in Transportation Resource Partners III | (443,000) | $ (3,490,000) |
Non-cash compensation expense for issuance of common stock to certain members of Board of Directors | 354,000 | 200,000 |
Provision for doubtful accounts and notes receivable | 1,216,000 | 998,000 |
Excess tax benefits related to stock-based compensation | (3,064,000) | (1,023,000) |
Stock-based compensation expense, net of forfeitures | 5,288,000 | 2,933,000 |
Deferred income taxes | (12,281,000) | (12,478,000) |
Changes in operating assets and liabilities: | ||
Trade receivables | 7,368,000 | (10,385,000) |
Other current assets | (906,000) | (1,323,000) |
Prepaid expenses | (6,049,000) | $ (2,819,000) |
Income tax receivable | 9,719,000 | |
Other long-term assets | (1,643,000) | $ 885,000 |
Accounts payable | (3,021,000) | 5,095,000 |
Accrued liabilities and claims accrual | 7,479,000 | 15,849,000 |
Net cash provided by operating activities | 156,639,000 | 117,067,000 |
Cash Flows From Investing Activities: | ||
Purchases of property and equipment | (166,790,000) | (185,892,000) |
Proceeds from sale of equipment/assets held for sale | 57,938,000 | 64,584,000 |
Proceeds from notes receivable | $ 1,442,000 | 1,426,000 |
Payments for notes receivable | (115,000) | |
Proceeds from related party notes receivable | 748,000 | |
Change in restricted cash and investments | $ (25,000) | (17,000) |
Proceeds from sale of available-for-sale securities | 9,339,000 | 4,697,000 |
Investment activity in Transportation Resource Partners | 191,000 | 774,000 |
Net cash used in investing activities | (97,905,000) | (113,795,000) |
Cash Flows From Financing Activities: | ||
Dividends paid | (15,003,000) | $ (14,733,000) |
Payments to repurchase company stock | (45,345,000) | |
Payments on line of credit borrowings, net | (14,400,000) | $ (1,000,000) |
Excess tax benefits related to stock-based compensation | 3,064,000 | 1,023,000 |
Cash distribution to noncontrolling interest holder | (603,000) | (589,000) |
Proceeds from exercise of stock options | 9,190,000 | 12,643,000 |
Net cash used in financing activities | (63,097,000) | (2,656,000) |
Net (decrease)/increase in Cash and Cash Equivalents | (4,363,000) | 616,000 |
Cash and Cash Equivalents, beginning of period | 17,066,000 | 992,000 |
Cash and Cash Equivalents, end of period | 12,703,000 | 1,608,000 |
Non-cash investing and financing transactions: | ||
Equipment acquired included in accounts payable | 8,852,000 | 12,491,000 |
Transfer from property and equipment to assets held for sale | 32,800,000 | 43,308,000 |
Financing provided to independent contractors for equipment sold | 571,000 | 1,341,000 |
Net dividend accrued for restricted stock units | 137,000 | 131,000 |
Cash flow information: | ||
Income taxes paid | 52,000,000 | 58,582,000 |
Interest expense paid | $ 749,000 | $ 345,000 |
Note 1 - Financial Information
Note 1 - Financial Information | 9 Months Ended |
Sep. 30, 2015 | |
Notes to Financial Statements | |
Organization, Consolidation and Presentation of Financial Statements Disclosure [Text Block] | Note 1. Financial Information References in this Report on Form 10-Q to "we," "us," "our," "Knight," or the "Company" or similar terms refer to Knight Transportation, Inc. and its consolidated subsidiaries. All inter-company balances and transactions have been eliminated in consolidation. The accompanying condensed consolidated unaudited financial statements of Knight Transportation, Inc. and its subsidiaries have been prepared in accordance with accounting principles generally accepted in the United States of America and Regulation S-X, instructions to Form 10-Q, and other relevant rules and regulations of the Securities and Exchange Commission (the "SEC"), as applicable to the preparation and presentation of interim financial information. Certain information and footnote disclosures have been omitted or condensed pursuant to such rules and regulations. We believe all adjustments (consisting of normal recurring adjustments) considered necessary for a fair presentation have been included. Results of operations in interim periods are not necessarily indicative of results for a full year. These condensed consolidated unaudited financial statements and notes thereto should be read in conjunction with our consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2014. |
Note 2 - Stock-Based Compensati
Note 2 - Stock-Based Compensation | 9 Months Ended |
Sep. 30, 2015 | |
Notes to Financial Statements | |
Disclosure of Compensation Related Costs, Share-based Payments [Text Block] | Note 2. Stock-Based Compensation In May 2015, our shareholders approved the 2015 Omnibus Incentive Plan. This plan combines into a single plan the Company’s 2005 Executive Cash Bonus Plan (the “2005 Plan”) and the 2012 Equity Compensation Plan (the “2012 Plan”) and allows for future grants under the 2015 Omnibus Incentive Plan. Grants outstanding under the 2005 Plan and 2012 Plan will continue in force and effect and continue to be governed solely by the terms and conditions of the instrument evidencing such grants, and will be interpreted under the terms of the 2005 Plan and the 2012 Plan, as applicable. Since approval of the 2015 Omnibus Incentive Plan in May 2015, all grants of stock-based compensation are made under the 2015 Omnibus Incentive Plan. Stock-based compensation expense for the three months and nine months ended September 30, 2015, and 2014, are as follows: Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 (in thousands) Stock compensation expense for options, net of forfeitures $ 307 $ 181 $ 754 $ 453 Stock compensation expense for restricted stock units and performance restricted stock units, net of forfeitures 1,380 866 4,534 2,480 Total stock compensation expense $ 1,687 $ 1,047 $ 5,288 $ 2,933 Our policy is to recognize compensation expense on a straight-line basis over the requisite service period for the entire award. As of September 30, 2015, we have approximately $3.5 million of unrecognized compensation expense related to unvested options. This cost is expected to be recognized over a weighted-average period of 2.0 years and a total period of 3.6 years. We have approximately $11.3 million of unrecognized compensation expense related to restricted stock unit awards, which is anticipated to be recognized over a weighted-average period of 3.7 years and a total period of 7.3 years. We also have approximately $8.1 million of unrecognized compensation cost related to unvested performance awards. That cost is expected to be recognized over a weighted-average period of 3.0 years and total period of 3.3 years. A total of 590,141 stock options were granted during the first nine months of 2015 and 394,550 stock options were granted during the first nine months of 2014. We received approximately $9.2 million in cash from the exercise of stock options during the nine months ended September 30, 2015, compared to $12.6 million for the same period in 2014. A summary of the option award activity under our equity compensation plans as of September 30, 2015, and changes during the nine months ended September 30, 2015, is presented below: Option Totals Weighted Average Exercise Price Per Share Outstanding as of December 31, 2014 2,142,971 $ 17.80 Granted 590,141 29.81 Exercised (555,896 ) 16.49 Forfeited (93,589 ) 20.77 Outstanding as of September 30, 2015 2,083,627 21.41 The fair value of each option grant is estimated on the date of grant using the Black-Scholes option valuation model. Listed below are the weighted-average assumptions used for the fair value computation: Nine Months Ended September 30, 2015 2014 Dividend yield (1) 0.80 % 1.06 % Expected volatility (2) 25.88 % 28.04 % Risk-free interest rate (3) 0.98 % 0.82 % Expected term (in years) (4) 2.74 2.74 Weighted-average fair value of options granted $ 5.00 $ 3.97 (1) Dividend yield – the dividend yield is based on our historical experience and future expectation of dividend payouts. (2) Expected volatility – we analyzed the volatility of our stock using historical data. (3) Risk-free interest rate – the risk-free interest rate assumption is based on U.S. Treasury securities at a constant maturity with a maturity period that most closely resembles the expected term of the stock option award. (4) Expected term – the expected term of employee stock options represents the weighted-average period the stock options are expected to remain outstanding and has been determined based on an analysis of historical exercise behavior. A total of 13,950 and 9,000 restricted stock unit awards were granted during the first nine months of 2015 and 2014, respectively. A summary of the restricted stock unit award activity under our equity compensation plans as of September 30, 2015, and changes during the nine months ended September 30, 2015, is presented below: Number of Restricted Stock Unit Awards Weighted Average Grant Date Fair Value Unvested as of December 31, 2014 1,073,546 $ 16.22 Granted 13,950 29.11 Vested (172,003 ) 16.14 Forfeited (15,730 ) 16.81 Unvested as of September 30, 2015 899,763 16.42 The fair value of each restricted stock unit is based on the closing market price on the date of grant. Beginning in 2014, we issued performance restricted stock units (“PRSUs”) to selected key employees that may be earned based on revenue growth and return on assets, and may then be modified based on our total shareholder return, as defined in the instrument evidencing the grant, over a three-year period. The primary award adjustment may range from 0 percent to 150 percent of the initial grant, based upon performance achieved over the three-year period. The primary award modifier, which would multiply the adjusted primary award by 75 percent to 125 percent, is measured by determining the percentile rank of the total shareholder return, as defined in the instrument evidencing the grant , of Knight common stock in relation to the total shareholder return of a peer group for the three-year period. The final award will be based on performance achieved in accordance with the scale set forth in the plan agreement. Performance restricted stock units do not earn dividend equivalents. A total of 165,720 PRSUs were granted in the nine months ended September 30, 2015, and 181,112 PRSUs were granted in the nine months ended September 30, 2014. A summary of the performance restricted stock unit award activity for the nine months ended September 30, 2015 is presented below: Number of Performance Restricted Stock Unit Awards Weighted Average Grant Date Fair Value Unvested as of December 31, 2014 181,112 $ 23.85 Granted 165,720 29.30 Vested - - Cancelled (5,050 ) 26.20 Unvested as of September 30, 2015 341,782 26.46 The performance measurement period for the PRSUs granted in the nine months ended September 30, 2015, is April 1, 2015 to December 31, 2017, and the performance measurement period for the PRSUs granted in the nine months ended September 30, 2014, is January 1, 2014 to December 31, 2016. These awards will vest thirteen months following the expiration of the performance measurement period. The fair value of each PRSU grant is estimated on the date of grant using the Monte Carlo Simulation valuation model. Listed below are the weighted-average assumptions used for the fair value computation: Nine Months Ended September 30, 2015 2014 Dividend yield (1) 0.80 % 1.06 % Expected volatility (2) 23.18 % 26.11 % Average peer volatility (2) 30.70 % 36.01 % Average peer correlation coefficient (3) 0.49 0.5796 Risk-free interest rate ( 4 ) 0.78 % 0.66 % Expected term ( 5 ) 2.63 2.80 Weighted-average fair value of PRSUs granted $ 29.30 $ 23.85 (1) The dividend yield, used to project stock price to the end of the performance period, is based on our historical experience and future expectation of dividend payouts. Total shareholder return is determined assuming that dividends are reinvested in the issuing entity over the performance period, which is mathematically equivalent to utilizing a 0% dividend yield. (2) We (or peer company) estimated volatility using our (or their) historical share price performance over the remaining performance period as of the grant date. (3) The correlation coefficients are used to model the way in which each entity tends to move in relation to each other; the correlation assumptions were developed using the same stock price data as the volatility assumptions. (4) The risk-free interest rate assumption is based on U.S. Treasury securities at a constant maturity with a maturity period that most closely resembles the expected term of the performance award. (5) Since the Monte Carlo simulation valuation is an open form model that uses an expected life commensurate with the performance period, the expected life of the PRSUs was assumed to be the period from the grant date to the end of the performance period. |
Note 3 - Earnings Per Share
Note 3 - Earnings Per Share | 9 Months Ended |
Sep. 30, 2015 | |
Notes to Financial Statements | |
Earnings Per Share [Text Block] | Note 3. Earnings Per Share A reconciliation of the basic and diluted earnings per share computations for the three months and nine months ended September 30, 2015 and 2014, respectively, is as follows: Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 (in thousands, except for per share data) Weighted average common shares outstanding – basic 81,127 81,035 81,678 80,802 Dilutive effect of stock options and unvested restricted stock units 878 1,062 1,036 974 Weighted average common shares outstanding – diluted 82,005 82,097 82,714 81,776 Net income attributable to Knight Transportation $ 30,283 $ 25,100 $ 87,484 $ 69,924 Basic Earnings Per Share $ 0.37 $ 0.31 $ 1.07 $ 0.87 Diluted Earnings per Share $ 0.37 $ 0.31 $ 1.06 $ 0.86 Certain shares of options, restricted stock units, and PRSUs (“equity awards”) were excluded from the computation of diluted earnings per share because the equity award’s exercise prices were greater than the average market price of the common shares and the sum total of assumed proceeds resulted in fewer shares repurchased than the weighted equity awards outstanding hypothetically exercised per the treasury method. The number of anti-dilutive shares are: Three Months Ended September 30, (in thousands) Nine Months Ended September 30, (in thousands) 2015 2014 2015 2014 Number of anti-dilutive shares 597,076 288,334 322,036 286,159 |
Note 4 - Segment Information
Note 4 - Segment Information | 9 Months Ended |
Sep. 30, 2015 | |
Notes to Financial Statements | |
Segment Reporting Disclosure [Text Block] | Note 4. Segment Information We have two operating segments: (i) the Trucking segment comprised of three operating units (Dry Van, Refrigerated, and Drayage), and (ii) the Logistics segment comprised of two operating units (Brokerage and Intermodal). We also provide logistics, freight management and other non-trucking services through our Logistics businesses. Through our Trucking and Logistics segment capabilities, we are able to transport, or can arrange for the transportation of, general commodities for customers throughout the United States and parts of Canada and Mexico. We, in determining our reportable segments, focus on financial information such as operating revenues and expenses, operating income, operating ratios, and other key operating statistics common in the industry. The chief operating decision makers also use this information to evaluate segment performance and allocate resources to our operations. Our segments provide transportation and related services for one another. Such services are billed at cost, and no profit is earned. Such intersegment revenues and expenses are eliminated in our consolidated results. The following table sets forth revenue and operating income between the Trucking and Logistics segments for the three months and nine months ended September 30, 2015 and 2014 (dollars in thousands). Three Months Ended September 30, 2015 Three Months Ended September 30, 2014 Nine Months Ended September 30, 2015 Nine Months Ended September 30, 2014 Revenues: $ % $ % $ % $ % Trucking Segment $ 242,046 80.6 $ 217,848 80.2 $ 722,963 81.0 $ 639,571 81.5 Logistics Segment 62,773 20.9 54,787 20.2 181,339 20.3 148,517 18.9 Subtotal 304,819 272,635 904,302 788,088 Intersegment Eliminations Trucking (38 ) 0.0 (4 ) 0.0 (116 ) 0.0 (65 ) 0.0 Intersegment Eliminations Logistics (4,659 ) (1.5) (1,084 ) (0.4) (11,961 ) (1.3) (3,158 ) (0.4) Total $ 300,122 100% $ 271,547 100% $ 892,225 100% $ 784,865 100% Operating Income: Trucking Segment $ 42,710 92.0 $ 35,514 89.3 $ 122,800 91.4 $ 100,491 91.4 Logistics Segment 3,716 8.0 4,277 10.7 11,548 8.6 9,449 8.6 Total $ 46,426 100% $ 39,791 100% $ 134,348 100% $ 109,940 100% Trucking Segment Information The Trucking operating units operate large, modern, company-owned tractor fleets and use independent contractors to provide various transportation solutions, including multiple stop pick-ups and deliveries, dedicated equipment and personnel, on-time expedited pick-ups and deliveries, specialized driver training and other truckload services. Revenues are generally set at a predetermined rate per mile or per load for the Trucking services. In addition, revenue streams are also generated by charging for tractor and trailer detention, loading and unloading activities, dedicated services, and other specialized services, as well as through the collection of fuel surcharges to mitigate the impact of increases in the cost of fuel. The primary measure we use to evaluate the profitability of our Trucking segment is operating ratio, measured both on a GAAP basis (operating expenses expressed as a percentage of revenue) and on a non-GAAP basis that many in our industry use (Trucking operating expenses, net of Trucking fuel surcharge revenue, expressed as a percentage of Trucking revenue, excluding Trucking fuel surcharge revenue). We believe the second method allows us to more effectively compare periods while excluding the potentially volatile effect of changes in fuel prices. Non-GAAP operating ratio is not a substitute for or superior to, and should be considered in addition to, the GAAP operating ratio. Pursuant to the requirements of the SEC's Regulation G, the tables below compare our operating ratio using both methods. The following table sets forth the Trucking segment operating ratio on a GAAP basis (dollars in thousands). GAAP Presentation: Three Months Ended September 30, 2015 Three Months Ended September 30, 2014 Nine Months Ended September 30, 2015 Nine Months Ended September 30, 2014 Trucking Segment $ % $ % $ % $ % Revenue $ 242,046 $ 217,848 $ 722,963 $ 639,571 Operating expenses 199,336 82.4 182,334 83.7 600,163 83.0 539,080 84.3 Operating income $ 42,710 $ 35,514 $ 122,800 $ 100,491 The following table sets forth the Trucking segment operating ratio as if fuel surcharges are excluded from total revenue and instead reported as a reduction of operating expenses, excluding intersegment activity (dollars in thousands). Non-GAAP Presentation (1) Three Months Ended September 30, 2015 Three Months Ended September 30, 2014 Nine Months Ended S eptember 30, 2015 Nine Months Ended September 30, 2014 Trucking Segment $ % $ % $ % $ % Revenue $ 242,046 $ 217,848 $ 722,963 $ 639,571 Less: Trucking fuel surcharge revenue (30,192 ) (43,718 ) (96,458 ) (132,532 ) Less: Intersegment transactions (38 ) (4 ) (116 ) (65 ) Revenue, net of fuel surcharge and intersegment transactions 211,816 174,126 626,389 506,974 Operating expenses 199,336 182,334 600,163 539,080 Less: Trucking fuel surcharge revenue (30,192 ) (43,718 ) (96,458 ) (132,532 ) Less: Intersegment transactions (38 ) (4 ) (116 ) (65 ) Operating expenses, net of fuel surcharge and intersegment transactions 169,106 79.8 138,612 79.6 503,589 80.4 406,483 80.2 Operating income $ 42,710 $ 35,514 $ 122,800 $ 100,491 (1) These items represent non-GAAP financial measures and are not substitutes for or superior to, and should be considered in addition to, the GAAP financial measures presented in the previous table. Although we believe that this non-GAAP presentation of our operating ratio can make an evaluation of our operating performance more consistent because it removes items that, in our opinion, do not reflect our core operating performance, other companies in the transportation industry may define the non-GAAP operating ratio differently. As a result, it may be difficult to use non-GAAP measures that other companies may use to compare the performance of those companies to our performance. Our Trucking segment requires substantial capital expenditures for purchases of new revenue equipment. Total depreciation and amortization expense for the Trucking segment was approximately $27.2 million and $21.5 million for the three months ended September 30, 2015 and 2014, respectively. Depreciation and amortization expense for the Trucking segment was approximately $79.7 million and $62.9 million for the nine months ended September 30, 2015 and 2014, respectively. Logistics Segment Information Logistics revenue is generated primarily by our Brokerage and Intermodal operating units, which charge a predetermined rate per mile or per load for arranging freight transportation for our customers. We also provide logistics, freight management and other non-trucking services to our customers through our Logistics business. Additional revenue is generated by offering specialized logistics solutions (including, but not limited to, origin management, surge volumes, disaster relief, special projects, and other logistics needs). Our Logistics revenue is mainly affected by the rates we obtain from customers, the freight volumes that we ship through our third-party capacity providers, and our ability to secure qualified third-party capacity providers to transport customer freight. The following table sets forth the Logistics segment revenue, operating expenses, and operating income (dollars in thousands). Three Months Ended September 30, 2015 Three Months Ended September 30, 2014 Nine Months Ended September 30, 2015 Nine Months Ended September 30, 2014 Logistics Segment $ % $ % $ % $ % Revenue $ 62,773 $ 54,787 $ 181,339 $ 148,517 Operating expenses 59,057 94.1 50,510 92.2 169,791 93.6 139,068 93.6 Operating income $ 3,716 $ 4,277 $ 11,548 $ 9,449 The following table sets forth the Logistics segment revenue, operating expenses, and operating income, excluding intersegment transactions (dollars in thousands). Three Months Ended September 30, 2015 Three Months Ended September 30, 2014 Nine Months Ended September 30, 2015 Nine Months Ended September 30, 2014 Logistics Segment $ % $ % $ % $ % Revenue $ 62,773 $ 54,787 $ 181,339 $ 148,517 Less: Intersegment transactions (4,659 ) (1,084 ) (11,961 ) (3,158 ) Revenue excluding intersegment transactions 58,114 53,703 169,378 145,359 Operating expenses 59,057 50,510 169,791 139,068 Less: Intersegment transactions (4,659 ) (1,084 ) (11,961 ) (3,158 ) Operating expenses excluding intersegment transactions 54,398 93.6 49,426 92.0 157,830 93.2 135,910 93.5 Operating income $ 3,716 $ 4,277 $ 11,548 $ 9,449 We primarily measure the Logistics segment's profitability by reviewing the gross margin percentage (revenue net of intersegment elimination, less purchased transportation expense, expressed as a percentage of revenue, net of intersegment elimination) and the operating ratio. The gross margin percentage can be affected by customer rates and the costs of securing third-party capacity providers. Our third-party capacity providers generally are not subject to long-term or predetermined contracted rates, and our operating results could be affected if the availability of third-party capacity providers or the rates for such providers change in the future. The following table lists the gross margin percentage for our Brokerage and Intermodal businesses combined. Three Months Ended September 30, 2015 Three Months Ended September 30, 2014 Nine Months Ended September 30, 2015 Nine Months Ended September 30, 2014 Combined Brokerage and Intermodal gross margin percentage (1) 16.0% 15.2% 16.1% 14.2% (1) Gross margin percentage is based on revenue, net of intersegment eliminations. Our Logistics segment does not require significant capital expenditures and is not asset-intensive like our Trucking segment. Total Logistics segment depreciation and amortization expense is primarily attributed to equipment leased to third parties, which was approximately $1.0 million and $1.2 million for the three months ended September 30, 2015 and 2014, respectively. Depreciation and amortization expense for the Logistics segment was approximately $3.0 million and $3.6 million for the nine months ended September 30, 2015 and 2014, respectively. No segmental asset or liability information is provided as we do not prepare balance sheets by segment, and the chief operating decision makers do not review segment assets to make operating decisions. |
Note 5 - Joint Ventures
Note 5 - Joint Ventures | 9 Months Ended |
Sep. 30, 2015 | |
Notes to Financial Statements | |
Joint Venture [Text Block] | Note 5. Joint Venture s In July 2014, we formed an Arizona limited liability company, Kool Trans, LLC, for the purpose of expanding our refrigerated trucking business. In October 2015, we amended the Articles of Organization to change the company name to Kold Trans, LLC. We are entitled to 80% of the profits of the entity and have effective control over the management of the entity. In accordance with ASC 810-10-15-8, Consolidation In 2010, we partnered with a non-related investor to form an Arizona limited liability company for the purpose of sourcing commercial vehicle parts. We contributed $26,000 to acquire 52% ownership of this entity. In accordance with ASC 810-10-15-8, Consolidation |
Note 6 - Commitments and Contin
Note 6 - Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2015 | |
Notes to Financial Statements | |
Commitments and Contingencies Disclosure [Text Block] | Note 6. Commitments and Contingencies We are a party to certain claims and pending litigation arising in the normal course of business. These proceedings primarily involve claims for personal injury, property damage, physical damage, and cargo loss incurred in the transportation of freight or for personnel matters, as well as certain class action litigation in which plaintiffs allege failure to provide meal and rest breaks, unpaid wages, unauthorized deductions, and other items. We are insured against auto liability claims under a self-insured retention ("SIR") policy with retention ranging from $1.0 million to $3.0 million per occurrence and in some years, depending on the applicable policy year, we have been responsible for aggregate losses up to $1.5 million. For the policy period March 1, 2015 to March 1, 2016, and February 1, 2014 to March 1, 2015, the SIR is $2.5 million with no additional responsibility for "aggregate" losses. We have secured excess liability coverage up to $105.0 million per occurrence. We also carry a $2.5 million aggregate deductible for any loss or losses that rise to the excess coverage layer. We are self-insured for workers' compensation claims up to a maximum limit of $500,000 per occurrence. We also maintain primary and excess coverage for employee medical expenses and hospitalization, with self-insured retention of $225,000 per claimant. We are a defendant in a class action lawsuit which was filed on May 8, 2008, in the California Superior Court for Tulare County. The plaintiffs, who are current and former drivers and who worked for us during the period of May 8, 2004 through August 6, 2015, allege claims for failure to provide meal periods, inaccurate itemized pay statements and other items under the California Labor Code. During the second quarter of 2015, we reached a preliminary settlement with the plaintiffs. Should the settlement not be approved by the court, further negotiations may take place that could result in a different settlement, or the case may continue on to trial, which could result in a judgment for a different amount. We are also a defendant in a class action lawsuit which was filed on June 10, 2010, in the Oregon Circuit Court for Multnomah County. The plaintiffs, who are current and former drivers who worked for us during the period of June 10, 2004 through June 10, 2010, allege the Company failed to pay minimum wage for attending pre-employment orientation and failed to pay minimum wage for work performed during certain pay periods after the start of employment. On July 2, 2015, the court, following a bench trial, issued a decision finding that we failed to pay minimum wage to some class members for work performed during certain pay periods and assessed statutory penalties and prejudgment interest related to our failure to comply with minimum wage obligations. A final judgment has not yet been entered. Shortly after the end of the third quarter of 2015, we reached a preliminary settlement with the plaintiffs and the current and former drivers who worked for us during the period June 11, 2010 through September 30, 2015. Should the settlement not be approved by the court, further negotiations may take place that could result in a different settlement, or a final judgment may be entered, which could result in a judgment for a different amount. As a result of the California settlement and the Oregon decision, during the second quarter of 2015, we accrued a total of $7.2 million, including the plaintiffs’ estimated attorneys’ fees and related costs and excluding attorneys’ fees and costs related to our defense, in our condensed consolidated financial statements. We had previously accrued $0.2 million as of December 31, 2014 related to these cases. Based on claims resolved this quarter, and 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. At September 30, 2015, we carried a contingent liability of $3.5 million in “accrued liabilities” in the accompanying condensed consolidated balance sheet, for a one-time earn-out relating to our October 2014 acquisition of Barr-Nunn Transportation Inc. (“Barr-Nunn”). The earn-out was provided for in the stock purchase agreement in connection with the Barr-Nunn acquisition, and was subject to achievement of an operating income target for Barr-Nunn and retention of certain Barr-Nunn key personnel for the four fiscal quarters ended September 30, 2015. This contingent liability was estimated as of the date of acquisition. All contingencies were satisfied, and accordingly, the earn-out was paid in full in October 2015. |
Note 7 - Dividends
Note 7 - Dividends | 9 Months Ended |
Sep. 30, 2015 | |
Notes to Financial Statements | |
Common Stock Dividends [Text Block] | Note 7. Dividends In August 2015, we announced a cash dividend of $0.06 per share of our common stock which was paid in September 2015. Future payment of cash dividends, and the amount of any such dividends, will depend upon our financial condition, results of operations, cash requirements, tax treatment, and certain corporate law requirements, as well as other factors deemed relevant by our Board of Directors. |
Note 8 - Property and Equipment
Note 8 - Property and Equipment | 9 Months Ended |
Sep. 30, 2015 | |
Notes to Financial Statements | |
Property, Plant and Equipment Disclosure [Text Block] | Note 8. Property and Equipment To ensure that our facilities remain modern and efficient, we periodically have facility upgrades, or new construction, in process at our various service center locations or corporate headquarters. Until these projects are completed, we consider these to be assets not yet placed in service and they are not depreciated. Once they are placed into service, we depreciate them according to our depreciation policy. At September 30, 2015 and December 31, 2014, we had approximately $8.8 million and $6.9 million, respectively, of facility construction in process assets included under "Buildings and building improvements” on the accompanying condensed consolidated balance sheets. |
Note 9 - Goodwill and Intangibl
Note 9 - Goodwill and Intangibles, Net | 9 Months Ended |
Sep. 30, 2015 | |
Notes to Financial Statements | |
Goodwill and Intangible Assets Disclosure [Text Block] | Note 9. Goodwill and Intangibles, net Goodwill represents the excess of the purchase price of our acquisitions over the fair value of the net assets acquired. The tax benefit from the recognition on the tax return of the amortization of the excess tax goodwill over book goodwill is treated as a reduction in the book basis of goodwill. In conjunction with our acquisitions, identifiable intangible assets subject to amortization have been recorded at fair value and are being amortized over a weighted-average amortization period of 7.6 years. The gross carrying amount of these intangible assets at September 30, 2015, and December 31, 2014 was $3.7 million, and the accumulated amortization balance was $0.5 million and $0.1 million, respectively. Amortization expense associated with these intangible assets is included in “Depreciation and amortization” on the accompanying condensed consolidated statements of income. Future amortization expense for intangible assets is estimated at $0.1 million for the remainder of 2015, and $0.5 million for each of the years 2016 through 2019. The changes in the carrying amount of goodwill, and intangible assets, for the nine months ended September 30, 2015, are as follows: Goodwill Intangibles (in thousands) Balance at December 31, 2014 $ 47,067 $ 3,575 Amortization relating to deferred tax assets (12 ) - Amortization expense - (375 ) Balance at September 30, 2015 $ 47,055 $ 3,200 |
Note 10 - Investments and Relat
Note 10 - Investments and Related Commitments | 9 Months Ended |
Sep. 30, 2015 | |
Notes to Financial Statements | |
Investment [Text Block] | Note 10. Investments and Related Commitments In 2003, we signed a partnership agreement with Transportation Resource Partners ("TRP"), a company that makes privately negotiated equity investments. Per the original partnership agreement, we committed to invest $5.0 million in TRP. In 2006, we increased the commitment amount to $5.5 million. No gain or loss was recognized in the three months ended September 30, 2015 or 2014 from TRP investment activity. In the nine months ended September 30, 2015, we recognized a net gain of $122,000 from TRP investment activity, and a net gain of $519,000 in the same nine months of 2014. The carrying value of our investment in TRP was $477,000 at September 30, 2015 and December 31, 2014. Our investment in TRP is accounted for using the cost method, and the balance is included within "Other long-term assets, restricted cash, and investments" on the accompanying condensed consolidated balance sheets. In 2008, we formed Knight Capital Growth, LLC and committed $15.0 million to invest in a new partnership managed and operated by the managers and principals of TRP. The new partnership, Transportation Resource Partners III, LP ("TRP III"), is focused on investment opportunities similar to TRP. As of September 30, 2015, we have contributed approximately $11.0 million to TRP III, leaving an outstanding commitment of $4.0 million. Our investment in TRP III is accounted for using the equity method. For the three months ended September 30, 2015, we recorded income of approximately $204,000, for our investment in TRP III, and $1.5 million for the three months ended September 30, 2014. For the nine months ended September 30, 2015 and 2014, we recognized income of $443,000, and $3.5 million, respectively, for TRP III. The carrying value of our investment in TRP III was $5.8 million and $5.4 million as of September 30, 2015 and December 31, 2014, respectively, and is included within "Other long-term assets, restricted cash, and investments" on the accompanying condensed consolidated balance sheets. In July 2015, we committed to invest in a new partnership, TRP Capital Partners, LP. The new partnership is managed and operated by the managers and principals of TRP and TRP III, and is focused on similar investment opportunities. We committed to contribute a total of $4.9 million to the new partnership, and no contribution has been made as of September 30, 2015. |
Note 11 - Marketable Equity Sec
Note 11 - Marketable Equity Securities | 9 Months Ended |
Sep. 30, 2015 | |
Notes to Financial Statements | |
Cash, Cash Equivalents, and Marketable Securities [Text Block] | Note 11. Marketable Equity Securities We have certain marketable equity securities classified as available-for-sale securities, which are recorded at fair value with unrealized gains and losses, net of tax, as a component of "Accumulated other comprehensive income" in shareholders' equity on the accompanying condensed consolidated balance sheets. Realized gains and losses on available-for-sale securities are included in the determination of net income. We use specific identification to determine the cost of securities sold, or amounts reclassified out of accumulated other comprehensive income into earnings and included in “Other income” on the accompanying condensed consolidated statements of income. The following table shows our realized gains during the three months and nine months ended September 30, 2015 and 2014 on certain securities that were held as available-for-sale. Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 (in thousands) (in thousands) Realized gains Sales proceeds $ 3,151 $ 2,796 $ 9,339 $ 4,697 Cost of securities sold 1,021 1,352 2,670 2,350 Realized gain $ 2,130 $ 1,444 $ 6,669 $ 2,347 Realized gains, net of taxes $ 1,307 $ 892 $ 4,093 $ 1,450 As of September 30, 2015, our available-for-sale equity investments included in "Other long-term assets and restricted cash and investments" on the accompanying condensed consolidated balance sheets, was approximately $9.9 million, including gross unrealized gains of approximately $5.7 million or $3.5 million (net of tax). As of December 31, 2014, our available-for-sale investment balance was approximately $26.9 million, including gross unrealized gains of approximately $20.0 million or $12.2 million (net of tax). |
Note 12 - Assets Held for Sale
Note 12 - Assets Held for Sale | 9 Months Ended |
Sep. 30, 2015 | |
Notes to Financial Statements | |
Other Assets Disclosure [Text Block] | Note 12. Assets Held for Sale Revenue equipment that is not utilized in continuing operations and is held for sale is classified as "Assets held for sale" on the accompanying condensed consolidated balance sheets. Assets held for sale at September 30, 2015 and December 31, 2014, totaled $18.0 million and $23.2 million, respectively. Assets held for sale are no longer subject to depreciation, and are recorded at the lower of depreciated carrying value or fair market value less selling costs. We expect to sell these assets and replace them with new assets within twelve months of being classified as "Assets held for sale." |
Note 13 - Income Taxes
Note 13 - Income Taxes | 9 Months Ended |
Sep. 30, 2015 | |
Notes to Financial Statements | |
Income Tax Disclosure [Text Block] | Note 13. Income Taxes We account for income taxes under the asset and liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements. For interim reporting purposes, our income tax provisions are recorded based on the estimated annual effective tax rate. Under this method, deferred tax assets and liabilities are determined based on the difference between the financial statement and tax bases of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. The effect of a change in tax rates on deferred tax assets and liabilities is recognized in income in the period that includes the enactment date. We record net deferred tax assets to the extent we believe these assets will more likely than not be realized. In making such determination, we consider all available positive and negative evidence, including scheduled reversals of deferred tax liabilities, projected future taxable income, tax planning strategies, and recent financial operations. A valuation allowance for deferred tax assets has not been deemed necessary due to our profitable operations. We recognize a tax benefit from an uncertain tax position when it is more likely than not that the position will be sustained upon examination, including resolutions of any related appeals or litigation processes, based on the technical merits. We file federal and state income tax returns with varying statutes of limitations. The 2012 through 2014 tax years remain subject to examination by federal and most state tax authorities, and the 2010 through 2014 tax years remain subject to examination by some state tax authorities. We believe that our income tax filing positions and deductions will be sustained on audit and do not anticipate any adjustments that will result in a material change to our consolidated financial position, results of operations and cash flows. Our policy is to recognize interest and penalties related to unrecognized tax benefits as income tax expense. We have not recorded any unrecognized tax benefits at September 30, 2015 or December 31, 2014. |
Note 14 - Company Share Repurch
Note 14 - Company Share Repurchase Programs | 9 Months Ended |
Sep. 30, 2015 | |
Notes to Financial Statements | |
Treasury Stock [Text Block] | Note 14. Company Share Repurchase Programs In May 2011, our Board of Directors unanimously authorized the repurchase of 10.0 million shares of our common stock. The repurchase authorization is intended to afford flexibility to acquire shares opportunistically in future periods and does not indicate an intention to repurchase any particular number of shares within a definite timeframe. Any repurchases would be effected based upon share price and market conditions. Under the share repurchase program, we repurchased 564,016 shares for $15.0 million in the three months ended September 30, 2015, and 1,606,790 shares for $45.3 million in the nine months ended September 30, 2015. As of September 30, 2015, there were 5,831,766 shares remaining for future purchases under our repurchase program. The repurchase authorization will remain in effect until the share limit is reached or the program is terminated. |
Note 15 - Fair Value Measuremen
Note 15 - Fair Value Measurements | 9 Months Ended |
Sep. 30, 2015 | |
Notes to Financial Statements | |
Fair Value Disclosures [Text Block] | Note 15. Fair Value Measurement s Our assets and liabilities measured at fair value are based on principles set forth in ASC 820-10, Fair Value Measurements and Disclosure Level 1 – Inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities that we have the ability to access at the measurement date. An active market is defined as a market in which transactions for the assets or liabilities occur with sufficient frequency and volume to provide pricing information on an ongoing basis. Level 2 – Inputs include quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active (markets with few transactions), inputs other than quoted prices that are observable for the asset or liability (i.e., interest rates, yield curves, etc.), and inputs that are derived principally from or corroborated by observable market data correlation or other means (market corroborated inputs). Level 3 – Unobservable inputs, only used to the extent that observable inputs are not available, reflect our assumptions about the pricing of an asset or liability. In accordance with the fair value hierarchy described above, the following table shows the fair value of our financial assets and liabilities that are required to be measured at fair value as of September 30, 2015 and December 31, 2014. Total Total Level One Level Two Level Three Balance at September 30, 2015 Balance at December 31, 2014 Balance at September 30, 2015 Balance at December 31, 2014 Balance at September 30, 2015 Balance at December 31, 2014 Balance at September 30, 2015 Balance at December 31, 2014 (in thousands) Assets: Available-for-sale securities: Equity securities - common shares $ 9,888 $ 26,884 $ 9,888 $ 26,884 - - - - Restricted cash and investments: Money market funds $ 988 $ 1,027 $ 988 $ 1,027 - - - - Trading securities: Debt securities - municipal securities $ 2,301 $ 2,237 - - $ 2,301 $ 2,237 - - |
Note 16 - Notes Receivable
Note 16 - Notes Receivable | 9 Months Ended |
Sep. 30, 2015 | |
Notes to Financial Statements | |
Notes Receivable [Text Block] | Note 16. Notes Receivable We provide financing to independent contractors and third parties on equipment sold or leased under our equipment sale program. Most of the notes are collateralized and are due in weekly installments, comprised of principal and interest payments. Interest rates are determined in the contracts and generally range from 2% to 20%. The notes receivable balances are classified separately between current and long-term on the consolidated balance sheets. The current and long-term balance of our notes receivable at September 30, 2015 and December 31, 2014, are as follows: September 30, 2015 December 31, 2014 (in thousands) Notes receivable from independent contractors $ 797 $ 1,554 Notes receivable from third parties 3,674 3,882 Gross notes receivable 4,471 5,436 Allowance for doubtful notes receivable (281 ) (351 ) Total notes receivable, net of allowance 4,190 5,085 Current portion, net of allowance 731 1,020 Long-term portion $ 3,459 $ 4,065 |
Note 17 - Line of Credit
Note 17 - Line of Credit | 9 Months Ended |
Sep. 30, 2015 | |
Notes to Financial Statements | |
Long-term Debt [Text Block] | Note 17. Line of Credit We maintain a revolving line of credit which permits revolving borrowings and letters of credit. The line of credit is maintained at $300.0 million and matures December 1, 2017. We incur interest on borrowings under the line of credit at either the prime rate or LIBOR plus 0.625%, determined by us at the time of borrowing. We had $120.0 million outstanding under the line of credit as of September 30, 2015, compared to $134.4 million as of December 31, 2014. The weighted average variable annual percentage rate ("APR") for amounts borrowed during the nine months ended September 30, 2015 was 0.89%. Borrowings under the line of credit are recorded in the "Long-term debt" line of the accompanying condensed consolidated balance sheets. As of September 30, 2015, we also utilized $27.2 million of the line of credit for letters of credit issued to various regulatory authorities in connection with our self-insurance programs. With the outstanding letters of credit and debt borrowed, we have $152.8 million available for future borrowings as of September 30, 2015. After consideration of fees incurred for the unused portion of our line of credit, our weighted average variable APR for the nine months ended September 30, 2015 was 1.10%. We are obligated to comply with certain financial and other covenants under the line of credit agreement and were in compliance with such covenants at September 30, 2015 and December 31, 2014. |
Note 18 - Recent Accounting Pro
Note 18 - Recent Accounting Pronouncements | 9 Months Ended |
Sep. 30, 2015 | |
Notes to Financial Statements | |
Description of New Accounting Pronouncements Not yet Adopted [Text Block] | Note 18. Recent Accounting Pronouncements In June 2014, the Financial Accounting Standards Board (the “FASB”) issued ASU 2014-12, Stock Compensation - Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period. In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers We are currently evaluating this standard and our existing revenue recognition policies to determine which of our customer arrangements in the scope of the guidance will be affected by the new requirements and what impact they would have on our consolidated financial statements upon adoption of this standard. |
Note 2 - Stock-Based Compensa26
Note 2 - Stock-Based Compensation (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Performance Shares [Member] | |
Notes Tables | |
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions [Table Text Block] | Nine Months Ended September 30, 2015 2014 Dividend yield (1) 0.80 % 1.06 % Expected volatility (2) 23.18 % 26.11 % Average peer volatility (2) 30.70 % 36.01 % Average peer correlation coefficient (3) 0.49 0.5796 Risk-free interest rate ( 4 ) 0.78 % 0.66 % Expected term ( 5 ) 2.63 2.80 Weighted-average fair value of PRSUs granted $ 29.30 $ 23.85 |
Restricted Stock Units (RSUs) [Member] | |
Notes Tables | |
Schedule of Nonvested Restricted Stock Units Activity [Table Text Block] | Number of Restricted Stock Unit Awards Weighted Average Grant Date Fair Value Unvested as of December 31, 2014 1,073,546 $ 16.22 Granted 13,950 29.11 Vested (172,003 ) 16.14 Forfeited (15,730 ) 16.81 Unvested as of September 30, 2015 899,763 16.42 Number of Performance Restricted Stock Unit Awards Weighted Average Grant Date Fair Value Unvested as of December 31, 2014 181,112 $ 23.85 Granted 165,720 29.30 Vested - - Cancelled (5,050 ) 26.20 Unvested as of September 30, 2015 341,782 26.46 |
Stock Compensation Plan [Member] | |
Notes Tables | |
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions [Table Text Block] | Nine Months Ended September 30, 2015 2014 Dividend yield (1) 0.80 % 1.06 % Expected volatility (2) 25.88 % 28.04 % Risk-free interest rate (3) 0.98 % 0.82 % Expected term (in years) (4) 2.74 2.74 Weighted-average fair value of options granted $ 5.00 $ 3.97 |
Schedule of Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Table Text Block] | Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 (in thousands) Stock compensation expense for options, net of forfeitures $ 307 $ 181 $ 754 $ 453 Stock compensation expense for restricted stock units and performance restricted stock units, net of forfeitures 1,380 866 4,534 2,480 Total stock compensation expense $ 1,687 $ 1,047 $ 5,288 $ 2,933 |
Schedule of Share-based Compensation, Stock Options, Activity [Table Text Block] | Option Totals Weighted Average Exercise Price Per Share Outstanding as of December 31, 2014 2,142,971 $ 17.80 Granted 590,141 29.81 Exercised (555,896 ) 16.49 Forfeited (93,589 ) 20.77 Outstanding as of September 30, 2015 2,083,627 21.41 |
Note 3 - Earnings Per Share (Ta
Note 3 - Earnings Per Share (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Notes Tables | |
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block] | Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 (in thousands, except for per share data) Weighted average common shares outstanding – basic 81,127 81,035 81,678 80,802 Dilutive effect of stock options and unvested restricted stock units 878 1,062 1,036 974 Weighted average common shares outstanding – diluted 82,005 82,097 82,714 81,776 Net income attributable to Knight Transportation $ 30,283 $ 25,100 $ 87,484 $ 69,924 Basic Earnings Per Share $ 0.37 $ 0.31 $ 1.07 $ 0.87 Diluted Earnings per Share $ 0.37 $ 0.31 $ 1.06 $ 0.86 |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share [Table Text Block] | Three Months Ended September 30, (in thousands) Nine Months Ended September 30, (in thousands) 2015 2014 2015 2014 Number of anti-dilutive shares 597,076 288,334 322,036 286,159 |
Note 4 - Segment Information (T
Note 4 - Segment Information (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Brokerage and Intermodal [Member] | |
Notes Tables | |
Schedule of Segment Reporting Information, by Segment [Table Text Block] | Three Months Ended September 30, 2015 Three Months Ended September 30, 2014 Nine Months Ended September 30, 2015 Nine Months Ended September 30, 2014 Combined Brokerage and Intermodal gross margin percentage (1) 16.0% 15.2% 16.1% 14.2% |
Logistics Segment [Member] | |
Notes Tables | |
Schedule of Segment Reporting Information, by Segment [Table Text Block] | Three Months Ended September 30, 2015 Three Months Ended September 30, 2014 Nine Months Ended September 30, 2015 Nine Months Ended September 30, 2014 Logistics Segment $ % $ % $ % $ % Revenue $ 62,773 $ 54,787 $ 181,339 $ 148,517 Operating expenses 59,057 94.1 50,510 92.2 169,791 93.6 139,068 93.6 Operating income $ 3,716 $ 4,277 $ 11,548 $ 9,449 Three Months Ended September 30, 2015 Three Months Ended September 30, 2014 Nine Months Ended September 30, 2015 Nine Months Ended September 30, 2014 Logistics Segment $ % $ % $ % $ % Revenue $ 62,773 $ 54,787 $ 181,339 $ 148,517 Less: Intersegment transactions (4,659 ) (1,084 ) (11,961 ) (3,158 ) Revenue excluding intersegment transactions 58,114 53,703 169,378 145,359 Operating expenses 59,057 50,510 169,791 139,068 Less: Intersegment transactions (4,659 ) (1,084 ) (11,961 ) (3,158 ) Operating expenses excluding intersegment transactions 54,398 93.6 49,426 92.0 157,830 93.2 135,910 93.5 Operating income $ 3,716 $ 4,277 $ 11,548 $ 9,449 |
Trucking Segment [Member] | |
Notes Tables | |
Reconciliation of Operating Profit (Loss) from Segments to Consolidated [Table Text Block] | GAAP Presentation: Three Months Ended September 30, 2015 Three Months Ended September 30, 2014 Nine Months Ended September 30, 2015 Nine Months Ended September 30, 2014 Trucking Segment $ % $ % $ % $ % Revenue $ 242,046 $ 217,848 $ 722,963 $ 639,571 Operating expenses 199,336 82.4 182,334 83.7 600,163 83.0 539,080 84.3 Operating income $ 42,710 $ 35,514 $ 122,800 $ 100,491 Non-GAAP Presentation (1) Three Months Ended September 30, 2015 Three Months Ended September 30, 2014 Nine Months Ended S eptember 30, 2015 Nine Months Ended September 30, 2014 Trucking Segment $ % $ % $ % $ % Revenue $ 242,046 $ 217,848 $ 722,963 $ 639,571 Less: Trucking fuel surcharge revenue (30,192 ) (43,718 ) (96,458 ) (132,532 ) Less: Intersegment transactions (38 ) (4 ) (116 ) (65 ) Revenue, net of fuel surcharge and intersegment transactions 211,816 174,126 626,389 506,974 Operating expenses 199,336 182,334 600,163 539,080 Less: Trucking fuel surcharge revenue (30,192 ) (43,718 ) (96,458 ) (132,532 ) Less: Intersegment transactions (38 ) (4 ) (116 ) (65 ) Operating expenses, net of fuel surcharge and intersegment transactions 169,106 79.8 138,612 79.6 503,589 80.4 406,483 80.2 Operating income $ 42,710 $ 35,514 $ 122,800 $ 100,491 |
Reconciliation of Revenue from Segments to Consolidated [Table Text Block] | Three Months Ended September 30, 2015 Three Months Ended September 30, 2014 Nine Months Ended September 30, 2015 Nine Months Ended September 30, 2014 Revenues: $ % $ % $ % $ % Trucking Segment $ 242,046 80.6 $ 217,848 80.2 $ 722,963 81.0 $ 639,571 81.5 Logistics Segment 62,773 20.9 54,787 20.2 181,339 20.3 148,517 18.9 Subtotal 304,819 272,635 904,302 788,088 Intersegment Eliminations Trucking (38 ) 0.0 (4 ) 0.0 (116 ) 0.0 (65 ) 0.0 Intersegment Eliminations Logistics (4,659 ) (1.5) (1,084 ) (0.4) (11,961 ) (1.3) (3,158 ) (0.4) Total $ 300,122 100% $ 271,547 100% $ 892,225 100% $ 784,865 100% Operating Income: Trucking Segment $ 42,710 92.0 $ 35,514 89.3 $ 122,800 91.4 $ 100,491 91.4 Logistics Segment 3,716 8.0 4,277 10.7 11,548 8.6 9,449 8.6 Total $ 46,426 100% $ 39,791 100% $ 134,348 100% $ 109,940 100% |
Note 9 - Goodwill and Intangi29
Note 9 - Goodwill and Intangibles, Net (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Notes Tables | |
Schedule of Goodwill [Table Text Block] | Goodwill Intangibles (in thousands) Balance at December 31, 2014 $ 47,067 $ 3,575 Amortization relating to deferred tax assets (12 ) - Amortization expense - (375 ) Balance at September 30, 2015 $ 47,055 $ 3,200 |
Note 11 - Marketable Equity S30
Note 11 - Marketable Equity Securities (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Notes Tables | |
Schedule of Realized Gain (Loss) [Table Text Block] | Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 (in thousands) (in thousands) Realized gains Sales proceeds $ 3,151 $ 2,796 $ 9,339 $ 4,697 Cost of securities sold 1,021 1,352 2,670 2,350 Realized gain $ 2,130 $ 1,444 $ 6,669 $ 2,347 Realized gains, net of taxes $ 1,307 $ 892 $ 4,093 $ 1,450 |
Note 15 - Fair Value Measurem31
Note 15 - Fair Value Measurements (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Notes Tables | |
Fair Value Measurements, Nonrecurring [Table Text Block] | Total Total Level One Level Two Level Three Balance at September 30, 2015 Balance at December 31, 2014 Balance at September 30, 2015 Balance at December 31, 2014 Balance at September 30, 2015 Balance at December 31, 2014 Balance at September 30, 2015 Balance at December 31, 2014 (in thousands) Assets: Available-for-sale securities: Equity securities - common shares $ 9,888 $ 26,884 $ 9,888 $ 26,884 - - - - Restricted cash and investments: Money market funds $ 988 $ 1,027 $ 988 $ 1,027 - - - - Trading securities: Debt securities - municipal securities $ 2,301 $ 2,237 - - $ 2,301 $ 2,237 - - |
Note 16 - Notes Receivable (Tab
Note 16 - Notes Receivable (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Notes Tables | |
Schedule of Accounts, Notes, Loans and Financing Receivable [Table Text Block] | September 30, 2015 December 31, 2014 (in thousands) Notes receivable from independent contractors $ 797 $ 1,554 Notes receivable from third parties 3,674 3,882 Gross notes receivable 4,471 5,436 Allowance for doubtful notes receivable (281 ) (351 ) Total notes receivable, net of allowance 4,190 5,085 Current portion, net of allowance 731 1,020 Long-term portion $ 3,459 $ 4,065 |
Note 2 - Stock-Based Compensa33
Note 2 - Stock-Based Compensation (Details Textual) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Employee Stock Option [Member] | Weighted Average [Member] | ||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | 2 years | |
Employee Stock Option [Member] | ||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | 3 years 219 days | |
Restricted Stock Units (RSUs) [Member] | Weighted Average [Member] | ||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | 3 years 255 days | |
Restricted Stock Units (RSUs) [Member] | ||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | 7 years 109 days | |
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized | $ 11,300 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 13,950 | 9,000 |
Performance Shares [Member] | Weighted Average [Member] | ||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | 3 years | |
Performance Shares [Member] | ||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | 3 years 109 days | |
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized | $ 8,100 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 165,720 | 181,112 |
Share-based Compensation Arrangement by Share-Based Payment Award, Payout Range, Lower Limit | 0.00% | |
Share-based Compensation Arrangement by Share-based Payment Award, Payout Range, Upper Limit | 150.00% | |
Share-based Compensation Arrangement by Share-based Payment Award, Payout Modifier Range, Lower Limit | 75.00% | |
Share-based Compensation Arrangement by Share-based Payment Award, Payout Modifier Range, Upper Limit | 125.00% | |
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 1 year 30 days | |
Employee Service Share-based Compensation, Nonvested Awards, Compensation Not yet Recognized, Stock Options | $ 3,500 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 590,141 | 394,550 |
Proceeds from Stock Options Exercised | $ 9,190 | $ 12,643 |
Note 2 - Stock-Based Compensa34
Note 2 - Stock-Based Compensation Cost (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Employee Stock Option [Member] | ||||
Stock compensation expense | $ 307 | $ 181 | $ 754 | $ 453 |
RSU and Performance Shares [Member] | ||||
Stock compensation expense | 1,380 | 866 | 4,534 | 2,480 |
Stock compensation expense | $ 1,687 | $ 1,047 | $ 5,288 | $ 2,933 |
Note 2 - Summary of Option Awar
Note 2 - Summary of Option Award Activity under Compensation Plan (Details) | 9 Months Ended |
Sep. 30, 2015$ / sharesshares | |
Outstanding as of December 31, 2014 (in shares) | 2,142,971 |
Outstanding as of December 31, 2014 (in dollars per share) | $ / shares | $ 17.80 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 590,141 |
Granted (in dollars per share) | $ / shares | $ 29.81 |
Exercised (in shares) | (555,896) |
Exercised (in dollars per share) | $ / shares | $ 16.49 |
Forfeited (in shares) | (93,589) |
Forfeited (in dollars per share) | $ / shares | $ 20.77 |
Outstanding as of September 30, 2015 (in shares) | 2,083,627 |
Outstanding as of September 30, 2015 (in dollars per share) | $ / shares | $ 21.41 |
Note 2 - Fair Value Assumptions
Note 2 - Fair Value Assumptions - Stock Options (Details) - Stock Compensation Plan [Member] - $ / shares | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | ||
Dividend yield (1) | [1] | 0.80% | 1.06% |
Expected volatility (2) | [2] | 25.88% | 28.04% |
Risk-free interest rate (3) | [3] | 0.98% | 0.82% |
Expected term (in years)(4) | [4] | 2 years 270 days | 2 years 270 days |
Weighted-average fair value of options granted (in dollars per share) | $ 5 | $ 3.97 | |
[1] | Dividend yield - the dividend yield is based on our historical experience and future expectation of dividend payouts. | ||
[2] | Expected volatility - we analyzed the volatility of our stock using historical data. | ||
[3] | Risk-free interest rate - the risk-free interest rate assumption is based on U.S. Treasury securities at a constant maturity with a maturity period that most closely resembles the expected term of the stock option award. | ||
[4] | Expected term - the expected term of employee stock options represents the weighted-average period the stock options are expected to remain outstanding and has been determined based on an analysis of historical exercise behavior. |
Note 2 - Summary of Restricted
Note 2 - Summary of Restricted Stock Unit Award Activity under Compensation Plan (Details) | 9 Months Ended |
Sep. 30, 2015$ / sharesshares | |
Restricted Stock Units (RSUs) [Member] | |
Unvested as of December 31, 2014 (in shares) | 1,073,546 |
Unvested as of December 31, 2014 (in dollars per share) | $ / shares | $ 16.22 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 13,950 |
Granted (in dollars per share) | $ / shares | $ 29.11 |
Vested (in shares) | (172,003) |
Vested (in dollars per share) | $ / shares | $ 16.14 |
Forfeited (in shares) | (15,730) |
Forfeited (in dollars per share) | $ / shares | $ 16.81 |
Unvested as of September 30, 2015 (in shares) | 899,763 |
Unvested as of September 30, 2015 (in dollars per share) | $ / shares | $ 16.42 |
Vested (in shares) | 172,003 |
Performance Shares [Member] | |
Unvested as of December 31, 2014 (in shares) | 181,112 |
Unvested as of December 31, 2014 (in dollars per share) | $ / shares | $ 23.85 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 165,720 |
Granted (in dollars per share) | $ / shares | $ 29.30 |
Vested (in shares) | |
Vested (in dollars per share) | $ / shares | |
Forfeited (in shares) | (5,050) |
Forfeited (in dollars per share) | $ / shares | $ 26.20 |
Unvested as of September 30, 2015 (in shares) | 341,782 |
Unvested as of September 30, 2015 (in dollars per share) | $ / shares | $ 26.46 |
Vested (in shares) |
Note 2 - Fair Value Assumptio38
Note 2 - Fair Value Assumptions, PRSU (Details) - Performance Shares [Member] - $ / shares | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | ||
Dividend yield (1) | [1] | 0.80% | 1.06% |
Expected volatility (2) | [2] | 23.18% | 26.11% |
Average peer volatility (2) | [2] | 30.70% | 36.01% |
Average peer correlation coefficient (3) | [3] | 0.49% | 0.5796% |
Risk-free interest rate (4) | [4] | 0.78% | 0.66% |
Expected term (5) | [5] | 2 years 229 days | 2 years 292 days |
Granted (in dollars per share) | $ 29.30 | $ 23.85 | |
[1] | The dividend yield, used to project stock price to the end of the performance period, is based on our historical experience and future expectation of dividend payouts. Total shareholder return is determined assuming that dividends are reinvested in the issuing entity over the performance period, which is mathematically equivalent to utilizing a 0% dividend yield. | ||
[2] | We (or peer company) estimated volatility using our (or their) historical share price performance over the remaining performance period as of the grant date. | ||
[3] | The correlation coefficients are used to model the way in which each entity tends to move in relation to each other; the correlation assumptions were developed using the same stock price data as the volatility assumptions. | ||
[4] | The risk-free interest rate assumption is based on U.S. Treasury securities at a constant maturity with a maturity period that most closely resembles the expected term of the performance award. | ||
[5] | Since the Monte Carlo simulation valuation is an open form model that uses an expected life commensurate with the performance period, the expected life of the PRSUs was assumed to be the period from the grant date to the end of the performance period. |
Note 3 - Reconciliation of Basi
Note 3 - Reconciliation of Basic and Diluted Earnings Per Share Computation (Details) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Weighted Average Shares Outstanding – Basic (in shares) | 81,127 | 81,035 | 81,678 | 80,802 |
Dilutive effect of stock options and unvested restricted stock units (in shares) | 878 | 1,062 | 1,036 | 974 |
Weighted average common shares outstanding – diluted (in shares) | 82,005 | 82,097 | 82,714 | 81,776 |
Net income attributable to Knight Transportation | $ 30,283 | $ 25,100 | $ 87,484 | $ 69,924 |
Basic (in dollars per share) | $ 0.37 | $ 0.31 | $ 1.07 | $ 0.87 |
Diluted (in dollars per share) | $ 0.37 | $ 0.31 | $ 1.06 | $ 0.86 |
Note 3 - Summary of Anti-diluti
Note 3 - Summary of Anti-dilutive Common Shares (Details) - shares shares in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Number of anti-dilutive shares (in shares) | 597,076 | 288,334 | 322,036 | 286,159 |
Note 4 - Segment Information (D
Note 4 - Segment Information (Details Textual) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015USD ($) | Sep. 30, 2014USD ($) | Sep. 30, 2015USD ($) | Sep. 30, 2014USD ($) | |
Trucking Segment [Member] | ||||
Number of Operating Units | $ 3 | $ 3 | ||
Depreciation, Depletion and Amortization | 27,200,000 | $ 21,500,000 | 79,700,000 | $ 62,900,000 |
Logistics Segment [Member] | ||||
Number of Operating Units | 2 | 2 | ||
Depreciation, Depletion and Amortization | $ 1,000,000 | $ 1,200,000 | $ 3,000,000 | 3,600,000 |
Number of Operating Segments | 2 | |||
Depreciation, Depletion and Amortization | $ 82,728,000 | $ 66,422,000 |
Note 4 - Revenue and Operating
Note 4 - Revenue and Operating Income Between Assets-Based and Non-Asset-Based Segments (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | ||
Trucking Segment [Member] | Operating Segments [Member] | |||||
Revenues | [1] | $ 242,046 | $ 217,848 | $ 722,963 | $ 639,571 |
Percentage of revenues | 80.60% | 80.20% | 81.00% | 81.50% | |
Operating Income: | |||||
Operating income | $ 42,710 | $ 35,514 | $ 122,800 | $ 100,491 | |
Percentage of operating income | 92.00% | 89.30% | 91.40% | 91.40% | |
Trucking Segment [Member] | Intersegment Eliminations [Member] | |||||
Revenues | $ (38) | $ (4) | $ (116) | $ (65) | |
Percentage of revenues | 0.00% | 0.00% | 0.00% | 0.00% | |
Logistics Segment [Member] | Operating Segments [Member] | |||||
Revenues | $ 62,773 | $ 54,787 | $ 181,339 | $ 148,517 | |
Percentage of revenues | 20.90% | 20.20% | 20.30% | 18.90% | |
Operating Income: | |||||
Operating income | $ 3,716 | $ 4,277 | $ 11,548 | $ 9,449 | |
Percentage of operating income | 8.00% | 10.70% | 8.60% | 8.60% | |
Logistics Segment [Member] | Intersegment Eliminations [Member] | |||||
Revenues | $ (4,659) | $ (1,084) | $ (11,961) | $ (3,158) | |
Percentage of revenues | (1.50%) | (0.40%) | (1.30%) | (0.40%) | |
Operating Segments [Member] | |||||
Revenues | $ 304,819 | $ 272,635 | $ 904,302 | $ 788,088 | |
Percentage of revenues | |||||
Revenues | $ 300,122 | $ 271,547 | $ 892,225 | $ 784,865 | |
Percentage of revenues | 100.00% | 100.00% | 100.00% | 100.00% | |
Operating Income: | |||||
Operating income | $ 46,426 | $ 39,791 | $ 134,348 | $ 109,940 | |
Percentage of operating income | 100.00% | 100.00% | 100.00% | 100.00% | |
[1] | These items represent non-GAAP financial measures and are not substitutes for or superior to, and should be considered in addition to, the GAAP financial measures presented in the previous table. Although we believe that this non-GAAP presentation of our operating ratio can make an evaluation of our operating performance more consistent because it removes items that, in our opinion, do not reflect our core operating performance, other companies in the transportation industry may define non-GAAP operating ratio differently. As a result, it may be difficult to use non-GAAP measures that other companies may use to compare the performance of those companies to our performance. |
Note 4 - Reconciliation of Reve
Note 4 - Reconciliation of Revenue from Segments to Consolidated, Asset-Based (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | ||||
Trucking Segment [Member] | Operating Segments [Member] | Intersubsegment Eliminations [Member] | |||||||
Revenues | [1] | $ (38) | $ (4) | $ (116) | $ (65) | ||
Trucking Segment [Member] | Operating Segments [Member] | Reportable Subsegments [Member] | |||||||
Operating income | [1] | 42,710 | 35,514 | 122,800 | 100,491 | ||
Trucking Segment [Member] | Operating Segments [Member] | |||||||
Revenues | [1] | 242,046 | 217,848 | 722,963 | 639,571 | ||
Operating expenses | [1] | $ 199,336 | $ 182,334 | $ 600,163 | $ 539,080 | ||
Operating expenses | 82.40% | 83.70% | 83.00% | [1] | 84.30% | [1] | |
Operating income | $ 42,710 | $ 35,514 | $ 122,800 | $ 100,491 | |||
Less: Trucking fuel surcharge revenue | [1] | (30,192) | (43,718) | (96,458) | (132,532) | ||
Revenue, net of fuel surcharge and intersegment transactions | [1] | 211,816 | 174,126 | 626,389 | 506,974 | ||
Operating expenses, net of fuel surcharge and intersegment transactions | [1] | $ 169,106 | $ 138,612 | $ 503,589 | $ 406,483 | ||
Operating expenses, net of fuel surcharge and intersegment transactions | [1] | 79.80% | 79.60% | 80.40% | 80.20% | ||
Trucking Segment [Member] | Intersubsegment Eliminations [Member] | |||||||
Revenues | [1] | $ (38) | $ (4) | $ (116) | $ (65) | ||
Less: Trucking fuel surcharge revenue | [1] | (30,192) | (43,718) | (96,458) | (132,532) | ||
Operating Segments [Member] | |||||||
Revenues | 304,819 | 272,635 | 904,302 | 788,088 | |||
Revenues | 300,122 | 271,547 | 892,225 | 784,865 | |||
Operating expenses | 253,696 | 231,756 | 757,877 | 674,925 | |||
Operating income | 46,426 | 39,791 | 134,348 | 109,940 | |||
Less: Trucking fuel surcharge revenue | 30,192 | 43,718 | 96,458 | 132,532 | |||
Revenue, net of fuel surcharge and intersegment transactions | $ 269,930 | $ 227,829 | $ 795,767 | $ 652,333 | |||
[1] | These items represent non-GAAP financial measures and are not substitutes for or superior to, and should be considered in addition to, the GAAP financial measures presented in the previous table. Although we believe that this non-GAAP presentation of our operating ratio can make an evaluation of our operating performance more consistent because it removes items that, in our opinion, do not reflect our core operating performance, other companies in the transportation industry may define non-GAAP operating ratio differently. As a result, it may be difficult to use non-GAAP measures that other companies may use to compare the performance of those companies to our performance. |
Note 4 - Reconciliation of Re44
Note 4 - Reconciliation of Revenue from Segments to Consolidated, Non-Asset-Based (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Operating Segments [Member] | Logistics Segment [Member] | ||||
Revenue, net of fuel surcharge and intersegment transactions | $ 62,773 | $ 54,787 | $ 181,339 | $ 148,517 |
Operating expenses | $ 59,057 | $ 50,510 | $ 169,791 | $ 139,068 |
Operating expenses | 94.10% | 92.20% | 93.60% | 93.60% |
Operating income | $ 3,716 | $ 4,277 | $ 11,548 | $ 9,449 |
Logistics Segment [Member] | Intersubsegment Eliminations [Member] | ||||
Revenue, net of fuel surcharge and intersegment transactions | (4,659) | (1,084) | (11,961) | (3,158) |
Logistics Segment [Member] | Reportable Subsegments [Member] | ||||
Revenue, net of fuel surcharge and intersegment transactions | 58,114 | 53,703 | 169,378 | 145,359 |
Operating expenses | $ 54,398 | $ 49,426 | $ 157,830 | $ 135,910 |
Operating expenses | 93.60% | 92.00% | 93.20% | 93.50% |
Operating income | $ 3,716 | $ 4,277 | $ 11,548 | $ 9,449 |
Revenue, net of fuel surcharge and intersegment transactions | 269,930 | 227,829 | 795,767 | 652,333 |
Operating expenses | 253,696 | 231,756 | 757,877 | 674,925 |
Operating income | $ 46,426 | $ 39,791 | $ 134,348 | $ 109,940 |
Note 4 - Gross Margin Percentag
Note 4 - Gross Margin Percentage of Segments (Details) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | ||
Brokerage and Intermodal [Member] | |||||
Combined Brokerage and Intermodal gross margin percentage(1) | [1] | 16.00% | 15.20% | 16.10% | 14.20% |
[1] | Gross margin percentage is based on revenue, net of intersegment elimination. |
Note 5 - Joint Ventures (Detail
Note 5 - Joint Ventures (Details Textual) - USD ($) | 12 Months Ended | |
Dec. 31, 2010 | Sep. 30, 2015 | |
Kool Trans, LLC [Member] | ||
Joint Venture, Percentage of Profits Entitled to Reporting Entity | 80.00% | |
Non-related Investor [Member] | ||
Payments to Acquire Interest in Joint Venture | $ 26,000 | |
Joint Venture, Ownership Interest | 52.00% |
Note 6 - Commitments and Cont47
Note 6 - Commitments and Contingencies (Details Textual) - USD ($) | 3 Months Ended | 9 Months Ended | |
Jun. 30, 2015 | Sep. 30, 2015 | Dec. 31, 2014 | |
Minimum [Member] | |||
Self Insurance Retention | $ 1,000,000 | ||
Maximum [Member] | |||
Self Insurance Retention | 3,000,000 | ||
Self Insurance, Aggregate Losses | 1,500,000 | ||
Policy Period, February 1, 2014 to March 1, 2015 [Member] | |||
Self Insurance Retention | 2,500,000 | ||
Previous Policy Year [Member] | |||
Estimated Litigation Liability | $ 200,000 | ||
Barr-Nunn Transportation, Inc. [Member] | Accounts Payable and Accrued Liabilities [Member] | |||
Business Combination, Contingent Consideration, Liability | (3,500,000) | ||
Excess Personal Injury and Property Damage Liability Insurance | 105,000,000 | ||
Insurance, Aggregate Deductible, Amount | 2,500,000 | ||
Self Insurance Retention, Workers Compensation Claims per Occurrence | 500,000 | ||
Self Retention for Employee Medical Health | $ 225,000 | ||
Litigation Settlement, Expense | $ 7,200,000 |
Note 7 - Dividends (Details Tex
Note 7 - Dividends (Details Textual) - $ / shares | 1 Months Ended | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2015 | Aug. 31, 2015 | Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Common Stock, Dividends, Per Share, Declared | $ 0.06 | $ 0.06 | $ 0.06 | $ 0.18 | $ 0.18 | |
Common Stock, Dividends, Per Share, Cash Paid | $ 0.06 |
Note 8 - Property and Equipme49
Note 8 - Property and Equipment (Details Textual) - USD ($) | Sep. 30, 2015 | Dec. 31, 2014 |
Building and Building Improvements [Member] | ||
Property, Plant and Equipment, Gross | $ 8,800,000 | $ 6,900,000 |
Property, Plant and Equipment, Gross | $ 1,099,613,000 | $ 1,018,445,000 |
Note 9 - Goodwill and Intangi50
Note 9 - Goodwill and Intangibles, Net (Details Textual) - USD ($) $ in Millions | 9 Months Ended | |
Sep. 30, 2015 | Dec. 31, 2014 | |
Finite-Lived Intangible Assets, Amortization Expense, Year Four | $ 0.5 | |
Finite-Lived Intangible Assets, Amortization Expense, Year Three | 0.5 | |
Finite-Lived Intangible Assets, Amortization Expense, Year Two | 0.5 | |
Finite-Lived Intangible Assets, Gross | $ 3.7 | $ 3.7 |
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 7 years 219 days | |
Finite-Lived Intangible Assets, Accumulated Amortization | $ 0.5 | $ 0.1 |
Finite-Lived Intangible Assets, Amortization Expense, Remainder of Fiscal Year | 0.1 | |
Finite-Lived Intangible Assets, Amortization Expense, Year Five | $ 0.5 |
Note 9 - Changes in Carrying Am
Note 9 - Changes in Carrying Amount of Goodwill and Intangible Assets (Details) | 9 Months Ended |
Sep. 30, 2015USD ($) | |
Balance at December 31, 2014 | $ 47,067,000 |
Balance at December 31, 2014 | 3,575,000 |
Amortization relating to deferred tax assets | (12,000) |
Amortization expense | (375,000) |
Balance at September 30, 2015 | 47,055,000 |
Balance at September 30, 2015 | $ 3,200,000 |
Note 10 - Investments and Rel52
Note 10 - Investments and Related Commitments (Details Textual) - USD ($) | 3 Months Ended | 9 Months Ended | |||||||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Jul. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2008 | Dec. 31, 2006 | Dec. 31, 2003 | |
Transportation Resource Partners [Member] | |||||||||
Investments | $ 477,000 | $ 477,000 | $ 477,000 | ||||||
Realized Investment Gains (Losses) | 0 | $ 0 | 122,000 | $ 519,000 | |||||
Investments in and Advance to Affiliates, Subsidiaries, Associates, and Joint Ventures | $ 5,000,000 | ||||||||
Amounts Committed to Invest | $ 5,500,000 | ||||||||
Transportation Resource Partners IV [Member] | |||||||||
Payments for (Proceeds from) Investments | 0 | ||||||||
Amounts Committed to Invest | $ 4,900,000 | ||||||||
Transportation Resource Partners III [Member] | |||||||||
Realized Investment Gains (Losses) | 204,000 | $ 1,500,000 | 443,000 | $ 3,500,000 | |||||
Payments for (Proceeds from) Investments | 11,000,000 | ||||||||
Amounts Committed to Invest | $ 15,000,000 | ||||||||
Remaining Investment Commitment | 4,000,000 | 4,000,000 | |||||||
Equity Method Investments | $ 5,800,000 | $ 5,800,000 | $ 5,400,000 |
Note 11 - Marketable Equity S53
Note 11 - Marketable Equity Securities (Details Textual) - USD ($) $ in Millions | Sep. 30, 2015 | Dec. 31, 2014 |
Available-for-sale Securities | $ 9.9 | $ 26.9 |
Available-for-sale Securities, Accumulated Gross Unrealized Gain (Loss), before Tax | 5.7 | 20 |
Available for Sale Securities, Accumulated Gross Unrealized Gain (Loss), Net of Tax | $ 3.5 | $ 12.2 |
Note 11 - Realized Gains on Ava
Note 11 - Realized Gains on Available-for-Sale Securities (Details) - Other Income [Member] - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Realized gains | ||||
Sales proceeds | $ 3,151 | $ 2,796 | $ 9,339 | $ 4,697 |
Cost of securities sold | 1,021 | 1,352 | 2,670 | 2,350 |
Realized gain | 2,130 | 1,444 | 6,669 | 2,347 |
Realized gains, net of taxes | $ 1,307 | $ 892 | $ 4,093 | $ 1,450 |
Note 12 - Assets Held for Sale
Note 12 - Assets Held for Sale (Details Textual) - USD ($) | Sep. 30, 2015 | Dec. 31, 2014 |
Disposal Group, Including Discontinued Operation, Assets, Current | $ 18,005,000 | $ 23,248,000 |
Note 13 - Income Taxes (Details
Note 13 - Income Taxes (Details Textual) - USD ($) | 9 Months Ended | |
Sep. 30, 2015 | Dec. 31, 2014 | |
Domestic Tax Authority [Member] | Earliest Tax Year [Member] | ||
Open Tax Year | 2,012 | |
Domestic Tax Authority [Member] | Latest Tax Year [Member] | ||
Open Tax Year | 2,014 | |
State and Local Jurisdiction [Member] | Earliest Tax Year [Member] | ||
Open Tax Year | 2,010 | |
State and Local Jurisdiction [Member] | Latest Tax Year [Member] | ||
Open Tax Year | 2,014 | |
Unrecognized Tax Benefits | $ 0 | $ 0 |
Note 14 - Company Share Repur57
Note 14 - Company Share Repurchase Programs (Details Textual) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2015 | May. 19, 2011 | |
Stock Repurchase Program, Number of Shares Authorized to be Repurchased | 10,000,000 | ||
Treasury Stock, Shares, Acquired | 564,016 | 1,606,790 | |
Treasury Stock, Value, Acquired, Cost Method | $ 15 | $ 45.3 | |
Stock Repurchase Program, Remaining Number of Shares Authorized to be Repurchased | 5,831,766 | 5,831,766 |
Note 15 - Fair Value of Financi
Note 15 - Fair Value of Financial Assets and Liabilities (Details) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Fair Value, Inputs, Level 1 [Member] | ||
Available-for-sale securities: | ||
Equity securities - common shares | $ 9,888 | $ 26,884 |
Restricted cash and investments: | ||
Money market funds | $ 988 | $ 1,027 |
Trading securities: | ||
Debt securities - municipal securities | ||
Fair Value, Inputs, Level 2 [Member] | ||
Available-for-sale securities: | ||
Equity securities - common shares | ||
Restricted cash and investments: | ||
Money market funds | ||
Trading securities: | ||
Debt securities - municipal securities | $ 2,301 | $ 2,237 |
Fair Value, Inputs, Level 3 [Member] | ||
Available-for-sale securities: | ||
Equity securities - common shares | ||
Restricted cash and investments: | ||
Money market funds | ||
Trading securities: | ||
Debt securities - municipal securities | ||
Equity securities - common shares | $ 9,888 | $ 26,884 |
Money market funds | 988 | 1,027 |
Debt securities - municipal securities | $ 2,301 | $ 2,237 |
Note 16 - Notes Receivable (Det
Note 16 - Notes Receivable (Details Textual) | 9 Months Ended |
Sep. 30, 2015 | |
Interest on Note Receivable, Minimum | 2.00% |
Interest on Note Receivable, Maximum | 20.00% |
Note 16 - Current and Long-term
Note 16 - Current and Long-term Balance of Notes Receivable (Details) - USD ($) | Sep. 30, 2015 | Dec. 31, 2014 |
Notes receivable from independent contractors | $ 797,000 | $ 1,554,000 |
Notes receivable from third parties | 3,674,000 | 3,882,000 |
Gross notes receivable | 4,471,000 | 5,436,000 |
Allowance for doubtful notes receivable | (281,000) | (351,000) |
Total notes receivable, net of allowance | 4,190,000 | 5,085,000 |
Current portion, net of allowance | 731,000 | 1,020,000 |
Long-term portion | $ 3,459,000 | $ 4,065,000 |
Note 17 - Line of Credit (Detai
Note 17 - Line of Credit (Details Textual) - USD ($) $ in Millions | 9 Months Ended | |
Sep. 30, 2015 | Dec. 31, 2014 | |
Revolving Credit Facility [Member] | London Interbank Offered Rate (LIBOR) [Member] | ||
Line of Credit Facility, Interest Rate During Period | 0.625% | |
Revolving Credit Facility [Member] | ||
Line of Credit Facility, Maximum Borrowing Capacity | $ 300 | |
Line of Credit Facility, Interest Rate During Period | 0.89% | |
Long-term Line of Credit | $ 120 | $ 134.4 |
Letter of Credit [Member] | Unused Portion Fees [Member] | ||
Line of Credit Facility, Interest Rate During Period | 1.10% | |
Letter of Credit [Member] | ||
Long-term Line of Credit | $ 27.2 | |
Line of Credit Facility, Remaining Borrowing Capacity | $ 152.8 |