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UNITED STATES SECURITIES AND EXCHANGE COMMISSION

 

Washington, D.C. 20549

 

Form 10-Q

 

Quarterly Report Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

or

Transition Report Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

 

For the Quarter ended June 30, 2024

 

Commission File Number 0-15010

 

MARTEN TRANSPORT, LTD.

(Exact name of registrant as specified in its charter)

 

Delaware

 

39-1140809

(State of incorporation)

 

(I.R.S. employer identification no.)

     

129 Marten Street

   

Mondovi, Wisconsin 54755

 

715-926-4216

(Address of principal executive offices)

 

(Registrant’s telephone number)

 

Securities registered pursuant to Section 12(b) of the Act:

 

 

 

Title of each class:

Trading symbol:

Name of each exchange on which registered:

COMMON STOCK, PAR VALUE

MRTN

THE NASDAQ STOCK MARKET LLC

$.01 PER SHARE

 

(NASDAQ GLOBAL SELECT MARKET)

 

Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒   No ☐

 

Indicate by check mark whether the Registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (Section 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the Registrant was required to submit such files). Yes ☒   No ☐

 

Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

 

Large accelerated filer ☒                    

Smaller reporting company              

Emerging growth company

Accelerated filer ☐

Non-accelerated filer ☐

 

If an emerging growth company, indicate by check mark if the Registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

Indicate by check mark whether the Registrant is a shell company (as defined in Exchange Act Rule 12b-2). Yes  No ☒

 

The number of shares outstanding of the Registrant’s Common Stock, par value $.01 per share, was 81,414,959 as of July 25, 2024.

 

 

  

 

PART I. FINANCIAL INFORMATION

Item 1. Financial Statements.

MARTEN TRANSPORT, LTD.

 

CONSOLIDATED CONDENSED BALANCE SHEETS

 

   

June 30,

   

December 31,

 

(In thousands, except share information)

 

2024

   

2023

 
   

(Unaudited)

         

ASSETS

               

Current assets:

               

Cash and cash equivalents

  $ 77,199     $ 53,213  

Receivables:

               

Trade, net

    99,926       105,501  

Other

    11,450       10,356  

Prepaid expenses and other

    30,995       27,512  

Total current assets

    219,570       196,582  
                 

Property and equipment:

               

Revenue equipment, buildings and land, office equipment and other

    1,149,771       1,162,336  

Accumulated depreciation

    (360,974

)

    (370,103

)

Net property and equipment

    788,797       792,233  

Other noncurrent assets

    1,520       1,524  

Total assets

  $ 1,009,887     $ 990,339  
                 

LIABILITIES AND STOCKHOLDERS’ EQUITY

               

Current liabilities:

               

Accounts payable

  $ 47,214     $ 36,516  

Insurance and claims accruals

    44,296       47,017  

Accrued and other current liabilities

    27,466       26,709  

Total current liabilities

    118,976       110,242  

Deferred income taxes

    123,938       122,462  

Noncurrent operating lease liabilities

    220       249  

Total liabilities

    243,134       232,953  
                 

Stockholders’ equity:

               

Preferred stock, $.01 par value per share; 2,000,000 shares authorized; no shares issued and outstanding

    -       -  

Common stock, $.01 par value per share; 192,000,000 shares authorized; 81,414,959 shares at June 30, 2024, and 81,312,168 shares at December 31, 2023, issued and outstanding

    814       813  

Additional paid-in capital

    51,385       49,789  

Retained earnings

    714,554       706,784  

Total stockholders’ equity

    766,753       757,386  

Total liabilities and stockholders’ equity

  $ 1,009,887     $ 990,339  

 

The accompanying notes are an integral part of these consolidated condensed financial statements.

 

1

 

 

MARTEN TRANSPORT, LTD.

 

CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS

(Unaudited)

 

   

Three Months

   

Six Months

 
   

Ended June 30,

   

Ended June 30,

 

(In thousands, except per share information)

 

2024

   

2023

   

2024

   

2023

 
                                 

Operating revenue

  $ 246,238     $ 285,672     $ 495,910     $ 583,695  
                                 

Operating expenses (income):

                               

Salaries, wages and benefits

    86,519       96,332       175,281       194,848  

Purchased transportation

    43,235       48,299       85,049       102,402  

Fuel and fuel taxes

    38,809       42,215       78,370       89,011  

Supplies and maintenance

    16,472       17,408       32,542       33,395  

Depreciation

    28,206       29,427       56,733       58,957  

Operating taxes and licenses

    2,539       2,756       5,114       5,524  

Insurance and claims

    12,559       12,481       24,216       27,551  

Communications and utilities

    2,297       2,510       4,668       5,041  

Gain on disposition of revenue equipment

    (2,532

)

    (3,550

)

    (3,703 )     (8,796 )

Other

    8,160       9,581       15,416       18,539  
                                 

Total operating expenses

    236,264       257,459       473,686       526,472  
                                 

Operating income

    9,974       28,213       22,224       57,223  
                                 

Other

    (1,014

)

    (1,077

)

    (1,810 )     (1,921 )
                                 

Income before income taxes

    10,988       29,290       24,034       59,144  
                                 

Income taxes expense

    3,099       7,416       6,499       14,768  
                                 

Net income

  $ 7,889     $ 21,874     $ 17,535     $ 44,376  
                                 

Basic earnings per common share

  $ 0.10     $ 0.27     $ 0.22     $ 0.55  
                                 

Diluted earnings per common share

  $ 0.10     $ 0.27     $ 0.22     $ 0.55  
                                 

Dividends declared per common share

  $ 0.06     $ 0.06     $ 0.12     $ 0.12  

 

The accompanying notes are an integral part of these consolidated condensed financial statements.

 

2

 

 

MARTEN TRANSPORT, LTD.

 

CONSOLIDATED CONDENSED STATEMENTS OF STOCKHOLDERS EQUITY

(Unaudited)

 

   

Common Stock

   

Additional

Paid-In

   

Retained

   

Total

Stock-

holders’

 

(In thousands)

 

Shares

   

Amount

   

Capital

   

Earnings

   

Equity

 
                                         

Balance at December 31, 2023

    81,312     $ 813     $ 49,789     $ 706,784     $ 757,386  

Net income

    -       -       -       9,646       9,646  

Issuance of common stock from share-based payment arrangement exercises and vesting of performance unit awards

    51       1       306       -       307  

Employee taxes paid in exchange for shares withheld

    -       -       (382

)

    -       (382

)

Share-based payment arrangement compensation expense

    -       -       353       -       353  

Dividends on common stock

    -       -       -       (4,881

)

    (4,881

)

Balance at March 31, 2024

    81,363       814       50,066       711,549       762,429  

Net income

    -       -       -       7,889       7,889  

Issuance of common stock from share-based payment arrangement exercises

    52       -       308       -       308  

Share-based payment arrangement compensation expense

    -       -       1,011       -       1,011  

Dividends on common stock

    -       -       -       (4,884

)

    (4,884

)

Balance at June 30, 2024

    81,415     $ 814     $ 51,385     $ 714,554     $ 766,753  

 

The accompanying notes are an integral part of these consolidated condensed financial statements.

 

3

 

 

MARTEN TRANSPORT, LTD.

CONSOLIDATED CONDENSED STATEMENTS OF STOCKHOLDERS EQUITY

(Unaudited)

 

   

Common Stock

   

Additional

Paid-In

   

Retained

   

Total

Stock-

holders’

 

(In thousands)

 

Shares

   

Amount

   

Capital

   

Earnings

   

Equity

 
                                         

Balance at December 31, 2022

    81,115     $ 811     $ 47,188     $ 655,920     $ 703,919  

Net income

    -       -       -       22,502       22,502  

Issuance of common stock from share-based payment arrangement exercises and vesting of performance unit awards

    119       1       535       -       536  

Employee taxes paid in exchange for shares withheld

    -       -       (926 )     -       (926 )

Share-based payment arrangement compensation expense

    -       -       354       -       354  

Dividends on common stock

    -       -       -       (4,874 )     (4,874 )

Balance at March 31, 2023

    81,234       812       47,151       673,548       721,511  

Net income

    -       -       -       21,874       21,874  

Issuance of common stock from share-based payment arrangement exercises

    67       1       507       -       508  

Share-based payment arrangement compensation expense

    -       -       1,005       -       1,005  

Dividends on common stock

    -       -       -       (4,878 )     (4,878 )

Balance at June 30, 2023

    81,301     $ 813     $ 48,663     $ 690,544     $ 740,020  

 

The accompanying notes are an integral part of these consolidated condensed financial statements.  

 

4

 

 

MARTEN TRANSPORT, LTD.

 

CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS

(Unaudited)

 

   

Six Months

 
   

Ended June 30,

 

(In thousands)

 

2024

   

2023

 

Cash flows provided by operating activities:

               

Operations:

               

Net income

  $ 17,535     $ 44,376  

Adjustments to reconcile net income to net cash provided by operating activities:

               

Depreciation

    56,733       58,957  

Tires in service amortization

    3,543       3,584  

Gain on disposition of revenue equipment

    (3,703

)

    (8,796

)

Deferred income taxes

    1,476       (4,304 )

Share-based payment arrangement compensation expense

    1,364       1,359  

Changes in other current operating items:

               

Receivables

    9,185       13,087  

Prepaid expenses and other

    (5,675 )     (3,633 )

Accounts payable

    2,885       (1,450 )

Insurance and claims accruals

    (2,721 )     1,918  

Accrued and other current liabilities

    921       (6,897 )

Net cash provided by operating activities

    81,543       98,201  
                 

Cash flows used for investing activities:

               

Revenue equipment additions

    (91,884

)

    (118,294

)

Proceeds from revenue equipment dispositions

    47,658       34,000  

Buildings and land, office equipment and other additions

    (3,758

)

    (4,311

)

Proceeds from buildings and land, office equipment and other dispositions

    8       11  

Other

    (49

)

    (45

)

Net cash used for investing activities

    (48,025

)

    (88,639

)

                 

Cash flows used for financing activities:

               

Dividends on common stock

    (9,765

)

    (9,752

)

Issuance of common stock from share-based payment arrangement exercises and vesting of performance unit awards

    615       1,044  

Employee taxes paid in exchange for shares withheld

    (382

)

    (926

)

Net cash used for financing activities

    (9,532

)

    (9,634

)

                 

Net change in cash and cash equivalents

    23,986       (72 )
                 

Cash and cash equivalents:

               

Beginning of period

    53,213       80,600  

End of period

  $ 77,199     $ 80,528  
                 

Supplemental non-cash disclosure:

               

Change in property and equipment not yet paid

  $ 3,109     $ 5,870  

Operating lease assets and liabilities acquired

  $ 88     $ -  
                 

Supplemental disclosure of cash flow information:

               

Cash paid for income taxes

  $ 2,362     $ 6,809  

 

The accompanying notes are an integral part of these consolidated condensed financial statements.

 

5

 

MARTEN TRANSPORT, LTD.

NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS

SIX MONTHS ENDED JUNE 30, 2024

(Unaudited)

 

 

(1) Consolidated Condensed Financial Statements

 

The accompanying unaudited consolidated condensed financial statements have been prepared in accordance with U.S. generally accepted accounting principles for interim financial statements, and therefore do not include all information and disclosures required by U.S. generally accepted accounting principles for complete financial statements. In the opinion of management, such statements reflect all adjustments (consisting of normal recurring adjustments) considered necessary to fairly present our consolidated financial condition, results of operations and cash flows for the interim periods presented. The results of operations for any interim period do not necessarily indicate the results for the full year. The unaudited interim consolidated condensed financial statements should be read with reference to the consolidated financial statements and notes to consolidated financial statements in our 2023 Annual Report on Form 10-K.

 

 

(2) Earnings per Common Share

 

Basic and diluted earnings per common share were computed as follows:  

 

   

Three Months

   

Six Months

 
   

Ended June 30,

   

Ended June 30,

 

(In thousands, except per share amounts)

 

2024

   

2023

   

2024

   

2023

 

Numerator:

                               

Net income

  $ 7,889     $ 21,874     $ 17,535     $ 44,376  

Denominator:

                               

Basic earnings per common share - weighted-average shares

    81,381       81,263       81,365       81,236  

Effect of dilutive stock options

    65       149       77       158  

Diluted earnings per common share - weighted-average shares and assumed conversions

    81,446       81,412       81,442       81,394  
                                 

Basic earnings per common share

  $ 0.10     $ 0.27     $ 0.22     $ 0.55  

Diluted earnings per common share

  $ 0.10     $ 0.27     $ 0.22     $ 0.55  

 

Options totaling 543,500 and 533,400 equivalent shares for the three-month and six-month periods ended June 30, 2024, respectively, and 132,000 equivalent shares for each of the three-month and six-month periods ended June 30, 2023, were outstanding but were not included in the calculation of diluted earnings per share because including the options in the denominator would be antidilutive, or decrease the number of weighted-average shares, due to their exercise prices exceeding the average market price of the common shares, or because inclusion of average unrecognized compensation expense in the calculation would cause the options to be antidilutive.

 

Unvested performance unit awards totaling 148,520 equivalent shares for each of the three-month and six-month periods ended June 30, 2024, and 106,582 equivalent shares for each of the three-month and six-month periods ended June 30, 2023, were considered outstanding but were not included in the calculation of diluted earnings per share because inclusion of average unrecognized compensation expense in the calculation would cause the performance units to be antidilutive.

 

6

 

 

 

(3) Long-Term Debt

 

In August 2022, we entered into a credit agreement that provides for an unsecured committed credit facility with an aggregate principal amount of $30.0 million which matures in August 2027. The credit agreement amends, restates and continues in its entirety our previous credit agreement, as amended. At June 30, 2024, there was no outstanding principal balance on the facility. As of that date, we had outstanding standby letters of credit to guarantee settlement of self-insurance claims of $23.1 million and remaining borrowing availability of $6.9 million. At December 31, 2023, there was also no outstanding principal balance on the facility. As of that date, we had outstanding standby letters of credit of $20.7 million on the facility. This facility bears interest at a variable rate based on the Term SOFR Rate plus applicable margins. The interest rate for the facility that would apply to outstanding principal balances was 8.5% at June 30, 2024.

 

Our credit agreement effective in August 2022 prohibits us from paying, in any fiscal year, stock redemptions and dividends in excess of $150 million. The current credit agreement also contains restrictive covenants which, among other matters, require us to maintain compliance with cash flow leverage and fixed charge coverage ratios. We were in compliance with all covenants at June 30, 2024 and December 31, 2023.

 

 

(4) Related Party Transactions

 

We purchase tires and obtain related services from Bauer Built, Inc., or BBI. Jerry M. Bauer, the chairman of the board and chief executive officer of BBI, is one of our directors. We paid BBI $14,000 in the first six months of 2024 and $141,000 in the first six months of 2023 for tires and related services. In addition, we paid $1.2 million in the first six months of 2024 and $1.1 million in the first six months of 2023 to tire manufacturers for tires that were provided by BBI. BBI received commissions from the tire manufacturers related to these purchases.

 

We paid Durand Builders Service, Inc. $7,000 in the first six months of 2024 for building repairs and had no transactions with that company in the first six months of 2023. Larry B. Hagness, one of our directors, is the chief executive officer and the principal stockholder of Durand Builders Service, Inc.

 

 

(5) Share Repurchase Program

 

In August 2019, our Board of Directors approved and we announced an increase from current availability in our existing share repurchase program providing for the repurchase of up to $34.0 million, or approximately 1.8 million shares, of our common stock, which was increased by our Board of Directors to 2.7 million shares in August 2020 to reflect the three-for-two stock split effected in the form of a stock dividend on August 13, 2020. On May 3, 2022, our Board of Directors approved and we announced an additional increase from current availability in our existing share repurchase program providing for the repurchase of up to $50.0 million, or approximately 3.1 million shares of our common stock. The share repurchase program allows purchases on the open market or through private transactions in accordance with Rule 10b-18 of the Exchange Act. The timing and extent to which we repurchase shares depends on market conditions and other corporate considerations. The repurchase program does not have an expiration date.

 

We repurchased and retired 1.3 million shares of common stock for $25.0 million in the first quarter of 2022, and 963,000 shares of common stock for $16.8 million in the second quarter of 2022. We did not repurchase any shares in the first six months of 2024, in 2023, or in the third or fourth quarters of 2022. As of June 30, 2024, future repurchases of up to $33.2 million, or approximately 2.2 million shares, were available in the share repurchase program.

 

 

(6) Dividends

 

In 2010, we announced that our Board of Directors approved a regular cash dividend program to our stockholders, subject to approval each quarter. Quarterly cash dividends of $0.06 per share of common stock were paid in each of the first two quarters of 2024 and 2023 which totaled $9.8 million in each period.

 

7

  

 

(7) Accounting for Share-based Payment Arrangement Compensation

 

We account for share-based payment arrangements in accordance with Financial Accounting Standards Board, or FASB, Accounting Standards Codification, or ASC, 718, Compensation Stock Compensation. During the first six months of 2024, there were no significant changes to the structure of our stock-based award plans. Pre-tax compensation expense related to stock options and performance unit awards recorded in each of the first six months of 2024 and 2023 was $1.4 million.

 

 

(8) Fair Value of Financial Instruments

 

The carrying amounts of cash equivalents, accounts receivable and accounts payable approximate fair value because of the short maturity of these instruments.  

 

 

(9) Commitments and Contingencies

 

We are committed to new revenue equipment purchases of $119.1 million and construction obligations of $308,000 for the remainder of 2024. Operating lease obligation expenditures through 2028 total $512,000.

 

We self-insure, in part, for losses relating to workers’ compensation, auto liability, general liability, cargo and property damage claims, along with employees’ health insurance, with varying risk retention levels. We renewed our liability insurance policies effective June 1, 2024 and are responsible for the first $2.0 million on each auto liability claim with an annual $5.0 million aggregate for claims between $10.0 million and $20.0 million. For the policy years effective June 1, 2022 and June 1, 2023, we are responsible for the first $1.0 million on each auto liability claim with no aggregates. We continue to be responsible for the first $750,000 on each workers’ compensation claim. We maintain insurance coverage for per-incident and total losses in excess of these risk retention levels in amounts we consider adequate based upon historical experience and our ongoing review, and reserve currently for the estimated cost of the uninsured portion of pending claims.

 

We are also involved in other legal actions that arise in the ordinary course of business. A number of trucking companies, including us, have been subject to lawsuits alleging violations of various federal and state wage and hour laws. A number of these lawsuits have resulted in the payment of substantial settlements or damages by the defendants.

 

The outcome of all litigation is difficult to assess or quantify, and the magnitude of the potential loss relating to such lawsuits may remain unknown for substantial periods of time. The cost to defend litigation may also be significant. Not all claims are covered by our insurance, and there can be no assurance that our coverage limits will be adequate to cover all amounts in dispute. To the extent we experience claims that are uninsured, exceed our coverage limits or cause increases in future premiums, the resulting expense could have a materially adverse effect on our business and operating results. Based on our present knowledge of the facts and, in certain cases, advice of outside counsel, management believes the resolution of open claims and pending litigation, taking into account existing reserves, is not likely to have a materially adverse effect on our consolidated condensed financial statements, however, any future liability claims or adverse developments in existing claims could impact this analysis.

 

 

(10) Revenue and Business Segments

 

We account for our revenue in accordance with FASB ASC 606, Revenue from Contracts with Customers. We combine our five current operating segments into four reporting segments (Truckload, Dedicated, Intermodal and Brokerage) for financial reporting purposes. These four reporting segments are also the appropriate categories for the disaggregation of our revenue under FASB ASC 606.

 

We have strategically transitioned from a refrigerated long-haul carrier to a multifaceted business offering a network of time and temperature-sensitive and dry truck-based transportation and distribution capabilities across our five distinct business platforms – Truckload, Dedicated, Intermodal, Brokerage and MRTN de Mexico.

 

Our Truckload segment provides a combination of regional short-haul and medium-to-long-haul full-load transportation services. We transport food and other consumer packaged goods that require a temperature-controlled or insulated environment, along with dry freight, across the United States and into and out of Mexico and Canada. Our agreements with customers are typically for one year.

 

8

 

Our Dedicated segment provides customized transportation solutions tailored to meet individual customers’ requirements, utilizing temperature-controlled trailers, dry vans and other specialized equipment within the United States. Our agreements with customers range from three to five years and are subject to annual rate reviews.

 

Generally, we are paid by the mile for our Truckload and Dedicated services. We also derive Truckload and Dedicated revenue from fuel surcharges, loading and unloading activities, equipment detention and other accessorial services. The main factors that affect our Truckload and Dedicated revenue are the rate per mile we receive from our customers, the percentage of miles for which we are compensated, the number of miles we generate with our equipment and changes in fuel prices. We monitor our revenue production primarily through average Truckload and Dedicated revenue, net of fuel surcharges, per tractor per week. We also analyze our average Truckload and Dedicated revenue, net of fuel surcharges, per total mile, non-revenue miles percentage, the miles per tractor we generate, our fuel surcharge revenue, our accessorial revenue and our other sources of operating revenue.

 

Our Intermodal segment transports our customers’ freight within the United States utilizing our refrigerated containers on railroad flatcars for portions of trips, with the balance of the trips using our tractors or, to a lesser extent, contracted carriers. The main factors that affect our Intermodal revenue are the rate per mile and other charges we receive from our customers.

 

Our Brokerage segment develops contractual relationships with and arranges for third-party carriers to transport freight for our customers in temperature-controlled trailers and dry vans within the United States and into and out of Mexico through Marten Transport Logistics, LLC, which was established in 2007 and operates pursuant to brokerage authority granted by the United States Department of Transportation, or DOT. We retain the billing, collection and customer management responsibilities. The main factors that affect our Brokerage revenue are the rate per mile and other charges that we receive from our customers.

 

Operating results of our MRTN de Mexico business which offers our customers door-to-door service between the United States and Mexico with our Mexican partner carriers is reported within our Truckload and Brokerage segments.

 

Our customer agreements are typically for one-year terms except for our Dedicated agreements which range from three to five years with annual rate reviews. Under FASB ASC 606, the contract date for each individual load within each of our four reporting segments is generally the date that each load is tendered to and accepted by us. For each load transported within each of our four reporting segments, the entire amount of revenue to be recognized is a single performance obligation and our agreements with our customers detail the per-mile charges for line haul and fuel surcharges, along with the rates for loading and unloading, stop offs and drops, equipment detention and other accessorial services, which is the transaction price. There are no discounts that would be a material right or consideration payable to a customer. We are required to recognize revenue and related expenses over time, from load pickup to delivery, for each load within each of our four reporting segments. We base our calculation of the amount of revenue to record in each period for individual loads picking up in one period and delivering in the following period using the number of hours estimated to be incurred within each period applied to each estimated transaction price. Contract assets for this estimated revenue which are classified within prepaid expenses and other within our consolidated condensed balance sheets were $2.9 million and $2.1 million as of June 30, 2024 and December 31, 2023, respectively. We had no impairment losses on contract assets in the first six months of 2024 or in 2023. We bill our customers for loads after delivery is complete with standard payment terms of 30 days.

 

We account for revenue of our Intermodal and Brokerage segments and revenue on freight transported by independent contractors within our Truckload and Dedicated segments on a gross basis because we are the principal service provider controlling the promised service before it is transferred to each customer. We are primarily responsible for fulfilling the promise to provide each specified service to each customer. We bear the primary risk of loss in the event of cargo claims by our customers. We also have complete control and discretion in establishing the price for each specified service. Accordingly, all such revenue billed to customers is classified as operating revenue and all corresponding payments to carriers for transportation services we arrange in connection with brokerage and intermodal activities and to independent contractor providers of revenue equipment are classified as purchased transportation expense within our consolidated condensed statements of operations.

 

9

 

The following table sets forth for the periods indicated our operating revenue and operating income by segment. We do not prepare separate balance sheets by segment and, as a result, assets are not separately identifiable by segment.

 

   

Three Months

   

Six Months

 
   

Ended June 30,

   

Ended June 30,

 

(In thousands)

 

2024

   

2023

   

2024

   

2023

 

Operating revenue:

                               

Truckload revenue, net of fuel surcharge revenue

  $ 96,046     $ 101,268     $ 191,068     $ 203,588  

Truckload fuel surcharge revenue

    16,477       15,870       33,006       34,176  

Total Truckload revenue

    112,523       117,138       224,074       237,764  
                                 

Dedicated revenue, net of fuel surcharge revenue

    67,444       87,437       139,182       174,268  

Dedicated fuel surcharge revenue

    13,822       17,548       28,544       37,166  

Total Dedicated revenue

    81,266       104,985       167,726       211,434  
                                 

Intermodal revenue, net of fuel surcharge revenue

    12,660       18,754       25,941       42,155  

Intermodal fuel surcharge revenue

    2,404       3,611       5,095       8,799  

Total Intermodal revenue

    15,064       22,365       31,036       50,954  
                                 

Brokerage revenue

    37,385       41,184       73,074       83,543  

Total operating revenue

  $ 246,238     $ 285,672     $ 495,910     $ 583,695  
                                 

Operating income/(loss):

                               

Truckload

  $ 1,115     $ 9,569     $ 1,604     $ 19,610  

Dedicated

    6,650       14,173       15,908       27,857  

Intermodal

    (684

)

    (165 )     (878 )     622  

Brokerage

    2,893       4,636       5,590       9,134  

Total operating income

  $ 9,974     $ 28,213     $ 22,224     $ 57,223  

 

Truckload segment depreciation expense was $16.2 million and $15.3 million, Dedicated segment depreciation expense was $9.9 million and $11.9 million, Intermodal segment depreciation expense was $1.6 million and $1.8 million, and Brokerage segment depreciation expense was $509,000 and $454,000 in the three-month periods ended June 30, 2024 and 2023, respectively.

 

Truckload segment depreciation expense was $32.3 million and $30.6 million, Dedicated segment depreciation expense was $20.3 million and $23.7 million, Intermodal segment depreciation expense was $3.1 million and $3.7 million, and Brokerage segment depreciation expense was $1.0 million and $903,000 in the six-month periods ended June 30, 2024 and 2023, respectively.

 

 

(11) Use of Estimates

 

We must make estimates and assumptions to prepare the consolidated condensed financial statements in conformity with U.S. generally accepted accounting principles. These estimates and assumptions affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities in the consolidated condensed financial statements and the reported amount of revenue and expenses during the reporting period. These estimates are primarily related to insurance and claims accruals and depreciation. Ultimate results could differ from these estimates.

 

10

 

  

 

Item 2. Managements Discussion and Analysis of Financial Condition and Results of Operations.

 

The following discussion and analysis of our financial condition and results of operations should be read together with the selected consolidated financial data and our consolidated condensed financial statements and the related notes appearing elsewhere in this report. This discussion and analysis contains forward-looking statements that involve risks, uncertainties and assumptions. Our actual results may differ materially from those anticipated in these forward-looking statements as a result of many factors, including but not limited to those included in our Form 10-K, Part I, Item 1A for the year ended December 31, 2023. We do not assume, and specifically disclaim, any obligation to update any forward-looking statement contained in this report.

 

Overview

 

We have strategically transitioned from a refrigerated long-haul carrier to a multifaceted business offering a network of time and temperature-sensitive and dry truck-based transportation and distribution capabilities across our five distinct business platforms – Truckload, Dedicated, Intermodal, Brokerage and MRTN de Mexico.

 

Our Truckload segment provides a combination of regional short-haul and medium-to-long-haul full-load transportation services. We transport food and other consumer packaged goods that require a temperature-controlled or insulated environment, along with dry freight, across the United States and into and out of Mexico and Canada. Our agreements with customers are typically for one year.

 

Our Dedicated segment provides customized transportation solutions tailored to meet each individual customer’s requirements, utilizing temperature-controlled trailers, dry vans and other specialized equipment within the United States. Our agreements with customers range from three to five years and are subject to annual rate reviews.

 

Generally, we are paid by the mile for our Truckload and Dedicated services. We also derive Truckload and Dedicated revenue from fuel surcharges, loading and unloading activities, equipment detention and other accessorial services. The main factors that affect our Truckload and Dedicated revenue are the rate per mile we receive from our customers, the percentage of miles for which we are compensated, the number of miles we generate with our equipment and changes in fuel prices. We monitor our revenue production primarily through average Truckload and Dedicated revenue, net of fuel surcharges, per tractor per week. We also analyze our average Truckload and Dedicated revenue, net of fuel surcharges, per total mile, non-revenue miles percentage, the miles per tractor we generate, our fuel surcharge revenue, our accessorial revenue and our other sources of operating revenue.

 

Our Intermodal segment transports our customers’ freight within the United States utilizing our refrigerated containers on railroad flatcars for portions of trips, with the balance of the trips using our tractors or, to a lesser extent, contracted carriers. The main factors that affect our Intermodal revenue are the rate per mile and other charges we receive from our customers.

 

Our Brokerage segment develops contractual relationships with and arranges for third-party carriers to transport freight for our customers in temperature-controlled trailers and dry vans within the United States and into and out of Mexico through Marten Transport Logistics, LLC, which was established in 2007 and operates pursuant to brokerage authority granted by the United States Department of Transportation, or DOT. We retain the billing, collection and customer management responsibilities. The main factors that affect our Brokerage revenue are the rate per mile and other charges that we receive from our customers.

 

Operating results of our MRTN de Mexico business which offers our customers door-to-door service between the United States and Mexico with our Mexican partner carriers is reported within our Truckload and Brokerage segments.

 

In addition to the factors discussed above, our operating revenue is also affected by, among other things, the United States economy, inventory levels, the level of truck and rail capacity in the transportation market, a contracting driver market, severe weather conditions and specific customer demand.

 

11

 

Our operating revenue decreased $87.8 million, or 15.0%, in the first six months of 2024 from the first six months of 2023. Our operating revenue, net of fuel surcharges, decreased $74.3 million, or 14.8%, compared with the first six months of 2023. Truckload segment revenue, net of fuel surcharges, decreased 6.1% from the first six months of 2023, primarily due to a decrease in our average revenue per tractor, despite an increase in our average fleet size. Dedicated segment revenue, net of fuel surcharges, decreased 20.1% from the first six months of 2023, primarily due to decreases in both our average fleet size and our average revenue per tractor. Intermodal segment revenue, net of fuel surcharges, decreased 38.5% from the first six months of 2023, primarily due to decreases in both our number of loads and our revenue per load. Brokerage segment revenue decreased 12.5% from the first six months of 2023, primarily due to a decrease in our revenue per load. Fuel surcharge revenue decreased to $66.6 million in the first six months of 2024 from $80.1 million in the first six months of 2023.

 

Our profitability is impacted by the variable costs of transporting freight for our customers, fixed costs, and expenses containing both fixed and variable components. The variable costs include fuel expense, driver-related expenses, such as wages, benefits, training and recruitment, and independent contractor costs, which are recorded under purchased transportation. Expenses that have both fixed and variable components include maintenance and tire expense and our cost of insurance and claims. These expenses generally vary with the miles we travel, but also have a controllable component based on safety, fleet age, efficiency and other factors. Our main fixed costs relate to the acquisition and subsequent depreciation of long-term assets, such as revenue equipment and operating terminals. We expect our annual cost of tractor and trailer ownership will increase in future periods as a result of higher prices of new equipment, along with any increases in fleet size. Although certain factors affecting our expenses are beyond our control, we monitor them closely and attempt to anticipate changes in these factors in managing our business. For example, fuel prices have significantly fluctuated over the past several years. We manage our exposure to changes in fuel prices primarily through fuel surcharge programs with our customers, as well as through volume fuel purchasing arrangements with national fuel centers and bulk purchases of fuel at our terminals. To help further reduce fuel expense, we have installed and tightly manage the use of auxiliary power units in our tractors to provide climate control and electrical power for our drivers without idling the tractor engine, and also have improved the fuel usage in the temperature-control units on our trailers. For our Intermodal and Brokerage segments, our profitability is impacted by the percentage of revenue which is payable to the providers of the transportation services we arrange. This expense is included within purchased transportation in our consolidated condensed statements of operations.

 

Our operating income declined 61.2% to $22.2 million in the first six months of 2024 from $57.2 million in the first six months of 2023. Our operating expenses as a percentage of operating revenue, or “operating ratio,” was 95.5% in the first six months of 2024 and 90.2% in the first six months of 2023. Operating expenses as a percentage of operating revenue, with both amounts net of fuel surcharges, increased to 94.8% in the first six months of 2024 from 88.6% in the first six months of 2023. Our net income declined 60.5% to $17.5 million, or $0.22 per diluted share, in the first six months of 2024 from $44.4 million, or $0.55 per diluted share, in the first six months of 2023.

 

Our business requires substantial ongoing capital investments, particularly for new tractors and trailers. At June 30, 2024, we had $77.2 million of cash and cash equivalents, $766.8 million in stockholders’ equity and no long-term debt outstanding. In the first six months of 2024, net cash flows provided by operating activities of $81.5 million were primarily used to purchase new revenue equipment, net of proceeds from dispositions, in the amount of $44.2 million, to pay cash dividends of $9.8 million and to construct and upgrade regional operating facilities in the amount of $3.3 million, resulting in a $24.0 million increase in cash and cash equivalents. We estimate that capital expenditures, net of proceeds from dispositions, will be approximately $102 million for the remainder of 2024. Quarterly cash dividends of $0.06 per share of common stock were paid in each of the first two quarters of 2024 which totaled $9.8 million. We believe our sources of liquidity are adequate to meet our current and anticipated needs for at least the next twelve months. Based upon anticipated cash flows, existing cash and cash equivalents balances, current borrowing availability and other sources of financing we expect to be available to us, we do not anticipate any significant liquidity constraints in the foreseeable future.

 

We continue to invest considerable time and capital resources to actively implement and promote long-term environmentally sustainable solutions that drive reductions in our fuel and electricity consumption and decrease our carbon footprint. These initiatives include (i) reducing idle time for our tractors by installing and tightly managing the use of auxiliary power units, which are powered by solar panels and provide climate control and electrical power for our drivers without idling the tractor engine, (ii) improving the energy efficiency of our newer, more aerodynamic and well-maintained tractor and trailer fleets by optimizing the equipment’s specifications, weight and tractor speed, equipping our tractors with automatic transmissions, converting the refrigeration units in our refrigerated trailers to the new, more-efficient CARB refrigeration units along with increasing the insulation in the trailer walls and installing trailer skirts, and using ultra-fuel efficient and wide-based tires, and (iii) upgrading all of our facilities to indoor and outdoor LED lighting along with converting all of our facilities to solar power. Additionally, we are an active participant in the United States Environmental Protection Agency, or EPA, SmartWay Transport Partnership, in which freight shippers, carriers, logistics companies and other voluntary stakeholders partner with the EPA to measure, benchmark and improve logistics operations to reduce their environmental footprint.

 

12

 

This Management’s Discussion and Analysis of Financial Condition and Results of Operations includes discussions of operating revenue, net of fuel surcharge revenue; Truckload, Dedicated and Intermodal revenue, net of fuel surcharge revenue; operating expenses as a percentage of operating revenue, each net of fuel surcharge revenue; and net fuel expense (fuel and fuel taxes net of fuel surcharge revenue and surcharges passed through to independent contractors, outside drayage carriers and railroads). We provide these additional disclosures because management believes these measures provide a more consistent basis for comparing results of operations from period to period. These financial measures in this report have not been determined in accordance with U.S. generally accepted accounting principles (GAAP). Pursuant to Item 10(e) of Regulation S-K, we have included the amounts necessary to reconcile these non-GAAP financial measures to the most directly comparable GAAP financial measures of operating revenue, operating expenses divided by operating revenue, and fuel and fuel taxes.

 

Results of Operations

 

The following table sets forth for the periods indicated certain operating statistics regarding our revenue and operations:

 

   

Three Months

   

Six Months

 
   

Ended June 30,

   

Ended June 30,

 
   

2024

   

2023

   

2024

   

2023

 

Truckload Segment:

                               

Revenue (in thousands)

  $ 112,523     $ 117,138     $ 224,074     $ 237,764  

Average revenue, net of fuel surcharges, per tractor per week(1)

  $ 4,093     $ 4,472     $ 4,044     $ 4,521  

Average tractors(1)

    1,805       1,742       1,817       1,742  

Average miles per trip

    528       505       533       507  

Total miles (in thousands)

    40,847       39,321       80,550       77,558  
                                 

Dedicated Segment:

                               

Revenue (in thousands)

  $ 81,266     $ 104,985     $ 167,726     $ 211,434  

Average revenue, net of fuel surcharges, per tractor per week(1)

  $ 3,754     $ 3,986     $ 3,768     $ 3,973  

Average tractors(1)

    1,382       1,687       1,421       1,696  

Average miles per trip

    323       332       326       332  

Total miles (in thousands)

    28,231       34,833       57,311       68,909  
                                 

Intermodal Segment:

                               

Revenue (in thousands)

  $ 15,064     $ 22,365     $ 31,036     $ 50,954  

Loads

    4,464       6,267       9,053       13,544  

Average tractors

    121       170       123       175  
                                 

Brokerage Segment:

                               

Revenue (in thousands)

  $ 37,385     $ 41,184     $ 73,074     $ 83,543  

Loads

    22,700       22,718       42,761       43,406  

 

(1)

Includes tractors driven by both company-employed drivers and independent contractors. Independent contractors provided 90 and 98 tractors as of June 30, 2024 and 2023, respectively.

 

13

 

 

Comparison of Three Months Ended June 30, 2024 to Three Months Ended June 30, 2023

 

The following table sets forth for the periods indicated our operating revenue, operating income and operating ratio by segment, along with the change for each component:

 

                   

Dollar

   

Percentage

 
                   

Change

   

Change

 
   

Three Months

   

Three Months

   

Three Months

 
   

Ended

   

Ended

   

Ended

 
   

June 30,

   

June 30,

   

June 30,

 

(Dollars in thousands)

 

2024

   

2023

   

2024 vs. 2023

   

2024 vs. 2023

 

Operating revenue:

                               

Truckload revenue, net of fuel surcharge revenue

  $ 96,046     $ 101,268     $ (5,222 )     (5.2 )%

Truckload fuel surcharge revenue

    16,477       15,870       607       3.8  

Total Truckload revenue

    112,523       117,138       (4,615 )     (3.9 )
                                 

Dedicated revenue, net of fuel surcharge revenue

    67,444       87,437       (19,993 )     (22.9 )

Dedicated fuel surcharge revenue

    13,822       17,548       (3,726 )     (21.2 )

Total Dedicated revenue

    81,266       104,985       (23,719 )     (22.6 )
                                 

Intermodal revenue, net of fuel surcharge revenue

    12,660       18,754       (6,094 )     (32.5 )

Intermodal fuel surcharge revenue

    2,404       3,611       (1,207 )     (33.4 )

Total Intermodal revenue

    15,064       22,365       (7,301 )     (32.6 )
                                 

Brokerage revenue

    37,385       41,184       (3,799 )     (9.2 )
                                 

Total operating revenue

  $ 246,238     $ 285,672     $ (39,434 )     (13.8 )%
                                 

Operating income/(loss):

                               

Truckload

  $ 1,115     $ 9,569     $ (8,454 )     (88.3 )%

Dedicated

    6,650       14,173       (7,523 )     (53.1 )

Intermodal

    (684 )     (165 )     (519 )     (314.5 )

Brokerage

    2,893       4,636       (1,743 )     (37.6 )

Total operating income

  $ 9,974     $ 28,213     $ (18,239 )     (64.6 )%
                                 

Operating ratio:

                               

Truckload

    99.0 %     91.8 %                

Dedicated

    91.8       86.5                  

Intermodal

    104.5       100.7                  

Brokerage

    92.3       88.7                  

Consolidated operating ratio

    95.9 %     90.1 %                
                                 

Operating ratio, net of fuel surcharges:

                               

Truckload

    98.8 %     90.6 %                

Dedicated

    90.1       83.8                  

Intermodal

    105.4       100.9                  

Brokerage

    92.3       88.7                  

Consolidated operating ratio, net of fuel surcharges

    95.3 %     88.7 %                

 

Our operating revenue decreased $39.4 million, or 13.8%, to $246.2 million in the 2024 period from $285.7 million in the 2023 period. Our operating revenue, net of fuel surcharges, decreased $35.1 million, or 14.1%, to $213.5 million in the 2024 period from $248.6 million in the 2023 period. This decrease in the 2024 period was due to a $20.0 million decrease in Dedicated revenue, net of fuel surcharges, a $6.1 million decrease in Intermodal revenue, net of fuel surcharges, a $5.2 million decrease in Truckload revenue, net of fuel surcharges, and a $3.8 million decrease in Brokerage revenue. Fuel surcharge revenue decreased to $32.7 million in the 2024 period from $37.0 million in the 2023 period.

 

14

 

In addition to the factors discussed below, our profitability across each segment in the 2024 period was impacted by a freight market which has considerably softened from the conditions during the 2023 period.

 

Truckload segment revenue decreased $4.6 million, or 3.9%, to $112.5 million in the 2024 period from $117.1 million in the 2023 period. Truckload segment revenue, net of fuel surcharges, decreased $5.2 million, or 5.2%, to $96.0 million in the 2024 period from $101.3 million in the 2023 period, primarily due to a decrease in our average revenue per tractor, despite an increase in our average fleet size. The operating ratio increased to 99.0% in the 2024 period from 91.8% in the 2023 period. Impacting the 2024 period operating ratio was the decrease in our average revenue per tractor along with higher company driver compensation, depreciation, insurance and claims and maintenance costs and a lower gain on disposition of revenue equipment, as a percentage of revenue.

 

Dedicated segment revenue decreased $23.7 million, or 22.6%, to $81.3 million in the 2024 period from $105.0 million in the 2023 period. Dedicated segment revenue, net of fuel surcharges, decreased 22.9%, primarily due to decreases in both our average fleet size and our average revenue per tractor. The operating ratio increased to 91.8% in the 2024 period from 86.5% in the 2023 period. Impacting the 2024 period operating ratio was the decrease in our average revenue per tractor along with higher company driver compensation, depreciation, purchased transportation and insurance and claims costs and a lower gain on disposition of revenue equipment, as a percentage of revenue.

 

Intermodal segment revenue decreased $7.3 million, or 32.6%, to $15.1 million in the 2024 period from $22.4 million in the 2023 period. Intermodal segment revenue, net of fuel surcharges, decreased 32.5% from the 2023 period, primarily due to decreases in both our number of loads and our revenue per load. The operating ratio in the 2024 period increased to 104.5% from 100.7% in the 2023 period. Impacting the 2024 period operating ratio was the decrease in our revenue per load along with higher purchased transportation, depreciation and net fuel costs, as a percentage of revenue.

 

Brokerage segment revenue decreased $3.8 million, or 9.2%, to $37.4 million in the 2024 period from $41.2 million in the 2023 period, primarily due to a decrease in our revenue per load. The operating ratio in the 2024 period of 92.3% was up from 88.7% in the 2023 period. This increase was primarily due to an increase in amounts payable to carriers for transportation services which we arranged as a percentage of our Brokerage revenue.

 

15

 

 

The following table sets forth for the periods indicated the dollar and percentage increase or decrease of the items in our unaudited consolidated condensed statements of operations, and those items as a percentage of operating revenue:

 

   

Dollar

Change

   

Percentage

Change

   

Percentage of

Operating Revenue

 
   

Three Months

Ended

June 30,

   

Three Months

Ended

June 30,

   

Three Months

Ended

June 30,

 

(Dollars in thousands)

 

2024 vs. 2023

    2024 vs. 2023    

2024

   

2023

 
                                 

Operating revenue

  $ (39,434 )     (13.8 )%     100.0 %     100.0 %

Operating expenses (income):

                               

Salaries, wages and benefits

    (9,813 )     (10.2 )     35.1       33.7  

Purchased transportation

    (5,064 )     (10.5 )     17.6       16.9  

Fuel and fuel taxes

    (3,406 )     (8.1 )     15.8       14.8  

Supplies and maintenance

    (936 )     (5.4 )     6.7       6.1  

Depreciation

    (1,221 )     (4.1 )     11.5       10.3  

Operating taxes and licenses

    (217 )     (7.9 )     1.0       1.0  

Insurance and claims

    78       0.6       5.1       4.4  

Communications and utilities

    (213 )     (8.5 )     0.9       0.9  

Gain on disposition of revenue equipment

    1,018       28.7       (1.0 )     (1.2 )

Other

    (1,421 )     (14.8 )     3.3       3.4  

Total operating expenses

    (21,195 )     (8.2 )     95.9       90.1  

Operating income

    (18,239 )     (64.6 )     4.1       9.9  

Other

    63       5.8       (0.4 )     (0.4 )

Income before income taxes

    (18,302 )     (62.5 )     4.5       10.3  

Income taxes expense

    (4,317 )     (58.2 )     1.3       2.6  

Net income

  $ (13,985 )     (63.9 )%     3.2 %     7.7 %

 

Salaries, wages and benefits consist of compensation for our employees, including both driver and non-driver employees, employees’ health insurance, 401(k) plan contributions and other fringe benefits. These expenses vary depending upon the size of our Truckload, Dedicated and Intermodal tractor fleets, the ratio of company drivers to independent contractors, our efficiency, our experience with employees’ health insurance claims, changes in health care premiums and other factors. Salaries, wages and benefits expense decreased $9.8 million, or 10.2%, in the 2024 period from the 2023 period. This decrease resulted primarily from lower company driver compensation expense of $8.3 million and a $1.1 million decrease in non-driver compensation expense.

 

Purchased transportation consists of amounts payable to railroads and carriers for transportation services we arrange in connection with Brokerage and Intermodal operations and to independent contractor providers of revenue equipment. This category will vary depending upon the amount and rates, including fuel surcharges, we pay to third-party railroad and motor carriers, the ratio of company drivers versus independent contractors and the amount of fuel surcharges passed through to independent contractors. Purchased transportation expense decreased $5.1 million in total, or 10.5%, in the 2024 period from the 2023 period. Amounts payable to carriers for transportation services we arranged in our Brokerage segment decreased $2.2 million to $31.3 million in the 2024 period from $33.5 million in the 2023 period, primarily due to a decrease in our cost per load. Amounts payable to railroads and drayage carriers for transportation services within our Intermodal segment decreased to $7.9 million in the 2024 period from $11.1 million in the 2023 period, primarily due to a decrease in our number of loads. The portion of purchased transportation expense related to independent contractors within our Truckload and Dedicated segments, including fuel surcharges, increased $277,000 in the 2024 period. We expect our purchased transportation expense to increase as we grow our Intermodal and Brokerage segments.

 

16

 

Fuel and fuel taxes decreased by $3.4 million, or 8.1%, in the 2024 period from the 2023 period. Net fuel expense (fuel and fuel taxes net of fuel surcharge revenue and surcharges passed through to independent contractors, outside drayage carriers and railroads) increased $155,000, or 1.8%, to $8.7 million in the 2024 period from $8.6 million in the 2023 period. Fuel surcharges passed through to independent contractors, outside drayage carriers and railroads decreased to $2.6 million from $3.4 million in the 2023 period. The United States Department of Energy, or DOE, national average cost of fuel decreased to $3.86 per gallon from $3.94 per gallon in the 2023 period. Despite this price decrease, our net fuel expense increased to 5.0% of Truckload, Dedicated and Intermodal segment revenue, net of fuel surcharges, in the 2024 period from 4.1% in the 2023 period. We have worked diligently to control fuel usage and costs by improving our volume purchasing arrangements and optimizing our drivers’ fuel purchases with national fuel centers, focusing on shorter lengths of haul, installing and tightly managing the use of auxiliary power units in our tractors to minimize engine idling and improving fuel usage in the temperature-control units on our trailers. Auxiliary power units, which we have installed in our company-owned tractors, provide climate control and electrical power for our drivers without idling the tractor engine.

 

Depreciation relates to owned tractors, trailers, containers, auxiliary power units, communication units, terminal facilities and other assets. The $1.2 million, or 4.1%, decrease in depreciation in the 2024 period was primarily due to a decrease in our average tractor fleet size, partially offset by higher prices of new equipment. We expect our annual cost of tractor and trailer ownership will increase in future periods as a result of continued higher prices of new equipment, which will result in greater depreciation over the useful life.

 

Insurance and claims consist of the costs of insurance premiums and accruals we make for claims within our self-insured retention amounts, primarily for personal injury, property damage, physical damage to our equipment, cargo claims and workers’ compensation claims. These expenses will vary primarily based upon the frequency and severity of our accident experience, our self-insured retention levels and the market for insurance. The $78,000, or 0.6%, increase in insurance and claims in the 2024 period was primarily due to increases in our insurance premiums, partially offset by decreases in both our self-insured auto liability and cargo claim costs. Our significant self-insured retention exposes us to the possibility of significant fluctuations in claims expense between periods which could materially impact our financial results depending on the frequency, severity and timing of claims.

 

Gain on disposition of revenue equipment was $2.5 million in the 2024 period, down from $3.6 million in the 2023 period due to decreases in the average gain for our tractor and trailer sales, despite an increase in the number of units sold. Future gains or losses on dispositions of revenue equipment will be impacted by the market for used revenue equipment, which is beyond our control.

 

Our operating income declined 64.6% to $10.0 million in the 2024 period from $28.2 million in the 2023 period as a result of the foregoing factors. Our operating expenses as a percentage of operating revenue, or “operating ratio,” was 95.9% in the 2024 period and 90.1% in the 2023 period. The operating ratio for our Truckload segment was 99.0% in the 2024 period and 91.8% in the 2023 period, for our Dedicated segment was 91.8% in the 2024 period and 86.5% in the 2023 period, for our Intermodal segment was 104.5% in the 2024 period and 100.7% in the 2023 period, and for our Brokerage segment was 92.3% in the 2024 period and 88.7% in the 2023 period. Operating expenses as a percentage of operating revenue, with both amounts net of fuel surcharges, was 95.3% in the 2024 period and 88.7% in the 2023 period.

 

Our effective income tax rate increased to 28.2% in the 2024 period from 25.3% in the 2023 period.

 

As a result of the factors described above, net income declined 63.9% to $7.9 million, or $0.10 per diluted share, in the 2024 period from $21.9 million, or $0.27 per diluted share, in the 2023 period.

 

17

 

 

Comparison of Six Months Ended June 30, 2024 to Six Months Ended June 30, 2023

 

The following table sets forth for the periods indicated our operating revenue, operating income and operating ratio by segment, along with the change for each component:

 

                   

Dollar

   

Percentage

 
                   

Change

   

Change

 
   

Six Months

   

Six Months

   

Six Months

 
   

Ended

   

Ended

   

Ended

 
   

June 30,

   

June 30,

   

June 30,

 

(Dollars in thousands)

 

2024

   

2023

   

2024 vs. 2023

   

2024 vs. 2023

 

Operating revenue:

                               

Truckload revenue, net of fuel surcharge revenue

  $ 191,068     $ 203,588     $ (12,520 )     (6.1 )%

Truckload fuel surcharge revenue

    33,006       34,176       (1,170 )     (3.4 )

Total Truckload revenue

    224,074       237,764       (13,690 )     (5.8 )
                                 

Dedicated revenue, net of fuel surcharge revenue

    139,182       174,268       (35,086 )     (20.1 )

Dedicated fuel surcharge revenue

    28,544       37,166       (8,622 )     (23.2 )

Total Dedicated revenue

    167,726       211,434       (43,708 )     (20.7 )
                                 

Intermodal revenue, net of fuel surcharge revenue

    25,941       42,155       (16,214 )     (38.5 )

Intermodal fuel surcharge revenue

    5,095       8,799       (3,704 )     (42.1 )

Total Intermodal revenue

    31,036       50,954       (19,918 )     (39.1 )
                                 

Brokerage revenue

    73,074       83,543       (10,469 )     (12.5 )
                                 

Total operating revenue

  $ 495,910     $ 583,695     $ (87,785 )     (15.0 )%
                                 

Operating income/(loss):

                               

Truckload

  $ 1,604     $ 19,610     $ (18,006 )     (91.8 )%

Dedicated

    15,908       27,857       (11,949 )     (42.9 )

Intermodal

    (878 )     622       (1,500 )     (241.2 )

Brokerage

    5,590       9,134       (3,544 )     (38.8 )

Total operating income

  $ 22,224     $ 57,223     $ (34,999 )     (61.2 )%
                                 

Operating ratio:

                               

Truckload

    99.3 %     91.8 %                

Dedicated

    90.5       86.8                  

Intermodal

    102.8       98.8                  

Brokerage

    92.4       89.1                  

Consolidated operating ratio

    95.5 %     90.2 %                
                                 

Operating ratio, net of fuel surcharges:

                               

Truckload

    99.2 %     90.4 %                

Dedicated

    88.6       84.0                  

Intermodal

    103.4       98.5                  

Brokerage

    92.4       89.1                  

Consolidated operating ratio, net of fuel surcharges

    94.8 %     88.6 %                

 

Our operating revenue decreased $87.8 million, or 15.0%, to $495.9 million in the 2024 period from $583.7 million in the 2023 period. Our operating revenue, net of fuel surcharges, decreased $74.3 million, or 14.8%, to $429.3 million in the 2024 period from $503.6 million in the 2023 period. This decrease in the 2024 period was due to a $35.1 million decrease in Dedicated revenue, net of fuel surcharges, a $16.2 million decrease in Intermodal revenue, net of fuel surcharges, a $12.5 million decrease in Truckload revenue, net of fuel surcharges, and a $10.5 million decrease in Brokerage revenue. Fuel surcharge revenue decreased to $66.6 million in the 2024 period from $80.1 million in the 2023 period.

 

18

 

In addition to the factors discussed below, our profitability across each segment in the 2024 period was impacted by a freight market which has considerably softened from the conditions during the 2023 period.

 

Truckload segment revenue decreased $13.7 million, or 5.8%, to $224.1 million in the 2024 period from $237.8 million in the 2023 period. Truckload segment revenue, net of fuel surcharges, decreased $12.5 million, or 6.1%, to $191.1 million in the 2024 period from $203.6 million in the 2023 period, primarily due to a decrease in our average revenue per tractor, despite an increase in our average fleet size. The operating ratio increased to 99.3% in the 2024 period from 91.8% in the 2023 period. Impacting the 2024 period operating ratio was the decrease in our average revenue per tractor along with higher company driver compensation, depreciation, maintenance and net fuel costs and a lower gain on disposition of revenue equipment, as a percentage of revenue.

 

Dedicated segment revenue decreased $43.7 million, or 20.7%, to $167.7 million in the 2024 period from $211.4 million in the 2023 period. Dedicated segment revenue, net of fuel surcharges, decreased 20.1%, primarily due to decreases in both our average fleet size and our average revenue per tractor. The operating ratio increased to 90.5% in the 2024 period from 86.8% in the 2023 period. Impacting the 2024 period operating ratio was the decrease in our average revenue per tractor along with higher company driver compensation, depreciation, purchased transportation and net fuel costs and a lower gain on disposition of revenue equipment, as a percentage of revenue.

 

Intermodal segment revenue decreased $19.9 million, or 39.1%, to $31.0 million in the 2024 period from $51.0 million in the 2023 period. Intermodal segment revenue, net of fuel surcharges, decreased 38.5% from the 2023 period, primarily due to decreases in both our number of loads and our revenue per load. The operating ratio in the 2024 period increased to 102.8% from 98.8% in the 2023 period. Impacting the 2024 period operating ratio was the decrease in our revenue per load along with higher depreciation and maintenance costs, as a percentage of revenue.

 

Brokerage segment revenue decreased $10.5 million, or 12.5%, to $73.1 million in the 2024 period from $83.5 million in the 2023 period, primarily due to a decrease in our revenue per load. The operating ratio in the 2024 period of 92.4% was up from 89.1% in the 2023 period. This increase was primarily due to an increase in amounts payable to carriers for transportation services which we arranged, along with higher salaries and wages, as a percentage of our Brokerage revenue.

 

19

 

 

The following table sets forth for the periods indicated the dollar and percentage increase or decrease of the items in our unaudited consolidated condensed statements of operations, and those items as a percentage of operating revenue:

 

   

Dollar

Change

   

Percentage

Change

   

Percentage of

Operating Revenue

 
   

Six Months

Ended

June 30,

   

Six Months

Ended

June 30,

   

Six Months

Ended

June 30,

 

(Dollars in thousands)

 

2024 vs. 2023

    2024 vs. 2023    

2024

   

2023

 
                                 

Operating revenue

  $ (87,785 )     (15.0 )%     100.0 %     100.0 %

Operating expenses (income):

                               

Salaries, wages and benefits

    (19,567 )     (10.0 )     35.3       33.4  

Purchased transportation

    (17,353 )     (16.9 )     17.2       17.5  

Fuel and fuel taxes

    (10,641 )     (12.0 )     15.8       15.2  

Supplies and maintenance

    (853 )     (2.6 )     6.6       5.7  

Depreciation

    (2,224 )     (3.8 )     11.4       10.1  

Operating taxes and licenses

    (410 )     (7.4 )     1.0       0.9  

Insurance and claims

    (3,335 )     (12.1 )     4.9       4.7  

Communications and utilities

    (373 )     (7.4 )     0.9       0.9  

Gain on disposition of revenue equipment

    5,093       57.9       (0.7 )     (1.5 )

Other

    (3,123 )     (16.8 )     3.1       3.2  

Total operating expenses

    (52,786 )     (10.0 )     95.5       90.2  

Operating income

    (34,999 )     (61.2 )     4.5       9.8  

Other

    111       5.8       (0.4 )     (0.3 )

Income before income taxes

    (35,110 )     (59.4 )     4.8       10.1  

Income taxes expense

    (8,269 )     (56.0 )     1.3       2.5  

Net income

  $ (26,841 )     (60.5 )%     3.5 %     7.6 %

 

Salaries, wages and benefits expense decreased $19.6 million, or 10.0%, in the 2024 period from the 2023 period. This decrease resulted primarily from lower company driver compensation expense of $15.0 million, a $1.9 million decrease in non-driver compensation expense and a $1.5 million decrease in employees’ health insurance expense due to lower self-insured medical claims.

 

Purchased transportation expense decreased $17.4 million in total, or 16.9%, in the 2024 period from the 2023 period. Amounts payable to carriers for transportation services we arranged in our Brokerage segment decreased $7.2 million to $61.1 million in the 2024 period from $68.3 million in the 2023 period, primarily due to a decrease in our cost per load. Amounts payable to railroads and drayage carriers for transportation services within our Intermodal segment decreased to $16.0 million in the 2024 period from $26.3 million in the 2023 period, primarily due to decreases in both our number of loads and cost per load. The portion of purchased transportation expense related to independent contractors within our Truckload and Dedicated segments, including fuel surcharges, increased $209,000 in the 2024 period. We expect our purchased transportation expense to increase as we grow our Intermodal and Brokerage segments.

 

Fuel and fuel taxes decreased by $10.6 million, or 12.0%, in the 2024 period from the 2023 period. Net fuel expense (fuel and fuel taxes net of fuel surcharge revenue and surcharges passed through to independent contractors, outside drayage carriers and railroads) decreased $226,000, or 1.3%, to $17.1 million in the 2024 period from $17.4 million in the 2023 period. Fuel surcharges passed through to independent contractors, outside drayage carriers and railroads decreased to $5.4 million from $8.5 million in the 2023 period. The DOE national average cost of fuel decreased to $3.91 per gallon from $4.18 per gallon in the 2023 period. Despite this price decrease, our net fuel expense increased to 4.8% of Truckload, Dedicated and Intermodal segment revenue, net of fuel surcharges, in the 2024 period from 4.1% in the 2023 period.

 

The $2.2 million, or 3.8%, decrease in depreciation in the 2024 period was primarily due to a decrease in our average tractor fleet size, partially offset by higher prices of new equipment.

 

The $3.3 million, or 12.1%, decrease in insurance and claims in the 2024 period was primarily due to decreases in our self-insured auto liability claim costs, in our self-insured cost of physical damage claims related to our revenue equipment and in our self-insured workers’ compensation claim costs, partially offset by higher insurance premiums.

 

20

 

Gain on disposition of revenue equipment was $3.7 million in the 2024 period, down from $8.8 million in the 2023 period due to decreases in the average gain for our tractor and trailer sales, despite an increase in the number of units sold.

 

Our operating income declined 61.2% to $22.2 million in the 2024 period from $57.2 million in the 2023 period as a result of the foregoing factors. Our operating expenses as a percentage of operating revenue, or “operating ratio,” was 95.5% in the 2024 period and 90.2% in the 2023 period. The operating ratio for our Truckload segment was 99.3% in the 2024 period and 91.8% in the 2023 period, for our Dedicated segment was 90.5% in the 2024 period and 86.8% in the 2023 period, for our Intermodal segment was 102.8% in the 2024 period and 98.8% in the 2023 period, and for our Brokerage segment was 92.4% in the 2024 period and 89.1% in the 2023 period. Operating expenses as a percentage of operating revenue, with both amounts net of fuel surcharges, was 94.8% in the 2024 period and 88.6% in the 2023 period.

 

Our effective income tax rate increased to 27.0% in the 2024 period from 25.0% in the 2023 period.

 

As a result of the factors described above, net income declined 60.5% to $17.5 million, or $0.22 per diluted share, in the 2024 period from $44.4 million, or $0.55 per diluted share, in the 2023 period.

 

21

 

 

Liquidity and Capital Resources 

 

Our business requires substantial ongoing capital investments, particularly for new tractors and trailers. Our primary sources of liquidity are funds provided by operations and our revolving credit facility. A portion of our tractor fleet is provided by independent contractors who own and operate their own equipment. We have no capital expenditure requirements relating to those drivers who own their tractors or obtain financing through third parties.

 

The table below reflects our net cash flows provided by operating activities, net cash flows used for investing activities and net cash flows used for financing activities for the periods indicated.

 

   

Six Months

Ended June 30,

 

(In thousands)

 

2024

   

2023

 

Net cash flows provided by operating activities

  $ 81,543     $ 98,201  

Net cash flows used for investing activities

    (48,025 )     (88,639 )

Net cash flows used for financing activities

    (9,532 )     (9,634 )

 

In August 2019, our Board of Directors approved and we announced an increase from current availability in our existing share repurchase program providing for the repurchase of up to $34.0 million, or approximately 1.8 million shares, of our common stock, which was increased by our Board of Directors to 2.7 million shares in August 2020 to reflect the three-for-two stock split effected in the form of a stock dividend on August 13, 2020. On May 3, 2022, our Board of Directors approved and we announced an additional increase from current availability in our existing share repurchase program providing for the repurchase of up to $50.0 million, or approximately 3.1 million shares, of our common stock. The share repurchase program allows purchases on the open market or through private transactions in accordance with Rule 10b-18 of the Exchange Act. The timing and extent to which we repurchase shares depends on market conditions and other corporate considerations. The repurchase program does not have an expiration date.

 

We repurchased and retired 1.3 million shares of common stock for $25.0 million in the first quarter of 2022, and 963,000 shares of common stock for $16.8 million in the second quarter of 2022. We did not repurchase any shares in the first six months of 2024, in 2023, or in the third or fourth quarters of 2022. As of June 30, 2024, future repurchases of up to $33.2 million, or approximately 2.2 million shares, were available in the share repurchase program.

 

In the first six months of 2024, net cash flows provided by operating activities of $81.5 million were primarily used to purchase new revenue equipment, net of proceeds from dispositions, in the amount of $44.2 million, to pay cash dividends of $9.8 million and to construct and upgrade regional operating facilities in the amount of $3.3 million, resulting in a $24.0 million increase in cash and cash equivalents. In the first six months of 2023, net cash flows provided by operating activities of $98.2 million were primarily used to purchase new revenue equipment, net of proceeds from dispositions, in the amount of $84.3 million, to pay cash dividends of $9.8 million and to construct and upgrade regional operating facilities in the amount of $4.3 million, resulting in a $72,000 decrease in cash and cash equivalents.

 

We estimate that capital expenditures, net of proceeds from dispositions, will be approximately $102 million for the remainder of 2024. This amount includes commitments to purchase $119.1 million of new revenue equipment, prior to considering proceeds from dispositions, and construction obligations of $308,000. Additionally, operating lease obligations total $512,000 through 2028. Quarterly cash dividends of $0.06 per share of common stock were paid in each of the first two quarters of 2024 and 2023 which totaled $9.8 million in each period. We currently expect to continue to pay quarterly cash dividends in the future. The payment of cash dividends in the future, and the amount of any such dividends, will depend upon our financial condition, results of operations, cash requirements and certain corporate law requirements, as well as other factors deemed relevant by our Board of Directors. We believe our sources of liquidity are adequate to meet our current and anticipated needs for at least the next twelve months. Based upon anticipated cash flows, existing cash and cash equivalents balances, current borrowing availability and other sources of financing we expect to be available to us, we do not anticipate any significant liquidity constraints in the foreseeable future.

 

22

 

In August 2022, we entered into a credit agreement that provides for an unsecured committed credit facility with an aggregate principal amount of $30.0 million which matures in August 2027. The credit agreement amends, restates and continues in its entirety our previous credit agreement, as amended. At June 30, 2024, there was no outstanding principal balance on the facility. As of that date, we had outstanding standby letters of credit to guarantee settlement of self-insurance claims of $23.1 million and remaining borrowing availability of $6.9 million. At December 31, 2023, there was also no outstanding principal balance on the facility. As of that date, we had outstanding standby letters of credit of $20.7 million on the facility. This facility bears interest at a variable rate based on the Term SOFR Rate plus applicable margins. The interest rate for the facility that would apply to outstanding principal balances was 8.5% at June 30, 2024.

 

Our credit agreement effective in August 2022 prohibits us from paying, in any fiscal year, stock redemptions and dividends in excess of $150 million. The current credit agreement also contains restrictive covenants which, among other matters, require us to maintain compliance with cash flow leverage and fixed charge coverage ratios. We were in compliance with all covenants at June 30, 2024 and December 31, 2023.

 

Other than our obligations for revenue equipment and construction purchases and operating lease expenditures, along with our outstanding standby letters of credit to guarantee settlement of self-insurance claims, which are each mentioned above, we did not have any material off-balance sheet arrangements at June 30, 2024.

 

Seasonality

 

Our tractor productivity generally decreases during the winter season because inclement weather impedes operations and some shippers reduce their shipments. At the same time, operating expenses generally increase, with harsh weather creating higher accident frequency, increased claims, lower fuel efficiency and more equipment repairs.

 

Critical Accounting Estimates

 

The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions about future events and apply judgments that affect the reported amounts of assets, liabilities, revenue and expenses in our consolidated condensed financial statements and related notes. We base our estimates, assumptions and judgments on historical experience, current trends and other factors believed to be relevant at the time our consolidated condensed financial statements are prepared. However, because future events and their effects cannot be determined with certainty, actual results could differ from our estimates and assumptions, and such differences could be material. We believe that the following area involves critical accounting estimates due to the levels of subjectivity and judgment that are necessary to account for its highly uncertain matters, the susceptibility of such matters to change and the potentially material impact these estimates and assumptions could have to our financial condition and operating performance.

 

Auto Liability and Workers Compensation Claims Reserves. We self-insure for our portion of claims exposure resulting from auto liability and workers’ compensation claims. We renewed our liability insurance policies effective June 1, 2024 and are responsible for the first $2.0 million on each auto liability claim with an annual $5.0 million aggregate for claims between $10.0 million and $20.0 million. For the policy years effective June 1, 2022 and June 1, 2023, we are responsible for the first $1.0 million on each auto liability claim with no aggregates. We continue to be responsible for the first $750,000 on each workers’ compensation claim. Additionally, we have $23.1 million in standby letters of credit to guarantee settlement of claims under agreements with our insurance carriers and regulatory authorities. We maintain insurance coverage for per-incident and total losses in excess of these risk retention levels in amounts we consider adequate based upon historical experience and our ongoing review. However, we could suffer a series of losses within our self-insured retention limits or losses over our policy limits which could negatively affect our financial condition and operating results. Our auto liability and workers’ compensation claims expense and the related claims reserves will vary primarily based upon the frequency and severity of our accident experience. The total auto liability and workers’ compensation claims reserves within the insurance and claims accruals in our consolidated condensed balance sheets were $37.7 million and $40.3 million as of June 30, 2024 and December 31, 2023, respectively. The excess of the insurance and claims accruals over these amounts relates to general liability, cargo and property damage claims, along with reserves for physical damage to our equipment and outstanding employees’ health insurance claims.

 

23

 

We reserve for the estimated cost of the uninsured portion of pending auto liability and workers’ compensation claims, including legal costs. These case reserves are periodically evaluated and adjusted based on our continuing evaluation of the nature and severity of each individual claim. Claims development factors are applied to the total amount of the individual claims’ case reserves by year incurred to estimate future claims development based on our historical experience. Our claims development factors phase down each year over nine years for auto liability claims and eleven years for workers’ compensation claims from the year incurred. We also ensure that our total recorded auto liability and workers’ compensation claims reserves are within a range of reasonable amounts determined in an independent actuarial analysis. There were no changes to our methodology used to estimate our ultimate claims losses in the first six months of 2024 or in 2023. Projection of losses is subject to a high level of estimation uncertainty and actual results could differ from these current estimates. Our estimates require judgments concerning the nature and severity of each claim, historical trends, consultation with actuarial experts, settlement patterns, jury awards, litigation trends and legal interpretations, which are difficult to predict.

 

Item 3. Quantitative and Qualitative Disclosures about Market Risk. 

 

We are exposed to a variety of market risks, most importantly the effects of the price and availability of diesel fuel. We require substantial amounts of diesel fuel to operate our tractors and power the temperature-control units on our trailers. The price and availability of diesel fuel can vary, and are subject to political, economic and market factors that are beyond our control. Significant increases in diesel fuel costs could materially and adversely affect our results of operations and financial condition. Based upon our fuel consumption in the first six months of 2024, a 5% increase in the average cost of diesel fuel would have increased our fuel expense by $3.8 million.

 

We have historically been able to pass through a significant portion of long-term increases in diesel fuel prices and related taxes to customers in the form of fuel surcharges. Fuel surcharge programs are widely accepted among our customers, though they can vary somewhat from customer-to-customer. These fuel surcharges, which adjust weekly with the cost of fuel, enable us to recover a substantial portion of the higher cost of fuel as prices increase. These fuel surcharge provisions are not effective in mitigating the fuel price increases related to non-revenue miles or fuel used while the tractor is idling. In addition, we have worked diligently to control fuel usage and costs by improving our volume purchasing arrangements and optimizing our drivers’ fuel purchases with national fuel centers, focusing on shorter lengths of haul, installing and tightly managing the use of auxiliary power units in our tractors to minimize engine idling and improving fuel usage in our trailers’ refrigeration units.

 

While we do not currently have any outstanding hedging instruments to mitigate this market risk, we may enter into derivatives or other financial instruments to hedge a portion of our fuel costs in the future.

 

Item 4. Controls and Procedures.

 

As required by Rule 13a-15 under the Securities Exchange Act of 1934 (the “Exchange Act”), we have carried out an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Exchange Act Rule 13a-15(e)) as of the end of the period covered by this report. This evaluation was carried out under the supervision and with the participation of our management, including our Chief Executive Officer and our Executive Vice President and Chief Financial Officer. Based upon that evaluation, our Chief Executive Officer and our Executive Vice President and Chief Financial Officer concluded that our disclosure controls and procedures were effective as of June 30, 2024. There were no changes in our internal control over financial reporting that occurred during the period covered by this report that have materially affected, or that are reasonably likely to materially affect, our internal control over financial reporting. We intend to periodically evaluate our disclosure controls and procedures as required by the Exchange Act Rules.

 

 

Item 5. Other Information.

 

During the six months ended June 30, 2024, none of our directors or “officers” (as defined in Rule 16a-1(f) under the Exchange Act) adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of SEC Regulation S-K.

 

24

  

 

PART II. OTHER INFORMATION

 

Item 1A. Risk Factors.

 

There have been no material changes in the risk factors disclosed by us under Part I, Item 1A. Risk Factors contained in the Annual Report on Form 10-K for the year ended December 31, 2023.

 

Item 6. Exhibits.

 

Item No.

Item

 

Method of Filing

       

31.1

Certification pursuant to Item 601(b)(31) of Regulation S-K, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, by Timothy M. Kohl, the Registrant’s Chief Executive Officer (Principal Executive Officer)

 

Filed with this Report.

       

31.2

Certification pursuant to Item 601(b)(31) of Regulation S-K, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, by James J. Hinnendael, the Registrant’s Executive Vice President and Chief Financial Officer (Principal Financial Officer)

 

Filed with this Report.

       

32.1

Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

 

Filed with this Report.

   

 

 

101

The following financial information from Marten Transport, Ltd.’s Quarterly Report on Form 10-Q for the period ended June 30, 2024, filed with the SEC on August 8, 2024, formatted in iXBRL, or Inline eXtensible Business Reporting Language: (i) Consolidated Condensed Balance Sheets, (ii) Consolidated Condensed Statements of Operations, (iii) Consolidated Condensed Statements of Stockholders’ Equity, (iv)  Consolidated Condensed Statements of Cash Flows, and (v) Notes to Consolidated Condensed Financial Statements

 

Filed with this Report.

       

104

The cover page from Marten Transport, Ltd.’s Quarterly Report on Form 10-Q for the period ended June 30, 2024, formatted in iXBRL, included in Exhibit 101

 

Filed with this Report.

 

25

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

 

MARTEN TRANSPORT, LTD.

 

 

 

 

 

 

Dated: August 8, 2024

By:

/s/ Timothy M. Kohl

 

 

Timothy M. Kohl

 

 

Chief Executive Officer

 

 

(Principal Executive Officer)

 

 

 

 

 

 

Dated: August 8, 2024

By:

/s/ James J. Hinnendael

 

 

James J. Hinnendael

 

 

Executive Vice President and Chief Financial Officer

 

 

(Principal Financial and Accounting Officer)

 

26

 

Exhibit 31.1

CERTIFICATION

 

I, Timothy M. Kohl, certify that:

 

 

1.

I have reviewed this quarterly report on Form 10-Q of Marten Transport, Ltd.;

 

 

2.

Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

 

 

3.

Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

 

 

4.

The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

 

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

 

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

 

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

 

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

 

 

5.

The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

 

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

 

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

 

Date:      August 8, 2024

 

/s/ Timothy M. Kohl               

Timothy M. Kohl

Chief Executive Officer

(Principal Executive Officer)

 

 

 

Exhibit 31.2

CERTIFICATION

 

I, James J. Hinnendael, certify that:

 

 

1.

I have reviewed this quarterly report on Form 10-Q of Marten Transport, Ltd.;

 

 

2.

Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

 

 

3.

Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

 

 

4.

The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

 

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

 

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

 

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

 

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

 

 

5.

The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

 

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

 

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

 

Date:      August 8, 2024

 

/s/ James J. Hinnendael               

James J. Hinnendael

Executive Vice President and Chief Financial Officer

(Principal Financial Officer)

 

 

 

Exhibit 32.1

 

CERTIFICATION PURSUANT TO

18 U.S.C. §1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

 

 

In connection with the Quarterly Report of Marten Transport, Ltd. (the “Company”) on Form 10-Q for the period ended June 30, 2024, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), each of the undersigned certifies, pursuant to 18 U.S.C. §1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that, to the best knowledge of the undersigned:

 

(1)     The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

 

(2)     The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

 

 

Date: August 8, 2024

/s/ Timothy M. Kohl

 

Timothy M. Kohl

 

Chief Executive Officer

 

 

 

/s/ James J. Hinnendael

 

James J. Hinnendael

 

Executive Vice President and Chief Financial Officer

 

 

 
v3.24.2.u1
Document And Entity Information - shares
6 Months Ended
Jun. 30, 2024
Jul. 25, 2024
Document Information [Line Items]    
Document Type 10-Q  
Document Quarterly Report true  
Document Transition Report false  
Document Period End Date Jun. 30, 2024  
Entity File Number 0-15010  
Entity Registrant Name MARTEN TRANSPORT, LTD.  
Entity Incorporation, State or Country Code DE  
Entity Tax Identification Number 39-1140809  
Entity Address, Address Line One 129 Marten Street  
Entity Address, City or Town Mondovi  
Entity Address, State or Province WI  
Entity Address, Postal Zip Code 54755  
City Area Code 715  
Local Phone Number 926-4216  
Title of 12(b) Security COMMON STOCK, PAR VALUE  
Trading Symbol MRTN  
Security Exchange Name NASDAQ  
Entity Current Reporting Status Yes  
Entity Interactive Data Current Yes  
Entity Filer Category Large Accelerated Filer  
Entity Small Business false  
Entity Emerging Growth Company false  
Entity Shell Company false  
Entity Common Stock, Shares Outstanding (in shares)   81,414,959
Entity Central Index Key 0000799167  
Current Fiscal Year End Date --12-31  
Document Fiscal Year Focus 2024  
Document Fiscal Period Focus Q2  
Amendment Flag false  
v3.24.2.u1
Consolidated Condensed Balance Sheets (Current Period Unaudited) - USD ($)
$ in Thousands
Jun. 30, 2024
Dec. 31, 2023
Current assets:    
Cash and cash equivalents $ 77,199 $ 53,213
Trade, net 99,926 105,501
Other 11,450 10,356
Prepaid expenses and other 30,995 27,512
Total current assets 219,570 196,582
Property and equipment:    
Revenue equipment, buildings and land, office equipment and other 1,149,771 1,162,336
Accumulated depreciation (360,974) (370,103)
Net property and equipment 788,797 792,233
Other noncurrent assets 1,520 1,524
Total assets 1,009,887 990,339
Current liabilities:    
Accounts payable 47,214 36,516
Insurance and claims accruals 44,296 47,017
Accrued and other current liabilities 27,466 26,709
Total current liabilities 118,976 110,242
Deferred income taxes 123,938 122,462
Noncurrent operating lease liabilities 220 249
Total liabilities 243,134 232,953
Stockholders’ equity:    
Preferred stock, $.01 par value per share; 2,000,000 shares authorized; no shares issued and outstanding 0 0
Common stock, $.01 par value per share; 192,000,000 shares authorized; 81,414,959 shares at June 30, 2024, and 81,312,168 shares at December 31, 2023, issued and outstanding 814 813
Additional paid-in capital 51,385 49,789
Retained earnings 714,554 706,784
Total stockholders’ equity 766,753 757,386
Total liabilities and stockholders’ equity $ 1,009,887 $ 990,339
v3.24.2.u1
Consolidated Condensed Balance Sheets (Current Period Unaudited) (Parentheticals) - $ / shares
Jun. 30, 2024
Dec. 31, 2023
Preferred Stock, Par or Stated Value Per Share (in dollars per share) $ 0.01 $ 0.01
Preferred Stock, Shares Authorized (in shares) 2,000,000 2,000,000
Preferred Stock, Shares Issued (in shares) 0 0
Preferred Stock, Shares Outstanding, Ending Balance (in shares) 0 0
Common Stock, Par or Stated Value Per Share (in dollars per share) $ 0.01 $ 0.01
Common Stock, Shares Authorized (in shares) 192,000,000 192,000,000
Common Stock, Shares, Outstanding (in shares) 81,414,959 81,312,168
Common Stock, Shares, Issued (in shares) 81,414,959 81,312,168
v3.24.2.u1
Consolidated Condensed Statements of Operations (Unaudited) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2024
Jun. 30, 2023
Operating revenue $ 246,238 $ 285,672 $ 495,910 $ 583,695
Operating expenses (income):        
Salaries, wages and benefits 86,519 96,332 175,281 194,848
Purchased transportation 43,235 48,299 85,049 102,402
Fuel and fuel taxes 38,809 42,215 78,370 89,011
Supplies and maintenance 16,472 17,408 32,542 33,395
Depreciation 28,206 29,427 56,733 58,957
Operating taxes and licenses 2,539 2,756 5,114 5,524
Insurance and claims 12,559 12,481 24,216 27,551
Communications and utilities 2,297 2,510 4,668 5,041
Gain on disposition of revenue equipment (2,532) (3,550) (3,703) (8,796)
Other 8,160 9,581 15,416 18,539
Total operating expenses 236,264 257,459 473,686 526,472
Operating income (9,974) (28,213) (22,224) (57,223)
Other 1,014 1,077 1,810 1,921
Income before income taxes 10,988 29,290 24,034 59,144
Income taxes expense 3,099 7,416 6,499 14,768
Net income $ 7,889 $ 21,874 $ 17,535 $ 44,376
Basic earnings per common share (in dollars per share) $ 0.1 $ 0.27 $ 0.22 $ 0.55
Diluted earnings per common share (in dollars per share) 0.1 0.27 0.22 0.55
Dividends declared per common share (in dollars per share) $ 0.06 $ 0.06 $ 0.12 $ 0.12
v3.24.2.u1
Consolidated Condensed Statements of Stockholders' Equity (Unaudited) - USD ($)
shares in Thousands, $ in Thousands
Common Stock [Member]
Additional Paid-in Capital [Member]
Retained Earnings [Member]
Total
Balance (in shares) at Dec. 31, 2022 81,115      
Balance at Dec. 31, 2022 $ 811 $ 47,188 $ 655,920 $ 703,919
Net income $ 0 0 22,502 22,502
Issuance of common stock from share-based payment arrangement exercises and vesting of performance unit awards (in shares) 119      
Issuance of common stock from share-based payment arrangement exercises and vesting of performance unit awards $ 1 535 0 536
Employee taxes paid in exchange for shares withheld 0 (926) 0 (926)
Share-based payment arrangement compensation expense   354 0 354
Dividends on common stock $ 0 0 (4,874) (4,874)
Issuance of common stock from share-based payment arrangement exercises (in shares) 119      
Net income $ 0 0 22,502 22,502
Employee taxes paid in exchange for shares withheld 0 926 0 926
Dividends on common stock $ 0 0 4,874 4,874
Balance (in shares) at Mar. 31, 2023 81,234      
Balance at Mar. 31, 2023 $ 812 47,151 673,548 721,511
Balance (in shares) at Dec. 31, 2022 81,115      
Balance at Dec. 31, 2022 $ 811 47,188 655,920 703,919
Net income       44,376
Net income       44,376
Balance (in shares) at Jun. 30, 2023 81,301      
Balance at Jun. 30, 2023 $ 813 48,663 690,544 740,020
Balance (in shares) at Mar. 31, 2023 81,234      
Balance at Mar. 31, 2023 $ 812 47,151 673,548 721,511
Net income $ 0 0 21,874 21,874
Issuance of common stock from share-based payment arrangement exercises and vesting of performance unit awards (in shares) 67      
Issuance of common stock from share-based payment arrangement exercises and vesting of performance unit awards $ 1 507 0 508
Share-based payment arrangement compensation expense   1,005 0 1,005
Dividends on common stock $ 0 0 (4,878) (4,878)
Issuance of common stock from share-based payment arrangement exercises (in shares) 67      
Net income $ 0 0 21,874 21,874
Dividends on common stock $ 0 0 4,878 4,878
Balance (in shares) at Jun. 30, 2023 81,301      
Balance at Jun. 30, 2023 $ 813 48,663 690,544 740,020
Balance (in shares) at Dec. 31, 2023 81,312      
Balance at Dec. 31, 2023 $ 813 49,789 706,784 757,386
Net income $ 0 0 9,646 9,646
Issuance of common stock from share-based payment arrangement exercises and vesting of performance unit awards (in shares) 51      
Issuance of common stock from share-based payment arrangement exercises and vesting of performance unit awards $ 1 306 0 307
Employee taxes paid in exchange for shares withheld 0 (382) 0 (382)
Share-based payment arrangement compensation expense   353 0 353
Dividends on common stock $ 0 0 (4,881) (4,881)
Issuance of common stock from share-based payment arrangement exercises (in shares) 51      
Net income $ 0 0 9,646 9,646
Employee taxes paid in exchange for shares withheld (0) 382 (0) 382
Dividends on common stock $ (0) (0) 4,881 4,881
Balance (in shares) at Mar. 31, 2024 81,363      
Balance at Mar. 31, 2024 $ 814 50,066 711,549 762,429
Balance (in shares) at Dec. 31, 2023 81,312      
Balance at Dec. 31, 2023 $ 813 49,789 706,784 757,386
Net income       17,535
Net income       17,535
Balance (in shares) at Jun. 30, 2024 81,415      
Balance at Jun. 30, 2024 $ 814 51,385 714,554 766,753
Balance (in shares) at Mar. 31, 2024 81,363      
Balance at Mar. 31, 2024 $ 814 50,066 711,549 762,429
Net income $ 0 0 7,889 7,889
Issuance of common stock from share-based payment arrangement exercises and vesting of performance unit awards (in shares) 52      
Issuance of common stock from share-based payment arrangement exercises and vesting of performance unit awards $ 0 308 0 308
Share-based payment arrangement compensation expense   1,011 0 1,011
Dividends on common stock $ 0 0 (4,884) (4,884)
Issuance of common stock from share-based payment arrangement exercises (in shares) 52      
Net income $ 0 0 7,889 7,889
Dividends on common stock $ (0) (0) 4,884 4,884
Balance (in shares) at Jun. 30, 2024 81,415      
Balance at Jun. 30, 2024 $ 814 $ 51,385 $ 714,554 $ 766,753
v3.24.2.u1
Consolidated condensed Statements of Cash Flows (Unaudited) - USD ($)
$ in Thousands
6 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Cash flows provided by operating activities:    
Net income $ 17,535 $ 44,376
Adjustments to reconcile net income to net cash provided by operating activities:    
Depreciation 56,733 58,957
Tires in service amortization 3,543 3,584
Gain on disposition of revenue equipment (3,703) (8,796)
Deferred income taxes 1,476 (4,304)
Share-based payment arrangement compensation expense 1,364 1,359
Changes in other current operating items:    
Receivables 9,185 13,087
Prepaid expenses and other (5,675) (3,633)
Accounts payable 2,885 (1,450)
Insurance and claims accruals (2,721) 1,918
Accrued and other current liabilities 921 (6,897)
Net cash provided by operating activities 81,543 98,201
Cash flows used for investing activities:    
Other (49) (45)
Net cash used for investing activities (48,025) (88,639)
Cash flows used for financing activities:    
Dividends on common stock (9,765) (9,752)
Issuance of common stock from share-based payment arrangement exercises and vesting of performance unit awards 615 1,044
Employee taxes paid in exchange for shares withheld (382) (926)
Net cash used for financing activities (9,532) (9,634)
Net change in cash and cash equivalents 23,986 (72)
Beginning of period 53,213 80,600
Cash and cash equivalents: 77,199 80,528
Supplemental non-cash disclosure:    
Change in property and equipment not yet paid 3,109 5,870
Operating lease assets and liabilities acquired 88 0
Cash paid for income taxes 2,362 6,809
Revenue Equipment [Member]    
Adjustments to reconcile net income to net cash provided by operating activities:    
Gain on disposition of revenue equipment (3,703) (8,796)
Cash flows used for investing activities:    
Revenue equipment additions (91,884) (118,294)
Proceeds from revenue equipment dispositions 47,658 34,000
Buildings And Land Office Equipment And Other [Member]    
Cash flows used for investing activities:    
Revenue equipment additions (3,758) (4,311)
Proceeds from revenue equipment dispositions $ 8 $ 11
v3.24.2.u1
Note 1 - Consolidated Condensed Financial Statements
6 Months Ended
Jun. 30, 2024
Notes to Financial Statements  
Organization, Consolidation and Presentation of Financial Statements Disclosure [Text Block]

(1) Consolidated Condensed Financial Statements

 

The accompanying unaudited consolidated condensed financial statements have been prepared in accordance with U.S. generally accepted accounting principles for interim financial statements, and therefore do not include all information and disclosures required by U.S. generally accepted accounting principles for complete financial statements. In the opinion of management, such statements reflect all adjustments (consisting of normal recurring adjustments) considered necessary to fairly present our consolidated financial condition, results of operations and cash flows for the interim periods presented. The results of operations for any interim period do not necessarily indicate the results for the full year. The unaudited interim consolidated condensed financial statements should be read with reference to the consolidated financial statements and notes to consolidated financial statements in our 2023 Annual Report on Form 10-K.

 

v3.24.2.u1
Note 2 - Earnings Per Common Share
6 Months Ended
Jun. 30, 2024
Notes to Financial Statements  
Earnings Per Share [Text Block]

(2) Earnings per Common Share

 

Basic and diluted earnings per common share were computed as follows:  

 

   

Three Months

   

Six Months

 
   

Ended June 30,

   

Ended June 30,

 

(In thousands, except per share amounts)

 

2024

   

2023

   

2024

   

2023

 

Numerator:

                               

Net income

  $ 7,889     $ 21,874     $ 17,535     $ 44,376  

Denominator:

                               

Basic earnings per common share - weighted-average shares

    81,381       81,263       81,365       81,236  

Effect of dilutive stock options

    65       149       77       158  

Diluted earnings per common share - weighted-average shares and assumed conversions

    81,446       81,412       81,442       81,394  
                                 

Basic earnings per common share

  $ 0.10     $ 0.27     $ 0.22     $ 0.55  

Diluted earnings per common share

  $ 0.10     $ 0.27     $ 0.22     $ 0.55  

 

Options totaling 543,500 and 533,400 equivalent shares for the three-month and six-month periods ended June 30, 2024, respectively, and 132,000 equivalent shares for each of the three-month and six-month periods ended June 30, 2023, were outstanding but were not included in the calculation of diluted earnings per share because including the options in the denominator would be antidilutive, or decrease the number of weighted-average shares, due to their exercise prices exceeding the average market price of the common shares, or because inclusion of average unrecognized compensation expense in the calculation would cause the options to be antidilutive.

 

Unvested performance unit awards totaling 148,520 equivalent shares for each of the three-month and six-month periods ended June 30, 2024, and 106,582 equivalent shares for each of the three-month and six-month periods ended June 30, 2023, were considered outstanding but were not included in the calculation of diluted earnings per share because inclusion of average unrecognized compensation expense in the calculation would cause the performance units to be antidilutive.

 

 

v3.24.2.u1
Note 3 - Long-term Debt
6 Months Ended
Jun. 30, 2024
Notes to Financial Statements  
Debt Disclosure [Text Block]

(3) Long-Term Debt

 

In August 2022, we entered into a credit agreement that provides for an unsecured committed credit facility with an aggregate principal amount of $30.0 million which matures in August 2027. The credit agreement amends, restates and continues in its entirety our previous credit agreement, as amended. At June 30, 2024, there was no outstanding principal balance on the facility. As of that date, we had outstanding standby letters of credit to guarantee settlement of self-insurance claims of $23.1 million and remaining borrowing availability of $6.9 million. At December 31, 2023, there was also no outstanding principal balance on the facility. As of that date, we had outstanding standby letters of credit of $20.7 million on the facility. This facility bears interest at a variable rate based on the Term SOFR Rate plus applicable margins. The interest rate for the facility that would apply to outstanding principal balances was 8.5% at June 30, 2024.

 

Our credit agreement effective in August 2022 prohibits us from paying, in any fiscal year, stock redemptions and dividends in excess of $150 million. The current credit agreement also contains restrictive covenants which, among other matters, require us to maintain compliance with cash flow leverage and fixed charge coverage ratios. We were in compliance with all covenants at June 30, 2024 and December 31, 2023.

v3.24.2.u1
Note 4 - Related Party Transactions
6 Months Ended
Jun. 30, 2024
Notes to Financial Statements  
Related Party Transactions Disclosure [Text Block]

(4) Related Party Transactions

 

We purchase tires and obtain related services from Bauer Built, Inc., or BBI. Jerry M. Bauer, the chairman of the board and chief executive officer of BBI, is one of our directors. We paid BBI $14,000 in the first six months of 2024 and $141,000 in the first six months of 2023 for tires and related services. In addition, we paid $1.2 million in the first six months of 2024 and $1.1 million in the first six months of 2023 to tire manufacturers for tires that were provided by BBI. BBI received commissions from the tire manufacturers related to these purchases.

 

We paid Durand Builders Service, Inc. $7,000 in the first six months of 2024 for building repairs and had no transactions with that company in the first six months of 2023. Larry B. Hagness, one of our directors, is the chief executive officer and the principal stockholder of Durand Builders Service, Inc.

v3.24.2.u1
Note 5 - Share Repurchase Program
6 Months Ended
Jun. 30, 2024
Notes to Financial Statements  
Treasury Stock [Text Block]

(5) Share Repurchase Program

 

In August 2019, our Board of Directors approved and we announced an increase from current availability in our existing share repurchase program providing for the repurchase of up to $34.0 million, or approximately 1.8 million shares, of our common stock, which was increased by our Board of Directors to 2.7 million shares in August 2020 to reflect the three-for-two stock split effected in the form of a stock dividend on August 13, 2020. On May 3, 2022, our Board of Directors approved and we announced an additional increase from current availability in our existing share repurchase program providing for the repurchase of up to $50.0 million, or approximately 3.1 million shares of our common stock. The share repurchase program allows purchases on the open market or through private transactions in accordance with Rule 10b-18 of the Exchange Act. The timing and extent to which we repurchase shares depends on market conditions and other corporate considerations. The repurchase program does not have an expiration date.

 

We repurchased and retired 1.3 million shares of common stock for $25.0 million in the first quarter of 2022, and 963,000 shares of common stock for $16.8 million in the second quarter of 2022. We did not repurchase any shares in the first six months of 2024, in 2023, or in the third or fourth quarters of 2022. As of June 30, 2024, future repurchases of up to $33.2 million, or approximately 2.2 million shares, were available in the share repurchase program.

v3.24.2.u1
Note 6 - Dividends
6 Months Ended
Jun. 30, 2024
Notes to Financial Statements  
Dividends [Text Block]

(6) Dividends

 

In 2010, we announced that our Board of Directors approved a regular cash dividend program to our stockholders, subject to approval each quarter. Quarterly cash dividends of $0.06 per share of common stock were paid in each of the first two quarters of 2024 and 2023 which totaled $9.8 million in each period.

 

  

v3.24.2.u1
Note 7 - Accounting for Share-based Payment Arrangement Compensation
6 Months Ended
Jun. 30, 2024
Notes to Financial Statements  
Share-Based Payment Arrangement [Text Block]

(7) Accounting for Share-based Payment Arrangement Compensation

 

We account for share-based payment arrangements in accordance with Financial Accounting Standards Board, or FASB, Accounting Standards Codification, or ASC, 718, Compensation Stock Compensation. During the first six months of 2024, there were no significant changes to the structure of our stock-based award plans. Pre-tax compensation expense related to stock options and performance unit awards recorded in each of the first six months of 2024 and 2023 was $1.4 million.

v3.24.2.u1
Note 8 - Fair Value of Financial Instruments
6 Months Ended
Jun. 30, 2024
Notes to Financial Statements  
Fair Value Disclosures [Text Block]

(8) Fair Value of Financial Instruments

 

The carrying amounts of cash equivalents, accounts receivable and accounts payable approximate fair value because of the short maturity of these instruments.  

v3.24.2.u1
Note 9 - Commitments and Contingencies
6 Months Ended
Jun. 30, 2024
Notes to Financial Statements  
Commitments and Contingencies Disclosure [Text Block]

(9) Commitments and Contingencies

 

We are committed to new revenue equipment purchases of $119.1 million and construction obligations of $308,000 for the remainder of 2024. Operating lease obligation expenditures through 2028 total $512,000.

 

We self-insure, in part, for losses relating to workers’ compensation, auto liability, general liability, cargo and property damage claims, along with employees’ health insurance, with varying risk retention levels. We renewed our liability insurance policies effective June 1, 2024 and are responsible for the first $2.0 million on each auto liability claim with an annual $5.0 million aggregate for claims between $10.0 million and $20.0 million. For the policy years effective June 1, 2022 and June 1, 2023, we are responsible for the first $1.0 million on each auto liability claim with no aggregates. We continue to be responsible for the first $750,000 on each workers’ compensation claim. We maintain insurance coverage for per-incident and total losses in excess of these risk retention levels in amounts we consider adequate based upon historical experience and our ongoing review, and reserve currently for the estimated cost of the uninsured portion of pending claims.

 

We are also involved in other legal actions that arise in the ordinary course of business. A number of trucking companies, including us, have been subject to lawsuits alleging violations of various federal and state wage and hour laws. A number of these lawsuits have resulted in the payment of substantial settlements or damages by the defendants.

 

The outcome of all litigation is difficult to assess or quantify, and the magnitude of the potential loss relating to such lawsuits may remain unknown for substantial periods of time. The cost to defend litigation may also be significant. Not all claims are covered by our insurance, and there can be no assurance that our coverage limits will be adequate to cover all amounts in dispute. To the extent we experience claims that are uninsured, exceed our coverage limits or cause increases in future premiums, the resulting expense could have a materially adverse effect on our business and operating results. Based on our present knowledge of the facts and, in certain cases, advice of outside counsel, management believes the resolution of open claims and pending litigation, taking into account existing reserves, is not likely to have a materially adverse effect on our consolidated condensed financial statements, however, any future liability claims or adverse developments in existing claims could impact this analysis.

v3.24.2.u1
Note 10 - Revenue and Business Segments
6 Months Ended
Jun. 30, 2024
Notes to Financial Statements  
Segment Reporting Disclosure [Text Block]

(10) Revenue and Business Segments

 

We account for our revenue in accordance with FASB ASC 606, Revenue from Contracts with Customers. We combine our five current operating segments into four reporting segments (Truckload, Dedicated, Intermodal and Brokerage) for financial reporting purposes. These four reporting segments are also the appropriate categories for the disaggregation of our revenue under FASB ASC 606.

 

We have strategically transitioned from a refrigerated long-haul carrier to a multifaceted business offering a network of time and temperature-sensitive and dry truck-based transportation and distribution capabilities across our five distinct business platforms – Truckload, Dedicated, Intermodal, Brokerage and MRTN de Mexico.

 

Our Truckload segment provides a combination of regional short-haul and medium-to-long-haul full-load transportation services. We transport food and other consumer packaged goods that require a temperature-controlled or insulated environment, along with dry freight, across the United States and into and out of Mexico and Canada. Our agreements with customers are typically for one year.

 

 

Our Dedicated segment provides customized transportation solutions tailored to meet individual customers’ requirements, utilizing temperature-controlled trailers, dry vans and other specialized equipment within the United States. Our agreements with customers range from three to five years and are subject to annual rate reviews.

 

Generally, we are paid by the mile for our Truckload and Dedicated services. We also derive Truckload and Dedicated revenue from fuel surcharges, loading and unloading activities, equipment detention and other accessorial services. The main factors that affect our Truckload and Dedicated revenue are the rate per mile we receive from our customers, the percentage of miles for which we are compensated, the number of miles we generate with our equipment and changes in fuel prices. We monitor our revenue production primarily through average Truckload and Dedicated revenue, net of fuel surcharges, per tractor per week. We also analyze our average Truckload and Dedicated revenue, net of fuel surcharges, per total mile, non-revenue miles percentage, the miles per tractor we generate, our fuel surcharge revenue, our accessorial revenue and our other sources of operating revenue.

 

Our Intermodal segment transports our customers’ freight within the United States utilizing our refrigerated containers on railroad flatcars for portions of trips, with the balance of the trips using our tractors or, to a lesser extent, contracted carriers. The main factors that affect our Intermodal revenue are the rate per mile and other charges we receive from our customers.

 

Our Brokerage segment develops contractual relationships with and arranges for third-party carriers to transport freight for our customers in temperature-controlled trailers and dry vans within the United States and into and out of Mexico through Marten Transport Logistics, LLC, which was established in 2007 and operates pursuant to brokerage authority granted by the United States Department of Transportation, or DOT. We retain the billing, collection and customer management responsibilities. The main factors that affect our Brokerage revenue are the rate per mile and other charges that we receive from our customers.

 

Operating results of our MRTN de Mexico business which offers our customers door-to-door service between the United States and Mexico with our Mexican partner carriers is reported within our Truckload and Brokerage segments.

 

Our customer agreements are typically for one-year terms except for our Dedicated agreements which range from three to five years with annual rate reviews. Under FASB ASC 606, the contract date for each individual load within each of our four reporting segments is generally the date that each load is tendered to and accepted by us. For each load transported within each of our four reporting segments, the entire amount of revenue to be recognized is a single performance obligation and our agreements with our customers detail the per-mile charges for line haul and fuel surcharges, along with the rates for loading and unloading, stop offs and drops, equipment detention and other accessorial services, which is the transaction price. There are no discounts that would be a material right or consideration payable to a customer. We are required to recognize revenue and related expenses over time, from load pickup to delivery, for each load within each of our four reporting segments. We base our calculation of the amount of revenue to record in each period for individual loads picking up in one period and delivering in the following period using the number of hours estimated to be incurred within each period applied to each estimated transaction price. Contract assets for this estimated revenue which are classified within prepaid expenses and other within our consolidated condensed balance sheets were $2.9 million and $2.1 million as of June 30, 2024 and December 31, 2023, respectively. We had no impairment losses on contract assets in the first six months of 2024 or in 2023. We bill our customers for loads after delivery is complete with standard payment terms of 30 days.

 

We account for revenue of our Intermodal and Brokerage segments and revenue on freight transported by independent contractors within our Truckload and Dedicated segments on a gross basis because we are the principal service provider controlling the promised service before it is transferred to each customer. We are primarily responsible for fulfilling the promise to provide each specified service to each customer. We bear the primary risk of loss in the event of cargo claims by our customers. We also have complete control and discretion in establishing the price for each specified service. Accordingly, all such revenue billed to customers is classified as operating revenue and all corresponding payments to carriers for transportation services we arrange in connection with brokerage and intermodal activities and to independent contractor providers of revenue equipment are classified as purchased transportation expense within our consolidated condensed statements of operations.

 

 

The following table sets forth for the periods indicated our operating revenue and operating income by segment. We do not prepare separate balance sheets by segment and, as a result, assets are not separately identifiable by segment.

 

   

Three Months

   

Six Months

 
   

Ended June 30,

   

Ended June 30,

 

(In thousands)

 

2024

   

2023

   

2024

   

2023

 

Operating revenue:

                               

Truckload revenue, net of fuel surcharge revenue

  $ 96,046     $ 101,268     $ 191,068     $ 203,588  

Truckload fuel surcharge revenue

    16,477       15,870       33,006       34,176  

Total Truckload revenue

    112,523       117,138       224,074       237,764  
                                 

Dedicated revenue, net of fuel surcharge revenue

    67,444       87,437       139,182       174,268  

Dedicated fuel surcharge revenue

    13,822       17,548       28,544       37,166  

Total Dedicated revenue

    81,266       104,985       167,726       211,434  
                                 

Intermodal revenue, net of fuel surcharge revenue

    12,660       18,754       25,941       42,155  

Intermodal fuel surcharge revenue

    2,404       3,611       5,095       8,799  

Total Intermodal revenue

    15,064       22,365       31,036       50,954  
                                 

Brokerage revenue

    37,385       41,184       73,074       83,543  

Total operating revenue

  $ 246,238     $ 285,672     $ 495,910     $ 583,695  
                                 

Operating income/(loss):

                               

Truckload

  $ 1,115     $ 9,569     $ 1,604     $ 19,610  

Dedicated

    6,650       14,173       15,908       27,857  

Intermodal

    (684

)

    (165 )     (878 )     622  

Brokerage

    2,893       4,636       5,590       9,134  

Total operating income

  $ 9,974     $ 28,213     $ 22,224     $ 57,223  

 

Truckload segment depreciation expense was $16.2 million and $15.3 million, Dedicated segment depreciation expense was $9.9 million and $11.9 million, Intermodal segment depreciation expense was $1.6 million and $1.8 million, and Brokerage segment depreciation expense was $509,000 and $454,000 in the three-month periods ended June 30, 2024 and 2023, respectively.

 

Truckload segment depreciation expense was $32.3 million and $30.6 million, Dedicated segment depreciation expense was $20.3 million and $23.7 million, Intermodal segment depreciation expense was $3.1 million and $3.7 million, and Brokerage segment depreciation expense was $1.0 million and $903,000 in the six-month periods ended June 30, 2024 and 2023, respectively.

v3.24.2.u1
Note 11 - Use of Estimates
6 Months Ended
Jun. 30, 2024
Notes to Financial Statements  
Significant Accounting Policies [Text Block]

(11) Use of Estimates

 

We must make estimates and assumptions to prepare the consolidated condensed financial statements in conformity with U.S. generally accepted accounting principles. These estimates and assumptions affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities in the consolidated condensed financial statements and the reported amount of revenue and expenses during the reporting period. These estimates are primarily related to insurance and claims accruals and depreciation. Ultimate results could differ from these estimates.

 

  

v3.24.2.u1
Insider Trading Arrangements
6 Months Ended
Jun. 30, 2024
Insider Trading Arr Line Items  
Material Terms of Trading Arrangement [Text Block]

Item 5. Other Information.

 

During the six months ended June 30, 2024, none of our directors or “officers” (as defined in Rule 16a-1(f) under the Exchange Act) adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of SEC Regulation S-K.

 

  

Rule 10b5-1 Arrangement Adopted [Flag] false
Rule 10b5-1 Arrangement Terminated [Flag] false
Non-Rule 10b5-1 Arrangement Adopted [Flag] false
Non-Rule 10b5-1 Arrangement Terminated [Flag] false
v3.24.2.u1
Note 2 - Earnings Per Common Share (Tables)
6 Months Ended
Jun. 30, 2024
Notes Tables  
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block]
   

Three Months

   

Six Months

 
   

Ended June 30,

   

Ended June 30,

 

(In thousands, except per share amounts)

 

2024

   

2023

   

2024

   

2023

 

Numerator:

                               

Net income

  $ 7,889     $ 21,874     $ 17,535     $ 44,376  

Denominator:

                               

Basic earnings per common share - weighted-average shares

    81,381       81,263       81,365       81,236  

Effect of dilutive stock options

    65       149       77       158  

Diluted earnings per common share - weighted-average shares and assumed conversions

    81,446       81,412       81,442       81,394  
                                 

Basic earnings per common share

  $ 0.10     $ 0.27     $ 0.22     $ 0.55  

Diluted earnings per common share

  $ 0.10     $ 0.27     $ 0.22     $ 0.55  
v3.24.2.u1
Note 10 - Revenue and Business Segments (Tables)
6 Months Ended
Jun. 30, 2024
Notes Tables  
Schedule of Segment Reporting Information, by Segment [Table Text Block]
   

Three Months

   

Six Months

 
   

Ended June 30,

   

Ended June 30,

 

(In thousands)

 

2024

   

2023

   

2024

   

2023

 

Operating revenue:

                               

Truckload revenue, net of fuel surcharge revenue

  $ 96,046     $ 101,268     $ 191,068     $ 203,588  

Truckload fuel surcharge revenue

    16,477       15,870       33,006       34,176  

Total Truckload revenue

    112,523       117,138       224,074       237,764  
                                 

Dedicated revenue, net of fuel surcharge revenue

    67,444       87,437       139,182       174,268  

Dedicated fuel surcharge revenue

    13,822       17,548       28,544       37,166  

Total Dedicated revenue

    81,266       104,985       167,726       211,434  
                                 

Intermodal revenue, net of fuel surcharge revenue

    12,660       18,754       25,941       42,155  

Intermodal fuel surcharge revenue

    2,404       3,611       5,095       8,799  

Total Intermodal revenue

    15,064       22,365       31,036       50,954  
                                 

Brokerage revenue

    37,385       41,184       73,074       83,543  

Total operating revenue

  $ 246,238     $ 285,672     $ 495,910     $ 583,695  
                                 

Operating income/(loss):

                               

Truckload

  $ 1,115     $ 9,569     $ 1,604     $ 19,610  

Dedicated

    6,650       14,173       15,908       27,857  

Intermodal

    (684

)

    (165 )     (878 )     622  

Brokerage

    2,893       4,636       5,590       9,134  

Total operating income

  $ 9,974     $ 28,213     $ 22,224     $ 57,223  
v3.24.2.u1
Note 2 - Earnings Per Common Share (Details Textual) - shares
3 Months Ended 6 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2024
Jun. 30, 2023
Share-Based Payment Arrangement, Option [Member]        
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount 543,500 132,000 533,400 132,000
Unvested Performance Unit Awards [Member]        
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount 148,520 106,582 148,520 106,582
v3.24.2.u1
Note 2 - Earnings per Common Share - Basic and Diluted Earnings Per Common Share (Details) - USD ($)
$ / shares in Units, shares in Thousands, $ in Thousands
3 Months Ended 6 Months Ended
Jun. 30, 2024
Mar. 31, 2024
Jun. 30, 2023
Mar. 31, 2023
Jun. 30, 2024
Jun. 30, 2023
Net income $ 7,889 $ 9,646 $ 21,874 $ 22,502 $ 17,535 $ 44,376
Basic earnings per common share - weighted-average shares (in shares) 81,381   81,263   81,365 81,236
Effect of dilutive stock options (in shares) 65   149   77 158
Diluted earnings per common share - weighted-average shares and assumed conversions (in shares) 81,446   81,412   81,442 81,394
Basic earnings per common share (in dollars per share) $ 0.1   $ 0.27   $ 0.22 $ 0.55
Diluted earnings per common share (in dollars per share) $ 0.1   $ 0.27   $ 0.22 $ 0.55
v3.24.2.u1
Note 3 - Long-term Debt (Details Textual) - USD ($)
$ in Millions
Jun. 30, 2024
Dec. 31, 2023
Line of Credit Facility, Maximum Borrowing Capacity $ 30.0  
Letters of Credit Outstanding, Amount 23.1 $ 20.7
Line of Credit Facility, Remaining Borrowing Capacity $ 6.9  
Line of Credit Facility, Dividends Payment, Maximum   $ 150.0
Credit Facility [Member]    
Long-Term Debt, Weighted Average Interest Rate, at Point in Time 8.50%  
v3.24.2.u1
Note 4 - Related Party Transactions (Details Textual) - USD ($)
6 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Purchase of Fuel, Tires and Related Services [Member]    
Related Party Transaction, Amounts of Transaction $ 14,000 $ 141,000
Tire Purchases [Member]    
Related Party Transaction, Amounts of Transaction 1,200,000 $ 1,100,000
Building Repairs [Member]    
Related Party Transaction, Amounts of Transaction $ 7,000  
v3.24.2.u1
Note 5 - Share Repurchase Program (Details Textual)
$ in Millions
3 Months Ended 6 Months Ended
Aug. 13, 2020
Dec. 31, 2022
shares
Sep. 30, 2022
shares
Jun. 30, 2022
USD ($)
shares
Mar. 31, 2022
USD ($)
shares
Jun. 30, 2024
USD ($)
shares
Jun. 30, 2023
shares
May 03, 2022
USD ($)
shares
Aug. 31, 2020
shares
Aug. 31, 2019
USD ($)
shares
Stock Repurchase Program, Authorized Amount | $               $ 50.0   $ 34.0
Stock Repurchase Program, Number of Shares Authorized to be Repurchased (in shares) | shares               3,100,000 2,700,000 1,800,000
Stock Repurchased and Retired During Period, Shares (in shares) | shares   0 0 963,000 1,300,000 0 0      
Stock Repurchased and Retired During Period, Value | $       $ 16.8 $ 25.0          
Stock Repurchase Program, Remaining Authorized Repurchase Amount | $           $ 33.2        
Stock Repurchase Program, Remaining Number of Shares Authorized to be Repurchased (in shares) | shares           2,200,000        
Stock Split To [Member]                    
Stockholders' Equity Note, Stock Split, Conversion Ratio 3                  
Stock Split from [Member]                    
Stockholders' Equity Note, Stock Split, Conversion Ratio 2                  
v3.24.2.u1
Note 6 - Dividends (Details Textual) - USD ($)
$ / shares in Units, $ in Thousands
3 Months Ended 6 Months Ended
Jun. 30, 2024
Mar. 31, 2024
Jun. 30, 2023
Mar. 31, 2023
Jun. 30, 2024
Jun. 30, 2023
Common Stock, Dividends, Per Share, Declared $ 0.06 $ 0.06 $ 0.06 $ 0.06 $ 0.12 $ 0.12
Payments of Ordinary Dividends, Common Stock   $ 9,800     $ 9,765 $ 9,752
v3.24.2.u1
Note 7 - Accounting for Share-based Payment Arrangement Compensation (Details Textual) - USD ($)
$ in Millions
6 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Stock or Unit Option Plan Expense $ 1.4 $ 1.4
v3.24.2.u1
Note 9 - Commitments and Contingencies (Details Textual) - USD ($)
Jun. 30, 2024
Jun. 01, 2023
Jun. 01, 2022
Lessee, Operating Lease, Liability, to be Paid, Total $ 512,000    
Auto Liability Claim [Member] | Minimum [Member]      
Liability Claim, Amount 10,000,000    
Auto Liability Claim [Member] | Maximum [Member]      
Liability Claim, Amount 20,000,000    
Auto Liability Claim [Member] | Uninsured Risk [Member]      
Loss Contingency Range Possible Loss Per Claim 2,000,000 $ 1,000,000 $ 1,000,000
Claim Limit, Aggregate Cost 5,000,000    
Workers Compensation Liability Claim [Member] | Uninsured Risk [Member]      
Loss Contingency Range Possible Loss Per Claim 750,000    
Capital Addition Purchase Commitments [Member] | Revenue Equipment [Member]      
Purchase Obligation, to be Paid, Remainder of Fiscal Year 119,100,000    
Capital Addition Purchase Commitments [Member] | Building Construction [Member]      
Purchase Obligation, to be Paid, Remainder of Fiscal Year $ 308,000    
v3.24.2.u1
Note 10 - Revenue and Business Segments (Details Textual)
3 Months Ended 6 Months Ended
Jun. 30, 2024
USD ($)
Jun. 30, 2023
USD ($)
Jun. 30, 2024
USD ($)
Jun. 30, 2023
USD ($)
Dec. 31, 2023
USD ($)
Number of Operating Segments     5    
Number of Reportable Segments     4    
Customer Contract Term (Year)     1 year    
Capitalized Contract Cost, Impairment Loss     $ 0 $ 0  
Prepaid Expenses and Other Current Assets [Member]          
Contract with Customer, Asset, after Allowance for Credit Loss, Total $ 2,900,000   2,900,000   $ 2,100,000
Dedicated [Member]          
Depreciation, Depletion and Amortization, Total 9,900,000 $ 11,900,000 $ 20,300,000 23,700,000  
Dedicated [Member] | Minimum [Member]          
Customer Contract Term (Year)     3 years    
Dedicated [Member] | Maximum [Member]          
Customer Contract Term (Year)     5 years    
Truckload [Member]          
Depreciation, Depletion and Amortization, Total 16,200,000 15,300,000 $ 32,300,000 30,600,000  
Intermodal [Member]          
Depreciation, Depletion and Amortization, Total 1,600,000 1,800,000 3,100,000 3,700,000  
Brokerage [Member]          
Depreciation, Depletion and Amortization, Total $ 509,000 $ 454,000 $ 1,000,000 $ 903,000  
v3.24.2.u1
Note 10 - Revenue and Business Segments - Operating Revenue and Operating Income by Segment (Details) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2024
Jun. 30, 2023
Operating revenue $ 246,238 $ 285,672 $ 495,910 $ 583,695
Operating income 9,974 28,213 22,224 57,223
Truckload [Member]        
Operating revenue 112,523 117,138 224,074 237,764
Operating income 1,115 9,569 1,604 19,610
Truckload [Member] | Revenue, Net of Fuel Surcharge [Member]        
Operating revenue 96,046 101,268 191,068 203,588
Truckload [Member] | Truckload Fuel Surcharge Revenue [Member]        
Operating revenue 16,477 15,870 33,006 34,176
Dedicated [Member]        
Operating revenue 81,266 104,985 167,726 211,434
Operating income 6,650 14,173 15,908 27,857
Dedicated [Member] | Revenue, Net of Fuel Surcharge [Member]        
Operating revenue 67,444 87,437 139,182 174,268
Dedicated [Member] | Fuel Surcharge Revenue [Member]        
Operating revenue 13,822 17,548 28,544 37,166
Intermodal [Member]        
Operating revenue 15,064 22,365 31,036 50,954
Operating income (684) (165) (878) 622
Intermodal [Member] | Revenue, Net of Fuel Surcharge [Member]        
Operating revenue 12,660 18,754 25,941 42,155
Intermodal [Member] | Fuel Surcharge Revenue [Member]        
Operating revenue 2,404 3,611 5,095 8,799
Brokerage [Member]        
Operating revenue 37,385 41,184 73,074 83,543
Operating income $ 2,893 $ 4,636 $ 5,590 $ 9,134

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