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Table of Contents

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

 

For the quarterly period ended June 30, 2024

or

    Transition Report Pursuant to the Section 13 or 15(d) of the Securities Exchange Act of 1934

 

For the transition period from __________to__________

 

 

P.A.M. TRANSPORTATION SERVICES, INC.

(Exact name of registrant as specified in its charter)

 

Delaware

0-1507

71-0633135

(State or other jurisdiction of incorporation or organization)

(Commission File Number)

(I.R.S. Employer Identification no.)

 

297 West Henri De Tonti, Tontitown, Arkansas 72770

(Address of principal executive offices) (Zip Code)

 

Registrant’s telephone number, including area code: (479) 361-9111

 

N/A

(Former name, former address and former fiscal year, if changed since last report)

 

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

 

Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock, $.01 par valuePTSINASDAQ Global 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 the 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 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 ☐

Accelerated filer ☑ 

 
 

Non-accelerated filer ☐  

Smaller reporting company

 
  

Emerging growth company

 

 

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 Rule 12b-2 of the Exchange Act).                Yes          No  ☑ 

 

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date:

 

Class

 

Outstanding at July 18, 2024

Common Stock, $.01 Par Value

 

21,755,011

 

 

 

P.A.M. TRANSPORTATION SERVICES, INC.

Form 10-Q

For the Quarter Ended June 30, 2024

Table of Contents

 

 

 

Part I. Financial Information

     

Item 1.

Financial Statements (unaudited).

3
     
 

Condensed Consolidated Balance Sheets as of June 30, 2024 and December 31, 2023

3
     
 

Condensed Consolidated Statements of Operations for the Six Months Ended June 30, 2024 and 2023

4
     
  Condensed Consolidated Statements of Cash Flows for the Six Months Ended June 30, 2024 and 2023 5
     
 

Condensed Consolidated Statement of Stockholders’ Equity for the Six Months Ended June 30, 2024 and 2023

6
     
 

Notes to Condensed Consolidated Financial Statements as of June 30, 2024

7
     

Item 2.

Management’s Discussion and Analysis of Financial Condition and Results of Operations.

14
     

Item 3.

Quantitative and Qualitative Disclosures about Market Risk.

19
     

Item 4.

Controls and Procedures.

20
     

Part II. Other Information

     

Item 1.

Legal Proceedings.

21
     

Item 1A.

Risk Factors

21
     

Item 2.

Unregistered Sales of Equity Securities and Use of Proceeds.

21
     

Item 5.

Other Information

22
     

Item 6.

Exhibits.

23
   

Signatures

24
 

 

 

 

PART I. FINANCIAL INFORMATION

Item 1. Financial Statements.

 

P.A.M. TRANSPORTATION SERVICES, INC. AND SUBSIDIARIES

Condensed Consolidated Balance Sheets

(unaudited)

(in thousands, except share and per share data)

 

 

  

June 30,

  

December 31,

 
  

2024

  

2023

 

ASSETS

        

Current assets:

        

Cash and cash equivalents

 $71,984  $100,614 

Accounts receivable-net:

        

Trade, less current estimated credit loss of $5,974 and $7,717, respectively

  92,324   80,604 

Other

  6,444   7,203 

Inventories

  2,326   2,321 

Prepaid expenses and deposits

  9,407   13,213 

Marketable equity securities

  42,005   43,203 

Income taxes refundable

  4,473   3,883 

Total current assets

  228,963   251,041 
         

Property and equipment:

        

Land

  30,426   23,078 

Structures and improvements

  50,764   43,552 

Revenue equipment

  682,096   689,173 

Office furniture and equipment

  18,010   15,328 

Total property and equipment

  781,296   771,131 

Accumulated depreciation

  (279,527)  (266,412)

Net property and equipment

  501,769   504,719 
         

Other assets

  2,795   4,697 
         

TOTAL ASSETS

 $733,527  $760,457 
         

LIABILITIES AND STOCKHOLDERS EQUITY

        

Current liabilities:

        

Accounts payable

 $40,034  $62,652 

Accrued expenses and other liabilities

  16,798   16,799 

Current maturities of long-term debt

  54,881   57,645 

Total current liabilities

  111,713   137,096 
         

Long-term debt - less current portion

  211,140   204,064 

Deferred income taxes

  103,500   104,331 

Other long-term liabilities

  500   750 

Total liabilities

  426,853   446,241 
         

COMMITMENTS AND CONTINGENCIES (Note L)

          
         

STOCKHOLDERS' EQUITY

        

Preferred stock, $.01 par value, 10,000,000 shares authorized; none issued

  -   - 

Common stock, $.01 par value, 50,000,000 shares authorized; 22,336,597 and 22,317,671 shares issued; 21,755,011 and 22,021,341 shares outstanding at June 30, 2024 and December 31, 2023, respectively

  223   223 

Additional paid-in capital

  41,171   40,825 

Treasury stock, at cost; 581,586 and 296,330 shares at June 30, 2024 and December 31, 2023, respectively

  (13,995)  (8,736)

Retained earnings

  279,275   281,904 

Total stockholders’ equity

  306,674   314,216 
         

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY

 $733,527  $760,457 

 

See notes to condensed consolidated financial statements.

 

 

 

P.A.M. TRANSPORTATION SERVICES, INC. AND SUBSIDIARIES

Condensed Consolidated Statements of Operations

(unaudited)

(in thousands, except per share data)

 

 

   

Three Months Ended

June 30,

   

Six Months Ended

June 30,

 
   

2024

   

2023

   

2024

   

2023

 

OPERATING REVENUES:

                               

Revenue, before fuel surcharge

  $ 160,213     $ 182,082     $ 321,182     $ 375,536  

Fuel surcharge

    22,735       25,330       44,358       53,600  

Total operating revenues

    182,948       207,412       365,540       429,136  
                                 

OPERATING EXPENSES AND COSTS:

                               

Salaries, wages and benefits

    43,759       47,828       87,822       96,106  

Operating supplies and expenses

    35,309       39,716       70,020       81,210  

Rent and purchased transportation

    74,803       78,329       148,082       165,425  

Depreciation

    18,705       15,757       37,640       32,254  

Insurance and claims

    5,464       5,045       10,325       20,059  

Other

    5,752       7,208       12,931       12,631  

(Gain)/Loss on disposition of equipment

    (139 )     (260 )     101       (836 )

Total operating expenses and costs

    183,653       193,623       366,921       406,849  
                                 

OPERATING (LOSS)/INCOME

    (705 )     13,789       (1,381 )     22,287  
                                 

NON-OPERATING INCOME

    209       1,192       4,147       2,091  

INTEREST EXPENSE

    (3,284 )     (2,163 )     (6,167 )     (4,519 )
                                 

(LOSS)/INCOME BEFORE INCOME TAXES

    (3,780 )     12,818       (3,401 )     19,859  
                                 

FEDERAL AND STATE INCOME TAX (BENEFIT)/EXPENSE:

                               

Current

    (47 )     1,609       59       3,980  

Deferred

    (823 )     1,890       (831 )     1,329  

Total federal and state income tax (benefit)/expense

    (870 )     3,499       (772 )     5,309  
                                 

NET (LOSS)/INCOME

  $ (2,910 )   $ 9,319     $ (2,629 )   $ 14,550  
                                 

(LOSS)/INCOME PER COMMON SHARE:

                               

Basic

  $ (0.13 )   $ 0.42     $ (0.12 )   $ 0.66  

Diluted

  $ (0.13 )   $ 0.42     $ (0.12 )   $ 0.65  
                                 

AVERAGE COMMON SHARES OUTSTANDING:

                               

Basic

    21,932       22,036       21,981       22,092  

Diluted

    21,932       22,182       21,981       22,253  

 

See notes to condensed consolidated financial statements.

 

 

 

P.A.M. TRANSPORTATION SERVICES, INC. AND SUBSIDIARIES

Condensed Consolidated Statements of Cash Flows

(unaudited)

(in thousands)

 

 

   

Six Months Ended

 
   

June 30,

 
   

2024

   

2023

 

OPERATING ACTIVITIES:

               

Net Income/(Loss)

  $ (2,629 )   $ 14,550  

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

               

Depreciation

    37,640       32,254  

Bad debt expense

    2,406       1,977  

Stock compensation-net of excess tax benefits

    393       242  

Provision for deferred income taxes

    (831 )     1,329  

(Gain) Loss on marketable equity securities

    (1,434 )     454  

Loss (Gain) on sale or disposition of equipment

    101       (836 )

Changes in operating assets and liabilities:

               

Accounts receivable

    (13,366 )     31,222  

Prepaid expenses, deposits, inventories, and other assets

    5,589       4,303  

Income taxes payable

    (590 )     2,653  

Trade accounts payable

    1,176       (8,007 )

Accrued expenses and other liabilities

    (185 )     (12,670 )

Net cash provided by operating activities

    28,270       67,471  
                 

INVESTING ACTIVITIES:

               

Purchases of property and equipment

    (36,441 )     (12,985 )

Proceeds from disposition of equipment

    17,707       8,549  

Sales of marketable equity securities

    2,631       -  

Net cash used in investing activities

    (16,103 )     (4,436 )
                 

FINANCING ACTIVITIES:

               

Borrowings under lines of credit

    384,836       498,082  

Repayments under lines of credit

    (384,836 )     (498,082 )

Borrowings of long-term debt

    -       -  

Repayments of long-term debt

    (35,538 )     (34,312 )

Borrowings under margin account

    -       30  

Repayments under margin account

    -       (757 )

Repurchases of common stock

    (5,259 )     (4,095 )

Net cash (used in) / provided by financing activities

    (40,797 )     (39,134 )
                 

NET (DECREASE) INCREASE IN CASH, CASH EQUIVALENTS AND RESTRICTED CASH

    (28,630 )     23,901  
                 

CASH, CASH EQUIVALENTS AND RESTRICTED CASH -Beginning of period

    100,614       74,087  
                 

CASH, CASH EQUIVALENTS AND RESTRICTED CASH -End of period

  $ 71,984     $ 97,988  
                 

SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:

               

Cash paid during the period for:

               

Interest

  $ 6,193     $ 4,546  

Income taxes

  $ 669     $ 1,655  
                 

NONCASH INVESTING AND FINANCING ACTIVITIES:

               

Purchases of property and equipment included in accounts payable

  $ 1,353     $ 533  

 

See notes to condensed consolidated financial statements.        

 

 

 

P.A.M. TRANSPORTATION SERVICES, INC. AND SUBSIDIARIES

Condensed Consolidated Statements of Stockholders Equity

(unaudited)

(in thousands)

 

 

     

Common Stock

Shares / Amount

     

Additional

Paid-In Capital

     

Treasury

Stock

     

Retained

Earnings

      Total  
                                                 

Balance at January 1, 2024

    22,021     $ 223     $ 40,825     $ (8,736 )   $ 281,904     $ 314,216  
                                                 

Net Income

    -       -       -       -       281       281  
                                                 

Restricted stock issued

    14       -       (46 )     -       -       (46 )
                                                 

Stock based compensation

    -       -       192       -       -       192  
                                                 

Balance at March 31, 2024

    22,035     $ 223     $ 40,971     $ (8,736 )   $ 282,185     $ 314,643  
                                                 

Net Loss

    -       -       -       -       (2,910 )     (2,910 )
                                                 

Treasury stock repurchases

    (285 )     -       -       (5,259 )     -       (5,259 )
                                                 

Restricted stock issued

    5       -       -       -       -       -  
                                                 

Stock based compensation

    -       -       200       -       -       200  
                                                 

Balance at June 30, 2024

    21,755     $ 223     $ 41,171     $ (13,995 )   $ 279,275     $ 306,674  

 

 

   

Common Stock

Shares / Amount

   

Additional

Paid-In Capital

   

Treasury

Stock

   

Retained

Earnings

    Total  
                                                 

Balance at January 1, 2023

    22,166     $ 223     $ 40,472     $ (4,000 )   $ 263,488     $ 300,183  
                                                 

Net Income

    -       -       -       -       5,231       5,231  
                                                 
Treasury stock repurchases     (123 )     -       -       (3,516 )     -       (3,516 )
                                                 
Restricted stock issued     7       -       -       -       -       -  
                                                 
Stock based compensation     -       -       208       -              
                                                 

Balance at March 31, 2024

    22,050     $ 223     $ 40,680     $ (7,516 )   $ 268,719     $ 302,106  
                                                 

Net Income

    -       -       -       -       9,319       9,319  
                                                 

Treasury stock repurchases

    (21 )     -       -       (579 )     -       (579 )
                                                 

Restricted stock issued

    6       -       -       -       -       -  
                                                 

Stock based compensation

    -       -       34       -       -       34  
                                                 

Balance at June 30, 2023

    22,035     $ 223     $ 40,714     $ (8,095 )   $ 278,038     $ 310,880  

 

See notes to condensed consolidated financial statements.

 

 

P.A.M. TRANSPORTATION SERVICES, INC. AND SUBSIDIARIES

Notes to Condensed Consolidated Financial Statements (unaudited)

June 30, 2024

 

 

 

NOTE A: BASIS OF PRESENTATION

In accordance with generally accepted accounting principles (“GAAP”) and applicable rules of the Securities and Exchange Commission, the information reported in this Quarterly Report on Form 10-Q for P.A.M. Transportation Services, Inc. and its legally distinct subsidiaries, unless otherwise indicated, is presented on a consolidated basis. Unless the context otherwise requires, all references in this Quarterly Report on Form 10-Q to “P.A.M.,” the “Company,” “we,” “our,” or “us” mean P.A.M. Transportation Services, Inc. and its consolidated subsidiaries.

 

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with GAAP for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In management’s opinion, all adjustments (consisting of normal recurring adjustments) necessary for a fair presentation have been included. The consolidated balance sheet at December 31, 2023 has been derived from the audited financial statements at that date but does not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. Operating results for the six-month period ended June 30, 2024 are not necessarily indicative of the results that may be expected for the year ending December 31, 2024. For further information, refer to the consolidated financial statements and the footnotes thereto included in the Company’s annual report on Form 10-K for the year ended December 31, 2023.

 

 

NOTE B: RECENT ACCOUNTING PRONOUNCEMENTS

In December 2023, the Financial Accounting Standards Board (the "FASB") issued Accounting Standards Update, (“ASU”) No. 2023-09, (“ASU 2023-09”), Improvements to Income Tax Disclosures. ASU 2023-09 was issued to enhance the transparency and decision usefulness of income tax disclosures primarily related to the rate reconciliation and income taxes paid information. The guidance is effective for annual reporting periods beginning after December 15, 2024, with early adoption permitted. The Company has evaluated the new guidance and does not expect it to have a material impact on its financial condition, results of operations, or cash flows.

 

The Company considered the applicability and impact of ASU 2023-09 and all other accounting standard updates issued by the Financial Accounting Standards Board to the Accounting Standards Codification ("ASC") and determined there are not any ASUs that have not already been adopted which require significant consideration for disclosure as of June 30, 2024. Additionally, the Company did not adopt any new ASUs during the quarter ended June 30, 2024.

 

 

NOTE C: REVENUE RECOGNITION

The Company has a single performance obligation, which is to transport our customer’s freight from a specified origin to a specified destination. The Company has the discretion to choose to self-transport or to arrange for alternate transportation to fulfill the performance obligation. Where the Company decides to self-transport the freight, the Company classifies the service as truckload services, and where the Company arranges for alternate transportation of the freight, the Company classifies the service as brokerage and logistics services. In either case, the Company is paid a rate to transport freight from its origin location to a specified destination. Because the primary factors influencing revenue recognition, including performance obligation, customer base, and timing of revenue recognition, are the same for both of its service categories, the Company utilizes the same revenue recognition method throughout its operations.

 

Company revenue is generated from freight transportation services performed utilizing heavy truck trailer combinations. While various ownership arrangements may exist for the equipment utilized to perform these services, including Company owned or leased, owner-operator owned, and third-party carriers, revenue is generated from the same base of customers. Contracts with these customers establish rates for services performed, which are predominantly rates that will be paid to pick up, transport and drop off freight at various locations. In addition to transportation, revenue is also awarded for various accessorial services performed in conjunction with the base transportation service. The Company also has other revenue categories that are not discussed in this note or broken out in our condensed consolidated statements of operations due to their immaterial amounts.

 

In fulfilling the Company’s obligation to transport freight from a specified origin to a specified destination, control of freight is transferred to us at the point it has been loaded into the driver’s trailer, the doors are sealed and the driver has signed a bill of lading, which is the basic transportation agreement that establishes the nature, quantity and condition of the freight loaded, the responsibility for invoice payment and the pickup and delivery locations. Our revenue is generated, and our customers receive benefit, as the freight progresses towards delivery locations. In the event our customer cancels the shipment at some point prior to the final delivery location and re-consigns the shipment to an alternate delivery location, we are entitled to receive payment for services performed for the partial shipment. Shipments are generally conducted over a relatively short time span, generally one to three days; however, freight is sometimes stored temporarily in our trailer at one of our drop yard locations or at a location designated by a customer. Our revenue is categorized as either Freight Revenue or Fuel Surcharge Revenue, and both are earned by performing the same freight transportation services, as discussed further below.

 

7

 

Freight Revenue – revenue generated by the performance of the freight transportation service, including any accessorial service, provided to customers.

 

Fuel Surcharge Revenue – revenue designed to adjust freight revenue rates to an agreed-upon base cost for diesel fuel. Diesel fuel prices can fluctuate widely during the term of a contract with a customer. At the point that freight revenue rates are negotiated with customers, a sliding scale is agreed upon that approximately adjusts diesel fuel costs to an agreed-upon base amount. In general, as fuel prices increase, revenue from fuel surcharge increases, so that diesel fuel cost is adjusted to the approximate base amount agreed upon.

 

Revenue is recognized over time as the freight progresses towards its destination and the transportation service obligation is fulfilled. For loads picked up during the reporting period, but delivered in a subsequent reporting period, revenue is allocated to each period based on the transit time in each period as a percentage of total transit time. There are no assets or liabilities recorded in conjunction with revenue recognized, other than accounts receivable and estimated credit losses.

 

 

NOTE D: MARKETABLE EQUITY SECURITIES

The Company’s investments in marketable securities consist of equity securities with readily determinable fair values. The cost of securities sold is based on the specific identification method, and interest and dividends on securities are included in non-operating income.

 

Marketable equity securities are carried at fair value, with gains and losses in fair market value included in the determination of net income. The fair value of marketable equity securities is determined based on quoted market prices in active markets, as described in Note J.

 

The following table sets forth market value, cost, and unrealized gains on equity securities as of June 30, 2024 and December 31, 2023.

 

  

June 30, 2024

  

December 31, 2023

 
  

(in thousands)

 

Fair market value

 $42,005  $43,203 

Cost

  27,492   30,294 

Unrealized gain

 $14,513  $12,909 

 

The following table sets forth the gross unrealized gains and losses on the Company’s marketable securities as of June 30, 2024 and December 31, 2023.

 

  

June 30, 2024

  

December 31, 2023

 
  

(in thousands)

 

Gross unrealized gains

 $16,443  $15,539 

Gross unrealized losses

  1,930   2,630 

Net unrealized gain

 $14,513  $12,909 

 

The following table shows the Company’s net realized gains during the three and six months ending on June 30, 2024 and 2023, respectively, on certain marketable equity securities.

 

  

Three Months Ended

  

Six Months Ended

 
  

June 30,

  

June 30,

 
  

2024

  

2023

  

2024

  

2023

 
  

(in thousands)

 

Sales proceeds

 $2,631  $-  $2,631  $- 

Cost of securities sold

  2,815   -   2,815   - 

Realized gain / (loss)

 $(184) $-  $(184) $- 

 

For the quarter ended June 30, 2024, the Company recognized dividends received of approximately $399,000 in non-operating income in its condensed consolidated statements of operations. For the six months ended June 30, 2024, the Company recognized dividends received of approximately $747,000 in non-operating income in its condensed consolidated statements of operations.

 

8

 

The Company’s equity securities are periodically used as collateral against any outstanding margin account borrowings. As of June 30, 2024, the Company had no outstanding borrowings under its margin account, which is no change from December 31, 2023, when the Company had no outstanding borrowings under the same account. Margin account borrowings, when utilized, are used for the purchase of marketable equity securities and as a source of short-term liquidity and are included in accrued expenses and other liabilities on our condensed consolidated balance sheets.

 

Our marketable equity securities portfolio had a net unrealized pre-tax loss in market value of approximately $1,153,000 during the second quarter of 2024, and a net unrealized pre-tax loss in market value of approximately $165,000 during the second quarter of 2023, which were reported as non-operating income in its condensed consolidated statements of operations for the respective periods.

 

 

NOTE E: STOCK-BASED COMPENSATION

The Company has maintained a stock incentive plan (the “Plan”) under which incentive and nonqualified stock options and other stock awards may be granted. Under the Plan, 3,000,000 shares were reserved for the issuance of stock awards to directors, officers, key employees, and others. The stock option exercise price and the restricted stock value under the Plan shall not be less than 85% of the fair market value of the Company’s common stock on the date the award is granted. The fair market value is determined by the closing price of the Company’s common stock, on its primary exchange, on the same date that the option or award is granted. This Plan expired on March 13, 2024, and no further grants may be made under the Plan. All outstanding unvested awards granted under the Plan, however, remain subject to the terms and conditions of the Plan. On February 15, 2024, the Company’s Board of Directors adopted a new 2024 Equity Incentive Plan (the “2024 Plan”), under which 1,600,000 shares are reserved for issuance of stock awards to employees, officers, directors, consultants and advisors of the Company. The 2024 Plan is subject to and will become effective upon approval by the Company’s shareholders at its upcoming annual meeting of shareholders.

 

During May 2024, the Company issued 2,130 unrestricted shares of common stock to non-employee directors. These shares had a grant date fair value of $17.60 per share, based on the closing price of the Company’s stock on the date of issuance.

 

The total grant date fair value of stock vested during the first six months of 2024 was approximately $550,000. The total pre-tax stock-based compensation expense, recognized in salaries, wages and benefits during the first six months of 2024, was approximately $393,000 and includes approximately $38,000 recognized as a result of the issuance of shares to certain non-employee directors. The recognition of stock-based compensation expense decreased both diluted and basic earnings per common share by approximately $0.01 during the first six months of 2024. As of June 30, 2024, the Company had stock-based compensation plans with total unvested stock-based compensation expense of approximately $1,779,000, which is being amortized on a straight-line basis over the remaining vesting period. As a result, the Company expects to recognize approximately $373,000 in additional compensation expense related to unvested stock awards during the remainder of 2024 and to recognize approximately $777,000, $494,000, and $136,000 in additional compensation expense related to unvested stock awards during the years 2025, 2026, and 2027, respectively.

 

The total grant date fair value of stock vested during the first six months of 2023 was approximately $400,000. The total pre-tax stock-based compensation expense, recognized in salaries, wages and benefits during the first six months of 2023, was approximately $242,000 and includes approximately $55,000 recognized as a result of the grant of shares to certain non-employee directors. The recognition of stock-based compensation expense decreased both diluted and basic earnings per common share by approximately $0.01 during the first six months of 2023. As of  June 30, 2023, the Company had stock-based compensation plans with total unvested stock-based compensation expense of approximately $2,482,000, which was being amortized on a straight-line basis over the remaining vesting period.

 

A summary of the status of the Company’s non-vested stock awards as of June 30, 2024, and changes during the six months ended June 30, 2024, is as follows:

 

  

Stock Awards

 
  

Number of

Shares

  

Weighted-

Average Grant

Date Fair Value

 

Non-vested at January 1, 2024

  198,859  $14.07 

Unrestricted Shares Issued

  2,130   17.60 

Canceled/forfeited/expired

  -   - 

Vested

  (21,351)  25.74 

Non-vested at June 30, 2024

  179,638  $12.73 

 

9

 
 

NOTE F: SEGMENT INFORMATION

The Company follows the guidance provided by ASC Topic 280, Segment Reporting, in its identification of operating segments. The Company has determined that it has a total of two operating segments whose primary operations can be characterized as either Truckload Services or Brokerage and Logistics Services; however, in accordance with the aggregation criteria provided by FASB ASC Topic 280, the Company has determined that the operations of the two operating segments have similar economic characteristics and can be aggregated into a single reportable segment, Motor Carrier Operations. Truckload Services revenues and Brokerage and Logistics Services revenues, each before fuel surcharges, were as follows:

 

 

  

Three Months Ended June 30,

  

Six Months Ended June 30,

 
  

2024

  

2023

  

2024

  

2023

 
  

Amount

  

%

  

Amount

  

%

  

Amount

  

%

  

Amount

  

%

 
  

(in thousands)

 

Truckload Services revenue

 $106,554   66.5  $120,226   66.0  $208,754   65.0  $245,424   65.4 

Brokerage and Logistics Services revenue

  53,659   33.5   61,856   34.0   112,428   35.0   130,112   34.6 

Total revenues

 $160,213   100.0  $182,082   100.0  $321,182   100.0  $375,536   100.0 

 

 

NOTE G: TREASURY STOCK

The Company’s stock repurchase program has been extended and expanded several times, most recently in July 2023, when the Board of Directors reauthorized 500,000 shares of common stock for repurchase under the initial September 2011 authorization. During the six months ended June 30, 2024, the Company repurchased 1,050 shares of its common stock at an aggregate cost of approximately $17,000 under this program. As of June 30, 2024, there remain 474,016 shares of common stock authorized for repurchase under this plan.

 

On April 24, 2024, the Company commenced a tender offer to repurchase up to 550,000 shares of the Company’s outstanding common stock at a price of not greater than $18.00 nor less than $15.50 per share. Following the expiration of the tender offer on May 22, 2024, the Company accepted 284,206 shares of its common stock for purchase at $18.00 per share, at an aggregate purchase price of approximately $5.1 million, excluding fees and expenses related to the offer. The Company funded the purchase of the accepted shares tendered with available cash and accounted for the repurchase of these shares as treasury stock on the Company’s condensed consolidated balance sheet as of June 30, 2024.

 

The Company accounts for treasury stock using the cost method. As of June 30, 2024, 581,586 shares were held in the treasury at an aggregate cost of approximately $13,995,000.

 

 

NOTE H: EARNINGS PER SHARE

Basic earnings per share is computed based on the weighted average number of shares of common stock outstanding during the period. Diluted earnings per share is computed by adjusting the weighted average number of shares of common stock outstanding by common stock equivalents attributable to dilutive restricted stock. The computation of diluted earnings per share does not assume conversion, exercise, or contingent issuance of securities that would have an anti-dilutive effect on earnings per share. The computations of basic and diluted earnings per share were as follows:

  

Three Months Ended

  

Six Months Ended

 
  

June 30,

  

June 30,

 
  

2024

  

2023

  

2024

  

2023

 
  

(in thousands, except per share data)

 

Net (Loss)/Income

 $(2,910) $9,319  $(2,629) $14,550 
                 

Basic weighted average common shares outstanding

  21,932   22,036   21,981   22,092 

Dilutive effect of common stock equivalents

  -   146   -   161 

Diluted weighted average common shares outstanding

  21,932   22,182   21,981   22,253 
                 

Basic (loss)/earnings per share

 $(0.13) $0.42  $(0.12) $0.66 

Diluted (loss)/earnings per share

 $(0.13) $0.42  $(0.12) $0.65 

 

10

 
 

NOTE I: INCOME TAXES

The Company and its subsidiaries are subject to U.S. and Canadian federal income tax laws as well as the income tax laws of multiple state jurisdictions. The major tax jurisdictions in which the Company operates generally provide for a deficiency assessment statute of limitations period of three years, and as a result, the Company’s tax years 2020 and forward remain open to examination in those jurisdictions.

 

In determining whether a tax asset valuation allowance is necessary, management, in accordance with the provisions of ASC 740-10-30, Accounting for Income Taxes, weighs all available evidence, both positive and negative, to determine whether, based on the weight of that evidence, a valuation allowance is necessary. If negative conditions exist which indicate a valuation allowance might be necessary, consideration is then given to what effect the future reversals of existing taxable temporary differences and the availability of tax strategies might have on future taxable income to determine the amount, if any, of the required valuation allowance. As of June 30, 2024, management determined that the future reversals of existing taxable temporary differences and available tax strategies would generate sufficient future taxable income to realize its tax assets and therefore a valuation allowance was not necessary.

 

The Company recognizes a tax benefit from an uncertain tax position only if it is more likely than not that the position will be sustained on examination by taxing authorities, based on the technical merits of the position. As of June 30, 2024, an adjustment to the Company’s condensed consolidated financial statements for uncertain tax positions has not been required as management believes that the Company’s tax positions taken in income tax returns filed or to be filed are supported by clear and unambiguous income tax laws. The Company recognizes interest and penalties related to uncertain income tax positions, if any, in income tax expense. During the six months ended June 30, 2024 and 2023, the Company has not recognized or accrued any interest or penalties related to uncertain income tax positions.

 

The Company’s effective income tax rates were 22.7% and 26.7% for the six months ended June 30, 2024 and 2023, respectively. Our effective tax rate for the six months ended June 30, 2024 differs from amounts computed by applying the United States federal statutory rates to pre-tax income primarily due to state income taxes.

 

11

 
 

NOTE J: FAIR VALUE OF FINANCIAL INSTRUMENTS

The Company’s financial instruments consist of cash and cash equivalents, marketable equity securities, accounts receivable, trade accounts payable, and borrowings.

 

The Company follows the guidance for financial assets and liabilities measured on a recurring basis. This guidance defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date and also establishes a fair value hierarchy which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The standard describes three levels of inputs that may be used to measure fair value:

 

 

Level 1:

Quoted market prices in active markets for identical assets or liabilities.

 

  

 
 

Level 2:

Inputs other than Level 1 inputs that are either directly or indirectly observable such as quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; inputs other than quoted prices that are observable; or other inputs not directly observable, but derived principally from, or corroborated by, observable market data.

 

 

 
 

Level 3:

Unobservable inputs that are supported by little or no market activity.

 

The Company utilizes the market approach to measure fair value for its financial assets and liabilities. The market approach uses prices and other relevant information generated by market transactions involving identical or comparable assets or liabilities.

 

At June 30, 2024, the following items are measured at fair value on a recurring basis:

 

  

Total

  

Level 1

  

Level 2

  

Level 3

 
  

(in thousands)

 
                 

Marketable equity securities

 $42,005  $42,005   -   - 

 

The Company’s investments in marketable securities are recorded at fair value based on quoted market prices. The carrying value of other financial instruments, including cash, accounts receivable, accounts payable, and accrued liabilities approximate fair value due to their short maturities.

 

The carrying amount for the line of credit approximates fair value because the line of credit interest rate is adjusted frequently.

 

For long-term debt other than the lines of credit, the fair values are estimated using discounted cash flow analyses, based on the Company’s current incremental borrowing rates for similar types of borrowing arrangements. The carrying value and estimated fair value of this other long-term debt at June 30, 2024 was as follows:

 

  

Carrying

Value

  

Estimated

Fair Value

 
  

(in thousands)

 
         

Long-term debt

 $266,021  $253,993 

 

The Company has not elected the fair value option for any of its financial instruments.

 

 

NOTE K: NOTES PAYABLE

During the first six months of 2024, the Company’s subsidiaries entered into installment obligations totaling approximately $39.9 million for the purpose of purchasing revenue equipment and other assets. These obligations are payable in monthly installments and are recorded in long-term debt and current maturities on the condensed consolidated balance sheets. The terms of these obligations range from 60 to 84 months.

 

 

NOTE L: LITIGATION

We are involved in certain claims and pending litigation arising from the ordinary conduct of business. We also provide accruals for claims within our self-insured retention amounts. We are currently self-insured for certain layers of auto liability claims in excess of $2.0 million. Therefore, we specifically reserve for claims that are expected to exceed $2.0 million when fully developed, based on the facts and circumstances of those claims.

 

If we experience claims that are not covered by our insurance or that exceed our estimated claim reserve, it could increase the volatility of our earnings and have a materially adverse effect on our financial condition, results of operations or cash flows.

 

12

 
 

NOTE M: LEASES

The Company currently leases shop, office and parking spaces in various locations in the United States and Mexico. The initial term for the majority of these leases is one year or less, with an option for early cancellation and an option to renew for subsequent one- month periods. These leases can be terminated by either party by providing notice to the other party of the intent to cancel or to not extend. Relatively short lease durations for these properties are intended to provide flexibility to the Company as changing operational needs and shifting opportunities often result in cancellation or non-renewal of these leases by the Company or the lessor.

 

The initial lease term for certain shop and office locations is for periods ranging from one to five years with early cancellation options. The Company prefers that leases include early cancellation provisions to prevent becoming locked into long-term leases that become operationally unjustified and to allow the flexibility to pursue more cost-effective options for similar properties if they become available. These leases often include the option to extend for additional periods, which may or may not be exercised. Based on historical experience, the Company does not always extend these leases, sometimes exercises the option to cancel leases early and sometimes lessors choose to cancel leases or not extend.

 

The Company leases trucks to owner-operators under our lease-to-own program. We also lease dock space to a related party at our Laredo, Texas terminal.

 

Right-of-Use Leases

 

The Company was party to operating leases that included initial terms ranging from three to five years. The initial terms of these leases have expired, and the leases are now subject to terms not exceeding one year. In accordance with the provisions of ASC Topic 842, because all of our leased properties are currently subject to leases not exceeding one year, we do not recognize any right-of-use assets or corresponding operating lease liability as of June 30, 2024.

 

Cash Flows

 

No new right-of-use asset was recognized as a non-cash asset addition that resulted from new operating lease liabilities during the six months ended June 30, 2024. Cash paid for amounts included in the present value of operating lease liabilities was $0.1 million during the six months ended June 30, 2024, and is included in operating cash flows within the condensed consolidated statement of cash flows.

 

Operating Lease Costs

 

  

Three Months Ended

  

Six Months Ended

 
  

June 30,

  

June 30,

 
  

2024

  

2023

  

2024

  

2023

 
  

(in thousands)

 

Long-term

 $29  $82  $114  $163 

Short-term

  825   761   1,680   1,499 

Total

 $854  $843  $1,794  $1,662 

 

 

Lease Revenue

The Company's operating lease revenue is disclosed in the table below.

 

  

Three Months Ended

  

Six Months Ended

 
  

June 30,

  

June 30,

 
  

2024

  

2023

  

2024

  

2023

 
  

(in thousands)

 

Leased truck revenue (recorded in revenue, before fuel surcharge)

 $2,501  $2,069  $4,492  $4,118 

Leased building space revenue (recorded in non-operating income)

  111   99   239   197 

Total lease revenue

 $2,612  $2,168  $4,731  $4,315 

 

 

The Company leases trucks to owner-operators under operating leases, which generally have a term of up to five years and include options to purchase the truck at the end of the lease. In the event that an independent contractor defaults on their lease, the Company generally leases the truck to another independent contractor.

 

As of June 30, 2024, the gross carrying value of trucks underlying these leases was $66.1 million and accumulated depreciation was $28.5 million. Depreciation is calculated on a straight-line basis over the estimated useful life of the equipment, down to an estimated salvage value. In most cases, the Company has agreements in place with certain manufacturers whereby salvage values are guaranteed by the manufacturer. In other cases, where salvage values are not guaranteed, estimates of salvage value are based on the expected market values of equipment at the time of disposal. During the quarter ended June 30, 2024, the Company incurred $2.2 million of depreciation expense for these assets.

 

13

 

The Company leases dock space to a related party at our Laredo, Texas, terminal. The dock space is depreciated in conjunction with the structures and improvements for the entire Laredo terminal on a straight-line basis over the estimated useful life of the assets. Lease income is recorded as a component of non-operating income in our condensed consolidated statements of operations.

 

 

Lease Receivables

 

Future minimum operating lease payments receivable at June 30, 2024:

 

  

(in thousands)

 
     

2024 (remaining)

 $4,846 

2025

  8,682 

2026

  5,422 

2027

  72 

2028 and thereafter

  - 

Total future minimum lease payments receivable

 $19,022 

 

 

NOTE N: NONCASH INVESTING AND FINANCING ACTIVITIES

The Company financed approximately $39.9 million in equipment purchases during the first six months of 2024 utilizing noncash financing.

 

 

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

 

FORWARD-LOOKING INFORMATION

Certain information included in this Quarterly Report on Form 10-Q constitutes “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements may relate to expected future financial and operating results, prospects, plans or events, and are thus prospective. Such forward-looking statements are subject to risks, uncertainties and other factors which could cause actual results to differ materially from future results expressed or implied by such forward-looking statements. Potential risks and uncertainties include, but are not limited to, excess capacity in the trucking industry; surplus inventories; recessionary economic cycles and downturns in customers’ business cycles; increases or rapid fluctuations in fuel prices, inflation, interest rates, fuel taxes, tolls, and license and registration fees; potential economic, business or operational disruptions or uncertainties due to public health crises; the resale value of the Company’s used equipment; the price and availability of new equipment consistent with anticipated acquisition and replacement plans; increases in compensation for and difficulty in attracting and retaining qualified drivers and owner-operators; increases in insurance premiums and deductible amounts relating to accident, cargo, workers’ compensation, health, and other claims; increases in the number or amount of claims for which the Company is self-insured; inability of the Company to continue to secure acceptable financing arrangements; seasonal factors such as harsh weather conditions that increase operating costs; competition from trucking, rail, and intermodal competitors including reductions in rates resulting from competitive bidding; the ability to identify acceptable acquisition candidates, consummate acquisitions, and integrate acquired operations; our ability to develop and implement suitable information technology systems and prevent failures in or breaches of such systems; the impact of pending or future litigation; general risks associated with doing business in Mexico, including, without limitation, exchange rate fluctuations, inflation, import duties, tariffs, quotas, political and economic instability and terrorism; the potential impact of new laws, regulations or policy, including, without limitation, laws and regulations governing the classification of independent contractors as employees, tariffs, import/export, trade and immigration regulations or policies; a significant reduction in or termination of the Company’s trucking service by a key customer; and other factors, including risk factors, included from time to time in filings made by the Company with the Securities and Exchange Commission. The Company undertakes no obligation to publicly update or revise forward-looking statements, whether as a result of new information, future events or otherwise. In light of these risks and uncertainties, the forward-looking events and circumstances discussed above and in company filings might not transpire.

 

CRITICAL ACCOUNTING ESTIMATES

There have been no material changes to our critical accounting policies and estimates from the information provided in Item 7, Managements Discussion and Analysis of Financial Condition and Results of Operations, included in our Form 10-K for the fiscal year ended December 31, 2023.

 

BUSINESS OVERVIEW

The Company is a holding company that owns subsidiaries engaged in providing truckload dry van carrier services transporting general commodities throughout the continental United States, as well as in the Canadian provinces of Ontario and Quebec. The Company’s consolidated operating subsidiaries also provide transportation services in Mexico through its gateways in Laredo and El Paso, Texas under agreements with Mexican carriers. Unless the context otherwise requires, this report presents information regarding the Company and its subsidiaries on a consolidated basis. The Company’s administrative headquarters are in Tontitown, Arkansas. From this location we manage operations conducted through our wholly-owned subsidiaries based in various locations around the United States and in Mexico and Canada. The operations of these subsidiaries can generally be classified into either truckload services or brokerage and logistics services. This designation is based primarily on the ownership of the asset that performed the freight transportation service. Truckload services are performed by Company divisions that generally utilize Company-owned trucks, long-term contractors, or single-trip contractors to transport loads of freight for customers, while brokerage and logistics services coordinate or facilitate the transport of loads of freight for customers and generally involve the utilization of single-trip contractors. Both our truckload operations and our brokerage and logistics operations have similar economic characteristics and are impacted by virtually the same economic factors as discussed elsewhere in this report.

 

 

For both operations, substantially all of our revenue is generated by transporting freight for customers and is predominantly affected by the rates per mile received from our customers, equipment utilization, and our percentage of non-compensated miles. These aspects of our business are carefully managed, and efforts are continuously underway to achieve favorable results. Truckload services revenues, excluding fuel surcharges, represented 66.5% and 66.0% of total revenues, excluding fuel surcharges, for the quarters ended June 30, 2024, and 2023, respectively. The remaining revenues, excluding fuel surcharges, were generated from brokerage and logistics services.

 

The main factors that impact our profitability on the expense side are costs incurred in transporting freight for our customers. Currently, our most challenging costs include fuel, driver recruitment, training, wage and benefits costs, independent broker costs (which we record as purchased transportation), insurance, maintenance and capital equipment costs.

 

In discussing our results of operations, we use revenue, before fuel surcharge (and fuel expense, net of fuel surcharge), because management believes that eliminating the impact of this sometimes volatile source of revenue allows a more consistent basis for comparing our results of operations from period to period. During the three months ended June 30, 2024 and 2023, approximately $22.7 million and $25.3 million, respectively, of the Company’s total revenue was generated from fuel surcharges. During the six months ended June 30, 2024 and 2023, approximately $44.4 million and $53.6 million, respectively, of the Company’s total revenue was generated from fuel surcharges. We may also discuss certain changes in our expenses as a percentage of revenue, before fuel surcharge, rather than absolute dollar changes. We do this because we believe the variable cost nature of certain expenses makes a comparison of changes in expenses as a percentage of revenue more meaningful than absolute dollar changes.

 

 

RESULTS OF OPERATIONS TRUCKLOAD SERVICES

The following table sets forth, for truckload services, the percentage relationship of expense items to operating revenues, before fuel surcharges, for the periods indicated. Fuel costs are reported net of fuel surcharges.

 

   

Three Months Ended

   

Six Months Ended

 
   

June 30,

   

June 30,

 
   

2024

   

2023

   

2024

   

2023

 
   

(percentages)

 
                                 

Operating revenues, before fuel surcharge

    100.0       100.0       100.0       100.0  
                                 

Operating expenses:

                               

Salaries, wages and benefits

    38.6       37.1       39.5       36.6  

Operating supplies and expenses

    11.5       11.7       12.0       11.0  

Rent and purchased transportation

    26.7       21.7       24.5       23.2  

Depreciation

    17.3       12.8       17.8       12.9  

Insurance and claims

    5.1       4.2       4.9       8.2  

Other

    4.6       5.4       5.2       4.5  

(Gain)/loss on sale or disposal of property

    (0.1 )     (0.2 )     0.0       (0.3 )

Total operating expenses

    103.7       92.7       103.9       96.1  

Operating (loss)/income

    (3.7 )     7.3       (3.9 )     3.9  

Non-operating income / (expense)

    0.1       0.7       1.8       0.7  

Interest expense

    (2.9 )     (1.4 )     (2.7 )     (1.5 )

(Loss)/Income before income taxes

    (6.5 )     6.6       (4.8 )     3.1  

 

 

THREE MONTHS ENDED JUNE 30, 2024 VS. THREE MONTHS ENDED JUNE 30, 2023

 

During the second quarter of 2024, truckload services revenue, before fuel surcharges, decreased 11.4% to $106.6 million as compared to $120.2 million during the second quarter of 2023. The decrease relates primarily to a 9.3% decrease in total miles travelled from 50.5 million for the second quarter of 2023 to 45.8 million for the second quarter of 2024 and to a 3.7% decrease in our rate per mile, from $2.17 for the second quarter of 2023 to $2.09 for the second quarter of 2024. The reduction in total miles was primarily driven by a 4.0% reduction in the average number of trucks operated combined with a 5.5% reduction in average miles driven by each truck for the second quarter of 2024 compared to the second quarter of 2023. The reduction in truck count and miles resulted from a less favorable freight market year over year, characterized by an oversupply of available trucks in the market compared to available freight.

 

 

 

Salaries, wages and benefits increased from 37.1% of revenues, before fuel surcharges, in the second quarter of 2023 to 38.6% of revenues, before fuel surcharges, during the second quarter of 2024. This percentage-based increase is explained by the interaction of salaries and wages with fixed-cost characteristics combined with the year to year reduction in second quarter revenue resulting in a year to year increase in this category when measured as a percentage of revenue.

 

Rent and purchased transportation increased from 21.7% of revenues, before fuel surcharges, during the second quarter of 2023 to 26.7% of revenues, before fuel surcharges, during the second quarter of 2024. The increase was primarily attributable to an increase in the proportion of miles driven by third-party carriers quarter over quarter, as the average number of third-party trucks increased from 367 during the second quarter of 2023 to 413 during the second quarter of 2024, while the average number of company trucks decreased from 2,061 to 1,920 during that same period.

 

Depreciation increased from 12.8% of revenues, before fuel surcharges, during the second quarter of 2023 to 17.3% of revenues, before fuel surcharges, during the second quarter of 2024. The increase relates primarily to an increase in cost for replacement revenue equipment compared to the cost of retired equipment and to the interaction of a decrease in operating revenues with the fixed-cost nature of depreciation expense.

 

Insurance and claims increased from 4.2% of revenues, before fuel surcharges, during the second quarter 2023 to 5.1% of revenues, before fuel surcharges, during the second quarter 2024. This increase relates to a 12.8% increase in auto liability premiums paid in the second quarter of 2024 compared to the second quarter of 2023.

 

Interest expense increased from 1.4% of revenues, before fuel surcharges, during the second quarter of 2023 to 2.9% of revenues, before fuel surcharges, during the second quarter of 2024. This increase is attributed to an increase in equipment note debt and to an increase in average borrowing rates from 3.49% during the second quarter of 2023 to 4.55% during the second quarter of 2024.

 

The truckload services division operating ratio, which measures the ratio of operating expenses, net of fuel surcharges, to operating revenues, before fuel surcharges, increased from 92.7% for the second quarter of 2023 to 103.7% for the second quarter of 2024.

 

 

SIX MONTHS ENDED JUNE 30, 2024 VS. SIX MONTHS ENDED JUNE 30, 2023

 

For the six months ended June 30, 2024, truckload services revenue, before fuel surcharges, decreased 15.0% to $208.8 million as compared to $245.4 million for the six months ended June 30, 2023. The decrease relates primarily to a 11.1% decrease in total miles travelled from 101.1 million during the first six months of 2023 to 89.9 million for the first six months of 2024 and to a 4.1% decrease in our rate per mile, from $2.19 for the first six months of 2023 to $2.10 for the first six months of 2024. The reduction in total miles was primarily driven by a 5.9% reduction in the average number of trucks operated combined with a 5.5% reduction in average miles driven by each truck for the first half of 2024 compared to the second half of 2023. The reduction in truck count and miles resulted from a less favorable freight market year over year, characterized by an oversupply of available trucks in the market compared to available freight.

 

Salaries, wages and benefits increased from 36.6% of revenues, before fuel surcharges, in the first six months of 2023 to 39.5% of revenues, before fuel surcharges, during the first six months of 2024. This year to year percentage-based increase is explained by the interaction of salaries and wages with fixed-cost characteristics combined with the year to year reduction in revenue recognized during the first half of the year.

 

Depreciation increased from 12.9% of revenues, before fuel surcharges, during the first six months of 2023 to 17.8% of revenues, before fuel surcharges, during the first six months of 2024. The increase relates primarily to an increase in cost for replacement revenue equipment compared to the cost of retired equipment and to the interaction of a decrease in operating revenues with the fixed-cost nature of depreciation expense.

 

Insurance and claims expense decreased from 8.2% of revenues, before fuel surcharges, during the first six months of 2023 to 4.9% of revenues before fuel surcharges, during the first six months of 2024. This decrease relates primarily to specific auto liability claims being settled in the latter half of 2023. This decrease was partially offset by a 12.8% increase in auto liability premiums year over year.

 

Non-operating income increased from 0.7% of revenues, before fuel surcharges, during the first six months of 2023 to 1.8% of revenues, before fuel surcharges, during the first six months of 2024. This increase resulted primarily from an increase in the market value of our marketable equity securities portfolio as of June 30, 2024 as compared to June 30, 2023.

 

 

Interest expense increased from 1.5% of revenues, before fuel surcharges, during the first six months of 2023 to 2.7% of revenues, before fuel surcharges, during the first six months of 2024. This increase is attributed to an increase in equipment note debt and to an increase in average borrowing rates from 3.49% as of June 30, 2023 to 4.55% as of June 30, 2024.

 

The truckload services division operating ratio, which measures the ratio of operating expenses, net of fuel surcharges, to operating revenues, before fuel surcharges, increased from 96.1% for the first six months of 2023 to 103.9% for the first six months of 2024.

 

 

RESULTS OF OPERATIONS LOGISTICS AND BROKERAGE SERVICES

The following table sets forth, for logistics and brokerage services, the percentage relationship of expense items to operating revenues, before fuel surcharges, for the periods indicated. Brokerage service operations occur specifically in certain divisions; however, brokerage operations occur throughout the Company in similar operations having substantially similar economic characteristics.

 

   

Three Months Ended

   

Six Months Ended

 
   

June 30,

   

June 30,

 
   

2024

   

2023

   

2024

   

2023

 
   

(percentages)

 
                                 

Operating revenues, before fuel surcharge

    100.0       100.0       100.0       100.0  
                                 

Operating expenses:

                               

Salaries, wages and benefits

    4.9       5.2       4.8       4.8  

Rent and purchased transportation

    86.4       84.4       86.2       83.4  

Other

    2.6       2.2       2.9       2.0  

Total operating expenses

    93.9       91.8       93.9       90.2  

Operating income

    6.1       8.2       6.1       9.8  

Non-operating income

    0.2       0.4       0.2       0.3  

Interest expense

    (0.5 )     (0.7 )     (0.5 )     (0.7 )

Income before income taxes

    5.8       7.9       5.8       9.4  

 

 

THREE MONTHS ENDED JUNE 30, 2024 VS. THREE MONTHS ENDED JUNE 30, 2023

 

During the second quarter of 2024, logistics and brokerage services revenue, before fuel surcharges, decreased 13.3% to $53.7 million as compared to $61.9 million during the second quarter of 2023. The decrease relates to a decrease in the average rates charged to customers, partially offset by an increase in the number of loads serviced during the second quarter of 2024 as compared to the second quarter of 2023.

 

Rents and purchased transportation increased from 84.4% of revenues, before fuel surcharges, during the second quarter of 2023 to 86.4% of revenues, before fuel surcharges, during the second quarter of 2024. The increase resulted from paying third-party carriers a larger percentage of customer revenue.

 

The logistics and brokerage services division operating ratio, which measures the ratio of operating expenses, net of fuel surcharges, to operating revenues, before fuel surcharges, increased from 91.8% for the second quarter of 2023 to 93.9% for the second quarter of 2024.

 

SIX MONTHS ENDED JUNE 30, 2024 VS. SIX MONTHS ENDED JUNE 30, 2023

 

During the first six months of 2024, logistics and brokerage services revenue, before fuel surcharges, decreased 13.6% to $112.4 million as compared to $130.1 million during the first six months of 2023. The decrease relates to a decrease in the average rates charged to customers, partially offset by an increase in the number of loads serviced during the first six months of 2024 as compared to the first six months of 2023.

 

Rents and purchased transportation increased from 83.4% of revenues, before fuel surcharges, during the first six months of 2023 to 86.2% of revenues, before fuel surcharges, during the first six months of 2024. The increase resulted from paying third-party carriers a larger percentage of customer revenue.

 

The logistics and brokerage services division operating ratio, which measures the ratio of operating expenses, net of fuel surcharges, to operating revenues, before fuel surcharges, increased from 90.2% for the first six months of 2023 to 93.9% for the first six months of 2024.

 

 

RESULTS OF OPERATIONS COMBINED SERVICES

 

THREE MONTHS ENDED JUNE 30, 2024 VS. THREE MONTHS ENDED JUNE 30, 2023

 

In the second quarter of 2024, all divisions recognized a combined net loss of approximately $2.9 million, or 1.8% in excess of revenues, before fuel surcharges as compared to net income of $9.3 million, or 5.1% of revenues, before fuel surcharges for the second quarter of 2023. The decrease in net income resulted in diluted loss per share of $(0.13) for the second quarter of 2024 as compared to diluted earnings per share of $0.42 for the second quarter of 2023.

 

SIX MONTHS ENDED JUNE 30, 2024 VS. SIX MONTHS ENDED JUNE 30, 2023

 

For the first six months of 2024, all divisions recognized a combined net loss of approximately $2.6 million, or 0.8% in excess of revenues, before fuel surcharges as compared to net income of $14.6 million, or 3.8% of revenues, before fuel surcharges for the first six months of 2024. The decrease in net income resulted in a diluted loss per share of $(0.12) for the first six months of 2024 as compared to diluted earnings per share of $0.65 for the first six months of 2023.

 

LIQUIDITY AND CAPITAL RESOURCES

Our business has required, and will continue to require, a significant investment in new revenue equipment. Our primary sources of liquidity have been funds provided by operations, proceeds from the sales of revenue equipment, and borrowings under our credit facilities, installment notes, and investment margin account.

 

During the first six months of 2024, we generated $28.3 million in cash from operating activities. Investing activities used $16.1 million in cash in the first six months of 2024. Financing activities used $40.8 million in cash in the first six months of 2024.

 

Our primary use of funds is for the purchase of revenue equipment. We typically use installment notes with fixed interest rates and terms ranging from 36 to 84 months, our existing line of credit on an interim basis, proceeds from the sale or trade of equipment, and cash flows from operations to finance capital expenditures and repay long-term debt. During the first six months of 2024, we utilized cash on hand, our line of credit and long-term debt to finance purchases of revenue equipment and other assets of approximately $36.4 million.

 

During the remainder of 2024, we expect to purchase approximately 430 trucks and 1,000 trailers while continuing to sell or trade older equipment, which we expect to result in net capital expenditures of approximately $66.5 million.

 

On April 24, 2024, we commenced a tender offer to repurchase up to 550,000 shares of the Company’s outstanding common stock at a price of not greater than $18.00 nor less than $15.50 per share. Following the expiration of the tender offer on May 22, 2024, we accepted 284,206 shares of our common stock for purchase at $18.00 per share, at an aggregate purchase price of approximately $5.1 million, excluding fees and expenses related to the offer. The Company funded the purchase of the accepted shares tendered with available cash.

 

We currently intend to retain our future earnings to finance our growth and do not anticipate paying cash dividends in the foreseeable future.

 

During the first six months of 2024, we maintained a revolving line of credit. Amounts outstanding under the line bear interest at Term SOFR plus 1.35% (6.68% at June 30, 2024), are secured by our trade accounts receivable and mature on July 1, 2026. An “unused fee” of 0.25% is charged if average borrowings are less than $18.0 million. At June 30, 2024 outstanding advances on the line of credit were approximately $0.1 million, consisting of letters of credit, with availability to borrow $59.9 million.

 

Trade accounts receivable increased from $80.6 million at December 31, 2023 to $92.3 million at June 30, 2024. The increase was a result of an increase in revenues, which flow through accounts receivable, during the final month of the quarter ending June 30, 2024 compared to the final month of the year ending December 31, 2023. Additionally, the company’s cash suspense decreased during the first six months of 2024 as compared to the fourth quarter of 2023.

 

Prepaid expenses and deposits decreased from $13.2 million at December 31, 2023 to $9.4 million at June 30, 2024. The decrease relates to the normal amortization of items prepaid as of December 31, 2023.

 

Revenue equipment decreased from $689.2 million at December 31, 2023 to $682.1 million at June 30, 2024. The decrease is primarily due to the disposition of aging trucks and trailers during the first six months of 2024, partially offset by purchases of new trucks and trailers during the first six months of 2024.

 

Land increased from $23.1 million at December 31, 2023 to $30.4 million at June 30, 2024. The increase is primarily due to the purchase of land in El Paso, Texas that will serve as an additional terminal for our truckload operations.

 

 

Accounts payable decreased from $62.7 million at December 31, 2023 to $40.0 million at June 30, 2024. This decrease was primarily attributable to payments made in the first six months of 2024 on contracts for revenue equipment placed in service, but not yet paid for at December 31, 2023. As of June 30, 2024, our accounts payable includes outstanding invoices for revenue equipment totaling $1.4 million.

 

Long-term debt and current maturities of long term-debt are reviewed on an aggregate basis, as the classification of amounts in each category are typically affected merely by the passage of time. Long-term debt and current maturities of long-term debt, on an aggregate basis, increased from $261.7 million at December 31, 2023 to $266.0 million at June 30, 2024. The increase was primarily related to the financing of additional revenue equipment during the first six months of 2024.

 

 

NEW ACCOUNTING PRONOUNCEMENTS

See Note B to the condensed consolidated financial statements for a description of the most recent accounting pronouncements and their impact, if any, on the Company.

 

 

Item 3. Quantitative and Qualitative Disclosures about Market Risk.

 

Our primary market risk exposures include equity price risk, interest rate risk, commodity price risk (the price paid to obtain diesel fuel for our trucks), and foreign currency exchange rate risk. The potential adverse impacts of these risks are discussed below. While the Company has used derivative financial instruments in the past to manage its interest rate and commodity price risks, the Company does not currently enter into such instruments for risk management purposes or for speculation or trading.

 

The following sensitivity analyses do not consider the effects that an adverse change in the overall economy may have, nor do they consider additional actions we may take to mitigate our exposure to such changes. Actual results of changes in prices or rates may differ materially from the hypothetical results described below.

 

Equity Price Risk

We hold certain actively traded marketable equity securities, which subjects the Company to fluctuations in the fair market value of its investment portfolio based on the current market price of such securities. The recorded value of marketable equity securities decreased to $42.0 million at June 30, 2024 from $43.2 million at December 31, 2023. A 10% decrease in the market price of our marketable equity securities would cause a corresponding 10% decrease in the carrying amounts of these securities, or approximately $4.2 million. For additional information with respect to the marketable equity securities, see Note D to our condensed consolidated financial statements.

 

Interest Rate Risk

Our line of credit bears interest at a floating rate equal to SOFR plus a fixed percentage. Accordingly, changes in SOFR, which are affected by changes in interest rates, or a change to a new index rate, will affect the interest rate on, and therefore our costs under, the line of credit. Assuming $18.0 million of variable rate debt was outstanding under our line of credit for a full fiscal year, a hypothetical 100 basis point increase in SOFR would result in approximately $180,000 of additional interest expense.

 

Commodity Price Risk

Prices and availability of all petroleum products are subject to political, economic, and market factors that are generally outside of our control. Accordingly, the price and availability of diesel fuel, as well as other petroleum products, can be unpredictable. Because our operations are dependent upon diesel fuel, significant increases in diesel fuel costs could materially and adversely affect our results of operations and financial condition. Based upon our 2023 fuel consumption, a 10% increase in the average annual price per gallon of diesel fuel would increase our annual fuel expenses by $8.2 million.

 

Foreign Currency Exchange Rate Risk

We are exposed to foreign currency exchange rate risk related to the activities of our branch office located in Mexico. Currently, we do not hedge our exchange rate exposure through any currency forward contracts, currency options, or currency swaps as all of our revenues, and substantially all of our expenses and capital expenditures, are transacted in U.S. dollars. However, certain operating expenditures and capital purchases related to our Mexico branch office are incurred in or exposed to fluctuations in the exchange rate between the U.S. dollar and the Mexican peso. Based on 2023 expenditures denominated in pesos, a 10% increase in the exchange rate would increase our annual operating expenses by $0.9 million.

 

 

Item 4. Controls and Procedures.

 

Evaluation of disclosure controls and procedures. Our management, with the participation of our chief executive officer and chief financial officer, evaluated the effectiveness of our disclosure controls and procedures pursuant to Rule 13a-15 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”). In designing and evaluating the disclosure controls and procedures, management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives. In addition, the design of disclosure controls and procedures must reflect the fact that there are resource constraints and that management is required to apply its judgment in evaluating the benefits of possible controls and procedures relative to their costs.

 

Based on management’s evaluation, our chief executive officer and chief financial officer concluded that, as of June 30, 2024, our disclosure controls and procedures are designed at a reasonable assurance level and are effective to provide reasonable assurance that information we are required to disclose in reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in Securities and Exchange Commission rules and forms, and that such information is accumulated and communicated to our management, including our chief executive officer and chief financial officer, as appropriate, to allow timely decisions regarding required disclosure.

 

Changes in internal controls over financial reporting. We regularly review our system of internal control over financial reporting and make changes to our processes and systems to improve controls and increase efficiency, while ensuring that we maintain an effective internal control environment. Changes may include such activities as implementing new, more efficient systems, consolidating activities, and migrating processes.

 

There were no changes in our internal control over financial reporting that occurred during the quarter ended June 30, 2024, that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

 

 

PART II. OTHER INFORMATION

 

Item 1. Legal Proceedings.

 

We are involved in certain claims and pending litigation arising from the ordinary conduct of business. We also provide accruals for claims within our self-insured retention amounts. We are currently self-insured for certain layers of auto liability claims in excess of $2.0 million. Therefore, we specifically reserve for claims that are expected to exceed $2.0 million when fully developed, based on the facts and circumstances of those claims. If we experience claims that are not covered by our insurance or that exceed our estimated claim reserve, it could increase the volatility of our earnings and have a materially adverse effect on our financial condition, results of operations or cash flows.

 

Item 1A. Risk Factors.

 

There have been no material changes to the Company’s risk factors as previously disclosed in Item 1A to Part I of the Company’s Annual Report on Form 10-K for the year ended December 31, 2023.

 

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.

 

Unregistered Sales of Equity Securities

On May 9, 2024, we issued an aggregate of 2,130 shares of our common stock to non-employee members of our Board of Directors who elected to receive a portion of their annual director retainer in Company stock. These shares were valued based on the closing market price per share of our common stock of $17.60 on May 9, 2024, for an aggregate value of $37,488. The shares were issued to our non-employee directors in private transactions exempt from registration pursuant to Section 4(a)(2) of the Securities Act of 1933, as amended.

 

Repurchases of Equity Securities

The Company’s stock repurchase program has been extended and expanded several times, most recently in July 2023, when the Board of Directors reauthorized 500,000 shares of common stock for repurchase under the initial September 2011 authorization. Since the reauthorization, the Company has repurchased 25,984 shares of its common stock under this repurchase program.

 

On April 24, 2024, the Company commenced a tender offer to repurchase up to 550,000 shares of the Company’s outstanding common stock at a price of not greater than $18.00 nor less than $15.50 per share. Following the expiration of the tender offer on May 22, 2024, the Company accepted 284,206 shares of its common stock for purchase at $18.00 per share, at an aggregate purchase price of approximately $5.1 million, excluding fees and expenses related to the offer. The Company funded the purchase of the accepted shares tendered with available cash and accounted for the repurchase of these shares as treasury stock on the Company’s condensed consolidated balance sheet as of June 30, 2024.

 

The following table summarizes the Company’s common stock repurchases during the second quarter of 2024. No shares were purchased during the quarter other than through this program or through the 2024 tender offer, and all purchases were made by or on behalf of the Company and not by any “affiliated purchaser.”

 

Issuer Purchases of Equity Securities

                               
Period  

Total number

of shares

purchased

   

Average

price paid

per share

   

Total number of

shares purchased

as part of publicly

announced plans

or programs

   

Maximum number

of shares that may

yet be purchased

under the plans or

programs (1)

 

April 1-30, 2024

    -       -       -       475,066  

May 1-31, 2024

    284,206 (2)     18.00       -       475,066  

June 1-30, 2024

    1,050       16.25       1,050       474,016  

Total

    285,256     $ 17.99       1,050          

 

 

(1)

The Company’s stock repurchase program does not have an expiration date.

 

(2)

Consists of shares purchased pursuant to the 2024 tender offer.

 

 

 

Item 5. Other Information.

 

Rule 10b5-1 Trading Arrangements

During the three months ended June 30, 2024, none of our directors or officers 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 Regulation S-K.

 

 

2024 Annual Meeting

The Company has set Thursday, October 31, 2024 as the revised date of the Company’s 2024 annual meeting of shareholders (the “2024 Annual Meeting”). Shareholders of record on September 5, 2024 will be entitled to receive notice of and to vote at the 2024 annual meeting or any adjournment thereof. The time and location of the 2024 Annual Meeting will be specified in the Company’s definitive proxy statement for the 2024 Annual Meeting.

 

Because the meeting date for the 2024 Annual Meeting has changed by more than 30 days from the anniversary date of the Company’s 2023 annual meeting of shareholders, prior deadlines regarding the submission of shareholder proposals in connection with the 2024 Annual Meeting are no longer applicable. In accordance with Rule 14a-5(f) under the Exchange Act, the Company is providing shareholders with new information with respect to the submission of proposals intended to be included in the Company’s proxy materials under Rule 14a-8 promulgated under the Exchange Act (“Rule 14a-8”).

 

Pursuant to Rule 14a-8, the deadline for receipt of shareholder proposals intended to be included in the Company’s proxy materials must be a reasonable time before the Company begins to print and send such proxy materials. Such proposals must be received by the Company’s Secretary at the Company’s principal executive office, Post Office Box 188, Tontitown, Arkansas 72770, on or before the close of business on August 16, 2024, which the Company has determined to be a reasonable time before it expects to begin to print and send its proxy materials. Proposals must comply with the requirements of Rule 14a-8 and the interpretations thereof and may be omitted from the proxy materials if not in compliance with applicable requirements.

 

Pursuant to our bylaws, if a shareholder intends to present certain matters, including nominations for the election of directors, at the 2024 Annual Meeting, the notice must be delivered to our principal executive offices and received by August 16, 2024. In addition to complying with this deadline, shareholder nominations or proposals intended to be considered for inclusion in the Company’s proxy materials for the 2024 Annual Meeting must also comply with our bylaws, all applicable rules and regulations promulgated by the SEC under the Exchange Act, including the additional requirements of Rule 14a-19(b) under the Exchange Act, and Delaware law, as applicable.

 

22

 
 

Exhibit Number

Exhibit Description

     

3.1

 

Amended and Restated Certificate of Incorporation of the Registrant (incorporated by reference to Exhibit 3.1 of the Company's Form 10-Q filed on May 15, 2002)

3.2

 

Certificate of Amendment of Amended and Restated Certificate of Incorporation of the Registrant, filed with the Secretary of State of the State of Delaware on April 30, 2020 (incorporated by reference to Exhibit 3.1 of the Company’s Form 8-K filed on May 1, 2020)

3.3

 

Certificate of Amendment of Amended and Restated Certificate of Incorporation of the Registrant, filed with the Secretary of State of the State of Delaware on May 10, 2022

3.4

 

Second Amended and Restated By-Laws of the Registrant (incorporated by reference to Exhibit 3.1 of the Company's Form 8-K filed on February 22, 2024)

31.1

 

Rule 13a-14(a) Certification of Principal Executive Officer

31.2

 

Rule 13a-14(a) Certification of Principal Financial Officer

32.1

 

Certification Pursuant to 18 U.S.C. Section 1350 as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

101.INS

 

Inline XBRL Instance Document

101.SCH

 

Inline XBRL Taxonomy Extension Schema Document

101.CAL

 

Inline XBRL Taxonomy Extension Calculation Linkbase Document

101.DEF

 

Inline XBRL Taxonomy Extension Definition Linkbase Document

101.LAB

 

Inline XBRL Taxonomy Extension Labels Linkbase Document

101.PRE

 

Inline XBRL Taxonomy Extension Presentation Linkbase Document

104

 

Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

 

 

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.

 

 

 

P.A.M. TRANSPORTATION SERVICES, INC.

 
     
     

Dated: August 6, 2024

By: /s/ Joseph A. Vitiritto

 
 

Joseph A. Vitiritto

 
 

President and Chief Executive Officer

 
 

(principal executive officer)

 
     

Dated: August 6, 2024

By: /s/ Lance K. Stewart

 
 

Lance K. Stewart

 
 

Vice President-Finance, Chief Financial

 
 

Officer, and Treasurer

 
 

(principal accounting and financial officer)

 

 

24

EXHIBIT 31.1

 

RULE 13a-14(a) CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER

 

 

I, JOSEPH A. VITIRITTO, President and Chief Executive Officer, certify that:

 

(1)

I have reviewed this quarterly report on Form 10-Q of P.A.M. Transportation Services, Inc., a Delaware corporation;

 

(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 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 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 6, 2024  
   
/s/ Joseph A. Vitiritto  
Joseph A. Vitiritto  
President and Chief Executive Officer  
(principal executive officer)  

 

 

 

EXHIBIT 31.2

 

RULE 13a-14(a) CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER

 

 

I, LANCE K. STEWART, Chief Financial Officer, certify that:

 

(1)

I have reviewed this quarterly report on Form 10-Q of P.A.M. Transportation Services, Inc., a Delaware corporation;

 

(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 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 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 6, 2024  
   
/s/ Lance K. Stewart  
Lance K. Stewart  
Vice President-Finance, Chief Financial  
Officer, and Treasurer  
(principal accounting and financial officer)  

 

 

EXHIBIT 32.1

 

 

CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

 

 

In connection with the Quarterly Report of P.A.M. Transportation Services, Inc. (the “Company”) on Form 10-Q for the period ending June 30, 2024 (the “Report”) as filed with the Securities and Exchange Commission, each of the undersigned hereby certifies, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

 

 

(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 6, 2024  
   
/s/ Joseph A. Vitiritto  
Joseph A. Vitiritto  
President and Chief Executive Officer  
(principal executive officer)  
   
/s/ Lance K. Stewart  
Lance K. Stewart  
Vice President-Finance, Chief Financial  
Officer, and Treasurer  
(principal accounting and financial officer)  

 

 
v3.24.2.u1
Document And Entity Information - shares
6 Months Ended
Jun. 30, 2024
Jul. 18, 2024
Document Information [Line Items]    
Entity Central Index Key 0000798287  
Entity Registrant Name PAM TRANSPORTATION SERVICES INC  
Amendment Flag false  
Current Fiscal Year End Date --12-31  
Document Fiscal Period Focus Q2  
Document Fiscal Year Focus 2024  
Document Type 10-Q  
Document Quarterly Report true  
Document Period End Date Jun. 30, 2024  
Document Transition Report false  
Entity Incorporation, State or Country Code DE  
Entity File Number 0-1507  
Entity Tax Identification Number 71-0633135  
Entity Address, Address Line One 297 West Henri De Tonti  
Entity Address, City or Town Tontitown  
Entity Address, State or Province AR  
Entity Address, Postal Zip Code 72770  
City Area Code 479  
Local Phone Number 361-9111  
Title of 12(b) Security Common Stock, $.01 par value  
Trading Symbol PTSI  
Security Exchange Name NASDAQ  
Entity Current Reporting Status Yes  
Entity Interactive Data Current Yes  
Entity Filer Category Accelerated Filer  
Entity Small Business true  
Entity Emerging Growth Company false  
Entity Shell Company false  
Entity Common Stock, Shares Outstanding   21,755,011
v3.24.2.u1
Condensed Consolidated Balance Sheets (Current Period Unaudited) - USD ($)
Jun. 30, 2024
Dec. 31, 2023
Current assets:    
Cash and cash equivalents $ 71,984,000 $ 100,614,000
Accounts receivable-net:    
Trade, less current estimated credit loss of $5,974 and $7,717, respectively 92,324,000 80,604,000
Other 6,444,000 7,203,000
Inventories 2,326,000 2,321,000
Prepaid expenses and deposits 9,407,000 13,213,000
Marketable equity securities 42,005,000 43,203,000
Income taxes refundable 4,473,000 3,883,000
Total current assets 228,963,000 251,041,000
Property and equipment:    
Land 30,426,000 23,078,000
Structures and improvements 50,764,000 43,552,000
Revenue equipment 682,096,000 689,173,000
Office furniture and equipment 18,010,000 15,328,000
Total property and equipment 781,296,000 771,131,000
Accumulated depreciation (279,527,000) (266,412,000)
Net property and equipment 501,769,000 504,719,000
Other assets 2,795,000 4,697,000
TOTAL ASSETS 733,527,000 760,457,000
Current liabilities:    
Accounts payable 40,034,000 62,652,000
Accrued expenses and other liabilities 16,798,000 16,799,000
Current maturities of long-term debt 54,881,000 57,645,000
Total current liabilities 111,713,000 137,096,000
Long-term debt - less current portion 211,140,000 204,064,000
Deferred income taxes 103,500,000 104,331,000
Other long-term liabilities 500,000 750,000
Total liabilities 426,853,000 446,241,000
COMMITMENTS AND CONTINGENCIES (Note L)
STOCKHOLDERS' EQUITY    
Preferred stock, $.01 par value, 10,000,000 shares authorized; none issued 0 0
Common stock, $.01 par value, 50,000,000 shares authorized; 22,336,597 and 22,317,671 shares issued; 21,755,011 and 22,021,341 shares outstanding at June 30, 2024 and December 31, 2023, respectively 223,000 223,000
Additional paid-in capital 41,171,000 40,825,000
Treasury stock, at cost; 581,586 and 296,330 shares at June 30, 2024 and December 31, 2023, respectively (13,995,000) (8,736,000)
Retained earnings 279,275,000 281,904,000
Total stockholders’ equity 306,674,000 314,216,000
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 733,527,000 $ 760,457,000
v3.24.2.u1
Condensed Consolidated Balance Sheets (Current Period Unaudited) (Parentheticals) - USD ($)
$ in Thousands
Jun. 30, 2024
Dec. 31, 2023
Trade, allowance $ 5,974 $ 7,717
Preferred stock, par value (in dollars per share) $ 0.01 $ 0.01
Preferred stock, authorized (in shares) 10,000,000 10,000,000
Preferred stock, issued (in shares) 0 0
Common stock, par value (in dollars per share) $ 0.01 $ 0.01
Common stock, authorized (in shares) 50,000,000 50,000,000
Common stock, issued (in shares) 22,336,597 22,317,671
Common stock, outstanding (in shares) 21,755,011 22,021,341
Treasury shares (in shares) 581,586 296,330
v3.24.2.u1
Condensed Consolidated Statements of Operations (Unaudited) - USD ($)
shares in Thousands, $ in Thousands
3 Months Ended 6 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2024
Jun. 30, 2023
OPERATING REVENUES:        
Operating revenues $ 182,948 $ 207,412 $ 365,540 $ 429,136
OPERATING EXPENSES AND COSTS:        
Salaries, wages and benefits 43,759 47,828 87,822 96,106
Operating supplies and expenses 35,309 39,716 70,020 81,210
Rent and purchased transportation 74,803 78,329 148,082 165,425
Depreciation 18,705 15,757 37,640 32,254
Insurance and claims 5,464 5,045 10,325 20,059
Other 5,752 7,208 12,931 12,631
(Gain)/Loss on disposition of equipment (139) (260) 101 (836)
Total operating expenses and costs 183,653 193,623 366,921 406,849
OPERATING (LOSS)/INCOME (705) 13,789 (1,381) 22,287
NON-OPERATING INCOME 209 1,192 4,147 2,091
INTEREST EXPENSE (3,284) (2,163) (6,167) (4,519)
(LOSS)/INCOME BEFORE INCOME TAXES (3,780) 12,818 (3,401) 19,859
FEDERAL AND STATE INCOME TAX (BENEFIT)/EXPENSE:        
Current (47) 1,609 59 3,980
Deferred (823) 1,890 (831) 1,329
Total federal and state income tax (benefit)/expense (870) 3,499 (772) 5,309
Net income $ (2,910) $ 9,319 $ (2,629) $ 14,550
(LOSS)/INCOME PER COMMON SHARE:        
Basic (in dollars per share) $ (0.13) $ 0.42 $ (0.12) $ 0.66
Diluted (in dollars per share) $ (0.13) $ 0.42 $ (0.12) $ 0.65
AVERAGE COMMON SHARES OUTSTANDING:        
Basic (in shares) [1] 21,932 22,036 21,981 22,092
Diluted (in shares) [1] 21,932 22,182 21,981 22,253
Freight Transportation Service [Member]        
OPERATING REVENUES:        
Operating revenues $ 160,213 $ 182,082 $ 321,182 $ 375,536
Fuel Surcharge [Member]        
OPERATING REVENUES:        
Operating revenues $ 22,735 $ 25,330 $ 44,358 $ 53,600
[1] As adjusted for the Company’s 2-for-1 forward stock splits paid in August 2021 and March 2022, respectively.
v3.24.2.u1
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($)
$ in Thousands
6 Months Ended
Jun. 30, 2024
Jun. 30, 2023
OPERATING ACTIVITIES:    
Net Income/(Loss) $ (2,629) $ 14,550
Adjustments to reconcile net income to net cash provided by operating activities:    
Depreciation 37,640 32,254
Bad debt expense 2,406 1,977
Stock compensation-net of excess tax benefits 393 242
Provision for deferred income taxes (831) 1,329
(Gain) Loss on marketable equity securities (1,434) 454
(Gain)/Loss on disposition of equipment 101 (836)
Changes in operating assets and liabilities:    
Accounts receivable (13,366) 31,222
Prepaid expenses, deposits, inventories, and other assets 5,589 4,303
Income taxes payable (590) 2,653
Trade accounts payable 1,176 (8,007)
Accrued expenses and other liabilities (185) (12,670)
Net cash provided by operating activities 28,270 67,471
INVESTING ACTIVITIES:    
Purchases of property and equipment (36,441) (12,985)
Proceeds from disposition of equipment 17,707 8,549
Sales of marketable equity securities 2,631 0
Net cash used in investing activities (16,103) (4,436)
FINANCING ACTIVITIES:    
Borrowings under lines of credit 384,836 498,082
Repayments under lines of credit (384,836) (498,082)
Borrowings of long-term debt 0 0
Repayments of long-term debt (35,538) (34,312)
Borrowings under margin account 0 30
Repayments under margin account 0 (757)
Repurchases of common stock (5,259) (4,095)
Net cash (used in) / provided by financing activities (40,797) (39,134)
NET (DECREASE) INCREASE IN CASH, CASH EQUIVALENTS AND RESTRICTED CASH (28,630) 23,901
CASH, CASH EQUIVALENTS AND RESTRICTED CASH -Beginning of period 100,614 74,087
CASH, CASH EQUIVALENTS AND RESTRICTED CASH -End of period 71,984 97,988
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:    
Interest 6,193 4,546
Income taxes 669 1,655
NONCASH INVESTING AND FINANCING ACTIVITIES:    
Purchases of property and equipment included in accounts payable $ 1,353 $ 533
v3.24.2.u1
Condensed Consolidated Statements of Stockholders' Equity (Unaudited) - USD ($)
shares in Thousands, $ in Thousands
Common Stock Outstanding [Member]
Common Stock [Member]
Additional Paid-in Capital [Member]
Treasury Stock, Common [Member]
Retained Earnings [Member]
Total
Balance (in shares) at Dec. 31, 2022 22,166          
Balance at Dec. 31, 2022   $ 223 $ 40,472 $ (4,000) $ 263,488 $ 300,183
Net Income   0 0 0 5,231 5,231
Restricted stock issued (in shares) 7          
Stock based compensation   0 208 0
Treasury stock repurchases (in shares) (123)          
Treasury stock repurchases   0 0 (3,516) 0 (3,516)
Balance (in shares) at Mar. 31, 2023 22,050          
Balance at Mar. 31, 2023   223 40,680 (7,516) 268,719 302,106
Balance (in shares) at Dec. 31, 2022 22,166          
Balance at Dec. 31, 2022   223 40,472 (4,000) 263,488 300,183
Net Income           14,550
Balance (in shares) at Jun. 30, 2023 22,035          
Balance at Jun. 30, 2023   223 40,714 (8,095) 278,038 310,880
Balance (in shares) at Mar. 31, 2023 22,050          
Balance at Mar. 31, 2023   223 40,680 (7,516) 268,719 302,106
Net Income   0 0 0 9,319 9,319
Restricted stock issued (in shares) 6          
Stock based compensation   0 34 0 0 34
Treasury stock repurchases (in shares) (21)          
Treasury stock repurchases   0 0 (579) 0 (579)
Balance (in shares) at Jun. 30, 2023 22,035          
Balance at Jun. 30, 2023   223 40,714 (8,095) 278,038 310,880
Balance (in shares) at Dec. 31, 2023 22,021          
Balance at Dec. 31, 2023   223 40,825 (8,736) 281,904 314,216
Net Income   0 0 0 281 281
Restricted stock issued (in shares) 14          
Restricted stock issued   0 (46) 0 0 (46)
Stock based compensation   0 192 0 0 192
Balance (in shares) at Mar. 31, 2024 22,035          
Balance at Mar. 31, 2024   223 40,971 (8,736) 282,185 314,643
Balance (in shares) at Dec. 31, 2023 22,021          
Balance at Dec. 31, 2023   223 40,825 (8,736) 281,904 314,216
Net Income           (2,629)
Balance (in shares) at Jun. 30, 2024 21,755          
Balance at Jun. 30, 2024   223 41,171 (13,995) 279,275 306,674
Balance (in shares) at Mar. 31, 2024 22,035          
Balance at Mar. 31, 2024   223 40,971 (8,736) 282,185 314,643
Net Income   0 0 0 (2,910) (2,910)
Restricted stock issued (in shares) 5          
Restricted stock issued   0 0 0 0 0
Stock based compensation   0 200 0 0 200
Treasury stock repurchases (in shares) (285)          
Treasury stock repurchases   0 0 (5,259) 0 (5,259)
Balance (in shares) at Jun. 30, 2024 21,755          
Balance at Jun. 30, 2024   $ 223 $ 41,171 $ (13,995) $ 279,275 $ 306,674
v3.24.2.u1
Note A - Basis of Presentation
6 Months Ended
Jun. 30, 2024
Notes to Financial Statements  
Basis of Accounting [Text Block]

NOTE A: BASIS OF PRESENTATION

In accordance with generally accepted accounting principles (“GAAP”) and applicable rules of the Securities and Exchange Commission, the information reported in this Quarterly Report on Form 10-Q for P.A.M. Transportation Services, Inc. and its legally distinct subsidiaries, unless otherwise indicated, is presented on a consolidated basis. Unless the context otherwise requires, all references in this Quarterly Report on Form 10-Q to “P.A.M.,” the “Company,” “we,” “our,” or “us” mean P.A.M. Transportation Services, Inc. and its consolidated subsidiaries.

 

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with GAAP for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In management’s opinion, all adjustments (consisting of normal recurring adjustments) necessary for a fair presentation have been included. The consolidated balance sheet at December 31, 2023 has been derived from the audited financial statements at that date but does not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. Operating results for the six-month period ended June 30, 2024 are not necessarily indicative of the results that may be expected for the year ending December 31, 2024. For further information, refer to the consolidated financial statements and the footnotes thereto included in the Company’s annual report on Form 10-K for the year ended December 31, 2023.

 

v3.24.2.u1
Note B - Recent Accounting Pronouncements
6 Months Ended
Jun. 30, 2024
Notes to Financial Statements  
Accounting Standards Update and Change in Accounting Principle [Text Block]

NOTE B: RECENT ACCOUNTING PRONOUNCEMENTS

In December 2023, the Financial Accounting Standards Board (the "FASB") issued Accounting Standards Update, (“ASU”) No. 2023-09, (“ASU 2023-09”), Improvements to Income Tax Disclosures. ASU 2023-09 was issued to enhance the transparency and decision usefulness of income tax disclosures primarily related to the rate reconciliation and income taxes paid information. The guidance is effective for annual reporting periods beginning after December 15, 2024, with early adoption permitted. The Company has evaluated the new guidance and does not expect it to have a material impact on its financial condition, results of operations, or cash flows.

 

The Company considered the applicability and impact of ASU 2023-09 and all other accounting standard updates issued by the Financial Accounting Standards Board to the Accounting Standards Codification ("ASC") and determined there are not any ASUs that have not already been adopted which require significant consideration for disclosure as of June 30, 2024. Additionally, the Company did not adopt any new ASUs during the quarter ended June 30, 2024.

 

v3.24.2.u1
Note C - Revenue Recognition
6 Months Ended
Jun. 30, 2024
Notes to Financial Statements  
Revenue from Contract with Customer [Text Block]

NOTE C: REVENUE RECOGNITION

The Company has a single performance obligation, which is to transport our customer’s freight from a specified origin to a specified destination. The Company has the discretion to choose to self-transport or to arrange for alternate transportation to fulfill the performance obligation. Where the Company decides to self-transport the freight, the Company classifies the service as truckload services, and where the Company arranges for alternate transportation of the freight, the Company classifies the service as brokerage and logistics services. In either case, the Company is paid a rate to transport freight from its origin location to a specified destination. Because the primary factors influencing revenue recognition, including performance obligation, customer base, and timing of revenue recognition, are the same for both of its service categories, the Company utilizes the same revenue recognition method throughout its operations.

 

Company revenue is generated from freight transportation services performed utilizing heavy truck trailer combinations. While various ownership arrangements may exist for the equipment utilized to perform these services, including Company owned or leased, owner-operator owned, and third-party carriers, revenue is generated from the same base of customers. Contracts with these customers establish rates for services performed, which are predominantly rates that will be paid to pick up, transport and drop off freight at various locations. In addition to transportation, revenue is also awarded for various accessorial services performed in conjunction with the base transportation service. The Company also has other revenue categories that are not discussed in this note or broken out in our condensed consolidated statements of operations due to their immaterial amounts.

 

In fulfilling the Company’s obligation to transport freight from a specified origin to a specified destination, control of freight is transferred to us at the point it has been loaded into the driver’s trailer, the doors are sealed and the driver has signed a bill of lading, which is the basic transportation agreement that establishes the nature, quantity and condition of the freight loaded, the responsibility for invoice payment and the pickup and delivery locations. Our revenue is generated, and our customers receive benefit, as the freight progresses towards delivery locations. In the event our customer cancels the shipment at some point prior to the final delivery location and re-consigns the shipment to an alternate delivery location, we are entitled to receive payment for services performed for the partial shipment. Shipments are generally conducted over a relatively short time span, generally one to three days; however, freight is sometimes stored temporarily in our trailer at one of our drop yard locations or at a location designated by a customer. Our revenue is categorized as either Freight Revenue or Fuel Surcharge Revenue, and both are earned by performing the same freight transportation services, as discussed further below.

 

Freight Revenue – revenue generated by the performance of the freight transportation service, including any accessorial service, provided to customers.

 

Fuel Surcharge Revenue – revenue designed to adjust freight revenue rates to an agreed-upon base cost for diesel fuel. Diesel fuel prices can fluctuate widely during the term of a contract with a customer. At the point that freight revenue rates are negotiated with customers, a sliding scale is agreed upon that approximately adjusts diesel fuel costs to an agreed-upon base amount. In general, as fuel prices increase, revenue from fuel surcharge increases, so that diesel fuel cost is adjusted to the approximate base amount agreed upon.

 

Revenue is recognized over time as the freight progresses towards its destination and the transportation service obligation is fulfilled. For loads picked up during the reporting period, but delivered in a subsequent reporting period, revenue is allocated to each period based on the transit time in each period as a percentage of total transit time. There are no assets or liabilities recorded in conjunction with revenue recognized, other than accounts receivable and estimated credit losses.

 

v3.24.2.u1
Note D - Marketable Equity Securities
6 Months Ended
Jun. 30, 2024
Notes to Financial Statements  
Investments in Debt and Marketable Equity Securities (and Certain Trading Assets) Disclosure [Text Block]

NOTE D: MARKETABLE EQUITY SECURITIES

The Company’s investments in marketable securities consist of equity securities with readily determinable fair values. The cost of securities sold is based on the specific identification method, and interest and dividends on securities are included in non-operating income.

 

Marketable equity securities are carried at fair value, with gains and losses in fair market value included in the determination of net income. The fair value of marketable equity securities is determined based on quoted market prices in active markets, as described in Note J.

 

The following table sets forth market value, cost, and unrealized gains on equity securities as of June 30, 2024 and December 31, 2023.

 

  

June 30, 2024

  

December 31, 2023

 
  

(in thousands)

 

Fair market value

 $42,005  $43,203 

Cost

  27,492   30,294 

Unrealized gain

 $14,513  $12,909 

 

The following table sets forth the gross unrealized gains and losses on the Company’s marketable securities as of June 30, 2024 and December 31, 2023.

 

  

June 30, 2024

  

December 31, 2023

 
  

(in thousands)

 

Gross unrealized gains

 $16,443  $15,539 

Gross unrealized losses

  1,930   2,630 

Net unrealized gain

 $14,513  $12,909 

 

The following table shows the Company’s net realized gains during the three and six months ending on June 30, 2024 and 2023, respectively, on certain marketable equity securities.

 

  

Three Months Ended

  

Six Months Ended

 
  

June 30,

  

June 30,

 
  

2024

  

2023

  

2024

  

2023

 
  

(in thousands)

 

Sales proceeds

 $2,631  $-  $2,631  $- 

Cost of securities sold

  2,815   -   2,815   - 

Realized gain / (loss)

 $(184) $-  $(184) $- 

 

For the quarter ended June 30, 2024, the Company recognized dividends received of approximately $399,000 in non-operating income in its condensed consolidated statements of operations. For the six months ended June 30, 2024, the Company recognized dividends received of approximately $747,000 in non-operating income in its condensed consolidated statements of operations.

 

The Company’s equity securities are periodically used as collateral against any outstanding margin account borrowings. As of June 30, 2024, the Company had no outstanding borrowings under its margin account, which is no change from December 31, 2023, when the Company had no outstanding borrowings under the same account. Margin account borrowings, when utilized, are used for the purchase of marketable equity securities and as a source of short-term liquidity and are included in accrued expenses and other liabilities on our condensed consolidated balance sheets.

 

Our marketable equity securities portfolio had a net unrealized pre-tax loss in market value of approximately $1,153,000 during the second quarter of 2024, and a net unrealized pre-tax loss in market value of approximately $165,000 during the second quarter of 2023, which were reported as non-operating income in its condensed consolidated statements of operations for the respective periods.

 

v3.24.2.u1
Note E - Stock-based Compensation
6 Months Ended
Jun. 30, 2024
Notes to Financial Statements  
Compensation and Employee Benefit Plans [Text Block]

NOTE E: STOCK-BASED COMPENSATION

The Company has maintained a stock incentive plan (the “Plan”) under which incentive and nonqualified stock options and other stock awards may be granted. Under the Plan, 3,000,000 shares were reserved for the issuance of stock awards to directors, officers, key employees, and others. The stock option exercise price and the restricted stock value under the Plan shall not be less than 85% of the fair market value of the Company’s common stock on the date the award is granted. The fair market value is determined by the closing price of the Company’s common stock, on its primary exchange, on the same date that the option or award is granted. This Plan expired on March 13, 2024, and no further grants may be made under the Plan. All outstanding unvested awards granted under the Plan, however, remain subject to the terms and conditions of the Plan. On February 15, 2024, the Company’s Board of Directors adopted a new 2024 Equity Incentive Plan (the “2024 Plan”), under which 1,600,000 shares are reserved for issuance of stock awards to employees, officers, directors, consultants and advisors of the Company. The 2024 Plan is subject to and will become effective upon approval by the Company’s shareholders at its upcoming annual meeting of shareholders.

 

During May 2024, the Company issued 2,130 unrestricted shares of common stock to non-employee directors. These shares had a grant date fair value of $17.60 per share, based on the closing price of the Company’s stock on the date of issuance.

 

The total grant date fair value of stock vested during the first six months of 2024 was approximately $550,000. The total pre-tax stock-based compensation expense, recognized in salaries, wages and benefits during the first six months of 2024, was approximately $393,000 and includes approximately $38,000 recognized as a result of the issuance of shares to certain non-employee directors. The recognition of stock-based compensation expense decreased both diluted and basic earnings per common share by approximately $0.01 during the first six months of 2024. As of June 30, 2024, the Company had stock-based compensation plans with total unvested stock-based compensation expense of approximately $1,779,000, which is being amortized on a straight-line basis over the remaining vesting period. As a result, the Company expects to recognize approximately $373,000 in additional compensation expense related to unvested stock awards during the remainder of 2024 and to recognize approximately $777,000, $494,000, and $136,000 in additional compensation expense related to unvested stock awards during the years 2025, 2026, and 2027, respectively.

 

The total grant date fair value of stock vested during the first six months of 2023 was approximately $400,000. The total pre-tax stock-based compensation expense, recognized in salaries, wages and benefits during the first six months of 2023, was approximately $242,000 and includes approximately $55,000 recognized as a result of the grant of shares to certain non-employee directors. The recognition of stock-based compensation expense decreased both diluted and basic earnings per common share by approximately $0.01 during the first six months of 2023. As of  June 30, 2023, the Company had stock-based compensation plans with total unvested stock-based compensation expense of approximately $2,482,000, which was being amortized on a straight-line basis over the remaining vesting period.

 

A summary of the status of the Company’s non-vested stock awards as of June 30, 2024, and changes during the six months ended June 30, 2024, is as follows:

 

  

Stock Awards

 
  

Number of

Shares

  

Weighted-

Average Grant

Date Fair Value

 

Non-vested at January 1, 2024

  198,859  $14.07 

Unrestricted Shares Issued

  2,130   17.60 

Canceled/forfeited/expired

  -   - 

Vested

  (21,351)  25.74 

Non-vested at June 30, 2024

  179,638  $12.73 

 

v3.24.2.u1
Note F - Segment Information
6 Months Ended
Jun. 30, 2024
Notes to Financial Statements  
Segment Reporting and Concentration Risk Disclosure [Text Block]

NOTE F: SEGMENT INFORMATION

The Company follows the guidance provided by ASC Topic 280, Segment Reporting, in its identification of operating segments. The Company has determined that it has a total of two operating segments whose primary operations can be characterized as either Truckload Services or Brokerage and Logistics Services; however, in accordance with the aggregation criteria provided by FASB ASC Topic 280, the Company has determined that the operations of the two operating segments have similar economic characteristics and can be aggregated into a single reportable segment, Motor Carrier Operations. Truckload Services revenues and Brokerage and Logistics Services revenues, each before fuel surcharges, were as follows:

 

 

  

Three Months Ended June 30,

  

Six Months Ended June 30,

 
  

2024

  

2023

  

2024

  

2023

 
  

Amount

  

%

  

Amount

  

%

  

Amount

  

%

  

Amount

  

%

 
  

(in thousands)

 

Truckload Services revenue

 $106,554   66.5  $120,226   66.0  $208,754   65.0  $245,424   65.4 

Brokerage and Logistics Services revenue

  53,659   33.5   61,856   34.0   112,428   35.0   130,112   34.6 

Total revenues

 $160,213   100.0  $182,082   100.0  $321,182   100.0  $375,536   100.0 

 

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

NOTE G: TREASURY STOCK

The Company’s stock repurchase program has been extended and expanded several times, most recently in July 2023, when the Board of Directors reauthorized 500,000 shares of common stock for repurchase under the initial September 2011 authorization. During the six months ended June 30, 2024, the Company repurchased 1,050 shares of its common stock at an aggregate cost of approximately $17,000 under this program. As of June 30, 2024, there remain 474,016 shares of common stock authorized for repurchase under this plan.

 

On April 24, 2024, the Company commenced a tender offer to repurchase up to 550,000 shares of the Company’s outstanding common stock at a price of not greater than $18.00 nor less than $15.50 per share. Following the expiration of the tender offer on May 22, 2024, the Company accepted 284,206 shares of its common stock for purchase at $18.00 per share, at an aggregate purchase price of approximately $5.1 million, excluding fees and expenses related to the offer. The Company funded the purchase of the accepted shares tendered with available cash and accounted for the repurchase of these shares as treasury stock on the Company’s condensed consolidated balance sheet as of June 30, 2024.

 

The Company accounts for treasury stock using the cost method. As of June 30, 2024, 581,586 shares were held in the treasury at an aggregate cost of approximately $13,995,000.

 

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

NOTE H: EARNINGS PER SHARE

Basic earnings per share is computed based on the weighted average number of shares of common stock outstanding during the period. Diluted earnings per share is computed by adjusting the weighted average number of shares of common stock outstanding by common stock equivalents attributable to dilutive restricted stock. The computation of diluted earnings per share does not assume conversion, exercise, or contingent issuance of securities that would have an anti-dilutive effect on earnings per share. The computations of basic and diluted earnings per share were as follows:

  

Three Months Ended

  

Six Months Ended

 
  

June 30,

  

June 30,

 
  

2024

  

2023

  

2024

  

2023

 
  

(in thousands, except per share data)

 

Net (Loss)/Income

 $(2,910) $9,319  $(2,629) $14,550 
                 

Basic weighted average common shares outstanding

  21,932   22,036   21,981   22,092 

Dilutive effect of common stock equivalents

  -   146   -   161 

Diluted weighted average common shares outstanding

  21,932   22,182   21,981   22,253 
                 

Basic (loss)/earnings per share

 $(0.13) $0.42  $(0.12) $0.66 

Diluted (loss)/earnings per share

 $(0.13) $0.42  $(0.12) $0.65 

 

v3.24.2.u1
Note I - Income Taxes
6 Months Ended
Jun. 30, 2024
Notes to Financial Statements  
Income Tax Disclosure [Text Block]

NOTE I: INCOME TAXES

The Company and its subsidiaries are subject to U.S. and Canadian federal income tax laws as well as the income tax laws of multiple state jurisdictions. The major tax jurisdictions in which the Company operates generally provide for a deficiency assessment statute of limitations period of three years, and as a result, the Company’s tax years 2020 and forward remain open to examination in those jurisdictions.

 

In determining whether a tax asset valuation allowance is necessary, management, in accordance with the provisions of ASC 740-10-30, Accounting for Income Taxes, weighs all available evidence, both positive and negative, to determine whether, based on the weight of that evidence, a valuation allowance is necessary. If negative conditions exist which indicate a valuation allowance might be necessary, consideration is then given to what effect the future reversals of existing taxable temporary differences and the availability of tax strategies might have on future taxable income to determine the amount, if any, of the required valuation allowance. As of June 30, 2024, management determined that the future reversals of existing taxable temporary differences and available tax strategies would generate sufficient future taxable income to realize its tax assets and therefore a valuation allowance was not necessary.

 

The Company recognizes a tax benefit from an uncertain tax position only if it is more likely than not that the position will be sustained on examination by taxing authorities, based on the technical merits of the position. As of June 30, 2024, an adjustment to the Company’s condensed consolidated financial statements for uncertain tax positions has not been required as management believes that the Company’s tax positions taken in income tax returns filed or to be filed are supported by clear and unambiguous income tax laws. The Company recognizes interest and penalties related to uncertain income tax positions, if any, in income tax expense. During the six months ended June 30, 2024 and 2023, the Company has not recognized or accrued any interest or penalties related to uncertain income tax positions.

 

The Company’s effective income tax rates were 22.7% and 26.7% for the six months ended June 30, 2024 and 2023, respectively. Our effective tax rate for the six months ended June 30, 2024 differs from amounts computed by applying the United States federal statutory rates to pre-tax income primarily due to state income taxes.

 

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

NOTE J: FAIR VALUE OF FINANCIAL INSTRUMENTS

The Company’s financial instruments consist of cash and cash equivalents, marketable equity securities, accounts receivable, trade accounts payable, and borrowings.

 

The Company follows the guidance for financial assets and liabilities measured on a recurring basis. This guidance defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date and also establishes a fair value hierarchy which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The standard describes three levels of inputs that may be used to measure fair value:

 

 

Level 1:

Quoted market prices in active markets for identical assets or liabilities.

 

  

 
 

Level 2:

Inputs other than Level 1 inputs that are either directly or indirectly observable such as quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; inputs other than quoted prices that are observable; or other inputs not directly observable, but derived principally from, or corroborated by, observable market data.

 

 

 
 

Level 3:

Unobservable inputs that are supported by little or no market activity.

 

The Company utilizes the market approach to measure fair value for its financial assets and liabilities. The market approach uses prices and other relevant information generated by market transactions involving identical or comparable assets or liabilities.

 

At June 30, 2024, the following items are measured at fair value on a recurring basis:

 

  

Total

  

Level 1

  

Level 2

  

Level 3

 
  

(in thousands)

 
                 

Marketable equity securities

 $42,005  $42,005   -   - 

 

The Company’s investments in marketable securities are recorded at fair value based on quoted market prices. The carrying value of other financial instruments, including cash, accounts receivable, accounts payable, and accrued liabilities approximate fair value due to their short maturities.

 

The carrying amount for the line of credit approximates fair value because the line of credit interest rate is adjusted frequently.

 

For long-term debt other than the lines of credit, the fair values are estimated using discounted cash flow analyses, based on the Company’s current incremental borrowing rates for similar types of borrowing arrangements. The carrying value and estimated fair value of this other long-term debt at June 30, 2024 was as follows:

 

  

Carrying

Value

  

Estimated

Fair Value

 
  

(in thousands)

 
         

Long-term debt

 $266,021  $253,993 

 

The Company has not elected the fair value option for any of its financial instruments.

 

v3.24.2.u1
Note K - Notes Payable
6 Months Ended
Jun. 30, 2024
Notes to Financial Statements  
Long-Term Debt [Text Block]

NOTE K: NOTES PAYABLE

During the first six months of 2024, the Company’s subsidiaries entered into installment obligations totaling approximately $39.9 million for the purpose of purchasing revenue equipment and other assets. These obligations are payable in monthly installments and are recorded in long-term debt and current maturities on the condensed consolidated balance sheets. The terms of these obligations range from 60 to 84 months.

 

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

NOTE L: LITIGATION

We are involved in certain claims and pending litigation arising from the ordinary conduct of business. We also provide accruals for claims within our self-insured retention amounts. We are currently self-insured for certain layers of auto liability claims in excess of $2.0 million. Therefore, we specifically reserve for claims that are expected to exceed $2.0 million when fully developed, based on the facts and circumstances of those claims.

 

If we experience claims that are not covered by our insurance or that exceed our estimated claim reserve, it could increase the volatility of our earnings and have a materially adverse effect on our financial condition, results of operations or cash flows.

 

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

NOTE M: LEASES

The Company currently leases shop, office and parking spaces in various locations in the United States and Mexico. The initial term for the majority of these leases is one year or less, with an option for early cancellation and an option to renew for subsequent one- month periods. These leases can be terminated by either party by providing notice to the other party of the intent to cancel or to not extend. Relatively short lease durations for these properties are intended to provide flexibility to the Company as changing operational needs and shifting opportunities often result in cancellation or non-renewal of these leases by the Company or the lessor.

 

The initial lease term for certain shop and office locations is for periods ranging from one to five years with early cancellation options. The Company prefers that leases include early cancellation provisions to prevent becoming locked into long-term leases that become operationally unjustified and to allow the flexibility to pursue more cost-effective options for similar properties if they become available. These leases often include the option to extend for additional periods, which may or may not be exercised. Based on historical experience, the Company does not always extend these leases, sometimes exercises the option to cancel leases early and sometimes lessors choose to cancel leases or not extend.

 

The Company leases trucks to owner-operators under our lease-to-own program. We also lease dock space to a related party at our Laredo, Texas terminal.

 

Right-of-Use Leases

 

The Company was party to operating leases that included initial terms ranging from three to five years. The initial terms of these leases have expired, and the leases are now subject to terms not exceeding one year. In accordance with the provisions of ASC Topic 842, because all of our leased properties are currently subject to leases not exceeding one year, we do not recognize any right-of-use assets or corresponding operating lease liability as of June 30, 2024.

 

Cash Flows

 

No new right-of-use asset was recognized as a non-cash asset addition that resulted from new operating lease liabilities during the six months ended June 30, 2024. Cash paid for amounts included in the present value of operating lease liabilities was $0.1 million during the six months ended June 30, 2024, and is included in operating cash flows within the condensed consolidated statement of cash flows.

 

Operating Lease Costs

 

  

Three Months Ended

  

Six Months Ended

 
  

June 30,

  

June 30,

 
  

2024

  

2023

  

2024

  

2023

 
  

(in thousands)

 

Long-term

 $29  $82  $114  $163 

Short-term

  825   761   1,680   1,499 

Total

 $854  $843  $1,794  $1,662 

 

 

Lease Revenue

The Company's operating lease revenue is disclosed in the table below.

 

  

Three Months Ended

  

Six Months Ended

 
  

June 30,

  

June 30,

 
  

2024

  

2023

  

2024

  

2023

 
  

(in thousands)

 

Leased truck revenue (recorded in revenue, before fuel surcharge)

 $2,501  $2,069  $4,492  $4,118 

Leased building space revenue (recorded in non-operating income)

  111   99   239   197 

Total lease revenue

 $2,612  $2,168  $4,731  $4,315 

 

 

The Company leases trucks to owner-operators under operating leases, which generally have a term of up to five years and include options to purchase the truck at the end of the lease. In the event that an independent contractor defaults on their lease, the Company generally leases the truck to another independent contractor.

 

As of June 30, 2024, the gross carrying value of trucks underlying these leases was $66.1 million and accumulated depreciation was $28.5 million. Depreciation is calculated on a straight-line basis over the estimated useful life of the equipment, down to an estimated salvage value. In most cases, the Company has agreements in place with certain manufacturers whereby salvage values are guaranteed by the manufacturer. In other cases, where salvage values are not guaranteed, estimates of salvage value are based on the expected market values of equipment at the time of disposal. During the quarter ended June 30, 2024, the Company incurred $2.2 million of depreciation expense for these assets.

 

The Company leases dock space to a related party at our Laredo, Texas, terminal. The dock space is depreciated in conjunction with the structures and improvements for the entire Laredo terminal on a straight-line basis over the estimated useful life of the assets. Lease income is recorded as a component of non-operating income in our condensed consolidated statements of operations.

 

 

Lease Receivables

 

Future minimum operating lease payments receivable at June 30, 2024:

 

  

(in thousands)

 
     

2024 (remaining)

 $4,846 

2025

  8,682 

2026

  5,422 

2027

  72 

2028 and thereafter

  - 

Total future minimum lease payments receivable

 $19,022 

 

v3.24.2.u1
Note N - Noncash Investing and Financing Activities
6 Months Ended
Jun. 30, 2024
Notes to Financial Statements  
Noncash Investing and Financing Activities Disclosure [Text Block]

NOTE N: NONCASH INVESTING AND FINANCING ACTIVITIES

The Company financed approximately $39.9 million in equipment purchases during the first six months of 2024 utilizing noncash financing.

 

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

Item 5. Other Information.

 

Rule 10b5-1 Trading Arrangements

During the three months ended June 30, 2024, none of our directors or officers 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 Regulation S-K.

 

 

2024 Annual Meeting

The Company has set Thursday, October 31, 2024 as the revised date of the Company’s 2024 annual meeting of shareholders (the “2024 Annual Meeting”). Shareholders of record on September 5, 2024 will be entitled to receive notice of and to vote at the 2024 annual meeting or any adjournment thereof. The time and location of the 2024 Annual Meeting will be specified in the Company’s definitive proxy statement for the 2024 Annual Meeting.

 

Because the meeting date for the 2024 Annual Meeting has changed by more than 30 days from the anniversary date of the Company’s 2023 annual meeting of shareholders, prior deadlines regarding the submission of shareholder proposals in connection with the 2024 Annual Meeting are no longer applicable. In accordance with Rule 14a-5(f) under the Exchange Act, the Company is providing shareholders with new information with respect to the submission of proposals intended to be included in the Company’s proxy materials under Rule 14a-8 promulgated under the Exchange Act (“Rule 14a-8”).

 

Pursuant to Rule 14a-8, the deadline for receipt of shareholder proposals intended to be included in the Company’s proxy materials must be a reasonable time before the Company begins to print and send such proxy materials. Such proposals must be received by the Company’s Secretary at the Company’s principal executive office, Post Office Box 188, Tontitown, Arkansas 72770, on or before the close of business on August 16, 2024, which the Company has determined to be a reasonable time before it expects to begin to print and send its proxy materials. Proposals must comply with the requirements of Rule 14a-8 and the interpretations thereof and may be omitted from the proxy materials if not in compliance with applicable requirements.

 

Pursuant to our bylaws, if a shareholder intends to present certain matters, including nominations for the election of directors, at the 2024 Annual Meeting, the notice must be delivered to our principal executive offices and received by August 16, 2024. In addition to complying with this deadline, shareholder nominations or proposals intended to be considered for inclusion in the Company’s proxy materials for the 2024 Annual Meeting must also comply with our bylaws, all applicable rules and regulations promulgated by the SEC under the Exchange Act, including the additional requirements of Rule 14a-19(b) under the Exchange Act, and Delaware law, as applicable.

 

Rule 10b5-1 Arrangement Adopted [Flag] false  
Non-Rule 10b5-1 Arrangement Adopted [Flag] false  
Rule 10b5-1 Arrangement Terminated [Flag] false  
Non-Rule 10b5-1 Arrangement Terminated [Flag] false  
v3.24.2.u1
Note D - Marketable Equity Securities (Tables)
6 Months Ended
Jun. 30, 2024
Notes Tables  
Marketable Securities [Table Text Block]
  

June 30, 2024

  

December 31, 2023

 
  

(in thousands)

 

Fair market value

 $42,005  $43,203 

Cost

  27,492   30,294 

Unrealized gain

 $14,513  $12,909 
Unrealized Gain (Loss) on Investments [Table Text Block]
  

June 30, 2024

  

December 31, 2023

 
  

(in thousands)

 

Gross unrealized gains

 $16,443  $15,539 

Gross unrealized losses

  1,930   2,630 

Net unrealized gain

 $14,513  $12,909 
Schedule of Realized Gain (Loss) [Table Text Block]
  

Three Months Ended

  

Six Months Ended

 
  

June 30,

  

June 30,

 
  

2024

  

2023

  

2024

  

2023

 
  

(in thousands)

 

Sales proceeds

 $2,631  $-  $2,631  $- 

Cost of securities sold

  2,815   -   2,815   - 

Realized gain / (loss)

 $(184) $-  $(184) $- 
v3.24.2.u1
Note E - Stock-based Compensation (Tables)
6 Months Ended
Jun. 30, 2024
Notes Tables  
Share-Based Payment Arrangement, Restricted Stock and Restricted Stock Unit, Activity [Table Text Block]
  

Stock Awards

 
  

Number of

Shares

  

Weighted-

Average Grant

Date Fair Value

 

Non-vested at January 1, 2024

  198,859  $14.07 

Unrestricted Shares Issued

  2,130   17.60 

Canceled/forfeited/expired

  -   - 

Vested

  (21,351)  25.74 

Non-vested at June 30, 2024

  179,638  $12.73 
v3.24.2.u1
Note F - Segment Information (Tables)
6 Months Ended
Jun. 30, 2024
Notes Tables  
Reconciliation of Revenue from Segments to Consolidated [Table Text Block]
  

Three Months Ended June 30,

  

Six Months Ended June 30,

 
  

2024

  

2023

  

2024

  

2023

 
  

Amount

  

%

  

Amount

  

%

  

Amount

  

%

  

Amount

  

%

 
  

(in thousands)

 

Truckload Services revenue

 $106,554   66.5  $120,226   66.0  $208,754   65.0  $245,424   65.4 

Brokerage and Logistics Services revenue

  53,659   33.5   61,856   34.0   112,428   35.0   130,112   34.6 

Total revenues

 $160,213   100.0  $182,082   100.0  $321,182   100.0  $375,536   100.0 
v3.24.2.u1
Note H - Earnings Per Share (Tables)
6 Months Ended
Jun. 30, 2024
Notes Tables  
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block]
  

Three Months Ended

  

Six Months Ended

 
  

June 30,

  

June 30,

 
  

2024

  

2023

  

2024

  

2023

 
  

(in thousands, except per share data)

 

Net (Loss)/Income

 $(2,910) $9,319  $(2,629) $14,550 
                 

Basic weighted average common shares outstanding

  21,932   22,036   21,981   22,092 

Dilutive effect of common stock equivalents

  -   146   -   161 

Diluted weighted average common shares outstanding

  21,932   22,182   21,981   22,253 
                 

Basic (loss)/earnings per share

 $(0.13) $0.42  $(0.12) $0.66 

Diluted (loss)/earnings per share

 $(0.13) $0.42  $(0.12) $0.65 
v3.24.2.u1
Note J - Fair Value of Financial Instruments (Tables)
6 Months Ended
Jun. 30, 2024
Notes Tables  
Fair Value, Assets Measured on Recurring Basis [Table Text Block]
  

Total

  

Level 1

  

Level 2

  

Level 3

 
  

(in thousands)

 
                 

Marketable equity securities

 $42,005  $42,005   -   - 
Fair Value, by Balance Sheet Grouping [Table Text Block]
  

Carrying

Value

  

Estimated

Fair Value

 
  

(in thousands)

 
         

Long-term debt

 $266,021  $253,993 
v3.24.2.u1
Note M - Leases (Tables)
6 Months Ended
Jun. 30, 2024
Notes Tables  
Lease, Cost [Table Text Block]
  

Three Months Ended

  

Six Months Ended

 
  

June 30,

  

June 30,

 
  

2024

  

2023

  

2024

  

2023

 
  

(in thousands)

 

Long-term

 $29  $82  $114  $163 

Short-term

  825   761   1,680   1,499 

Total

 $854  $843  $1,794  $1,662 
Operating Lease, Lease Income [Table Text Block]
  

Three Months Ended

  

Six Months Ended

 
  

June 30,

  

June 30,

 
  

2024

  

2023

  

2024

  

2023

 
  

(in thousands)

 

Leased truck revenue (recorded in revenue, before fuel surcharge)

 $2,501  $2,069  $4,492  $4,118 

Leased building space revenue (recorded in non-operating income)

  111   99   239   197 

Total lease revenue

 $2,612  $2,168  $4,731  $4,315 
Lessor, Operating Lease, Payment to be Received, Maturity [Table Text Block]
  

(in thousands)

 
     

2024 (remaining)

 $4,846 

2025

  8,682 

2026

  5,422 

2027

  72 

2028 and thereafter

  - 

Total future minimum lease payments receivable

 $19,022 
v3.24.2.u1
Note D - Marketable Equity Securities (Details Textual) - USD ($)
3 Months Ended 6 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2024
Dec. 31, 2023
Investment Income, Dividend $ 399,000   $ 747,000  
Equity Securities, FV-NI, Unrealized Gain (Loss) (1,153,000) $ (165,000)    
Margin Account Borrowings [Member] | Accrued Expenses And Other Liabilities And Other Long-term Liabilities [Member]        
Short-Term Debt $ 0   $ 0 $ 0
v3.24.2.u1
Note D - Marketable Equity Securities - Securities Classified As Available-for-sale (Details) - USD ($)
$ in Thousands
Jun. 30, 2024
Dec. 31, 2023
Fair market value $ 42,005 $ 43,203
Cost 27,492 30,294
Unrealized gain $ 14,513 $ 12,909
v3.24.2.u1
Note D - Marketable Equity Securities - Unrealized Gains and Losses on Marketable Equity Securities (Details) - USD ($)
$ in Thousands
Jun. 30, 2024
Dec. 31, 2023
Gross unrealized gains $ 16,443 $ 15,539
Gross unrealized losses 1,930 2,630
Unrealized gain $ 14,513 $ 12,909
v3.24.2.u1
Note D - Marketable Equity Securities - Realized Gains on Marketable Equity Securities (Details) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2024
Jun. 30, 2023
Sales proceeds $ 2,631 $ 0 $ 2,631 $ 0
Cost of securities sold 2,815 0 2,815 0
Realized gain / (loss) $ (184) $ 0 $ (184) $ 0
v3.24.2.u1
Note E - Stock-based Compensation (Details Textual) - USD ($)
1 Months Ended 6 Months Ended
May 29, 2014
May 31, 2024
Jun. 30, 2024
Jun. 30, 2023
Feb. 15, 2024
Dec. 31, 2023
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Vested in Period, Fair Value     $ 550,000 $ 400,000    
Allocated Share-based Compensation Expense, Impact on Earnings Per Share, Diluted (in dollars per share)     $ 0.01 $ 0.01    
Share-Based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount     $ 1,779,000 $ 2,482,000    
Amortization, Current Year [Member]            
Share-Based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount     373,000      
Amortization, Next Year [Member]            
Share-Based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount     777,000      
Amortization Year 2 [Member]            
Share-Based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount     494,000      
Amortization, Year 3 [Member]            
Share-Based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount     136,000      
Salaries, Wages and Benefits [Member]            
Share-Based Payment Arrangement, Expense     393,000 242,000    
Director [Member] | Salaries, Wages and Benefits [Member]            
Share-Based Payment Arrangement, Expense     $ 38,000 $ 55,000    
Unrestricted Shares [Member]            
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Grants in Period (in shares)     2,130      
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value (in dollars per share)     $ 17.6      
Unrestricted Shares [Member] | Share-Based Payment Arrangement, Nonemployee [Member] | Director [Member]            
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Grants in Period (in shares)   2,130        
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value (in dollars per share)   $ 17.6        
The 2014 Stock Option Plan [Member]            
Share-Based Compensation Arrangement by Share-Based Payment Award, Number of Shares Authorized (in shares)           3,000,000
The 2014 Stock Option Plan [Member] | Minimum [Member] | Restricted Stock [Member]            
Share-based Compensation Arrangement by Share-based Payment Award, Purchase Price of Common Stock, Percent 85.00%          
The 2024 Plan [Member]            
Share-Based Compensation Arrangement by Share-Based Payment Award, Number of Shares Authorized (in shares)         1,600,000  
v3.24.2.u1
Note E - Stock-based Compensation - Summary of Nonvested Restricted Stock (Details)
6 Months Ended
Jun. 30, 2024
$ / shares
shares
Stock Award [Member]  
Non-vested (in shares) | shares 198,859
Nonvested - weighted average grant date fair value (in dollars per share) | $ / shares $ 14.07
Canceled/forfeited/expired (in shares) | shares 0
Canceled/forfeited/expired - weighted average grant date fair value (in dollars per share) | $ / shares $ 0
Vested (in shares) | shares (21,351)
Vested - weighted average grant date fair value (in dollars per share) | $ / shares $ 25.74
Non-vested (in shares) | shares 179,638
Nonvested - weighted average grant date fair value (in dollars per share) | $ / shares $ 12.73
Unrestricted Shares [Member]  
Unrestricted Shares Issued (in shares) | shares 2,130
Unrestricted Shares Issued - weighted average grant date fair value (in dollars per share) | $ / shares $ 17.6
v3.24.2.u1
Note F - Segment Information (Details Textual)
6 Months Ended
Jun. 30, 2024
Number of Operating Segments 2
v3.24.2.u1
Note F - Segment Information - Segment Revenue Reconciliation (Details) - USD ($)
3 Months Ended 6 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2024
Jun. 30, 2023
Revenue, before fuel surcharges $ 182,948,000 $ 207,412,000 $ 365,540,000 $ 429,136,000
Freight Transportation Service [Member]        
Revenue, before fuel surcharges $ 160,213,000 $ 182,082,000 321,182,000 375,536,000
Freight Transportation Service [Member] | Revenue Benchmark [Member] | Product Concentration Risk [Member]        
Revenue, before fuel surcharges     $ 321,182 $ 375,536
Revenue, before fuel surcharges, percentage 100.00% 100.00% 100.00% 100.00%
Truckload Services [Member] | Freight Transportation Service [Member]        
Revenue, before fuel surcharges $ 106,554,000 $ 120,226,000    
Truckload Services [Member] | Freight Transportation Service [Member] | Revenue Benchmark [Member] | Product Concentration Risk [Member]        
Revenue, before fuel surcharges     $ 208,754 $ 245,424
Revenue, before fuel surcharges, percentage 66.50% 66.00% 65.00% 65.40%
Brokerage and Logistics Services [Member] | Freight Transportation Service [Member]        
Revenue, before fuel surcharges $ 53,659,000 $ 61,856,000    
Brokerage and Logistics Services [Member] | Freight Transportation Service [Member] | Revenue Benchmark [Member] | Product Concentration Risk [Member]        
Revenue, before fuel surcharges     $ 112,428 $ 130,112
Revenue, before fuel surcharges, percentage 33.50% 34.00% 35.00% 34.60%
v3.24.2.u1
Note G - Treasury Stock (Details Textual) - USD ($)
6 Months Ended
May 22, 2024
Apr. 24, 2024
Jun. 30, 2024
Dec. 31, 2023
Sep. 01, 2011
Treasury Stock, Common, Value     $ 13,995,000 $ 8,736,000  
Treasury Stock, Common, Shares (in shares)     581,586 296,330  
September 2011 Reauthorization [Member]          
Share Repurchase Program, Authorized, Number of Shares (in shares)         500,000
Treasury Stock, Shares, Acquired (in shares)     1,050    
Treasury Stock, Common, Value     $ 17,000    
Share Repurchase Program, Remaining Authorized, Number of Shares (in shares)     474,016    
Shares Repurchase Tender Offer [Member]          
Treasury Stock, Shares, Acquired (in shares) 284,206        
Treasury Stock, Common, Value $ 5,100,000        
Shares Acquired, Average Cost Per Share (in dollars per share) $ 18        
Shares Repurchase Tender Offer [Member] | Maximum [Member]          
Share Repurchase Program, Authorized, Number of Shares (in shares)   550,000      
Treasury Stock, Authorized to Repurchase, Purchase Price (in dollars per share)   $ 18      
Shares Repurchase Tender Offer [Member] | Minimum [Member]          
Treasury Stock, Authorized to Repurchase, Purchase Price (in dollars per share)   $ 15.5      
v3.24.2.u1
Note H - Earnings Per Share - Computations of Basic and Diluted Earnings Per 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 $ (2,910) $ 281 $ 9,319 $ 5,231 $ (2,629) $ 14,550
Basic weighted average common shares outstanding (in shares) [1] 21,932   22,036   21,981 22,092
Dilutive effect of common stock equivalents (in shares) 0   146   0 161
Diluted weighted average common shares outstanding (in shares) [1] 21,932   22,182   21,981 22,253
Basic (loss)/earnings per share (in dollars per share) $ (0.13)   $ 0.42   $ (0.12) $ 0.66
Diluted (loss)/earnings per share (in dollars per share) $ (0.13)   $ 0.42   $ (0.12) $ 0.65
[1] As adjusted for the Company’s 2-for-1 forward stock splits paid in August 2021 and March 2022, respectively.
v3.24.2.u1
Note I - Income Taxes (Details Textual) - USD ($)
$ in Thousands
6 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Statute of Limitations (Year) 3 years  
Open Tax Year 2020  
Income Tax Examination, Penalties and Interest Expense $ 0 $ 0
Effective Income Tax Rate Reconciliation, Percent 22.70% 26.70%
v3.24.2.u1
Note J - Fair Value of Financial Instruments - Securities Measured at Fair Value on a Recurring Basis (Details) - USD ($)
$ in Thousands
Jun. 30, 2024
Dec. 31, 2023
Marketable equity securities $ 42,005 $ 43,203
Fair Value, Inputs, Level 1 [Member]    
Marketable equity securities $ 42,005  
v3.24.2.u1
Note J - Fair Value of Financial Instruments - Fair Value of Long-term Debt Other Than Lines of Credit (Details) - Equipment Financing [Member]
$ in Thousands
Jun. 30, 2024
USD ($)
Reported Value Measurement [Member]  
Long-term debt $ 266,021
Estimate of Fair Value Measurement [Member]  
Long-term debt $ 253,993
v3.24.2.u1
Note K - Notes Payable (Details Textual)
$ in Millions
6 Months Ended
Jun. 30, 2024
USD ($)
Notes Payable $ 39.9
Minimum [Member] | Notes Payable [Member]  
Debt Instrument, Term (Month) 60 months
Maximum [Member] | Notes Payable [Member]  
Debt Instrument, Term (Month) 84 months
v3.24.2.u1
Note L - Litigation (Details Textual) - USD ($)
$ in Millions
Jun. 30, 2023
Sep. 01, 2020
Self Insurance Auto Liability Claims Threshold Amount   $ 2
Minimum [Member]    
Self Insurance Liability Claims, Exceeding Amount Reserve Threshold $ 2  
v3.24.2.u1
Note M - Leases (Details Textual) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2024
Jun. 30, 2023
Dec. 31, 2023
Operating Lease, Payments     $ 100    
Property, Plant and Equipment, Net $ 501,769   501,769   $ 504,719
Accumulated Depreciation, Depletion and Amortization, Property, Plant, and Equipment 279,527   279,527   $ 266,412
Depreciation $ 18,705 $ 15,757 $ 37,640 $ 32,254  
Trucks under Operating Lease [Member]          
Lessor, Operating Lease, Term of Contract (Year) 5 years   5 years    
Property, Plant and Equipment, Net $ 66,100   $ 66,100    
Accumulated Depreciation, Depletion and Amortization, Property, Plant, and Equipment 28,500   $ 28,500    
Depreciation $ 2,200        
Minimum [Member] | Shop and Office Leases with Early Cancellation Options [Member]          
Lessee, Operating Lease, Term of Contract (Year) 1 year   1 year    
Minimum [Member] | Leases without Early Cancellation Options [Member]          
Lessee, Operating Lease, Term of Contract (Year) 3 years   3 years    
Maximum [Member] | Shop and Office Leases with Early Cancellation Options [Member]          
Lessee, Operating Lease, Term of Contract (Year) 5 years   5 years    
Maximum [Member] | Leases without Early Cancellation Options [Member]          
Lessee, Operating Lease, Term of Contract (Year) 5 years   5 years    
v3.24.2.u1
Note M - Leases - Lease Cost (Details) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2024
Jun. 30, 2023
Long-term $ 29 $ 82 $ 114 $ 163
Short-term 825 761 1,680 1,499
Total $ 854 $ 843 $ 1,794 $ 1,662
v3.24.2.u1
Note M - Leases - Lease Revenue (Details) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Jun. 30, 2024
Jun. 30, 2023
Lease revenue $ 2,612 $ 2,168 $ 4,731 $ 4,315
Trucks under Operating Lease [Member]        
Lease revenue 2,501 2,069 4,492 4,118
Dock Space under Operating Lease [Member]        
Lease revenue $ 111 $ 99 $ 239 $ 197
v3.24.2.u1
Note M - Leases - Lease Receivables (Details)
$ in Thousands
Jun. 30, 2024
USD ($)
2024 (remaining) $ 4,846
2025 8,682
2026 5,422
2027 72
2028 and thereafter 0
Total future minimum lease payments receivable $ 19,022
v3.24.2.u1
Note N - Noncash Investing and Financing Activities (Details Textual)
$ in Millions
6 Months Ended
Jun. 30, 2024
USD ($)
Noncash or Part Noncash Acquisition, Fixed Assets Acquired $ 39.9

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