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 that may result from any future outbreaks of the COVID-19 pandemic or other public health crises; the resale value of the Company's used equipment and the price of new equipment; 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, 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, Management's Discussion and Analysis of Financial Condition and Results of Operations, included in our Form 10-K for the fiscal year ended December 31, 2022.

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 64.7% and 63.7% of total revenues, excluding fuel surcharges, for the quarters ended March 31, 2023, and 2022, 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 March 31, 2023 and 2022, approximately $28.3 million and $23.4 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.


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On June 14, 2022, newly formed subsidiaries of the Company completed the acquisition of substantially all the assets and certain liabilities of Metropolitan Trucking, Inc. and related entities ("Metropolitan"). Metropolitan was a 320-truck dry van truckload carrier, with the East Coast serving as its primary operating territory. The purchase price paid at closing included approximately $15.5 million in assumed debt and $64.3 million paid using available cash balances. The Company is currently operating these assets through its newly formed subsidiary, Met Express, Inc. See Note O to the condensed consolidated financial statements for more information regarding this acquisition.

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
                                                   March 31,
                                               2023          2022
                                                 (percentages)

Operating revenues, before fuel surcharge 100.0 100.0



Operating expenses:
Salaries, wages and benefits                      36.2         28.8
Operating supplies and expenses                   10.0          6.5
Rent and purchased transportation                 24.6         26.3
Depreciation                                      12.9         11.5
Insurance and claims                              12.3          5.5
Other                                              3.8          2.9
Gain on sale or disposal of property              (0.5 )       (0.1 )
Total operating expenses                          99.3         81.4
Operating income                                   0.7         18.6
Non-operating income                               0.6          1.2
Interest expense                                  (1.5 )       (1.0 )
(Loss) / Income before income taxes               (0.2 )       18.8

THREE MONTHS ENDED MARCH 31, 2023 VS. THREE MONTHS ENDED MARCH 31, 2022

During the first quarter of 2023, truckload services revenue, before fuel surcharges, was relatively flat at $125.2 million as compared to $125.0 million during the first quarter of 2022. The increase in revenue was primarily the result of an increase in the total number of trucks operated during the first quarter of 2023 compared to the first quarter of 2022. This increase was largely offset by a decrease in the average rate per mile charged to our customers for the first quarter of 2023 compared to the first quarter of 2022.

Salaries, wages and benefits increased from 28.8% of revenues, before fuel surcharges, in the first quarter of 2022 to 36.2% of revenues, before fuel surcharges, during the first quarter of 2023. This percentage-based increase is primarily a result of the interaction of expenses with fixed-cost characteristics, such as general and administrative wages, maintenance wages, and operations wages with a decrease in revenue per mile for the periods compared, coupled with an increase in the number of employees during the first quarter of 2023 compared to the first quarter of 2022.

Operating supplies and expenses increased from 6.5% of revenues, before fuel surcharges, during the first quarter of 2022 to 10.0% of revenues, before fuel surcharges, during the first quarter of 2023. The increase relates primarily to a decrease in the average rate per mile charged to customers, coupled with an increase in miles driven.

Insurance and claims increased from 5.5% of revenues, before fuel surcharges, during the first quarter 2022 to 12.3% of revenues, before fuel surcharges, during the first quarter 2023. This increase relates primarily to an increase in accident reserves recognized in the first quarter of 2023, as compared to the first quarter of 2022. During the quarter ended March 31, 2023, the Company recorded a $10.0 million liability for claims expected to settle in excess of insurance limits specific to an accident in February 2022.

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 81.4% for the first quarter of 2022 to 99.3% for the first quarter of 2023.





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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
                                                   March 31,
                                               2023          2022
                                                 (percentages)

Operating revenues, before fuel surcharge 100.0 100.0



Operating expenses:
Salaries, wages and benefits                       4.4          4.5
Rent and purchased transportation                 82.4         82.2
Other                                              2.0          1.9
Total operating expenses                          88.8         88.6
Operating income                                  11.2         11.4
Non-operating income                               0.2          0.6
Interest expense                                  (0.6 )       (0.6 )
Income before income taxes                        10.8         11.4





THREE MONTHS ENDED MARCH 31, 2023 VS. THREE MONTHS ENDED MARCH 31, 2022

During the first quarter of 2023, logistics and brokerage services revenue, before fuel surcharges, decreased 4.0% to $68.3 million as compared to $71.1 million during the first quarter of 2022. The decrease relates to a decrease in the average rates charged to customers during the first quarter of 2023 as compared to the first quarter of 2022.

Rents and purchased transportation increased from 82.2% of revenues, before fuel surcharges, during the first quarter of 2022 to 82.4% of revenues, before fuel surcharges, during the first quarter of 2023. 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 88.6% for the first quarter of 2022 to 88.8% for the first quarter of 2023.

RESULTS OF OPERATIONS - COMBINED SERVICES

THREE MONTHS ENDED MARCH 31, 2023 VS. THREE MONTHS ENDED MARCH 31, 2022

Net income for all divisions was approximately $5.2 million, or 2.7% of revenues, before fuel surcharges, for the first quarter of 2023 as compared to net income of $23.9 million, or 12.2% of revenues, before fuel surcharges, for the first quarter of 2022. The decrease in net income resulted in diluted earnings per share of $0.23 for the first quarter of 2023 as compared to diluted earnings per share of $1.06 for the first quarter of 2022.

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 three months of 2023, we generated $34.2 million in cash from operating activities. Investing activities generated $1.1 million in cash in the first three months of 2023. Financing activities used $16.9 million in cash in the first three months of 2023.

Our primary use of funds is for the purchase of revenue equipment. We typically use installment notes, 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 three months of 2023, we utilized cash on hand and our line of credit to finance purchases of revenue equipment and other assets of approximately $6.1 million.

We commonly finance the acquisition of revenue equipment through installment notes with fixed interest rates and terms ranging from 36 to 84 months. During the first three months of 2023, the Company's subsidiary, P.A.M. Transport, Inc., did not enter into any new installment obligations.


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During the remainder of 2023, we expect to purchase approximately 340 new trucks and 1,000 new trailers while continuing to sell or trade older equipment, which we expect to result in net capital expenditures of approximately $80.3 million.

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 three months of 2023, we maintained a revolving line of credit. Amounts outstanding under the line bear interest at Term SOFR plus 1.35% (6.22% at March 31, 2023), are secured by our trade accounts receivable and mature on July 1, 2024. An "unused fee" of 0.25% is charged if average borrowings are less than $18.0 million. At March 31, 2023 outstanding advances on the line of credit were approximately $0.4 million, consisting of letters of credit, with availability to borrow $59.6 million.

Trade accounts receivable decreased from $134.7 million at December 31, 2022 to $131.4 million at March 31, 2023. The decrease resulted from a decrease in freight revenues, which flow through accounts receivable, during the first quarter of 2023 as compared to the fourth quarter of 2022.

Prepaid expenses and deposits decreased from $15.7 million at December 31, 2022 to $14.1 million at March 31, 2023. The decrease relates to the normal amortization of items prepaid as of December 31, 2022.

Revenue equipment decreased from $637.5 million at December 31, 2022 to $621.2 million at March 31, 2023. The decrease is primarily due to the disposition of aging trucks and trailers during the first quarter of 2023.

Accounts payable decreased from $48.9 million at December 31, 2022 to $46.2 million at March 31, 2023. This decrease was primarily attributable to a decrease in the amount due to third-party carriers as of March 31, 2023.

Accrued expenses and other liabilities increased from $34.2 million at December 31, 2022 to $43.3 million at March 31, 2023. The increase is primarily due to accruals of claims reserves during the first three months of 2023.

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, decreased from $264.3 million at December 31, 2022 to $251.3 million at March 31, 2023. The decrease was primarily related to not financing the acquisition of additional revenue equipment during the first quarter of 2023.





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.

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