This Management's Discussion and Analysis should be read in conjunction with the
accompanying unaudited condensed consolidated financial statements and our 2019
audited consolidated financial statements included in the Company's Annual
Report on Form 10-K for the year ended December 31, 2019. Those consolidated
financial statements include additional information about our significant
accounting policies, practices and the transactions that underlie our financial
results.

Forward-Looking Statements

The Securities and Exchange Commission (the SEC) encourages companies to
disclose forward-looking information so that investors can better understand the
future prospects of a company and make informed investment decisions. This
Quarterly Report on Form 10-Q, including "Management's Discussion and Analysis
of Financial Condition and Results of Operations," contains these types of
statements, which are forward-looking within the meaning of the Private
Securities Litigation Reform Act of 1995. Words such as "anticipate,"
"estimate," "expect," "project," "intend," "may," "plan," "predict," "believe,"
"should" and similar words or expressions are intended to identify
forward-looking statements. Investors should not place undue reliance on
forward-looking statements, and the Company undertakes no obligation to publicly
update or revise any forward-looking statements. All forward-looking statements
reflect the present expectation of future events of our management as of the
date of this Quarterly Report on Form 10-Q and are subject to a number of
important factors, risks, uncertainties and assumptions that could cause actual
results to differ materially from those described in any forward-looking
statements. These factors, risks, uncertainties and assumptions include, but are
not limited to, the following:

• general economic conditions including downturns in the business cycle;

• effectiveness of Company-specific performance improvement initiatives,

including management of the cost structure to match shifts in customer

volume levels;

• the creditworthiness of our customers and their ability to pay for services;

• widespread outbreak of an illness or any other communicable disease,


      including the COVID-19 pandemic, or any other public health crisis, or
      business disruptions that may arise from the COVID-19 pandemic in the
      future;


  • failure to achieve acquisition synergies;


• failure to operate and grow acquired businesses in a manner that supports

the value allocated to these acquired businesses;

• economic declines in the geographic regions or industries in which our

customers operate;

• competitive initiatives and pricing pressures, including in connection with


      fuel surcharge;


  • loss of significant customers;


  • the Company's need for capital and uncertainty of the credit markets;

• the possibility of defaults under the Company's debt agreements (including


      violation of financial covenants);


  • possible issuance of equity which would dilute stock ownership;


  • integration risks;


  • the effect of litigation including class action lawsuits;

• cost and availability of qualified drivers, fuel, purchased transportation,

real property, revenue equipment, technology and other assets;

• the effect of governmental regulations, including but not limited to Hours

of Service, engine emissions, the Compliance, Safety, Accountability (CSA)

initiative, the Food and Drug Administration, compliance with legislation

requiring companies to evaluate their internal control over financial

reporting, Homeland Security, environmental regulations, tax law changes and


      changes to international trade agreements and tariffs;


  • changes in interpretation of accounting principles;


  • dependence on key employees;


  • inclement weather;

• labor relations, including the adverse impact should a portion of the


      Company's workforce become unionized;


  • terrorism risks;


                                       12

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  • self-insurance claims and other expense volatility;

• risks arising from international business operations and relationships;

• recent increases in the severity of auto liability claims against trucking

companies and sharply higher costs of settlements and verdicts;

• cost and availability of insurance coverage, including the possibility the

Company may be required to pay additional premiums, may be required to

assume additional liability under its auto policy or be unable to obtain

coverage;

• increased costs of healthcare and prescription drugs, including as a result

of healthcare reform legislation;

• social media risks;

• disruption in or failure of the Company's technology or equipment including

services essential to operations of the Company and/or cyber-security risk;

• failure to successfully execute the strategy to expand the Company's service

geography into the Northeastern United States; and

• other financial, operational and legal risks and uncertainties detailed from

time to time in the Company's SEC filings.




These factors and risks are described in Part II, Item 1A. "Risk Factors" of the
Company's Annual Report on Form 10-K for the year ended December 31, 2019, as
updated by Part II, Item 1A. of this Quarterly Report on Form 10-Q.

As a result of these and other factors, no assurance can be given as to our
future results and achievements. Accordingly, a forward-looking statement is
neither a prediction nor a guarantee of future events or circumstances and those
future events or circumstances may not occur. You should not place undue
reliance on the forward-looking statements, which speak only as of the date of
this Form 10-Q. We are under no obligation, and we expressly disclaim any
obligation, to update or alter any forward-looking statements, whether as a
result of new information, future events or otherwise.

Executive Overview



The Company's business is highly correlated to non-service sectors of the
general economy.  The Company's strategy is to improve profitability by
increasing yield while also increasing volumes to build density in existing
geography and to expand our service geography into the Northeastern United
States. While the Company's business is labor intensive, capital intensive and
service sensitive, management continues to look for opportunities to improve
safety, cost effectiveness and asset utilization (primarily tractors and
trailers). Additionally, pricing initiatives have had a positive impact on yield
and profitability and the Company continues to execute targeted sales and
marketing programs along with initiatives to align costs with volumes and
improve customer satisfaction. Technology continues to be an important
investment that is improving customer experience, operational efficiencies and
Company image.



COVID-19



In March 2020, the World Health Organization categorized Coronavirus Disease
2019 ("COVID-19") as a pandemic, and the President of the United States declared
the COVID-19 outbreak a national emergency. We are considered an essential and
critical business by the U.S. Department of Homeland Security's Cyber and
Infrastructure Security Agency (CISA) and will continue to operate under state
of emergency and shelter in place orders issued in various jurisdictions across
the country. Management has made a variety of efforts seeking to ensure the
ongoing availability of Saia's transportation services, while instituting a
variety of actions and policies to help safeguard employees and customers from
COVID-19, including limiting physical employee and customer contact,
implementing enhanced cleaning and hygiene protocols at Saia's facilities, and
instituting telecommuting where possible. Through the date of this filing, as a
result of these efforts, the Company has not experienced significant disruptions
in the Company's LTL network operations.



Beginning in the latter part of the first quarter of 2020, we experienced lower
demand for our transportation services along with increased costs and other
challenges related to COVID-19 that has adversely affected our business. We
believe we have significant liquidity available to continue business operations
during this volatile period. As discussed in the Financial Condition section,
the Company has a revolving credit facility (including a $100 million accordion
feature that is available, subject to certain conditions and lender commitments)
and other sources of borrowing in place that provides liquidity of up
to $300 million in addition to its regular cash inflows from operations. The
Company was in compliance with the debt covenants under its debt agreements at
June 30, 2020.



                                       13

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The Company began to see the impacts of COVID-19 on customer demand in late
March and continued to see declines during the second quarter of 2020. The
situation surrounding COVID-19 remains fluid and we believe the adverse impact
on the Company increases the longer the virus affects the level of economic
activity in the United States. In these circumstances, there may be developments
outside our control requiring us to adjust our operating plan. As such, given
the dynamic nature of this situation, we are unable to predict the extent to
which the pandemic and related impacts will continue to adversely impact our
business operations, financial condition, results of operations, liquidity and
cash flows. See Part II, Item 1A - "Risk Factors" for further discussion
concerning COVID-19.

Second Quarter Overview



The Company's operating revenue decreased by 9.9 percent in the second quarter
of 2020 compared to the same period in 2019. The decrease resulted primarily
from decreases in shipments and tonnage due to the economic impact of COVID-19.

Consolidated operating income was $35.7 million for the second quarter of 2020
compared to $51.2 million for the second quarter of 2019. In the second quarter
of 2020, LTL shipments were down 9.7 percent per workday and LTL tonnage was
down 8.9 percent per workday versus the prior year quarter. The decrease in
shipments and tonnage was most significant in April with improvements in average
shipments per day and monthly revenue in May and June. Diluted earnings per
share were $1.07 in the second quarter of 2020, compared to diluted earnings per
share of $1.40 in the prior year quarter. The operating ratio (operating
expenses divided by operating revenue) was 91.5 percent in the second quarter of
2020 compared to 89.0 percent in the second quarter of 2019.

The Company generated $148.2 million in net cash provided by operating
activities in the first six months of 2020 compared with $113.6 million in the
same period last year. The increase is primarily due to a change in working
capital compared to the same period last year. The Company's net cash used in
investing activities was $142.7 million during the first six months of 2020
compared to $166.1 million in the first six months of 2019, primarily as a
result of decreased capital expenditures for revenue equipment and real estate
in the first six months of 2020. The Company's net cash provided by financing
activities was $23.5 million in the first six months of 2020 compared to $50.8
million net cash provided by financing activities during the same period last
year. This change was primarily due to reduced borrowing (net of repayments) to
fund capital expenditures. The Company had $80.0 million in outstanding
borrowings under its revolving credit agreement, outstanding letters of credit
of $29.8 million and a cash and cash equivalents balance of $29.3 million at
June 30, 2020. The Company also had $80.8 million in obligations under finance
leases at June 30, 2020. At June 30, 2020, the Company had $192.0 million in
availability under the revolving credit facility, subject to the Company's
satisfaction of existing debt covenants. The revolving credit facility also has
an accordion feature that allows for an additional $100 million availability,
subject to certain conditions and availability of lender commitments. The
Company was in compliance with the debt covenants under its revolving credit
agreement at June 30, 2020.

General

The following Management's Discussion and Analysis describes the principal factors affecting the results of operations, liquidity and capital resources, as well as the critical accounting policies of Saia, Inc. and its wholly-owned subsidiaries (together, the Company or Saia).

Saia is a transportation company headquartered in Johns Creek, Georgia that
provides less-than-truckload (LTL) services through a single integrated
organization. While historically more than 97 percent of its revenue has been
derived from transporting LTL shipments across 44 states, the Company also
offers customers a wide range of other value-added services, including non-asset
truckload, expedited and logistics services across North America.

Our business is highly correlated to non-service sectors of the general
economy. Our business also is impacted by a number of other factors as discussed
under "Forward Looking Statements" and Part II, Item 1A. "Risk Factors." The key
factors that affect our operating results are the volumes of shipments
transported through our network, as measured by our average daily shipments and
tonnage; the prices we obtain for our services, as measured by revenue per
hundredweight (a measure of yield) and revenue per shipment; our ability to
manage our cost structure for capital expenditures and operating expenses such
as salaries, wages and benefits; purchased transportation; claims and insurance
expense; fuel and maintenance; and our ability to match operating costs to
shifting volume levels.

                                       14

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Results of Operations

                          Saia, Inc. and Subsidiaries

            Selected Results of Operations and Operating Statistics

                 For the quarters ended June 30, 2020 and 2019

                                  (unaudited)



                                                                                                            Percent
                                                                                                           Variance
                                                                  2020                  2019              '20 v. '19
                                                                (in

thousands, except ratios, workdays and revenue per

hundredweight)


Operating Revenue                                            $       418,114       $       464,195                (9.9 ) %
Operating Expenses:
Salaries, wages and employees' benefits                              224,277               237,689                (5.6 )
Purchased transportation                                              26,406                34,154               (22.7 )
Depreciation and amortization                                         33,664                29,143                15.5
Fuel and other operating expenses                                     98,086               112,043               (12.5 )
Operating Income                                                      35,681                51,166               (30.3 )
Operating Ratio                                                         91.5 %                89.0 %              (2.8 )
Nonoperating Expense                                                     843                 1,763               (52.2 )

Working Capital (as of June 30, 2020 and 2019)                        21,549                24,199

Cash Flows provided by Operating Activities (year to date) 148,233

               113,574
Net Acquisitions of Property and Equipment (year to date)            142,722               166,054

Saia Motor Freight Operating Statistics:
Workdays                                                                  64                    64                   -
LTL Tonnage                                                            1,142                 1,254                (8.9 )
LTL Shipments                                                          1,745                 1,933                (9.7 )
LTL Revenue per hundredweight                                $         17.95       $         18.05                (0.6 )



Quarter and six months ended June 30, 2020 compared to quarter and six months ended June 30, 2019



Revenue and volume

Consolidated revenue for the quarter ended June 30, 2020 decreased 9.9 percent
to $418.1 million primarily as a result of decreased shipments and tonnage, due
to a downturn in business volumes across our network caused by the impact of
COVID-19. Saia's LTL revenue per hundredweight (a measure of yield) decreased
0.6 percent to $17.95 per hundredweight for the second quarter of 2020 as a
result of changes in business mix, in addition to a 27.6 percent decrease in
fuel surcharge revenue due to lower fuel prices. For the second quarter of 2020,
Saia's LTL tonnage decreased 8.9 percent per workday to 1.1 million tons, and
LTL shipments decreased 9.7 percent per workday to 1.7 million shipments. For
the second quarter of 2020, approximately 75 to 80 percent of Saia's operating
revenue was subject to specific customer price negotiations that occur
throughout the year. The remaining 20 to 25 percent of operating revenue was
subject to a general rate increase which is based on market conditions. For
these customers subject to a general rate increase, on February 3, 2020, Saia
implemented a 5.9 percent general rate increase. Competitive factors, customer
turnover and mix changes, impact the extent to which customer rate increases are
retained over time.

Operating revenue includes fuel surcharge revenue from the Company's fuel
surcharge program. That program is designed to reduce the Company's exposure to
fluctuations in fuel prices by adjusting total freight charges to account for
changes in the price of fuel. The Company's fuel surcharge is based on the
average national price for diesel fuel and is reset weekly. Fuel surcharges have
remained in effect for several years, are widely accepted in the industry and
are a significant component of revenue and pricing. Fuel surcharges are an
integral part of customer contract negotiations but represent only one portion
of overall customer price negotiations as customers may negotiate increases in
base rates instead of increases in fuel surcharges or vice versa. Fuel surcharge
revenue as a percentage of operating revenue decreased to 10.6 percent for the
quarter ended June 30, 2020 compared to 13.2 percent for the quarter ended
June 30, 2019, as a result of decreases in the cost of fuel.

                                       15

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For the six months ended June 30, 2020, operating revenues were $864.5 million,
down 1.2 percent from $874.8 million for the six months ended June 30, 2019,
primarily due to decreased volumes as a result of the COVID-19 economic impact.
Fuel surcharge revenue as a percentage of operating revenue decreased to 11.8
percent for the six months ended June 30, 2020, compared to 13.0 percent for the
six months ended June 30, 2019, as a result of decreases in the cost of fuel.

Operating expenses and margin



Consolidated operating income was $35.7 million in the second quarter of 2020
compared to $51.2 million in the prior year quarter. Overall, the operations
were negatively impacted in the second quarter of 2020 by the economic impact of
the COVID-19 pandemic which caused lower shipments and tonnage, partially offset
by corresponding reductions in fuel and operating expenses, a decrease in salary
and wage expense, and a decrease in purchased transportation expense. The second
quarter of 2020 operating ratio (operating expenses divided by operating
revenue) was 91.5 percent compared to 89.0 percent for the same period in 2019.

Salaries, wages and benefits decreased $13.4 million in the second quarter of
2020 compared to the second quarter of 2019 largely due to lower headcount in
the second quarter of 2020 in response to impacts from the COVID-19
pandemic. Fuel, operating expenses and supplies decreased $19.4 million in the
second quarter of 2020 compared to the prior year quarter largely due to
decreases in fuel expense during the quarter, partially offset by an increase in
building rent expense. During the second quarter of 2020, claims and insurance
expense was $5.1 million higher than the second quarter of 2019 primarily due to
increased severity of claims, an increase in total claims and higher cost of
insurance, partially offset by the benefit from the commutation of the bodily
injury and property damage liability policy. Purchased transportation decreased
$7.7 million in the second quarter of 2020 compared to the second quarter of
2019 primarily due to overall volume decreases during the second quarter of 2020
as a result of the economic impact of COVID-19.

For the six months ended June 30, 2020, consolidated operating income was $74.5
million, down 6.7 percent compared to $79.8 million for the six months ended
June 30, 2019. This decrease was largely due to the economic impact of COVID-19
in the second quarter of 2020.

Salaries, wages and benefits increased $4.9 million during the first six months
of 2020 compared to the same period last year largely due to higher wages in the
first six months of 2020, a wage increase in July 2019 and higher healthcare
benefit costs. Fuel, operating expenses and supplies decreased $20.1 million
during the first six months of 2020 compared to the same period last year
largely due to decreases in fuel expenses and other operating expenses and
supplies, partially offset by an increase in building rent expense compared to
the first six months of 2019. During the first six months of 2020, claims and
insurance expense was $6.0 million higher than the same period last year
primarily due to increased severity of claims, an increase in total claims and
higher cost of insurance, partially offset by the benefit from the commutation
of the bodily injury and property damage liability policy. Purchased
transportation decreased $6.1 million for the first six months of 2020 compared
to the same period last year primarily due to overall volume decreases during
the first six months of 2020 as a result of the economic impact of COVID-19.

Other



Substantially all non-operating expenses represent interest expense. Interest
expense in the second quarter of 2020 was lower than the second quarter of 2019
due to decreased average interest rates and decreased borrowings in the second
quarter of 2020. Interest expense in the first six months of 2020 was $0.3
million lower than the first six months of 2019 due to decreased average
interest rates and decreased average borrowings in the first six months of 2020.

The effective tax rate was 18.3 percent and 25.0 percent for the quarters ended
June 30, 2020 and 2019, respectively. The decrease in the second quarter tax
rate in 2020 is primarily a result of increased excess tax benefits related to
stock activity. For the six months ended June 30, 2020 and June 30, 2019, the
effective tax rates were 21.1 percent and 22.9 percent, respectively.

Net income was $28.5 million, or $1.07 per diluted share, in the second quarter
of 2020 compared to net income of $37.1 million, or $1.40 per diluted share, in
the second quarter of 2019.  Net income was $56.6 million, or $2.13 per diluted
share, for the first six months of 2020 compared to net income of $59.3 million,
or $2.25 per diluted share, for the first six months of 2019.

                                       16

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Working capital/capital expenditures

Working capital at June 30, 2020 was $21.5 million, which decreased from working capital at June 30, 2019 of $24.2 million.



Current assets at June 30, 2020 increased by $8.3 million as compared to
June 30, 2019 and includes a decrease in accounts receivable of $21.9 million,
and an increase of cash and cash equivalents of $28.8 million. Current
liabilities increased by $10.9 million at June 30, 2020 compared to June 30,
2019 largely due to an increase in wages, vacation and employees' benefits. Cash
flows provided by operating activities were $148.2 million for the six months
ended June 30, 2020 versus $113.6 million for the six months ended June 30,
2019. The increase is primarily due to a change in working capital compared to
the same period last year. For the six months ended June 30, 2020, net cash used
in investing activities was $142.7 million versus $166.1 million in the same
period last year, a $23.4 million decrease. This decrease resulted primarily
from decreased capital expenditures for revenue equipment and real estate. The
Company currently expects that net capital expenditures in 2020 will be less
than the $250 million previously planned as a result of management continuing to
evaluate the impact of COVID-19. For the six months ended June 30, 2020, net
cash provided by financing activities was $23.5 million compared to $50.8
million net cash provided by financing activities during the same period last
year, as a result of reduced borrowings (net of repayments) to fund capital
expenditures.

Outlook



Our business remains highly correlated to non-service sectors of the general
economy and competitive pricing pressures, as well as the success of
Company-specific improvement initiatives. Because the severity, magnitude and
duration of the COVID-19 pandemic and its economic consequences are uncertain,
rapidly changing and difficult to predict, the pandemic's impact on our
operations, financial performance and financial condition, as well as its impact
on our ability to successfully execute our business strategies and initiatives,
remains uncertain and difficult to predict. We are continuing initiatives to
increase yield, reduce costs and improve productivity while also focusing on
providing top quality service and improving safety performance. On February 3,
2020, Saia implemented a 5.9 percent general rate increase for customers
comprising approximately 20 to 25 percent of Saia's operating revenue.

The Company anticipates there will be no salary or wage increases in 2020.
Effective in April 2020, the Company temporarily suspended its 401(k) match and
temporarily furloughed certain employees in response to COVID-19's impact on the
Company's operations. On April 1, 2020, we offered all hourly full-time workers
an additional five days of paid time off and offered one additional paid day off
for our part-time workers in light of COVID-19. This action was an effort to
provide employees time off for health issues or those of family and friends. We
believe this action will result in approximately $10 million of additional
benefit costs for the year. In July 2020, the Company paid virtually all
employees a $250 bonus to compensate for working through the difficult
conditions created by the pandemic, which costs approximately $2.6 million and
is included in the second quarter 2020 results. Effective July 2019, the Company
implemented a market competitive salary and wage increase for all of its
employees. The cost of the compensation increase is expected to be approximately
$32 million annually, and the Company anticipates the impact will be partially
offset by productivity and efficiency gains.

If the Company continues to build market share, including through its geographic
expansion, it expects numerous operating leverage cost benefits. Conversely,
throughout the duration of the COVID-19 pandemic and the period of economic
disruption, the Company plans to match resources and capacity to shifting volume
levels to lessen any unfavorable operating leverage. Additionally, the Company's
renewal of insurance policies effective March 1, 2020 resulted in $6.2 million
of anticipated cost increases for 2020 compared to 2019. The success of cost
improvement initiatives is impacted by the cost and availability of drivers and
purchased transportation, fuel, self-insurance claims and insurance expense,
regulatory changes, successful expansion of our service geography into the
Northeastern United States, the COVID-19 pandemic and other factors discussed
under "Forward-Looking Statements" and Part II, Item 1A. "Risk Factors."

See "Forward-Looking Statements" and Part II, Item 1A. "Risk Factors" for a more
complete discussion of potential risks and uncertainties that could materially
affect our future performance.

Financial Condition



The Company's liquidity needs arise primarily from capital investment in new
equipment, land and structures, information technology and letters of credit
required under insurance programs, as well as funding working capital
requirements.

Credit Agreement



On February 5, 2019, the Company entered into the Sixth Amended and Restated
Credit Agreement with its banking group (as amended, the Amended Credit
Agreement). The amendment increased the amount of the revolver from $250 million
to $300 million and extended the term until February 2024. The Amended Credit
Agreement also has an accordion feature that allows for an

                                       17

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additional $100 million availability, subject to certain conditions and
availability of lender commitments. The amendment reduced the interest rate
pricing grid compared to the prior agreement. The Amended Credit Agreement
provides for a LIBOR rate margin range from 100 basis points to 200 basis
points, base rate margins from minus 50 basis points to plus 50 basis points, an
unused portion fee from 17.5 basis points to 30 basis points and letter of
credit fees from 100 basis points to 200 basis points, in each case based on the
Company's leverage ratio. Under the Amended Credit Agreement, the Company must
maintain a minimum debt service coverage ratio set at 1.25 to 1.00 and a maximum
leverage ratio set at 3.25 to 1.00. The Amended Credit Agreement provides for a
pledge by the Company of certain land and structures, accounts receivable and
other assets to secure indebtedness under this agreement. The Amended Credit
Agreement contains certain customary representations and warranties, affirmative
and negative covenants and provisions relating to events of default. Under the
Amended Credit Agreement, if an event of default occurs, the banks will be
entitled to take various actions, including the acceleration of amounts due.

At June 30, 2020, the Company had borrowings of $80.0 million and outstanding
letters of credit of $28.0 million under the Amended Credit Agreement. At
December 31, 2019, the Company had borrowings of $45.9 million and outstanding
letters of credit of $26.1 million under the Amended Credit Agreement. The
available portion of the Amended Credit Agreement may be used for general
corporate purposes, including capital expenditures, working capital and letter
of credit requirements as needed.

Finance Leases



The Company is obligated under finance leases with seven-year terms covering
revenue equipment totaling $80.8 million and $90.5 million as of June 30, 2020
and December 31, 2019, respectively. Amortization of assets held under the
finance leases is included in depreciation and amortization expense. The
weighted average interest rates for the finance leases at June 30, 2020 and
December 31, 2019 were 3.5 percent.

Other



The Company has historically generated cash flows from operations to fund a
large portion of its capital expenditure requirements. Cash flows from operating
activities were $272.9 million for the year ended December 31, 2019, while net
cash used in investing activities was $281.0 million. Cash flows provided by
operating activities were $148.2 million for the six months ended June 30, 2020,
$34.6 million higher than the first six months of the prior year. The increase
is primarily due to a change in working capital compared to the prior year. The
timing of capital expenditures can largely be managed around the seasonal
working capital requirements of the Company. The Company believes it has
significant sources of capital to meet short-term liquidity needs through its
operating cash flows and availability under the Amended Credit Agreement. At
June 30, 2020, the Company had $192.0 million in availability under the Amended
Credit Agreement, subject to the Company's satisfaction of existing debt
covenants. Future operating cash flows are primarily dependent upon the
Company's profitability and its ability to manage its working capital
requirements, primarily accounts receivable, accounts payable and wage and
benefit accruals. The Company was in compliance with its debt covenants at
June 30, 2020.

Effective March 1, 2018, the Company entered into a new bodily injury and
property damage liability policy with a three-year term. Generally, the Company
is responsible for the risk retention amount per occurrence of $2.0 million
under the new policy.  Thereafter, the policy provides insurance coverage for a
single loss of $8.0 million, an aggregate loss limit of $24.0 million for each
policy year, and a $48.0 million aggregate loss limit for the 36-month term
ended March 1, 2021.  Under the policy the Company may elect to commute the
policy with respect to the first 12 months of the policy term and concurrently
extend the policy for an additional one-year period if paid losses in the first
12 months of the policy are less than $5.2 million.  In August 2019, the Company
elected to commute the policy for such period. As a result, the Company received
a return of $5.2 million of the premium paid (the maximum return premium
available), based on the amount of claims paid and the insurer was released from
all liability in connection with claims occurring in such 12-month period.  The
Company is now self-insured for the first $10 million per occurrence with
respect to such 12-month period and the policy has been extended for one
additional year to March 1, 2022. As a result of the return premium and policy
extension, the Company recognized a $0.4 million reduction in insurance premium
expense in the second quarter of 2020. The Company will continue to recognize
the remainder of the return premium as a reduction in insurance premium expense
ratably over the remainder of the policy period now ending March 1, 2022. In
addition, commencing on August 30, 2021 the Company may elect to commute the
policy with respect to the insurer's entire liability under the policy in which
case the Company would be entitled to a return of a portion of the premium paid,
up to $15.6 million, based on the amount of claims paid and the insurer would be
released from all liability under the policy ending March 1, 2022.  As a result,
if the Company elects to commute the policy as to the entire policy term, the
Company would be self-insured for $10 million per occurrence for such period.
Additionally, the Company may be required to pay an additional premium of up to
$11.0 million if losses paid by the insurer are greater than $15.6 million over
the three-year policy period ending March 1, 2022. Based on claims experience
since inception of the policy, no such additional premium was accrued at
June 30, 2020.

                                       18

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Net capital expenditures pertain primarily to investments in tractors and
trailers and other revenue equipment, information technology, land and
structures. Projected net capital expenditures for 2020 are expected to be less
than the $250 million previously planned as a result of management continuing to
evaluate the impact of COVID-19. This would represent a decrease from 2019 net
capital expenditures of $287 million for property and equipment, inclusive of
equipment acquired using finance leases, information technology, and land and
structures. Projected 2020 capital expenditures include a normal replacement
cycle of revenue equipment and technology investment for our operations. Net
capital expenditures were $142.7 million in the first six months of 2020.
Approximately $40.9 million of the 2020 remaining capital budget was committed
as of June 30, 2020.

In addition to the principal amounts disclosed in the tables below, the Company
has interest obligations of approximately $4.3 million for the remainder of 2020
and decreasing for each year thereafter based on borrowings and commitments
outstanding at June 30, 2020.

Contractual Obligations

The following tables set forth a summary of our contractual cash obligations and other commercial commitments as of June 30, 2020 (in millions):





                                                                        Payments due by year
                                            2020       2021       2022       2023       2024       Thereafter       Total
Contractual cash obligations:
Long-term debt obligations:
Revolving line of credit (1)               $    -     $    -     $    -     $    -     $  80.0     $         -     $  80.0
Leases:
Finance Leases (1)                           11.1       22.8       21.0       15.4        10.7             6.3        87.3
Operating leases                             20.8       25.5       22.5       19.2        16.1            54.2       158.3
Purchase obligations (2)                     41.6          -          -          -           -               -        41.6
Total contractual obligations              $ 73.5     $ 48.3     $ 43.5     $ 34.6     $ 106.8     $      60.5     $ 367.2

(1) See Note 5 to the accompanying condensed consolidated financial statements in

this Current Report on Form 10-Q. The contractual finance lease obligation

payments included in this table include both the principal and interest

components.

(2) Includes commitments of $40.9 million for capital expenditures.






                                                              Amount of commitment expiration by year
                                           2020       2021       2022       2023       2024       Thereafter       Total
Other commercial commitments:
Available line of credit (1)               $   -     $    -     $    -     $    -     $ 192.0     $         -     $ 192.0
Letters of credit                              -       29.8          -          -           -               -        29.8
Surety bonds                                 0.8       58.5          -          -           -               -        59.3
Total commercial commitments               $ 0.8     $ 88.3     $    -     $    -     $ 192.0     $         -     $ 281.1

(1) Subject to the satisfaction of existing debt covenants.




The Company has accrued approximately $1.1 million for uncertain tax positions
and $0.1 million for interest and penalties related to the uncertain tax
positions as of June 30, 2020. The Company cannot reasonably estimate the timing
of cash settlements with respective taxing authorities beyond one year and
accordingly has not included the amounts within the above contractual cash
obligations and other commercial commitment tables.

At June 30, 2020, the Company has $88.3 million in claims and insurance
liabilities. The Company cannot reasonably estimate the timing of cash
settlements with respective adverse parties beyond one year and accordingly has
not included the amounts within the above contractual cash obligations and other
commercial commitment tables.

Critical Accounting Policies and Estimates



The Company makes estimates and assumptions in preparing the condensed
consolidated financial statements that affect reported amounts and disclosures
therein. In the opinion of management, the accounting policies that generally
have the most significant impact on the financial position and results of
operations of the Company include:

• Claims and Insurance Accruals. As described in more detail in the Notes to

Consolidated Financial Statements contained in Form 10-K for the year ended

December 31, 2019, the Company has self-insured retention limits generally


     ranging from


                                       19

--------------------------------------------------------------------------------

$250,000 to $1 million per occurrence for medical, workers' compensation,


     casualty and cargo claims and from $2 million to $10 million for auto
     liability. The liabilities are estimated in part based on historical
     experience, third-party actuarial analysis with respect to workers'
     compensation claims, demographics, nature and severity, and other

assumptions. The liabilities for self-funded retention are included in claims

and insurance reserves based on claims incurred with liabilities for

unsettled claims and claims incurred but not yet reported being actuarially

determined with respect to workers' compensation claims and, with respect to

all other liabilities, estimated based on management's evaluation of the

nature and severity of individual claims and historical experience. However,

these estimated accruals could be significantly affected if the actual costs

of the Company differ from these assumptions. A significant number of these

claims typically take several years to develop and even longer to ultimately

settle. These estimates tend to be reasonably accurate over time; however,

assumptions regarding severity of claims, medical cost inflation, as well as

specific case facts can create short-term volatility in estimates.

• Revenue Recognition and Related Allowances. Revenue is recognized over the

transit time of the shipment as it moves from origin to destination while

expenses are recognized as incurred. In addition, estimates included in the

recognition of revenue and accounts receivable include estimates of shipments

in transit and estimates of future adjustments to revenue and accounts

receivable for billing adjustments and collectability.




Revenue is recognized in a systematic process whereby estimates of shipments in
transit are based upon actual shipments picked up, day of delivery and current
rates charged to customers. Since the cycle for pickup and delivery of shipments
is generally 1-5 days, typically less than 5 percent of a total month's revenue
is in transit at the end of any month. Estimates for credit losses and billing
adjustments are based upon historical experience of credit losses, adjustments
processed and trends of collections. Billing adjustments are primarily made for
discounts and billing corrections. These estimates are continuously evaluated
and updated; however, changes in economic conditions, pricing arrangements and
other factors can significantly impact these estimates.

• Depreciation and Capitalization of Assets. Under the Company's accounting

policy for property and equipment, management establishes appropriate

depreciable lives and salvage values for the Company's revenue equipment

(tractors and trailers) based on their estimated useful lives and estimated

residual values to be received when the equipment is sold or traded in. These

estimates are routinely evaluated and updated when circumstances

warrant. However, actual useful lives and residual values could differ from

these assumptions based on market conditions and other factors, thereby

impacting the estimated amount or timing of depreciation expense.

These accounting policies and others are described in further detail in the Notes to Consolidated Financial Statements included in the Company's Annual Report on Form 10-K for the year ended December 31, 2019.



The preparation of financial statements in accordance with U.S. generally
accepted accounting principles requires management to adopt accounting policies
and make significant judgments and estimates to develop amounts reflected and
disclosed in the consolidated financial statements. In many cases, there are
alternative policies or estimation techniques that could be used. We maintain a
thorough process to review the application of our accounting policies and to
evaluate the appropriateness of the many estimates that are required to prepare
the consolidated financial statements. However, even under optimal
circumstances, estimates routinely require adjustment based on changing
circumstances and the receipt of new or better information.

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