The following discussion and analysis of our financial condition and results of
operations should be read together with the selected consolidated financial data
and our consolidated financial statements and the related notes appearing
elsewhere in this report. This discussion and analysis contains forward-looking
statements that involve risks, uncertainties and assumptions. Our actual results
may differ materially from those anticipated in these forward-looking statements
as a result of many factors, including but not limited to those under the
heading "Risk Factors" beginning on page 6. We do not assume, and specifically
disclaim, any obligation to update any forward-looking statement contained in
this report.



Overview



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



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



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



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



Our Intermodal segment transports our customers' freight within the United
States utilizing our temperature-controlled trailers and, beginning in September
2019, our refrigerated containers, each on railroad flatcars for portions of
trips, with the balance of the trips using our tractors or, to a lesser extent,
contracted carriers. The main factors that affect our Intermodal revenue are the
rate per mile and other charges we receive from our customers.



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



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





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



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Our operating revenue increased $31.1 million, or 3.7%, in 2020 from 2019. Our
operating revenue, net of fuel surcharges, increased $50.7 million, or 6.8%,
compared with 2019. Truckload segment revenue, net of fuel surcharges, increased
4.0% from 2019 primarily due to an increase in our average revenue per tractor.
Dedicated segment revenue, net of fuel surcharges, increased 21.3% from 2019
primarily due to fleet growth driven by an increase in the number of Dedicated
contracts we have with our customers. Intermodal segment revenue, net of fuel
surcharges, increased 2.8% primarily due to increased revenue, net of fuel
surcharges, per load. Brokerage segment revenue decreased 11.2% primarily due to
a decrease in both revenue per load and load volume in 2020. Fuel surcharge
revenue decreased to $83.8 million in 2020 from $103.4 million in 2019 due to
significantly lower fuel prices.



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



Our operating income improved 21.9% to $93.2 million in 2020 from $76.5 million
in 2019. Our operating expenses as a percentage of operating revenue, or
"operating ratio," improved to 89.3% in 2020 from 90.9% in 2019. Operating
expenses as a percentage of operating revenue, with both amounts net of fuel
surcharges, improved to 88.2% in 2020 from 89.7% in 2019. Our net income
improved 13.8% to $69.5 million, or $0.84 per diluted share, in 2020 from $61.1
million, or $0.74 per diluted share, in 2019.



Our business requires substantial, ongoing capital investments, particularly for
new tractors and trailers. At December 31, 2020, we had $66.1 million of cash
and cash equivalents, $620.3 million in stockholders' equity and no long-term
debt outstanding. In 2020, net cash flows provided by operating activities of
$189.6 million were primarily used to purchase new revenue equipment, net of
proceeds from dispositions, in the amount of $102.2 million, to pay cash
dividends of $52.4 million, and to upgrade and acquire regional operating
facilities in the amount of $5.4 million, resulting in a $34.7 million increase
in cash and cash equivalents. We paid cash dividends totaling $52.4 million in
2020 which consisted of a special dividend of $0.50 per share of common stock in
December, along with quarterly cash dividends of $0.04 per share of common stock
in the third and fourth quarters and of $0.027 per share of common stock in the
first and second quarters. We estimate that capital expenditures, net of
proceeds from dispositions, will be approximately $137 million in 2021. We
believe our sources of liquidity are adequate to meet our current and
anticipated needs for at least the next twelve months. Based upon anticipated
cash flows, existing cash and cash equivalents balances, current borrowing
availability and other sources of financing we expect to be available to us, we
do not anticipate any significant liquidity constraints in the foreseeable
future.



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



                                       17
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This Management's Discussion and Analysis of Financial Condition and Results of
Operations includes discussions of operating revenue, net of fuel surcharge
revenue; Truckload, Dedicated and Intermodal revenue, net of fuel surcharge
revenue; operating expenses as a percentage of operating revenue, each net of
fuel surcharge revenue; and net fuel expense (fuel and fuel taxes net of fuel
surcharge revenue and surcharges passed through to independent contractors,
outside drayage carriers and railroads). We provide these additional disclosures
because management believes these measures provide a more consistent basis for
comparing results of operations from period to period. These financial measures
in this report have not been determined in accordance with U.S. generally
accepted accounting principles (GAAP). Pursuant to Item 10(e) of Regulation S-K,
we have included the amounts necessary to reconcile these non-GAAP financial
measures to the most directly comparable GAAP financial measures of operating
revenue, operating expenses divided by operating revenue, and fuel and fuel
taxes.



Stock Split



On August 13, 2020, we effected a three-for-two stock split of our common stock,
$.01 par value, in the form of a 50% stock dividend. Our consolidated financial
statements, related notes, and other financial data contained in this report
have been adjusted to give retroactive effect to the stock split for all periods
presented.



COVID-19 Update



The demand that our customers have from their customers within the COVID-19
pandemic for the food, beverages and other consumer goods that we transport and
distribute varies significantly for each customer across their individual
products, by region and in total - with the level of demand by freight lane also
subject to significant fluctuations. Our continual redeployment of our drivers
to match the changing freight demand by lane while minimizing empty miles has
been and will continue to be imperative to the utilization of our revenue
equipment and our operating revenue through this environment. Our execution of
our unique multifaceted business model across our diverse customer base,
including our ability to quickly make data-driven decisions and adjustments
utilizing our in-house operating technology, has and will continue to be one of
our key strengths as we proactively navigate through this fast-changing
landscape in providing our essential service.



Based upon anticipated cash flows, existing cash and cash equivalents balances,
current borrowing availability and other sources of financing we expect to be
available to us, we believe we are well-positioned for the sustainability of our
business from a balance sheet perspective.



We fully embrace our responsibility to keep our valued employees safe, healthy and informed and have implemented measures including the following:

- Throughout our headquarters and regional operating facilities, we are applying

the social distancing guidelines by having a number of our office employees


    work from their homes and by staggering shift and break times for our
    maintenance personnel.



- We have increased the frequency and extent of disinfecting and cleaning of


    each of our facilities and thoroughly disinfect all tractors prior to
    assignment to our drivers.




  - We provide hand sanitizer and masks to all of our employees. When hand

sanitizer was not available in March, we purchased the components and prepared


    and distributed over 6,000 bottles.



- We provide clear communication to our employees promoting essential healthy

hygiene habits and assist in responsibly responding to potential symptoms


    including self-quarantining and testing.




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Results of Operations


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





                                                  2020            2019            2018
Truckload Segment:
Revenue (in thousands)                         $   379,148     $   378,000     $   375,340
Average revenue, net of fuel surcharges, per
tractor per week(1)                            $     3,926     $     3,797     $     3,833
Average tractors(1)                                  1,668           1,663           1,613
Average miles per trip                                 547             548             573
Total miles (in thousands)                         165,267         155,177         153,514

Dedicated Segment:
Revenue (in thousands)                         $   309,784     $   265,984     $   223,852
Average revenue, net of fuel surcharges, per
tractor per week(1)                            $     3,316     $     3,378     $     3,300
Average tractors(1)                                  1,566           1,272           1,088
Average miles per trip                                 305             315             309
Total miles (in thousands)                         132,597         108,814          93,269

Intermodal Segment:
Revenue (in thousands)                         $    88,733     $    90,394     $   102,025
Loads                                               36,444          36,309          42,425
Average tractors                                       106              91              88

Brokerage Segment:
Revenue (in thousands)                         $    96,709     $   108,893     $    86,377
Loads                                               58,986          63,200          51,104



(1) Includes tractors driven by both company-employed drivers and independent

contractors. Independent contractors provided 143, 92 and 46 tractors as of

December 31, 2020, 2019 and 2018, respectively.




                                       19

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Comparison of Year Ended December 31, 2020 to Year Ended December 31, 2019





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



                                                                        Dollar        Percentage
                                                                        Change          Change
                                                                       2020 vs.        2020 vs.
(Dollars in thousands)                       2020          2019          2019            2019
Operating revenue:
Truckload revenue, net of fuel surcharge
revenue                                    $ 342,357     $ 329,304     $  13,053              4.0 %
Truckload fuel surcharge revenue              36,791        48,696       (11,905 )          (24.4 )
Total Truckload revenue                      379,148       378,000         1,148              0.3

Dedicated revenue, net of fuel surcharge
revenue                                      271,550       223,935        47,615             21.3
Dedicated fuel surcharge revenue              38,234        42,049        (3,815 )           (9.1 )
Total Dedicated revenue                      309,784       265,984        43,800             16.5

Intermodal revenue, net of fuel
surcharge revenue                             79,944        77,750         2,194              2.8
Intermodal fuel surcharge revenue              8,789        12,644        (3,855 )          (30.5 )
Total Intermodal revenue                      88,733        90,394        (1,661 )           (1.8 )

Brokerage revenue                             96,709       108,893       (12,184 )          (11.2 )

Total operating revenue                    $ 874,374     $ 843,271     $  31,103              3.7 %

Operating income:
Truckload                                  $  39,637     $  29,666     $   9,971             33.6 %
Dedicated                                     40,909        31,245         9,664             30.9
Intermodal                                     5,730         6,612          (882 )          (13.3 )
Brokerage                                      6,970         8,975        (2,005 )          (22.3 )
Total operating income                     $  93,246     $  76,498     $  16,748             21.9 %

Operating ratio(1):
Truckload                                       89.5 %        92.2 %
Dedicated                                       86.8          88.3
Intermodal                                      93.5          92.7
Brokerage                                       92.8          91.8
Consolidated operating ratio                    89.3 %        90.9 %



(1) Represents operating expenses as a percentage of operating revenue.






Our operating revenue increased $31.1 million, or 3.7%, to $874.4 million in
2020 from $843.3 million in 2019. Our operating revenue, net of fuel surcharges,
increased $50.7 million, or 6.8%, to $790.6 million in 2020 from $739.9 million
in 2019. This increase was due to a $47.6 million increase in Dedicated revenue,
net of fuel surcharges, a $13.1 million increase in Truckload revenue, net of
fuel surcharges, and a $2.2 million increase in Intermodal revenue, net of fuel
surcharges, partially offset by a $12.2 million decrease in Brokerage revenue.
Fuel surcharge revenue decreased to $83.8 million in 2020 from $103.4 million in
2019 due to significantly lower fuel prices.



Truckload segment revenue increased $1.1 million, or 0.3%, to $379.1 million in
2020 from $378.0 million in 2019. Truckload segment revenue, net of fuel
surcharges, increased $13.1 million, or 4.0%, to $342.4 million in 2020 from
$329.3 million in 2019, primarily due to an increase in our average revenue per
tractor. The improvement in the operating ratio in 2020 was primarily due to a
decrease in net fuel expense as a percentage of revenue along with multiple cost
control measures.



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Dedicated segment revenue increased $43.8 million, or 16.5%, to $309.8 million
in 2020 from $266.0 million in 2019. Dedicated segment revenue, net of fuel
surcharges, increased 21.3% primarily due to fleet growth driven by an increase
in the number of Dedicated contracts we have with our customers. The improvement
in the operating ratio in 2020 was primarily due to a decrease in net fuel
expense as a percentage of revenue along with multiple cost control measures.



Intermodal segment revenue decreased $1.7 million, or 1.8%, to $88.7 million in
2020 from $90.4 million in 2019. Intermodal segment revenue, net of fuel
surcharges, increased 2.8% from 2019 primarily due to increased revenue, net of
fuel surcharges, per load. The increase in the operating ratio in 2020 was
primarily due to an increase in salaries, wages and benefits expense as a
percentage of revenue.



Brokerage segment revenue decreased $12.2 million, or 11.2%, to $96.7 million in
2020 from $108.9 million in 2019 primarily due to a decrease in both revenue per
load and load volume. The increase in the operating ratio in 2020 was primarily
due to an increase in the amounts payable to carriers for transportation
services which we arranged as a percentage of our Brokerage revenue.



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



                                            Dollar        Percentage           Percentage of
                                            Change          Change           Operating Revenue
                                           2020 vs.        2020 vs.
(Dollars in thousands)                       2019            2019            2020          2019

Operating revenue                          $  31,103              3.7 %        100.0 %       100.0 %
Operating expenses (income):
Salaries, wages and benefits                  25,999              9.5           34.3          32.5
Purchased transportation                      (4,335 )           (2.7 )         17.7          18.8
Fuel and fuel taxes                          (23,208 )          (19.1 )         11.2          14.4
Supplies and maintenance                       1,078              2.3            5.5           5.5
Depreciation                                   7,756              8.2           11.8          11.3
Operating taxes and licenses                     740              7.3            1.2           1.2
Insurance and claims                           9,253             24.2            5.4           4.5
Communications and utilities                     302              3.9            0.9           0.9
Gain on disposition of revenue equipment         (53 )           (0.6 )         (1.0 )        (1.0 )
Gain on disposition of facility               (1,718 )            N/A           (0.2 )           -
Other                                         (1,459 )           (6.3 )          2.5           2.7
Total operating expenses                      14,355              1.9           89.3          90.9
Operating income                              16,748             21.9           10.7           9.1
Other                                          1,050             88.2              -          (0.1 )
Income before income taxes                    15,698             20.2           10.7           9.2
Income taxes expense                           7,269             43.7            2.7           2.0
Net income                                 $   8,429             13.8 %          7.9 %         7.2 %




Salaries, wages and benefits consist of compensation for our employees,
including both driver and non-driver employees, employees' health insurance,
401(k) plan contributions and other fringe benefits. These expenses vary
depending upon the size of our Truckload, Dedicated and Intermodal tractor
fleets, the ratio of company drivers to independent contractors, our efficiency,
our experience with employees' health insurance claims, changes in health care
premiums and other factors. Salaries, wages and benefits expense increased $26.0
million, or 9.5%, in 2020 from 2019. This increase resulted primarily from
additional company driver compensation expense of $17.7 million, a $1.4 million
increase in bonus compensation expense for our non-driver employees and a $1.3
million increase in employees' health insurance expense as a result of increased
self-insured medical claims.



                                       21

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Purchased transportation consists of amounts payable to railroads and carriers
for transportation services we arrange in connection with Brokerage and
Intermodal operations and to independent contractor providers of revenue
equipment. This category will vary depending upon the amount and rates,
including fuel surcharges, we pay to third-party railroad and motor carriers,
the ratio of company drivers versus independent contractors and the amount of
fuel surcharges passed through to independent contractors. Purchased
transportation expense decreased $4.3 million in total, or 2.7%, in 2020 from
2019. Amounts payable to railroads and drayage carriers for transportation
services within our Intermodal segment decreased $3.3 million to $56.0 million
in 2020 from $59.3 million in 2019, primarily due to a decrease in the fuel
surcharge component of the amounts payable. Amounts payable to carriers for
transportation services we arranged in our Brokerage segment decreased $9.0
million to $81.6 million in 2020 from $90.7 million in 2019, primarily due to a
decrease in both revenue per load and load volume. The portion of purchased
transportation expense related to independent contractors within our Truckload
and Dedicated segments, including fuel surcharges, increased $8.0 million in
2020 as the number of independent contractors rose. We expect our purchased
transportation expense to increase as we grow our Intermodal and Brokerage
segments.



Fuel and fuel taxes decreased by $23.2 million, or 19.1%, in 2020 from 2019
primarily due to significantly lower fuel prices. Net fuel expense (fuel and
fuel taxes net of fuel surcharge revenue and surcharges passed through to
independent contractors, outside drayage carriers and railroads) decreased $6.0
million, or 19.9%, to $24.1 million in 2020 from $30.1 million in 2019. Fuel
surcharges passed through to independent contractors, outside drayage carriers
and railroads decreased to $9.7 million from $12.1 million in 2019. The United
States Department of Energy, or DOE, national average cost of fuel decreased to
$2.55 per gallon from $3.06 per gallon in 2019. Net fuel expense decreased to
3.5% of Truckload, Dedicated and Intermodal segment revenue, net of fuel
surcharges, from 4.8% in 2019. We have worked diligently to control fuel usage
and costs by improving our volume purchasing arrangements and optimizing our
drivers' fuel purchases with national fuel centers, focusing on shorter lengths
of haul, installing and tightly managing the use of auxiliary power units in our
tractors to minimize engine idling and improving fuel usage in the
temperature-control units on our trailers. Auxiliary power units, which we have
installed in our company-owned tractors, provide climate control and electrical
power for our drivers without idling the tractor engine.



Depreciation relates to owned tractors, trailers, containers, auxiliary power
units, communication units, terminal facilities and other assets. The $7.8
million, or 8.2%, increase in depreciation in 2020 was primarily due to an
increase in the size of our fleet of tractors. We expect our annual cost of
tractor and trailer ownership will increase in future periods as a result of
higher prices of new equipment, which will result in greater depreciation over
the useful life.



Insurance and claims consist of the costs of insurance premiums and accruals we
make for claims within our self-insured retention amounts, primarily for
personal injury, property damage, physical damage to our equipment, cargo claims
and workers' compensation claims. These expenses will vary primarily based upon
the frequency and severity of our accident experience, our self-insured
retention levels and the market for insurance. The $9.3 million, or 24.2%,
increase in insurance and claims in 2020 was primarily due to an increase in our
insurance premiums along with increases in the cost of our self-insured workers'
compensation, auto liability and physical damage claims related to our revenue
equipment. Our significant self-insured retention exposes us to the possibility
of significant fluctuations in claims expense between periods which could
materially impact our financial results depending on the frequency, severity and
timing of claims.


Gain on disposition of revenue equipment was $8.7 million in each of 2020 and 2019. Future gains or losses on dispositions of revenue equipment will be impacted by the market for used revenue equipment, which is beyond our control.





Gain on disposition of facility was $1.7 million in 2020. The disposition of the
facility, located in Forest Park, GA, was part of our long-term program to
expand and update the footprint of our facilities throughout the United States.
We held the facility as rental property since 2011 after constructing a larger
facility in the area. Any future gains or losses on disposition of facilities
will be impacted by the market for real estate, which is beyond our control.



The $1.5 million decrease in other operating expenses in 2020 was primarily due to decreased costs associated with travel and entertainment.





As a result of the foregoing factors, our operating income improved 21.9% to
$93.2 million in 2020 from $76.5 million in 2019. Our operating expenses as a
percentage of operating revenue, or "operating ratio," improved to 89.3% in 2020
from 90.9% in 2019. The operating ratio for our Truckload segment was 89.5% in
2020 and 92.2% in 2019, for our Dedicated segment was 86.8% in 2020 and 88.3% in
2019, for our Intermodal segment was 93.5% in 2020 and 92.7% in 2019, and for
our Brokerage segment was 92.8% in 2020 and 91.8% in 2019. Operating expenses as
a percentage of operating revenue, with both amounts net of fuel surcharges,
improved to 88.2% in 2020 from 89.7% in 2019.



                                       22
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The decrease in our other non-operating income was primarily due to less interest income earned in 2020.





Our effective income tax rate increased to 25.6% in 2020 from 21.4% in 2019.
Additional income tax expense of $1.1 million was included in 2020 to adjust for
certain discrete tax benefit reserves, which we evaluate based on the current
facts, circumstances and information available. Additional income tax benefits
of $1.4 million were included in 2019 which resulted from certain discrete tax
benefits included in our tax filings in the period which were not previously
recognized.



As a result of the factors described above, net income improved 13.8% to $69.5
million, or $0.84 per diluted share, in 2020 from $61.1 million, or $0.74 per
diluted share, in 2019.


Comparison of Year Ended December 31, 2019 to Year Ended December 31, 2018





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



                                                                        Dollar        Percentage
                                                                        Change          Change
                                                                       2019 vs.        2019 vs.
(Dollars in thousands)                       2019          2018          2018            2018
Operating revenue:
Truckload revenue, net of fuel surcharge
revenue                                    $ 329,304     $ 322,324     $   6,980              2.2 %
Truckload fuel surcharge revenue              48,696        53,016        (4,320 )           (8.1 )
Total Truckload revenue                      378,000       375,340         2,660              0.7

Dedicated revenue, net of fuel surcharge
revenue                                      223,935       187,137        36,798             19.7
Dedicated fuel surcharge revenue              42,049        36,715         5,334             14.5
Total Dedicated revenue                      265,984       223,852        42,132             18.8

Intermodal revenue, net of fuel
surcharge revenue                             77,750        85,572        (7,822 )           (9.1 )
Intermodal fuel surcharge revenue             12,644        16,453        (3,809 )          (23.2 )
Total Intermodal revenue                      90,394       102,025       (11,631 )          (11.4 )

Brokerage revenue                            108,893        86,377        22,516             26.1

Total operating revenue                    $ 843,271     $ 787,594     $  55,677              7.1 %

Operating income:
Truckload                                  $  29,666     $  35,067     $  (5,401 )          (15.4 )%
Dedicated                                     31,245        18,589        12,656             68.1
Intermodal                                     6,612        11,150        (4,538 )          (40.7 )
Brokerage                                      8,975         5,542         3,433             61.9
Total operating income                     $  76,498     $  70,348     $   6,150              8.7 %

Operating ratio(1):
Truckload                                       92.2 %        90.7 %
Dedicated                                       88.3          91.7
Intermodal                                      92.7          89.1
Brokerage                                       91.8          93.6
Consolidated operating ratio                    90.9 %        91.1 %



(1) Represents operating expenses as a percentage of operating revenue.


                                       23
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Our operating revenue increased $55.7 million, or 7.1%, to $843.3 million in
2019 from $787.6 million in 2018. Our operating revenue, net of fuel surcharges,
increased $58.5 million, or 8.6%, to $739.9 million in 2019 from $681.4 million
in 2018. This increase was due to a $36.8 million increase in Dedicated revenue,
net of fuel surcharges, a $22.5 million increase in Brokerage revenue, and a
$7.0 million increase in Truckload revenue, net of fuel surcharges, partially
offset by a $7.8 million decrease in Intermodal revenue, net of fuel surcharges.
Fuel surcharge revenue decreased to $103.4 million in 2019 from $106.2 million
in 2018. A shift of a portion of line haul revenue to fuel surcharge revenue,
which began in mid-first quarter of 2018 as a result of changes in a number of
customer agreements, reduced our revenue excluding fuel surcharges by $17.5
million in 2019 and by $12.9 million in 2018, while increasing our fuel
surcharge revenue by the same amounts.



Truckload segment revenue increased $2.7 million, or 0.7%, to $378.0 million in
2019 from $375.3 million in 2018. Truckload segment revenue, net of fuel
surcharges, increased $7.0 million, or 2.2%, to $329.3 million in 2019 from
$322.3 million in 2018 primarily due to an increase in our average number of
tractors. The shift from line haul revenue to fuel surcharge revenue as a result
of changes in a number of customer agreements decreased our Truckload revenue
excluding fuel surcharges by $3.4 million in 2019 and by $2.8 million in 2018,
while increasing our fuel surcharge revenue by the same amounts. The increase in
the operating ratio in 2019 was primarily due to an increase in salaries and
wages as a percentage of revenue.



Dedicated segment revenue increased $42.1 million, or 18.8%, to $266.0 million
in 2019 from $223.9 million in 2018. Dedicated segment revenue, net of fuel
surcharges, increased ­­19.7% primarily due to fleet growth driven by an
increase in the number of Dedicated contracts we have with our customers and an
increase in our average revenue per tractor. The shift from line haul revenue to
fuel surcharge revenue as a result of changes in a number of customer agreements
decreased our Dedicated revenue excluding fuel surcharges by $14.1 million in
2019 and by $10.1 million in 2018, while increasing our fuel surcharge revenue
by the same amounts. The improvement in the operating ratio for our Dedicated
segment was primarily due to an increase in our average revenue per tractor,
startup costs associated with new business that began in 2018 and multiple cost
control measures.



Intermodal segment revenue decreased $11.6 million, or 11.4%, to $90.4 million
in 2019 from $102.0 million in 2018. Intermodal segment revenue, net of fuel
surcharges, decreased 9.1% from 2018 due to a decrease in load volume. The
increase in the operating ratio in 2019 was primarily due to increases in
salaries and wages, fuel expense and amounts payable to railroads as a
percentage of revenue.



Brokerage segment revenue increased $22.5 million, or 26.1%, to $108.9 million in 2019 from $86.4 million in 2018 due to an increase in load volume. The improvement in the operating ratio in 2019 was due to multiple cost control measures.





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



                                             Dollar        Percentage           Percentage of
                                             Change          Change           Operating Revenue
                                            2019 vs.        2019 vs.
(Dollars in thousands)                        2018            2018            2019          2018

Operating revenue                          $   55,677              7.1 %        100.0 %       100.0 %
Operating expenses (income):
Salaries, wages and benefits                   22,109              8.8           32.5          32.0
Purchased transportation                       14,337              9.9           18.8          18.4
Fuel and fuel taxes                              (292 )           (0.2 )         14.4          15.4
Supplies and maintenance                        5,884             14.4            5.5           5.2
Depreciation                                    6,552              7.4           11.3          11.2
Operating taxes and licenses                      627              6.6            1.2           1.2
Insurance and claims                             (456 )           (1.2 )          4.5           4.9
Communications and utilities                    1,075             16.2            0.9           0.8

Gain on disposition of revenue equipment (1,436 ) (19.8 )


     (1.0 )        (0.9 )
Other                                           1,127              5.1            2.7           2.8
Total operating expenses                       49,527              6.9           90.9          91.1
Operating income                                6,150              8.7            9.1           8.9
Other                                            (509 )          (74.7 )         (0.1 )        (0.1 )
Income before income taxes                      6,659              9.4            9.2           9.0
Income taxes expense                              615              3.8            2.0           2.0
Net income                                 $    6,044             11.0 %          7.2 %         7.0 %



Salaries, wages and benefits expense increased $22.1 million, or 8.8%, in 2019 from 2018. This increase resulted primarily from additional company driver compensation expense of $20.5 million, partially offset by a $4.7 million decrease in bonus compensation expense for our non-driver employees.





Purchased transportation expense increased $14.3 million in total, or 9.9%, in
2019 from 2018. Amounts payable to carriers for transportation services we
arranged in our Brokerage segment increased $18.3 million to $90.7 million in
2019 from $72.3 million in 2018, primarily due to an increase in brokerage
revenue. Amounts payable to railroads and drayage carriers for transportation
services within our Intermodal segment decreased $5.8 million to $59.3 million
in 2019 from $65.0 million in 2018. This decrease was due to decreased
intermodal revenue. The portion of purchased transportation expense related to
independent contractors within our Truckload and Dedicated segments, including
fuel surcharges, increased $1.8 million in 2019.



Fuel and fuel taxes decreased by $292,000, or 0.2%, in 2019 from 2018. Net fuel
expense (fuel and fuel taxes net of fuel surcharge revenue and surcharges passed
through to independent contractors, outside drayage carriers and railroads)
increased $644,000, or 2.2%, to $30.1 million in 2019 from $29.4 million in
2018. Fuel surcharges passed through to independent contractors, outside drayage
carriers and railroads decreased to $12.1 million from $14.0 million in 2018.
The DOE national average cost of fuel decreased to $3.06 per gallon from $3.18
per gallon in 2018. Net fuel expense also decreased to 4.8% of Truckload,
Dedicated and Intermodal segment revenue, net of fuel surcharges, from 4.9% in
2018. We have worked diligently to control fuel usage and costs by improving our
volume purchasing arrangements and optimizing our drivers' fuel purchases with
national fuel centers, focusing on shorter lengths of haul, installing and
tightly managing the use of auxiliary power units in our tractors to minimize
engine idling and improving fuel usage in the temperature-control units on our
trailers.



Supplies and maintenance consist of repairs, maintenance, tires, parts, oil and
engine fluids, along with load-specific expenses including loading/unloading,
tolls, pallets and trailer hostling. Our supplies and maintenance expense
increased $5.9 million, or 14.4%, from 2018 primarily due to higher outside
repair and parts costs associated, in part, with operating a larger fleet.



The $6.6 million increase in depreciation was primarily due to an increase in the size of our fleet of tractors and trailers.


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The $456,000 decrease in insurance and claims in 2019 was primarily due to a
decrease in the cost of our self-insured workers' compensation claims, partially
offset by increases in the cost of auto liability and physical damage claims
related to our tractors and trailers.



Gain on disposition of revenue equipment increased to $8.7 million in 2019 from
$7.2 million in 2018 primarily due to an increase in our average gain for each
tractor and trailer sold.



As a result of the foregoing factors, our operating income improved 8.7% to
$76.5 million in 2019 from $70.3 million in 2018. Our operating expenses as a
percentage of operating revenue, or "operating ratio," was 90.9% in 2019 and
91.1% in 2018. The operating ratio for our Truckload segment was 92.2% in 2019
and 90.7% in 2018, for our Dedicated segment was 88.3% in 2019 and 91.7% in
2018, for our Intermodal segment was 92.7% in 2019 and 89.1% in 2018, and for
our Brokerage segment was 91.8% in 2019 and 93.6% in 2018. Operating expenses as
a percentage of operating revenue, with both amounts net of fuel surcharges,
were 89.7% in both 2019 and 2018.



The increase in our other non-operating income was primarily due to additional interest income earned in 2019.

Our effective income tax rate decreased to 21.4% in 2019 from 22.5% in 2018 primarily due to a reduction in non-deductible expenses.





As a result of the factors described above, net income improved 11.0% to $61.1
million, or $0.74 per diluted share, in 2019 from $55.0 million, or $0.67 per
diluted share, in 2018.


Liquidity and Capital Resources





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



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





(In thousands)                                       2020            2019   

2018


Net cash flows provided by operating activities   $   189,598     $   156,460     $   154,204
Net cash flows used for investing activities         (106,325 )      (140,509 )      (104,851 )
Net cash flows used for financing activities          (48,607 )       (41,253 )        (8,381 )




In 2007, our Board of Directors approved, and we announced a share repurchase
program to repurchase up to one million shares of our common stock either
through purchases on the open market or through private transactions and in
accordance with Rule 10b-18 of the Exchange Act. In 2015, our Board of Directors
approved and we announced an increase in the share repurchase program, providing
for the repurchase of up to $40 million, or approximately two million shares, of
our common stock, which was increased by our Board of Directors to 3.3 million
shares in August 2017 to reflect the five-for-three stock split effected in the
form of a stock dividend on July 7, 2017. In August 2019, our Board of Directors
approved and we announced an increase from current availability in our existing
share repurchase program providing for the repurchase of up to $34 million, or
approximately 1.8 million shares, of our common stock, which was increased by
our Board of Directors to 2.7 million shares in August 2020 to reflect the
three-for-two stock split effected in the form of a stock dividend on August 13,
2020. The timing and extent to which we repurchase shares depends on market
conditions and other corporate considerations. The repurchase program does not
have an expiration date.



We repurchased and retired 53,064 shares of common stock for $597,000 in the
first quarter of 2020 and 300,000 shares of common stock for $3.8 million in the
fourth quarter of 2018. We did not repurchase any shares in 2019. As of December
31, 2020, future repurchases of up to $33.4 million, or approximately 2.6
million shares, were available in the share repurchase program.



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In 2020, net cash flows provided by operating activities of $189.6 million were
primarily used to purchase new revenue equipment, net of proceeds from
dispositions, in the amount of $102.2 million, to pay cash dividends of $52.4
million, and to upgrade and acquire regional operating facilities in the amount
of $5.4 million, resulting in a $34.7 million increase in cash and cash
equivalents. In 2019, net cash flows provided by operating activities of $156.5
million were primarily used to purchase new revenue equipment, net of proceeds
from dispositions, in the amount of $136.9 million, to pay cash dividends of
$42.1 million, and to upgrade regional operating facilities in the amount of
$2.9 million, resulting in a $25.3 million decrease in cash and cash
equivalents. In 2018, net cash flows provided by operating activities of $154.2
million were primarily used to purchase new revenue equipment, net of proceeds
from dispositions, in the amount of $97.5 million, to acquire and upgrade
regional operating facilities in the amount of $5.9 million, to pay cash
dividends of $5.5 million, and to repurchase and retire 300,000 shares of our
common stock for $3.8 million, resulting in a $41.0 million increase in cash and
cash equivalents. Beginning in 2018, our net cash flows have been increased by
the new tax laws established by the Tax Cuts and Jobs Act of 2017, which reduces
the federal corporate statutory income tax rate and establishes bonus
depreciation that allows for full expensing of qualified assets.



We estimate that capital expenditures, net of proceeds from dispositions, will
be approximately $137 million in 2021. We paid cash dividends totaling $52.4
million in 2020 which consisted of a special dividend of $0.50 per share of
common stock in December, along with quarterly cash dividends of $0.04 per share
of common stock in the third and fourth quarters and of $0.027 per share of
common stock in the first and second quarters. We paid cash dividends totaling
$42.1 million in 2019 which consisted of a special dividend of $0.433 per share
of common stock in September, along with quarterly cash dividends of $0.02 per
share of common stock in each quarter of 2019. Quarterly cash dividends of
$0.017 per share of common stock were declared in each quarter of 2018 and
totaled $5.5 million. We currently expect to continue to pay quarterly cash
dividends in the future. The payment of cash dividends in the future, and the
amount of any such dividends, will depend upon our financial condition, results
of operations, cash requirements, and certain corporate law requirements, as
well as other factors deemed relevant by our Board of Directors. We believe our
sources of liquidity are adequate to meet our current and anticipated needs for
at least the next twelve months. Based upon anticipated cash flows, existing
cash and cash equivalents balances, current borrowing availability and other
sources of financing we expect to be available to us, we do not anticipate any
significant liquidity constraints in the foreseeable future.



In August 2018, we entered into an amendment to our unsecured committed credit
facility which reduces the aggregate principal amount of the facility from $40.0
million to $30.0 million and extends the term of the facility to August 2023. At
December 31, 2020, there was no outstanding principal balance on the facility.
As of that date, we had outstanding standby letters of credit to guarantee
settlement of self-insurance claims of $17.0 million and remaining borrowing
availability of $13.0 million. This facility bears interest at a variable rate
based on the London Interbank Offered Rate or the lender's Prime Rate, in each
case plus/minus applicable margins.



Our credit facility prohibits us from paying, in any fiscal year, stock
redemptions and dividends in excess of 25% of our net income from the prior
fiscal year. Waivers allowing stock redemptions and dividends in excess of the
25% limitation in total amounts of up to $60 million in 2020 and of up to $65
million in 2019 were obtained from the lender in November 2020 and August 2019,
respectively. This facility also contains restrictive covenants which, among
other matters, require us to maintain compliance with cash flow leverage and
fixed charge coverage ratios. We were in compliance with all covenants at
December 31, 2020 and 2019.



The following is a summary of our contractual obligations as of December 31,
2020.



                                                         Payments Due by Period
                                                  2022          2024
                                                   And           And
(In thousands)                      2021          2023          2025         Thereafter         Total
Purchase obligations for
revenue equipment                 $ 107,160     $       -     $       -     $           -     $ 107,160
Operating lease obligations             524           334           116                 -           974
Total                             $ 107,684     $     334     $     116     $           -     $ 108,134

The obligation to issue shares of our common stock under our nonqualified deferred compensation plan at December 31, 2020 of 394,056 shares of Company common stock with a value of $6.8 million has been excluded from the above table.





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Off-balance Sheet Arrangements





Other than standby letters of credit maintained in connection with our
self-insurance programs in the amount of $17.0 million along with purchase
obligations and operating leases summarized above in our summary of contractual
obligations, we did not have any other material off-balance sheet arrangements
at December 31, 2020.



Inflation and Fuel Costs



Most of our operating expenses are inflation-sensitive, with inflation generally
producing increased costs of operations. During the past three years, the most
significant effects of inflation have been on revenue equipment prices, accident
claims, health insurance and employee compensation. We attempt to limit the
effects of inflation through increases in freight rates and cost control
efforts.



In addition to inflation, fluctuations in fuel prices can affect our
profitability. We require substantial amounts of fuel to operate our tractors
and power the temperature-control units on our trailers. Substantially all of
our contracts with customers contain fuel surcharge provisions. Although we
historically have been able to pass through a significant portion of long-term
increases in fuel prices and related taxes to customers in the form of fuel
surcharges and higher rates, such increases usually are not fully recovered.
These fuel surcharge provisions are not effective in mitigating the fuel price
increases related to non-revenue miles or fuel used while the tractor is idling.



Seasonality



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



Critical Accounting Policies



The preparation of financial statements in conformity with U.S. generally
accepted accounting principles requires management to make estimates and
assumptions about future events and apply judgments that affect the reported
amounts of assets, liabilities, revenue and expenses in our consolidated
financial statements and related notes. We base our estimates, assumptions and
judgments on historical experience, current trends and other factors believed to
be relevant at the time our consolidated financial statements are prepared.
However, because future events and their effects cannot be determined with
certainty, actual results could differ from our estimates and assumptions, and
such differences could be material. We believe that the following critical
accounting policies affect our more significant estimates, assumptions and
judgments used in the preparation of our consolidated financial statements.



Revenue Recognition. We account for our revenue in accordance with FASB ASC 606,
Revenue from Contracts with Customers, which we adopted on January 1, 2018 using
the modified retrospective method. The current revenue standard requires us to
recognize revenue and related expenses within each of our four reporting
segments over time, compared with our former policy in which we recorded revenue
and related expenses on the date shipment of freight was completed.



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



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Accounts Receivable. We are dependent upon a limited number of customers, and,
as a result, our trade accounts receivable balance is highly concentrated. Trade
accounts receivable are recorded at the invoiced amounts, net of an allowance
for credit losses. Our allowance for credit losses was $348,000 as of December
31, 2020 and $382,000 as of December 31, 2019. A considerable amount of judgment
is required in assessing the realization of these receivables including the
current creditworthiness of each customer and related aging of the past-due
balances, including any billing disputes. In order to assess the collectibility
of these receivables, we perform ongoing credit evaluations of our customers'
financial condition. Through these evaluations, we may become aware of a
situation where a customer may not be able to meet its financial obligations due
to deterioration of its financial viability, credit ratings or bankruptcy. The
allowance for credit losses is based on the best information available to us and
is reevaluated and adjusted as additional information is received. We evaluate
the allowance based on historical write-off experience, the size of the
individual customer balances, past-due amounts and the overall national economy.
We review the adequacy of our allowance for credit losses monthly.



Property and Equipment. The transportation industry requires significant capital
investments. Our net property and equipment was $654.2 million as of December
31, 2020 and $640.4 million as of December 31, 2019. Our depreciation expense
was $102.9 million in 2020, $95.1 million in 2019 and $88.6 million in 2018. We
compute depreciation of our property and equipment for financial reporting
purposes based on the cost of each asset, reduced by its estimated salvage
value, using the straight-line method over its estimated useful life. We
determine and periodically evaluate our estimate of the projected salvage values
and useful lives primarily by considering the market for used equipment, prior
useful lives and changes in technology. We have not changed our policy regarding
salvage values as a percentage of initial cost or useful lives of tractors and
trailers within the last ten years. We believe that our policies and past
estimates have been reasonable. Actual results could differ from these
estimates. A 5% decrease in estimated salvage values would have decreased our
net property and equipment as of December 31, 2020 by approximately $14.4
million, or 2.2%.



Impairment of Assets. Long-lived assets are reviewed for impairment whenever
events or changes in circumstances indicate that the carrying amount of an asset
may not be recoverable. Recoverability of assets to be held and used is measured
by a comparison of the carrying amount of an asset to future net undiscounted
cash flows expected to be generated by the asset. If such assets were considered
to be impaired, the impairment to be recognized would be measured by the amount
by which the carrying amount of the assets exceeds the fair value of the assets.
Assets to be disposed of are reported at the lower of the carrying amount or
fair value less the costs to sell.



Insurance and Claims. We self-insure, in part, for losses relating to workers'
compensation, auto liability, general liability, cargo and property damage
claims, along with employees' health insurance with varying risk retention
levels. We maintain insurance coverage for per-incident and total losses in
excess of these risk retention levels in amounts we consider adequate based upon
historical experience and our ongoing review. However, we could suffer a series
of losses within our self-insured retention limits or losses over our policy
limits, which could negatively affect our financial condition and operating
results. We are responsible for the first $1.0 million on each auto liability
claim and for the first $750,000 on each workers' compensation claim. We have
$17.0 million in standby letters of credit to guarantee settlement of claims
under agreements with our insurance carriers and regulatory authorities. The
insurance and claims accruals in our consolidated balance sheets were $39.6
million as of December 31, 2020 and $31.7 million as of December 31, 2019. We
reserve currently for the estimated cost of the uninsured portion of pending
claims. We periodically evaluate and adjust these reserves based on our
evaluation of the nature and severity of outstanding individual claims and our
estimate of future claims development based on historical development. Actual
results could differ from these current estimates. In addition, to the extent
that claims are litigated and not settled, jury awards are difficult to predict.



Share-based Payment Arrangement Compensation. We have granted stock options to
certain employees and non-employee directors. We recognize compensation expense
for all stock options net of an estimated forfeiture rate and only record
compensation expense for those shares expected to vest on a straight-line basis
over the requisite service period (normally the vesting period). Determining the
appropriate fair value model and calculating the fair value of stock options
require the input of highly subjective assumptions, including the expected life
of the stock options and stock price volatility. We use the Black-Scholes model
to value our stock option awards. We believe that future volatility will not
materially differ from our historical volatility. Thus, we use the historical
volatility of our common stock over the expected life of the award. The
assumptions used in calculating the fair value of stock options represent our
best estimates, but these estimates involve inherent uncertainties and the
application of judgment. As a result, if factors change and we use different
assumptions, stock option compensation expense could be materially different in
the future.



                                       29

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We have also granted performance unit awards to certain employees which are
subject to vesting requirements over a five-year period, primarily based on our
earnings growth. The fair value of each performance unit is based on the closing
market price on the date of grant. We recognize compensation expense for these
awards based on the estimated number of units probable of achieving the
performance and service vesting requirements of the awards, net of an estimated
forfeiture rate.

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