The following discussion and analysis of our financial condition and results of
operations should be read together with the selected consolidated financial data
and our consolidated condensed financial statements and the related notes
appearing elsewhere in this report. This discussion and analysis contains
forward-looking statements that involve risks, uncertainties and assumptions.
Our actual results may differ materially from those anticipated in these
forward-looking statements as a result of many factors, including but not
limited to those included in our Form 10-K, Part I, Item 1A for the year ended
December 31, 2020. 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.



                                       11
--------------------------------------------------------------------------------




Our operating revenue increased $24.5 million, or 5.7%, in the first six months
of 2021 from the first six months of 2020. Our operating revenue, net of fuel
surcharges, increased $14.4 million, or 3.7%, compared with the first six months
of 2020. Truckload segment revenue, net of fuel surcharges, decreased 1.3% from
the first six months of 2020 due to a reduction in our average number of
tractors, despite an increase in our average revenue per tractor. Dedicated
segment revenue, net of fuel surcharges, increased 2.2% from the first six
months of 2020 primarily due to an increase in our average number of tractors
partially offset by a decrease in our average revenue per tractor. Intermodal
segment revenue, net of fuel surcharges, increased 6.0% from the first six
months of 2020 primarily due to an increase in revenue per load. Brokerage
segment revenue increased 24.2% primarily due to an increase in revenue per load
in the first six months of 2021. Fuel surcharge revenue increased to $53.7
million in the first six months of 2021 from $43.6 million in the first six
months of 2020, primarily due to higher fuel costs.



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



Our operating income improved 21.3% to $52.5 million in the first six months of
2021 from $43.3 million in the first six months of 2020. Our operating expenses
as a percentage of operating revenue, or "operating ratio," improved to 88.5% in
the first six months of 2021 from 90.0% in the first six months of 2020.
Operating expenses as a percentage of operating revenue, with both amounts net
of fuel surcharges, improved to 86.9% in the first six months of 2021 from 88.8%
in the first six months of 2020. Our net income improved 23.8% to $39.4 million,
or $0.47 per diluted share, in the first six months of 2021 from $31.9 million,
or $0.38 per diluted share, in the first six months of 2020.



Our business requires substantial, ongoing capital investments, particularly for
new tractors and trailers. At June 30, 2021, we had $80.7 million of cash and
cash equivalents, $653.6 million in stockholders' equity and no long-term debt
outstanding. In the first six months of 2021, net cash flows provided by
operating activities of $83.4 million were primarily used to purchase new
revenue equipment, net of proceeds from dispositions, in the amount of $59.9
million, to pay cash dividends of $6.6 million, and to construct and upgrade
regional operating facilities in the amount of $1.0 million, resulting in a
$14.5 million increase in cash and cash equivalents. We estimate that capital
expenditures, net of proceeds from dispositions, will be approximately $74
million for the remainder of 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.



                                       12
--------------------------------------------------------------------------------




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



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 condensed
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.



Results of Operations


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





                                                Three Months                 Six Months
                                               Ended June 30,              Ended June 30,
                                             2021          2020          2021          2020
Truckload Segment:
Revenue (in thousands)                     $  95,941     $  94,200     $ 190,856     $ 189,332
Average revenue, net of fuel surcharges,
per tractor per week(1)                    $   4,146     $   3,829     $   4,101     $   3,821
Average tractors(1)                            1,552         1,727         1,580         1,710
Average miles per trip                           513           557           524           558
Total miles (in thousands)                    37,285        42,833        75,568        83,872

Dedicated Segment:
Revenue (in thousands)                     $  80,121     $  75,427     $ 158,358     $ 150,464
Average revenue, net of fuel surcharges,
per tractor per week(1)                    $   3,268     $   3,314     $   3,241     $   3,309
Average tractors(1)                            1,582         1,557         1,601         1,525
Average miles per trip                           323           307           315           306
Total miles (in thousands)                    32,255        33,174        64,254        64,710

Intermodal Segment:
Revenue (in thousands)                     $  25,592     $  20,301     $  47,596     $  43,981
Loads                                          8,646         8,693        16,628        18,430
Average tractors                                 148            98           141            99

Brokerage Segment:
Revenue (in thousands)                     $  30,788     $  22,456     $  58,678     $  47,253
Loads                                         14,341        15,280        28,916        31,388



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

contractors. Independent contractors provided 118 and 124 tractors as of June


    30, 2021 and 2020, respectively.




                                       13

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

Comparison of Three Months Ended June 30, 2021 to Three Months Ended June 30, 2020





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



                                                                           Dollar           Percentage
                                                                           Change             Change
                                                Three Months            Three Months       Three Months
                                                    Ended                  Ended              Ended
                                                  June 30,                June 30,           June 30,
(Dollars in thousands)                       2021          2020        2021 vs. 2020      2021 vs. 2020
Operating revenue:
Truckload revenue, net of fuel surcharge
revenue                                    $  83,633     $  85,966     $       (2,333 )             (2.7 )%
Truckload fuel surcharge revenue              12,308         8,234              4,074               49.5
Total Truckload revenue                       95,941        94,200              1,741                1.8

Dedicated revenue, net of fuel surcharge
revenue                                       67,227        67,076                151                0.2
Dedicated fuel surcharge revenue              12,894         8,351              4,543               54.4
Total Dedicated revenue                       80,121        75,427              4,694                6.2

Intermodal revenue, net of fuel
surcharge revenue                             22,031        18,542              3,489               18.8
Intermodal fuel surcharge revenue              3,561         1,759              1,802              102.4
Total Intermodal revenue                      25,592        20,301              5,291               26.1

Brokerage revenue                             30,788        22,456              8,332               37.1

Total operating revenue                    $ 232,442     $ 212,384     $       20,058                9.4 %

Operating income:
Truckload                                  $  13,197     $  11,036     $        2,161               19.6 %
Dedicated                                     10,617        11,452               (835 )             (7.3 )
Intermodal                                     1,850           954                896               93.9
Brokerage                                      2,854         1,814              1,040               57.3
Total operating income                     $  28,518     $  25,256     $        3,262               12.9 %

Operating ratio(1):
Truckload                                       86.2 %        88.3 %
Dedicated                                       86.7          84.8
Intermodal                                      92.8          95.3
Brokerage                                       90.7          91.9
Consolidated operating ratio                    87.7 %        88.1 %




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




Our operating revenue increased $20.1 million, or 9.4%, to $232.4 million in the
2021 period from $212.4 million in the 2020 period. Our operating revenue, net
of fuel surcharges, increased $9.6 million, or 5.0%, to $203.7 million in the
2021 period from $194.0 million in the 2020 period. This increase was due to an
$8.3 million increase in Brokerage revenue, a $3.5 million increase in
Intermodal revenue, net of fuel surcharges, and a $151,000 increase in Dedicated
revenue, net of fuel surcharges, partially offset by a $2.3 million decrease in
Truckload revenue, net of fuel surcharges. Fuel surcharge revenue increased by
$10.4 million to $28.8 million in the 2021 period from $18.3 million in the 2020
period.



                                       14

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




Truckload segment revenue increased $1.7 million, or 1.8%, to $95.9 million in
the 2021 period from $94.2 million in the 2020 period. Truckload segment
revenue, net of fuel surcharges, decreased $2.3 million, or 2.7%, to $83.6
million in the 2021 period from $86.0 million in the 2020 period. During the
2021 period, an increase in our average revenue per tractor was more than offset
by a reduction in our average number of tractors. The improvement in the
operating ratio in the 2021 period was primarily due to an increase in our
average revenue per tractor due to increased rates with our customers, a
reduction in insurance and claims expense and an increase in gain on disposition
of revenue equipment, partially offset by increased net fuel expense.



Dedicated segment revenue increased $4.7 million, or 6.2%, to $80.1 million in
the 2021 period from $75.4 million in the 2020 period. Dedicated segment
revenue, net of fuel surcharges, increased 0.2% primarily due to an increase in
our average number of tractors partially offset by a decrease in our average
revenue per tractor. The operating ratio was negatively impacted in the 2021
period by a decrease in our average revenue per tractor and higher net fuel and
depreciation costs.



Intermodal segment revenue increased $5.3 million, or 26.1%, to $25.6 million in
the 2021 period from $20.3 million in the 2020 period. Intermodal segment
revenue, net of fuel surcharges, increased 18.8% from the 2020 period primarily
due to an increase in revenue per load. The improvement in the operating ratio
in the 2021 period was primarily due to increased rates with our customers and a
decrease in the amounts payable to railroads as a percentage of our revenue.



Brokerage segment revenue increased $8.3 million, or 37.1%, to $30.8 million in
the 2021 period from $22.5 million in the 2020 period primarily due to an
increase in revenue per load. The improvement in the operating ratio in the 2021
period was primarily due to decreases in various cost components across the
segment and increased rates with our customers.



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



                                               Dollar           Percentage            Percentage of
                                               Change             Change            Operating Revenue
                                            Three Months       Three Months            Three Months
                                               Ended              Ended                   Ended
                                              June 30,           June 30,                June 30,
(Dollars in thousands)                     2021 vs. 2020      2021 vs. 2020         2021          2020

Operating revenue                          $       20,058                9.4 %        100.0 %       100.0 %
Operating expenses (income):
Salaries, wages and benefits                        1,820                2.5           32.4          34.6
Purchased transportation                            8,838               24.4           19.4          17.0
Fuel and fuel taxes                                11,139               53.4           13.8           9.8
Supplies and maintenance                             (666 )             (5.6 )          4.8           5.6
Depreciation                                         (432 )             (1.7 )         11.0          12.2
Operating taxes and licenses                          103                3.9            1.2           1.2
Insurance and claims                               (2,242 )            (19.3 )          4.0           5.5
Communications and utilities                           79                4.0            0.9           0.9
Gain on disposition of revenue equipment           (3,123 )           (140.9 )         (2.3 )        (1.0 )
Other                                               1,280               26.6            2.6           2.3
Total operating expenses                           16,796                9.0           87.7          88.1
Operating income                                    3,262               12.9           12.3          11.9
Other                                                   4               30.8              -             -
Income before income taxes                          3,258               12.9           12.3          11.9
Income taxes expense                                  (26 )             (0.4 )          3.1           3.4
Net income                                 $        3,284               18.1 %          9.2 %         8.5 %




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 $1.8
million, or 2.5%, in the 2021 period from the 2020 period. Along with other
smaller increases in the components of salaries, wages and benefits, employees'
health insurance expense increased by $939,000 in the 2021 period as a result of
higher self-insured medical claims.



                                       15
--------------------------------------------------------------------------------




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 increased $8.8 million in total, or 24.4%, in the 2021
period from the 2020 period. Amounts payable to railroads and drayage carriers
for transportation services within our Intermodal segment increased $1.4 million
to $14.8 million in the 2021 period from $13.3 million in the 2020 period,
primarily due to increased fuel surcharges from the railroads. Amounts payable
to carriers for transportation services we arranged in our Brokerage segment
increased $7.0 million to $25.7 million in the 2021 period from $18.7 million in
the 2020 period, primarily due to an increase in the cost per load within the
tight freight market. The portion of purchased transportation expense related to
independent contractors within our Truckload and Dedicated segments, including
fuel surcharges, increased $438,000 in the 2021 period. We expect our purchased
transportation expense to increase as we grow our Intermodal and Brokerage
segments.



Fuel and fuel taxes increased by $11.1 million, or 53.4%, in the 2021 period
from the 2020 period. Net fuel expense (fuel and fuel taxes net of fuel
surcharge revenue and surcharges passed through to independent contractors,
outside drayage carriers and railroads) increased $2.1 million, or 44.2%, to
$6.8 million in the 2021 period from $4.7 million in the 2020 period. Fuel
surcharges passed through to independent contractors, outside drayage carriers
and railroads increased to $3.5 million from $2.2 million in the 2020 period.
The United States Department of Energy, or DOE, national average cost of fuel
increased to $3.21 per gallon from $2.43 per gallon in the 2020 period. Net fuel
expense increased to 3.9% of Truckload, Dedicated and Intermodal segment
revenue, net of fuel surcharges, from 2.7% in the 2020 period. We have worked
diligently to control fuel usage and costs by improving our volume purchasing
arrangements and optimizing our drivers' fuel purchases with national fuel
centers, focusing on shorter lengths of haul, installing and tightly managing
the use of auxiliary power units in our tractors to minimize engine idling and
improving fuel usage in the temperature-control units on our trailers. Auxiliary
power units, which we have installed in our company-owned tractors, provide
climate control and electrical power for our drivers without idling the tractor
engine.



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
decreased $666,000, or 5.6%, from the 2020 period primarily due to lower outside
repair and loading/unloading costs.



Depreciation relates to owned tractors, trailers, containers, auxiliary power
units, communication units, terminal facilities and other assets. The $432,000,
or 1.7%, decrease in depreciation in the 2021 period was primarily due to a
decrease 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 $2.2 million, or 19.3%,
decrease in insurance and claims in the 2021 period was primarily due to
decreases in the cost of our physical damage claims related to our revenue
equipment and our self-insured auto liability claims, partially offset by
increased insurance premiums. 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 $5.3 million in the 2021 period, up
from $2.2 million in the 2020 period primarily due to an increase in the number
of tractors and trailers sold along with an increase in the average gain for the
sales. Future gains or losses on dispositions of revenue equipment will be
impacted by the market for used revenue equipment, which is beyond our control.



The $1.3 million increase in other operating expenses in the 2021 period was
primarily due to increased costs associated with driver recruitment and chassis
rental.



Our operating income improved 12.9% to $28.5 million in the 2021 period from
$25.3 million in the 2020 period as a result of the foregoing factors. Our
operating expenses as a percentage of operating revenue, or "operating ratio,"
improved to 87.7% in the 2021 period from 88.1% in the 2020 period. The
operating ratio for our Truckload segment was 86.2% in the 2021 period and 88.3%
in the 2020 period, for our Dedicated segment was 86.7% in the 2021 period and
84.8% in the 2020 period, for our Intermodal segment was 92.8% in the 2021
period and 95.3% in the 2020 period, and for our Brokerage segment was 90.7% in
the 2021 period and 91.9% in the 2020 period. Operating expenses as a percentage
of operating revenue, with both amounts net of fuel surcharges, improved to
86.0% in the 2021 period from 87.0% in the 2020 period.



                                       16
--------------------------------------------------------------------------------




Our effective income tax rate decreased to 24.9% in the 2021 period from 28.2%
in the 2020 period. The 2020 period included additional income tax expense of
$1.1 million to adjust for certain discrete tax benefit reserves, which we
evaluate based on the current facts, circumstances and information available.



As a result of the factors described above, net income improved 18.1% to $21.4
million, or $0.26 per diluted share, in the 2021 period from $18.1 million, or
$0.22 per diluted share, in the 2020 period.



Comparison of Six Months Ended June 30, 2021 to Six Months Ended June 30, 2020





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



                                                                           Dollar            Percentage
                                                                           Change              Change
                                                 Six Months              Six Months          Six Months
                                                    Ended                   Ended               Ended
                                                  June 30,                June 30,            June 30,
(Dollars in thousands)                       2021          2020         2021 vs. 2020       2021 vs. 2020
Operating revenue:
Truckload revenue, net of fuel surcharge
revenue                                    $ 167,552     $ 169,823     $        (2,271 )              (1.3 )%
Truckload fuel surcharge revenue              23,304        19,509               3,795                19.5
Total Truckload revenue                      190,856       189,332               1,524                 0.8

Dedicated revenue, net of fuel surcharge
revenue                                      134,129       131,235               2,894                 2.2
Dedicated fuel surcharge revenue              24,229        19,229               5,000                26.0
Total Dedicated revenue                      158,358       150,464               7,894                 5.2

Intermodal revenue, net of fuel
surcharge revenue                             41,477        39,136               2,341                 6.0
Intermodal fuel surcharge revenue              6,119         4,845               1,274                26.3
Total Intermodal revenue                      47,596        43,981               3,615                 8.2

Brokerage revenue                             58,678        47,253              11,425                24.2

Total operating revenue                    $ 455,488     $ 431,030     $        24,458                 5.7 %

Operating income:
Truckload                                  $  24,612     $  17,821     $         6,791                38.1 %
Dedicated                                     19,553        19,985                (432 )              (2.2 )
Intermodal                                     3,311         2,260               1,051                46.5
Brokerage                                      5,040         3,222               1,818                56.4
Total operating income                     $  52,516     $  43,288     $         9,228                21.3 %

Operating ratio(1):
Truckload                                       87.1 %        90.6 %
Dedicated                                       87.7          86.7
Intermodal                                      93.0          94.9
Brokerage                                       91.4          93.2
Consolidated operating ratio                    88.5 %        90.0 %



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


                                       17
--------------------------------------------------------------------------------




Our operating revenue increased $24.5 million, or 5.7%, to $455.5 million in the
2021 period from $431.0 million in the 2020 period. Our operating revenue, net
of fuel surcharges, increased $14.4 million, or 3.7%, to $401.8 million in the
2021 period from $387.4 million in the 2020 period. This increase was due to an
$11.4 million increase in Brokerage revenue, a $2.9 million increase in
Dedicated revenue, net of fuel surcharges, and a $2.3 million increase in
Intermodal revenue, net of fuel surcharges, partially offset by a $2.3 million
decrease in Truckload revenue, net of fuel surcharges. Fuel surcharge revenue
increased to $53.7 million in the 2021 period from $43.6 million in the 2020
period, primarily due to higher fuel costs.



Truckload segment revenue increased $1.5 million, or 0.8%, to $190.9 million in
the 2021 period from $189.3 million in the 2020 period. Truckload segment
revenue, net of fuel surcharges, decreased $2.3 million, or 1.3%, to $167.6
million in the 2021 period from $169.8 million in the 2020 period. The decrease
was due to a reduction in our average number of tractors, despite an increase in
our average revenue per tractor. The improvement in the operating ratio in the
2021 period was primarily due to an increase in our average revenue per tractor
due to increased rates with our customers, a reduction in insurance and claims
expense and an increase in gain on disposition of revenue equipment, partially
offset by increased net fuel expense.



Dedicated segment revenue increased $7.9 million, or 5.2%, to $158.4 million in
the 2021 period from $150.5 million in the 2020 period. Dedicated segment
revenue, net of fuel surcharges, increased 2.2% primarily due to an increase in
our average number of tractors partially offset by a decrease in our average
revenue per tractor. The increase in the operating ratio was primarily due to a
decrease in our average revenue per tractor and higher net fuel and depreciation
costs in the 2021 period.



Intermodal segment revenue increased $3.6 million, or 8.2%, to $47.6 million in
the 2021 period from $44.0 million in the 2020 period. Intermodal segment
revenue, net of fuel surcharges, increased 6.0% from the 2020 period primarily
due to an increase in revenue per load. The improvement in the operating ratio
in the 2021 period was primarily due to increased rates with our customers and a
decrease in the amounts payable to railroads as a percentage of our revenue.



Brokerage segment revenue increased $11.4 million, or 24.2%, to $58.7 million in
the 2021 period from $47.3 million in the 2020 period primarily due to an
increase in revenue per load. The improvement in the operating ratio in the 2021
period was primarily due to decreases in various cost components across the
segment and increased rates with our customers.



                                       18
--------------------------------------------------------------------------------




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



                                               Dollar            Percentage             Percentage of
                                               Change              Change             Operating Revenue
                                             Six Months          Six Months               Six Months
                                                Ended               Ended                   Ended
                                              June 30,            June 30,                 June 30,
(Dollars in thousands)                      2021 vs. 2020       2021 vs. 2020         2021          2020

Operating revenue                          $        24,458                 5.7 %        100.0 %       100.0 %
Operating expenses (income):
Salaries, wages and benefits                         2,057                 1.4           32.6          33.9
Purchased transportation                             9,158                12.0           18.8          17.8
Fuel and fuel taxes                                 11,779                24.0           13.4          11.4
Supplies and maintenance                            (1,879 )              (7.8 )          4.9           5.6
Depreciation                                          (172 )              (0.3 )         11.2          11.9
Operating taxes and licenses                           176                 3.3            1.2           1.2
Insurance and claims                                (3,080 )             (12.9 )          4.6           5.5
Communications and utilities                           177                 4.5            0.9           0.9
Gain on disposition of revenue equipment            (3,552 )             (94.2 )         (1.6 )        (0.9 )
Other                                                  566                 5.2            2.5           2.5
Total operating expenses                            15,230                 3.9           88.5          90.0
Operating income                                     9,228                21.3           11.5          10.0
Other                                                   91                82.7              -             -
Income before income taxes                           9,137                21.1           11.5          10.1
Income taxes expense                                 1,565                13.6            2.9           2.7
Net income                                 $         7,572                23.8 %          8.7 %         7.4 %




Salaries, wages and benefits expense increased $2.1 million, or 1.4%, in the
2021 period from the 2020 period. Bonus compensation expense for our non-driver
employees increased by $797,000 and company driver compensation expense
increased by $621,000 in the 2021 period. These increases, along with other
smaller increases in the components of salaries, wages and benefits, were
partially offset by a $450,000 decrease in employees' health insurance expense
as a result of lower self-insured medical claims.



Purchased transportation expense increased $9.2 million in total, or 12.0%, in
the 2021 period from the 2020 period. Amounts payable to railroads and drayage
carriers for transportation services within our Intermodal segment decreased
$1.8 million to $27.3 million in the 2021 period from $29.1 million in the 2020
period, primarily due to a decrease in the volume of loads moved on the rail.
Amounts payable to carriers for transportation services we arranged in our
Brokerage segment increased $9.4 million to $49.3 million in the 2021 period
from $39.9 million in the 2020 period, primarily due to an increase in the cost
per load within the tight freight market. The portion of purchased
transportation expense related to independent contractors within our Truckload
and Dedicated segments, including fuel surcharges, increased $1.5 million in the
2021 period as the rates paid for independent contractors' services rose. We
expect our purchased transportation expense to increase as we grow our
Intermodal and Brokerage segments.



Fuel and fuel taxes increased by $11.8 million, or 24.0%, in the 2021 period
from the 2020 period. Net fuel expense (fuel and fuel taxes net of fuel
surcharge revenue and surcharges passed through to independent contractors,
outside drayage carriers and railroads) increased $2.4 million, or 21.9%, to
$13.4 million in the 2021 period from $11.0 million in the 2020 period. Fuel
surcharges passed through to independent contractors, outside drayage carriers
and railroads increased to $6.1 million from $5.4 million in the 2020 period.
The DOE national average cost of fuel increased to $3.06 per gallon from $2.66
per gallon in the 2020 period. Net fuel expense increased to 3.9% of Truckload,
Dedicated and Intermodal segment revenue, net of fuel surcharges, from 3.2% in
the 2020 period.


Our supplies and maintenance expense decreased $1.9 million, or 7.8%, from the 2020 period primarily due to lower parts, tires, outside repair and loading/unloading costs.

Our depreciation expense decreased $172,000, or 0.3%, in the 2021 period primarily due to a decrease in the size of our fleet of tractors.


                                       19
--------------------------------------------------------------------------------




Our insurance and claims expense decreased $3.1 million, or 12.9%, in the 2021
period primarily due to decreases in the cost of our self-insured auto liability
claims and our physical damage claims related to our revenue equipment,
partially offset by increased insurance premiums.



Gain on disposition of revenue equipment was $7.3 million in the 2021 period, up
from $3.8 million in the 2020 period primarily due to an increase in the number
of tractors and trailers sold along with an increase in the average gain for the
sales. Future gains or losses on dispositions of revenue equipment will be
impacted by the market for used revenue equipment, which is beyond our control.



Our operating income improved 21.3% to $52.5 million in the 2021 period from
$43.3 million in the 2020 period as a result of the foregoing factors. Our
operating expenses as a percentage of operating revenue, or "operating ratio,"
improved to 88.5% in the 2021 period from 90.0% in the 2020 period. The
operating ratio for our Truckload segment was 87.1% in the 2021 period and 90.6%
in the 2020 period, for our Dedicated segment was 87.7% in the 2021 period and
86.7% in the 2020 period, for our Intermodal segment was 93.0% in the 2021
period and 94.9% in the 2020 period, and for our Brokerage segment was 91.4% in
the 2021 period and 93.2% in the 2020 period. Operating expenses as a percentage
of operating revenue, with both amounts net of fuel surcharges, improved to
86.9% in the 2021 period from 88.8% in the 2020 period.



Our effective income tax rate decreased to 25.0% in the 2021 period from 26.6%
in the 2020 period. The 2020 period included additional income tax expense of
$1.1 million to adjust for certain discrete tax benefit reserves, which we
evaluate based on the current facts, circumstances and information available.



As a result of the factors described above, net income improved 23.8% to $39.4
million, or $0.47 per diluted share, in the 2021 period from $31.9 million, or
$0.38 per diluted share, in the 2020 period.



Liquidity and Capital Resources





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



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





                                                        Six Months
                                                      Ended June 30,
(In thousands)                                      2021          2020

Net cash flows provided by operating activities $ 83,365 $ 104,067 Net cash flows used for investing activities (61,438 ) (59,190 ) Net cash flows used for financing activities (7,382 ) (1,015 )






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 share repurchase program allows
purchases on the open market or through private transactions in accordance with
Rule 10b-18 of the Exchange Act. The timing and extent to which we repurchase
shares depends on market conditions and other corporate considerations. The
repurchase program does not have an expiration date.



We repurchased and retired 53,064 shares of common stock for $597,000 in the
first quarter of 2020. We did not repurchase any shares in the rest of 2020 or
in the first six months of 2021. As of June 30, 2021, future repurchases of up
to $33.4 million, or approximately 2.6 million shares, were available in the
share repurchase program.



                                       20

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




In the first six months of 2021, net cash flows provided by operating activities
of $83.4 million were primarily used to purchase new revenue equipment, net of
proceeds from dispositions, in the amount of $59.9 million, to pay cash
dividends of $6.6 million, and to construct and upgrade regional operating
facilities in the amount of $1.0 million, resulting in a $14.5 million increase
in cash and cash equivalents. In the first six months of 2020, net cash flows
provided by operating activities of $104.1 million were primarily used to
purchase new revenue equipment, net of proceeds from dispositions, in the amount
of $55.7 million, to pay cash dividends of $4.4 million, and to upgrade regional
operating facilities in the amount of $2.2 million, resulting in a $43.9 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 $74 million for the remainder of 2021. A quarterly cash
dividend of $0.04 per share of common stock was declared in each of the first
two quarters of 2021 which totaled $6.6 million. A quarterly cash dividend of
$0.027 per share of common stock was declared in each of the first two quarters
of 2020 which totaled $4.4 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.



We maintain a credit agreement that provides for an unsecured committed credit
facility with an aggregate principal amount of $30.0 million which matures in
August 2023. At June 30, 2021, 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 $18.5 million and remaining
borrowing availability of $11.5 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. A waiver allowing stock redemptions and dividends in excess of the
25% limitation in a total amount of up to $60 million in 2020 was obtained from
the lender in November 2020. 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 June 30, 2021 and December 31, 2020.



The following is a summary of our contractual obligations as of June 30, 2021.



                                                          Payments Due by Period
                                                    2022          2024
                                   Remainder         And           And
(In thousands)                      of 2021         2023          2025         Thereafter         Total
Purchase obligations for
revenue equipment                 $    52,055     $       -     $       -     $           -     $  52,055
Operating lease obligations               245           471           116                 -           832
Total                             $    52,300     $     471     $     116     $           -     $  52,887

The obligation to issue shares of our common stock under our nonqualified deferred compensation plan at June 30, 2021 of 296,957 shares of Company common stock with a value of $4.9 million has been excluded from the above table.

Off-balance Sheet Arrangements





Other than standby letters of credit maintained in connection with our
self-insurance programs in the amount of $18.5 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 June 30, 2021.



Inflation and Fuel Costs



Most of our operating expenses are inflation-sensitive, with inflation generally
producing increased costs of operations. During the last two 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.



                                       21

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




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



Our critical accounting policies are described in "Management's Discussion and
Analysis of Financial Condition and Results of Operations - Critical Accounting
Policies" in our Annual Report on Form 10-K for the year ended December 31,
2020. We have reviewed and determined that those critical accounting policies
remain our critical accounting policies as of and for the six months ended June
30, 2021, and that there have been no material changes to our critical
accounting policies during this period.

© Edgar Online, source Glimpses