USA TRUCK, INC. Forward-Looking Statements
This report contains certain statements that may be considered forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended and Section 21E of the Securities Exchange Act of 1934, as amended, (the "Exchange Act") and such statements are subject to the safe harbor created by those sections, and the Private Securities Litigation Reform Act of 1995, as amended. All statements, other than statements of historical or current fact, are statements that could be deemed forward-looking statements, including without limitation:
any statement about the expected impact, evolution, duration or severity of the
? novel coronavirus ("COVID-19") global pandemic, including our anticipated
actions and responses thereto and the potential impact on our business,
operations, customers, employees, financial results and financial condition;
? any projections of earnings, revenue, costs, or other financial items;
? any statement of projected future operations or processes;
? any statement of plans, strategies, goals, and objectives of management for
future operations;
? any statement concerning acquisitions, or proposed new services or
developments;
? any statement regarding future economic conditions or performance; and
? any statement of belief and any statement of assumptions underlying any of the
foregoing.
In this Quarterly Report on Form 10-Q, statements relating to:
? the impact of public health crises, including COVID-19,
? future driver market,
? future strategic initiatives to improve our results,
? future ability to grow market share,
? future driver and customer-facing employee compensation,
? future ability and cost to recruit and retain drivers,
? future asset utilization,
the amount, timing and price of future acquisitions and dispositions of revenue
? equipment, size and age of the Company's fleet, mix of fleet between
Company-owned and independent contractors and anticipated gains or losses
resulting from dispositions,
? future depreciation and amortization expense, including useful lives and
salvage values of equipment and intangible assets,
? future safety performance,
? future profitability,
? future industry capacity,
? future deployment of technology,
? future pricing rates and freight network,
? future fuel prices and surcharges, fuel efficiency and hedging arrangements,
? future insurance and claims and litigation expense, including trends in cost,
coverage and retention levels,
? future salaries, wages and employee benefits costs,
? future efforts to expand our use of independent contractors, purchased
transportation use and expense,
? future operations and maintenance costs,
? future USAT Logistics growth and profitability,
? future trends in operating expenses expected to result from growing our USAT
Logistics business and increasing independent contractors,
? future asset sales of non-revenue assets,
? future impact of regulations,
? future use of derivative financial instruments,
? our strategy,
? our intention about the payment of dividends,
? inflation,
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? future indebtedness,
? future liquidity and borrowing availability and capacity,
? the impact of pending and future litigation and claims,
? future availability and compliance with covenants under our revolving credit
facility,
? expected amount and timing of capital expenditures,
? future equipment market,
? expected liquidity and sources of capital resources, including the mix of
financing and operating leases,
? future size of the independent contractor fleet, and
? future income tax rates
among others, are forward-looking statements. Such statements may be identified by their use of terms or phrases such as "expects," "estimates," "projects," "believes," "anticipates," "focus," "intends," "plans," "goals," "may," "if," "will," "should," "could," "potential," "continue," "future" and similar terms and phrases. Forward-looking statements are based on currently available operating, financial, and competitive information. Forward-looking statements are inherently subject to risks and uncertainties, some of which cannot be predicted or quantified, which could cause future events and actual results to differ materially from those set forth in, contemplated by, or underlying the forward-looking statements. Factors that could cause or contribute to such differences include, but are not limited to, those discussed in the section entitled "Item 1.A, Risk Factors" in the Company's Annual Report on Form 10-K for the year endedDecember 31, 2020 , and other filings with theSEC . All such forward-looking statements speak only as of the date of this report. You are cautioned not to place undue reliance on such forward-looking statements. The Company expressly disclaims any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements contained herein to reflect any change in management's expectations with regard thereto or any change in the events, conditions or circumstances on which any such information is based, except as required by law.
All forward-looking statements attributable to us, or persons acting on our behalf, are expressly qualified in their entirety by this cautionary statement.
References to the "Company," "we," "us," "our" or similar terms refer to
Overview
The following Management's Discussion and Analysis of Financial Condition and
Results of Operations ("MD&A") is intended to help the reader more fully
understand the operations and present business environment of
MD&A is provided as a supplement to, and should be read in conjunction with, the condensed consolidated financial statements and notes thereto and other financial information that appears elsewhere in this report. This overview summarizes the MD&A, which includes the following sections:
Business Overview - a general description of our business, the organization of our operations and the service offerings that comprise our operations.
Results of Operations - an analysis of the consolidated results of operations for the periods presented in the condensed consolidated financial statements included in this filing and a discussion of seasonality, the potential impact of inflation and fuel availability and cost.
Liquidity and Capital Resources - an analysis of cash flows, sources and uses of cash, debt, equity and contractual obligations.
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Business Overview
The Company has two reportable segments: (i) Trucking, consisting of one-way
truckload motor carrier services, in which volumes typically are not
contractually committed, and dedicated contract motor carrier services, in which
a combination of equipment and drivers is contractually committed to a
particular customer, typically for a duration of at least one year, subject to
certain cancellation rights, and (ii) USAT Logistics, consisting of freight
brokerage, logistics, and rail intermodal service offerings.
The Trucking segment provides one-way truckload transportation, including
dedicated services, of various products, goods and materials. The Trucking
segment primarily uses its own purchased or leased tractors and trailers, or
capacity provided by independent contractors to provide services to customers
and is commonly referred to as "asset-based" trucking. The Company's
USAT Logistics segment provides services that match customer shipments with
available equipment of authorized third-party motor carriers and other service
providers and provide services that complement the Company's Trucking
operations. USAT Logistics provides these services to existing Trucking
customers, many of whom prefer to rely on a single service provider, or a small
group of service providers, to provide all their transportation solutions.
Revenue for the Company's Trucking segment is substantially generated by
transporting freight for customers, and is predominantly affected by rates per
mile, the number of tractors in operation, and the number of revenue-generating
miles per tractor. The Company also generates revenue through fuel surcharge
and ancillary services such as stop-off pay, loading and unloading activities,
tractor and trailer detention, expediting charges, repositioning charges and
other similar services.
Operating expenses fall into two categories: variable and fixed. Variable
expenses, or mostly variable expenses, constitute the majority of the expenses
associated with transporting freight for customers, and include driver wages and
benefits, fuel and fuel taxes, payments to independent contractors (also
referred to as purchased transportation), operating and maintenance expense and
insurance and accident claims expense. These expenses vary primarily according
to miles operated, but also have controllable components based on percentage of
compensated miles, shop and dispatch efficiency, and safety and claims
experience.
Fixed expenses, or mostly fixed expenses, include the capital costs of our assets (depreciation, amortization, rent and interest), compensation of non-driving employees and portions of insurance and maintenance expenses. These expenses are partially controllable through management of fleet size and facilities infrastructure, headcount efficiency, and safety.
Fuel and fuel tax expense can fluctuate significantly with diesel fuel prices.
To mitigate the Company's exposure to fuel price increases, it recovers from its customers fuel surcharges that historically have recouped a majority of the increased fuel costs; however, the Company cannot assure the recovery levels experienced in the past will continue in future periods. Although the Company's fuel surcharge program mitigates some exposure to rising fuel costs, the Company continues to have exposure to increasing fuel costs related to deadhead miles, out of route miles, fuel inefficiency due to engine idle time and other factors, including the extent to which the surcharges paid by customers are insufficient to compensate for higher fuel costs, particularly in times of rapidly increasing fuel prices. The main factors that affect fuel surcharge revenue are the price of diesel fuel and the number of loaded miles. The fuel surcharge is billed on a lagging basis, meaning the Company typically bills customers in the current week based on the previous week's applicableUnited States Department of Energy (the "DOE") Diesel Fuel index. Therefore, in times of increasing fuel prices, the Company does not recover as much in fuel surcharge revenue as it pays for fuel. In periods of declining prices, the opposite is experienced. The key statistics used to evaluate Trucking segment performance, in each case net of fuel surcharge revenue, include (i) base revenue per available tractor per week, (ii) base revenue per loaded mile, (iii) loaded miles per available tractor per week, (iv) deadhead percentage, (v) average loaded miles per trip, (vi) average number of available tractors and (vii) adjusted operating ratio. In general, the Company's average miles per available tractor per week, rate per mile and deadhead percentages are affected by industry-wide freight volumes and industry-wide trucking capacity, which are mostly beyond the Company's control. Factors over which the Company has significant control are its sales and marketing efforts, service levels and operational efficiency. 15 Table of Contents
Unlike the Trucking segment, the USAT Logistics segment is non-asset based and is dependent upon skilled employees, reliable information systems and qualified third-party capacity providers. The largest expense related to the USAT Logistics segment is purchased transportation expense. Other operating expenses consist primarily of salaries, wages and employee benefits. The Company evaluates the financial performance of the USAT Logistics segment by reviewing gross margin (USAT Logistics operating revenue less USAT Logistics purchased transportation expense) and the gross margin percentage (USAT Logistics gross margin expressed as a percentage of USAT Logistics operating revenue). Gross margin can be impacted by the rates charged to customers and the costs of securing third-party capacity. USAT Logistics often achieves better gross margins during periods of imbalance between supply and demand than times of balanced supply and demand, although periods of transition to tight capacity also can compress margins. We plan to continue our focus on improving results through network engineering initiatives, pricing discipline, enhanced partnerships with customers, and improved execution in our day-to-day operations, as well as our ongoing safety initiatives. By focusing on these key objectives, management believes it will make progress on its goals of improving the Company's operating performance and increasing stockholder value.
COVID-19
We continue to monitor the COVID-19 situation and regularly review announcements and recommendations of various government authorities and implement precautions as needed. We believe we have sufficient liquidity to satisfy our cash needs; however, we continue to evaluate and take action, as necessary, to preserve adequate liquidity and ensure that our business can continue to operate should current conditions deteriorate. The overall impact of COVID-19 on our consolidated results of operations for the year endedDecember 31, 2020 and the three and nine months endedSeptember 30, 2021 was not significant; however the impact that COVID-19 will have on our consolidated results of operations in future periods remains uncertain. We will continue to evaluate the nature and extent of these potential impacts to our business, consolidated results of operations, segment results, liquidity and capital resources. InSeptember 2021 ,President Biden announced a proposed new rule requiring all employers with at least 100 employees to ensure that their employees are fully vaccinated or require any employees who remain unvaccinated to produce a negative COVID-19 test result on at least a weekly basis before coming to work.The Department of Labor's Occupational Safety and Health Administration ("OSHA") is drafting an emergency rule to carry out this mandate (the "Emergency Rule"), which is expected to take effect in the coming weeks. It is currently unclear whether the Emergency Rule will include an exception for professional truck drivers. When the Emergency Rule is implemented, it could, among other things, (i) cause our unvaccinated employees to go to smaller employers, not subject to the Emergency Rule, or leave us or the trucking industry, especially our unvaccinated drivers, (ii) result in logistical issues, increased expenses, and operational issues from arranging for weekly tests of our unvaccinated employees, especially our unvaccinated drivers, (iii) result in increased costs for recruiting and retention of drivers, as well as the cost of weekly testing, and (iv) result in decreased revenue if we are unable to recruit and retain new drivers due to the Emergency Rule. It is expected that a vaccination mandate that applies to drivers would significantly reduce the pool of drivers available to us and our industry, which would further impact the extreme shortage of available drivers. Furthermore, the actions by certain states may conflict with the Emergency Rule, causing further issues with compliance. Accordingly, the Emergency Rule, when implemented, could have a material adverse effect on our business, financial condition, and results of operations. 16 Table of Contents Results of Operations The following tables summarize the condensed consolidated statements of income (loss) and comprehensive income (loss) in dollars and percentage of consolidated operating revenue and the percentage increase or decrease in the dollar amounts of those items compared to the prior year. Three Months Ended September 30, 2021 2020 Adjusted Adjusted Change Operating Operating Operating Operating in Dollar Revenue Ratio (1) Revenue Ratio (1) Amounts $ % % $ % % % (dollars in thousands) Base revenue$ 163,239 90.2 %$ 131,537 92.8 % 24.1 % Fuel surcharge revenue 17,758 9.8 10,249 7.2 73.3 Operating revenue 180,997 100.0 141,786 100.0 27.7 Total operating expenses 173,126 95.7 95.0 137,352 96.9 96.4 26.0 Operating income 7,871 4.3 4,434 3.1 77.5 % Other expenses: Interest expense 992 0.5 1,416 1.0 (29.9) Other, net 128 0.1 57 0.0 124.6 Total other expenses, net 1,120 0.6 1,473 1.0 (24.0) % Income before income taxes 6,751 3.7 2,961 2.1 128.0 Income tax expense 1,938 1.1 666 0.5 191.0 Consolidated net income$ 4,813 2.7 %$ 2,295 1.6 % 109.7 % Nine Months Ended September 30, 2021 2020 Adjusted Adjusted Change Operating Operating Operating Operating in Dollar Revenue Ratio (1) Revenue Ratio (1) Amounts $ % % $ % % % (dollars in thousands) Base revenue$ 460,461 90.4 %$ 357,502 91.1 % 28.8 % Fuel surcharge revenue 49,072 9.6 34,794 8.9 41.0 Operating revenue 509,533 100.0 392,296 100.0 29.9 Total operating expenses 488,687 95.9 95.3 389,174 99.2 98.8 25.6 Operating income 20,846 4.1 3,122 0.8 - (2) Other expenses: Interest expense 3,031 0.6 4,335 1.1 (30.1) Other, net 238 0.0 167 0.0 42.5 Total other expenses, net 3,269 0.6 4,502 1.1 (27.4) %
Income (loss) before income taxes 17,577 3.4 (1,380) (0.3) - (2) Income tax expense (benefit) 4,974 1.0 (193) (0.0) - (2) Consolidated net income (loss)$ 12,603 2.5 %$ (1,187) (0.3) % - (2)
Adjusted operating ratio is a non-GAAP financial measure. See "Use of
1) Non-GAAP Financial Information", "Consolidated Reconciliations" and "Segment
Reconciliations" below for the uses and limitations associated with adjusted
operating ratio and other non-GAAP financial measures.
2) Percentage change not meaningful.
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Use of Non-GAAP Financial Information
The Company uses the terms "adjusted operating ratio" and "adjusted operating income" throughout this MD&A. Adjusted operating ratio, adjusted earnings (loss) per diluted share, and adjusted operating income, as defined here, are non-GAAP financial measures as defined by theSEC . Management uses adjusted operating ratio, adjusted earnings (loss) per diluted share, and adjusted operating income as supplements to the Company's GAAP results in evaluating certain aspects of its business, as discussed below. Adjusted operating ratio is calculated as operating expenses excluding severance costs included in salaries, wages and employee benefits, certain asset impairments, and amortization of acquisition related intangibles, net of fuel surcharge revenue, as a percentage of operating revenue excluding fuel surcharge revenue. Adjusted earnings (loss) per diluted share is defined as earnings (loss) per diluted share plus the per share impact of severance costs included in salaries, wages and employee benefits, certain asset impairments, and amortization of acquisition related intangibles, plus or minus the per share tax impact of those adjustments using a statutory income tax rate. The per share impact of each item is determined by dividing it by the weighted average diluted shares outstanding. Adjusted operating income is calculated by deducting operating expenses excluding severance costs included in salaries, wages and employee benefits, certain asset impairments, and amortization of acquisition related intangibles, net of fuel surcharge revenue, from operating revenue, net of fuel surcharge revenue.
The Company's chief operating decision-maker focuses on adjusted operating ratio, adjusted earnings (loss) per diluted share and adjusted operating income (loss) as indicators of the Company's performance from period to period.
Management believes removing the impact of the above-described items from the Company's operating results affords a more consistent basis for comparing results of operations. Management believes its presentation of adjusted operating ratio, adjusted earnings (loss) per diluted share and adjusted operating income is useful to investors and other users because it provides them the same information that we use internally for purposes of assessing our core operating performance. Adjusted operating ratio and adjusted earnings (loss) per diluted share are not substitutes for operating margin or any other measure derived solely from GAAP measures. There are limitations to using non-GAAP measures such as adjusted operating ratio, adjusted earnings (loss) per diluted share and adjusted operating income. Although management believes that adjusted operating ratio, adjusted earnings (loss) per diluted share and adjusted operating income can make an evaluation of the Company's operating performance more consistent because these measures remove items that, in management's opinion, do not reflect its core operating performance, other companies in the transportation industry may define adjusted operating ratio, adjusted earnings (loss) per diluted share and adjusted operating income differently. As a result, it may be difficult to use adjusted operating ratio, adjusted earnings (loss) per diluted share and adjusted operating income or similarly named non-GAAP measures that other companies may use to compare the performance of those companies toUSA Truck's performance. Pursuant to the requirements of Regulation S-K, reconciliations of non-GAAP financial measures to GAAP financial measures have been provided in the tables below. 18 Table of Contents Consolidated Reconciliations Three Months Ended Nine Months Ended September 30, September 30, 2021 2020 2021 2020 (in thousands) Operating revenue$ 180,997 $ 141,786 $ 509,533 $ 392,296 Less: Fuel surcharge revenue (17,758) (10,249) (49,072) (34,794) Base revenue$ 163,239 $ 131,537 $ 460,461 $ 357,502 Operating expense$ 173,126 $ 137,352 $ 488,687 $ 389,174 Adjusted for: Severance costs included in salaries, wages and employee benefits - (9) (34) (185) Asset impairment - land - - - (137) Amortization of acquisition related intangibles (323) (340) (967) (1,020) Fuel surcharge revenue (17,758) (10,249) (49,072) (34,794) Adjusted operating expense$ 155,045 $ 126,754 $ 438,614 $ 353,038 Operating income$ 7,871 $ 4,434 $ 20,846 $ 3,122 Adjusted operating income$ 8,194 $ 4,783 $ 21,847 $ 4,464 Operating ratio 95.7 % 96.9 % 95.9 % 99.2 % Adjusted operating ratio 95.0 % 96.4 % 95.3 % 98.8 %
Adjusted earnings (loss) per diluted share
Three Months Ended Nine Months Ended
September 30, September 30,
2021 2020 2021 2020
Earnings (loss) per diluted share $ 0.54 $ 0.26 $ 1.41 $ (0.14)
Adjusted for:
Severance costs included in salaries,
wages and employee benefits - 0.00 0.00 0.02
Asset impairment - land - - - 0.02
Amortization of acquisition related
intangibles 0.04 0.04 0.11 0.12
Income tax effect of adjustments (0.01) (0.01) (0.03) (0.04)
Adjusted earnings (loss) per diluted
share $ 0.57 $ 0.29 $ 1.49 $ (0.02)
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Segment Reconciliations
Three Months Ended Nine Months Ended
Trucking Segment September 30, September 30,
2021 2020 2021 2020
(in thousands)
Operating revenue $ 113,096 $ 96,732 $ 320,974 $ 277,652
Intersegment activity 104 651 689 2,353
Operating revenue (before
intersegment eliminations) 113,200 97,383 321,663 280,005
Less: fuel surcharge revenue (before
intersegment eliminations) (11,945) (7,847) (34,302) (27,218)
Base revenue $ 101,255 $ 89,536 $ 287,361 $ 252,787
Operating expense (before
intersegment eliminations) $ 108,741 $ 93,930 $ 310,626 $ 277,064
Adjusted for:
Severance costs included in
salaries, wages and employee
benefits - (6) (32) (178)
Asset impairment - land - - - (137)
Amortization of acquisition related
intangibles (323) (340) (967) (1,020)
Fuel surcharge revenue (11,945) (7,847) (34,302) (27,218)
Adjusted operating expense $ 96,473 $ 85,737 $ 275,325 $ 248,511
Operating income $ 4,459 $ 3,453 $ 11,037 $ 2,941
Adjusted operating income $ 4,782 $ 3,799 $ 12,036 $ 4,276
Operating ratio 96.1 % 96.5 % 96.6 % 98.9 %
Adjusted operating ratio 95.3 % 95.8 % 95.8 % 98.3 %
Three Months Ended Nine Months Ended
USAT Logistics Segment September 30, September 30,
2021 2020 2021 2020
(in thousands)
Operating revenue $ 67,901 $ 45,054 $ 188,559 $ 114,644
Intersegment activity 13,677 7,005 40,149 11,979
Operating revenue (before
intersegment eliminations) 81,578 52,059 228,708 126,623
Less: fuel surcharge revenue (before
intersegment eliminations) (5,829) (2,565) (15,694) (8,260)
Base revenue $ 75,749 $ 49,494 $ 213,014 $ 118,363
Operating expense (before
intersegment eliminations) $ 78,166 $ 51,078 $ 218,899 $ 126,442
Adjusted for:
Severance costs included in
salaries, wages and employee
benefits - (3) (2) (7)
Fuel surcharge revenue (5,829) (2,565) (15,694) (8,260)
Adjusted operating expense $ 72,337 $ 48,510 $ 203,203 $ 118,175
Operating income $ 3,412 $ 981 $ 9,809 $ 181
Adjusted operating income $ 3,412 $ 984 $ 9,811 $ 188
Operating ratio 95.8 % 98.1 % 95.7 % 99.9 %
Adjusted operating ratio 95.5 % 98.0 % 95.4 % 99.8 %
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Key Operating Statistics by Segment
Three Months Ended Nine Months Ended
September 30, September 30,
Trucking: 2021 2020 2021 2020
Operating revenue (before intersegment $ 113,200 $ 97,383 $ 321,663 $ 280,005
eliminations) (in thousands)
Operating income (1) (in thousands) $ 4,459 $ 3,453 $ 11,037 $ 2,941
Adjusted operating income (2) (in $ $ $
$
thousands) 4,782 3,799 12,036 4,276
Operating ratio (3) 96.1 % 96.5 % 96.6 % 98.9 %
Adjusted operating ratio (4) 95.3 % 95.8 % 95.8 % 98.3 %
Total miles (5) (in thousands) 41,034 44,686 125,882 136,366
Deadhead percentage (6) 11.6 % 12.4 % 11.5 % 12.9 %
Base revenue per loaded mile $ 2.792 $ 2.288 $ 2.578 $ 2.129
Average number of seated tractors 1,750 1,827 1,773 1,884
Average number of available tractors (7) 1,857 1,969 1,891 2,005
Average number of in-service tractors
(8) 1,891 1,991 1,922 2,026
Loaded miles per available tractor per
week 1,486 1,512 1,511 1,513
Base revenue per available tractor per $ $ $
$
week 4,149 3,460 3,896 3,221
Average loaded miles per trip 497 507 509 501
USAT Logistics:
Operating revenue (before intersegment $ 81,578 $ 52,059 $ 228,708 $ 126,623
eliminations) (in thousands)
Operating income (1) (in thousands) $ 3,412 $ 981 $ 9,809 $ 181
Adjusted operating income (2) (in $ $ $ $
thousands) 3,412 984 9,811 188 Gross margin (9) (in thousands)$ 9,490 $ 5,880 $ 27,447 $ 14,561 Gross margin percentage (10) 11.6 % 11.3 % 12.0 % 11.5 % Load count (in thousands) 36.8 32.1 106.9 92.7
Operating income is calculated by deducting operating expenses (before
1) intersegment eliminations) from operating revenue (before intersegment
eliminations).
Adjusted operating income is calculated by deducting operating expenses
(before intersegment eliminations) excluding severance costs included in
2) salaries, wages and employee benefits, certain asset impairments, and
amortization of acquisition related intangibles, net of fuel surcharge
revenue, from operating revenue (before intersegment eliminations), net of
fuel surcharge revenue.
Operating ratio is calculated as operating expenses (before intersegment
3) eliminations) as a percentage of operating revenue (before intersegment
eliminations).
Adjusted operating ratio is calculated as operating expenses (beforeintersegment eliminations) excluding severance costs included in salaries,
4) wages and employee benefits, certain asset impairments, and amortization of
acquisition related intangibles, net of fuel surcharge revenue, as
a percentage of operating revenue (before intersegment eliminations) excluding
fuel surcharge revenue.
5) Total miles include both loaded and empty miles.
6) Deadhead percentage is calculated by dividing empty miles by total miles.
Available tractors are a) all Company tractors that are available to be
7) dispatched, including available unseated tractors, and b) all tractors in the
independent contractor fleet.
In-service tractors include all of the tractors in the Company fleet
8) (Company-operated tractors) and all the tractors in the independent contractor
fleet.
Gross margin is calculated by deducting USAT Logistics purchased
9) transportation expense from USAT Logistics operating revenue (before
intersegment eliminations).
10)Gross margin percentage is calculated as USAT Logistics gross margin divided by USAT Logistics operating revenue (before intersegment eliminations).
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Results of Operations-Segment Review
Trucking operating revenue
During the three months endedSeptember 30, 2021 , Trucking operating revenue (before intersegment eliminations) increased 16.2% to$113.2 million , compared to$97.4 million for the same period in 2020. Trucking base revenue (before intersegment eliminations) increased 13.1% to$101.3 million compared to$89.5 million for the third quarter of 2020. The increase in operating revenue (before intersegment eliminations) resulted primarily from a 22.0% increase in base revenue per loaded mile offset by a 1.7% decrease in loaded miles per available tractor per week. During the nine months endedSeptember 30, 2021 , Trucking operating revenue (before intersegment eliminations) increased 14.9% to$321.7 million , compared to$280.0 million for the same period in 2020. Trucking base revenue (before intersegment eliminations) increased 13.7% to$287.4 million compared to$252.8 million for the third quarter of 2020. The increase in operating revenue (before intersegment eliminations) resulted primarily from a 21.1% increase in base revenue per loaded mile offset by a 0.1% decrease in loaded miles per available tractor per week.
Trucking operating income
For the three months endedSeptember 30, 2021 , Trucking reported operating income of$4.5 million compared to operating income of$3.5 million for the same period in 2020. This improvement was primarily driven by the 16.2% increase in operating revenue (before intersegment eliminations) discussed above while controlling the segment's fixed cost structure. For the nine months endedSeptember 30, 2021 , Trucking reported an operating income of$11.0 million compared to operating income of$2.9 million for the same period in 2020. This change was largely driven by the 14.9% increase in operating revenue (before intersegment eliminations) discussed above while controlling the segment's fixed cost structure.
USAT Logistics operating revenue
For the three months endedSeptember 30, 2021 , USAT Logistics operating revenue (before intersegment eliminations) increased 56.7% to$81.6 million compared to$52.1 million for the same period in 2020. The year-over-year increase in operating revenue (before intersegment eliminations) was the result of an 37.0% increase in revenue per load and a 14.4% increase in load volume. For the nine months endedSeptember 30, 2021 , USAT Logistics operating revenue (before intersegment eliminations) increased 80.6% to$228.7 million compared to$126.6 million for the same period in 2020. The year-over-year change in operating revenue (before intersegment eliminations) was the result of a 56.6% increase in revenue per load, and a 15.3% increase in load volume.
USAT Logistics operating income
USAT Logistics reported operating income of$3.4 million for the three months endedSeptember 30, 2021 , an increase of$2.4 million , compared to operating income of$1.0 million for the comparable quarter in 2020. This increase was driven largely by the 56.7% increase in operating revenue (before intersegment eliminations) discussed above and a 30 basis point improvement in gross margin. For the nine months endedSeptember 30, 2021 , USAT Logistics reported operating income of$9.8 million , an increase of$9.6 million , compared to operating income of$0.2 million for the comparable period in 2020. This increase was driven primarily by the 80.6% increase in operating revenue (before intersegment eliminations) discussed above and a 50 basis point improvement in gross margin. 22 Table of Contents
Consolidated Operating Expenses
The following table summarizes the consolidated operating expenses
and percentage of consolidated operating revenue, consolidated base revenue and
the percentage increase or decrease in the dollar amounts of those items
compared to the prior year.
Three Months Ended September 30,
2021 2020 % change
Adjusted Adjusted
Operating Operating 2021 to
Operating Revenue Ratio (1) Operating Revenue Ratio (1) 2020
$ % % $ % % %
Operating Expenses: (dollars in thousands)
Salaries, wages and
employee benefits $ 40,294 22.3 % 24.7 % $ 34,916 24.6 % 26.5 % (1) 15.4 %
Fuel and fuel taxes 12,740 7.0 (3.1) (1)(2) 9,734 6.9 (0.4) (1)(2) 30.9
Depreciation and
amortization 8,807 4.9 5.2 (1) 9,896 7.0 7.3 (1) (11.0)
Insurance and claims 5,542 3.1 3.4 5,388 3.8 4.1 2.9
Equipment rent 1,900 1.1 1.2 1,895 1.8 1.5 0.3
Operations and
maintenance 8,849 4.9 5.4 9,894 6.6 7.5 (10.6)Purchased transportation 88,895 49.1 54.5
59,617 42.0 45.3 49.1 Operating taxes and licenses 1,082 0.6 0.7 1,167 0.8 0.9 (7.3) Communications and utilities 709 0.4 0.4 867 0.6 0.7 (18.2) (Gain) loss on disposal of assets, net (105) (0.1) (0.1) 398 0.3 0.3 - (3) Other 4,413 2.4 2.7 3,580 2.5 2.7 23.3 Total operating expenses$ 173,126 95.7 % 95.0 %$ 137,352 96.9 % 96.4 % 26.0 % Nine Months Ended September 30, % 2021 2020 change Adjusted Adjusted Operating Operating 2021 to Operating Revenue Ratio (1) Operating Revenue Ratio (1) 2020 $ % % $ % % % Operating Expenses: (dollars in thousands) Salaries, wages and employee benefits$ 113,337 22.2 % 24.6 % (1)$ 104,397 26.6 % 29.2 % (1) 8.6 % Fuel and fuel taxes 36,598 7.2 (2.7) (1)(2) 29,679 7.6 (1.4) (1)(2) 23.3 Depreciation and amortization 27,540 5.4 5.8 (1) 29,941 7.6 8.1 (1) (8.0) Insurance and claims 16,532 3.2 3.6 15,254 3.9 4.3 8.4 Equipment rent 5,897 1.2 1.3 5,625 1.4 2.0 4.8 Operations and maintenance 24,698 4.8 5.4 28,294 7.2 7.5 (12.7)
Purchased transportation 245,936 48.3 53.4
156,707 40.0 43.8 56.9 Operating taxes and licenses 3,677 0.7 0.8 3,675 0.9 1.0 0.1 Communications and utilities 2,309 0.5 0.5 2,586 0.7 0.7 (10.7) Loss (gain) on disposal of assets, net (422) (0.1) (0.1) 420 0.1 0.1 - (3) Asset impairments - - - 588 0.1 0.1 (1) (100.0) Other 12,585 2.5 2.7 12,008 3.1 3.4 4.8
Total operating expenses
Adjusted operating ratio is calculated as the applicable operating expense
excluding severance costs included in salaries, wages, and employee benefits,
1) certain asset impairments, and amortization of acquisition related
intangibles, net of fuel surcharge revenue, as a percentage of operating
revenue excluding fuel surcharge revenue.
2) Calculated as fuel and fuel taxes, net of fuel surcharge revenue.
3) Percentage change not meaningful.
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Salaries, wages and employee benefits
Salaries, wages and employee benefits consist primarily of compensation for all employees and are primarily affected by the total number of miles driven by Company drivers, the rate per mile paid to Company drivers, employee benefits (including, but not limited to, healthcare and workers' compensation), and compensation and benefits paid to USAT Logistics and non-driver employees. Salaries, wages and employee benefits expense increased for the three and nine months endedSeptember 30, 2021 , when compared to the same periods in 2020, primarily due to increases in both performance-based compensation and driver pay. During the second quarter of 2021 the Company announced driver pay increases; however, management believes the market for drivers will remain tight, and as such, expects driver wages to continue to increase in order to attract and retain sufficient numbers of qualified drivers to operate the Company's fleet.
Fuel and fuel taxes
Fuel and fuel taxes consists of diesel fuel expense for Company-owned tractors and fuel taxes. The primary factors affecting the Company's fuel expense are the cost of diesel fuel, the fuel economy of Company equipment and the number of miles driven by Company drivers. The increase in fuel and fuel taxes for the three and nine months endedSeptember 30, 2021 is primarily due to increases in the price per gallon of diesel fuel compared to the same periods in 2020. For the three and nine months endedSeptember 30, 2021 , the average diesel fuel prices per gallon as reported by theDOE , increased 38.4% and 22.1%, respectively, when compared to the same periods in 2020. This increase was offset by a 12.4% and 12.6% decrease in total miles driven by company drivers for the three and nine months endedSeptember 30, 2021 , respectively. The Company continues to pursue fuel efficiency initiatives, acquiring newer, more fuel-efficient revenue equipment and implementing focused driver training programs, which have contributed to improvements in our fuel expense to offset diesel price increases. The Company expects to continue managing its idle time and truck speeds and partnering with customers to align fuel surcharge programs to recover a fair portion of rising fuel costs. Looking ahead, the Company's net fuel expense is expected to fluctuate as a percentage of revenue based on factors such as diesel fuel prices, percentage recovered from fuel surcharge programs, empty mile percentage, the percentage of revenue generated from independent contractors and the success of fuel efficiency initiatives.
Depreciation and amortization and equipment rent
Depreciation and amortization of property and equipment consists primarily of depreciation for Company-owned tractors and trailers, amortization of revenue equipment financed with finance leases, depreciation of facilities, and amortization of intangible assets. The primary factors affecting this expense include the number and age of Company tractors and trailers, the acquisition cost of new equipment and the salvage values and useful lives assigned to the equipment. Equipment rent expenses are related to revenue equipment under operating leases. These largely fixed costs fluctuate as a percentage of base revenue primarily with increases and decreases in average base revenue per tractor and the percentage of base revenue contributed by Trucking versus USAT Logistics. For the three and nine months endedSeptember 30, 2021 , equipment rent expense increased slightly when compared to the 2020 periods due to an increase in the number of tractors in the Company's fleet acquired under operating leases. Depreciation and amortization expense decreased for the three and nine months endedSeptember 30, 2021 , when compared to the same periods in 2020 due to a decrease in fleet size and more tractors being acquired through operating leases. While the Company intends to continue its focus on improving asset utilization, matching customer demand and strengthening load profitability initiatives, management expects acquisition costs of new revenue equipment to increase in the near term due to the ongoing supply chain issues. Currently, tractor and trailer manufacturers are experiencing significant shortages of semiconductor chips and other component parts and supplies, forcing many manufacturers to curtail or suspend production, which has led to a lower supply of tractors and trailers, higher prices, and lengthened trade cycles, which could have a material adverse effect on our business, financial condition, and results of operations, particularly our maintenance expense and driver retention. 24 Table of Contents Insurance and claims Insurance and claims expense consists of insurance premiums and the accruals the Company makes for estimated payments and expenses for claims for third-party bodily injury, property damage, cargo damage and other casualty events. The primary factors affecting the Company's insurance and claims expense are the number of miles driven by its Company drivers and independent contractors, the frequency and severity of accidents, trends in the development factors used in the Company's actuarial accrual, developments in prior-year claims and insurance premiums and self-insured amounts. For the three and nine months endedSeptember 30, 2021 , insurance and claims expense increased due to less favorable claim experience compared to the prior year periods.
Because the trucking industry continues to experience large auto liability
verdicts and settlements, causing a decline in the number of carriers and
underwriters that write insurance policies or that are willing to provide
insurance for trucking companies, the Company expects insurance and claims
expense to continue to be volatile over the long-term. These factors have
caused the Company's insurance premiums to increase during the
Operations and maintenance
Operations and maintenance expense consists primarily of vehicle repairs and maintenance, general and administrative expenses and other costs. Operations and maintenance expenses are primarily affected by the age of the Company-operated tractors and trailers, the number of miles driven in a period and, to a lesser extent, by efficiency measures in the Company's maintenance facilities. However, a portion of operations and maintenance expenses are comprised of fixed costs, such as travel expenses, facility lease payments and property taxes. For both the three and nine months endedSeptember 30, 2021 , operations and maintenance expense decreased compared to the same periods in 2020, as a result of decreased direct repair and tire expenses and lower tolls. The change in maintenance expense was primarily due to decreases in the cost of maintaining our fleet due to such internal initiatives as decreasing the average age of Company-owned tractors and limiting outside repairs. Looking ahead, management believes the challenges in procuring new tractors and trailers could cause maintenance expense to increase due to the increasing age of the Company-owned fleet.
Purchased transportation
Purchased transportation consists of the payments the Company makes to independent contractors, railroads and third-party carriers that haul loads brokered to them by the Company, including fuel surcharge reimbursement paid to such parties. For the three and nine months endedSeptember 30, 2021 , purchased transportation expense increased significantly when compared to the 2020 periods, primarily due to an increase in the volume of brokered loads through our USAT Logistics segment. The Company is endeavoring to grow its independent contractor fleet and growing USAT Logistics, which if successful, could further increase purchased transportation expense, particularly if the Company needs to pay independent contractors more to stay with the Company in light of regulatory changes. In periods of increasing independent contractor capacity, increases in driver wages are shifted from employee driver wages and related expenses to the "Purchased transportation" line item, net of their fuel expense, maintenance and capital expenditures. Interest expense, net
For the three and nine months ended
Income tax expense (benefit)
During the three months endedSeptember 30, 2021 and 2020, the Company's effective tax rate was 28.7% and 22.5%, respectively. During the nine months endedSeptember 30, 2021 and 2020, the Company's effective tax rate was 28.3% and 14.0%, respectively. The Company's effective tax rate, when compared to the federal statutory rate of 21%, is primarily affected by state income taxes, net of federal income tax effect for the current year periods, and permanent differences, the most significant of which is the effect of the partially non-deductible per diem pay structure for our drivers. Drivers may elect to receive non-taxable per diem pay in lieu of a portion of their taxable wages.
This per diem program increases the Company's drivers' net pay per mile, after taxes, while decreasing their gross pay, before taxes. Per diem
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pay is partially non-deductible by the Company under current
As a result, salaries, wages and employee benefits costs are slightly lower and effective income tax rates are higher than the statutory rate. Due to the partially non-deductible effect of per diem pay, the Company's tax rate will change based on fluctuations in earnings (losses) and in the number of drivers who elect to receive this pay structure. Generally, as pretax income or loss increases, the impact of the driver per diem program on the Company's effective tax rate decreases, because aggregate per diem pay becomes smaller in relation to pretax income or loss, while in periods where earnings are at or near breakeven the impact of the per diem program on the Company's effective tax rate can be significant.
During the interim periods for the year ended
Due to more certainty in our financial forecasts for the current fiscal year, the Company has returned to its historical method for calculating the provision for income taxes during interim reporting periods. As such, we have calculated taxes for the nine months endedSeptember 30, 2021 by applying an estimate of the annual effective tax rate for the full fiscal year to "ordinary" income or loss (pretax income or loss excluding unusual or infrequently occurring discrete items) adjusted for discrete items for the reporting period.
Seasonality
In the trucking industry, revenue typically follows a seasonal pattern for various commodities and customer businesses. Peak freight demand has historically occurred in the months of September, October and November; however no assurance can be provided that our current or future year experience will reflect this. After the December holiday season and during the remaining winter months, freight volumes are typically lower as many customers reduce shipment levels. Operating expenses have historically been higher in the winter months due primarily to decreased fuel efficiency, increased cold weather-related maintenance costs of revenue equipment and increased insurance and claims costs attributed to adverse winter driving conditions. Revenue can also be impacted by weather, holidays and the number of business days that occur during a given period, as revenue is directly related to the available working days of shippers.
Inflation
Most of the Company's operating expenses are inflation sensitive, and as such, are not always able to be offset through increases in revenue per mile and cost control efforts. A prolonged period of inflation could cause interest rates, fuel, wages and other operating costs to increase, which could adversely affect the Company's results of operations unless freight rates correspondingly increase. The Company attempts to limit the effects of inflation through increases in revenue per mile, certain cost control efforts and limiting the effects of fuel prices through fuel surcharges and measures intended to reduce the consumption of fuel. Management also believes that the effect of inflation-driven cost increases on overall operating costs is not expected to be greater for the Company than for its competitors.
Fuel Availability and Cost
The trucking industry is dependent upon the availability of fuel. In the past, fuel shortages or increases in fuel taxes or fuel costs have adversely affected profitability and may continue to do so.USA Truck has not experienced difficulty in maintaining necessary fuel supplies, and in the past has generally been able to partially offset increases in fuel costs and fuel taxes through increased freight rates and through a fuel surcharge that increases incrementally as the average price of fuel increases above an agreed upon baseline price per gallon. Typically, the Company is not able to fully recover increases in fuel prices through freight rate increases and fuel surcharges, primarily because those items are not available with respect to empty and out-of-route miles and idling time, for which the Company generally does not receive compensation from customers. Additionally, most fuel surcharges are based on the average fuel price as published by theDOE for the week prior to the shipment, meaning the Company typically bills customers in the current week based on the previous week's applicable index. Accordingly, in times of increasing fuel prices, the Company does not recover as much as it is currently paying for fuel. In periods of declining prices, for a short period of time the inverse is true. Overall, for the three and nine months endedSeptember 30, 2021 , the average diesel fuel prices per gallon as reported by theDOE , increased 38.4% and 22.1%, respectively, when compared to the same periods in 2020.
As of
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Equity
As of
Purchases and Commitments
The Company routinely monitors equipment acquisition needs and adjusts purchase schedules from time to time based on analysis of factors such as new equipment prices, the condition of the used equipment market, demand for freight services, prevailing interest rates, technological improvements, fuel efficiency, equipment durability, equipment specifications, operating performance and the availability of qualified drivers. As ofSeptember 30, 2021 , the Company had$35.7 million in purchase commitments for the acquisition of revenue equipment, of which none were cancellable. It is anticipated that these purchase commitments will be funded primarily through the use of operating leases, with down payments being funded first through cash provided by operations and proceeds from the sale of used revenue equipment and secondarily from borrowings under the Company's Credit Facility.
Liquidity and Capital Resources
USA Truck's business has required, and will continue to require, significant capital investments. In the Company's Trucking segment, where capital investments are the most substantial, the primary investments are in revenue equipment and to a lesser extent, in technology and working capital. In the Company's USAT Logistics segment, the primary investments are in technology and working capital.USA Truck's primary sources of liquidity have been funds provided by operations, borrowings under the Company's Credit Facility, sales of used revenue equipment, and the use of finance and operating leases. Based on expected financial conditions, net capital expenditures, forecasted operations and related net cash flows and other sources of financing, management believes the Company's sources of liquidity to be adequate to meet current and projected needs for the foreseeable future. The Credit Facility contains a single financial covenant, which requires a consolidated fixed charge coverage ratio of at least 1.0 to 1.0 that is triggered in the event excess availability under the Credit Facility falls below 10% of the lenders' total commitments. Also, certain restrictions regarding the Company's ability to pay dividends, make certain investments, prepay certain indebtedness, execute share repurchase programs and enter into certain acquisitions and hedging arrangements are triggered in the event excess availability under the Credit Facility falls below 20% of the lenders' total commitments. As ofSeptember 30, 2021 , the Company had$7.9 million in letters of credit outstanding and had$96.3 million available to borrow under the Credit Facility, taking into account borrowing base availability. Fluctuations in the outstanding balance and related availability under the Credit Facility are driven primarily by cash flows from operations, bi-annual appraisals of revenue equipment, the timing and nature of property and equipment additions that are not funded through other sources of financing, and the nature, timing and receipt of proceeds from disposals of property and equipment. 27 Table of Contents
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