Marten Transport
MRTN
#5820
Rank
$1.04 B
Marketcap
$12.86
Share price
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-5.86%
Change (1 year)

Marten Transport - 10-Q quarterly report FY2022 Q2


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UNITED STATES SECURITIES AND EXCHANGE COMMISSION

 

Washington, D.C. 20549

 

Form 10-Q

 

Quarterly Report Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

or

Transition Report Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

 

For the Quarter ended June 30, 2022

 

Commission File Number 0-15010

 

MARTEN TRANSPORT, LTD.

(Exact name of registrant as specified in its charter)

 

Delaware

 

39-1140809

(State of incorporation)

 

(I.R.S. employer identification no.)

   

129 Marten Street

  

Mondovi, Wisconsin 54755

 

715-926-4216

(Address of principal executive offices)

 

(Registrant’s telephone number)

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class:

Trading symbol:

Name of each exchange on which registered:

COMMON STOCK, PAR VALUE

MRTN

THE NASDAQ STOCK MARKET LLC

$.01 PER SHARE

 

(NASDAQ GLOBAL SELECT MARKET)

 

Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes ☒   No ☐

 

Indicate by check mark whether the Registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (Section 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the Registrant was required to submit such files). Yes ☒   No ☐

 

Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

 

Large accelerated filer ☒                     Accelerated filer ☐

Smaller reporting company              Non-accelerated filer ☐

Emerging growth company

 

If an emerging growth company, indicate by check mark if the Registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

Indicate by check mark whether the Registrant is a shell company (as defined in Exchange Act Rule 12b-2). Yes    No ☒

 

The number of shares outstanding of the Registrant’s Common Stock, par value $.01 per share, was 81,018,865 as of July 25, 2022.

 

 

 

 

 

PART I. FINANCIAL INFORMATION

 

Item 1. Financial Statements.

MARTEN TRANSPORT, LTD.

CONSOLIDATED CONDENSED BALANCE SHEETS

 

 

  

June 30,

  

December 31,

 

(In thousands, except share information)

 

2022

  

2021

 
  (Unaudited)     
ASSETS        
Current assets:        

Cash and cash equivalents

 $68,374  $56,995 
Receivables:        

Trade, net

  138,391   99,003 

Other

  3,681   6,971 

Prepaid expenses and other

  27,437   23,980 

Total current assets

  237,883   186,949 
         
Property and equipment:        

Revenue equipment, buildings and land, office equipment and other

  992,400   956,476 

Accumulated depreciation

  (310,645)  (274,199)

Net property and equipment

  681,755   682,277 

Other noncurrent assets

  1,483   1,464 

Total assets

 $921,121  $870,690 
         
LIABILITIES AND STOCKHOLDERS’ EQUITY        
Current liabilities:        

Accounts payable

 $48,463  $20,150 

Insurance and claims accruals

  45,689   42,014 

Accrued and other current liabilities

  36,565   31,395 

Total current liabilities

  130,717   93,559 

Deferred income taxes

  129,972   125,163 

Noncurrent operating lease liabilities

  275   291 

Total liabilities

  260,964   219,013 
         
Stockholders’ equity:        

Preferred stock, $.01 par value per share; 2,000,000 shares authorized; no shares issued and outstanding

  -   - 

Common stock, $.01 par value per share; 192,000,000 shares authorized; 81,014,564 shares at June 30, 2022, and 83,034,404 shares at December 31, 2021, issued and outstanding

  810   830 

Additional paid-in capital

  44,867   85,718 

Retained earnings

  614,480   565,129 

Total stockholders’ equity

  660,157   651,677 

Total liabilities and stockholders’ equity

 $921,121  $870,690 

 

The accompanying notes are an integral part of these consolidated condensed financial statements.

 

1

 

 

 

MARTEN TRANSPORT, LTD.

CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS

(Unaudited)

 

  

Three Months

  

Six Months

 
  

Ended June 30,

  

Ended June 30,

 

(In thousands, except per share information)

 

2022

  

2021

  

2022

  

2021

 
                 

Operating revenue

 $329,565  $232,442  $616,846  $455,488 
                 
Operating expenses (income):                

Salaries, wages and benefits

  96,460   75,296   185,809   148,294 

Purchased transportation

  67,480   45,003   124,790   85,768 

Fuel and fuel taxes

  61,337   32,007   105,705   60,944 

Supplies and maintenance

  13,352   11,167   25,665   22,182 

Depreciation

  26,865   25,540   53,008   51,227 

Operating taxes and licenses

  2,663   2,718   5,303   5,430 

Insurance and claims

  13,443   9,391   26,147   20,837 

Communications and utilities

  2,239   2,056   4,504   4,139 

Gain on disposition of revenue equipment

  (4,812)  (5,339)  (9,352)  (7,323)

Other

  9,601   6,085   18,472   11,474 
                 

Total operating expenses

  288,628   203,924   540,051   402,972 
                 

Operating income

  40,937   28,518   76,795   52,516 
                 

Other

  (36)  (9)  (43)  (19)
                 

Income before income taxes

  40,973   28,527   76,838   52,535 
                 

Income taxes expense

  9,312   7,109   17,644   13,111 
                 

Net income

 $31,661  $21,418  $59,194  $39,424 
                 

Basic earnings per common share

 $0.39  $0.26  $0.72  $0.48 
                 

Diluted earnings per common share

 $0.39  $0.26  $0.72  $0.47 
                 

Dividends declared per common share

 $0.06  $0.04  $0.12  $0.08 

 

The accompanying notes are an integral part of these consolidated condensed financial statements.

 

2

 

 

 

MARTEN TRANSPORT, LTD.

CONSOLIDATED CONDENSED STATEMENTS OF STOCKHOLDERS EQUITY

(Unaudited)

 

  

Common Stock

  

Additional

Paid-In

  

Retained

  

Total

Stock-

holders’

 

(In thousands)

 

Shares

  

Amount

  

Capital

  

Earnings

  

Equity

 
                     

Balance at December 31, 2021

  83,034  $830  $85,718  $565,129  $651,677 

Net income

  -   -   -   27,533   27,533 

Repurchase and retirement of common stock

  (1,307)  (13)  (24,987

)

  -   (25,000

)

Issuance of common stock from share-based payment arrangement exercises, deferred compensation plan distributions and vesting of performance unit awards

  220   2   766   -   768 

Employee taxes paid in exchange for shares withheld

  -   -   (1,610

)

  -   (1,610

)

Share-based payment arrangement compensation expense

  -   -   369   -   369 

Dividends on common stock

  -   -   -   (4,975)  (4,975

)

Balance at March 31, 2022

  81,947   819   60,256   587,687   648,762 

Net income

  -   -   -   31,661   31,661 

Repurchase and retirement of common stock

  (963)  (10)  (16,743)  -   (16,753

)

Issuance of common stock from share-based payment arrangement exercises

  31   1   150   -   151 

Share-based payment arrangement compensation expense

  -   -   1,204   -   1,204 

Dividends on common stock

  -   -   -   (4,868)  (4,868

)

Balance at June 30, 2022

  81,015  $810  $44,867  $614,480  $660,157 

 

The accompanying notes are an integral part of these consolidated condensed financial statements.  

 

3

 

 

MARTEN TRANSPORT, LTD.

CONSOLIDATED CONDENSED STATEMENTS OF STOCKHOLDERS EQUITY

(Unaudited)

 

  

Common Stock

  

Additional

Paid-In

  

Retained

  

Total

Stock-

holders’

 

(In thousands)

 

Shares

  

Amount

  

Capital

  

Earnings

  

Equity

 
                     

Balance at December 31, 2020

  82,705  $827  $85,070  $534,436  $620,333 

Net income

  -   -   -   18,006   18,006 

Issuance of common stock from share-based payment arrangement exercises and vesting of performance unit awards

  70   1   160   -   161 

Employee taxes paid in exchange for shares withheld

  -   -   (547

)

  -   (547

)

Share-based payment arrangement compensation expense

  -   -   336   -   336 

Dividends on common stock

  -   -   -   (3,311

)

  (3,311

)

Balance at March 31, 2021

  82,775   828   85,019   549,131   634,978 

Net income

  -   -   -   21,418   21,418 

Issuance of common stock from share-based payment arrangement exercises, deferred compensation plan distributions and vesting of performance unit awards

  106   1   335   -   336 

Employee taxes paid in exchange for shares withheld

  -   -   (706

)

  -   (706

)

Share-based payment arrangement compensation expense

  -   -   930   -   930 

Dividends on common stock

  -   -   -   (3,315

)

  (3,315

)

Balance at June 30, 2021

  82,881  $829  $85,578  $567,234  $653,641 

 

The accompanying notes are an integral part of these consolidated condensed financial statements.  

 

4

 

 

MARTEN TRANSPORT, LTD.

CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS

(Unaudited)

 

  

Six Months

 
  

Ended June 30,

 

(In thousands)

 

2022

  

2021

 
Cash flows provided by operating activities:        
Operations:        

Net income

 $59,194  $39,424 
Adjustments to reconcile net income to net cash provided by operating activities:        

Depreciation

  53,008   51,227 

Tires in service amortization

  3,161   3,263 

Gain on disposition of revenue equipment

  (9,352)  (7,323)

Deferred income taxes

  4,809   2,214 

Share-based payment arrangement compensation expense

  1,573   1,266 
Changes in other current operating items:        

Receivables

  (37,619)  (7,596)

Prepaid expenses and other

  (5,040)  (3,425

)

Accounts payable

  19,927   392 

Insurance and claims accruals

  3,675   1,843 

Accrued and other current liabilities

  5,334   2,080 

Net cash provided by operating activities

  98,670   83,365 
         
Cash flows used for investing activities:        

Revenue equipment additions

  (54,202)  (98,877)

Proceeds from revenue equipment dispositions

  23,854   38,995 

Buildings and land, office equipment and other additions

  (4,618)  (1,520)

Other

  (38)  (36)

Net cash used for investing activities

  (35,004)  (61,438

)

         
Cash flows used for financing activities:        

Repurchase and retirement of common stock

  (41,753)  - 

Dividends on common stock

  (9,843)  (6,626)

Issuance of common stock from share-based payment arrangement exercises, deferred compensation plan distributions and vesting of performance unit awards

  919   497 

Employee taxes paid in exchange for shares withheld

  (1,610)  (1,253)

Net cash used for financing activities

  (52,287)  (7,382)
         

Net change in cash and cash equivalents

  11,379   14,545 
         
Cash and cash equivalents:        

Beginning of period

  56,995   66,127 

End of period

 $68,374  $80,672 
         
Supplemental non-cash disclosure:        

Change in property and equipment not yet paid

 $9,765  $10,585 
         
Supplemental disclosure of cash flow information:        

Cash paid for income taxes

 $9,045  $8,319 

 

The accompanying notes are an integral part of these consolidated condensed financial statements.

 

5

 

MARTEN TRANSPORT, LTD.

NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS

SIX MONTHS ENDED JUNE 30, 2022

(Unaudited)

 

 

(1)

Consolidated Condensed Financial Statements

 

The accompanying unaudited consolidated condensed financial statements have been prepared in accordance with U.S. generally accepted accounting principles for interim financial statements, and therefore do not include all information and disclosures required by U.S. generally accepted accounting principles for complete financial statements. In the opinion of management, such statements reflect all adjustments (consisting of normal recurring adjustments) considered necessary to fairly present our consolidated financial condition, results of operations and cash flows for the interim periods presented. The results of operations for any interim period do not necessarily indicate the results for the full year. The unaudited interim consolidated condensed financial statements should be read with reference to the consolidated financial statements and notes to consolidated financial statements in our 2021 Annual Report on Form 10-K.

 

 

(2)

Earnings per Common Share

 

Basic and diluted earnings per common share were computed as follows:

 

  

Three Months

  

Six Months

 
  

Ended June 30,

  

Ended June 30,

 

(In thousands, except per share amounts)

 

2022

  

2021

  

2022

  

2021

 

Numerator:

                

Net income

 $31,661  $21,418  $59,194  $39,424 

Denominator:

                

Basic earnings per common share - weighted-average shares

  81,689   82,840   82,310   82,799 

Effect of dilutive stock options

  326   557   307   585 

Diluted earnings per common share - weighted-average shares and assumed conversions

  82,015   83,397   82,617   83,384 
                 

Basic earnings per common share

 $0.39  $0.26  $0.72  $0.48 

Diluted earnings per common share

 $0.39  $0.26  $0.72  $0.47 

 

Options totaling 486,000 and 495,500 equivalent shares for the three-month and six-month periods ended June 30, 2022, respectively, and 322,150 equivalent shares for each of the three-month and six-month periods ended June 30, 2021, were outstanding but were not included in the calculation of diluted earnings per share because including the options in the denominator would be antidilutive, or decrease the number of weighted-average shares, due to their exercise prices exceeding the average market price of the common shares, or because inclusion of average unrecognized compensation expense in the calculation would cause the options to be antidilutive.

 

Unvested performance unit awards totaling 66,912 and 109,371 equivalent shares for the three-month and six-month periods ended June 30, 2021, respectively, were considered outstanding but were not included in the calculation of diluted earnings per share because inclusion of average unrecognized compensation expense in the calculation would cause the performance units to be antidilutive. There were no such equivalent shares for each of the three-month and six-month periods ended June 30, 2022.

 

 

(3)

Long-Term Debt

 

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, 2022, 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 $16.1 million and remaining borrowing availability of $13.9 million. At December 31, 2021, there was also no outstanding principal balance on the facility. As of that date, we also had outstanding standby letters of credit of $18.5 million on the facility. This facility bears interest at a variable rate based on the Term SOFR Rate or the lender’s Prime Rate, in each case plus/minus applicable margins. The interest rate for the facility that would apply to outstanding principal balances was 4.25% at June 30, 2022.

Our credit facility prohibits us from paying, in any fiscal year, stock redemptions and dividends in excess of 25% of our net income from the prior fiscal year. Waivers allowing stock redemptions and dividends in excess of the 25% limitation in total amounts of up to $80 million in each of 2022 and 2021 were obtained from the lender in March 2022 and August 2021, respectively. This facility also contains restrictive covenants which, among other matters, require us to maintain compliance with cash flow leverage and fixed charge coverage ratios. We were in compliance with all covenants at June 30, 2022 and December 31, 2021.

 

6

 

 

(4)

Related Party Transactions

 

We purchase fuel and tires and obtain related services from Bauer Built, Inc., or BBI. Jerry M. Bauer, the chairman of the board and chief executive officer of BBI, is one of our directors. We paid BBI $252,000 in the first six months of 2022 and $140,000 in the first six months of 2021 for fuel, tires and related services. In addition, we paid $790,000 in the first six months of 2022 and $1.0 million in the first six months of 2021 to tire manufacturers for tires that were provided by BBI. BBI received commissions from the tire manufacturers related to these purchases.

 

 

(5)

Share Repurchase Program

 

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. On May 3, 2022, our Board of Directors approved and we announced an additional increase from current availability in our existing share repurchase program providing for the repurchase of up to $50.0 million, or approximately 3.1 million shares of our common stock. 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 1.3 million shares of common stock for $25.0 million in the first quarter of 2022, and 963,000 shares of common stock for $16.8 million in the second quarter of 2022. We did not repurchase any shares in 2021. As of June 30, 2022, future repurchases of up to $33.2 million, or approximately 2.2 million shares, were available in the share repurchase program.

 

 

(6)

Dividends

 

In 2010, we announced that our Board of Directors approved a regular cash dividend program to our stockholders, subject to approval each quarter. A quarterly cash dividend of $0.06 per share of common stock was paid in each of the first two quarters of 2022 which totaled $9.8 million. A quarterly cash dividend of $0.04 per share of common stock was paid in each of the first two quarters of 2021 which totaled $6.6 million.

 

 

(7)

Accounting for Share-based Payment Arrangement Compensation

 

We account for share-based payment arrangements in accordance with Financial Accounting Standards Board, or FASB, Accounting Standards Codification, or ASC, 718, Compensation Stock Compensation. During the first six months of 2022, there were no significant changes to the structure of our stock-based award plans. Pre-tax compensation expense related to stock options and performance unit awards recorded in the first six months of 2022 and 2021 was $1.6 million and $1.3 million, respectively.

 

 

(8)

Termination of Deferred Compensation Plan

 

On May 5, 2020, our Compensation Committee and Board of Directors approved the termination of our Deferred Compensation Plan. The plan was an unfunded, nonqualified deferred compensation plan designed to allow board elected officers and other select members of our management designated by our Compensation Committee to save for retirement on a tax-deferred basis. The termination was effective May 5, 2021. All shares of Company common stock within the plan were distributed by March 31, 2022.

 

7

 

 

(9)

Fair Value of Financial Instruments

 

The carrying amounts of cash equivalents, accounts receivable and accounts payable approximate fair value because of the short maturity of these instruments.

 

 

(10)

Commitments and Contingencies

 

We are committed to new revenue equipment purchases of $42.1 million and building construction obligations of $10.1 million through the remainder of 2022. We also have commitments to purchase new revenue equipment of $22.0 million in 2023 and $13.0 million in 2024. Operating lease obligation expenditures through 2024 total $521,000.

 

We self-insure, in part, for losses relating to workers’ compensation, auto liability, general liability, cargo and property damage claims, along with employees’ health insurance with varying risk retention levels. We maintain insurance coverage for per-incident and total losses in excess of these risk retention levels in amounts we consider adequate based upon historical experience and our ongoing review, and reserve currently for the estimated cost of the uninsured portion of pending claims.

 

We are also involved in other legal actions that arise in the ordinary course of business. In the opinion of management, based upon present knowledge of the facts, it is remote that the ultimate outcome of any such legal actions will have a material adverse effect upon our long-term financial position or results of operations.

 

 

(11)

Revenue and Business Segments

 

We account for our revenue in accordance with FASB ASC 606, Revenue from Contracts with Customers. We combine our five current operating segments into four reporting segments (Truckload, Dedicated, Intermodal and Brokerage) for financial reporting purposes. These four reporting segments are also the appropriate categories for the disaggregation of our revenue under FASB ASC 606.

 

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.

 

Our Truckload segment provides 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 individual customers’ 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 refrigerated containers and our temperature-controlled trailers, 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.

 

8

 

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 United States Department of Transportation, or 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.

 

Our customer agreements are typically for one-year terms except for our Dedicated agreements which range from three to five years with annual rate reviews. Under FASB ASC 606, the contract date for each individual load within each of our four reporting segments is generally the date that each load is tendered to and accepted by us. For each load transported within each of our four reporting segments, the entire amount of revenue to be recognized is a single performance obligation and our agreements with our customers detail the per-mile charges for line haul and fuel surcharges, along with the rates for loading and unloading, stop offs and drops, equipment detention and other accessorial services, which is the transaction price. There are no discounts that would be a material right or consideration payable to a customer. We are required to recognize revenue and related expenses over time, from load pickup to delivery, for each load within each of our four reporting segments. We base our calculation of the amount of revenue to record in each period for individual loads picking up in one period and delivering in the following period using the number of hours estimated to be incurred within each period applied to each estimated transaction price. Contract assets for this estimated revenue which are classified within prepaid expenses and other within our consolidated condensed balance sheets were $3.5 million and $2.2 million as of June 30, 2022 and December 31, 2021, respectively. We had no impairment losses on contract assets in the first six months of 2022 or in 2021. We bill our customers for loads after delivery is complete with standard payment terms of 30 days.

 

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

 

9

 

The following table sets forth for the periods indicated our operating revenue and operating income by segment. We do not prepare separate balance sheets by segment and, as a result, assets are not separately identifiable by segment.

 

  

Three Months

  

Six Months

 
  

Ended June 30,

  

Ended June 30,

 

(In thousands)

 

2022

  

2021

  

2022

  

2021

 

Operating revenue:

                

Truckload revenue, net of fuel surcharge revenue

 $101,808  $83,633  $196,978  $167,552 

Truckload fuel surcharge revenue

  25,164   12,308   42,784   23,304 

Total Truckload revenue

  126,972   95,941   239,762   190,856 
                 

Dedicated revenue, net of fuel surcharge revenue

  84,389   67,227   162,810   134,129 

Dedicated fuel surcharge revenue

  25,966   12,894   44,305   24,229 

Total Dedicated revenue

  110,355   80,121   207,115   158,358 
                 

Intermodal revenue, net of fuel surcharge revenue

  27,681   22,031   53,286   41,477 

Intermodal fuel surcharge revenue

  9,286   3,561   15,323   6,119 

Total Intermodal revenue

  36,967   25,592   68,609   47,596 
                 

Brokerage revenue

  55,271   30,788   101,360   58,678 

Total operating revenue

 $329,565  $232,442  $616,846  $455,488 
                 

Operating income:

                

Truckload

 $16,088  $13,197  $31,659  $24,612 

Dedicated

  14,039   10,617   24,684   19,553 

Intermodal

  4,097   1,850   9,133   3,311 

Brokerage

  6,713   2,854   11,319   5,040 

Total operating income

 $40,937  $28,518  $76,795  $52,516 

 

Truckload segment depreciation expense was $13.5 million and $12.9 million, Dedicated segment depreciation expense was $11.2 million and $10.7 million, Intermodal segment depreciation expense was $1.9 million and $1.6 million, and Brokerage segment depreciation expense was $349,000 and $298,000 in the three-month periods ended June 30, 2022 and 2021, respectively.

 

Truckload segment depreciation expense was $26.4 million and $26.1 million, Dedicated segment depreciation expense was $22.3 million and $21.4 million, Intermodal segment depreciation expense was $3.6 million and $3.1 million, and Brokerage segment depreciation expense was $687,000 and $580,000 in the six-month periods ended June 30, 2022 and 2021, respectively.

 

 

(12)

Use of Estimates

 

We must make estimates and assumptions to prepare the consolidated condensed financial statements in conformity with U.S. generally accepted accounting principles. These estimates and assumptions affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities in the consolidated condensed financial statements and the reported amount of revenue and expenses during the reporting period. These estimates are primarily related to insurance and claims accruals and depreciation. Ultimate results could differ from these estimates.

 

10

 

 

Item 2. Managements Discussion and Analysis of Financial Condition and Results of Operations.

 

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, 2021. 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.

 

Our Truckload segment provides 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 refrigerated containers and our temperature-controlled trailers, 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 $161.4 million, or 35.4%, in the first six months of 2022 from the first six months of 2021. Our operating revenue, net of fuel surcharges, increased $112.6 million, or 28.0%, compared with the first six months of 2021. Truckload segment revenue, net of fuel surcharges, increased 17.6% from the first six months of 2021 primarily due to an increase in our average revenue per tractor, despite a slight reduction in our average number of tractors. Dedicated segment revenue, net of fuel surcharges, increased 21.4% from the first six months of 2021 primarily due to an increase in our average revenue per tractor. Intermodal segment revenue, net of fuel surcharges, increased 28.5% from the first six months of 2021 primarily due to an increase in revenue per load. Brokerage segment revenue increased 72.7% primarily due to increases in both the number of loads and in revenue per load in the first six months of 2022. Fuel surcharge revenue increased to $102.4 million in the first six months of 2022 from $53.7 million in the first six months of 2021, 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 46.2% to $76.8 million in the first six months of 2022 from $52.5 million in the first six months of 2021. Our operating expenses as a percentage of operating revenue, or “operating ratio,” improved to 87.6% in the first six months of 2022 from 88.5% in the first six months of 2021. Operating expenses as a percentage of operating revenue, with both amounts net of fuel surcharges, improved to 85.1% in the first six months of 2022 from 86.9% in the first six months of 2021. Our net income improved 50.1% to $59.2 million, or $0.72 per diluted share, in the first six months of 2022 from $39.4 million, or $0.47 per diluted share, in the first six months of 2021.

 

Our business requires substantial, ongoing capital investments, particularly for new tractors and trailers. At June 30, 2022, we had $68.4 million of cash and cash equivalents, $660.2 million in stockholders’ equity and no long-term debt outstanding. In the first six months of 2022, net cash flows provided by operating activities of $98.7 million were primarily used to purchase new revenue equipment, net of proceeds from dispositions, in the amount of $30.3 million, to repurchase and retire 2.3 million shares of our common stock for $41.8 million, to pay cash dividends of $9.8 million, and to construct and upgrade regional operating facilities in the amount of $3.8 million, resulting in an $11.4 million increase in cash and cash equivalents. We estimate that capital expenditures, net of proceeds from dispositions, will be approximately $128 million for the remainder of 2022. A quarterly cash dividend of $0.06 per share of common stock was paid in each of the first two quarters of 2022 which totaled $9.8 million. 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.

 

12

 

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 Environmental Protection Agency, or 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.

 

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.

 

13

 

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,

 
  

2022

  

2021

  

2022

  

2021

 

Truckload Segment:

                

Revenue (in thousands)

 $126,972  $95,941  $239,762  $190,856 

Average revenue, net of fuel surcharges, per tractor per week(1)

 $5,080  $4,146  $5,030  $4,101 

Average tractors(1)

  1,542   1,552   1,515   1,580 

Average miles per trip

  509   513   514   524 

Total miles (in thousands)

  36,752   37,285   72,124   75,568 
                 

Dedicated Segment:

                

Revenue (in thousands)

 $110,355  $80,121  $207,115  $158,358 

Average revenue, net of fuel surcharges, per tractor per week(1)

 $4,072  $3,268  $3,962  $3,241 

Average tractors(1)

  1,594   1,582   1,589   1,601 

Average miles per trip

  341   323   341   315 

Total miles (in thousands)

  34,134   32,255   66,887   64,254 
                 

Intermodal Segment:

                

Revenue (in thousands)

 $36,967  $25,592  $68,609  $47,596 

Loads

  8,703   8,646   16,997   16,628 

Average tractors

  175   148   169   141 
                 

Brokerage Segment:

                

Revenue (in thousands)

 $55,271  $30,788  $101,360  $58,678 

Loads

  25,322   14,341   45,006   28,916 

 

 

(1)

Includes tractors driven by both company-employed drivers and independent contractors. Independent contractors provided 85 and 118 tractors as of June 30, 2022 and 2021, respectively.

 

14

 

Comparison of Three Months Ended June 30, 2022 to Three Months Ended June 30, 2021

 

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)

 

2022

  

2021

  

2022 vs. 2021

  

2022 vs. 2021

 

Operating revenue:

                

Truckload revenue, net of fuel surcharge revenue

 $101,808  $83,633  $18,175   21.7

%

Truckload fuel surcharge revenue

  25,164   12,308   12,856   104.5 

Total Truckload revenue

  126,972   95,941   31,031   32.3 
                 

Dedicated revenue, net of fuel surcharge revenue

  84,389   67,227   17,162   25.5 

Dedicated fuel surcharge revenue

  25,966   12,894   13,072   101.4 

Total Dedicated revenue

  110,355   80,121   30,234   37.7 
                 

Intermodal revenue, net of fuel surcharge revenue

  27,681   22,031   5,650   25.6 

Intermodal fuel surcharge revenue

  9,286   3,561   5,725   160.8 

Total Intermodal revenue

  36,967   25,592   11,375   44.4 
                 

Brokerage revenue

  55,271   30,788   24,483   79.5 
                 

Total operating revenue

 $329,565  $232,442  $97,123   41.8

%

                 

Operating income:

                

Truckload

 $16,088  $13,197  $2,891   21.9

%

Dedicated

  14,039   10,617   3,422   32.2 

Intermodal

  4,097   1,850   2,247   121.5 

Brokerage

  6,713   2,854   3,859   135.2 

Total operating income

 $40,937  $28,518  $12,419   43.5

%

                 

Operating ratio:

                

Truckload

  87.3

%

  86.2

%

        

Dedicated

  87.3   86.7         

Intermodal

  88.9   92.8         

Brokerage

  87.9   90.7         

Consolidated operating ratio

  87.6

%

  87.7

%

        
                 

Operating ratio, net of fuel surcharges:

                

Truckload

  84.2

%

  84.2

%

        

Dedicated

  83.4   84.2         

Intermodal

  85.2   91.6         

Brokerage

  87.9   90.7         

Consolidated operating ratio, net of fuel surcharges

  84.8

%

  86.0

%

        

 

15

 

Our operating revenue increased $97.1 million, or 41.8%, to $329.6 million in the 2022 period from $232.4 million in the 2021 period. Our operating revenue, net of fuel surcharges, increased $65.5 million, or 32.1%, to $269.1 million in the 2022 period from $203.7 million in the 2021 period. This increase in the 2022 period was due to a $24.5 million increase in Brokerage revenue, an $18.2 million increase in Truckload revenue, net of fuel surcharges, a $17.2 million increase in Dedicated revenue, net of fuel surcharges, and a $5.7 million increase in Intermodal revenue, net of fuel surcharges. Fuel surcharge revenue increased by $31.7 million to $60.4 million in the 2022 period from $28.8 million in the 2021 period primarily due to higher fuel costs.

 

Truckload segment revenue increased $31.0 million, or 32.3%, to $127.0 million in the 2022 period from $95.9 million in the 2021 period. Truckload segment revenue, net of fuel surcharges, increased $18.2 million, or 21.7%, to $101.8 million in the 2022 period from $83.6 million in the 2021 period. During the 2022 period, an increase in our average revenue per tractor was partially offset by a slight reduction in our average number of tractors. The higher operating ratio in the 2022 period was primarily due to increased insurance and claims expense and driver recruiting costs, partially offset by an increase in our average revenue per tractor due to increased rates with our customers.

 

Dedicated segment revenue increased $30.2 million, or 37.7%, to $110.4 million in the 2022 period from $80.1 million in the 2021 period. Dedicated segment revenue, net of fuel surcharges, increased 25.5% primarily due to an increase in our average revenue per tractor. The operating ratio was negatively impacted in the 2022 period by increases in company driver compensation expense, insurance and claims expense and driver recruiting costs, which were partially offset by an increase in our average revenue per tractor due to increased rates with our customers.

 

Intermodal segment revenue increased $11.4 million, or 44.4%, to $37.0 million in the 2022 period from $25.6 million in the 2021 period. Intermodal segment revenue, net of fuel surcharges, increased 25.6% from the 2021 period primarily due to an increase in revenue per load. The improvement in the operating ratio in the 2022 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 $24.5 million, or 79.5%, to $55.3 million in the 2022 period from $30.8 million in the 2021 period primarily due to an increase in the number of loads. The improvement in the operating ratio in the 2022 period was primarily due to increased rates with our customers and a decrease in the amounts payable to carriers for transportation services which we arranged as a percentage of our Brokerage revenue.

 

16

 

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

Change

  

Percentage

Change

  

Percentage of

Operating Revenue

 
  

Three Months

Ended

June 30,

  

Three Months

Ended

June 30,

  

Three Months

Ended

June 30,

 

(Dollars in thousands)

 

2022 vs. 2021

  

2022 vs. 2021

  

2022

  

2021

 
                 

Operating revenue

 $97,123   41.8

%

  100.0

%

  100.0

%

Operating expenses (income):

                

Salaries, wages and benefits

  21,164   28.1   29.3   32.4 

Purchased transportation

  22,477   49.9   20.5   19.4 

Fuel and fuel taxes

  29,330   91.6   18.6   13.8 

Supplies and maintenance

  2,185   19.6   4.1   4.8 

Depreciation

  1,325   5.2   8.2   11.0 

Operating taxes and licenses

  (55

)

  (2.0

)

  0.8   1.2 

Insurance and claims

  4,052   43.1   4.1   4.0 

Communications and utilities

  183   8.9   0.7   0.9 

Gain on disposition of revenue equipment

  527   9.9   (1.5

)

  (2.3

)

Other

  3,516   57.8   2.9   2.6 

Total operating expenses

  84,704   41.5   87.6   87.7 

Operating income

  12,419   43.5   12.4   12.3 

Other

  (27

)

  (300.0

)

  -   - 

Income before income taxes

  12,446   43.6   12.4   12.3 

Income taxes expense

  2,203   31.0   2.8   3.1 

Net income

 $10,243   47.8

%

  9.6

%

  9.2

%

 

Salaries, wages and benefits consist of compensation for our employees, including both driver and non-driver employees, employees’ health insurance, 401(k) plan contributions and other fringe benefits. These expenses vary depending upon the size of our Truckload, Dedicated and Intermodal tractor fleets, the ratio of company drivers to independent contractors, our efficiency, our experience with employees’ health insurance claims, changes in health care premiums and other factors. Salaries, wages and benefits expense increased $21.2 million, or 28.1%, in the 2022 period from the 2021 period. This increase resulted primarily from additional company driver compensation expense of $15.0 million, a $1.7 million increase in bonus compensation expense for our non-driver employees and a $930,000 increase in employees’ health insurance expense as a result of higher self-insured medical claims.

 

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 $22.5 million in total, or 49.9%, in the 2022 period from the 2021 period. Amounts payable to carriers for transportation services we arranged in our Brokerage segment increased $19.9 million to $45.6 million in the 2022 period from $25.7 million in the 2021 period, primarily due to growth in load volume. Amounts payable to railroads and drayage carriers for transportation services within our Intermodal segment increased $3.6 million to $18.4 million in the 2022 period from $14.8 million in the 2021 period. The portion of purchased transportation expense related to independent contractors within our Truckload and Dedicated segments, including fuel surcharges, decreased $1.1 million in the 2022 period. We expect our purchased transportation expense to increase as we grow our Intermodal and Brokerage segments.

 

17

 

Fuel and fuel taxes increased by $29.3 million, or 91.6%, in the 2022 period from the 2021 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 $1.3 million, or 19.0%, to $8.0 million in the 2022 period from $6.8 million in the 2021 period. Fuel surcharges passed through to independent contractors, outside drayage carriers and railroads increased to $7.1 million from $3.5 million in the 2021 period. The United States Department of Energy, or DOE, national average cost of fuel increased to $5.49 per gallon from $3.21 per gallon in the 2021 period. Despite this increase, our net fuel expense was 3.8% of Truckload, Dedicated and Intermodal segment revenue, net of fuel surcharges, down from 3.9% in the 2021 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 increased $2.2 million, or 19.6%, from the 2021 period primarily due to higher outside repair, parts and tires costs, along with increased tolls and loading/unloading costs.

 

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 $4.1 million, or 43.1%, increase in insurance and claims in the 2022 period was primarily due to increases in our self-insured auto liability claim costs and in the cost of physical damage claims related to our revenue equipment. Our significant self-insured retention exposes us to the possibility of significant fluctuations in claims expense between periods which could materially impact our financial results depending on the frequency, severity and timing of claims.

 

Gain on disposition of revenue equipment was $4.8 million in the 2022 period, down from $5.3 million in the 2021 period primarily due to a decrease in the number of units sold, partially offset by an increase in the average gain for our tractor and trailer 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 $3.5 million increase in other operating expenses in the 2022 period was primarily due to increases in costs associated with driver recruitment and retention along with travel and meals expense.

 

Our operating income improved 43.5% to $40.9 million in the 2022 period from $28.5 million in the 2021 period as a result of the foregoing factors. Our operating expenses as a percentage of operating revenue, or “operating ratio,” was 87.6% in the 2022 period and 87.7% in the 2021 period. The operating ratio for our Truckload segment was 87.3% in the 2022 period and 86.2% in the 2021 period, for our Dedicated segment was 87.3% in the 2022 period and 86.7% in the 2021 period, for our Intermodal segment was 88.9% in the 2022 period and 92.8% in the 2021 period, and for our Brokerage segment was 87.9% in the 2022 period and 90.7% in the 2021 period. Operating expenses as a percentage of operating revenue, with both amounts net of fuel surcharges, improved to 84.8% in the 2022 period from 86.0% in the 2021 period.

 

Our effective income tax rate decreased to 22.7% in the 2022 period from 24.9% in the 2021 period due to a change in unrecognized tax benefits for prior periods resulting from resolution of an IRS audit, along with decreases in per diem and other non-deductible expenses.

 

As a result of the factors described above, net income improved 47.8% to $31.7 million, or $0.39 per diluted share, in the 2022 period from $21.4 million, or $0.26 per diluted share, in the 2021 period.

 

18

 

 

Comparison of Six Months Ended June 30, 2022 to Six Months Ended June 30, 2021

 

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)

 

2022

  

2021

  

2022 vs. 2021

  

2022 vs. 2021

 

Operating revenue:

                

Truckload revenue, net of fuel surcharge revenue

 $196,978  $167,552  $29,426   17.6

%

Truckload fuel surcharge revenue

  42,784   23,304   19,480   83.6 

Total Truckload revenue

  239,762   190,856   48,906   25.6 
                 

Dedicated revenue, net of fuel surcharge revenue

  162,810   134,129   28,681   21.4 

Dedicated fuel surcharge revenue

  44,305   24,229   20,076   82.9 

Total Dedicated revenue

  207,115   158,358   48,757   30.8 
                 

Intermodal revenue, net of fuel surcharge revenue

  53,286   41,477   11,809   28.5 

Intermodal fuel surcharge revenue

  15,323   6,119   9,204   150.4 

Total Intermodal revenue

  68,609   47,596   21,013   44.1 
                 

Brokerage revenue

  101,360   58,678   42,682   72.7 
                 

Total operating revenue

 $616,846  $455,488  $161,358   35.4

%

                 

Operating income:

                

Truckload

 $31,659  $24,612  $7,047   28.6

%

Dedicated

  24,684   19,553   5,131   26.2 

Intermodal

  9,133   3,311   5,822   175.8 

Brokerage

  11,319   5,040   6,279   124.6 

Total operating income

 $76,795  $52,516  $24,279   46.2

%

                 

Operating ratio:

                

Truckload

  86.8

%

  87.1

%

        

Dedicated

  88.1   87.7         

Intermodal

  86.7   93.0         

Brokerage

  88.8   91.4         

Consolidated operating ratio

  87.6

%

  88.5

%

        
                 

Operating ratio, net of fuel surcharges:

                

Truckload

  83.9

%

  85.3

%

        

Dedicated

  84.8   85.4         

Intermodal

  82.9   92.0         

Brokerage

  88.8   91.4         

Consolidated operating ratio, net of fuel surcharges

  85.1

%

  86.9

%

        

 

19

 

Our operating revenue increased $161.4 million, or 35.4%, to $616.8 million in the 2022 period from $455.5 million in the 2021 period. Our operating revenue, net of fuel surcharges, increased $112.6 million, or 28.0%, to $514.4 million in the 2022 period from $401.8 million in the 2021 period. This increase in the 2022 period was due to a $42.7 million increase in Brokerage revenue, a $29.4 million increase in Truckload revenue, net of fuel surcharges, a $28.7 million increase in Dedicated revenue, net of fuel surcharges, and an $11.8 million increase in Intermodal revenue, net of fuel surcharges. Fuel surcharge revenue increased by $48.8 million to $102.4 million in the 2022 period from $53.7 million in the 2021 period primarily due to higher fuel costs.

 

Truckload segment revenue increased $48.9 million, or 25.6%, to $239.8 million in the 2022 period from $190.9 million in the 2021 period. Truckload segment revenue, net of fuel surcharges, increased $29.4 million, or 17.6%, to $197.0 million in the 2022 period from $167.6 million in the 2021 period. During the 2022 period, an increase in our average revenue per tractor was partially offset by a reduction in our average number of tractors. The improvement in the operating ratio in the 2022 period was primarily due to an increase in our average revenue per tractor due to increased rates with our customers, partially offset by increases in company driver compensation expense, driver recruiting costs and insurance and claims expense.

 

Dedicated segment revenue increased $48.8 million, or 30.8%, to $207.1 million in the 2022 period from $158.4 million in the 2021 period. Dedicated segment revenue, net of fuel surcharges, increased 21.4% primarily due to an increase in our average revenue per tractor. The operating ratio was negatively impacted in the 2022 period by increases in both company driver compensation expense and driver recruiting costs, which were partially offset by an increase in our average revenue per tractor due to increased rates with our customers.

 

Intermodal segment revenue increased $21.0 million, or 44.1%, to $68.6 million in the 2022 period from $47.6 million in the 2021 period. Intermodal segment revenue, net of fuel surcharges, increased 28.5% from the 2021 period primarily due to an increase in revenue per load. The improvement in the operating ratio in the 2022 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 $42.7 million, or 72.7%, to $101.4 million in the 2022 period from $58.7 million in the 2021 period primarily due to increases in both the number of loads and in revenue per load. The improvement in the operating ratio in the 2022 period was primarily due to increased rates with our customers and a decrease in the amounts payable to carriers for transportation services which we arranged as a percentage of our Brokerage revenue.

 

20

 

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

Change

  

Percentage

Change

  

Percentage of

Operating Revenue

 
  

Six Months

Ended

June 30,

  

Six Months

Ended

June 30,

  

Six Months

Ended

June 30,

 

(Dollars in thousands)

 

2022 vs. 2021

  

2022 vs. 2021

  

2022

  

2021

 
                 

Operating revenue

 $161,358   35.4

%

  100.0

%

  100.0

%

Operating expenses (income):

                

Salaries, wages and benefits

  37,515   25.3   30.1   32.6 

Purchased transportation

  39,022   45.5   20.2   18.8 

Fuel and fuel taxes

  44,761   73.4   17.1   13.4 

Supplies and maintenance

  3,483   15.7   4.2   4.9 

Depreciation

  1,781   3.5   8.6   11.2 

Operating taxes and licenses

  (127

)

  (2.3

)

  0.9   1.2 

Insurance and claims

  5,310   25.5   4.2   4.6 

Communications and utilities

  365   8.8   0.7   0.9 

Gain on disposition of revenue equipment

  (2,029

)

  (27.7

)

  (1.5

)

  (1.6

)

Other

  6,998   61.0   3.0   2.5 

Total operating expenses

  137,079   34.0   87.6   88.5 

Operating income

  24,279   46.2   12.4   11.5 

Other

  (24

)

  (126.3

)

  -   - 

Income before income taxes

  24,303   46.3   12.5   11.5 

Income taxes expense

  4,533   34.6   2.9   2.9 

Net income

 $19,770   50.1

%

  9.6

%

  8.7

%

 

Salaries, wages and benefits expense increased $37.5 million, or 25.3%, in the 2022 period from the 2021 period. This increase resulted primarily from additional company driver compensation expense of $26.8 million, a $3.1 million increase in bonus compensation expense for our non-driver employees and a $2.4 million increase in employees’ health insurance expense as a result of higher self-insured medical claims.

 

Purchased transportation expense increased $39.0 million in total, or 45.5%, in the 2022 period from the 2021 period. Amounts payable to carriers for transportation services we arranged in our Brokerage segment increased $35.1 million to $84.4 million in the 2022 period from $49.3 million in the 2021 period, primarily due to an increase in the cost per load within the tight freight market and growth in load volume. Amounts payable to railroads and drayage carriers for transportation services within our Intermodal segment increased $6.3 million to $33.6 million in the 2022 period from $27.3 million in the 2021 period. The portion of purchased transportation expense related to independent contractors within our Truckload and Dedicated segments, including fuel surcharges, decreased $2.3 million in the 2022 period. We expect our purchased transportation expense to increase as we grow our Intermodal and Brokerage segments.

 

Fuel and fuel taxes increased by $44.8 million, or 73.4%, in the 2022 period from the 2021 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 $1.5 million, or 11.3%, to $14.9 million in the 2022 period from $13.4 million in the 2021 period. Fuel surcharges passed through to independent contractors, outside drayage carriers and railroads increased to $11.6 million from $6.1 million in the 2021 period. The DOE national average cost of fuel increased to $4.87 per gallon from $3.06 per gallon in the 2021 period. Despite this increase, our net fuel expense was 3.6% of Truckload, Dedicated and Intermodal segment revenue, net of fuel surcharges, down from 3.9% in the 2021 period.

 

Our supplies and maintenance expense increased $3.5 million, or 15.7%, from the 2021 period primarily due to higher outside repair, parts and tires costs, along with increased tolls and loading/unloading costs.

 

The $5.3 million, or 25.5%, increase in insurance and claims in the 2022 period was primarily due to increases in our self-insured auto liability claim costs and in the cost of physical damage claims related to our revenue equipment.

 

21

 

Gain on disposition of revenue equipment was $9.4 million in the 2022 period, up from $7.3 million in the 2021 period primarily due to an increase in the average gain for our tractor and trailer sales, despite a decrease in the number of units sold. 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 $7.0 million increase in other operating expenses in the 2022 period was primarily due to increases in costs associated with driver recruitment and retention along with travel and meals expense.

 

Our operating income improved 46.2% to $76.8 million in the 2022 period from $52.5 million in the 2021 period as a result of the foregoing factors. Our operating expenses as a percentage of operating revenue, or “operating ratio,” improved to 87.6% in the 2022 period from 88.5% in the 2021 period. The operating ratio for our Truckload segment was 86.8% in the 2022 period and 87.1% in the 2021 period, for our Dedicated segment was 88.1% in the 2022 period and 87.7% in the 2021 period, for our Intermodal segment was 86.7% in the 2022 period and 93.0% in the 2021 period, and for our Brokerage segment was 88.8% in the 2022 period and 91.4% in the 2021 period. Operating expenses as a percentage of operating revenue, with both amounts net of fuel surcharges, improved to 85.1% in the 2022 period from 86.9% in the 2021 period.

 

Our effective income tax rate decreased to 23.0% in the 2022 period from 25.0% in the 2021 period due to a change in unrecognized tax benefits for prior periods resulting from resolution of an IRS audit, along with decreases in per diem and other non-deductible expenses.

 

As a result of the factors described above, net income improved 50.1% to $59.2 million, or $0.72 per diluted share, in the 2022 period from $39.4 million, or $0.47 per diluted share, in the 2021 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)

 

2022

  

2021

 

Net cash flows provided by operating activities

 $98,670  $83,365 

Net cash flows (used for) investing activities

  (35,004

)

  (61,438

)

Net cash flows (used for) financing activities

  (52,287

)

  (7,382

)

 

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. On May 3, 2022, our Board of Directors approved and we announced an additional increase from current availability in our existing share repurchase program providing for the repurchase of up to $50.0 million, or approximately 3.1 million shares of our common stock. 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 1.3 million shares of common stock for $25.0 million in the first quarter of 2022, and 963,000 shares of common stock for $16.8 million in the second quarter of 2022. We did not repurchase any shares in 2021. As of June 30, 2022, future repurchases of up to $33.2 million, or approximately 2.2 million shares, were available in the share repurchase program.

 

22

 

In the first six months of 2022, net cash flows provided by operating activities of $98.7 million were primarily used to purchase new revenue equipment, net of proceeds from dispositions, in the amount of $30.3 million, to repurchase and retire 2.3 million shares of our common stock for $41.8 million, to pay cash dividends of $9.8 million, and to construct and upgrade regional operating facilities in the amount of $3.8 million, resulting in an $11.4 million increase in cash and cash equivalents. 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 $128 million for the remainder of 2022. This amount includes commitments to purchase $42.1 million of new revenue equipment and $10.1 million in building construction through the remainder of 2022. We also have commitments to purchase new revenue equipment of $22.0 million in 2023 and $13.0 million in 2024. Additionally, operating lease obligations total $521,000 through 2024. A quarterly cash dividend of $0.06 per share of common stock was paid in each of the first two quarters of 2022 which totaled $9.8 million. A quarterly cash dividend of $0.04 per share of common stock was paid in each of the first two quarters of 2021 which totaled $6.6 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, 2022, 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 $16.1 million and remaining borrowing availability of $13.9 million. This facility bears interest at a variable rate based on the Term SOFR Rate or the lender’s Prime Rate, in each case plus/minus applicable margins.

 

Our credit facility prohibits us from paying, in any fiscal year, stock redemptions and dividends in excess of 25% of our net income from the prior fiscal year. Waivers allowing stock redemptions and dividends in excess of the 25% limitation in total amounts of up to $80 million in each of 2022 and 2021 were obtained from the lender in March 2022 and August 2021, respectively. This facility also contains restrictive covenants which, among other matters, require us to maintain compliance with cash flow leverage and fixed charge coverage ratios. We were in compliance with all covenants at June 30, 2022 and December 31, 2021.

 

Other than our obligations for revenue equipment and building construction purchases and operating lease expenditures, along with our outstanding standby letters of credit to guarantee settlement of self-insurance claims, which are each mentioned above, we did not have any material off-balance sheet arrangements at June 30, 2022.

 

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 Estimates

 

There have been no material changes in the critical accounting estimates disclosed by us under Part II, Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations – Critical Accounting Estimates contained in the Annual Report on Form 10-K for the year ended December 31, 2021.

 

23

 

Item 3. Quantitative and Qualitative Disclosures about Market Risk. 

 

We are exposed to a variety of market risks, most importantly the effects of the price and availability of diesel fuel. We require substantial amounts of diesel fuel to operate our tractors and power the temperature-control units on our trailers. The price and availability of diesel fuel can vary, and are subject to political, economic and market factors that are beyond our control. Significant increases in diesel fuel costs could materially and adversely affect our results of operations and financial condition. Based upon our fuel consumption in the first six months of 2022, a 5% increase in the average cost of diesel fuel would have increased our fuel expense by $5.2 million.

 

We have historically been able to pass through a significant portion of long-term increases in diesel fuel prices and related taxes to customers in the form of fuel surcharges. Fuel surcharge programs are widely accepted among our customers, though they can vary somewhat from customer-to-customer. These fuel surcharges, which adjust weekly with the cost of fuel, enable us to recover a substantial portion of the higher cost of fuel as prices increase. 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. In addition, 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 our trailers’ refrigeration units.

 

While we do not currently have any outstanding hedging instruments to mitigate this market risk, we may enter into derivatives or other financial instruments to hedge a portion of our fuel costs in the future.

 

Item 4. Controls and Procedures.

 

As required by Rule 13a-15 under the Securities Exchange Act of 1934 (the “Exchange Act”), we have carried out an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Exchange Act Rule 13a-15(e)) as of the end of the period covered by this report. This evaluation was carried out under the supervision and with the participation of our management, including our Chief Executive Officer and our Executive Vice President and Chief Financial Officer. Based upon that evaluation, our Chief Executive Officer and our Executive Vice President and Chief Financial Officer concluded that our disclosure controls and procedures were effective as of June 30, 2022. There were no changes in our internal control over financial reporting that occurred during the period covered by this report that have materially affected, or that are reasonably likely to materially affect, our internal control over financial reporting. We intend to periodically evaluate our disclosure controls and procedures as required by the Exchange Act Rules.

 

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PART II. OTHER INFORMATION

 

Item 1A. Risk Factors.

 

There have been no material changes in the risk factors disclosed by us under Part I, Item 1A. Risk Factors contained in the Annual Report on Form 10-K for the year ended December 31, 2021.

 

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.

 

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. On May 3, 2022, our Board of Directors approved and we announced an additional increase from current availability in our existing share repurchase program providing for the repurchase of up to $50.0 million, or approximately 3.1 million shares of our common stock. 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 1.3 million shares of common stock for $25.0 million in the first quarter of 2022, and 963,000 shares of common stock for $16.8 million in the second quarter of 2022. We did not repurchase any shares in 2021. As of June 30, 2022, future repurchases of up to $33.2 million, or approximately 2.2 million shares, were available in the share repurchase program.

 

The following table shows our share repurchase activity during the three months ended June 30, 2022:

              

 

 
          

 

  

 

 
  

 

      

 

  

 

 
  

 

  

 

  

 

  

 

 

Period

 

Total Number

of Shares

Purchased

  

Average Price

Paid per Share

  

Total Number of

Shares Purchased

as Part of a Publicly

Announced Program

  

Maximum Dollar Amount

of Shares that may

yet be Purchased

Under the Program

(in thousands)

 

April 1, 2022-

                

April 30, 2022

  -  $-   -  $8,403 
                 

May 1, 2022-

                

May 31, 2022

  241,931   16.63   241,931   45,977(1)
                 

June 1, 2022-

                

June 30, 2022

  720,902   17.66   720,902   33,247 

Total

  962,833  $17.40   962,833  $33,247 

 

(1)

The maximum dollar amount was increased on May 3, 2022 to $50.0 million. In May 2022, shares purchased totaled $4.0 million.

 

25

 

Item 6. Exhibits.

 

 

Item No.

Item

 

Method of Filing

10.30

Named Executive Officer Compensation

 

Incorporated by reference to Exhibit 10.1 of the Company’s Current Report on Form 8-K filed May 6, 2022.

    

31.1

Certification pursuant to Item 601(b)(31) of Regulation S-K, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, by Timothy M. Kohl, the Registrant’s Chief Executive Officer (Principal Executive Officer)

 

Filed with this Report.

    

31.2

Certification pursuant to Item 601(b)(31) of Regulation S-K, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, by James J. Hinnendael, the Registrant’s Executive Vice President and Chief Financial Officer (Principal Financial Officer)

 

Filed with this Report.

    

32.1

Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

 

Filed with this Report.

  

 

 

101

The following financial information from Marten Transport, Ltd.’s Quarterly Report on Form 10-Q for the period ended June 30, 2022, filed with the SEC on August 8, 2022, formatted in iXBRL, or Inline eXtensible Business Reporting Language: (i) Consolidated Condensed Balance Sheets, (ii) Consolidated Condensed Statements of Operations, (iii) Consolidated Condensed Statements of Stockholders’ Equity, (iv)  Consolidated Condensed Statements of Cash Flows, and (v) Notes to Consolidated Condensed Financial Statements

 

Filed with this Report.

    

104

The cover page from Marten Transport, Ltd.’s Quarterly Report on Form 10-Q for the period ended June 30, 2022, formatted in iXBRL, included in Exhibit 101

 

Filed with this Report.

 

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SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

 

MARTEN TRANSPORT, LTD.

 

 

 

 

 

 

Dated: August 8, 2022

By:

/s/ Timothy M. Kohl

 

 

Timothy M. Kohl

 

 

Chief Executive Officer

 

 

(Principal Executive Officer)

 

 

 

 

 

 

Dated: August 8, 2022

By:

/s/ James J. Hinnendael

 

 

James J. Hinnendael

 

 

Executive Vice President and Chief Financial Officer

 

 

(Principal Financial and Accounting Officer)

 

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