Quarterly report pursuant to Section 13 or 15(d)

Leases

v3.19.3
Leases
9 Months Ended
Sep. 30, 2019
Leases [Abstract]  
Leases Leases

As of January 1, 2019, the Company adopted ASU 2016-02, Leases, which required the Company to recognize a right-of-use asset and a corresponding lease liability on its balance sheet for most leases classified as operating leases under previous guidance. The Company adopted the standard using the modified retrospective approach as of January 1, 2019 and comparative financial statements have not been presented as allowed per the guidance.

The Company elected several of the practical expedients permitted under the transition guidance within the new standard. The package of practical expedients elected allowed the Company to carryforward its conclusions over whether any existing contracts contain a lease, to carryforward historical lease classification, and to carryforward its evaluation of initial direct costs for any existing leases. In addition, the Company elected the practical expedients to combine lease and non-lease components and to keep leases with an initial term of 12 months or less, after the consideration of options, off the balance sheet. For these leases with an initial term of 12 months or less, after the consideration of options, the Company recognized the corresponding lease expense on a straight-line basis over the lease term. These practical expedients have been elected for all leases and subleases and will be applied on a go-forward basis.

A contract is or contains a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration. An entity controls the use of the identified asset if both of the following are true: (1) the entity obtains the right to substantially all of the economic benefits from use of the identified asset and (2) the entity has the right to direct the use of the identified asset. For the three and nine months ended September 30, 2019, the Company leased facilities and equipment under operating and finance leases.

The Company leases some of its facilities under noncancelable operating leases that expire in various years through 2026. Certain leases may be renewed for periods varying from 1 to 10 years.  The Company has entered into or assumed through acquisition several equipment operating leases for assets including tractors, straight trucks and trailers with original lease terms between 2 and 6 years.  These leases expire in various years through 2025 and certain leases may be renewed for periods varying from 1 to 3 years. 

Primarily through acquisitions, the Company assumed equipment leases that met the criteria for classification as a finance lease.  In conjunction with the acquisition of OST during the quarter, discussed further in Note 4, Acquisitions and Long-Lived Assets, the Company assumed finance leases with remaining lease terms between 2 and 7 years. These leases expire in various years through 2025 with no options to renew.  All other finance leases are not considered material to the Company's financial statement for the three and nine months ended September 30, 2019. The finance leased equipment is being amortized over the shorter of the lease term or useful life.

The Company also subleases certain facility leases to independent third parties; however, as the Company is not relieved of its primary obligation under these leases, these assets are included in the right-of-use lease assets and corresponding lease liabilities as of September 30, 2019.

For leases and subleases with terms greater than 12 months, the Company recorded the related right-of-use asset as the balance of the related lease liability, adjusted for any prepaid or accrued lease payments. Unamortized initial direct costs and lease incentives were not significant as of September 30, 2019. The lease liability was recorded at the present value of the lease payments over the term. Many of the Company's leases include rental escalation clauses, renewal options and/or termination options that were contemplated in the determination of lease payments when appropriate. As of September 30, 2019, the Company was not reasonably certain of exercising any renewal options. Further, as of September 30, 2019, it was reasonably certain that all termination options would not be exercised. As such, there were no adjustments made to its right-of-use lease assets or corresponding liabilities as a result. In addition, the Company does not have any leases with residual value guarantees or material restrictions or covenants as of September 30, 2019.

The Company did not separate lease and nonlease components of contracts for purposes of determining the right-of use lease asset and corresponding liability. Additionally, variable lease and variable nonlease components were not contemplated in the calculation of the right-of-use asset and corresponding liability. For facility leases, variable lease costs include the costs of common area
maintenance, taxes, and insurance for which the Company pays its lessors an estimate that is adjusted to actual expense on a quarterly or annual basis depending on the underlying contract terms. For equipment leases, variable lease costs may include additional fees for using equipment in excess of estimated annual mileage thresholds.

In addition, the Company holds contracts with independent owner operators. These contracts explicitly identify the tractors to be operated by the independent owner operators and therefore, the Company concluded that these represent embedded leases. However, the contract compensation is variable based upon a rate per shipment and a rate per mile. As such, these amounts are excluded from the calculation of the right-of-use lease asset and corresponding liability and are instead disclosed as part of variable lease costs below. Costs incurred for independent owner operators in accordance with these embedded leases are included in purchased transportation on the Company's Statements of Comprehensive Income, totaling $95,444 and $259,317 for the three and nine months ended September 30, 2019.

When available, the Company uses the rate implicit in the lease or sublease to discount lease payments to present value; however, most of our leases do not provide a readily determinable implicit rate. Therefore, the Company must estimate its incremental borrowing rate to discount the lease payments based on information available at lease commencement. The incremental borrowing rate is defined as the rate of interest that the Company would have to pay to borrow, on a collateralized basis and over a similar term, an amount equal to the lease payments in a similar economic environment. If using the Company’s incremental borrowing rate, management has elected to utilize a portfolio approach and applies the rates to a portfolio of leases with similar underlying assets and terms. Upon adoption of the new lease standard, discount rates used for existing leases were established at January 1, 2019.

The following table summarizes the Company's lease costs for the three and nine months ended September 30, 2019 and related information:
 
Three months ended
 
Nine months ended
 
September 30, 2019
 
September 30, 2019
Lease cost
 
 
 
Finance lease cost:
 
 
 
Amortization of right-of-use assets
$
405

 
$
571

Interest on lease liabilities
53

 
61

Operating lease cost
15,650

 
42,521

Short-term lease cost
3,130

 
8,635

Variable lease cost
97,864

 
271,129

Sublease income
(535
)
 
(1,629
)
Total lease cost
$
116,567

 
$
321,288

 
 
 
 
Other information
 
 
 
Cash paid for amounts included in the measurement of lease liabilities:
 
 
 
Operating cash flows from finance leases
$
53

 
$
61

Operating cash flows from operating leases
$
15,146

 
$
41,524

Financing cash flows from finance leases
$
391

 
$
528

Right-of-use assets obtained in exchange for new finance lease liabilities
$
7,204

 
$
7,204

Right-of-use assets obtained in exchange for new operating lease liabilities
$
21,730

 
$
195,226

Weighted-average remaining lease term - finance leases (in years)
4.8

 
4.8

Weighted-average remaining lease term - operating leases (in years)
3.8

 
3.8

Weighted-average discount rate - finance leases
3.4
%
 
3.4
%
Weighted-average discount rate - operating leases
4.2
%
 
4.2
%



The table below reconciles the undiscounted cash flows for each of the next five years and total of the remaining years to the lease liabilities recorded on the balance sheet as of September 30, 2019:

Payment Due Period
Operating Leases
Finance Leases
2019
$
15,651

$
419

2020
58,507

1,676

2021
43,540

1,676

2022
28,803

1,407

2023
19,577

1,265

Thereafter
18,995

1,112

Total minimum lease payments
185,073

7,555

Less: amount of lease payments representing interest
(25,383
)
(677
)
Present value of future minimum lease payments
159,690

6,878

Less: current portion of lease obligations
(47,137
)
(1,465
)
Long-term lease obligations
$
112,553

$
5,413



As of September 30, 2019, the Company has certain obligations to lease tractors, which will be delivered throughout the remainder of 2019. These leases are expected to have terms of approximately 3 to 4 years and are not expected to materially impact the Company's right-of-use lease assets or liabilities as of September 30, 2019.