Forward Air Corporation Annual report pursuant to Section 13 and 15(d)

Annual report pursuant to Section 13 and 15(d)

Goodwill and Long-Lived Assets Goodwill and Long-Lived Assets (Tables)

Goodwill and Long-Lived Assets Goodwill and Long-Lived Assets (Tables)

12 Months Ended

Dec. 31, 2013

Goodwill and Intangible Assets Disclosure [Abstract]

Purchase Price Allocation [Table Text Block]

The following table presents the allocation of the TQI purchase price to the assets acquired and liabilities assumed based on their estimated fair values and resulting residual goodwill (in thousands):



	March 4, 2013
Tangible assets:
Accounts receivable	$5,639
Prepaid expenses and other current assets	1,093
Property and equipment	5,103
Other assets	728
Deferred income taxes	947
Total tangible assets	13,510
Intangible assets:
Non-compete agreements	470
Trade name	1,000
Customer relationships	22,300
Goodwill	45,164
Total intangible assets	68,934
Total assets acquired	82,444

Liabilities assumed:
Current liabilities	4,725
Other liabilities	1,735
Debt	20,113
Deferred income taxes	10,543
Total liabilities assumed	37,116
Net assets acquired	$45,328

Business Acquisition, Pro Forma Information [Table Text Block]

The results of TQI reflected in the Company's consolidated statements of comprehensive income are as follows (in thousands, except per share data):



	March 4, 2013 to December 31, 2013
Logistics revenue	$	41,842
Operating income	3,600
Net income	1,961
Net income per share
Basic	$	0.07
Diluted	$	0.06

The following unaudited pro forma information presents a summary of the Company's consolidated results of operations as if the TQI acquisition occurred as of January 1, 2012 (in thousands, except per share data).



	Year ended
	December 31, 2013		December 31, 2012
Operating revenue	$	661,025	$	641,943
Income from operations	84,664		87,774
Net income	54,660		55,277
Net income per share
Basic	$	1.81	$	1.91
Diluted	$	1.78	$	1.87

The following unaudited pro forma information presents a summary of the Company's consolidated results of operations as if the CST acquisition occurred as of January 1, 2012 (in thousands, except per share data).



	Year ended
	December 31, 2013		December 31, 2012
Operating revenue	$	717,027	$	639,936
Income from operations	91,789		89,284
Net income	59,091		56,205
Net income per share
Basic	$	1.96	$	1.94
Diluted	$	1.92	$	1.90

Schedule of Goodwill [Table Text Block]

The following is a summary of the changes in goodwill for the year ended December 31, 2013. All goodwill, except the goodwill assigned to TQI, is deductible for tax purposes.



	Forward Air				FASI					TQI				Total
			Accumulated				Accumulated					Accumulated
	Goodwill		Impairment		Goodwill		Impairment			Goodwill		Impairment		Net
Beginning balance, December 31, 2012	$	37,926	$	—	$	12,359	$	(6,953	)	$	—	$	—	$	43,332
TQI acquisition	—		—		—		—			45,164		—		45,164
Ending balance, December 31, 2013	$	37,926	$	—	$	12,359	$	(6,953	)	$	45,164	$	—	$	88,496

Schedule of Finite-Lived Intangible Assets, Future Amortization Expense [Table Text Block]

As of December 31, 2013 the estimated amortization expense for the next five years of capitalized software development costs is as follows:



2014	$	1,328
2015	1,112
2016	821
2017	529
2018	260
Total	$	4,050

The estimated amortization expense for the next five years on definite-lived intangible assets as of December 31, 2013 is as follows:



	2014		2015		2016		2017		2018
Customer relationships	$	5,554	$	4,747	$	4,216	$	4,101	$	2,596
Non-compete agreements	114		114		114		106		16
Trade name	200		200		200		200		33
Total	$	5,868	$	5,061	$	4,530	$	4,407	$	2,645