Forward Air Corporation Quarterly report pursuant to Section 13 or 15(d)

Quarterly report pursuant to Section 13 or 15(d)

Acquisitions and Goodwill (Tables)

Acquisitions and Goodwill (Tables)

6 Months Ended

Jun. 30, 2014

Schedule of Purchase Price Allocation [Table Text Block]

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



	CST		TQI
	February 2, 2014		March 4, 2013
Tangible assets:
Accounts receivable	$	9,498	$	5,639
Prepaid expenses and other current assets	101		1,093
Property and equipment	2,132		5,103
Other assets	35		728
Deferred income taxes	—		947
Total tangible assets	11,766		13,510
Intangible assets:
Non-compete agreements	930		470
Trade name	500		1,000
Customer relationships	37,200		22,300
Goodwill	50,343		45,164
Total intangible assets	88,973		68,934
Total assets acquired	100,739		82,444

Liabilities assumed:
Current liabilities	6,526		4,725
Other liabilities	—		1,735
Debt and capital lease obligations	11,215		20,113
Deferred income taxes	—		10,543
Total liabilities assumed	17,741		37,116
Net assets acquired	$	82,998	$	45,328

Schedule of Acquired Finite-Lived Intangible Assets by Major Class [Table Text Block]

The acquired definite-live intangible assets have the following useful lives:



	Useful Lives
	CST	TQI
Customer relationships	15 years	15 years
Non-competes	5 years	5 years
Trade names	2 years	5 years

Business Acquisition, Pro Forma Information [Table Text Block]

The following unaudited pro forma information presents a summary of the Company's consolidated results of operations as if the CST and TQI acquisitions occurred as of January 1, 2013 (in thousands, except per share data).



	Three months ended				Six months ended
	June 30, 2014		June 30, 2013		June 30, 2014		June 30, 2013
Operating revenue	$	193,852	$	176,379	$	370,509	$	341,099
Income from operations	27,595		24,583		44,071		42,496
Net income	17,178		15,117		27,506		27,285
Net income per share
Basic	$	0.56	$	0.50	$	0.89	$	0.91
Diluted	$	0.55	$	0.49	$	0.88	$	0.90

Schedule of Goodwill [Table Text Block]

The following is a summary of the changes in goodwill for the six months ended June 30, 2014. 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, 2013	$	37,926	$	—	$	12,359	$	(6,953	)	$	45,164	$	—	$	88,496
CST acquisition	50,343		—		—		—			—		—		50,343
Ending balance, June 30, 2014	$	88,269	$	—	$	12,359	$	(6,953	)	$	45,164	$	—	$	138,839

CST [Member]

Goodwill [Line Items]

Business Acquisition, Pro Forma Information [Table Text Block]

The results of CST reflected in the Company's consolidated statements of comprehensive income for the three and six months ended June 30, 2014 from the date of acquisition (February 2, 2014) are as follows (in thousands, except per share data):



	Three months ended June 30, 2014		February 2, 2014 to June 30, 2014
Operating revenue	$	18,072	$	28,875
Operating income	2,284		2,286
Net income	1,388		1,381
Net income per share
Basic	$	0.04	$	0.04
Diluted	$	0.04	$	0.04

TQI [Member]

Goodwill [Line Items]

Business Acquisition, Pro Forma Information [Table Text Block]

The results of TQI reflected in the Company's consolidated statements of comprehensive income for the three and six months ended June 30, 2013 from the date of acquisition (March 4, 2013) are as follows (in thousands, except per share data):



	Three months ended June 30, 2013		March 4, 2013 to June 30, 2013
Operating revenue	$	12,196	$	16,114
Operating income	806		1,001
Net income	505		633
Net income per share
Basic	$	0.02	$	0.02
Diluted	$	0.02	$	0.02