Acquisitions and Goodwill (Tables)
|
9 Months Ended |
Sep. 30, 2016 |
|---|
| Goodwill [Line Items] |
|
| Schedule of Purchase Price Allocation [Table Text Block] |
The following table presents the allocations of the Towne, Triumph and Ace purchase prices to the assets acquired and liabilities assumed based on their estimated fair values and resulting residual goodwill (in thousands):
|
|
|
|
|
|
|
|
|
|
Triumph & Ace |
|
Towne |
|
2016 |
|
March 9, 2015 |
Tangible assets: |
|
|
|
|
Accounts receivable |
$ |
— |
|
|
$ |
24,068 |
|
Prepaid expenses and other current assets |
— |
|
|
2,916 |
|
Property and equipment |
1,294 |
|
|
2,095 |
|
Other assets |
— |
|
|
614 |
|
Total tangible assets |
1,294 |
|
|
29,693 |
|
Intangible assets: |
|
|
|
|
Non-compete agreements |
139 |
|
|
— |
|
Customer relationships |
5,335 |
|
|
66,000 |
|
Goodwill |
6,282 |
|
|
59,666 |
|
Total intangible assets |
11,756 |
|
|
125,666 |
|
Total assets acquired |
13,050 |
|
|
155,359 |
|
|
|
|
|
Liabilities assumed: |
|
|
|
Current liabilities |
— |
|
|
28,920 |
|
Other liabilities |
1,250 |
|
|
3,886 |
|
Debt and capital lease obligations |
— |
|
|
59,544 |
|
Deferred income taxes |
— |
|
|
1,131 |
|
Total liabilities assumed |
1,250 |
|
|
93,481 |
|
Net assets acquired |
$ |
11,800 |
|
|
$ |
61,878 |
|
|
| 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 |
|
Triumph & Ace |
|
Towne |
Customer relationships |
15 years |
|
20 years |
Non-compete agreements |
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 Towne acquisition occurred as of January 1, 2015 (in thousands, except per share data).
|
|
|
|
|
|
|
|
|
Nine months ended |
|
September 30, 2016 |
September 30, 2015 |
Operating revenue |
$ |
717,737 |
|
$ |
736,932 |
|
Income from operations |
31,756 |
|
50,451 |
|
Net income |
14,964 |
|
29,868 |
|
Net income per share |
|
|
Basic |
$ |
0.49 |
|
$ |
0.97 |
|
Diluted |
$ |
0.49 |
|
$ |
0.96 |
|
|
| Schedule of Goodwill [Table Text Block] |
The following is a summary of the changes in goodwill for the nine months ended September 30, 2016. Approximately $100,156 of goodwill, not including the goodwill acquired with the Towne acquisition, is deductible for tax purposes.
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|
|
|
|
|
|
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|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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|
|
|
Expedited LTL |
|
Expedited Truckload |
|
Pool Distribution |
|
Intermodal |
|
Total |
|
|
Accumulated |
|
|
Accumulated |
|
|
Accumulated |
|
|
Accumulated |
|
|
|
Goodwill |
Impairment |
|
Goodwill |
Impairment |
|
Goodwill |
Impairment |
|
Goodwill |
Impairment |
|
Net |
Beginning balance, December 31, 2015 |
$ |
99,123 |
|
$ |
— |
|
|
$ |
45,164 |
|
$ |
— |
|
|
$ |
12,359 |
|
$ |
(6,953 |
) |
|
$ |
55,916 |
|
$ |
— |
|
|
$ |
205,609 |
|
Triumph and Ace Acquisition |
— |
|
— |
|
|
— |
|
— |
|
|
— |
|
— |
|
|
6,282 |
|
— |
|
|
6,282 |
|
TQI impairment |
— |
|
— |
|
|
— |
|
(25,686 |
) |
|
— |
|
— |
|
|
— |
|
— |
|
|
(25,686 |
) |
Adjustment to Towne acquisition |
(1,530 |
) |
— |
|
|
— |
|
— |
|
|
— |
|
— |
|
|
— |
|
— |
|
|
(1,530 |
) |
Ending balance, September 30, 2016 |
$ |
97,593 |
|
$ |
— |
|
|
$ |
45,164 |
|
$ |
(25,686 |
) |
|
$ |
12,359 |
|
$ |
(6,953 |
) |
|
$ |
62,198 |
|
$ |
— |
|
|
$ |
184,675 |
|
|