UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 10-Q

 

(Mark One)

X	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the quarterly period ended June 30, 2016

 

OR

 

__	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Commission File Number: 0-11757

 

J.B. HUNT TRANSPORT SERVICES, INC.

(Exact name of registrant as specified in its charter)

 

Arkansas	71-0335111
(State or other jurisdiction	(I.R.S. Employer
of incorporation or	Identification No.)
organization)

 

615 J.B. Hunt Corporate Drive, Lowell, Arkansas  72745

(Address of principal executive offices)

 

479-820-0000

(Registrant's telephone number, including area code)

 

www.jbhunt.com

(Registrant's web site)

 

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 the filing requirements for the past 90 days.

 

Yes   X            No        

 

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).

Yes   X            No____

 

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

 

Large accelerated filer   X     Accelerated filer _____    Non-accelerated filer _____     Smaller reporting company _____

 

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

 

            Yes                 No  X             

 

The number of shares of the registrant’s $0.01 par value common stock outstanding on June 30, 2016 was 112,680,259.

 

 

J.B. HUNT TRANSPORT SERVICES, INC.

 

Form 10-Q

For The Quarterly Period Ended June 30, 2016

Table of Contents

 

 

		Page
Part I.    Financial Information
Item 1.	Financial Statements
	Condensed Consolidated Statements of Earnings for the Three and Six Months Ended June 30, 2016 and 2015	3
	Condensed Consolidated Balance Sheets as of June 30, 2016 and December 31, 2015	4
	Condensed Consolidated Statements of Cash Flows for the Six Months Ended June 30, 2016 and 2015	5
	Notes to Condensed Consolidated Financial Statements as of June 30, 2016	6
Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations	12
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	19
Item 4.	Controls and Procedures	20
Part II.    Other Information
Item 1.	Legal Proceedings	20
Item 1A.	Risk Factors	21
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	21
Item 3.	Defaults Upon Senior Securities	21
Item 4.	Mine Safety Disclosures	21
Item 5.	Other Information	21
Item 6.	Exhibits	21
Signatures		22
Exhibits		23

 

  

Part I. Financial Information

 

ITEM 1.

FINANCIAL STATEMENTS

 

J.B. HUNT TRANSPORT SERVICES, INC.

 

Condensed Consolidated Statements of Earnings

(in thousands, except per share amounts)

(unaudited)

 

 

 

See Notes to Condensed Consolidated Financial Statements.

 

 

J.B. HUNT TRANSPORT SERVICES, INC.

 

Condensed Consolidated Balance Sheets

(in thousands)

 

 

 

See Notes to Condensed Consolidated Financial Statements.

 

 

J.B. HUNT TRANSPORT SERVICES, INC.

 

Condensed Consolidated Statements of Cash Flows

(in thousands)

(unaudited)

 

 

 

See Notes to Condensed Consolidated Financial Statements.

 

 

J.B. HUNT TRANSPORT SERVICES, INC.

 

Notes to Condensed Consolidated Financial Statements

(Unaudited)

 

 

 

 

 

 

 

ITEM 2.

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

 

You should refer to the attached interim Condensed Consolidated Financial Statements and related notes and also to our Annual Report (Form 10-K) for the year ended December 31, 2015, as you read the following discussion. We may make statements in this report that reflect our current expectation regarding future results of operations, performance, and achievements. These are “forward-looking” statements as defined in the Private Securities Litigation Reform Act of 1995, and are based on our belief or interpretation of information currently available. You should realize there are many risks and uncertainties that could cause actual results to differ materially from those described. Some of the factors and events that are not within our control and could have a significant impact on future operating results are general economic conditions, interference with or termination of our relationships with certain railroads, cost and availability of fuel, accidents, adverse weather conditions, disruption or failure of information technology systems, competitive rate fluctuations, availability of drivers, adverse legal decisions and audits or tax assessments of various federal, state, or local taxing authorities. Additionally, our business is somewhat seasonal with slightly higher freight volumes typically experienced during August through early November in our full-load transportation business. You should also refer to Item 1A of our Annual Report (Form 10-K) for the year ended December 31, 2015, for additional information on risk factors and other events that are not within our control. Our future financial and operating results may fluctuate as a result of these and other risk factors as described from time to time in our filings with the SEC.

 

GENERAL

 

We are one of the largest surface transportation, delivery, and logistics companies in North America. We operate four distinct, but complementary, business segments and provide a wide range of transportation and delivery services to a diverse group of customers throughout the continental United States, Canada, and Mexico. Our service offerings include transportation of full-truckload containerized freight, which we directly transport utilizing our company-controlled revenue equipment and company drivers or independent contractors. We have arrangements with most of the major North American rail carriers to transport freight in containers or trailers, while we perform the majority of the pickup and delivery services. We also provide customized freight movement, revenue equipment, labor, systems, and delivery services that are tailored to meet individual customers’ requirements and typically involve long-term contracts. These arrangements are generally referred to as dedicated services and may include multiple pickups and drops, local and home deliveries, freight handling, specialized equipment, and freight network design. Our local and home delivery services typically are provided through a network of cross-dock service centers throughout the continental United States. Utilizing a network of thousands of reliable third-party carriers, we also provide comprehensive transportation and logistics services. In addition to dry-van, full-load operations, these unrelated outside carriers also provide flatbed, refrigerated, less-than-truckload (LTL), and other specialized equipment, drivers, and services. Also, we utilize a combination of company-owned and contracted power units to provide traditional over-the-road full truckload delivery services. We account for our business on a calendar year basis, with our full year ending on December 31 and our quarterly reporting periods ending on March 31, June 30, and September 30. The operation of each of our four business segments is described in Note 11, Segment Information, of our Annual Report (Form 10-K) for the year ended December 31, 2015.

 

 

Critical Accounting Policies and Estimates

 

The preparation of our financial statements in conformity with U.S. GAAP requires us to make estimates and assumptions that impact the amounts reported in our Condensed Consolidated Financial Statements and accompanying notes. Therefore, the reported amounts of assets, liabilities, revenues, expenses and associated disclosures of contingent liabilities are affected by these estimates. We evaluate these estimates on an ongoing basis, utilizing historical experience, consultation with experts and other methods considered reasonable in the particular circumstances. Nevertheless, actual results may differ significantly from our estimates. Any effects on our business, financial position or results of operations resulting from revisions to these estimates are recognized in the accounting period in which the facts that give rise to the revision become known.

 

 

Information regarding our Critical Accounting Policies and Estimates can be found in our Annual Report (Form 10-K). The critical accounting policies that we believe require us to make more significant judgments and estimates when we prepare our financial statements include those relating to self-insurance accruals, revenue equipment, revenue recognition and income taxes. We have discussed the development and selection of these critical accounting policies and estimates with the Audit Committee of our Board of Directors. In addition, Note 2, Summary of Significant Accounting Policies, to the financial statements in our Annual Report (Form 10-K) for the year ended December 31, 2015, contains a summary of our critical accounting policies. There have been no material changes to the methodology we apply for critical accounting estimates as previously disclosed in our Annual Report on Form 10-K.

 

RESULTS OF OPERATIONS

 

Comparison of Three Months Ended June 30, 2016 to Three Months Ended June 30, 2015

 

		Summary of Operating Segment Results For the Three Months Ended June 30, (in millions)
		Operating Revenues								Operating Income
		2016				2015				2016				2015
JBI		$	933			$	905			$	105.6			$	118.6
DCS			383				367				50.5				40.6
ICS			204				174				10.9				4.9
JBT			98				97				8.8				9.7
Other (includes corporate)			-				-				-				(0.1	)
Subtotal			1,618				1,543				175.8				173.7
Inter-segment eliminations			(3	)			(3	)			-				-
Total		$	1,615			$	1,540			$	175.8			$	173.7

 

Total consolidated operating revenues were $1.62 billion for second quarter 2016, compared with $1.54 billion for the second quarter 2015. Current quarter total operating revenue, excluding fuel surcharges, increased 9% versus the comparable quarter in 2015. This increase was primarily due to load growth of 9% in JBI, a 5% increase in revenue producing trucks in DCS, load growth of 62% in ICS, and an 11% increase in average fleet count in JBT.

 

JBI segment revenue increased 3%, to $933 million during the second quarter 2016, compared with $905 million in 2015. This increase in segment revenue was primarily a result of a 9% increase in load volume, offset by a 5% decrease in revenue per load, which is the combination of changes in freight mix, customer rate changes, and lower fuel surcharge revenue, compared to a year ago. Load volume in our eastern network increased 10%, and transcontinental loads grew 8% over the second quarter 2015. Rail service continued to improve and west coast port volumes returned to a more normal velocity from a year ago. Operating income of the JBI segment decreased 11% to $105.6 million in the second quarter 2016, from $118.6 million in 2015. Benefits from volume growth, improved box utilization, reduced reliance on outsourced dray carriers, and lower fleet maintenance costs were offset by increased rail purchased transportation costs, higher equipment ownership costs, increased insurance and cargo claim expense and higher driver wage and retention costs. The second quarter of 2015 included approximately $6.4 million in corporate wide streamlining and technology redevelopment costs. The current period ended with approximately 81,200 units of trailing capacity and 5,244 power units available to the dray fleet.

 

DCS segment revenue increased 4%, to $383 million in the second quarter 2016, from $367 million in 2015. Productivity, defined as revenue per truck per week, decreased by approximately 1% versus 2015 primarily from lower fuel surcharge revenue. Productivity excluding fuel surcharge increased 1% from a year ago primarily from improved overall operational efficiencies, including better integration of assets between customer accounts, fewer unseated trucks, increased customer supply chain fluidity, load counts and customer rate increases. A net additional 350 revenue producing trucks were in the fleet by the end of the current quarter compared to prior year, primarily from private fleet conversions in the current and prior periods. Customer retention rates remain above 98%. Operating income of our DCS segment increased 24% to $50.5 million in 2016, from $40.6 million in 2015. The increase is primarily due to increased revenue, improved asset utilization, and reduced safety costs. These benefits were partially offset by higher driver wage and recruiting costs, increased salaries and benefits expenses, and higher equipment ownership costs. The second quarter of 2015 included approximately $2.6 million in corporate wide streamlining and technology redevelopment costs.

 

 

ICS revenue increased 17% to $204 million in the second quarter of 2016, from $174 million in 2015. Overall volumes increased 62%. Contractual business represented approximately 73% of total load volume and 65% of total revenue in the current period compared to 70% and 62%, respectively, in second quarter 2015. Revenue per load decreased 28% primarily due to lower fuel prices and freight mix changes driven by customer demand. ICS segment operating income increased 122% to $10.9 million, from $4.9 million in 2015, primarily from increased revenue. Gross profit margin decreased to 15.0% in the current quarter versus 15.2% last year primarily due to rate decreases on contractual business and lower customer spot rates. Personnel costs increased as the total branch count grew to 35 compared to 31 at the end of the comparable period last year. The second quarter of 2015 included approximately $4.4 million in corporate wide streamlining and technology redevelopment costs. ICS’s carrier base increased 16% and employee count increased 13% compared to second quarter 2015.

 

JBT segment revenue increased 1% to $98 million in the second quarter of 2016, from $97 million in 2015. Revenue excluding fuel surcharges increased 6%, primarily from an 11% increase in average truck count. Revenue per loaded mile excluding fuel surcharge decreased approximately 5% primarily from changes in customer driven freight mix and increased length of haul. Core customer rates increased just under 1% compared to the same period in 2015. At the end of the current quarter JBT operated 2,186 tractors compared to 2,073 in 2015. JBT segment operating income decreased 9% to $8.8 million in 2016, compared with $9.7 million in 2015. The decrease in operating income was driven primarily by lower rates per loaded mile, increased driver recruiting costs, higher independent contractor cost per mile and increased tractor maintenance costs compared to second quarter 2015. The second quarter of 2015 included approximately $700,000 in corporate wide streamlining and technology redevelopment costs.

 

Consolidated Operating Expenses

 

The following table sets forth items in our Condensed Consolidated Statements of Earnings as a percentage of operating revenues and the percentage increase or decrease of those items as compared with the prior period.

 

		Three Months Ended June 30,
		Dollar Amounts as a Percentage of Total Operating Revenues								Percentage Change of Dollar Amounts Between Quarters
		2016				2015				2016 vs. 2015
Total operating revenues			100.0	%			100.0	%			4.9	%
Operating expenses:
Rents and purchased transportation			49.2				47.5				8.8
Salaries, wages and employee benefits			23.0				22.6				6.8
Depreciation and amortization			5.6				5.4				8.0
Fuel and fuel taxes			4.4				5.5				(15.8	)
Operating supplies and expenses			3.5				3.7				(0.4	)
General and administrative expenses, net of asset dispositions			1.2				1.8				(32.4	)
Insurance and claims			1.2				1.2				4.8
Operating taxes and licenses			0.7				0.7				5.9
Communication and utilities			0.3				0.3				(7.2	)
Total operating expenses			89.1				88.7				5.3
Operating income			10.9				11.3				1.2
Net interest expense			0.4				0.5				(3.6	)
Earnings before income taxes			10.5				10.8				1.4
Income taxes			4.0				4.1				1.1
Net earnings			6.5	%			6.7	%			1.5	%

 

 

Total operating expenses increased 5.3%, while operating revenues increased 4.9%, during the second quarter 2016, from the comparable period 2015. Operating income increased to $175.8 million during the second quarter 2016, from $173.7 million in 2015.

 

Rents and purchased transportation costs increased 8.8% in 2016. This increase was primarily the result of increased rail purchased transportation rates and the increase in load volume which increased services provided by third-party rail and truck carriers within JBI and ICS segments.

 

Salaries, wages and employee benefits costs increased 6.8% during the second quarter 2016, compared with 2015. This increase was primarily related to increases in driver pay and office personnel compensation due to a tighter supply of qualified drivers and an increase in the number of employees.

 

Depreciation and amortization expense increased 8.0% in 2016, primarily due to additions to our JBI segment tractor, container and chassis fleets to support additional business demand, equipment purchased related to new DCS long-term customer contracts, and replacement equipment in JBT. Fuel costs decreased 15.8% in 2016, compared with 2015, due to decreases in the price of fuel, partially offset by increased road miles.

 

Operating supplies and expenses decreased 0.4%, driven primarily by decreased equipment maintenance costs partially offset by increased toll activity. General and administrative expenses decreased 32.4% for the current quarter from the comparable period in 2015, primarily due to costs related to corporate wide streamlining and technology redevelopment efforts in 2015, which were not present in 2016. Net loss from sale or disposal of assets was $1 million in 2016, compared to a net loss of $951,000 in 2015. Insurance and claims expense increased 4.8% in 2016 compared with 2015, primarily due to higher incident volume and accident severity.

 

Net interest expense decreased 3.6% in 2016 primarily due to lower effective interest rates on our debt, offset by an increase in average debt levels. Our effective income tax rate was 38.0% for the three months ended June 30, 2016, compared with 38.1% for the three months ended June 30, 2015. In determining our quarterly provision for income taxes, we use an estimated annual effective tax rate, adjusted for discrete items. This rate is based on our expected annual income, statutory tax rates, best estimate of nontaxable and nondeductible items of income and expense, and the ultimate outcome of tax audits.

 

Comparison of Six Months Ended June 30, 2016 to Six Months Ended June 30, 2015

 

		Summary of Operating Segment Results For the Six Months Ended June 30, (in millions)
		Operating Revenues								Operating Income
		2016				2015				2016				2015
JBI		$	1,829			$	1,749			$	208.8			$	222.9
DCS			741				712				95.2				76.4
ICS			387				337				21.7				11.5
JBT			194				188				18.0				18.2
Other (includes corporate)			-				-				-				-
Subtotal			3,151				2,986				343.7				329.0
Inter-segment eliminations			(7	)			(6	)			-				-
Total		$	3,144			$	2,980			$	343.7			$	329.0

 

Total consolidated operating revenues increased to $3.14 billion for the first six months of 2016, a 5% increase from the $2.98 billion for the comparable period 2015. Fuel surcharge revenues were $233.7 million during the first six months in 2016, compared with $355.6 million in 2015. If fuel surcharge revenues were excluded from both periods, the increase in revenue from 2015 to 2016 was 11%.

 

JBI segment revenue increased 5%, to $1.83 billion during the first six months of 2016, compared with $1.75 billion in 2015. This increase in revenue was primarily a result of a 10% increase in load volume, offset by a 5% decrease in revenue per load, which is the combination of changes in freight mix, customer rate changes, and lower fuel surcharge revenue, compared to a year ago. Operating income of the JBI segment decreased to $208.8 million in the first six months of 2016, from $222.9 million in 2015. Benefits from volume growth, improved dray network efficiency and box utilization from improved rail service, and lower fleet maintenance costs were offset by increased rail purchased transportation costs, higher equipment ownership costs, increased insurance and cargo claim expense and higher driver wage and retention costs. The first six months of 2015 included approximately $6.4 million in corporate wide streamlining and technology redevelopment costs.

 

 

DCS segment revenue increased 4%, to $741 million during the first six months of 2016, from $712 million in 2015. Productivity, defined as revenue per truck per week, decreased by approximately 2% from a year ago primarily from lower fuel surcharge revenue. Productivity excluding fuel surcharge for the first six months of 2016 increased 2% from a year ago primarily from improved overall operational efficiencies, including better integration of assets between customer accounts, fewer unseated trucks, increased customer supply chain fluidity, load counts and customer rate increases. Operating income of our DCS segment increased to $95.2 million in 2016, from $76.4 million in 2015. The increase is primarily due to increased revenue and improved asset utilization, partially offset by higher driver wage and recruiting costs, increased salaries and benefits expenses, and higher equipment ownership costs. The first six months of 2015 included approximately $2.6 million in corporate wide streamlining and technology redevelopment costs.

 

ICS revenue increased 15% to $387 million during the first six months of 2016, from $337 million in 2015. Overall volumes increased 54%. Revenue per load decreased 25% primarily due to lower fuel prices and freight mix changes driven by customer demand. ICS segment operating income increased 88% to $21.7 million, from $11.5 million in 2015, primarily from increased revenue and improved gross profit margin. Gross profit margin increased to 16.1% in the current period versus 14.5% last year primarily due to rate increases on contractual business and higher customer spot rates, compared to a year ago. The first six months of 2015 included approximately $4.4 million in corporate wide streamlining and technology redevelopment costs.

 

JBT segment revenue increased 3% to $194 million for the first six months 2016, from $188 million in 2015. Revenue excluding fuel surcharges increased 9%, primarily from increased average truck count. Our JBT segment operating income decreased 1% to $18.0 million during the first six months 2016, from $18.2 million in 2015. The decrease in operating income was driven primarily by lower rates per loaded mile, increased driver wages and recruiting costs, higher independent contractor cost per mile and increased tractor maintenance costs compared to second quarter 2015. The first six months of 2015 included approximately $700,000 in corporate wide streamlining and technology redevelopment costs.

 

 

Consolidated Operating Expenses

 

The following table sets forth items in our Condensed Consolidated Statements of Earnings as a percentage of operating revenues and the percentage increase or decrease of those items as compared with the prior period.

 

		Six Months Ended June 30,
		Dollar Amounts as a Percentage of Total Operating Revenues								Percentage Change of Dollar Amounts Between Periods
		2016				2015				2016 vs. 2015
Total operating revenues			100.0	%			100.0	%			5.5	%
Operating expenses:
Rents and purchased transportation			48.8				47.8				7.8
Salaries, wages and employee benefits			23.4				22.8				8.2
Depreciation and amortization			5.7				5.5				8.3
Fuel and fuel taxes			4.2				5.6				(21.5	)
Operating supplies and expenses			3.5				3.6				3.6
General and administrative expenses, net of asset dispositions			1.3				1.4				(2.6	)
Insurance and claims			1.2				1.2				2.5
Operating taxes and licenses			0.7				0.7				8.0
Communication and utilities			0.3				0.4				(7.4	)
Total operating expenses			89.1				89.0				5.6
Operating income			10.9				11.0				4.5
Net interest expense			0.4				0.4				(3.8	)
Earnings before income taxes			10.5				10.6				4.8
Income taxes			4.0				4.0				4.6
Net earnings			6.5	%			6.6	%			5.0	%

 

Total operating expenses increased 5.6%, while operating revenues increased 5.5%, during the first six months 2016, from the comparable period of 2015. Operating income increased to $343.7 million during the first six months 2016, from $329.0 million in 2015.

 

Rents and purchased transportation costs increased 7.8% in 2016. This increase was primarily the result of increased rail purchased transportation rates and the increase in load volume which increased services provided by third-party rail and truck carriers within JBI and ICS segments.

 

Salaries, wages and employee benefits costs increased 8.2% in 2016 from 2015. This increase was primarily related to increases in driver pay and office personnel compensation due to a tighter supply of qualified drivers and an increase in the number of employees.

 

Depreciation and amortization expense increased 8.3% in 2016 primarily due to additions to our JBI segment tractor, container and chassis fleets to support additional business demand, equipment purchased related to new DCS long-term customer contracts, and replacement equipment in JBT. Fuel costs decreased 21.5% in 2016, compared with 2015, due to decreases in the price of fuel, partially offset by increased road miles.

 

Operating supplies and expenses increased 3.6% driven primarily by higher equipment maintenance costs and increased toll activity. General and administrative expenses decreased 2.6% from the comparable period in 2015, primarily due to costs related to corporate wide streamlining and technology redevelopment efforts in 2015, which were not present in 2016, offset by increased charitable contributions in 2016. Net loss from sale or disposal of assets was $1 million in 2016, compared to a net loss of $147,000 in 2015. Insurance and claims expense increased 2.5% in 2016 compared with 2015, primarily due to an increase in accident severity.

 

Net interest expense decreased 3.8% in 2016, primarily due to lower effective interest rates on our debt, offset by an increase in average debt levels. Our effective income tax rate was 38.0% for the six months ended June 30, 2016, compared with 38.1% for the six months ended June 30, 2015. In determining our quarterly provision for income taxes, we use an estimated annual effective tax rate, adjusted for discrete items. This rate is based on our expected annual income, statutory tax rates, best estimate of nontaxable and nondeductible items of income and expense, and the ultimate outcome of tax audits.

 

 

Liquidity and Capital Resources

 

Cash Flow

 

Net cash provided by operating activities totaled $474.1 million during the first six months of 2016, compared with $453.5 million for the same period 2015. Operating cash flows increased due to increased earnings and the collection of income taxes receivable, offset by the timing of trade receivables. Net cash used in investing activities totaled $258.0 million in 2016, compared with $319.3 million in 2015. The decrease resulted from a decrease in equipment purchases in 2016 combined with an increase in proceeds from the sale of equipment during the same period. Net cash used in financing activities was $210.5 million in 2016, compared with $134.6 million in 2015. This change resulted primarily from an increase in treasury stock purchased.

 

Debt and Liquidity Data

 

		June 30, 2016				December 31, 2015				June 30, 2015
Working capital ratio			1.50				1.61				0.99
Current portion of long-term debt (millions)			-				-			$	249.9
Total debt (millions)		$	957.6			$	998.0			$	639.6
Total debt to equity			0.69				0.77				0.66
Total debt as a percentage of total capital			41	%			43	%			40	%

 

Liquidity

 

Our need for capital has typically resulted from the acquisition of containers, chassis, trucks, tractors and trailers required to support our growth and the replacement of older equipment. We are frequently able to accelerate or postpone a portion of equipment replacements depending on market conditions. We have, during the past few years, obtained capital through cash generated from operations, revolving lines of credit, and long-term debt issuances. We have also periodically utilized operating leases to acquire revenue equipment.

 

We believe our liquid assets, cash generated from operations and revolving line of credit will provide sufficient funds for our operating and capital requirements for the foreseeable future. The following table summarizes our expected obligations and commitments as of June 30, 2016 (in millions):

 

		Total				One Year Or Less				One to Three Years				Three to Five Years				After Five Years
Operating leases		$	27.5			$	12.6			$	11.9			$	2.8			$	0.2
Debt obligations			938.1				-				250.0				88.1				600.0
Interest payments on debt (1)			134.6				21.8				42.6				35.1				35.1
Commitments to acquire revenue equipment and facilities			271.1				249.0				22.1				-				-
Total		$	1,371.3			$	283.4			$	326.6			$	126.0			$	635.3

 

(1)   Interest payments on debt are based on the debt balance and applicable rate at June 30, 2016.     

 

Our net capital expenditures were approximately $258 million during the first six months of 2016, compared with $299 million for the same period 2015. Our net capital expenditures include net additions to revenue equipment and non-revenue producing assets that are necessary to contribute to and support the future growth of our various business segments. Capital expenditures in 2016 were primarily for tractors, additional intermodal containers and chassis, and other trailing equipment. We are currently committed to spend approximately $271 million during the remainder of 2016 and 2017. We expect to spend in the range of $525 million to $550 million for net capital expenditures during calendar year 2016. The table above excludes $38.1 million of potential liabilities for uncertain tax positions, including interest and penalties, which are recorded on our Condensed Consolidated Balance Sheets. However, we are unable to reasonably estimate the ultimate timing of any settlements.

 

 

Off-Balance Sheet Arrangements

 

Our only off-balance sheet arrangements as of June 30, 2016 were operating leases related to facility lease obligations.

 

Risk Factors

 

You should refer to Item 1A of our Annual Report (Form 10-K) for the year ended December 31, 2015, under the caption “Risk Factors” for specific details on the following factors and events that are not within our control and could affect our financial results.

 

●

Our business is subject to general economic and business factors, any of which could have a material adverse effect on our results of operations. Economic trends and tightening of credit in financial markets could adversely affect our ability, and the ability of our suppliers, to obtain financing for operations and capital expenditures.

 

●

We depend on third parties in the operation of our business.

 

●

Rapid changes in fuel costs could impact our periodic financial results.

 

●

Insurance and claims expenses could significantly reduce our earnings.

 

●

We derive a significant portion of our revenue from a few major customers, the loss of one or more of which could have a material adverse effect on our business.

 

●

We operate in a regulated industry, and increased direct and indirect costs of compliance with, or liability for violation of, existing or future regulations could have a material adverse effect on our business.

 

●

Difficulty in attracting and retaining drivers, delivery personnel and third-party carriers could affect our profitability and ability to grow.

 

●

We rely significantly on our information technology systems, a disruption, failure or security breach of which could have a material adverse effect on our business.

 

●

We operate in a competitive and highly fragmented industry. Numerous factors could impair our ability to maintain our current profitability and to compete with other carriers and private fleets.

 

●

Extreme or unusual weather conditions can disrupt our operations, impact freight volumes and increase our costs, all of which could have a material adverse effect on our business results.

 

●

Our operations are subject to various environmental laws and regulations, the violation of which could result in substantial fines or penalties.

 

ITEM 3.

Quantitative And Qualitative Disclosures AbouT Market Risk

 

Our outstanding debt at June 30, 2016 includes our senior revolving line of credit and senior notes issuances. Our senior notes have fixed interest rates ranging from 2.40% to 3.85%. Our senior revolving line of credit has variable interest rates, which are based on the Prime Rate, the Federal Funds Rate, or LIBOR, depending upon the specific type of borrowing, plus any applicable margins. We currently have interest rate swap agreements which effectively convert our $250 million of 2.40% and $350 million of 3.30% fixed rate senior notes due March 2019 and August 2022, respectively, to variable rates, to allow us to maintain a desired mix of variable and fixed rate debt. The applicable interest rates under these agreements are based on LIBOR plus an established margin. Risk can be quantified by measuring the financial impact of a near-term adverse increase in short-term interest rates. Our earnings would be affected by changes in these short-term variable interest rates. At our current level of borrowing, a one percentage point increase in our applicable rate would reduce annual pretax earnings by $6.9 million.

 

 

Although we conduct business in foreign countries, international operations are not material to our consolidated financial position, results of operations or cash flows. Additionally, foreign currency transaction gains and losses were not material to our results of operations for the three or six months ended June 30, 2016. Accordingly, we are not currently subject to material foreign currency exchange rate risks from the effects that exchange rate movements of foreign currencies would have on our future costs or on future cash flows we would receive from our foreign investment. As of June 30, 2016, we had no foreign currency forward exchange contracts or other derivative financial instruments to hedge the effects of adverse fluctuations in foreign currency exchange rates.

 

The price and availability of diesel fuel are subject to fluctuations due to changes in the level of global oil production, seasonality, weather and other market factors. Historically, we have been able to recover a majority of fuel price increases from our customers in the form of fuel surcharges. We cannot predict the extent to which high fuel price levels may occur in the future, or the extent to which fuel surcharges could be collected to offset such increases. As of June 30, 2016, we had no derivative financial instruments to reduce our exposure to fuel price fluctuations.

 

ITEM 4.

CONTROLS AND PROCEDURES

 

We maintain controls and procedures designed to ensure that the information we are required to disclose in the reports we file with the SEC is recorded, processed, summarized and reported, within the time periods specified in the SEC rules, and that such information is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure. As of the end of the period covered by this report, we carried out an evaluation, under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended). Based upon that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were effective as of June 30, 2016.

 

There were no changes in our internal control over financial reporting during the second quarter of 2016 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

 

Part II. Other Information

 

ITEM 1.

LEGAL PROCEEDINGS

 

We are a defendant in certain class-action lawsuits in which the plaintiffs are current and former California-based drivers who allege claims for unpaid wages, failure to provide meal and rest periods, and other items. During the first half of 2014, the court in the lead class-action granted judgment in our favor with regard to all claims. The plaintiffs have appealed the case to the Ninth Circuit Court of Appeals where it is currently pending. The overlapping claims in the remaining action have been stayed pending a decision in the lead class-action case. We cannot reasonably estimate at this time the possible loss or range of loss, if any, that may arise from these lawsuits.

 

We are involved in certain other claims and pending litigation arising from the normal conduct of business. Based on present knowledge of the facts and, in certain cases, opinions of outside counsel, we believe the resolution of these claims and pending litigation will not have a material adverse effect on our financial condition, results of operations or liquidity.

 

 

ITEM 1A.

RISK FACTORS

 

Information regarding risk factors appears in Part I, Item 2, Management’s Discussion and Analysis of Financial Condition and Results of Operations of this report on Form 10-Q and in Part I, Item 1A of our Annual Report on Form 10-K for the year ended December 31, 2015.

 

ITEM 2.

UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

 

Not applicable.

 

ITEM 3.

DEFAULTS UPON SENIOR SECURITIES

 

Not applicable.

 

ITEM 4.

MINE SAFETY DISCLOSURES

 

Not applicable.

 

ITEM 5.

OTHER INFORMATION

 

Not applicable.

 

ITEM 6.

EXHIBITS

 

Index to Exhibits

 

Exhibit  Number			Exhibits
3.1			Amended and Restated Articles of Incorporation of J.B. Hunt Transport Services, Inc. dated May 19, 1988 (incorporated by reference from Exhibit 3.1 of the Company’s Quarterly Report on Form 10-Q for the period ended March 31, 2005, filed April 29, 2005)
3.2			Amended and Restated Bylaws of J.B. Hunt Transport Services, Inc. dated April 23, 2015 (incorporated by reference from Exhibit 3.1 of the Company’s current report on Form 8-K, filed April 27, 2015)
31.1			Rule 13a-14(a)/15d-14(a) Certification
31.2			Rule 13a-14(a)/15d-14(a) Certification
32.1			Section 1350 Certification
32.2			Section 1350 Certification
101.INS			XBRL Instance Document
101.SCH			XBRL Taxonomy Extension Schema Document
101.CAL			XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF			XBRL Taxonomy Extension Definition Linkbase Document
101.LAB			XBRL Taxonomy Extension Label Linkbase Document
101.PRE			XBRL Taxonomy Extension Presentation Linkbase Document

 

 

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, in the city of Lowell, Arkansas, on the 28th day of July, 2016.

 

 

	J.B. HUNT TRANSPORT SERVICES, INC.
	(Registrant)
	BY:	/s/ John N. Roberts, III
		John N. Roberts, III
		President and Chief Executive Officer
		(Principal Executive Officer)
	BY:	/s/ David G. Mee
		David G. Mee
		Executive Vice President, Finance and
		Administration and Chief Financial Officer
		(Principal Financial Officer)
	BY:	/s/ John K. Kuhlow
		John K. Kuhlow
		Senior Vice President Finance, Controller,
		Chief Accounting Officer
		(Principal Accounting Officer)

 

 

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