Recent Quotes View Full List My Watchlist Create Watchlist Indicators DJI Nasdaq Composite SPX Gold Crude Oil EL&P Market Index Markets Stocks ETFs Tools Overview News Currencies International Treasuries Forward Air Corporation Reports Second Quarter 2021 Results By: Forward Air Corporation via Business Wire July 29, 2021 at 17:11 PM EDT Reports highest ever monthly net income in the month of June Reports highest revenue and operating income for a quarter Guides record third quarter revenue and net income per diluted share Forward Air Corporation (NASDAQ:FWRD) (the “Company”, “we”, “our”, or “us”) today reported financial results for the three and six months ended June 30, 2021 as presented in the tables below on a continuing operations basis (Pool Distribution was previously reported as a discontinued operation). This press release features multimedia. View the full release here: https://www.businesswire.com/news/home/20210729006180/en/Forward Air Corporation reports highest revenue and operating income for a quarter. (Photo: Business Wire) Tom Schmitt, Chairman, President and CEO, commenting on second quarter results from continuing operations said, “Business momentum continued during the quarter culminating in the highest net income for the month of June. Our focus on our two rock star segments, Expedited Freight and Intermodal, as well as solid revenue management, drove our second quarter revenue, which exceeded the high end of our guidance range. Surgical collaboration with customers on selecting, handling, and pricing freight led to the highest operating income for a quarter. Net income per diluted share of $1.11 exceeded the high end of our $0.96 to $1.00 guidance range. I am very encouraged that in our second quarter we are better than in pre-pandemic 2019’s second quarter: better consolidated operating margins now. And bigger - our operating revenues are up almost 40% year-over-year. Additionally, we are working to bring back our customer’s events business in late 2021 and 2022.” Mr. Schmitt continued, “We expect volumes in the third quarter 2021 to significantly exceed volumes for the same period of 2020. Through July, our volumes were strong year-over-year. We are guiding to a record third quarter revenue and net income per diluted share despite the impact of an investment in operational enhancements and to a lesser extent the typical slowdown in volumes in the third quarter as compared to the second quarter.” In closing, Mr. Schmitt said, “In the second quarter, we achieved the highest revenue and operating income for a quarter in the history of the Company. I would like to thank all of our teammates for their hard work in helping to achieve this important milestone.” Regarding the Company’s third quarter 2021 continuing operations guidance, Rebecca J. Garbrick, CFO, said, “We expect our year-over-year revenue growth will be 28% to 32%, and our net income per diluted share to be between $1.03 to $1.07, compared to $0.61 in the third quarter of 2020. The net income per diluted share outlook reflects a $0.03 per share impact from professional fees related to an operational improvement project (which will be recorded in Expedited Freight).” Continuing Operations Three Months Ended (in thousands, except per share data) June 30, 2021 June 30, 20201 Change Percent Change Operating revenue $ 420,671 $ 281,678 $ 138,993 49.3 % Income from operations $ 42,124 $ 13,914 $ 28,210 202.7 % Operating margin 10.0 % 4.9 % 510 bps Net income $ 30,677 $ 9,225 $ 21,452 232.5 % Net income per diluted share $ 1.11 $ 0.33 $ 0.78 236.4 % Cash provided by operating activities $ 22,748 $ 29,101 $ (6,353) (21.8) % Non-GAAP Financial Measures: 2 EBITDA $ 51,538 $ 23,327 $ 28,211 120.9 % Free cash flow $ 17,517 $ 17,806 $ (289) (1.6) % 1 Results for the three months ended June 30, 2020 include several non-recurring items including a $2.1 million gain from changes in fair value on an earn-out due to the timing of expected new business wins, partially offset by $1.0 million of severance and $0.7 million in reserves for customers negatively impacted by COVID-19. 2 EBITDA and free cash flow are non-GAAP financial measures and reconciliations of these non-GAAP financial measures are provided in the below financial tables. Continuing Operations Six Months Ended (in thousands, except per share data) June 30, 20211 June 30, 20202 Change Percent Change Operating revenue $ 782,873 $ 587,235 $ 195,638 33.3 % Income from operations $ 64,848 $ 29,687 $ 35,161 118.4 % Operating margin 8.3 % 5.1 % 320 bps Net income $ 47,391 $ 20,641 $ 26,750 129.6 % Net income per diluted share $ 1.71 $ 0.72 $ 0.99 137.5 % Cash provided by operating activities $ 39,661 $ 59,929 $ (20,268) (33.8) % Non-GAAP Financial Measures: 3 EBITDA $ 83,499 $ 48,434 $ 35,065 72.4 % Free cash flow $ 32,400 $ 46,703 $ (14,303) (30.6) % 1 Results for the six months ended June 30, 2021 includes a $7.0 million charge for professional fees related to cyber security and shareholder engagement activities. 2 Results for the six months ended June 30, 2020 include several non-recurring items including a $2.7 million gain from changes in fair value on an earn-out due to the timing of expected new business wins, partially offset by $1.0 million of severance and $0.7 million in reserves for customers negatively impacted by COVID-19. 3 EBITDA and free cash flow are non-GAAP financial measures and reconciliations of these non-GAAP financial measures are provided in the below financial tables. On July 27, 2021, our Board of Directors declared a quarterly cash dividend of $0.21 per share of common stock. The dividend is payable to shareholders of record at the close of business on August 20, 2021 and is expected to be paid on September 9, 2021. This quarterly dividend is made pursuant to a cash dividend policy approved by the Board of Directors, which anticipates a total annual dividend of $0.84 for the full year 2021, payable in quarterly increments of $0.21 per share of common stock. The actual declaration of future cash dividends, and the establishment of record and payment dates, is subject to final determination by the Board of Directors each quarter after its review of the Company’s financial performance and position. The Board approved a strategy to divest the Pool Distribution business (“Pool”) on April 23, 2020, and the sale of Pool was completed on February 12, 2021. Accordingly, the results of operations and cash flows for Pool have been presented as a discontinued operation and have been excluded from continuing operations in this release for all periods presented. In addition, Pool assets and liabilities were reflected as “held for sale” on the Condensed Consolidated Balance Sheets in this press release for the prior period. Review of Financial Results Forward Air will hold a conference call to discuss second quarter 2021 results on Friday, July 30, 2021 at 9:00 a.m. EDT. The Company’s conference call will be available online on the Investor Relations portion of the Company’s website at www.forwardaircorp.com, or by dialing (844) 867-6169, Access Code: 1588037. A replay of the conference call will be available on the Investor Relations portion of the Company’s website at www.forwardaircorp.com, which we use as a primary mechanism to communicate with our investors. Investors are urged to monitor the Investors Relations portion of the Company’s website to easily find or navigate to current and pertinent information about us. About Forward Air Corporation Forward Air is a leading asset-light freight and logistics company that provides services across the United States and Canada. We provide expedited less-than-truckload (“LTL”) services, including local pick-up and delivery, shipment consolidation/deconsolidation, warehousing, and customs brokerage by utilizing a comprehensive national network of terminals; final mile services, including delivery of heavy-bulky freight; truckload brokerage services, including dedicated fleet services, high-security and temperature-controlled logistics services; intermodal first-and last-mile high-value drayage services both to and from seaports and railheads, dedicated contract and Container Freight Station warehouse and handling services; and pool distribution services, including high-frequency handling and distribution of time sensitive product to numerous destinations within a specific geographic region. For more information, visit our website at www.forwardaircorp.com. Forward Air Corporation Condensed Consolidated Statements of Comprehensive Income (Unaudited, in thousands, except per share data) Three Months Ended Six Months Ended June 30, 2021 June 30, 2020 June 30, 2021 June 30, 2020 Operating revenue: Expedited Freight $ 351,735 $ 235,658 $ 655,921 $ 489,287 Intermodal 69,133 46,428 127,647 98,888 Eliminations and other operations (197) (408) (695) (940) Operating revenue 420,671 281,678 782,873 587,235 Operating expenses: Purchased transportation 215,217 142,069 399,825 292,667 Salaries, wages and employee benefits 84,641 63,772 159,538 133,331 Operating leases 20,370 17,387 39,537 35,271 Depreciation and amortization 9,414 9,413 18,651 18,747 Insurance and claims 10,891 7,722 20,632 17,766 Fuel expense 4,059 2,519 7,761 6,532 Other operating expenses 33,955 24,882 72,081 53,234 Total operating expenses 378,547 267,764 718,025 557,548 Income (loss) from continuing operations: Expedited Freight 34,688 11,753 59,218 26,933 Intermodal 8,386 4,413 12,895 8,126 Other Operations (950) (2,252) (7,265) (5,372) Income from continuing operations 42,124 13,914 64,848 29,687 Other expense: Interest expense (1,323) (1,198) (2,488) (2,051) Total other expense (1,323) (1,198) (2,488) (2,051) Income before income taxes 40,801 12,716 62,360 27,636 Income tax expense 10,124 3,491 14,969 6,995 Net income from continuing operations 30,677 9,225 47,391 20,641 Loss from discontinued operation, net of tax — (6,071) (5,533) (9,112) Net income and comprehensive income $ 30,677 $ 3,154 $ 41,858 $ 11,529 Net income per share: Basic net income (loss) per share Continuing operations $ 1.12 $ 0.33 $ 1.72 $ 0.72 Discontinued operation — (0.22) (0.20) (0.31) Net income per share $ 1.12 $ 0.11 $ 1.52 $ 0.41 Diluted net income (loss) per share Continuing operations $ 1.11 $ 0.33 $ 1.71 $ 0.72 Discontinued operation — (0.22) (0.20) (0.32) Net income per share $ 1.11 $ 0.11 $ 1.51 $ 0.40 Dividends per share $ 0.21 $ 0.18 $ 0.42 $ 0.36 Expedited Freight Segment Information (In thousands) (Unaudited) Three Months Ended June 30, 2021 Percent of Revenue June 30, 2020 Percent of Revenue Change Percent Change Operating revenue: Network1 $ 210,088 59.7 % $ 134,172 56.9 % $ 75,916 56.6 % Truckload 56,968 16.2 41,855 17.8 15,113 36.1 Final Mile 69,883 19.9 53,427 22.7 16,456 30.8 Other 14,796 4.2 6,204 2.6 8,592 138.5 Total operating revenue 351,735 100.0 235,658 100.0 116,077 49.3 Operating expenses: Purchased transportation 191,648 54.5 127,478 54.1 64,170 50.3 Salaries, wages and employee benefits 67,560 19.2 50,508 21.4 17,052 33.8 Operating leases 14,868 4.2 13,338 5.7 1,530 11.5 Depreciation and amortization 6,779 1.9 6,740 2.9 39 0.6 Insurance and claims 8,385 2.4 5,715 2.4 2,670 46.7 Fuel expense 2,147 0.6 1,406 0.6 741 52.7 Other operating expenses 25,660 7.3 18,720 7.9 6,940 37.1 Total operating expenses 317,047 90.1 223,905 95.0 93,142 41.6 Income from operations $ 34,688 9.9 % $ 11,753 5.0 % $ 22,935 195.1 % 1Network revenue is comprised of all revenue, including linehaul, pickup and/or delivery, and fuel surcharge revenue, excluding accessorial, Truckload and Final Mile revenue. Expedited Freight Operating Statistics Three Months Ended June 30, 2021 June 30, 2020 Percent Change Business days 64 64 — % Tonnage 1,2 Total pounds 728,191 522,031 39.5 Pounds per day 11,378 8,157 39.5 Shipments 1,2 Total shipments 1,096 963 13.8 Shipments per day 17.1 15.0 14.0 Weight per shipment 664 542 22.5 Revenue per hundredweight 3 $ 28.63 $ 26.32 8.8 Revenue per hundredweight, ex fuel 3 $ 24.68 $ 23.09 6.9 Revenue per shipment 3 $ 191.89 $ 139.30 37.8 Revenue per shipment, ex fuel 3 $ 165.62 $ 121.77 36.0 Network revenue from door-to-door shipments as a percentage of network revenue 3,4 51.3 % 49.9 % 2.8 1 In thousands 2 Excludes accessorial, Truckload and Final Mile products 3 Includes intercompany revenue between the Network and Truckload revenue streams 4 Door-to-door shipments include all shipments with a pickup and/or delivery Intermodal Segment Information (In thousands) (Unaudited) Three Months Ended June 30, 2021 Percent of Revenue June 30, 2020 Percent of Revenue Change Percent Change Operating revenue $ 69,133 100.0 % $ 46,428 100.0 % $ 22,705 48.9 % Operating expenses: Purchased transportation 23,767 34.4 14,904 32.1 8,863 59.5 Salaries, wages and employee benefits 16,230 23.5 11,728 25.3 4,502 38.4 Operating leases 5,500 8.0 4,045 8.7 1,455 36.0 Depreciation and amortization 2,612 3.8 2,648 5.7 (36) (1.4) Insurance and claims 2,355 3.4 1,789 3.9 566 31.6 Fuel expense 1,912 2.8 1,113 2.4 799 71.8 Other operating expenses 8,371 12.1 5,788 12.5 2,583 44.6 Total operating expenses 60,747 87.9 42,015 90.5 18,732 44.6 Income from operations $ 8,386 12.1 % $ 4,413 9.5 % $ 3,973 90.0 % Intermodal Operating Statistics Three Months Ended June 30, 2021 June 30, 2020 Percent Change Drayage shipments 96,805 68,974 40.3 % Drayage revenue per shipment $ 618 $ 556 11.2 % Number of locations 29 24 20.8 % Forward Air Corporation Condensed Consolidated Balance Sheets (In thousands) (Unaudited) June 30, 2021 December 31, 2020 Assets Current assets: Cash and cash equivalents $ 50,844 $ 40,254 Accounts receivable, net 209,187 156,490 Other receivables 16,999 — Other current assets 19,982 28,150 Current assets held for sale — 21,002 Total current assets 297,012 245,896 Property and equipment 383,155 380,519 Less accumulated depreciation and amortization 196,168 190,652 Total property and equipment, net 186,987 189,867 Operating lease right-of-use assets 148,651 123,338 Goodwill 254,993 244,982 Other acquired intangibles, net of accumulated amortization 145,813 145,032 Other assets 48,385 45,181 Noncurrent assets held for sale — 53,097 Total assets $ 1,081,841 $ 1,047,393 Liabilities and Shareholders’ Equity Current liabilities: Accounts payable $ 43,655 $ 38,371 Accrued expenses 70,894 51,264 Other current liabilities 6,813 10,580 Current portion of debt and finance lease obligations 1,867 1,801 Current portion of operating lease liabilities 46,042 43,680 Current liabilities held for sale — 25,924 Total current liabilities 169,271 171,620 Debt and finance lease obligations, less current portion 161,729 117,408 Operating lease liabilities, less current portion 103,280 80,346 Other long-term liabilities 55,741 54,129 Deferred income taxes 41,471 41,986 Noncurrent liabilities held for sale — 34,575 Shareholders’ equity: Common stock 271 273 Additional paid-in capital 252,466 242,916 Retained earnings 297,612 304,140 Total shareholders’ equity 550,349 547,329 Total liabilities and shareholders’ equity $ 1,081,841 $ 1,047,393 Forward Air Corporation Condensed Consolidated Statements of Cash Flows (In thousands) (Unaudited) Three Months Ended June 30, 2021 June 30, 2020 Operating activities: Net income from continuing operations $ 30,677 $ 9,225 Adjustments to reconcile net income of continuing operations to net cash provided by operating activities of continuing operations Depreciation and amortization 9,414 9,413 Change in fair value of earn-out liability (337) (2,108) Share-based compensation expense 2,981 2,429 Provision for revenue adjustments 1,748 745 Deferred income tax (benefit) expense (67) 3,443 Other 97 962 Changes in operating assets and liabilities, net of effects from the purchase of acquired businesses: Accounts receivable (22,995) (61) Other receivables (152) — Other current and noncurrent assets (339) (2,455) Accounts payable and accrued expenses 1,721 7,508 Net cash provided by operating activities of continuing operations 22,748 29,101 Investing activities: Proceeds from sale of property and equipment 649 268 Purchases of property and equipment (5,880) (11,563) Purchases of a business, net of cash acquired (7,543) — Net cash used in investing activities of continuing operations (12,774) (11,295) Financing activities: Repayments of finance lease obligations (487) (340) Proceeds from revolving credit facility 45,000 — Payment of earn-out liability — (5,284) Proceeds from issuance of common stock upon stock option exercises 1,423 — Payments of dividends to stockholders (5,768) (5,037) Repurchases of common stock (23,994) — Proceeds from common stock issued under employee stock purchase plan 388 294 Payment of minimum tax withholdings on share-based awards (88) (614) Contributions from (distributions to) subsidiary held for sale — (3,154) Net cash provided by (used in) financing activities from continuing operations 16,474 (14,135) Net increase in cash of continuing operations 26,448 3,671 Cash from discontinued operation: Net cash used in operating activities of discontinued operation — (3,010) Net cash provided by (used in) investing activities of discontinued operation — (144) Net cash (used in) provided by financing activities of discontinued operation — 3,154 Net increase in cash and cash equivalents 26,448 3,671 Cash and cash equivalents at beginning of period of continuing operations 24,396 77,245 Cash at beginning of period of discontinued operation — — Net increase in cash and cash equivalents 26,448 3,671 Less: cash at end of period of discontinued operation — — Cash and cash equivalents at end of period of continuing operations $ 50,844 $ 80,916 Forward Air Corporation Condensed Consolidated Statements of Cash Flows (In thousands) (Unaudited) Six Months Ended June 30, 2021 June 30, 2020 Operating activities: Net income from continuing operations $ 47,391 $ 20,641 Adjustments to reconcile net income of continuing operations to net cash provided by operating activities of continuing operations Depreciation and amortization 18,651 18,747 Change in fair value of earn-out liability (385) (2,702) Share-based compensation expense 5,578 5,507 Provision for revenue adjustments 3,525 1,787 Deferred income tax (benefit) expense (572) 4,668 Other 189 697 Changes in operating assets and liabilities, net of effects from the purchase of acquired businesses: Accounts receivable (51,018) 2,979 Other receivables (13,491) — Other current and noncurrent assets 6,746 (29) Accounts payable and accrued expenses 23,047 7,634 Net cash provided by operating activities of continuing operations 39,661 59,929 Investing activities: Proceeds from sale of property and equipment 1,314 988 Purchases of property and equipment (8,575) (14,214) Purchase of a business, net of cash acquired (22,543) (55,931) Net cash used in investing activities of continuing operations (29,804) (69,157) Financing activities: Repayments of finance lease obligations (954) (676) Proceeds from revolving credit facility 45,000 65,000 Payment of earn-out liability — (5,284) Proceeds from issuance of common stock upon stock option exercises 3,570 — Payments of dividends to stockholders (11,565) (10,087) Repurchases of common stock (33,992) (15,259) Proceeds from common stock issued under employee stock purchase plan 388 294 Payment of minimum tax withholdings on share-based awards (2,832) (3,286) Contributions from (distributions to) subsidiary held for sale 1,118 (5,307) Net cash provided by financing activities from continuing operations 733 25,395 Net increase in cash and cash equivalents of continuing operations 10,590 16,167 Cash from discontinued operation: Net cash used in operating activities of discontinued operation (6,902) (4,672) Net cash provided by (used in) investing activities of discontinued operation 8,020 (635) Net cash (used in) provided by financing activities of discontinued operation (1,118) 5,307 Net increase in cash and cash equivalents 10,590 16,167 Cash and cash equivalents at beginning of period of continuing operations 40,254 64,749 Cash at beginning of period of discontinued operation — — Net increase in cash and cash equivalents 10,590 16,167 Less: cash at end of period of discontinued operation — — Cash and cash equivalents at end of period of continuing operations $ 50,844 $ 80,916 Forward Air Corporation Reconciliation of Non-GAAP Financial Measures In this press release, the Company uses non-GAAP financial measures that are derived on the basis of methodologies other than in accordance with GAAP. The Company believes that meaningful analysis of its financial performance requires an understanding of the factors underlying that performance, including an understanding of items that are non-operational. Management uses these non-GAAP financial measures in making financial, operating, compensation and planning decisions as well as evaluating the Company’s performance. For the three and six months ended June 30, 2021 and 2020, this press release contains the following non-GAAP financial measures: earnings before interest, taxes, depreciation and amortization (“EBITDA”) and free cash flow. All non-GAAP financial measures are presented on a continuing operations basis. The Company believes that EBITDA from continuing operations improves comparability from period to period by removing the impact of its capital structure (interest and financing expenses), asset base (depreciation and amortization) and tax impacts. The Company believes that free cash flow from continuing operations is an important measure of its ability to repay maturing debt or fund other uses of capital that it believes will enhance stockholder value. Non-GAAP financial measures should be viewed in addition to, and not as an alternative for, the Company’s financial results prepared in accordance with GAAP. Non-GAAP financial information does not represent a comprehensive basis of accounting. As required by the Securities and Exchange Act of 1933 and the rules and regulations promulgated thereunder, the Company has included, for the periods indicated, a reconciliation of the non-GAAP financial measure to the most directly comparable GAAP financial measure. The following is a reconciliation of net income from continuing operations to EBITDA from continuing operations for the three and six months ended June 30, 2021 and 2020 (in thousands): Three Months Ended Six Months Ended Continuing Operations June 30, 2021 June 30, 2020 June 30, 2021 June 30, 2020 Net income $ 30,677 $ 9,225 $ 47,391 $ 20,641 Interest expense 1,323 1,198 2,488 2,051 Income tax expense 10,124 3,491 14,969 6,995 Depreciation and amortization 9,414 9,413 18,651 18,747 EBITDA $ 51,538 $ 23,327 $ 83,499 $ 48,434 The following is a reconciliation of net cash provided by operating activities of continuing operations to free cash flow from continuing operations for the three and six months ended June 30, 2021 and 2020 (in thousands): Three Months Ended Six Months Ended Continuing Operations June 30, 2021 June 30, 2020 June 30, 2021 June 30, 2020 Net cash provided by operating activities $ 22,748 $ 29,101 $ 39,661 $ 59,929 Proceeds from sale of property and equipment 649 268 1,314 988 Purchases of property and equipment (5,880) (11,563) (8,575) (14,214) Free cash flow $ 17,517 $ 17,806 $ 32,400 $ 46,703 The following information is provided to supplement this press release. Three Months Ended Actual - Continuing Operations June 30, 2021 Net income from continuing operations $ 30,677 Income allocated to participating securities (256) Numerator for diluted income per share - net income $ 30,421 Weighted-average shares outstanding - diluted 27,415 Diluted net income per share $ 1.11 Projected Full year 2021 Projected tax rate - continuing operations 24.8 % Projected purchases of property and equipment, net of proceeds from sale of property and equipment1 $ 43,000 1 Includes $23,500 for the Columbus, Ohio hub expansion Projected December 31, 2021 Projected weighted-average shares outstanding - diluted 26,800 Note Regarding Forward-Looking Statements This press release contains “forward-looking statements” within the meaning of the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995. Forward-looking statements can be identified by words such as: “anticipate,” “intend,” “plan,” “goal,” “seek,” “believe,” “project,” “estimate,” “expect,” “strategy,” “future,” “likely,” “may,” “should,” “will” and similar references to future periods. Forward-looking statements included in this press release relate to expected third quarter 2021 revenue growth, net income per diluted share and volume, expectations regarding increased momentum in our business, and the future declaration of dividends. Forward-looking statements are neither historical facts nor assurances of future performance. Instead, they are based only on our current beliefs, expectations and assumptions regarding the future of our business, future plans and strategies, projections, anticipated events and trends, the economy and other future conditions. Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict and many of which are outside of our control. Our actual results and financial condition may differ materially from those indicated in the forward-looking statements. Therefore, you should not rely on any of these forward-looking statements. The following is a list of factors, among others, that could cause actual results to differ materially from those contemplated by the forward-looking statements: economic factors such as recessions, inflation, higher interest rates and downturns in customer business cycles, the COVID-19 pandemic, our ability to manage our growth and ability to grow, in part, through acquisitions, while being able to successfully integrate such acquisitions, our ability to secure terminal facilities in desirable locations at reasonable rates, more limited liquidity than expected which limits our ability to make key investments, the creditworthiness of our customers and their ability to pay for services rendered, our inability to maintain our historical growth rate because of a decreased volume of freight or decreased average revenue per pound of freight moving through our network, the availability and compensation of qualified Leased Capacity Providers and freight handlers as well as contracted, third-party carriers needed to serve our customers’ transportation needs, our inability to manage our information systems and inability of our information systems to handle an increased volume of freight moving through our network, the occurrence of cybersecurity risks and events, market acceptance of our service offerings, claims for property damage, personal injuries or workers’ compensation, enforcement of and changes in governmental regulations, environmental, tax, insurance and accounting matters, the handling of hazardous materials, changes in fuel prices, loss of a major customer, increasing competition and pricing pressure, our dependence on our senior management team and the potential effects of changes in employee status, seasonal trends, the occurrence of certain weather events, restrictions in our charter and bylaws and the risks described in our Annual Report on Form 10-K for the year ended December 31, 2020. Any forward-looking statement made by us in this press release is based only on information currently available to us and speaks only as of the date on which it is made. We undertake no obligation to publicly update any forward-looking statement, whether written or oral, that may be made from time to time, whether as a result of new information, future developments or otherwise. View source version on businesswire.com: https://www.businesswire.com/news/home/20210729006180/en/Contacts Forward Air Corporation Brandon Hammer, 423-636-7173 bhammer@forwardair.com Data & News supplied by www.cloudquote.io Stock quotes supplied by Barchart Quotes delayed at least 20 minutes. By accessing this page, you agree to the following Privacy Policy and Terms and Conditions.
Forward Air Corporation Reports Second Quarter 2021 Results By: Forward Air Corporation via Business Wire July 29, 2021 at 17:11 PM EDT Reports highest ever monthly net income in the month of June Reports highest revenue and operating income for a quarter Guides record third quarter revenue and net income per diluted share Forward Air Corporation (NASDAQ:FWRD) (the “Company”, “we”, “our”, or “us”) today reported financial results for the three and six months ended June 30, 2021 as presented in the tables below on a continuing operations basis (Pool Distribution was previously reported as a discontinued operation). This press release features multimedia. View the full release here: https://www.businesswire.com/news/home/20210729006180/en/Forward Air Corporation reports highest revenue and operating income for a quarter. (Photo: Business Wire) Tom Schmitt, Chairman, President and CEO, commenting on second quarter results from continuing operations said, “Business momentum continued during the quarter culminating in the highest net income for the month of June. Our focus on our two rock star segments, Expedited Freight and Intermodal, as well as solid revenue management, drove our second quarter revenue, which exceeded the high end of our guidance range. Surgical collaboration with customers on selecting, handling, and pricing freight led to the highest operating income for a quarter. Net income per diluted share of $1.11 exceeded the high end of our $0.96 to $1.00 guidance range. I am very encouraged that in our second quarter we are better than in pre-pandemic 2019’s second quarter: better consolidated operating margins now. And bigger - our operating revenues are up almost 40% year-over-year. Additionally, we are working to bring back our customer’s events business in late 2021 and 2022.” Mr. Schmitt continued, “We expect volumes in the third quarter 2021 to significantly exceed volumes for the same period of 2020. Through July, our volumes were strong year-over-year. We are guiding to a record third quarter revenue and net income per diluted share despite the impact of an investment in operational enhancements and to a lesser extent the typical slowdown in volumes in the third quarter as compared to the second quarter.” In closing, Mr. Schmitt said, “In the second quarter, we achieved the highest revenue and operating income for a quarter in the history of the Company. I would like to thank all of our teammates for their hard work in helping to achieve this important milestone.” Regarding the Company’s third quarter 2021 continuing operations guidance, Rebecca J. Garbrick, CFO, said, “We expect our year-over-year revenue growth will be 28% to 32%, and our net income per diluted share to be between $1.03 to $1.07, compared to $0.61 in the third quarter of 2020. The net income per diluted share outlook reflects a $0.03 per share impact from professional fees related to an operational improvement project (which will be recorded in Expedited Freight).” Continuing Operations Three Months Ended (in thousands, except per share data) June 30, 2021 June 30, 20201 Change Percent Change Operating revenue $ 420,671 $ 281,678 $ 138,993 49.3 % Income from operations $ 42,124 $ 13,914 $ 28,210 202.7 % Operating margin 10.0 % 4.9 % 510 bps Net income $ 30,677 $ 9,225 $ 21,452 232.5 % Net income per diluted share $ 1.11 $ 0.33 $ 0.78 236.4 % Cash provided by operating activities $ 22,748 $ 29,101 $ (6,353) (21.8) % Non-GAAP Financial Measures: 2 EBITDA $ 51,538 $ 23,327 $ 28,211 120.9 % Free cash flow $ 17,517 $ 17,806 $ (289) (1.6) % 1 Results for the three months ended June 30, 2020 include several non-recurring items including a $2.1 million gain from changes in fair value on an earn-out due to the timing of expected new business wins, partially offset by $1.0 million of severance and $0.7 million in reserves for customers negatively impacted by COVID-19. 2 EBITDA and free cash flow are non-GAAP financial measures and reconciliations of these non-GAAP financial measures are provided in the below financial tables. Continuing Operations Six Months Ended (in thousands, except per share data) June 30, 20211 June 30, 20202 Change Percent Change Operating revenue $ 782,873 $ 587,235 $ 195,638 33.3 % Income from operations $ 64,848 $ 29,687 $ 35,161 118.4 % Operating margin 8.3 % 5.1 % 320 bps Net income $ 47,391 $ 20,641 $ 26,750 129.6 % Net income per diluted share $ 1.71 $ 0.72 $ 0.99 137.5 % Cash provided by operating activities $ 39,661 $ 59,929 $ (20,268) (33.8) % Non-GAAP Financial Measures: 3 EBITDA $ 83,499 $ 48,434 $ 35,065 72.4 % Free cash flow $ 32,400 $ 46,703 $ (14,303) (30.6) % 1 Results for the six months ended June 30, 2021 includes a $7.0 million charge for professional fees related to cyber security and shareholder engagement activities. 2 Results for the six months ended June 30, 2020 include several non-recurring items including a $2.7 million gain from changes in fair value on an earn-out due to the timing of expected new business wins, partially offset by $1.0 million of severance and $0.7 million in reserves for customers negatively impacted by COVID-19. 3 EBITDA and free cash flow are non-GAAP financial measures and reconciliations of these non-GAAP financial measures are provided in the below financial tables. On July 27, 2021, our Board of Directors declared a quarterly cash dividend of $0.21 per share of common stock. The dividend is payable to shareholders of record at the close of business on August 20, 2021 and is expected to be paid on September 9, 2021. This quarterly dividend is made pursuant to a cash dividend policy approved by the Board of Directors, which anticipates a total annual dividend of $0.84 for the full year 2021, payable in quarterly increments of $0.21 per share of common stock. The actual declaration of future cash dividends, and the establishment of record and payment dates, is subject to final determination by the Board of Directors each quarter after its review of the Company’s financial performance and position. The Board approved a strategy to divest the Pool Distribution business (“Pool”) on April 23, 2020, and the sale of Pool was completed on February 12, 2021. Accordingly, the results of operations and cash flows for Pool have been presented as a discontinued operation and have been excluded from continuing operations in this release for all periods presented. In addition, Pool assets and liabilities were reflected as “held for sale” on the Condensed Consolidated Balance Sheets in this press release for the prior period. Review of Financial Results Forward Air will hold a conference call to discuss second quarter 2021 results on Friday, July 30, 2021 at 9:00 a.m. EDT. The Company’s conference call will be available online on the Investor Relations portion of the Company’s website at www.forwardaircorp.com, or by dialing (844) 867-6169, Access Code: 1588037. A replay of the conference call will be available on the Investor Relations portion of the Company’s website at www.forwardaircorp.com, which we use as a primary mechanism to communicate with our investors. Investors are urged to monitor the Investors Relations portion of the Company’s website to easily find or navigate to current and pertinent information about us. About Forward Air Corporation Forward Air is a leading asset-light freight and logistics company that provides services across the United States and Canada. We provide expedited less-than-truckload (“LTL”) services, including local pick-up and delivery, shipment consolidation/deconsolidation, warehousing, and customs brokerage by utilizing a comprehensive national network of terminals; final mile services, including delivery of heavy-bulky freight; truckload brokerage services, including dedicated fleet services, high-security and temperature-controlled logistics services; intermodal first-and last-mile high-value drayage services both to and from seaports and railheads, dedicated contract and Container Freight Station warehouse and handling services; and pool distribution services, including high-frequency handling and distribution of time sensitive product to numerous destinations within a specific geographic region. For more information, visit our website at www.forwardaircorp.com. Forward Air Corporation Condensed Consolidated Statements of Comprehensive Income (Unaudited, in thousands, except per share data) Three Months Ended Six Months Ended June 30, 2021 June 30, 2020 June 30, 2021 June 30, 2020 Operating revenue: Expedited Freight $ 351,735 $ 235,658 $ 655,921 $ 489,287 Intermodal 69,133 46,428 127,647 98,888 Eliminations and other operations (197) (408) (695) (940) Operating revenue 420,671 281,678 782,873 587,235 Operating expenses: Purchased transportation 215,217 142,069 399,825 292,667 Salaries, wages and employee benefits 84,641 63,772 159,538 133,331 Operating leases 20,370 17,387 39,537 35,271 Depreciation and amortization 9,414 9,413 18,651 18,747 Insurance and claims 10,891 7,722 20,632 17,766 Fuel expense 4,059 2,519 7,761 6,532 Other operating expenses 33,955 24,882 72,081 53,234 Total operating expenses 378,547 267,764 718,025 557,548 Income (loss) from continuing operations: Expedited Freight 34,688 11,753 59,218 26,933 Intermodal 8,386 4,413 12,895 8,126 Other Operations (950) (2,252) (7,265) (5,372) Income from continuing operations 42,124 13,914 64,848 29,687 Other expense: Interest expense (1,323) (1,198) (2,488) (2,051) Total other expense (1,323) (1,198) (2,488) (2,051) Income before income taxes 40,801 12,716 62,360 27,636 Income tax expense 10,124 3,491 14,969 6,995 Net income from continuing operations 30,677 9,225 47,391 20,641 Loss from discontinued operation, net of tax — (6,071) (5,533) (9,112) Net income and comprehensive income $ 30,677 $ 3,154 $ 41,858 $ 11,529 Net income per share: Basic net income (loss) per share Continuing operations $ 1.12 $ 0.33 $ 1.72 $ 0.72 Discontinued operation — (0.22) (0.20) (0.31) Net income per share $ 1.12 $ 0.11 $ 1.52 $ 0.41 Diluted net income (loss) per share Continuing operations $ 1.11 $ 0.33 $ 1.71 $ 0.72 Discontinued operation — (0.22) (0.20) (0.32) Net income per share $ 1.11 $ 0.11 $ 1.51 $ 0.40 Dividends per share $ 0.21 $ 0.18 $ 0.42 $ 0.36 Expedited Freight Segment Information (In thousands) (Unaudited) Three Months Ended June 30, 2021 Percent of Revenue June 30, 2020 Percent of Revenue Change Percent Change Operating revenue: Network1 $ 210,088 59.7 % $ 134,172 56.9 % $ 75,916 56.6 % Truckload 56,968 16.2 41,855 17.8 15,113 36.1 Final Mile 69,883 19.9 53,427 22.7 16,456 30.8 Other 14,796 4.2 6,204 2.6 8,592 138.5 Total operating revenue 351,735 100.0 235,658 100.0 116,077 49.3 Operating expenses: Purchased transportation 191,648 54.5 127,478 54.1 64,170 50.3 Salaries, wages and employee benefits 67,560 19.2 50,508 21.4 17,052 33.8 Operating leases 14,868 4.2 13,338 5.7 1,530 11.5 Depreciation and amortization 6,779 1.9 6,740 2.9 39 0.6 Insurance and claims 8,385 2.4 5,715 2.4 2,670 46.7 Fuel expense 2,147 0.6 1,406 0.6 741 52.7 Other operating expenses 25,660 7.3 18,720 7.9 6,940 37.1 Total operating expenses 317,047 90.1 223,905 95.0 93,142 41.6 Income from operations $ 34,688 9.9 % $ 11,753 5.0 % $ 22,935 195.1 % 1Network revenue is comprised of all revenue, including linehaul, pickup and/or delivery, and fuel surcharge revenue, excluding accessorial, Truckload and Final Mile revenue. Expedited Freight Operating Statistics Three Months Ended June 30, 2021 June 30, 2020 Percent Change Business days 64 64 — % Tonnage 1,2 Total pounds 728,191 522,031 39.5 Pounds per day 11,378 8,157 39.5 Shipments 1,2 Total shipments 1,096 963 13.8 Shipments per day 17.1 15.0 14.0 Weight per shipment 664 542 22.5 Revenue per hundredweight 3 $ 28.63 $ 26.32 8.8 Revenue per hundredweight, ex fuel 3 $ 24.68 $ 23.09 6.9 Revenue per shipment 3 $ 191.89 $ 139.30 37.8 Revenue per shipment, ex fuel 3 $ 165.62 $ 121.77 36.0 Network revenue from door-to-door shipments as a percentage of network revenue 3,4 51.3 % 49.9 % 2.8 1 In thousands 2 Excludes accessorial, Truckload and Final Mile products 3 Includes intercompany revenue between the Network and Truckload revenue streams 4 Door-to-door shipments include all shipments with a pickup and/or delivery Intermodal Segment Information (In thousands) (Unaudited) Three Months Ended June 30, 2021 Percent of Revenue June 30, 2020 Percent of Revenue Change Percent Change Operating revenue $ 69,133 100.0 % $ 46,428 100.0 % $ 22,705 48.9 % Operating expenses: Purchased transportation 23,767 34.4 14,904 32.1 8,863 59.5 Salaries, wages and employee benefits 16,230 23.5 11,728 25.3 4,502 38.4 Operating leases 5,500 8.0 4,045 8.7 1,455 36.0 Depreciation and amortization 2,612 3.8 2,648 5.7 (36) (1.4) Insurance and claims 2,355 3.4 1,789 3.9 566 31.6 Fuel expense 1,912 2.8 1,113 2.4 799 71.8 Other operating expenses 8,371 12.1 5,788 12.5 2,583 44.6 Total operating expenses 60,747 87.9 42,015 90.5 18,732 44.6 Income from operations $ 8,386 12.1 % $ 4,413 9.5 % $ 3,973 90.0 % Intermodal Operating Statistics Three Months Ended June 30, 2021 June 30, 2020 Percent Change Drayage shipments 96,805 68,974 40.3 % Drayage revenue per shipment $ 618 $ 556 11.2 % Number of locations 29 24 20.8 % Forward Air Corporation Condensed Consolidated Balance Sheets (In thousands) (Unaudited) June 30, 2021 December 31, 2020 Assets Current assets: Cash and cash equivalents $ 50,844 $ 40,254 Accounts receivable, net 209,187 156,490 Other receivables 16,999 — Other current assets 19,982 28,150 Current assets held for sale — 21,002 Total current assets 297,012 245,896 Property and equipment 383,155 380,519 Less accumulated depreciation and amortization 196,168 190,652 Total property and equipment, net 186,987 189,867 Operating lease right-of-use assets 148,651 123,338 Goodwill 254,993 244,982 Other acquired intangibles, net of accumulated amortization 145,813 145,032 Other assets 48,385 45,181 Noncurrent assets held for sale — 53,097 Total assets $ 1,081,841 $ 1,047,393 Liabilities and Shareholders’ Equity Current liabilities: Accounts payable $ 43,655 $ 38,371 Accrued expenses 70,894 51,264 Other current liabilities 6,813 10,580 Current portion of debt and finance lease obligations 1,867 1,801 Current portion of operating lease liabilities 46,042 43,680 Current liabilities held for sale — 25,924 Total current liabilities 169,271 171,620 Debt and finance lease obligations, less current portion 161,729 117,408 Operating lease liabilities, less current portion 103,280 80,346 Other long-term liabilities 55,741 54,129 Deferred income taxes 41,471 41,986 Noncurrent liabilities held for sale — 34,575 Shareholders’ equity: Common stock 271 273 Additional paid-in capital 252,466 242,916 Retained earnings 297,612 304,140 Total shareholders’ equity 550,349 547,329 Total liabilities and shareholders’ equity $ 1,081,841 $ 1,047,393 Forward Air Corporation Condensed Consolidated Statements of Cash Flows (In thousands) (Unaudited) Three Months Ended June 30, 2021 June 30, 2020 Operating activities: Net income from continuing operations $ 30,677 $ 9,225 Adjustments to reconcile net income of continuing operations to net cash provided by operating activities of continuing operations Depreciation and amortization 9,414 9,413 Change in fair value of earn-out liability (337) (2,108) Share-based compensation expense 2,981 2,429 Provision for revenue adjustments 1,748 745 Deferred income tax (benefit) expense (67) 3,443 Other 97 962 Changes in operating assets and liabilities, net of effects from the purchase of acquired businesses: Accounts receivable (22,995) (61) Other receivables (152) — Other current and noncurrent assets (339) (2,455) Accounts payable and accrued expenses 1,721 7,508 Net cash provided by operating activities of continuing operations 22,748 29,101 Investing activities: Proceeds from sale of property and equipment 649 268 Purchases of property and equipment (5,880) (11,563) Purchases of a business, net of cash acquired (7,543) — Net cash used in investing activities of continuing operations (12,774) (11,295) Financing activities: Repayments of finance lease obligations (487) (340) Proceeds from revolving credit facility 45,000 — Payment of earn-out liability — (5,284) Proceeds from issuance of common stock upon stock option exercises 1,423 — Payments of dividends to stockholders (5,768) (5,037) Repurchases of common stock (23,994) — Proceeds from common stock issued under employee stock purchase plan 388 294 Payment of minimum tax withholdings on share-based awards (88) (614) Contributions from (distributions to) subsidiary held for sale — (3,154) Net cash provided by (used in) financing activities from continuing operations 16,474 (14,135) Net increase in cash of continuing operations 26,448 3,671 Cash from discontinued operation: Net cash used in operating activities of discontinued operation — (3,010) Net cash provided by (used in) investing activities of discontinued operation — (144) Net cash (used in) provided by financing activities of discontinued operation — 3,154 Net increase in cash and cash equivalents 26,448 3,671 Cash and cash equivalents at beginning of period of continuing operations 24,396 77,245 Cash at beginning of period of discontinued operation — — Net increase in cash and cash equivalents 26,448 3,671 Less: cash at end of period of discontinued operation — — Cash and cash equivalents at end of period of continuing operations $ 50,844 $ 80,916 Forward Air Corporation Condensed Consolidated Statements of Cash Flows (In thousands) (Unaudited) Six Months Ended June 30, 2021 June 30, 2020 Operating activities: Net income from continuing operations $ 47,391 $ 20,641 Adjustments to reconcile net income of continuing operations to net cash provided by operating activities of continuing operations Depreciation and amortization 18,651 18,747 Change in fair value of earn-out liability (385) (2,702) Share-based compensation expense 5,578 5,507 Provision for revenue adjustments 3,525 1,787 Deferred income tax (benefit) expense (572) 4,668 Other 189 697 Changes in operating assets and liabilities, net of effects from the purchase of acquired businesses: Accounts receivable (51,018) 2,979 Other receivables (13,491) — Other current and noncurrent assets 6,746 (29) Accounts payable and accrued expenses 23,047 7,634 Net cash provided by operating activities of continuing operations 39,661 59,929 Investing activities: Proceeds from sale of property and equipment 1,314 988 Purchases of property and equipment (8,575) (14,214) Purchase of a business, net of cash acquired (22,543) (55,931) Net cash used in investing activities of continuing operations (29,804) (69,157) Financing activities: Repayments of finance lease obligations (954) (676) Proceeds from revolving credit facility 45,000 65,000 Payment of earn-out liability — (5,284) Proceeds from issuance of common stock upon stock option exercises 3,570 — Payments of dividends to stockholders (11,565) (10,087) Repurchases of common stock (33,992) (15,259) Proceeds from common stock issued under employee stock purchase plan 388 294 Payment of minimum tax withholdings on share-based awards (2,832) (3,286) Contributions from (distributions to) subsidiary held for sale 1,118 (5,307) Net cash provided by financing activities from continuing operations 733 25,395 Net increase in cash and cash equivalents of continuing operations 10,590 16,167 Cash from discontinued operation: Net cash used in operating activities of discontinued operation (6,902) (4,672) Net cash provided by (used in) investing activities of discontinued operation 8,020 (635) Net cash (used in) provided by financing activities of discontinued operation (1,118) 5,307 Net increase in cash and cash equivalents 10,590 16,167 Cash and cash equivalents at beginning of period of continuing operations 40,254 64,749 Cash at beginning of period of discontinued operation — — Net increase in cash and cash equivalents 10,590 16,167 Less: cash at end of period of discontinued operation — — Cash and cash equivalents at end of period of continuing operations $ 50,844 $ 80,916 Forward Air Corporation Reconciliation of Non-GAAP Financial Measures In this press release, the Company uses non-GAAP financial measures that are derived on the basis of methodologies other than in accordance with GAAP. The Company believes that meaningful analysis of its financial performance requires an understanding of the factors underlying that performance, including an understanding of items that are non-operational. Management uses these non-GAAP financial measures in making financial, operating, compensation and planning decisions as well as evaluating the Company’s performance. For the three and six months ended June 30, 2021 and 2020, this press release contains the following non-GAAP financial measures: earnings before interest, taxes, depreciation and amortization (“EBITDA”) and free cash flow. All non-GAAP financial measures are presented on a continuing operations basis. The Company believes that EBITDA from continuing operations improves comparability from period to period by removing the impact of its capital structure (interest and financing expenses), asset base (depreciation and amortization) and tax impacts. The Company believes that free cash flow from continuing operations is an important measure of its ability to repay maturing debt or fund other uses of capital that it believes will enhance stockholder value. Non-GAAP financial measures should be viewed in addition to, and not as an alternative for, the Company’s financial results prepared in accordance with GAAP. Non-GAAP financial information does not represent a comprehensive basis of accounting. As required by the Securities and Exchange Act of 1933 and the rules and regulations promulgated thereunder, the Company has included, for the periods indicated, a reconciliation of the non-GAAP financial measure to the most directly comparable GAAP financial measure. The following is a reconciliation of net income from continuing operations to EBITDA from continuing operations for the three and six months ended June 30, 2021 and 2020 (in thousands): Three Months Ended Six Months Ended Continuing Operations June 30, 2021 June 30, 2020 June 30, 2021 June 30, 2020 Net income $ 30,677 $ 9,225 $ 47,391 $ 20,641 Interest expense 1,323 1,198 2,488 2,051 Income tax expense 10,124 3,491 14,969 6,995 Depreciation and amortization 9,414 9,413 18,651 18,747 EBITDA $ 51,538 $ 23,327 $ 83,499 $ 48,434 The following is a reconciliation of net cash provided by operating activities of continuing operations to free cash flow from continuing operations for the three and six months ended June 30, 2021 and 2020 (in thousands): Three Months Ended Six Months Ended Continuing Operations June 30, 2021 June 30, 2020 June 30, 2021 June 30, 2020 Net cash provided by operating activities $ 22,748 $ 29,101 $ 39,661 $ 59,929 Proceeds from sale of property and equipment 649 268 1,314 988 Purchases of property and equipment (5,880) (11,563) (8,575) (14,214) Free cash flow $ 17,517 $ 17,806 $ 32,400 $ 46,703 The following information is provided to supplement this press release. Three Months Ended Actual - Continuing Operations June 30, 2021 Net income from continuing operations $ 30,677 Income allocated to participating securities (256) Numerator for diluted income per share - net income $ 30,421 Weighted-average shares outstanding - diluted 27,415 Diluted net income per share $ 1.11 Projected Full year 2021 Projected tax rate - continuing operations 24.8 % Projected purchases of property and equipment, net of proceeds from sale of property and equipment1 $ 43,000 1 Includes $23,500 for the Columbus, Ohio hub expansion Projected December 31, 2021 Projected weighted-average shares outstanding - diluted 26,800 Note Regarding Forward-Looking Statements This press release contains “forward-looking statements” within the meaning of the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995. Forward-looking statements can be identified by words such as: “anticipate,” “intend,” “plan,” “goal,” “seek,” “believe,” “project,” “estimate,” “expect,” “strategy,” “future,” “likely,” “may,” “should,” “will” and similar references to future periods. Forward-looking statements included in this press release relate to expected third quarter 2021 revenue growth, net income per diluted share and volume, expectations regarding increased momentum in our business, and the future declaration of dividends. Forward-looking statements are neither historical facts nor assurances of future performance. Instead, they are based only on our current beliefs, expectations and assumptions regarding the future of our business, future plans and strategies, projections, anticipated events and trends, the economy and other future conditions. Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict and many of which are outside of our control. Our actual results and financial condition may differ materially from those indicated in the forward-looking statements. Therefore, you should not rely on any of these forward-looking statements. The following is a list of factors, among others, that could cause actual results to differ materially from those contemplated by the forward-looking statements: economic factors such as recessions, inflation, higher interest rates and downturns in customer business cycles, the COVID-19 pandemic, our ability to manage our growth and ability to grow, in part, through acquisitions, while being able to successfully integrate such acquisitions, our ability to secure terminal facilities in desirable locations at reasonable rates, more limited liquidity than expected which limits our ability to make key investments, the creditworthiness of our customers and their ability to pay for services rendered, our inability to maintain our historical growth rate because of a decreased volume of freight or decreased average revenue per pound of freight moving through our network, the availability and compensation of qualified Leased Capacity Providers and freight handlers as well as contracted, third-party carriers needed to serve our customers’ transportation needs, our inability to manage our information systems and inability of our information systems to handle an increased volume of freight moving through our network, the occurrence of cybersecurity risks and events, market acceptance of our service offerings, claims for property damage, personal injuries or workers’ compensation, enforcement of and changes in governmental regulations, environmental, tax, insurance and accounting matters, the handling of hazardous materials, changes in fuel prices, loss of a major customer, increasing competition and pricing pressure, our dependence on our senior management team and the potential effects of changes in employee status, seasonal trends, the occurrence of certain weather events, restrictions in our charter and bylaws and the risks described in our Annual Report on Form 10-K for the year ended December 31, 2020. Any forward-looking statement made by us in this press release is based only on information currently available to us and speaks only as of the date on which it is made. We undertake no obligation to publicly update any forward-looking statement, whether written or oral, that may be made from time to time, whether as a result of new information, future developments or otherwise. View source version on businesswire.com: https://www.businesswire.com/news/home/20210729006180/en/Contacts Forward Air Corporation Brandon Hammer, 423-636-7173 bhammer@forwardair.com
Reports highest ever monthly net income in the month of June Reports highest revenue and operating income for a quarter Guides record third quarter revenue and net income per diluted share
Forward Air Corporation (NASDAQ:FWRD) (the “Company”, “we”, “our”, or “us”) today reported financial results for the three and six months ended June 30, 2021 as presented in the tables below on a continuing operations basis (Pool Distribution was previously reported as a discontinued operation). This press release features multimedia. View the full release here: https://www.businesswire.com/news/home/20210729006180/en/Forward Air Corporation reports highest revenue and operating income for a quarter. (Photo: Business Wire) Tom Schmitt, Chairman, President and CEO, commenting on second quarter results from continuing operations said, “Business momentum continued during the quarter culminating in the highest net income for the month of June. Our focus on our two rock star segments, Expedited Freight and Intermodal, as well as solid revenue management, drove our second quarter revenue, which exceeded the high end of our guidance range. Surgical collaboration with customers on selecting, handling, and pricing freight led to the highest operating income for a quarter. Net income per diluted share of $1.11 exceeded the high end of our $0.96 to $1.00 guidance range. I am very encouraged that in our second quarter we are better than in pre-pandemic 2019’s second quarter: better consolidated operating margins now. And bigger - our operating revenues are up almost 40% year-over-year. Additionally, we are working to bring back our customer’s events business in late 2021 and 2022.” Mr. Schmitt continued, “We expect volumes in the third quarter 2021 to significantly exceed volumes for the same period of 2020. Through July, our volumes were strong year-over-year. We are guiding to a record third quarter revenue and net income per diluted share despite the impact of an investment in operational enhancements and to a lesser extent the typical slowdown in volumes in the third quarter as compared to the second quarter.” In closing, Mr. Schmitt said, “In the second quarter, we achieved the highest revenue and operating income for a quarter in the history of the Company. I would like to thank all of our teammates for their hard work in helping to achieve this important milestone.” Regarding the Company’s third quarter 2021 continuing operations guidance, Rebecca J. Garbrick, CFO, said, “We expect our year-over-year revenue growth will be 28% to 32%, and our net income per diluted share to be between $1.03 to $1.07, compared to $0.61 in the third quarter of 2020. The net income per diluted share outlook reflects a $0.03 per share impact from professional fees related to an operational improvement project (which will be recorded in Expedited Freight).” Continuing Operations Three Months Ended (in thousands, except per share data) June 30, 2021 June 30, 20201 Change Percent Change Operating revenue $ 420,671 $ 281,678 $ 138,993 49.3 % Income from operations $ 42,124 $ 13,914 $ 28,210 202.7 % Operating margin 10.0 % 4.9 % 510 bps Net income $ 30,677 $ 9,225 $ 21,452 232.5 % Net income per diluted share $ 1.11 $ 0.33 $ 0.78 236.4 % Cash provided by operating activities $ 22,748 $ 29,101 $ (6,353) (21.8) % Non-GAAP Financial Measures: 2 EBITDA $ 51,538 $ 23,327 $ 28,211 120.9 % Free cash flow $ 17,517 $ 17,806 $ (289) (1.6) % 1 Results for the three months ended June 30, 2020 include several non-recurring items including a $2.1 million gain from changes in fair value on an earn-out due to the timing of expected new business wins, partially offset by $1.0 million of severance and $0.7 million in reserves for customers negatively impacted by COVID-19. 2 EBITDA and free cash flow are non-GAAP financial measures and reconciliations of these non-GAAP financial measures are provided in the below financial tables. Continuing Operations Six Months Ended (in thousands, except per share data) June 30, 20211 June 30, 20202 Change Percent Change Operating revenue $ 782,873 $ 587,235 $ 195,638 33.3 % Income from operations $ 64,848 $ 29,687 $ 35,161 118.4 % Operating margin 8.3 % 5.1 % 320 bps Net income $ 47,391 $ 20,641 $ 26,750 129.6 % Net income per diluted share $ 1.71 $ 0.72 $ 0.99 137.5 % Cash provided by operating activities $ 39,661 $ 59,929 $ (20,268) (33.8) % Non-GAAP Financial Measures: 3 EBITDA $ 83,499 $ 48,434 $ 35,065 72.4 % Free cash flow $ 32,400 $ 46,703 $ (14,303) (30.6) % 1 Results for the six months ended June 30, 2021 includes a $7.0 million charge for professional fees related to cyber security and shareholder engagement activities. 2 Results for the six months ended June 30, 2020 include several non-recurring items including a $2.7 million gain from changes in fair value on an earn-out due to the timing of expected new business wins, partially offset by $1.0 million of severance and $0.7 million in reserves for customers negatively impacted by COVID-19. 3 EBITDA and free cash flow are non-GAAP financial measures and reconciliations of these non-GAAP financial measures are provided in the below financial tables. On July 27, 2021, our Board of Directors declared a quarterly cash dividend of $0.21 per share of common stock. The dividend is payable to shareholders of record at the close of business on August 20, 2021 and is expected to be paid on September 9, 2021. This quarterly dividend is made pursuant to a cash dividend policy approved by the Board of Directors, which anticipates a total annual dividend of $0.84 for the full year 2021, payable in quarterly increments of $0.21 per share of common stock. The actual declaration of future cash dividends, and the establishment of record and payment dates, is subject to final determination by the Board of Directors each quarter after its review of the Company’s financial performance and position. The Board approved a strategy to divest the Pool Distribution business (“Pool”) on April 23, 2020, and the sale of Pool was completed on February 12, 2021. Accordingly, the results of operations and cash flows for Pool have been presented as a discontinued operation and have been excluded from continuing operations in this release for all periods presented. In addition, Pool assets and liabilities were reflected as “held for sale” on the Condensed Consolidated Balance Sheets in this press release for the prior period. Review of Financial Results Forward Air will hold a conference call to discuss second quarter 2021 results on Friday, July 30, 2021 at 9:00 a.m. EDT. The Company’s conference call will be available online on the Investor Relations portion of the Company’s website at www.forwardaircorp.com, or by dialing (844) 867-6169, Access Code: 1588037. A replay of the conference call will be available on the Investor Relations portion of the Company’s website at www.forwardaircorp.com, which we use as a primary mechanism to communicate with our investors. Investors are urged to monitor the Investors Relations portion of the Company’s website to easily find or navigate to current and pertinent information about us. About Forward Air Corporation Forward Air is a leading asset-light freight and logistics company that provides services across the United States and Canada. We provide expedited less-than-truckload (“LTL”) services, including local pick-up and delivery, shipment consolidation/deconsolidation, warehousing, and customs brokerage by utilizing a comprehensive national network of terminals; final mile services, including delivery of heavy-bulky freight; truckload brokerage services, including dedicated fleet services, high-security and temperature-controlled logistics services; intermodal first-and last-mile high-value drayage services both to and from seaports and railheads, dedicated contract and Container Freight Station warehouse and handling services; and pool distribution services, including high-frequency handling and distribution of time sensitive product to numerous destinations within a specific geographic region. For more information, visit our website at www.forwardaircorp.com. Forward Air Corporation Condensed Consolidated Statements of Comprehensive Income (Unaudited, in thousands, except per share data) Three Months Ended Six Months Ended June 30, 2021 June 30, 2020 June 30, 2021 June 30, 2020 Operating revenue: Expedited Freight $ 351,735 $ 235,658 $ 655,921 $ 489,287 Intermodal 69,133 46,428 127,647 98,888 Eliminations and other operations (197) (408) (695) (940) Operating revenue 420,671 281,678 782,873 587,235 Operating expenses: Purchased transportation 215,217 142,069 399,825 292,667 Salaries, wages and employee benefits 84,641 63,772 159,538 133,331 Operating leases 20,370 17,387 39,537 35,271 Depreciation and amortization 9,414 9,413 18,651 18,747 Insurance and claims 10,891 7,722 20,632 17,766 Fuel expense 4,059 2,519 7,761 6,532 Other operating expenses 33,955 24,882 72,081 53,234 Total operating expenses 378,547 267,764 718,025 557,548 Income (loss) from continuing operations: Expedited Freight 34,688 11,753 59,218 26,933 Intermodal 8,386 4,413 12,895 8,126 Other Operations (950) (2,252) (7,265) (5,372) Income from continuing operations 42,124 13,914 64,848 29,687 Other expense: Interest expense (1,323) (1,198) (2,488) (2,051) Total other expense (1,323) (1,198) (2,488) (2,051) Income before income taxes 40,801 12,716 62,360 27,636 Income tax expense 10,124 3,491 14,969 6,995 Net income from continuing operations 30,677 9,225 47,391 20,641 Loss from discontinued operation, net of tax — (6,071) (5,533) (9,112) Net income and comprehensive income $ 30,677 $ 3,154 $ 41,858 $ 11,529 Net income per share: Basic net income (loss) per share Continuing operations $ 1.12 $ 0.33 $ 1.72 $ 0.72 Discontinued operation — (0.22) (0.20) (0.31) Net income per share $ 1.12 $ 0.11 $ 1.52 $ 0.41 Diluted net income (loss) per share Continuing operations $ 1.11 $ 0.33 $ 1.71 $ 0.72 Discontinued operation — (0.22) (0.20) (0.32) Net income per share $ 1.11 $ 0.11 $ 1.51 $ 0.40 Dividends per share $ 0.21 $ 0.18 $ 0.42 $ 0.36 Expedited Freight Segment Information (In thousands) (Unaudited) Three Months Ended June 30, 2021 Percent of Revenue June 30, 2020 Percent of Revenue Change Percent Change Operating revenue: Network1 $ 210,088 59.7 % $ 134,172 56.9 % $ 75,916 56.6 % Truckload 56,968 16.2 41,855 17.8 15,113 36.1 Final Mile 69,883 19.9 53,427 22.7 16,456 30.8 Other 14,796 4.2 6,204 2.6 8,592 138.5 Total operating revenue 351,735 100.0 235,658 100.0 116,077 49.3 Operating expenses: Purchased transportation 191,648 54.5 127,478 54.1 64,170 50.3 Salaries, wages and employee benefits 67,560 19.2 50,508 21.4 17,052 33.8 Operating leases 14,868 4.2 13,338 5.7 1,530 11.5 Depreciation and amortization 6,779 1.9 6,740 2.9 39 0.6 Insurance and claims 8,385 2.4 5,715 2.4 2,670 46.7 Fuel expense 2,147 0.6 1,406 0.6 741 52.7 Other operating expenses 25,660 7.3 18,720 7.9 6,940 37.1 Total operating expenses 317,047 90.1 223,905 95.0 93,142 41.6 Income from operations $ 34,688 9.9 % $ 11,753 5.0 % $ 22,935 195.1 % 1Network revenue is comprised of all revenue, including linehaul, pickup and/or delivery, and fuel surcharge revenue, excluding accessorial, Truckload and Final Mile revenue. Expedited Freight Operating Statistics Three Months Ended June 30, 2021 June 30, 2020 Percent Change Business days 64 64 — % Tonnage 1,2 Total pounds 728,191 522,031 39.5 Pounds per day 11,378 8,157 39.5 Shipments 1,2 Total shipments 1,096 963 13.8 Shipments per day 17.1 15.0 14.0 Weight per shipment 664 542 22.5 Revenue per hundredweight 3 $ 28.63 $ 26.32 8.8 Revenue per hundredweight, ex fuel 3 $ 24.68 $ 23.09 6.9 Revenue per shipment 3 $ 191.89 $ 139.30 37.8 Revenue per shipment, ex fuel 3 $ 165.62 $ 121.77 36.0 Network revenue from door-to-door shipments as a percentage of network revenue 3,4 51.3 % 49.9 % 2.8 1 In thousands 2 Excludes accessorial, Truckload and Final Mile products 3 Includes intercompany revenue between the Network and Truckload revenue streams 4 Door-to-door shipments include all shipments with a pickup and/or delivery Intermodal Segment Information (In thousands) (Unaudited) Three Months Ended June 30, 2021 Percent of Revenue June 30, 2020 Percent of Revenue Change Percent Change Operating revenue $ 69,133 100.0 % $ 46,428 100.0 % $ 22,705 48.9 % Operating expenses: Purchased transportation 23,767 34.4 14,904 32.1 8,863 59.5 Salaries, wages and employee benefits 16,230 23.5 11,728 25.3 4,502 38.4 Operating leases 5,500 8.0 4,045 8.7 1,455 36.0 Depreciation and amortization 2,612 3.8 2,648 5.7 (36) (1.4) Insurance and claims 2,355 3.4 1,789 3.9 566 31.6 Fuel expense 1,912 2.8 1,113 2.4 799 71.8 Other operating expenses 8,371 12.1 5,788 12.5 2,583 44.6 Total operating expenses 60,747 87.9 42,015 90.5 18,732 44.6 Income from operations $ 8,386 12.1 % $ 4,413 9.5 % $ 3,973 90.0 % Intermodal Operating Statistics Three Months Ended June 30, 2021 June 30, 2020 Percent Change Drayage shipments 96,805 68,974 40.3 % Drayage revenue per shipment $ 618 $ 556 11.2 % Number of locations 29 24 20.8 % Forward Air Corporation Condensed Consolidated Balance Sheets (In thousands) (Unaudited) June 30, 2021 December 31, 2020 Assets Current assets: Cash and cash equivalents $ 50,844 $ 40,254 Accounts receivable, net 209,187 156,490 Other receivables 16,999 — Other current assets 19,982 28,150 Current assets held for sale — 21,002 Total current assets 297,012 245,896 Property and equipment 383,155 380,519 Less accumulated depreciation and amortization 196,168 190,652 Total property and equipment, net 186,987 189,867 Operating lease right-of-use assets 148,651 123,338 Goodwill 254,993 244,982 Other acquired intangibles, net of accumulated amortization 145,813 145,032 Other assets 48,385 45,181 Noncurrent assets held for sale — 53,097 Total assets $ 1,081,841 $ 1,047,393 Liabilities and Shareholders’ Equity Current liabilities: Accounts payable $ 43,655 $ 38,371 Accrued expenses 70,894 51,264 Other current liabilities 6,813 10,580 Current portion of debt and finance lease obligations 1,867 1,801 Current portion of operating lease liabilities 46,042 43,680 Current liabilities held for sale — 25,924 Total current liabilities 169,271 171,620 Debt and finance lease obligations, less current portion 161,729 117,408 Operating lease liabilities, less current portion 103,280 80,346 Other long-term liabilities 55,741 54,129 Deferred income taxes 41,471 41,986 Noncurrent liabilities held for sale — 34,575 Shareholders’ equity: Common stock 271 273 Additional paid-in capital 252,466 242,916 Retained earnings 297,612 304,140 Total shareholders’ equity 550,349 547,329 Total liabilities and shareholders’ equity $ 1,081,841 $ 1,047,393 Forward Air Corporation Condensed Consolidated Statements of Cash Flows (In thousands) (Unaudited) Three Months Ended June 30, 2021 June 30, 2020 Operating activities: Net income from continuing operations $ 30,677 $ 9,225 Adjustments to reconcile net income of continuing operations to net cash provided by operating activities of continuing operations Depreciation and amortization 9,414 9,413 Change in fair value of earn-out liability (337) (2,108) Share-based compensation expense 2,981 2,429 Provision for revenue adjustments 1,748 745 Deferred income tax (benefit) expense (67) 3,443 Other 97 962 Changes in operating assets and liabilities, net of effects from the purchase of acquired businesses: Accounts receivable (22,995) (61) Other receivables (152) — Other current and noncurrent assets (339) (2,455) Accounts payable and accrued expenses 1,721 7,508 Net cash provided by operating activities of continuing operations 22,748 29,101 Investing activities: Proceeds from sale of property and equipment 649 268 Purchases of property and equipment (5,880) (11,563) Purchases of a business, net of cash acquired (7,543) — Net cash used in investing activities of continuing operations (12,774) (11,295) Financing activities: Repayments of finance lease obligations (487) (340) Proceeds from revolving credit facility 45,000 — Payment of earn-out liability — (5,284) Proceeds from issuance of common stock upon stock option exercises 1,423 — Payments of dividends to stockholders (5,768) (5,037) Repurchases of common stock (23,994) — Proceeds from common stock issued under employee stock purchase plan 388 294 Payment of minimum tax withholdings on share-based awards (88) (614) Contributions from (distributions to) subsidiary held for sale — (3,154) Net cash provided by (used in) financing activities from continuing operations 16,474 (14,135) Net increase in cash of continuing operations 26,448 3,671 Cash from discontinued operation: Net cash used in operating activities of discontinued operation — (3,010) Net cash provided by (used in) investing activities of discontinued operation — (144) Net cash (used in) provided by financing activities of discontinued operation — 3,154 Net increase in cash and cash equivalents 26,448 3,671 Cash and cash equivalents at beginning of period of continuing operations 24,396 77,245 Cash at beginning of period of discontinued operation — — Net increase in cash and cash equivalents 26,448 3,671 Less: cash at end of period of discontinued operation — — Cash and cash equivalents at end of period of continuing operations $ 50,844 $ 80,916 Forward Air Corporation Condensed Consolidated Statements of Cash Flows (In thousands) (Unaudited) Six Months Ended June 30, 2021 June 30, 2020 Operating activities: Net income from continuing operations $ 47,391 $ 20,641 Adjustments to reconcile net income of continuing operations to net cash provided by operating activities of continuing operations Depreciation and amortization 18,651 18,747 Change in fair value of earn-out liability (385) (2,702) Share-based compensation expense 5,578 5,507 Provision for revenue adjustments 3,525 1,787 Deferred income tax (benefit) expense (572) 4,668 Other 189 697 Changes in operating assets and liabilities, net of effects from the purchase of acquired businesses: Accounts receivable (51,018) 2,979 Other receivables (13,491) — Other current and noncurrent assets 6,746 (29) Accounts payable and accrued expenses 23,047 7,634 Net cash provided by operating activities of continuing operations 39,661 59,929 Investing activities: Proceeds from sale of property and equipment 1,314 988 Purchases of property and equipment (8,575) (14,214) Purchase of a business, net of cash acquired (22,543) (55,931) Net cash used in investing activities of continuing operations (29,804) (69,157) Financing activities: Repayments of finance lease obligations (954) (676) Proceeds from revolving credit facility 45,000 65,000 Payment of earn-out liability — (5,284) Proceeds from issuance of common stock upon stock option exercises 3,570 — Payments of dividends to stockholders (11,565) (10,087) Repurchases of common stock (33,992) (15,259) Proceeds from common stock issued under employee stock purchase plan 388 294 Payment of minimum tax withholdings on share-based awards (2,832) (3,286) Contributions from (distributions to) subsidiary held for sale 1,118 (5,307) Net cash provided by financing activities from continuing operations 733 25,395 Net increase in cash and cash equivalents of continuing operations 10,590 16,167 Cash from discontinued operation: Net cash used in operating activities of discontinued operation (6,902) (4,672) Net cash provided by (used in) investing activities of discontinued operation 8,020 (635) Net cash (used in) provided by financing activities of discontinued operation (1,118) 5,307 Net increase in cash and cash equivalents 10,590 16,167 Cash and cash equivalents at beginning of period of continuing operations 40,254 64,749 Cash at beginning of period of discontinued operation — — Net increase in cash and cash equivalents 10,590 16,167 Less: cash at end of period of discontinued operation — — Cash and cash equivalents at end of period of continuing operations $ 50,844 $ 80,916 Forward Air Corporation Reconciliation of Non-GAAP Financial Measures In this press release, the Company uses non-GAAP financial measures that are derived on the basis of methodologies other than in accordance with GAAP. The Company believes that meaningful analysis of its financial performance requires an understanding of the factors underlying that performance, including an understanding of items that are non-operational. Management uses these non-GAAP financial measures in making financial, operating, compensation and planning decisions as well as evaluating the Company’s performance. For the three and six months ended June 30, 2021 and 2020, this press release contains the following non-GAAP financial measures: earnings before interest, taxes, depreciation and amortization (“EBITDA”) and free cash flow. All non-GAAP financial measures are presented on a continuing operations basis. The Company believes that EBITDA from continuing operations improves comparability from period to period by removing the impact of its capital structure (interest and financing expenses), asset base (depreciation and amortization) and tax impacts. The Company believes that free cash flow from continuing operations is an important measure of its ability to repay maturing debt or fund other uses of capital that it believes will enhance stockholder value. Non-GAAP financial measures should be viewed in addition to, and not as an alternative for, the Company’s financial results prepared in accordance with GAAP. Non-GAAP financial information does not represent a comprehensive basis of accounting. As required by the Securities and Exchange Act of 1933 and the rules and regulations promulgated thereunder, the Company has included, for the periods indicated, a reconciliation of the non-GAAP financial measure to the most directly comparable GAAP financial measure. The following is a reconciliation of net income from continuing operations to EBITDA from continuing operations for the three and six months ended June 30, 2021 and 2020 (in thousands): Three Months Ended Six Months Ended Continuing Operations June 30, 2021 June 30, 2020 June 30, 2021 June 30, 2020 Net income $ 30,677 $ 9,225 $ 47,391 $ 20,641 Interest expense 1,323 1,198 2,488 2,051 Income tax expense 10,124 3,491 14,969 6,995 Depreciation and amortization 9,414 9,413 18,651 18,747 EBITDA $ 51,538 $ 23,327 $ 83,499 $ 48,434 The following is a reconciliation of net cash provided by operating activities of continuing operations to free cash flow from continuing operations for the three and six months ended June 30, 2021 and 2020 (in thousands): Three Months Ended Six Months Ended Continuing Operations June 30, 2021 June 30, 2020 June 30, 2021 June 30, 2020 Net cash provided by operating activities $ 22,748 $ 29,101 $ 39,661 $ 59,929 Proceeds from sale of property and equipment 649 268 1,314 988 Purchases of property and equipment (5,880) (11,563) (8,575) (14,214) Free cash flow $ 17,517 $ 17,806 $ 32,400 $ 46,703 The following information is provided to supplement this press release. Three Months Ended Actual - Continuing Operations June 30, 2021 Net income from continuing operations $ 30,677 Income allocated to participating securities (256) Numerator for diluted income per share - net income $ 30,421 Weighted-average shares outstanding - diluted 27,415 Diluted net income per share $ 1.11 Projected Full year 2021 Projected tax rate - continuing operations 24.8 % Projected purchases of property and equipment, net of proceeds from sale of property and equipment1 $ 43,000 1 Includes $23,500 for the Columbus, Ohio hub expansion Projected December 31, 2021 Projected weighted-average shares outstanding - diluted 26,800 Note Regarding Forward-Looking Statements This press release contains “forward-looking statements” within the meaning of the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995. Forward-looking statements can be identified by words such as: “anticipate,” “intend,” “plan,” “goal,” “seek,” “believe,” “project,” “estimate,” “expect,” “strategy,” “future,” “likely,” “may,” “should,” “will” and similar references to future periods. Forward-looking statements included in this press release relate to expected third quarter 2021 revenue growth, net income per diluted share and volume, expectations regarding increased momentum in our business, and the future declaration of dividends. Forward-looking statements are neither historical facts nor assurances of future performance. Instead, they are based only on our current beliefs, expectations and assumptions regarding the future of our business, future plans and strategies, projections, anticipated events and trends, the economy and other future conditions. Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict and many of which are outside of our control. Our actual results and financial condition may differ materially from those indicated in the forward-looking statements. Therefore, you should not rely on any of these forward-looking statements. The following is a list of factors, among others, that could cause actual results to differ materially from those contemplated by the forward-looking statements: economic factors such as recessions, inflation, higher interest rates and downturns in customer business cycles, the COVID-19 pandemic, our ability to manage our growth and ability to grow, in part, through acquisitions, while being able to successfully integrate such acquisitions, our ability to secure terminal facilities in desirable locations at reasonable rates, more limited liquidity than expected which limits our ability to make key investments, the creditworthiness of our customers and their ability to pay for services rendered, our inability to maintain our historical growth rate because of a decreased volume of freight or decreased average revenue per pound of freight moving through our network, the availability and compensation of qualified Leased Capacity Providers and freight handlers as well as contracted, third-party carriers needed to serve our customers’ transportation needs, our inability to manage our information systems and inability of our information systems to handle an increased volume of freight moving through our network, the occurrence of cybersecurity risks and events, market acceptance of our service offerings, claims for property damage, personal injuries or workers’ compensation, enforcement of and changes in governmental regulations, environmental, tax, insurance and accounting matters, the handling of hazardous materials, changes in fuel prices, loss of a major customer, increasing competition and pricing pressure, our dependence on our senior management team and the potential effects of changes in employee status, seasonal trends, the occurrence of certain weather events, restrictions in our charter and bylaws and the risks described in our Annual Report on Form 10-K for the year ended December 31, 2020. Any forward-looking statement made by us in this press release is based only on information currently available to us and speaks only as of the date on which it is made. We undertake no obligation to publicly update any forward-looking statement, whether written or oral, that may be made from time to time, whether as a result of new information, future developments or otherwise. View source version on businesswire.com: https://www.businesswire.com/news/home/20210729006180/en/