June 30
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549-1004
FORM
CURRENT REPORT
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ITEM 2.02 – RESULTS OF OPERATIONS AND FINANCIAL CONDITION
On February 1, 2022, ArcBest® (Nasdaq: ARCB) (the “Company”) issued a press release announcing its unaudited fourth quarter 2021 and full year 2021 results. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by reference. Additional supplemental information and presentation slides to be used in connection with the scheduled conference call to discuss the fourth quarter results are furnished as Exhibit 99.2 and Exhibit 99.3 to this Current Report on Form 8-K and incorporated herein by reference.
The Company reports its financial results in accordance with generally accepted accounting principles (“GAAP”). However, management believes that certain non-GAAP financial measures and ratios and other information utilized for internal analysis provide analysts, investors, and others the same information that we use internally for purposes of assessing the Company’s core operating performance and provide meaningful comparisons between current and prior period results, as well as important information regarding performance trends. The use of certain non-GAAP measures improves comparability in analyzing ArcBest’s performance because it removes the impact of items from operating results that, in management’s opinion, do not reflect ArcBest’s core operating performance.
The press release in Exhibit 99.1, the supplemental information in Exhibit 99.2, and the presentation slides in Exhibit 99.3 include certain non-GAAP information. Certain information discussed in the scheduled conference call could also be considered non-GAAP measures. Reconciliations of the non-GAAP measures to the most directly comparable financial measures calculated and presented in accordance with GAAP are included in Exhibit 99.1 herein, including reconciliations of GAAP earnings and earnings per share to non-GAAP financial measures, reconciliations of GAAP to non-GAAP effective tax rates, and calculations of adjusted earnings before interest, taxes, depreciation and amortization (“Adjusted EBITDA”). Reconciliations of non-GAAP measures included in the presentation slides to the most directly comparable GAAP financial measures are also included within Exhibit 99.3 herein.
Management believes EBITDA and Adjusted EBITDA to be relevant and useful information as EBITDA is a standard measure commonly reported and widely used by analysts, investors and others to measure financial performance and ability to service debt obligations. Additionally, Adjusted EBITDA is a primary component of the financial covenants contained in ArcBest’s credit agreement. Other companies may calculate EBITDA and Adjusted EBITDA differently; therefore, ArcBest’s calculation of EBITDA and Adjusted EBITDA may not be comparable to similarly titled measures of other companies. Non-GAAP financial measures should be viewed in addition to, and not as an alternative for, ArcBest’s reported results. These financial measures should not be construed as better measurements than operating income, operating cash flow, net income or earnings per share, as determined under GAAP.
ITEM 9.01 – FINANCIAL STATEMENTS AND EXHIBITS
Exhibit No. | Description of Exhibit | |
99.1 | ||
99.2 | ||
99.3 | Earnings conference call presentation dated February 1, 2022 | |
104 | Cover Page Interactive Data File – The cover page interactive data file does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL 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 hereunto duly authorized.
ARCBEST CORPORATION | |||
(Registrant) | |||
Date: | February 1, 2022 | /s/ Michael R. Johns | |
Michael R. Johns | |||
Vice President – General Counsel | |||
and Corporate Secretary | |||
Exhibit 99.1

Investor Relations Contact: David Humphrey | Media Contact: Autumnn Mahar |
Title: Vice President – Investor Relations | Title: Senior Manager, PR and Social |
Phone: 479-785-6200 | Phone: 479-494-8221 |
Email: [email protected] | Email: [email protected] |
ArcBest Announces Record-Setting Fourth Quarter 2021 and Full Year 2021 Results
Accelerating Growth to Benefit Customers, Empower Employees,
and Enhance Value for Shareholders
| ● | Delivered record fourth quarter net income of $65.5 million, or $2.47 per diluted share, with non-GAAP fourth quarter 2021 net income of $73.9 million, or $2.79 per diluted share. |
| ● | Generated full year 2021 net income of $213.5 million, or $7.98 per diluted share. On a non-GAAP basis, full year 2021 net income was $228.0 million, or $8.52 per diluted share. |
| ● | Achieved the highest revenue and net income in ArcBest’s history on both a fourth quarter and annual basis. |
| ● | Returned $116 million to shareholders through stock repurchase programs and dividends. |
| ● | Continued strong results enable ArcBest to pay profit-sharing bonus to union-represented ABF Freight employees for the third year in a row. |
FORT SMITH, Arkansas, February 1, 2022 — ArcBest® (Nasdaq: ARCB), a leader in supply chain logistics, today reported fourth quarter 2021 revenue of $1.2 billion, reflecting an increase of $368.8 million compared to fourth quarter 2020. Each of ArcBest’s operating segments achieved double-digit percentage revenue growth over the prior year period. Fourth quarter 2021 results include the impact of the MoLo Solutions, LLC (“MoLo”) acquisition, which closed on November 1, 2021.
ArcBest’s fourth quarter 2021 operating income was $86.9 million and net income was $65.5 million, or $2.47 per diluted share, compared to fourth quarter 2020 operating income of $30.3 million and net income of $23.9 million, or $0.89 per diluted share.
Excluding certain items in both periods as identified in the attached reconciliation tables, fourth quarter non-GAAP operating income was $102.2 million, compared to $39.5 million in the prior-year period. On a non-GAAP basis, net income was $73.9 million, or $2.79 per diluted share, in fourth quarter 2021 compared to $27.5 million, or $1.03 per diluted share, in fourth quarter 2020.
ArcBest’s full year 2021 revenue totaled $4.0 billion compared to $2.9 billion in 2020. Net income was $213.5 million, or $7.98 per diluted share, compared to net income of $71.1 million, or $2.69 per diluted share in 2020. On a non-GAAP basis, ArcBest’s 2021 net income was $228.0 million, or $8.52 per diluted share, compared to net income of $90.5 million, or $3.42 per diluted share, in 2020.
“I am extremely proud of the talented people of ArcBest, whose dedication and hard work have driven our record-breaking fourth quarter and full year results,” said Judy R. McReynolds, ArcBest chairman, president and CEO. “2021 was a year of immense challenges – from the ongoing pandemic to extreme supply chain pressures – but our team stayed focused on our strategic initiatives and consistently exceeded expectations. We are making smart investments across our business to advance our strategic vision and adapt to the rapidly evolving market environment, all while being true advisors to our customers. Our recent announcement of an investment we made in Phantom Auto, the leading provider of human-centered remote operation software, is an example of our commitment in these areas. Investments in our people, our integrated logistics solutions, and our innovations and technology have provided ArcBest with a solid foundation and will continue to drive our company’s growth, success and value-creation in 2022 and beyond.”
1
Fourth Quarter Results of Operations Comparisons
Asset-Based
Fourth Quarter 2021 Versus Fourth Quarter 2020
| ● | Revenue of $683.5 million compared to $554.4 million, a per-day increase of 23.3 percent. |
| ● | Total tonnage per day increase of 5.1 percent, including an increase of 1.1 percent in LTL-rated weight per shipment. |
| ● | Total shipments per day increase of 1.5 percent. |
| ● | Total billed revenue per hundredweight increased 17.3 percent and was positively impacted by higher fuel surcharges. Revenue per hundredweight on LTL-rated business, excluding fuel surcharge, improved by a percentage in the double digits. |
| ● | Operating income of $83.1 million compared to $27.9 million. On a non-GAAP basis, operating income of $89.5 million compared to $34.9 million. |
Continued customer demand for ArcBest’s Asset-Based services and a solid pricing environment are reflected in the segment’s record-setting fourth quarter and full year revenue and profit. As transportation capacity challenges continued in the marketplace, ArcBest’s customers benefited from integrated supply chain solutions enhanced by trusted relationships and utilization of ArcBest’s Asset-Based network. Hiring events and initiatives have been successful and are expected to produce further benefits for customers. An emphasis on network resource allocation to serve core LTL customers continued to result in tonnage and shipment growth as well as increased profitability.
As a result of the operating ratio achieved in 2021, ABF Freight will pay a 3% profit-sharing bonus to qualifying union-represented employees – the maximum amount provided in the collective bargaining agreement.
“The ABF Freight team is an integral part of ArcBest’s differentiated offering of integrated logistics solutions. It’s because of that team’s continued dedication and efforts that we’re able to provide this bonus for the third year in a row and at a higher level compared to the previous two years,” added McReynolds.
Asset-Light‡
Fourth Quarter 2021 Versus Fourth Quarter 2020 (including the results of MoLo beginning November 1, 2021)
| ● | Revenue of $541.2 million compared to $301.2 million, a per-day increase of 79.7 percent. |
| ● | For the months of November and December 2021, MoLo revenue of $120.3 million. |
| ● | Operating income of $13.9 million compared to $5.5 million. On a non-GAAP basis, operating income of $16.4 million compared to $6.4 million. |
| ● | Adjusted earnings before interest, taxes, depreciation and amortization (“Adjusted EBITDA”) of $18.6 million compared to $8.3 million, as detailed in the attached non-GAAP reconciliation tables. |
Increased market rates associated with limited transport capacity, combined with continued strength in customer demand, resulted in another record-setting quarter for the ArcBest segment. For the months of November and December, the positive momentum in the ArcBest segment was enhanced by the addition of MoLo. With the addition of MoLo, ArcBest’s truckload services produced a significant increase in truckload brokerage revenue and shipments over the prior year’s fourth quarter. Revenue growth and enhanced profitability were driven by strong demand from customers seeking supply chain solutions requiring expedite, managed transportation and international services. ArcBest also continued to benefit from strong relationships with carrier partners, further improved by the addition of MoLo, and the ability to meet customers’ needs through innovation in a tight freight market.
At FleetNet, an increase in roadside events and higher revenue per total service event contributed to record quarterly revenue and strong fourth quarter profitability for the segment.
2
Full Year Results of Operations Comparisons
Asset-Based
Full Year 2021 Versus Full Year 2020
| ● | Revenue of $2.6 billion, compared to $2.1 billion, a per-day increase of 23.5 percent. |
| ● | Tonnage per day increase of 7.6 percent. |
| ● | Shipments per day increase of 4.3 percent. |
| ● | Total billed revenue per hundredweight increase of 14.7 percent, positively impacted by higher fuel surcharges. |
| ● | Operating income of $260.7 million compared to $98.9 million. On a non-GAAP basis, operating income of $288.3 million compared to $121.3 million. |
| ● | Profit-sharing bonus to union-represented ABF Freight employees of $15.1 million, an increase of approximately $10 million over those paid for both 2019 and 2020. |
Asset-Light‡
Full Year 2021 Versus Full Year 2020 (including the results of MoLo beginning November 1, 2021)
| ● | Revenue of $1.6 billion compared to $984.2 million, a per-day increase of 58.6 percent. |
| ● | Operating income of $50.9 million compared to $13.0 million. On a non-GAAP basis, operating income of $49.3 million compared to $16.8 million. |
| ● | Adjusted EBITDA of $64.0 million compared to $24.4 million. |
Capital Expenditures
In 2021, total net capital expenditures, including equipment financed, equaled $104 million. Net capital expenditures in 2021 included $79 million of revenue equipment, the majority of which was for ArcBest’s Asset-Based operation. Revenue equipment purchases in 2021 were lower than the original estimate because of pandemic-related manufacturing delays, primarily on new road tractors. Depreciation and amortization costs on property, plant and equipment were $119 million in 2021.
Quarterly Dividend and Share Repurchase Programs
ArcBest generated solid cash from operations in 2021 and continued to return capital to shareholders through its dividend and share repurchase programs, including the $100 million accelerated share repurchase agreement that was entered into in early November 2021 and completed in January 2022. Currently, $41.9 million remains available under an authorized program for future common stock purchases.
NOTE
‡ - The ArcBest and FleetNet reportable segments, combined, represent Asset-Light operations.
Conference Call
ArcBest will host a conference call with company executives to discuss the 2021 fourth quarter and full year 2021 results. The call will be today, Tuesday, February 1, at 9:30 a.m. EST (8:30 a.m. CST). Interested parties are invited to listen by calling (800) 954-0652 or by joining the webcast which can be found on ArcBest’s website at arcb.com. Slides to accompany this call are included in Exhibit 99.3 of the Form 8-K filed on February 1, 2022, will be posted and available to download on the company’s website prior to the scheduled conference time, and will be included in the webcast. Following the call, a recorded playback will be available through the end of the day on March 15, 2022. To listen to the playback, dial (800) 633-8284 or (402) 977-9140 (for international callers). The conference call ID for the playback is 22014422. The conference call and playback can also be accessed, through March 15, 2022, on ArcBest’s website at arcb.com.
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About ArcBest
ArcBest® (Nasdaq: ARCB) is a multibillion-dollar integrated logistics company that helps keep the global supply chain moving. Founded in 1923 and now with over 14,000 employees across more than 250 campuses and service centers, the company is a logistics powerhouse, fueled by the simple notion of finding a way to get the job done. Through innovative thinking, agility and trust, ArcBest leverages their full suite of shipping and logistics solutions to meet customers’ critical needs, each and every day. For more information, visit arcb.com.
The following is a “safe harbor” statement under the Private Securities Litigation Reform Act of 1995: Certain statements and information in this press release concerning results for the three and twelve months ended December 31, 2021 may constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, including, among others, statements regarding (i) our expectations about our intrinsic value or our prospects for growth and value creation and (ii) our financial outlook, position, strategies, goals, and expectations. Terms such as “anticipate,” “believe,” “could,” “estimate,” “expect,” “forecast,” “foresee,” “intend,” “may,” “plan,” “predict,” “project,” “scheduled,” “should,” “would,” and similar expressions and the negatives of such terms are intended to identify forward-looking statements. These statements are based on management’s beliefs, assumptions, and expectations based on currently available information, are not guarantees of future performance, and involve certain risks and uncertainties (some of which are beyond our control). Although we believe that the expectations reflected in these forward-looking statements are reasonable as and when made, we cannot provide assurance that our expectations will prove to be correct. Actual outcomes and results could materially differ from what is expressed, implied, or forecasted in these statements due to a number of factors, including, but not limited to: market fluctuations and interruptions affecting the price of our stock or the price or timing of our share repurchase programs; widespread outbreak of an illness or disease, including the COVID-19 pandemic and its effects, or any other public health crisis, as well as regulatory measures implemented in response to such events; external events which may adversely affect us or the third parties who provide services for us, for which our business continuity plans may not adequately prepare us; a failure of our information systems, including disruptions or failures of services essential to our operations or upon which our information technology platforms rely, data breach, and/or cybersecurity incidents; interruption or failure of third-party software or information technology systems or licenses; untimely or ineffective development and implementation of, or failure to realize potential benefits associated with, new or enhanced technology or processes, including the pilot test program at ABF Freight; the loss or reduction of business from large customers; the ability to manage our cost structure, and the timing and performance of growth initiatives; the cost, integration, and performance of any recent or future acquisitions, including the MoLo acquisition, and the inability to realize the anticipated benefits of the acquisition within the expected time period or at all; the timing or amount of the earnout payments for the MoLo acquisition, if any; maintaining our corporate reputation and intellectual property rights; competitive initiatives and pricing pressures; increased prices for and decreased availability of new revenue equipment, decreases in value of used revenue equipment, and higher costs of equipment-related operating expenses such as maintenance, fuel, and related taxes; availability of fuel, the effect of volatility in fuel prices and the associated changes in fuel surcharges on securing increases in base freight rates, and the inability to collect fuel surcharges; relationships with employees, including unions, and our ability to attract, retain, and develop employees; unfavorable terms of, or the inability to reach agreement on, future collective bargaining agreements or a workforce stoppage by our employees covered under ABF Freight’s collective bargaining agreement; union employee wages and benefits, including changes in required contributions to multiemployer plans; availability and cost of reliable third-party services; our ability to secure independent owner operators and/or operational or regulatory issues related to our use of their services; litigation or claims asserted against us; governmental regulations; environmental laws and regulations, including emissions-control regulations; default on covenants of financing arrangements and the availability and terms of future financing arrangements; self-insurance claims and insurance premium costs; potential impairment of goodwill and intangible assets; general economic conditions and related shifts in market demand that impact the performance and needs of industries we serve and/or limit our customers’ access to adequate financial resources; seasonal fluctuations and adverse weather conditions; and other financial, operational, and legal risks and uncertainties detailed from time to time in ArcBest Corporation’s public filings with the Securities and Exchange Commission (the “SEC”).
For additional information regarding known material factors that could cause our actual results to differ from our projected results, please see our filings with the SEC, including our Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, and Current Reports on Form 8-K.
Readers are cautioned not to place undue reliance on forward-looking statements, which speak only as of the date hereof. We undertake no obligation to publicly update or revise any forward-looking statements after the date they are made, whether as a result of new information, future events, or otherwise.
Financial Data and Operating Statistics
The following tables show financial data and operating statistics on ArcBest® and its reportable segments.
4
ARCBEST CORPORATION
CONSOLIDATED STATEMENTS OF OPERATIONS
| | Three Months Ended | | Year Ended | | ||||||||
| | December 31 | | December 31 | | ||||||||
|
| 2021 |
| 2020 |
| 2021 |
| 2020 |
| ||||
| | (Unaudited) | | ||||||||||
| | ($ thousands, except share and per share data) | | ||||||||||
REVENUES | | $ | 1,185,224 | | $ | 816,414 | | $ | 3,980,067 | | $ | 2,940,163 | |
| | | | | | | | | | | | | |
OPERATING EXPENSES | |
| 1,098,289 | | | 786,162 | |
| 3,699,081 | | | 2,841,885 | |
| | | | | | | | | | | | | |
OPERATING INCOME | |
| 86,935 | |
| 30,252 | |
| 280,986 | |
| 98,278 | |
| | | | | | | | | | | | | |
OTHER INCOME (COSTS) | | | | | | | | | | | | | |
Interest and dividend income | |
| 238 | |
| 494 | |
| 1,275 | |
| 3,616 | |
Interest and other related financing costs | |
| (2,130) | |
| (2,512) | |
| (8,904) | |
| (11,697) | |
Other, net | |
| 1,156 | |
| 1,965 | |
| 3,797 | |
| 2,299 | |
| |
| (736) | |
| (53) | |
| (3,832) | |
| (5,782) | |
| | | | | | | | | | | | | |
INCOME BEFORE INCOME TAXES | |
| 86,199 | |
| 30,199 | |
| 277,154 | |
| 92,496 | |
| | | | | | | | | | | | | |
INCOME TAX PROVISION | |
| 20,711 | |
| 6,285 | |
| 63,633 | |
| 21,396 | |
| | | | | | | | | | | | | |
NET INCOME | | $ | 65,488 | | $ | 23,914 | | $ | 213,521 | | $ | 71,100 | |
| | | | | | | | | | | | | |
EARNINGS PER COMMON SHARE | | | | | | | | | | | | | |
Basic | | $ | 2.60 | | $ | 0.94 | | $ | 8.38 | | $ | 2.80 | |
Diluted | | $ | 2.47 | | $ | 0.89 | | $ | 7.98 | | $ | 2.69 | |
| | | | | | | | | | | | | |
AVERAGE COMMON SHARES OUTSTANDING | | | | | | | | | | | | | |
Basic | |
| 25,211,666 | |
| 25,427,449 | |
| 25,471,939 | |
| 25,410,232 | |
Diluted | |
| 26,467,420 | |
| 26,734,287 | |
| 26,772,126 | |
| 26,422,523 | |
| | | | | | | | | | | | | |
CASH DIVIDENDS DECLARED PER COMMON SHARE | | $ | 0.08 | | $ | 0.08 | | $ | 0.32 | | $ | 0.32 | |
5
ARCBEST CORPORATION
| | December 31 | | December 31 | | ||
|
| 2021 |
| 2020 |
| ||
| | (Unaudited) | | Note | | ||
| | ($ thousands, except share data) | | ||||
ASSETS | | | | | | | |
CURRENT ASSETS | | | | | | | |
Cash and cash equivalents | | $ | 76,620 | | $ | 303,954 | |
Short-term investments | |
| 48,339 | |
| 65,408 | |
Accounts receivable, less allowances (2021 - $13,226; 2020 - $7,851) | |
| 582,344 | |
| 320,870 | |
Other accounts receivable, less allowances (2021 - $690; 2020 - $660) | |
| 13,094 | |
| 14,343 | |
Prepaid expenses | |
| 40,104 | |
| 37,774 | |
Prepaid and refundable income taxes | |
| 9,654 | |
| 11,397 | |
Other | |
| 5,898 | |
| 4,422 | |
TOTAL CURRENT ASSETS | |
| 776,053 | |
| 758,168 | |
| | | | | | | |
PROPERTY, PLANT AND EQUIPMENT | | | | | | | |
Land and structures | |
| 350,694 | |
| 342,178 | |
Revenue equipment | |
| 980,283 | |
| 916,760 | |
Service, office, and other equipment | |
| 251,085 | |
| 233,810 | |
Software | |
| 175,989 | |
| 163,193 | |
Leasehold improvements | |
| 16,931 | |
| 15,156 | |
| | | 1,774,982 | | | 1,671,097 | |
Less allowances for depreciation and amortization | |
| 1,079,061 | |
| 992,407 | |
| |
| 695,921 | |
| 678,690 | |
| | | | | | | |
GOODWILL | |
| 300,337 | |
| 88,320 | |
INTANGIBLE ASSETS, NET | |
| 126,580 | |
| 54,981 | |
OPERATING RIGHT-OF-USE ASSETS | | | 106,686 | | | 115,195 | |
DEFERRED INCOME TAXES | |
| 5,470 | |
| 6,158 | |
OTHER LONG-TERM ASSETS | | | 101,629 | | | 77,496 | |
TOTAL ASSETS | | $ | 2,112,676 | | $ | 1,779,008 | |
| | | | | | | |
LIABILITIES AND STOCKHOLDERS’ EQUITY | | | | | | | |
| | | | | | | |
CURRENT LIABILITIES | | | | | | | |
Accounts payable | | $ | 311,401 | | $ | 170,898 | |
Income taxes payable | |
| 12,087 | |
| 316 | |
Accrued expenses | |
| 305,851 | |
| 246,746 | |
Current portion of long-term debt | |
| 50,615 | |
| 67,105 | |
Current portion of operating lease liabilities | | | 22,740 | | | 21,482 | |
TOTAL CURRENT LIABILITIES | |
| 702,694 | |
| 506,547 | |
| | | | | | | |
LONG-TERM DEBT, less current portion | |
| 174,917 | |
| 217,119 | |
OPERATING LEASE LIABILITIES, less current portion | | | 88,835 | | | 97,839 | |
POSTRETIREMENT LIABILITIES, less current portion | |
| 16,733 | |
| 18,555 | |
OTHER LONG-TERM LIABILITIES | |
| 135,537 | |
| 37,948 | |
DEFERRED INCOME TAXES | |
| 64,893 | |
| 72,407 | |
| | | | | | | |
STOCKHOLDERS’ EQUITY | | | | | | | |
Common stock, $0.01 par value, authorized 70,000,000 shares; | |
| 294 | |
| 290 | |
Additional paid-in capital | |
| 318,033 | |
| 342,354 | |
Retained earnings | |
| 801,314 | |
| 595,932 | |
Treasury stock, at cost, 2021: 4,492,514 shares; 2020: 3,656,938 shares | |
| (194,273) | |
| (111,173) | |
Accumulated other comprehensive income | |
| 3,699 | |
| 1,190 | |
TOTAL STOCKHOLDERS’ EQUITY | |
| 929,067 | |
| 828,593 | |
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | | $ | 2,112,676 | | $ | 1,779,008 | |
Note: The balance sheet at December 31, 2020 has been derived from the audited financial statements at that date but does not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements.
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ARCBEST CORPORATION
CONSOLIDATED STATEMENTS OF CASH FLOWS
| | Year Ended | | ||||
| | December 31 | | ||||
|
| 2021 |
| 2020 |
| ||
| | Unaudited | | ||||
| | ($ thousands) | | ||||
OPERATING ACTIVITIES | | | | | | | |
Net income | | $ | 213,521 | | $ | 71,100 | |
Adjustments to reconcile net income to net cash provided by operating activities: | | | | | | | |
Depreciation and amortization | |
| 118,864 | |
| 114,379 | |
Amortization of intangibles | |
| 5,357 | |
| 4,012 | |
Pension settlement expense | |
| — | |
| 89 | |
Share-based compensation expense | |
| 11,426 | |
| 10,478 | |
Provision for losses on accounts receivable | |
| 1,466 | |
| 4,327 | |
Change in deferred income taxes | |
| (7,589) | |
| 7,715 | |
Gain on sale of property and equipment and lease termination | |
| (8,520) | |
| (2,376) | |
Gain on sale of subsidiaries | | | (6,923) | | | — | |
Changes in operating assets and liabilities: | | | | | | | |
Receivables | |
| (122,782) | |
| (38,129) | |
Prepaid expenses | |
| (1,482) | |
| (7,966) | |
Other assets | |
| 354 | |
| 2,646 | |
Income taxes | |
| 13,136 | |
| (1,712) | |
Operating right-of-use assets and lease liabilities, net | |
| 623 | |
| 756 | |
Accounts payable, accrued expenses, and other liabilities | |
| 106,064 | |
| 40,670 | |
NET CASH PROVIDED BY OPERATING ACTIVITIES | |
| 323,515 | |
| 205,989 | |
| | | | | | | |
INVESTING ACTIVITIES | | | | | | | |
Purchases of property, plant and equipment, net of financings | |
| (58,412) | |
| (43,248) | |
Proceeds from sale of property and equipment | |
| 13,815 | |
| 13,348 | |
Business acquisitions, net of cash acquired(1) | |
| (239,380) | | | — | |
Proceeds from sale of subsidiaries | |
| 9,013 | | | — | |
Purchases of short-term investments | |
| (56,011) | |
| (165,133) | |
Proceeds from sale of short-term investments | |
| 73,182 | |
| 216,735 | |
Purchase of long-term investments | | | (25,350) | | | — | |
Capitalization of internally developed software | |
| (20,061) | |
| (14,241) | |
NET CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES | |
| (303,204) | |
| 7,461 | |
| | | | | | | |
FINANCING ACTIVITIES | | | | | | | |
Borrowings under credit facilities | |
| 50,000 | |
| 180,000 | |
Borrowings under accounts receivable securitization program | | | — | | | 45,000 | |
Proceeds from notes payable | | | 3,523 | | | — | |
Payments on long-term debt | |
| (171,915) | |
| (326,098) | |
Net change in book overdrafts | |
| (1,957) | |
| 6,510 | |
Deferred financing costs | |
| (314) | |
| — | |
Payment of common stock dividends | |
| (8,139) | |
| (8,157) | |
Purchases of treasury stock | | | (83,100) | | | (6,595) | |
Forward contract for accelerated share repurchase | | | (25,000) | | | — | |
Payments for tax withheld on share-based compensation | |
| (10,743) | |
| (2,065) | |
NET CASH USED IN FINANCING ACTIVITIES | |
| (247,645) | |
| (111,405) | |
| | | | | | | |
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | |
| (227,334) | |
| 102,045 | |
Cash and cash equivalents at beginning of period | |
| 303,954 | |
| 201,909 | |
CASH AND CASH EQUIVALENTS AT END OF PERIOD | | $ | 76,620 | | $ | 303,954 | |
| | | | | | | |
NONCASH INVESTING ACTIVITIES | | | | | | | |
Equipment financed | | $ | 59,700 | | $ | 61,803 | |
Accruals for equipment received | | $ | 1,704 | | $ | 1,667 | |
Lease liabilities arising from obtaining right-of-use assets | | $ | 14,671 | | $ | 67,819 | |
| 1) | Represents the acquisition of MoLo Solutions, LLC (“MoLo”) on November 1, 2021. |
7
ARCBEST CORPORATION
FINANCIAL STATEMENT OPERATING SEGMENT DATA AND OPERATING RATIOS
| | Three Months Ended | | | Year Ended |
| ||||||||||||||||||
| | December 31 | | | December 31 |
| ||||||||||||||||||
|
| 2021 |
| | 2020 |
| | 2021 |
| | 2020 |
| ||||||||||||
| | Unaudited |
| |||||||||||||||||||||
| | ($ thousands, except percentages) |
| |||||||||||||||||||||
REVENUES | | | | | | | | | | | | | | | | | | | | | | | | |
Asset-Based |
| $ | 683,485 |
| |
|
| $ | 554,392 |
| |
|
| $ | 2,573,773 |
| |
|
| $ | 2,092,031 |
| | |
| | | | | | | | | | | | | | | | | | | | | | | | |
ArcBest(1) | |
| 472,335 | | | | |
| 245,579 | | | | |
| 1,300,626 | | | | |
| 779,115 | | | |
FleetNet | |
| 68,863 | | | | |
| 55,625 | | | | |
| 254,087 | | | | |
| 205,049 | | | |
Total Asset-Light | | | 541,198 | | | | | | 301,204 | | | | | | 1,554,713 | | | | | | 984,164 | | | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Other and eliminations | |
| (39,459) | | | | |
| (39,182) | | | | |
| (148,419) | | | | |
| (136,032) | | | |
Total consolidated revenues |
| $ | 1,185,224 |
| |
|
| $ | 816,414 |
| |
|
| $ | 3,980,067 |
| |
|
| $ | 2,940,163 |
| | |
| | | | | | | | | | | | | | | | | | | | | | | | |
OPERATING EXPENSES | | | | | | | | | | | | | | | | | | | | | | | | |
Asset-Based | | | | | | | | | | | | | | | | | | | | | | | | |
Salaries, wages, and benefits |
| $ | 304,350 |
| 44.5 | % |
| $ | 275,476 |
| 49.7 | % |
| $ | 1,198,253 |
| 46.6 | % |
| $ | 1,095,694 | | 52.4 | % |
Fuel, supplies, and expenses | |
| 73,662 | | 10.8 | | |
| 52,051 | | 9.4 | | |
| 266,139 | | 10.3 | | |
| 209,095 | | 10.0 | |
Operating taxes and licenses | |
| 12,484 | | 1.8 | | |
| 12,581 | | 2.2 | | |
| 49,461 | | 1.9 | | |
| 49,300 | | 2.4 | |
Insurance | |
| 9,232 | | 1.4 | | |
| 8,910 | | 1.6 | | |
| 37,800 | | 1.5 | | |
| 33,568 | | 1.6 | |
Communications and utilities | |
| 4,581 | | 0.7 | | |
| 4,490 | | 0.8 | | |
| 18,773 | | 0.7 | | |
| 17,916 | | 0.8 | |
Depreciation and amortization | |
| 23,774 | | 3.5 | | |
| 23,675 | | 4.3 | | |
| 93,799 | | 3.6 | | |
| 94,326 | | 4.5 | |
Rents and purchased transportation | |
| 97,820 | | 14.3 | | |
| 78,795 | | 14.2 | | |
| 364,345 | | 14.2 | | |
| 250,159 | | 12.0 | |
Shared services | | | 67,277 | | 9.8 | | | | 62,104 | | 11.2 | | | | 263,532 | | 10.2 | | | | 217,258 | | 10.4 | |
Gain on sale of property and equipment(2) | |
| (52) | | — | | |
| (103) | | — | | |
| (8,676) | | (0.3) | | |
| (3,309) | | (0.2) | |
Innovative technology costs(3) | | | 6,328 | | 0.9 | | |
| 6,937 | | 1.3 | | |
| 27,631 | | 1.1 | | |
| 22,458 | | 1.1 | |
Other | |
| 906 | | 0.1 | | |
| 1,533 | | 0.3 | | |
| 2,009 | | 0.1 | | |
| 6,701 | | 0.3 | |
Total Asset-Based | |
| 600,362 | | 87.8 | % | |
| 526,449 | | 95.0 | % | |
| 2,313,066 | | 89.9 | % | |
| 1,993,166 | | 95.3 | % |
| | | | | | | | | | | | | | | | | | | | | | | | |
ArcBest(1) | | | | | | | | | | | | | | | | | | | | | | | | |
Purchased transportation | | $ | 402,834 | | 85.3 | % | | $ | 206,532 | | 84.1 | % | | $ | 1,097,332 | | 84.4 | % | | $ | 649,933 | | 83.4 | % |
Supplies and expenses | | | 2,746 | | 0.6 | | |
| 2,612 | | 1.0 | | |
| 10,531 | | 0.8 | | |
| 9,627 | | 1.2 | |
Depreciation and amortization(4) | |
| 4,283 | | 0.9 | | |
| 2,382 | | 1.0 | | |
| 11,387 | | 0.9 | | |
| 9,714 | | 1.3 | |
Shared services | | | 45,939 | | 9.7 | | | | 26,199 | | 10.7 | | | | 132,137 | | 10.1 | | | | 90,983 | | 11.7 | |
Gain on sale of subsidiary(5) | | | — | | — | | | | — | | — | | |
| (6,923) | | (0.5) | | |
| — | | — | |
Other | |
| 3,710 | | 0.8 | | |
| 2,924 | | 1.2 | | |
| 9,765 | | 0.7 | | |
| 9,203 | | 1.2 | |
| |
| 459,512 | | 97.3 | % | |
| 240,649 | | 98.0 | % | |
| 1,254,229 | | 96.4 | % | |
| 769,460 | | 98.8 | % |
FleetNet | |
| 67,749 | | 98.4 | % | |
| 55,067 | | 99.0 | % | |
| 249,543 | | 98.2 | % | |
| 201,682 | | 98.4 | % |
Total Asset-Light | | | 527,261 | | | | | | 295,716 | | | | | | 1,503,772 | | | | | | 971,142 | | | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Other and eliminations(6) | |
| (29,334) | | | | |
| (36,003) | | | | |
| (117,757) | | | | |
| (122,423) | | | |
Total consolidated operating expenses |
| $ | 1,098,289 |
| 92.7 | % |
| $ | 786,162 |
| 96.3 | % |
| $ | 3,699,081 |
| 92.9 | % |
| $ | 2,841,885 |
| 96.7 | % |
| | | | | | | | | | | | | | | | | | | | | | | | |
OPERATING INCOME | | | | | | | | | | | | | | | | | | | | | | | | |
Asset-Based | | $ | 83,123 | | | | | $ | 27,943 | | | | | $ | 260,707 | | | | | $ | 98,865 | | | |
| | | | | | | | | | | | | | | | | | | | | | | | |
ArcBest | |
| 12,823 | | | | |
| 4,930 | | | | | | 46,397 | | | | | | 9,655 | | | |
FleetNet | |
| 1,114 | | | | |
| 558 | | | | | | 4,544 | | | | | | 3,367 | | | |
Total Asset-Light | | | 13,937 | | | | | | 5,488 | | | | | | 50,941 | | | | | | 13,022 | | | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Other and eliminations(6) | |
| (10,125) | | | | |
| (3,179) | | | | |
| (30,662) | | | | |
| (13,609) | | | |
Total consolidated operating income | | $ | 86,935 | | | | | $ | 30,252 | | | | | $ | 280,986 | | | | | $ | 98,278 | | | |
| 1) | The 2021 periods include the operations of MoLo since the November 1, 2021 acquisition date. |
| 2) | The year ended December 31, 2021 includes an $8.6 million gain on the sale of an unutilized service center property. |
| 3) | Represents costs associated with the freight handling pilot test program at ABF Freight. |
| 4) | Depreciation and amortization includes amortization of intangibles associated with acquired businesses. |
| 5) | Gain relates to the sale of the labor services portion of the ArcBest segment’s moving business in second quarter 2021. |
| 6) | “Other and eliminations” includes corporate costs for certain unallocated shared service costs which are not attributable to any segment, additional investments to offer comprehensive transportation and logistics services across multiple operating segments, and other investments in ArcBest technology and innovations, including innovative technology costs. |
8
ARCBEST CORPORATION
RECONCILIATIONS OF GAAP TO NON-GAAP FINANCIAL MEASURES
Non-GAAP Financial Measures
We report our financial results in accordance with generally accepted accounting principles (“GAAP”). However, management believes that certain non-GAAP performance measures and ratios utilized for internal analysis provide analysts, investors, and others the same information that we use internally for purposes of assessing our core operating performance and provides meaningful comparisons between current and prior period results, as well as important information regarding performance trends. The use of certain non-GAAP measures improves comparability in analyzing our performance because it removes the impact of items from operating results that, in management's opinion, do not reflect our core operating performance. Other companies may calculate non-GAAP measures differently; therefore, our calculation may not be comparable to similarly titled measures of other companies. Certain information discussed in the scheduled conference call could be considered non-GAAP measures. Non-GAAP financial measures should be viewed in addition to, and not as an alternative for, our reported results. These financial measures should not be construed as better measurements than operating income, operating cash flow, net income or earnings per share, as determined under GAAP.
| | Three Months Ended | | Year Ended | |||||||||
| | December 31 | | | December 31 | | |||||||
|
| 2021 | | 2020 |
|
| 2021 | | | 2020 | | ||
ArcBest Corporation - Consolidated | | (Unaudited) | | ||||||||||
| | ($ thousands, except per share data) | | ||||||||||
Operating Income | | | | | | | | | | | | | |
Amounts on GAAP basis | | $ | 86,935 | | $ | 30,252 | | $ | 280,986 | | $ | 98,278 | |
Innovative technology costs, pre-tax(1) | | | 8,454 | | | 8,279 | | | 32,845 | | | 25,620 | |
Purchase accounting amortization(2) | | | 2,455 | | | 937 | | | 5,266 | | | 3,749 | |
Transaction costs, pre-tax(3) | | | 4,362 | | | — | | | 5,969 | | | — | |
Gain on sale of subsidiary, pre-tax(4) | | | — | | | — | | | (6,923) | | | — | |
Non-GAAP amounts | | $ | 102,206 | | $ | 39,468 | | $ | 318,143 | | $ | 127,647 | |
| | | | | | | | | | | | | |
Net Income | | | | | | | | | | | | | |
Amounts on GAAP basis | | $ | 65,488 | | $ | 23,914 | | $ | 213,521 | | $ | 71,100 | |
Innovative technology costs, after-tax (includes related financing costs)(1) | | | 6,388 | | | 6,283 | | | 24,871 | | | 19,604 | |
Purchase accounting amortization(2) | | | 1,837 | | | 702 | | | 3,940 | | | 2,805 | |
Transaction costs, after-tax(3) | | | 3,222 | | | — | | | 4,409 | | | — | |
Gain on sale of subsidiary, after-tax(4) | | | — | | | — | | | (5,437) | | | — | |
Nonunion pension expense, including settlement expense, after-tax(5) | | | — | | | — | | | — | | | 66 | |
Life insurance proceeds and changes in cash surrender value | | | (1,215) | | | (2,058) | | | (4,123) | | | (2,316) | |
Tax expense (benefit) from vested RSUs(6) | | | (236) | | | (31) | | | (7,647) | | | 510 | |
Tax credits(7) | | | (1,540) | | | (1,285) | | | (1,540) | | | (1,285) | |
Non-GAAP amounts | | $ | 73,944 | | $ | 27,525 | | $ | 227,994 | | $ | 90,484 | |
| | | | | | | | | | | | | |
Diluted Earnings Per Share | | | | | | | | | | | | | |
Amounts on GAAP basis | | $ | 2.47 | | $ | 0.89 | | $ | 7.98 | | $ | 2.69 | |
Innovative technology costs, after-tax (includes related financing costs)(1) | | | 0.24 | | | 0.24 | | | 0.93 | | | 0.74 | |
Purchase accounting amortization(2) | | | 0.07 | | | 0.03 | | | 0.15 | | | 0.11 | |
Transaction costs, after-tax(3) | | | 0.12 | | | — | | | 0.16 | | | — | |
Gain on sale of subsidiary, after-tax(4) | | | — | | | — | | | (0.20) | | | — | |
Nonunion pension expense, including settlement expense, after-tax(5) | | | — | | | — | | | — | | | — | |
Life insurance proceeds and changes in cash surrender value | | | (0.05) | | | (0.08) | | | (0.15) | | | (0.09) | |
Tax expense (benefit) from vested RSUs(6) | | | (0.01) | | | — | | | (0.29) | | | 0.02 | |
Tax credits(7) | | | (0.06) | | | (0.05) | | | (0.06) | | | (0.05) | |
Non-GAAP amounts(8) | | $ | 2.79 | | $ | 1.03 | | $ | 8.52 | | $ | 3.42 | |
| 1) | Represents costs associated with the freight handling pilot test program at ABF Freight and initiatives to optimize our performance through technological innovation, including costs related to our recently announced investment in human-centered remote operation software. |
| 2) | Represents the amortization of acquired intangible assets related to the November 1, 2021 acquisition of MoLo and previously acquired businesses in the ArcBest segment. |
| 3) | Transaction costs are associated with the acquisition of MoLo. |
| 4) | Gain relates to the sale of the labor services portion of ArcBest segment’s moving business in second quarter 2021. |
| 5) | Represents pension settlement expense related to the Company’s supplemental benefit plan. |
| 6) | The Company recognizes the tax impact for the vesting of share-based compensation resulting in excess tax expense (benefit). |
| 7) | Represents a research and development tax credit recognized in the tax provision during fourth quarter 2021 and 2020 which relates to the tax year ended February 28, 2021 and February 29, 2020, respectively. |
| 8) | Non-GAAP EPS is calculated in total and may not foot due to rounding. |
9
ARCBEST CORPORATION
RECONCILIATIONS OF GAAP TO NON-GAAP FINANCIAL MEASURES – Continued
| | Three Months Ended | | Year Ended | | ||||||||||||||||||||
| | December 31 | | December 31 | | ||||||||||||||||||||
|
| 2021 | | 2020 | | 2021 | | 2020 | | ||||||||||||||||
Segment Operating Income Reconciliations | | (Unaudited) | | ||||||||||||||||||||||
| | ($ thousands, except percentages) | | ||||||||||||||||||||||
Asset-Based Segment | | | | | | ||||||||||||||||||||
Operating Income ($) and Operating Ratio (% of revenues) | | | | | | | | | | | | | | | | ||||||||||
Amounts on GAAP basis | | $ | 83,123 | | 87.8 | % | | $ | 27,943 | | 95.0 | % | | $ | 260,707 | | 89.9 | % | | $ | 98,865 | | 95.3 | % | |
Innovative technology costs, pre-tax(1) | | | 6,328 | | (0.9) | | | | 6,937 | | (1.3) | | | | 27,631 | | (1.1) | | | | 22,458 | | (1.1) | | |
Non-GAAP amounts | | $ | 89,451 | | 86.9 | % | | $ | 34,880 | | 93.7 | % | | $ | 288,338 | | 88.8 | % | | $ | 121,323 | | 94.2 | % | |
| | | | | | ||||||||||||||||||||
Asset-Light | | | | | | ||||||||||||||||||||
| | | | | | ||||||||||||||||||||
ArcBest Segment | | | | | | ||||||||||||||||||||
Operating Income ($) and Operating Ratio (% of revenues) | | | | | | | | | | | | | | | | ||||||||||
Amounts on GAAP basis | | $ | 12,823 | | 97.3 | % | | $ | 4,930 | | 98.0 | % | | $ | 46,397 | | 96.4 | % | | $ | 9,655 | | 98.8 | % | |
Purchase accounting amortization(2) | | | 2,455 | | (0.5) | | | | 937 | | (0.4) | | | | 5,266 | | (0.4) | | | | 3,749 | | (0.5) | | |
Gain on sale of subsidiary, pre-tax(3) | | | — | | — | | | | — | | — | | | | (6,923) | | 0.5 | | | | — | | — | | |
Non-GAAP amounts | | $ | 15,278 | | 96.8 | % | | $ | 5,867 | | 97.6 | % | | $ | 44,740 | | 96.5 | % | | $ | 13,404 | | 98.3 | % | |
| | | | | | ||||||||||||||||||||
FleetNet Segment | | | | | | ||||||||||||||||||||
Operating Income ($) and Operating Ratio (% of revenues) | | | | | | | | | | | | | | | | ||||||||||
Amounts on GAAP basis | | $ | 1,114 | | 98.4 | % | | $ | 558 | | 99.0 | % | | $ | 4,544 | | 98.2 | % | | $ | 3,367 | | 98.4 | % | |
| | | | | | ||||||||||||||||||||
Total Asset-Light | | | | | | ||||||||||||||||||||
Operating Income ($) and Operating Ratio (% of revenues) | | | | | | | | | | | | | | | | ||||||||||
Amounts on GAAP basis | | $ | 13,937 | | 97.4 | % | | $ | 5,488 | | 98.2 | % | | $ | 50,941 | | 96.7 | % | | $ | 13,022 | | 98.7 | % | |
Purchase accounting amortization(2) | | | 2,455 | | (0.5) | | | | 937 | | (0.3) | | | | 5,266 | | (0.3) | | | | 3,749 | | (0.4) | | |
Gain on sale of subsidiary, pre-tax(3) | | | — | | — | | | | — | | — | | | | (6,923) | | 0.4 | | | | — | | — | | |
Non-GAAP amounts | | $ | 16,392 | | 96.9 | % | | $ | 6,425 | | 97.9 | % | | $ | 49,284 | | 96.8 | % | | $ | 16,771 | | 98.3 | % | |
| | | | | | ||||||||||||||||||||
Other and Eliminations | | | | | | ||||||||||||||||||||
Operating Loss ($) | | | | | | | | | | | | | | | | ||||||||||
Amounts on GAAP basis | | $ | (10,125) | | | | | $ | (3,179) | | | | | $ | (30,662) | | | | | $ | (13,609) | | | | |
Innovative technology costs, pre-tax(4) | | | 2,126 | | | | | | 1,342 | | | | | | 5,214 | | | | | | 3,162 | | | | |
Transaction costs, pre-tax(5) | | | 4,362 | | | | | | — | | | | | | 5,969 | | | | | | — | | | | |
Non-GAAP amounts | | $ | (3,637) | | | | | $ | (1,837) | | | | | $ | (19,479) | | | | | $ | (10,447) | | | | |
| 1) | Represents costs associated with the freight handling pilot test program at ABF Freight. |
| 2) | Represents the amortization of acquired intangible assets related to the November 1, 2021 acquisition of MoLo and previously acquired businesses in the ArcBest segment. Included in depreciation and amortization within ArcBest segment operating expenses. |
| 3) | Gain relates to the sale of the labor services portion of the ArcBest segment’s moving business in second quarter 2021. |
| 4) | Represents costs associated with initiative to optimize our performance through technological innovation, including costs related to our recently announced investment in human-centered remote operation software, and costs related to the freight handling pilot test program at ABF Freight. |
| 5) | Transaction costs are associated with the acquisition of MoLo. |
10
ARCBEST CORPORATION
RECONCILIATIONS OF GAAP TO NON-GAAP FINANCIAL MEASURES – Continued
Effective Tax Rate Reconciliation | | | | | | | | | | | | | | | ||||
ArcBest Corporation - Consolidated | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | |
(Unaudited) | | | | | | | | | | | | | | | | | | |
($ thousands, except percentages) | | Three Months Ended December 31, 2021 | ||||||||||||||||
| | | | | Other | | Income | | Income | | | | | | | |||
| | Operating | | Income | | Before Income | | Tax | | Net | | | ||||||
| | Income | | (Costs) | | Taxes | | Provision | | Income | | Tax Rate(8) | ||||||
Amounts on GAAP basis | | $ | 86,935 | | $ | (736) | | $ | 86,199 | | $ | 20,711 | | $ | 65,488 | | 24.0 | % |
Innovative technology costs(1) | | | 8,454 | | | 149 | | | 8,603 | | | 2,215 | | | 6,388 | | 25.7 | |
Purchase accounting amortization(2) | | | 2,455 | | | — | | | 2,455 | | | 618 | | | 1,837 | | 25.2 | |
Transaction costs(3) | | | 4,362 | | | — | | | 4,362 | | | 1,140 | | | 3,222 | | 26.1 | |
Life insurance proceeds and changes in cash surrender value | | | — | | | (1,215) | | | (1,215) | | | — | | | (1,215) | | — | |
Tax benefit from vested RSUs(4) | | | — | | | — | | | — | | | 236 | | | (236) | | — | |
Tax credits(5) | | | — | | | — | | | — | | | 1,540 | | | (1,540) | | — | |
Non-GAAP amounts | | $ | 102,206 | | $ | (1,802) | | $ | 100,404 | | $ | 26,460 | | $ | 73,944 | | 26.4 | % |
| | Year Ended December 31, 2021 | ||||||||||||||||
| | | | Other | | Income | | Income | | | | | | | ||||
| | Operating | | Income | | Before Income | | Tax | | Net | | | ||||||
| | Income | | (Costs) | | Taxes | | Provision | | Income | | Tax Rate(8) | ||||||
Amounts on GAAP basis | | $ | 280,986 | | $ | (3,832) | | $ | 277,154 | | $ | 63,633 | | $ | 213,521 | | 23.0 | % |
Innovative technology costs(1) | | | 32,845 | | | 646 | | | 33,491 | | | 8,620 | | | 24,871 | | 25.7 | |
Purchase accounting amortization(2) | | | 5,266 | | | — | | | 5,266 | | | 1,326 | | | 3,940 | | 25.2 | |
Transaction costs(3) | | | 5,969 | | | — | | | 5,969 | | | 1,560 | | | 4,409 | | 26.1 | |
Gain on sale of subsidiary(6) | | | (6,923) | | | — | | | (6,923) | | | (1,486) | | | (5,437) | | (21.5) | |
Life insurance proceeds and changes in cash surrender value | | | — | | | (4,123) | | | (4,123) | | | — | | | (4,123) | | — | |
Tax benefit from vested RSUs(4) | | | — | | | — | | | — | | | 7,647 | | | (7,647) | | — | |
Tax credits(5) | | | — | | | — | | | — | | | 1,540 | | | (1,540) | | — | |
Non-GAAP amounts | | $ | 318,143 | | $ | (7,309) | | $ | 310,834 | | $ | 82,840 | | $ | 227,994 | | 26.7 | % |
| | Three Months Ended December 31, 2020 | ||||||||||||||||
| | | | Other | | Income | | Income | | | | | | |||||
| | Operating | | Income | | Before Income | | Tax | | Net | | | ||||||
| | Income | | (Costs) | | Taxes | | Provision | | Income | | Tax Rate(8) | ||||||
Amounts on GAAP basis | | $ | 30,252 | | $ | (53) | | $ | 30,199 | | $ | 6,285 | | $ | 23,914 | | 20.8 | % |
Innovative technology costs(1) | | | 8,279 | | | 182 | | | 8,461 | | | 2,178 | | | 6,283 | | 25.7 | |
Purchase accounting amortization(2) | | | 937 | | | | | | 937 | | | 235 | | | 702 | | 25.1 | |
Life insurance proceeds and changes in cash surrender value | | | — | | | (2,058) | | | (2,058) | | | — | | | (2,058) | | — | |
Tax benefit from vested RSUs(4) | | | — | | | — | | | — | | | 31 | | | (31) | | — | |
Tax credits(5) | | | — | | | — | | | — | | | 1,285 | | | (1,285) | | — | |
Non-GAAP amounts | | $ | 39,468 | | $ | (1,929) | | $ | 37,539 | | $ | 10,014 | | $ | 27,525 | | 26.7 | % |
| | Year Ended December 31, 2020 | ||||||||||||||||
| | | | Other | | Income | | Income | | | | | | | ||||
| | Operating | | Income | | Before Income | | Tax | | Net | | | ||||||
| | Income | | (Costs) | | Taxes | | Provision | | Income | | Tax Rate(8) | ||||||
Amounts on GAAP basis | | $ | 98,278 | | $ | (5,782) | | $ | 92,496 | | $ | 21,396 | | $ | 71,100 | | 23.1 | % |
Innovative technology costs(1) | | | 25,620 | | | 779 | | | 26,399 | | | 6,795 | | | 19,604 | | 25.7 | |
Purchase accounting amortization(2) | | | 3,749 | | | | | | 3,749 | | | 944 | | | 2,805 | | 25.2 | |
Nonunion pension expense, including settlement (7) | | | — | | | 89 | | | 89 | | | 23 | | | 66 | | 25.8 | |
Life insurance proceeds and changes in cash surrender value | | | — | | | (2,316) | | | (2,316) | | | — | | | (2,316) | | — | |
Tax expense from vested RSUs(4) | | | — | | | — | | | — | | | (510) | | | 510 | | — | |
Tax credits(5) | | | — | | | — | | | — | | | 1,285 | | | (1,285) | | — | |
Non-GAAP amounts | | $ | 127,647 | | $ | (7,230) | | $ | 120,417 | | $ | 29,933 | | $ | 90,484 | | 24.9 | % |
| 1) | Represents costs associated with the freight handling pilot test program at ABF Freight and initiatives to optimize our performance through technological innovation, including costs related to our recently announced investment in human-centered remote operation software. |
| 2) | Represents the amortization of acquired intangible assets related to the November 1, 2021 acquisition of MoLo and previously acquired businesses in the ArcBest segment. |
| 3) | Transaction costs are associated with the acquisition of MoLo. |
| 4) | The Company recognizes the tax impact for the vesting of share-based compensation resulting in excess tax expense (benefit). |
| 5) | Represents a research and development tax credit recognized in the tax provision during fourth quarter 2021 and 2020 which relates to the tax year ended February 28, 2021 and February 29, 2020, respectively. |
| 6) | Gain relates to the sale of the labor services portion of the ArcBest segment’s moving business in second quarter 2021. |
| 7) | Represents pension settlement expense related to the Company’s supplemental benefit plan. |
| 8) | Tax rate for total “Amounts on GAAP basis” represents the effective tax rate. The tax effects of non-GAAP adjustments are calculated based on the statutory rate applicable to each item based on tax jurisdiction, unless the nature of the item requires the tax effect to be estimated by applying a specific tax treatment. |
11
ARCBEST CORPORATION
RECONCILIATIONS OF GAAP TO NON-GAAP FINANCIAL MEASURES – Continued
Adjusted Earnings Before Interest, Taxes, Depreciation, and Amortization (Adjusted EBITDA)
Management uses Adjusted EBITDA as a key measure of performance and for business planning. The measure is particularly meaningful for analysis of operating performance because it excludes amortization of acquired intangibles and software of the Asset-Light businesses, which are significant expenses resulting from strategic decisions rather than core daily operations. Additionally, Adjusted EBITDA is a primary component of the financial covenants contained in our credit agreement. The calculation of Asset-Light Adjusted EBITDA as presented below begins with operating income, as other income (costs), income taxes, and net income are reported at the consolidated level and not included in the operating segment financial information evaluated by management to make operating decisions.
| | Three Months Ended | | Year Ended | |||||||||
| | December 31 | | | December 31 | | |||||||
|
| 2021 |
| 2020 |
| 2021 |
| 2020 |
| ||||
| | (Unaudited) |
| ||||||||||
ArcBest Corporation - Consolidated Adjusted EBITDA | | ($ thousands) |
| ||||||||||
| | | |||||||||||
Net Income | | $ | 65,488 | | $ | 23,914 | | $ | 213,521 | | $ | 71,100 | |
Interest and other related financing costs | |
| 2,130 | |
| 2,512 | |
| 8,904 | |
| 11,697 | |
Income tax provision | |
| 20,711 | |
| 6,285 | |
| 63,633 | |
| 21,396 | |
Depreciation and amortization(1) | |
| 33,226 | |
| 30,260 | |
| 124,221 | |
| 118,391 | |
Amortization of share-based compensation | |
| 2,859 | |
| 2,522 | |
| 11,426 | |
| 10,478 | |
Amortization of net actuarial gains of benefit plans and pension settlement expense(2) | |
| (135) | |
| (148) | |
| (539) | |
| (500) | |
Transaction costs(3) | | | 4,362 | | | — | | | 5,969 | | | — | |
Consolidated Adjusted EBITDA | | $ | 128,641 | | $ | 65,345 | | $ | 427,135 | | $ | 232,562 | |
| 1) | Includes amortization of intangibles associated with acquired businesses. |
| 2) | The year ended December 31, 2020 includes pre-tax pension settlement expense of $0.1 million related to the Company’s supplemental benefit plan. |
| 3) | Transaction costs are associated with the acquisition of MoLo. |
| | Three Months Ended | | Year Ended | | ||||||||
| | December 31 | | December 31 | | ||||||||
|
| 2021 | | 2020 | | 2021 | | 2020 | | ||||
Asset-Light Adjusted EBITDA | | (Unaudited) | | ||||||||||
| | ($ thousands) | | ||||||||||
| | | | | |||||||||
ArcBest | | | | | | | | | | | | | |
Operating Income | | $ | 12,823 | | $ | 4,930 | | $ | 46,397 | | $ | 9,655 | |
Depreciation and amortization(4) | | | 4,283 | | | 2,382 | | | 11,387 | | | 9,714 | |
Adjusted EBITDA | | $ | 17,106 | | $ | 7,312 | | $ | 57,784 | | $ | 19,369 | |
| | | | | |||||||||
FleetNet | | | | | |||||||||
Operating Income | | $ | 1,114 | | $ | 558 | | $ | 4,544 | | $ | 3,367 | |
Depreciation and amortization(4) | | | 420 | | | 418 | | | 1,661 | | | 1,622 | |
Adjusted EBITDA | | $ | 1,534 | | $ | 976 | | $ | 6,205 | | $ | 4,989 | |
| | | | | |||||||||
Total Asset-Light | | | | | | | | | | | | | |
Operating Income | | $ | 13,937 | | $ | 5,488 | | $ | 50,941 | | $ | 13,022 | |
Depreciation and amortization(4) | | | 4,703 | | | 2,800 | | | 13,048 | | | 11,336 | |
Adjusted EBITDA | | $ | 18,640 | | $ | 8,288 | | $ | 63,989 | | $ | 24,358 | |
| 4) | Includes amortization of intangibles associated with acquired businesses. |
12
ARCBEST CORPORATION
OPERATING STATISTICS
| | Three Months Ended | | Year Ended | | ||||||||||||
| | December 31 | | December 31 | | ||||||||||||
|
| 2021 |
| 2020 |
| % Change |
| 2021 |
| 2020 |
| % Change | | ||||
| | (Unaudited) | | | | | | | | | | ||||||
Asset-Based | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | |
Workdays |
| | 61.5 |
| | 61.5 | | |
| | 252.0 |
| | 253.0 | | | |
| | | | | | | | | | | | | | | | | |
Billed Revenue(1) / CWT | | $ | 41.96 | | $ | 35.76 |
| 17.3% | | $ | 39.70 | | $ | 34.60 |
| 14.7% | |
| | | | | | | | | | | | | | | | | |
Billed Revenue(1) / Shipment | | $ | 557.49 | | $ | 458.71 |
| 21.5% | | $ | 522.85 | | $ | 441.73 |
| 18.4% | |
| | | | | | | | | | | | | | | | | |
Shipments | |
| 1,224,928 | |
| 1,206,783 |
| 1.5% | |
| 4,941,780 | |
| 4,756,248 |
| 3.9% | |
| | | | | | | | | | | | | | | | | |
Shipments / Day | |
| 19,918 | |
| 19,622 |
| 1.5% | |
| 19,610 | |
| 18,799 |
| 4.3% | |
| | | | | | | | | | | | | | | | | |
Tonnage (Tons) | |
| 813,639 | |
| 773,915 |
| 5.1% | |
| 3,253,853 | |
| 3,035,834 |
| 7.2% | |
| | | | | | | | | | | | | | | | | |
Tons / Day | |
| 13,230 | |
| 12,584 |
| 5.1% | |
| 12,912 | |
| 11,999 |
| 7.6% | |
| | | | | | | | | | | | | | | | | |
Pounds / Shipment | |
| 1,328 | |
| 1,283 | | 3.5% | | | 1,317 | |
| 1,277 | | 3.1% | |
| | | | | | | | | | | | | | | | | |
Average Length of Haul (Miles) | |
| 1,091 | |
| 1,097 |
| (0.5)% | |
| 1,097 | |
| 1,080 |
| 1.6% | |
| | | | | | | | | | | | | | | | | |
| 1) | Revenue for undelivered freight is deferred for financial statement purposes in accordance with the Asset-Based segment revenue recognition policy. Billed revenue used for calculating revenue per hundredweight measurements has not been adjusted for the portion of revenue deferred for financial statement purposes. |
| | Year Over Year % Change | ||||
| | Three Months Ended | Year Ended | |||
|
| December 31, 2021 | December 31, 2021 | |||
| | (Unaudited) | ||||
ArcBest(2) | | | | | | |
| | | | | | |
Revenue / Shipment | | | 33.9% | | | 31.0% |
| | | | | | |
Shipments / Day | | | 50.8% | | | 30.6% |
| 2) | Statistical data related to the operations of MoLo since the November 1, 2021 acquisition date are included in the presentation of operating statistics for the ArcBest segment. Statistical data related to managed transportation solutions transactions are not included in the presentation. |
###
13
Exhibit 99.2
ArcBest® is providing this exhibit as supplemental information to its scheduled conference call and the press release announcing the Company’s unaudited fourth quarter 2021 results filed as Exhibit 99.1 to the Company’s Current Report on Form 8-K. Certain statements and information in this exhibit may constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Refer to the “Forward-Looking Statements” disclosure at the end of this exhibit.
Non-GAAP Financial Measures
ArcBest reports its financial results in accordance with generally accepted accounting principles (“GAAP”); however, this exhibit includes certain non-GAAP information. Refer to the discussion of non-GAAP information included in Item 2.02 of the Current Report on Form 8-K to which this exhibit is included for further information, including reference to reconciliations of GAAP to non-GAAP financial measures provided by the Company.
Summary Operating and Financial Impacts
ArcBest Consolidated
On a preliminary basis, January 2022 consolidated revenues grew approximately 56% on a per day basis compared to January 2021, reflecting continued customer demand for our logistics solutions and growth in all three operating segments. The consolidated revenue growth in January 2022 benefited from the acquisition of MoLo Solutions, LLC (“MoLo”).
Asset-Based Segment
4Q’21 Year-over-Year Yield Metrics
| ● | Billed Rev/Cwt on LTL-rated freight, excluding fuel surcharges, increased by a percentage in the double digits. |
| ● | Average increase on Contract renewals and Deferred Pricing agreements negotiated during 4Q’21: +10.2%, the highest increase in any quarter in history. |
Year-over-Year Monthly Total Daily Business Trends
|
| October 2021 |
| November 2021 |
| December 2021 |
| January 2022(1)(2) |
| ||||
| | | | | | | | | | | | | |
Billed Revenue/Day(3) | | | +20.4 | % | | +25.4 | % | | +24.4 | % | | +22 | % |
Tons/Day | |
| +1.5 | % |
| +7.1 | % |
| +6.9 | % |
| +2 | % |
Shipments/Day | |
| +1.7 | % |
| +3.8 | % |
| -1.0 | % |
| -1 | % |
| 1) | Statistics for the full month of January 2022 have not been finalized and are preliminary. |
| 2) | There were 20.5 workdays in January 2022 and 20 workdays in January 2021. |
| 3) | Revenue for undelivered freight is deferred for financial statement purposes in accordance with the Asset-Based segment revenue recognition policy. Billed revenue per day has not been adjusted for the portion of revenue deferred for financial statement purposes. |
1
See tables above for January 2022 revenue, tonnage and shipment metric comparisons.
Statistics for January 2022 have not been finalized. Preliminary Asset-Based financial metrics and business trends for January 2022, compared to the same period last year, are as follows:
| ● | Total Billed Revenue/CWT increased approximately 20% including higher fuel surcharge. |
| ● | Total Billed Revenue/Shipment increased approximately 23%. |
| ● | Total Weight/Shipment increased approximately 3%. |
The January 2022 Asset-Based tonnage and shipment trends have been impacted by fewer transactional shipments versus last year, which were intentionally moderated to serve the increasing demand from core customers. Our core, or published, LTL tonnage and shipments increased by a percentage in the high-single digits in January 2022 over January 2021. The sequential changes in average daily tonnage and shipments with these core customers compared to December were some of the best over the last ten years.
In the most recent five years, the historical average sequential change in ArcBest’s Asset-Based operating ratio, in the first quarter versus the fourth quarter, has been an average increase of approximately 250 basis points. The Asset-Based operating ratio in first quarter 2021 was favorably impacted by a gain on asset sales and pandemic-related effects on the business as compared to fourth quarter 2020.
1Q’22 Other Items
| ● | 63.5 Working Days compared to 63 working days in 1Q’21 |
| ● | Projected Innovative Technology Costs in our Asset-Based business associated with the freight handling pilot test program at ABF Freight (non-GAAP reconciling item): $6.5 million vs. $7 million in 1Q’21 |
2
Asset-Light ArcBest Operating Segment [Excluding FleetNet]
4Q’21 and January 2022 Year-over-Year Monthly Total Daily Business Trends
|
| October 2021 |
| November 2021(1) |
| December 2021(1) |
| January 2022(1)(2)(3) |
| ||||
| | | | | | | | | | | | | |
Revenue/Day | | | +46.6 | % | | +108.5 | % | | +120.5 | % | | +135 | % |
| 1) | Includes revenue of the acquired MoLo business which was effective on November 1, 2021. |
| 2) | Statistics for the full month of January 2022 have not been finalized and are preliminary. |
| 3) | There were 20.5 workdays in January 2022 and 20 workdays in January 2021. |
Preliminary Asset-Light financial metrics and business trends for January 2022, compared to January 2021, are as follows:
| ● | Revenue growth reflects increases in truckload brokerage, expedite and managed solutions. |
| ● | Purchased transportation expense represented approximately 87% of revenues in January 2022, slightly higher than December 2021. Purchased transportation expense was 83% of revenues in January 2021. |
| ● | Revenue from the acquired operations of MoLo have impacted the financial metric comparisons and business trends. As previously disclosed, the MoLo business is expected to operate at breakeven margin levels through most of 2022. Earnings accretion (before purchase accounting amortization) on the MoLo business is expected to begin in fourth quarter 2022. |
4Q’21 Year-over-Year Monthly Total Daily Business Trends Excluding Results For MoLo
|
| October 2021 |
| November 2021(4) |
| December 2021(4) |
| |||
| | | | | | | | | | |
Revenue/Day | | | +46.6 | % | | +39.1 | % | | +43.9 | % |
| 4) | Excludes revenue of the acquired MoLo business which was effective on November 1, 2021 |
Asset-Light financial metrics and business trends (excluding results for MoLo) for fourth quarter 2021, compared to fourth quarter 2020, are as follows:
| ● | Purchased transportation expense per day increased approximately 43%. |
Beginning in 2022, MoLo’s results will be reported as a part of the Asset-Light ArcBest Operating Segment, excluding FleetNet, and will not be shown separately.
3
ArcBest Consolidated
1Q’22 – Projected
| ● | Loss in “Other and eliminations” (non-GAAP basis): $6 million vs. $6 million in 1Q’21. |
| ● | Projected Innovative Technology Costs in “Other and eliminations” related to our freight handling pilot program and human-centered remote and automated operations, as recently announced in connection with our investment in Phantom Auto (non-GAAP reconciling item): $3 million vs. $1 million in 1Q’21. |
| ● | Interest Expense, net of Interest Income: $2 million vs. $2 million in 1Q’21 |
FY’22 – Projected
| ● | Loss in “Other and eliminations” (non-GAAP basis): $19 million vs. $19 million in 2021. |
| ● | Projected Innovative Technology Costs in “Other and eliminations” related to our freight handling pilot program and human-centered remote and automated operations, as recently announced in connection with our investment in Phantom Auto (non-GAAP reconciling item): $12 million vs. $5 million in 2021. |
| ● | Interest Expense, net of Interest Income: $8.6 million vs. $7.6 million in 2021 |
Capital Expenditures
FY’21 – Actual
| ● | Total Net Capital Expenditures, including financed equipment: $104 million |
| ● | Includes revenue equipment purchases (majority for Asset-Based) of $79 million. |
| ● | Revenue equipment purchases in 2021 were lower than the original estimate because of pandemic-related manufacturing delays, primarily on new road tractors. As a result, approximately $35 million of planned 2021 net capital expenditures are included in the 2022 net capital expenditures total. |
| ● | Depreciation and amortization costs on property, plant and equipment: $118.9 million |
| ● | Intangible asset amortization: $5.4 million |
FY’22 – Projected
| ● | Total Net Capital Expenditures, including financed equipment: $270 million to $290 million |
| ● | As noted above, approximately $35 million of previously planned 2021 net capital expenditures, associated with pandemic-related manufacturing delays, are included in the 2022 net capital expenditures total. |
| ● | Includes revenue equipment purchases (majority for Asset-Based) of $160 million. |
| ● | Includes real estate expenditures (majority for Asset-Based) of $45 million to $55 million. |
| ● | The remaining amount of capital expenditures includes items related to technology and miscellaneous dock equipment upgrades and enhancements. |
| ● | Depreciation and amortization costs on property, plant and equipment: $125 million to $130 million |
| ● | Intangible asset amortization, primarily reflecting purchase accounting amortization related to the MoLo acquisition: $13 million |
4
Long-Term Financial Targets
| ● | ArcBest Consolidated 2025 Revenue: $7 billion to $8 billion |
| ● | Operating Margin |
| o | Asset-Based: 10% - 15% |
| o | Asset-Light (excluding FleetNet): 4% - 6% |
| ● | Return On Capital Employed (ROCE) 1: Exceed long-term average of the S&P 5002 |
Additional Detailed Information
Asset-Based Segment
Annual Union Profit-Sharing Bonus
As provided in ABF Freight’s current Teamster labor contract, for the full years of 2019 through 2022, ABF Freight’s Teamster employees are eligible for an annual profit-sharing bonus, as shown in the following table. The operating ratio (“OR”) used to calculate the bonus amount is on a GAAP basis. The potential bonus would be based on full-year union employee earnings. While impacted by business and associated labor levels which are subject to change, the estimate of one percent of the annual earnings for the ABF Freight union employees who are eligible for this benefit approximates $5.5 million - $6 million of union bonus expense.
During years in which ArcBest’s internal forecasts indicate an expectation of paying the union bonus, we will accrue for this expense throughout the year, generally in proportion of the quarterly results as a percentage of the annual projection. As we do not provide public updates on our projected operating ratio or our expectations for paying the union bonus, any details of amounts accrued will not be provided. If financial models reflect an operating ratio that meets the payout thresholds shown below, ArcBest encourages analysts to include expenses for the union bonus in quarterly and annual earnings per share projections for the company.
ABF Freight Published Annual OR (GAAP basis) | Bonus Amount |
95.1 to 96.0 | 1% |
93.1 to 95.0 | 2% |
93.0 and below | 3% |
ArcBest Consolidated
ArcBest’s fourth quarter 2021 effective GAAP tax rate was 24.0%. The “Effective Tax Rate Reconciliation” table of ArcBest’s fourth quarter 2021 earnings press release in Exhibit 99.1 shows the reconciliation of GAAP to non-GAAP effective tax rates. The tax rate used to calculate non-GAAP EPS was 26.4% for fourth quarter 2021. Under the current tax laws, we expect our full year 2022 non-GAAP tax rate to be in a range of 26% to 27%. The effective GAAP tax rate may be impacted by discrete items that could occur during the remainder of the year.
1 ROCE as defined as (Net Income + After-Tax Interest Expense) / (Average Total Debt + Average Common Equity).
2 The long-term ROCE is compiled by a third-party which includes returns of the S&P 500 over a 20-year period.
5
“Other and eliminations” within Operating Income on the Operating Segment Data and Operating Ratios statement
The “Other and eliminations” line includes expenses related to shared services for the delivery of comprehensive transportation and logistics services to ArcBest’s customers, as well as investments in ArcBest technology and innovation. Shared services represent costs incurred to support all segments including sales, yield, customer service, marketing, capacity sourcing functions, human resources, financial services, information technology, legal and other company-wide services. Shared services are primarily allocated to the reporting segments based upon resource utilization-related metrics, such as shipment levels, and therefore fluctuate with business levels. As a result, the loss in “Other and eliminations” tends to be higher in periods when business levels are lower, and consequently allocations to operating segments are lower, which is typically during the first and fourth quarters of the year; however, for both 2020 and 2021, fourth quarter shipment levels for our Asset-Based and Asset-Light ArcBest segments were the highest quarterly shipment levels of the year on a per-day basis. Increases in previously announced investments in innovative technology costs reported in the “Other and eliminations” line were partially offset by the impact of these higher fourth quarter business levels on shared service allocations.
“Other, net” line within Other Income (Costs) on the Consolidated Statements of Operations
The “Other, net” line of ArcBest’s income statement primarily includes the costs associated with postretirement plans and changes in cash surrender value of life insurance. After excluding non-GAAP reconciling items detailed in the table below, ArcBest expects the 2022 non-GAAP “Other, net” expense to approximate the 2021 expense.
Changes in cash surrender value of life insurance included an increase of $1.2 million in fourth quarter 2021 compared to an increase of $2.1 million in fourth quarter 2020, reflecting lower market gains experienced in fourth quarter 2021 on these assets that are invested much like pension plan assets. ArcBest excludes changes in cash surrender value when presenting non-GAAP net income and EPS.
|
| Three Months Ended | | Year Ended |
| ||||||||
| | December 31 | | December 31 | | ||||||||
|
| 2021 |
| 2020 |
| 2021 |
| 2020 |
| ||||
|
| (in millions) | |||||||||||
Other, net | | | | | | | | | | | | | |
Amounts on GAAP basis - income (costs) | | $ | 1.2 | | $ | 2.0 | | $ | 3.8 | | $ | 2.3 | |
Non-GAAP Adjustments: | | | | | | | | | | | | | |
Nonunion pension expense, including settlement, pre-tax(1) | |
| — | |
| — | |
| — | |
| 0.1 | |
Life insurance proceeds and gains in cash surrender value(1) | |
| (1.2) | |
| (2.1) | |
| (4.1) | |
| (2.3) | |
Non-GAAP amounts - income (costs) | | $ | — | | $ | (0.1) | | $ | (0.3) | | $ | 0.1 | |
| 1) | Amounts in parentheses indicate gains. |
6
Forward-Looking Statements
The following is a “safe harbor” statement under the Private Securities Litigation Reform Act of 1995: Certain statements and information contained in this exhibit may constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, including, among others, statements regarding (i) our expectations about our intrinsic value or our prospects for growth and value creation and (ii) our financial outlook, position, strategies, goals, and expectations. Terms such as “anticipate,” “believe,” “could,” “estimate,” “expect,” “forecast,” “foresee,” “intend,” “may,” “plan,” “predict,” “project,” “scheduled,” “should,” “would,” and similar expressions and the negatives of such terms are intended to identify forward-looking statements. These statements are based on management’s beliefs, assumptions, and expectations based on currently available information, are not guarantees of future performance, and involve certain risks and uncertainties (some of which are beyond our control). Although we believe that the expectations reflected in these forward-looking statements are reasonable as and when made, we cannot provide assurance that our expectations will prove to be correct. Actual outcomes and results could materially differ from what is expressed, implied, or forecasted in these statements due to a number of factors, including, but not limited to: market fluctuations and interruptions affecting the price of our stock or the price or timing of our share repurchase programs; widespread outbreak of an illness or disease, including the COVID-19 pandemic and its effects, or any other public health crisis, as well as regulatory measures implemented in response to such events; external events which may adversely affect us or the third parties who provide services for us, for which our business continuity plans may not adequately prepare us; a failure of our information systems, including disruptions or failures of services essential to our operations or upon which our information technology platforms rely, data breach, and/or cybersecurity incidents; interruption or failure of third-party software or information technology systems or licenses; untimely or ineffective development and implementation of, or failure to realize potential benefits associated with, new or enhanced technology or processes, including the pilot test program at ABF Freight; the loss or reduction of business from large customers; the ability to manage our cost structure, and the timing and performance of growth initiatives; the cost, integration, and performance of any recent or future acquisitions, including the MoLo acquisition, and the inability to realize the anticipated benefits of the acquisition within the expected time period or at all; the timing or amount of the earnout payments for the MoLo acquisition, if any; maintaining our corporate reputation and intellectual property rights; competitive initiatives and pricing pressures; increased prices for and decreased availability of new revenue equipment, decreases in value of used revenue equipment, and higher costs of equipment-related operating expenses such as maintenance, fuel, and related taxes; availability of fuel, the effect of volatility in fuel prices and the associated changes in fuel surcharges on securing increases in base freight rates, and the inability to collect fuel surcharges; relationships with employees, including unions, and our ability to attract, retain, and develop employees; unfavorable terms of, or the inability to reach agreement on, future collective bargaining agreements or a workforce stoppage by our employees covered under ABF Freight’s collective bargaining agreement; union employee wages and benefits, including changes in required contributions to multiemployer plans; availability and cost of reliable third-party services; our ability to secure independent owner operators and/or operational or regulatory issues related to our use of their services; litigation or claims asserted against us; governmental regulations; environmental laws and regulations, including emissions-control regulations; default on covenants of financing arrangements and the availability and terms of future financing arrangements; self-insurance claims and insurance premium costs; potential impairment of goodwill and intangible assets; general economic conditions and related shifts in market demand that impact the performance and needs of industries we serve and/or limit our customers’ access to adequate financial resources; seasonal fluctuations and adverse weather conditions; and other financial, operational, and legal risks and uncertainties detailed from time to time in ArcBest Corporation’s public filings with the Securities and Exchange Commission (the “SEC”).
For additional information regarding known material factors that could cause our actual results to differ from our projected results, please see our filings with the SEC, including our Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, and Current Reports on Form 8-K.
Readers are cautioned not to place undue reliance on forward-looking statements, which speak only as of the date hereof. We undertake no obligation to publicly update or revise any forward-looking statements after the date they are made, whether as a result of new information, future events, or otherwise.
7
Exhibit 99.3
| Q4 2021 Earnings Presentation |
| Forward Looking Statements 2 Certain statements and information in this presentation may constitute “forward - looking statements” within the meaning of the Pr ivate Securities Litigation Reform Act of 1995, including, among others, statements regarding ( i ) our expectations about our intrinsic value or our prospects for growth and value creation and (ii) our financial outlook, p osi tion, strategies, goals, and expectations. Terms such as “anticipate,” “believe,” “could,” “estimate,” “expect,” “forecast,” “foresee,” “intend,” “may,” “plan,” “predict,” “project,” “scheduled,” “should,” “ wou ld,” and similar expressions and the negatives of such terms are intended to identify forward - looking statements. These statements are based on management’s beliefs, assumptions, and expectations based on currently avai lab le information, are not guarantees of future performance, and involve certain risks and uncertainties (some of which are beyond our control). Although we believe that the expectations reflected in these forwar d - l ooking statements are reasonable as and when made, we cannot provide assurance that our expectations will prove to be correct. Actual outcomes and results could materially differ from what is expressed, i mpl ied, or forecasted in these statements due to a number of factors, including, but not limited to: market fluctuations and interruptions affecting the price of our stock or the price or timing of our share repurchase pro gra ms; widespread outbreak of an illness or disease, including the COVID - 19 pandemic and its effects, or any other public health crisis, as well as regulatory measures implemented in response to such events; external e ven ts which may adversely affect us or the third parties who provide services for us, for which our business continuity plans may not adequately prepare us; a failure of our information systems, including disruption s o r failures of services essential to our operations or upon which our information technology platforms rely, data breach, and/or cybersecurity incidents; interruption or failure of third - party software or infor mation technology systems or licenses; untimely or ineffective development and implementation of, or failure to realize potential benefits associated with, new or enhanced technology or processes, includi ng the pilot test program at ABF Freight; the loss or reduction of business from large customers; the ability to manage our cost structure, and the timing and performance of growth initiatives; the cost, integrat ion , and performance of any recent or future acquisitions, including the MoLo acquisition, and the inability to realize the anticipated benefits of the acquisition within the expected time period or at all; the timing or am ount of the earnout payments for the MoLo acquisition, if any; maintaining our corporate reputation and intellectual property rights; competitive initiatives and pricing pressures; increased prices for and decrease d a vailability of new revenue equipment, decreases in value of used revenue equipment, and higher costs of equipment - related operating expenses such as maintenance, fuel, and related taxes; availability of fuel, the eff ect of volatility in fuel prices and the associated changes in fuel surcharges on securing increases in base freight rates, and the inability to collect fuel surcharges; relationships with employees, including unions , a nd our ability to attract, retain, and develop employees; unfavorable terms of, or the inability to reach agreement on, future collective bargaining agreements or a workforce stoppage by our employees covered under ABF Fre igh t’s collective bargaining agreement; union employee wages and benefits, including changes in required contributions to multiemployer plans; availability and cost of reliable third - party services; our ability to secure independent owner operators and/or operational or regulatory issues related to our use of their services; litigation or claims asserted against us; governmental regulations; environmental laws and regu lat ions, including emissions - control regulations; default on covenants of financing arrangements and the availability and terms of future financing arrangements; self - insurance claims and insurance premium costs; potential impairment of goodwill and intangible assets; general economic conditions and related shifts in market demand that impact the performance and needs of industries we serve and/or limit our customers’ acc ess to adequate financial resources; seasonal fluctuations and adverse weather conditions; and other financial, operational, and legal risks and uncertainties detailed from time to time in ArcBest Corpora tio n’s public filings with the Securities and Exchange Commission (the “SEC”). For additional information regarding known material factors that could cause our actual results to differ from our projected res ults, please see our filings with the SEC, including our Annual Report on Form 10 - K, Quarterly Reports on Form 10 - Q, and Current Reports on Form 8 - K. Readers are cautioned not to place undue reliance on forward - looking statements, which speak only as of the date hereof. We unde rtake no obligation to publicly update or revise any forward - looking statements after the date they are made, whether as a result of new information, future events, or otherwise. |
| Accelerating growth by focusing on customers, empowering employees, and expanding capacity options – generating enhanced shareholder value ArcBest Announces Record Fourth Quarter and Full Year 2021 Results 3 |
| KEY HIGHLIGHTS 4 $4B Achieved record $4B in annual revenue Highest quarterly and annual consolidated revenue and net income in ArcBest history RECORD PERFORMANCE 55% New hires are diverse $318M non - GAAP* annual operating income +149% *See non - GAAP reconciliation in the Additional Information section of this presentation. 56% 44% Asset - Light Asset - Based Achieving Balanced Revenue Mix 4Q’21 Double - Digit YoY quarterly and annual revenue growth in Asset - Based and Asset - Light segments On November 1st, closed the acquisition of MoLo Solutions – one of the fastest growing Truckload brokers in America – enhancing the scale of the Asset - Light Truckload business and doubling available capacity STRATEGIC ACQUISITION STRATEGIC INVESTMENT Announced $25 million investment in Phantom Auto, the leading provider of human - centered remote operation software $116M Returned $116 million to shareholders through stock repurchase programs and dividends COMMUNITY IMPACT ArcBest invested $1 million in the Peak Innovation Center, a regional career and technology center in Fort Smith, serving 43,000 students across 22 regional school districts |
| Three - Point Strategy Continues to Deliver Shareholder Value & Drive Business Growth 5 1 2 3 More Balanced Business Mix Accelerate Asset - Light growth Continue to grow Asset - Based business Optimize Cost Structure Advance adoption of innovative technologies Expand Revenue Opportunities Deepen customer relationships Secure new customers ✓ ✓ ✓ ENHANCED SHAREHOLDER VALUE |
| ARCBEST’S CUSTOMER - LED APPROACH 6 5x Revenue per account is over 5X higher on cross - sold accounts 4x Profit per account is over 4X higher on cross - sold accounts 9% Retention rates are 9 percentage points higher on cross - sold accounts >60% Over 60% of our customers who use asset - light services also utilize our asset - based services >75% Over 75% of revenue came from digitally connected customers |
| ArcBest Balanced Capital Allocation 7 1) See the calculation of Consolidated Adjusted EBITDAR within the non - GAAP reconciliations in the Additional Information section o f this presentation. BALANCED CAPITAL STRATEGY SOLID FINANCIAL POSITION As of 12/31/21 RETURN OF CAPITAL TO SHAREHOLDERS GROWTH AND OPERATING INITIATIVES $125M Cash and S/T Investments ($101M Net Debt) 0.5x Debt Maintenance Debt to LTM EBITDAR (1) Total Liquidity $365M Acquired MoLo effective November 1, 2021 Investing in operational efficiencies and innovation Capital investments consistent with service initiatives and growth strategy • 2021 Net Capital Expenditures: $104M • Expected 2022 Net Capital Expenditures: $270M - $290M Announced Phantom Auto $25M investment in January 2022 Share Repurchase Program $42M Available in existing program $108M Share repurchases including the $100M ASR completed in January 2022 (Annual) $0.32 Dividend per Share |
| Key Metrics Q4 & FULL YEAR 2021 8 $1.2B ArcBest Consolidated Revenue 45% $102.2M Non - GAAP Operating Income (2) $2.79/diluted share Non - GAAP Net Income (2) 171% COMPANY FINANCIALS 1) Fourth quarter 2021 comparisons are to fourth quarter 2020, and full year 2021 comparisons are to full year 2020. 2) See non - GAAP reconciliation in the Additional Information section of this presentation. Q4 2021 (1) 159% $8.52/diluted share Non - GAAP Net Income (2) $4.0B ArcBest Consolidated Revenue 35% $318.1M Non - GAAP Operating Income (2) FULL YEAR 2021 (1) 149% 149% |
| Key Metrics Q4 & FULL YEAR 2021 9 ASSET - BASED 1) Fourth quarter 2021 comparisons are to fourth quarter 2020, and full year 2021 comparisons are to full year 2020. 2) See non - GAAP reconciliation in the Additional Information section of this presentation. Q4 2021 (1) FULL YEAR 2021 (1) $684M Revenue 23% per day $2.6B Revenue 24% per day Average Increase on Contract Renewals and Deferred Pricing Agreements 580 bps Daily Tonnage 5.1% Daily Shipments 1.5% Total Billed Revenue/CWT 17.3% 10 .. 2 % $89.5M Non - GAAP Operating Profit (2) 86.9% Non - GAAP Operating Ratio (2) 680 bps improvement Average Increase on Contract Renewals and Deferred Pricing Agreements 410 bps Daily Tonnage 7.6% Daily Shipments 4.3% Total Billed Revenue/CWT 14.7% 7 .. 8 % $288.3M Non - GAAP Operating Profit (2) 88.8% Non - GAAP Operating Ratio (2) 138% 156% 540 bps improvement |
| Key Metrics JAN 2022 10 Daily Billed Revenue Total Billed Rev/CWT ASSET - BASED Daily Tonnage Daily Shipments 22% 2% 1% 20% Total Billed Rev/Shipment 23% Total Weight/Shipment 3% JANUARY 2022 (1) PRELIMINARY 1) January 2022 comparisons are to January 2021. |
| Key Metrics Q4 2021 11 ASSET - LIGHT (1) JANUARY 2022 PRELIMINARY YOY (4) Daily Revenue 1) The ArcBest and FleetNet reportable segments, combined, represent Asset - Light operations. 2) Fourth quarter 2021 comparisons are to fourth quarter 2020, and full year 2021 comparisons are to full year 2020. 3) See non - GAAP reconciliation in the Additional Information section of this presentation. 4) Asset - Light ArcBest Operating Segment, excluding FleetNet .. January 2022 comparisons are to January 2021. 135% Q4 2021 (2) FULL YEAR 2021 (2) $541M Asset - Light Revenue 80% per day $1.6B Asset - Light Revenue Non - GAAP Operating Profit (3) 156% Adjusted EBITDA (3) $18.6M $16.4M 125% 193% Adjusted EBITDA (3) $64.0M $49.3M 163% Non - GAAP Operating Profit (3) MoLo contributed to the January year - over - year increases. As previously disclosed, the MoLo business is expected to operate at breakeven margin levels through most of 2022. Earnings accretion (before purchase accounting amortization) on the MoLo business is expected to begin in fourth quarter 2022. 59% per day |
| Environmental, Social And Corporate Governance ESG 12 • March 2021 – Awarded a Bronze medal for our 2021 sustainability rating by EcoVadis which put ArcBest in the top half of all companies and industries rated across the world • April 2021 – Recognized as one of America’s Best Employers for Diversity by Forbes and Statista • May 2021 – Announced a $1 million investment in the Peak Innovation Center, a regional career and technology center in Fort Smith, AR • 55% of new employees identified as diverse • Conducted an ESG materiality assessment • Released 2020 ESG Report • Established GHG emissions measurement task force • Added Corporate Social Responsibility Manager • Comparably 2021 Best Companies for Women – No. 8 • Comparably 2021 Best CEO Award • 2021 SmartWay Excellence Award (ABF Freight, 5 - time winner) • DEI Roadmap introduced • Added ESG Program Manager • Joined FreightWaves Carbon Emissions cohort FULL YEAR 2021 4Q 2021 JANUARY 2022 |
| Three - Point Strategy Continues to Deliver Shareholder Value & Drive Business Growth 13 1 2 3 More Balanced Business Mix Accelerate Asset - Light growth Continue to grow Asset - Based business Optimize Cost Structure Advance adoption of innovative technologies Expand Revenue Opportunities Deepen customer relationships Secure new customers ✓ ✓ ✓ ENHANCED SHAREHOLDER VALUE |
| UPDATED LONG - TERM FINANCIAL TARGETS 14 Driving Growth, Enhancing Efficiency, and Delivering Superior Returns for the Benefit of ArcBest Shareholders 2025 REVENUE OPERATING MARGIN ROCE (1) $7B - $8B 10% - 15% Asset - Based 4% - 6% Asset - Light (excluding FleetNet ) Exceed Long - Term Average of S&P 500 ArcBest: ArcBest: (Return on Capital Employed) 1) ROCE as defined as (Net Income + After - Tax Interest Expense) / (Average Total Debt + Average Common Equity). 2) The long - term ROCE is compiled by a third - party which includes returns of the S&P 500 over a 20 - year period. (2) |
| Q & A 15 |
| 16 Note: ArcBest Corporation reports its financial results in accordance with generally accepted accounting principles (“GAAP”) .. H owever, management believes that certain non - GAAP performance measures utilized for internal analysis provides analysts, investors, and others the same information that we use internally for purposes of assessing our core operating performance and provides meaningful comp ari sons between current and prior period results, as well as important information regarding performance trends. Accordingly, using t hes e measures improves comparability in analyzing our performance because it removes the impact of items from operating results that, in ma nag ement's opinion, do not reflect our core operating performance. Non - GAAP financial measures should be viewed in addition to, and not as an alternative for, our reported results. These financial measures should not be construed as better measurements than operating income, ope rat ing cash flow, net income or earnings per share, as determined under GAAP. Reconciliations of GAAP to Non - GAAP Financial Measures (Unaudited) ADDITIONAL INFORMATION |
| Reconciliations of GAAP to Non - GAAP Financial Measures (Unaudited) Three Months Ended Three Months Ended Twelve Months Ended Twelve Months Ended Millions ($000,000), except per share data 12/31/2021 12/31/2020 12/31/2021 12/31/2020 Operating Income Amounts on a GAAP basis $ 86.9 $ 30.3 $ 281.0 $ 98.3 Innovative technology costs, pre - tax (1) 8.5 8.3 32.8 25.6 Purchase accounting amortization (2) 2.5 0.9 5.3 3.7 Transaction costs, pre - tax (3) 4.4 - 6.0 - Gain on sale of subsidiary, pre - tax (4) - - (6.9) - Non - GAAP amounts (5) $ 102.2 $ 39.5 $ 318.1 $ 127.6 Net Income Amounts on a GAAP basis $ 65.5 $ 23.9 $ 213.5 $ 71.1 Innovative technology costs, after - tax (includes related financing costs) (1) 6.4 6.3 24.9 19.6 Purchase accounting amortization (2) 1.8 0.7 3.9 2.8 Transaction costs, after - tax (3) 3.2 - 4.4 - Gain on sale of subsidiary, after - tax (4) - - (5.4) - Nonunion pension expense, including settlement expense, after - tax (6) - - - 0.1 Life insurance proceeds and changes in cash surrender value (1.2) (2.1) (4.1) (2.3) Tax expense (benefit) from vested RSUs (7) (0.2) - (7.6) 0.5 Tax credits (8) (1.5) (1.3) (1.5) (1.3) Non - GAAP amounts (5) $ 73.9 $ 27.5 $ 228.0 $ 90.5 Diluted Earnings Per Share Amounts on a GAAP basis $ 2.47 $ 0.89 $ 7.98 $ 2.69 Innovative technology costs, after - tax (includes related financing costs) (1) 0.24 0.24 0.93 0.74 Purchase accounting amortization (2) 0.07 0.03 0.15 0.11 Transaction costs, after - tax (3) 0.12 - 0.16 - Gain on sale of subsidiary, after - tax (4) - - (0.20) - Nonunion pension expense, including settlement expense, after - tax (6) - - - - Life insurance proceeds and changes in cash surrender value (0.05) (0.08) (0.15) (0.09) Tax expense (benefit) from vested RSUs (7) (0.01) - (0.29) 0.02 Tax credits (8) (0.06) (0.05) (0.06) (0.05) Non - GAAP amounts (5) $ 2.79 $ 1.03 $ 8.52 $ 3.42 17 1) Represents costs associated with the freight handling pilot test program at ABF Freight and initiatives to optimize our perfo rma nce through technological innovation, including costs related to our recently announced investment in human - centered remote operation software. 2) Represents the amortization of acquired intangible assets related to the November 1, 2021 acquisition of MoLo and previously acquired businesses in the ArcBest segment. 3) Transaction costs are associated with the acquisition of MoLo .. 4) Gain relates to the sale of the labor services portion of ArcBest segment’s moving business in second quarter 2021. 5) Non - GAAP amounts are calculated in total and may not foot due to rounding. 6) Represents pension settlement expense related to the Company’s supplemental benefit plan. 7) The Company recognizes the tax impact for the vesting of share - based compensation resulting in excess tax expense (benefit). 8) Represents a research and development tax credit recognized in the tax provision during fourth quarter 2021 and 2020 which re lat es to the tax year ended February 28, 2021 and February 29, 2020, respectively. ARCBEST CORPORATION - CONSOLIDATED |
| Reconciliations of GAAP to Non - GAAP Financial Measures (Unaudited) 18 1) Adjusted EBITDA and EBITDAR are primary components of the financial covenants contained in ArcBest Corporation's Amended and Res tated Credit Agreement. Management believes Adjusted EBITDA and EBITDAR to be relevant and useful information, as EBITDA and EBITDAR are standard measures commonly reported and w ide ly used by analysts, investors, and others to measure financial performance and ability to service debt obligations. Furthermore, management uses Adjusted EBITDA and EBITDAR as ke y m easures of performance and for business planning. However, these non - GAAP financial measures should not be construed as better measurements than operating income, operating cash flow, net income, or earnings per share, as determined under GAAP. Non - GAAP financial measures should be viewed in addition to, and not as an alternative for, our reported results. Other companie s may calculate EBITDA and EBITDAR differently; therefore, our Adjusted EBITDA and EBITDAR may not be comparable to similarly titled measures of other companies. 2) Includes amortization of intangibles associated with acquired businesses. 3) Adjusted EBITDA is calculated in total and may not foot due to rounding. 4) Transaction costs are associated with the acquisition of MoLo. ASSET - LIGHT ADJUSTED EBITDA (1) Three Months Ended December 31 Twelve Months Ended December 31 2021 2020 2021 2020 Total Asset - Light ($ millions) ($ millions) Operating Income $ 13.9 $ 5.5 $ 50.9 $ 13.0 Depreciation and amortization (2) 4.7 2.8 13.0 11.3 Adjusted EBITDA (3) $ 18.6 $ 8.3 $ 64.0 $ 24.4 CONSOLIDATED ADJUSTED EBITDAR (1) Twelve Months Ended December 31, 2021 ($ millions) Net Income $ 213.5 Interest and other related financing costs 8.9 Income tax provision 63.6 Depreciation and amortization (2) 124.2 Amortization of share - based compensation 11.4 Amortization of actuarial losses of benefit plans and pension settlement expense (0.5) Rent expense 25.9 Transaction costs (4) 6.0 Consolidated Adjusted EBITDAR $ 453.0 |
| Reconciliations of GAAP to Non - GAAP Financial Measures (Unaudited) 19 Three Months Ended Three Months Ended Twelve Months Ended Twelve Months Ended Millions ($000,000) 12/31/2021 12/31/2020 12/31/2021 12/31/2020 ASSET - BASED SEGMENT Operating Income Amounts on a GAAP basis $ 83.1 87.8% $ 27.9 95.0% $ 260.7 89.9% $ 98.9 95.3% Innovative technology costs, pre - tax (1) 6.3 (0.9) 6.9 (1.3) 27.6 (1.1) 22.5 (1.1) Non - GAAP amounts (2) $ 89.5 86.9% $ 34.9 93.7% $ 288.3 88.8% $ 121.3 94.2% TOTAL ASSET - LIGHT Operating Income Amounts on a GAAP basis $ 13.9 97.4% $ 5.5 98.2% $ 50.9 96.7% $ 13.0 98.7% Purchase accounting amortization (3) 2.5 (0.5) 0.9 (0.3) 5.3 (0.3) 3.7 (0.4) Gain on sale of subsidiary, pre - tax (4) - - - - (6.9) 0.4 - - Non - GAAP amounts (2) $ 16.4 96.9% $ 6.4 97.9% $ 49.3 96.8% $ 16.8 98.3% 1) Represents costs associated with the freight handling pilot test program at ABF Freight. 2) Non - GAAP amounts are calculated in total and may not foot due to rounding. 3) Represents the amortization of acquired intangible assets related to the November 1, 2021 acquisition of MoLo and previously acq uired businesses in the ArcBest segment. Included in depreciation and amortization within ArcBest segment operating expenses. 4) Gain relates to the sale of the labor services portion of the ArcBest segment’s moving business in second quarter 2021. |