8-K
PAMT CORP (PAMT)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934
Date of report (Date of earliest event reported): February 13, 2023
PAM TRANSPORTATION SERVICES, INC.
(Exact name of registrant as specified in its charter)
| Delaware | 0-15057 | 71-0633135 |
|---|---|---|
| (State or other jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) |
297 West Henri De Tonti, Tontitown, Arkansas 72770
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code: (479) 361-9111
| N/A |
|---|
| (Former name or former address, if changed since last report) |
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|---|---|
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement communications pursuant to Rule 13c-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
|---|---|---|
| Common Stock, $.01 par value | PTSI | NASDAQ Global Market |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
The information contained in this report and the exhibits hereto shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
The information herein (including the exhibits hereto) may contain "forward-looking statements" that are made pursuant to the safe-harbor provisions of the Private Securities Litigation Reform Act of 1995 and otherwise may be protected. Such statements are made based on the current beliefs and expectations of the Company's management and are subject to significant risks and uncertainties. Actual results may differ from those anticipated by forward-looking statements.
Please refer to the Company's Annual Report on Form 10-K and other filings with the Securities and Exchange Commission for information concerning risks, uncertainties and other factors that may affect future results.
| Item 2.02 | Results of Operations and Financial Condition. |
|---|
On February 13, 2023, P.A.M. Transportation Services, Inc. issued a news release announcing its financial results for the fourth quarter and year ending December 31, 2022. A copy of the news release is attached hereto as Exhibit 99.1.
| Item 9.01 | Financial Statements and Exhibits. |
|---|
(d) Exhibits. The following exhibits are furnished with this Report:
99.1 News release issued by the Registrant on February 13, 2023.
104 Cover Page Interactive Data File (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.
| P.A.M. TRANSPORTATION SERVICES, INC. | ||
|---|---|---|
| (Registrant) | ||
| Date: February 13, 2023 | By: | /s/ Allen W. West |
| Allen W. West<br><br> <br>Vice President of Finance, Chief Financial Officer, Secretary and Treasurer |
EXHIBIT INDEX
| Exhibit<br><br> <br>Number | Exhibit Description |
|---|---|
| 99.1 | News release issued by the Registrant on February 13, 2023 |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
ex_475852.htm
Exhibit 99.1
P.A.M. TRANSPORTATION SERVICES, INC. REPORTS SECOND
CONSECUTIVE YEAR OF RECORD ANNUAL OPERATING RESULTS
Tontitown, Arkansas, February 13, 2023...... P.A.M. Transportation Services, Inc. (NASDAQ: PTSI) (“the Company”) today reported net income of $18.0 million, or diluted and basic earnings per share of $0.81, for the quarter ended December 31, 2022, and net income of $90.7 million, or diluted earnings per share of $4.04 ($4.08 basic), for the year ended December 31, 2022. These results compare to net income of $27.9 million, or diluted earnings per share of $1.24 ($1.25 basic), for the quarter ended December 31, 2021, and net income of $76.5 million, or diluted earnings per share of $3.35 ($3.37 basic), for the year ended December 31, 2021. Net income and diluted earnings per share for the fourth quarter ended December 31, 2022 includes the negative impact of a loss estimate for a claim anticipated to settle in excess of insurance policy limits. Excluding the negative impact of this loss estimate, adjusted (non-GAAP) net income for the quarter ended December 31, 2022 was $24.0 million, or adjusted (non-GAAP) diluted and basic earnings per share of $1.08.
Consolidated operating revenues increased 11.1% to $237.6 million for the fourth quarter of 2022 compared to $213.9 million for the fourth quarter of 2021. For the year ended December 31, 2022, consolidated operating revenues increased 33.9% to $946.9 million compared to $707.1 million for the year ended December 31, 2021.
Joe Vitiritto, President of the Company, commented, “I am proud of our team’s results and how we navigated 2022’s challenges. Our driving associates have my utmost respect and admiration. Without them we couldn’t have achieved these results. We did not see a traditional peak in the fourth quarter as we anticipated, but our entire team stepped up to the challenge and navigated a challenging environment well. We continue to remain focused on continually improving and delivering value to our customers, our team members and our shareholders in 2023.”
Liquidity, Capitalization, and Cash Flow
As of December 31, 2022, we had an aggregate of $175.5 million of cash, marketable equity securities, and available liquidity under our line of credit and $300.2 million of stockholders’ equity. Outstanding debt was $264.3 million as of December 31, 2022.
During 2022, we generated $168.8 million in operating cash flow while net capital expenditures, excluding acquisition related assets, resulted in a cash outflow of $46.6 million.
Equipment
During 2022, we achieved truck fleet growth of approximately 28%, including 17% growth related to the acquisition of the assets of Metropolitan Trucking earlier in 2022, and by December 31, 2022, we had received most trucks ordered for 2022. Our fleet growth required us to keep existing trucks longer, and that negatively impacted our truck fleet average age which increased from an average age of 1.8 years at the end of 2021 to an average age of 2.1 years at the end of 2022. We did not receive all our trailing equipment ordered for 2022 and due to growth in our truck fleet, we were required to keep older trailers longer than our preferred replacement cycle. As a result, the average age of our trailer fleet increased from an average age of 5.5 years at the end of 2021 to an average age of 6.6 years at the end of 2022. We have experienced a slight increase in repairs and maintenance costs as our equipment aged and that increase is due more to a general increase in the pricing of parts and labor needed to make the repairs than in the frequency of repairs.
Share Repurchase Program
During the fourth quarter of 2022, the Company purchased 34,113 shares of its outstanding common stock under its authorized stock repurchase program for a total cost of approximately $1.1 million, bringing the year-to-date total purchases to 210,457 shares (including 41,610 pre-split shares) at a cost of approximately $7.0 million. Approximately 331,000 shares remain available for purchase under this program.
Non-GAAP Financial Measures
In addition to our results under United States generally accepted accounting principles (GAAP), this press release also includes non-GAAP financial measures termed adjusted operating income, adjusted operating ratio, adjusted net income and adjusted diluted earnings per share. The Company defines adjusted operating income, adjusted operating ratio, adjusted net income and adjusted diluted earnings per share as GAAP operating income, GAAP operating ratio, GAAP net income and GAAP diluted earnings per share, respectively, excluding certain significant items, such as certain litigation-related charges and any tax impact associated with such items. Management believes that reporting adjusted operating income, adjusted operating ratio, adjusted net income and adjusted diluted earnings per share more clearly reflects the Company’s current operating results and provides investors with a better understanding of the Company’s overall financial performance. Management also believes that adjusted operating ratio is more representative of our operations when excluding the volatility of fuel prices, which we cannot control. In addition, the adjusted results, although not a financial measure under GAAP, may facilitate the ability to analyze the Company’s financial results in relation to those of its competitors and to the Company’s prior financial performance by excluding items which otherwise would distort the comparison. However, because not all companies use identical calculations, the Company's presentation of adjusted results may not be comparable to similarly titled measures of other companies. Adjusted operating income, adjusted operating ratio, adjusted net income and adjusted diluted earnings per share are not recognized terms under GAAP, do not purport to be alternatives to, and should be considered in addition to, and not as a substitute for or superior to, operating income, operating ratio, net income and diluted earnings per share, respectively, as defined under GAAP.
Pursuant to the requirements of Regulation G, we have provided a tabular reconciliation of GAAP operating income to adjusted operating income and adjusted operating ratio, GAAP net income to adjusted net income and GAAP diluted earnings per share to adjusted diluted earnings per share in this press release.
About P.A.M. Transportation Services, Inc.
P.A.M. Transportation Services, Inc. is a holding company that owns subsidiaries engaged in providing truckload dry van carrier services transporting general commodities throughout the continental United States, as well as in the Canadian provinces of Ontario and Quebec. The Company’s consolidated operating subsidiaries also provide transportation services in Mexico through its gateways in Laredo and El Paso, Texas under agreements with Mexican carriers.
Forward-Looking Statements
Certain information included in this document contains or may contain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements may relate to expected future financial and operating results, prospects, plans or events, and are thus prospective. Such forward-looking statements are subject to risks, uncertainties and other factors which could cause actual results to differ materially from future results expressed or implied by such forward-looking statements. Potential risks and uncertainties include, but are not limited to, ongoing and potential future economic, business or operational disruptions or uncertainties due to any further outbreaks of the COVID-19 pandemic or other public health crises; excess capacity in the trucking industry; surplus inventories; recessionary economic cycles and downturns in customers' business cycles; increases or rapid fluctuations in fuel prices, interest rates, fuel taxes, tolls, and license and registration fees; the resale value of the Company's used equipment, the price of new equipment and new equipment availability; increases in compensation for and difficulty in attracting and retaining qualified drivers and owner-operators; increases in insurance premiums and deductible amounts relating to accident, cargo, workers' compensation, health, and other claims; unanticipated increases in the number or amount of claims for which the Company is self-insured; inability of the Company to continue to secure acceptable financing arrangements; seasonal factors such as harsh weather conditions that increase operating costs; competition from trucking, rail, and intermodal competitors including reductions in rates resulting from competitive bidding; the ability to identify acceptable acquisition candidates, consummate acquisitions, and integrate acquired operations; our ability to develop and implement suitable information technology systems and prevent failures in or breaches of such systems; the impact of pending or future litigation; general risks associated with doing business in Mexico, including, without limitation, exchange rate fluctuations, inflation, import duties, tariffs, quotas, political and economic instability and terrorism; the potential impact of new laws, regulations or policy, including, without limitation, tariffs, import/export, trade and immigration regulations or policies; a significant reduction in or termination of the Company's trucking service by a key customer; and other factors, including risk factors, included from time to time in filings made by the Company with the Securities and Exchange Commission. The Company undertakes no obligation to publicly update or revise forward-looking statements, whether due to new information, future events or otherwise. Considering these risks and uncertainties, the forward-looking events and circumstances discussed above and in company filings might not transpire.
| P.A.M. Transportation Services, Inc. and Subsidiaries<br><br> <br>Key Financial and Operating Statistics<br><br> <br>(unaudited) | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Quarter Ended December 31, | Twelve Months Ended December 31, | |||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| 2022 | 2021 | 2022 | 2021 | |||||||||
| (in thousands, except earnings per share) | (in thousands, except earnings per share) | |||||||||||
| Revenue, before fuel surcharge | $ | 203,449 | $ | 194,606 | $ | 818,751 | $ | 641,253 | ||||
| Fuel surcharge | 34,167 | 19,308 | 128,111 | 65,867 | ||||||||
| Operating Revenue | 237,616 | 213,914 | 946,862 | 707,120 | ||||||||
| Operating expenses and costs: | ||||||||||||
| Salaries, wages and benefits | 48,849 | 38,845 | 181,918 | 141,019 | ||||||||
| Operating supplies and expenses | 42,849 | 27,853 | 166,005 | 102,228 | ||||||||
| Rent and purchased transportation | 91,450 | 86,629 | 364,971 | 279,016 | ||||||||
| Depreciation | 16,159 | 13,586 | 62,806 | 55,012 | ||||||||
| Insurance and claims | 13,235 | 8,986 | 32,516 | 18,792 | ||||||||
| Other | 5,415 | 3,789 | 18,128 | 12,295 | ||||||||
| Gain on disposition of equipment | (587 | ) | (484 | ) | (3,250 | ) | (1,447 | ) | ||||
| Total operating expenses and costs | 217,370 | 179,204 | 823,094 | 606,915 | ||||||||
| Operating income | 20,246 | 34,710 | 123,768 | 100,205 | ||||||||
| Non-operating (expense) income | 5,997 | 3,486 | 3,168 | 10,339 | ||||||||
| Interest expense | (2,343 | ) | (1,668 | ) | (7,929 | ) | (8,039 | ) | ||||
| Income before income taxes | 23,900 | 36,528 | 119,007 | 102,505 | ||||||||
| Income tax expense | 5,917 | 8,637 | 28,334 | 25,989 | ||||||||
| Net income | $ | 17,983 | $ | 27,891 | $ | 90,673 | $ | 76,516 | ||||
| Diluted earnings per share (1) | $ | 0.81 | $ | 1.24 | $ | 4.04 | $ | 3.35 | ||||
| Average shares outstanding – Diluted (1) | 22,319 | 22,528 | 22,436 | 22,864 | ||||||||
| P.A.M. Transportation Services, Inc. and Subsidiaries<br><br> <br>Key Financial and Operating Statistics<br><br> <br>(unaudited) | ||||||||||||
| --- | ||||||||||||
| Quarter Ended December 31, | Twelve Months Ended December 31, | |||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| 2022 | 2021 | 2022 | 2021 | |||||||||
| Truckload Operations | ||||||||||||
| Total miles (in thousands) | 52,451 | 44,467 | 203,982 | 182,908 | ||||||||
| Operating ratio (2) | 91.0 | % | 79.2 | % | 83.7 | % | 82.3 | % | ||||
| Empty miles factor | 9.03 | % | 9.79 | % | 9.29 | % | 8.81 | % | ||||
| Revenue per total mile, before fuel surcharge | $ | 2.60 | $ | 2.94 | $ | 2.65 | $ | 2.35 | ||||
| Total loads | 104,719 | 89,935 | 406,053 | 357,090 | ||||||||
| Revenue per truck per work day | $ | 893 | $ | 1,077 | $ | 919 | $ | 864 | ||||
| Revenue per truck per week | $ | 4,466 | $ | 5,385 | $ | 4,593 | $ | 4,320 | ||||
| Average company-driver trucks | 2,056 | 1,545 | 1,915 | 1,582 | ||||||||
| Average owner operator trucks | 405 | 381 | 394 | 375 | ||||||||
| Logistics Operations | ||||||||||||
| Total revenue (in thousands) | $ | 67,172 | $ | 63,863 | $ | 277,816 | $ | 211,675 | ||||
| Operating ratio | 88.1 | % | 88.2 | % | 87.2 | % | 88.7 | % |
| P.A.M. Transportation Services, Inc. and Subsidiaries<br><br> <br>Condensed Consolidated Balance Sheets<br><br> <br>(unaudited) | ||||||
|---|---|---|---|---|---|---|
| December 31, | December 31, | |||||
| --- | --- | --- | --- | --- | --- | --- |
| 2022 | 2021 | |||||
| (in thousands) | ||||||
| ASSETS | ||||||
| Current Assets: | ||||||
| Cash and cash equivalents | $ | 74,087 | $ | 18,509 | ||
| Trade accounts receivable, net | 134,739 | 121,854 | ||||
| Other receivables | 6,263 | 7,092 | ||||
| Inventories | 2,570 | 1,456 | ||||
| Prepaid expenses and deposits | 15,729 | 10,962 | ||||
| Marketable equity securities | 41,728 | 39,424 | ||||
| Income taxes refundable | 5,650 | 277 | ||||
| Total current assets | 280,766 | 199,574 | ||||
| Property and equipment | 705,919 | 585,303 | ||||
| Less: accumulated depreciation | 242,324 | 201,124 | ||||
| Total property and equipment, net | 463,595 | 384,179 | ||||
| Other non-current assets | 4,801 | 3,628 | ||||
| Total assets | $ | 749,162 | $ | 587,381 | ||
| LIABILITIES AND STOCKHOLDERS’ EQUITY | ||||||
| Current liabilities: | ||||||
| Accounts payable | $ | 48,917 | $ | 43,381 | ||
| Accrued expenses and other liabilities | 34,232 | 14,114 | ||||
| Income taxes payable | - | 4,364 | ||||
| Current portion of long-term debt | 58,815 | 49,544 | ||||
| Total current liabilities | 141,964 | 111,403 | ||||
| Long-term debt, net of current portion | 205,466 | 172,733 | ||||
| Deferred income taxes | 101,445 | 86,715 | ||||
| Other long-term liabilities | 104 | 420 | ||||
| Total liabilities | 448,979 | 371,271 | ||||
| STOCKHOLDERS’ EQUITY | ||||||
| Common stock | 223 | 234 | ||||
| Additional paid-in capital | 40,472 | 84,472 | ||||
| Treasury stock, at cost | (4,000 | ) | (169,946 | ) | ||
| Retained earnings | 263,488 | 301,350 | ||||
| Total stockholders’ equity | 300,183 | 216,110 | ||||
| Total liabilities and stockholders’ equity | $ | 749,162 | $ | 587,381 |
| P.A.M. Transportation Services, Inc. and Subsidiaries<br><br> <br>Reconciliation of GAAP Measures to Non-GAAP Amounts (unaudited)<br><br> <br>Adjusted Operating Income and Adjusted Operating Ratio | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Quarter Ended December 31, | Twelve Months Ended December 31, | |||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| 2022 | 2021 | 2022 | 2021 | |||||||||
| (Dollars in thousands) | (Dollars in thousands) | |||||||||||
| GAAP Presentation | **** | **** | **** | **** | **** | **** | **** | **** | **** | **** | **** | **** |
| Total operating revenue | $ | 237,616 | $ | 213,914 | $ | 946,862 | $ | 707,120 | ||||
| Total operating expenses | (217,370 | ) | (179,204 | ) | (823,094 | ) | (606,915 | ) | ||||
| Operating income | $ | 20,246 | $ | 34,710 | $ | 123,768 | $ | 100,205 | ||||
| Operating ratio | 91.5 | % | 83.8 | % | 86.9 | % | 85.8 | % | ||||
| Non-GAAP Presentation | **** | **** | **** | **** | **** | **** | **** | **** | **** | **** | **** | **** |
| Total operating revenue | $ | 237,616 | $ | 213,914 | $ | 946,862 | $ | 707,120 | ||||
| Fuel surcharge | (34,167 | ) | (19,308 | ) | (128,111 | ) | (65,867 | ) | ||||
| Revenue, excluding fuel surcharge | 203,449 | 194,606 | 818,751 | 641,253 | ||||||||
| Total operating expenses | 217,370 | 179,204 | 823,094 | 606,915 | ||||||||
| Less: fuel surcharge | (34,167 | ) | (19,308 | ) | (128,111 | ) | (65,867 | ) | ||||
| Less: specific legal reserves increase | (8,000 | ) | (5,500 | ) | (14,675 | ) | (5,500 | ) | ||||
| Adjusted operating expenses | 175,203 | 154,396 | 680,308 | 535,548 | ||||||||
| Adjusted Operating income | $ | 28,246 | $ | 40,210 | $ | 138,443 | $ | 105,705 | ||||
| Adjusted Operating ratio | 86.1 | % | 79.3 | % | 83.1 | % | 83.5 | % | ||||
| P.A.M. Transportation Services, Inc. and Subsidiaries<br><br> <br>Reconciliation of GAAP Measures to Non-GAAP Amounts (unaudited)<br><br> <br>Reconciliation of Net Income to Adjusted Net Income | ||||||||||||
| --- | ||||||||||||
| Quarter Ended December 31, | Twelve Months Ended December 31, | |||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| 2022 | 2021 | 2022 | 2021 | |||||||||
| (in thousands) | (in thousands) | |||||||||||
| Net income (GAAP) | $ | 17,983 | $ | 27,891 | $ | 90,673 | $ | 76,516 | ||||
| Adjustments: | ||||||||||||
| Specific legal reserves increase | 8,000 | 5,500 | 14,675 | 5,500 | ||||||||
| Tax benefit of adjustment (3) | (1,981 | ) | (1,299 | ) | (3,495 | ) | (1,390 | ) | ||||
| Adjusted Net income (non-GAAP) | $ | 24,002 | $ | 32,092 | $ | 101,853 | $ | 80,626 |
| P.A.M. Transportation Services, Inc. and Subsidiaries<br><br> <br>Reconciliation of GAAP Measures to Non-GAAP Amounts (unaudited)<br><br> <br>Reconciliation of Diluted Earnings Per Share to Adjusted Diluted Earnings Per Share (1) | ||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Quarter Ended December 31, | Twelve Months Ended December 31, | |||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| 2022 | 2021 | 2022 | 2021 | |||||||||
| Diluted earnings per share (GAAP) | $ | 0.81 | $ | 1.24 | $ | 4.04 | $ | 3.35 | ||||
| Adjustments: | ||||||||||||
| Specific legal reserves increase | 0.36 | 0.24 | 0.65 | 0.24 | ||||||||
| Tax benefit of adjustment (3) | (0.09 | ) | (0.06 | ) | (0.15 | ) | (0.06 | ) | ||||
| Adjusted Diluted earnings per share (non-GAAP) | $ | 1.08 | $ | 1.42 | $ | 4.54 | $ | 3.53 |
_______________________________________
| 1) | All prior period share and per share data has been retroactively adjusted to reflect the Company’s separate 2-for-1 forward stock splits effective August 16, 2021 and March 29, 2022, respectively. |
|---|---|
| 2) | The Truckload Operations operating ratio has been calculated based upon total operating expenses, net of fuel surcharge, as a percentage of revenue, before fuel surcharge. We used revenue, before fuel surcharge, and operating expenses, net of fuel surcharge, because we believe that eliminating this sometimes volatile source of revenue affords a more consistent basis for comparing our results of operations from period to period. |
| --- | --- |
| 3) | The tax benefit is calculated using the effective tax rates for each respective period prior to any adjustments for non-GAAP amounts. |
| --- | --- |
FROM: P.A.M. TRANSPORTATION SERVICES, INC.
P.O. BOX 188
Tontitown, AR 72770
Allen W. West
(479) 361-9111