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 11, 2025
PAMT CORP
(Exact name of registrant as specified in its charter)
| Nevada | 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 | PAMT | 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 exhibit 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 exhibit 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 11, 2025, PAMT CORP issued a news release announcing its financial results for the fourth quarter and year ended December 31, 2024. A copy of the news release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
| Item 9.01 | Financial Statements and Exhibits. |
|---|
(d) Exhibits.
| 99.1 | News release issued by the Registrant on February 11, 2025. |
|---|---|
| 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.
| PAMT CORP | ||
|---|---|---|
| (Registrant) | ||
| Date: February 14, 2025 | By: | /s/ Lance K. Stewart |
| Lance K. Stewart<br><br> <br>Vice President-Finance, Chief Financial Officer, and Treasurer |
ex_777922.htm
Exhibit 99.1
PAMT CORP
ANNOUNCES RESULTS FOR THE FOURTH QUARTER AND YEAR
ENDED DECEMBER 31, 2024
Fourth Quarter 2024 Summary Results
| ● | Total revenues of $166.5 million |
|---|---|
| ● | Operating loss of $37.7 million |
| ● | Operating ratio of 122.6% and adjusted operating ratio (non-GAAP) of 104.5%^(1)^ |
| ● | Diluted loss per share of $1.45 |
Twelve months ended December 31, 2024 Summary Results
| ● | Total revenues of $714.6 million |
|---|---|
| ● | Operating loss of $36.8 million |
| ● | Operating ratio of 105.1% and adjusted operating ratio (non-GAAP) of 100.9%^(1)^ |
| ● | Diluted loss per share of $1.45 |
Tontitown, Arkansas, February 11, 2025...... PAMT CORP (NASDAQ: PAMT) (“we” or the “Company”) today reported consolidated net loss of $31.6 million, or diluted and basic loss per share of $1.45, for the quarter ended December 31, 2024 and consolidated net loss of $31.8 million, or diluted and basic loss per share of $1.45, for the year ended December 31, 2024. These results compare to consolidated net loss of $2.2 million, or diluted and basic loss per share of $0.10, for the quarter ended December 31, 2023, and consolidated net income of $18.4 million, or diluted and basic earnings per share of $0.83, for the year ended December 31, 2023.
The Company made a change in accounting estimates related to salvage values and useful lives for revenue equipment during the quarter ended December 31, 2024 that increased depreciation by approximately $24.7 million. In addition, an impairment charge of $6.4 million was recorded to align the carrying value of revenue equipment to market values of used equipment, which have declined throughout 2024. Excluding the negative impact of these one-time non-cash charges, adjusted (non-GAAP) operating loss was $6.6 million^(1)^ and adjusted (non-GAAP) net loss was $7.8 million^(1)^, or adjusted (non-GAAP) diluted and basic loss per share of $0.36^(1)^ for the quarter ended December 31, 2024.
Consolidated operating revenues decreased 7.6% to $166.5 million for the fourth quarter of 2024 compared to $180.2 million for the fourth quarter of 2023. For the year ended December 31, 2024, consolidated operating revenues decreased 11.9% to $714.6 million compared to $810.8 million for the year ended December 31, 2023.
| (1) | Calculation of this non-GAAP financial measure and a reconciliation to the most directly comparable GAAP measure are included in the schedules accompanying this release. |
|---|
Liquidity, Capitalization, and Cash Flow
As of December 31, 2024, we had an aggregate of $170.5 million of cash, marketable equity securities, and available liquidity under our line of credit and $277.5 million of stockholders’ equity. Outstanding debt was $325.6 million as of December 31, 2024, which represents a $63.9 million increase from December 31, 2023. This increase in debt was primarily driven by the addition of approximately $163.0 million in revenue equipment during the year. During 2024, we generated $59.0 million in operating cash flow.
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 (loss) income, adjusted operating ratio, adjusted net (loss) income and adjusted diluted (loss) earnings per share. The Company defines adjusted operating (loss) income, adjusted operating ratio, adjusted net (loss) income and adjusted diluted (loss) earnings per share as GAAP operating (loss) income, GAAP operating ratio, GAAP net (loss) income and GAAP diluted (loss) earnings per share, respectively, excluding certain significant items, such as depreciation and impairment charges, and any tax impact associated with such items. Management believes that reporting adjusted operating (loss) income, adjusted operating ratio, adjusted net (loss) income and adjusted diluted (loss) 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 these measures may not be comparable to similarly titled measures of other companies. Adjusted operating (loss) income, adjusted operating ratio, adjusted net (loss) income and adjusted diluted (loss) 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 (loss) income, operating ratio, net (loss) income and diluted (loss) earnings per share, respectively, as defined under GAAP.
Pursuant to the requirements of Regulation G, we have provided a tabular reconciliation of GAAP operating (loss) income and operating ratio to adjusted operating (loss) income and adjusted operating ratio, GAAP net (loss) income to adjusted net (loss) income and GAAP diluted (loss) earnings per share to adjusted diluted (loss) earnings per share in this press release.
About PAMT CORP
PAMT CORP 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, excess capacity in the trucking industry; surplus inventories; general inflation, recessionary economic cycles and downturns in customers' business cycles; a significant reduction in or termination of the Company's trucking service by a key customer, including as a result of future labor or international trade disruptions; increases or rapid fluctuations in fuel prices, interest rates, fuel taxes, tolls, and license and registration fees; potential economic, business or operational disruptions or uncertainties that may result from any future public health crises; the resale value of the Company's used equipment; the price and availability of new equipment consistent with anticipated acquisitions and replacement plans; 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; 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, rules regarding the classification of independent contractors as employees, tariffs, import/export, trade and immigration regulations or policies; 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.
PAMT CORP and Subsidiaries
Key Financial and Operating Statistics
(unaudited)
| Quarter Ended December 31, | Twelve Months Ended December 31, | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2024 | 2023 | 2024 | 2023 | |||||||||
| (in thousands, except earnings per share) | (in thousands, except earnings per share) | |||||||||||
| Revenue, before fuel surcharge | $ | 147,035 | $ | 156,229 | $ | 629,015 | $ | 706,114 | ||||
| Fuel surcharge | 19,495 | 23,939 | 85,631 | 104,693 | ||||||||
| Operating Revenue | 166,530 | 180,168 | 714,646 | 810,807 | ||||||||
| Operating expenses and costs: | ||||||||||||
| Salaries, wages and benefits | 41,933 | 44,084 | 174,491 | 186,223 | ||||||||
| Operating supplies and expenses | 31,973 | 36,939 | 136,975 | 160,527 | ||||||||
| Rent and purchased transportation | 68,182 | 71,627 | 289,393 | 315,647 | ||||||||
| Depreciation | 43,883 | 16,800 | 99,264 | 64,605 | ||||||||
| Impairment Loss | 6,406 | - | 6,406 | - | ||||||||
| Insurance and claims | 4,642 | 5,564 | 19,778 | 30,769 | ||||||||
| Other | 6,328 | 5,833 | 24,338 | 23,769 | ||||||||
| Loss (gain) on disposition of equipment | 875 | 132 | 766 | (1,043 | ) | |||||||
| Total operating expenses and costs | 204,222 | 180,979 | 751,411 | 780,497 | ||||||||
| Operating (loss) income | (37,692 | ) | (811 | ) | (36,765 | ) | 30,310 | |||||
| Interest expense | (4,136 | ) | (2,611 | ) | (13,240 | ) | (9,177 | ) | ||||
| Non-operating income | 567 | 3,716 | 8,459 | 7,446 | ||||||||
| (Loss) income before income taxes | (41,261 | ) | 294 | (41,546 | ) | 28,579 | ||||||
| Income tax benefit/(expense) | 9,683 | (2,525 | ) | 9,751 | (10,163 | ) | ||||||
| Net (loss) income | $ | (31,578 | ) | $ | (2,231 | ) | $ | (31,795 | ) | $ | 18,416 | |
| Diluted (loss) earnings per share | $ | (1.45 | ) | $ | (0.10 | ) | $ | (1.45 | ) | $ | 0.83 | |
| Average shares outstanding – Diluted | 21,783 | 22,021 | 21,878 | 22,197 | ||||||||
| Quarter Ended December 31, | Twelve Months Ended December 31, | |||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| 2024 | 2023 | 2024 | 2023 | |||||||||
| Truckload Operations | ||||||||||||
| Total miles (in thousands) (1) | 42,243 | 41,207 | 178,640 | 189,512 | ||||||||
| Operating ratio (2) | 137.5 | % | 103.7 | % | 111.2 | % | 97.7 | % | ||||
| Empty miles factor (1) | 9.7 | % | 9.2 | % | 9.2 | % | 9.0 | % | ||||
| Revenue per total mile, before fuel surcharge(1) | $ | 2.10 | $ | 2.15 | $ | 2.10 | $ | 2.17 | ||||
| Total loads | 93,778 | 94,776 | 400,018 | 411,548 | ||||||||
| Revenue per truck per workday | $ | 720 | $ | 744 | $ | 723 | $ | 772 | ||||
| Revenue per truck per week | $ | 3,600 | $ | 3,722 | $ | 3,615 | $ | 3,861 | ||||
| Average company-driver trucks | 1,754 | 1,938 | 1,822 | 2,014 | ||||||||
| Average owner operator trucks | 510 | 299 | 467 | 345 | ||||||||
| Logistics Operations | ||||||||||||
| Total revenue (in thousands) | $ | 44,403 | $ | 52,993 | $ | 207,020 | $ | 245,196 | ||||
| Operating ratio | 98.3 | % | 94.3 | % | 94.9 | % | 91.9 | % |
PAMT CORP and Subsidiaries
Condensed Consolidated Balance Sheets
(unaudited)
| December 31, | December 31, | |||||
|---|---|---|---|---|---|---|
| 2024 | 2023 | |||||
| (in thousands) | ||||||
| ASSETS | ||||||
| Current assets | ||||||
| Cash and cash equivalents | $ | 68,060 | $ | 100,614 | ||
| Trade accounts receivable, net | 79,967 | 80,604 | ||||
| Other receivables | 4,854 | 7,203 | ||||
| Inventories | 2,433 | 2,321 | ||||
| Prepaid expenses and deposits | 11,555 | 13,213 | ||||
| Marketable equity securities | 42,620 | 43,203 | ||||
| Income taxes refundable | 2,281 | 3,883 | ||||
| Total current assets | 211,770 | 251,041 | ||||
| Property and equipment | 842,896 | 771,131 | ||||
| Less: accumulated depreciation | 309,272 | 266,412 | ||||
| Less: impairment | 6,406 | - | ||||
| Total property and equipment, net | 527,218 | 504,719 | ||||
| Other non-current assets | 2,666 | 4,697 | ||||
| Total assets | $ | 741,654 | $ | 760,457 | ||
| LIABILITIES AND STOCKHOLDERS’ EQUITY | ||||||
| Current liabilities: | ||||||
| Accounts payable | $ | 31,198 | $ | 62,652 | ||
| Accrued expenses and other liabilities | 14,569 | 16,799 | ||||
| Current portion of long-term debt | 73,017 | 57,645 | ||||
| Total current liabilities | 118,784 | 137,096 | ||||
| Long-term debt, net of current portion | 252,565 | 204,064 | ||||
| Deferred income taxes | 92,547 | 104,331 | ||||
| Other long-term liabilities | 250 | 750 | ||||
| Total liabilities | 464,146 | 446,241 | ||||
| STOCKHOLDERS’ EQUITY | ||||||
| Common stock | 224 | 223 | ||||
| Additional paid-in capital | 41,171 | 40,825 | ||||
| Treasury stock, at cost | (13,996 | ) | (8,736 | ) | ||
| Retained earnings | 250,109 | 281,904 | ||||
| Total stockholders’ equity | 277,508 | 314,216 | ||||
| Total liabilities and stockholders’ equity | $ | 741,654 | $ | 760,457 |
PAMT CORP and Subsidiaries
Reconciliation of GAAP Measures to Non-GAAP Measures (unaudited)
Adjusted Operating (Loss) Income and Adjusted Operating Ratio
| Quarter Ended December 31, | Twelve Months Ended December 31, | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2024 | 2023 | 2024 | 2023 | |||||||||
| (Dollars in thousands) | (Dollars in thousands) | |||||||||||
| GAAP Presentation | **** | **** | **** | **** | **** | **** | **** | **** | **** | **** | **** | **** |
| Total operating revenue | $ | 166,530 | $ | 180,168 | $ | 714,646 | $ | 810,807 | ||||
| Total operating expenses | (204,223 | ) | (180,979 | ) | (751,411 | ) | (780,497 | ) | ||||
| Operating (loss) income | $ | (37,693 | ) | $ | (811 | ) | $ | (36,765 | ) | $ | 30,310 | |
| Operating ratio | 122.6 | % | 100.4 | % | 105.1 | % | 96.3 | % | ||||
| Non-GAAP Presentation | **** | **** | **** | **** | **** | **** | **** | **** | **** | **** | **** | **** |
| Total operating revenue | $ | 166,530 | $ | 180,168 | $ | 714,646 | $ | 810,807 | ||||
| Fuel surcharge | (19,495 | ) | (23,939 | ) | (85,631 | ) | (104,693 | ) | ||||
| Revenue, excluding fuel surcharge | 147,035 | 156,229 | 629,015 | 706,114 | ||||||||
| Total operating expenses | 204,223 | 180,979 | 751,411 | 780,497 | ||||||||
| Less: fuel surcharge | (19,495 | ) | (23,939 | ) | (85,631 | ) | (104,693 | ) | ||||
| Less: impairment loss | (6,406 | ) | - | (6,406 | ) | - | ||||||
| Less: change in accounting estimates - depreciation charge | (24,691 | ) | - | (24,691 | ) | - | ||||||
| Adjusted operating expenses | 153,631 | 157,040 | 634,683 | 675,804 | ||||||||
| Adjusted operating (loss) income | $ | (6,596 | ) | $ | (811 | ) | $ | (5,668 | ) | $ | 30,310 | |
| Adjusted operating ratio | 104.5 | % | 100.5 | % | 100.9 | % | 95.7 | % |
PAMT CORP and Subsidiaries
Reconciliation of GAAP Measures to Non-GAAP Measures (unaudited)
Reconciliation of Net (Loss) Income to Adjusted Net (Loss) Income
| Quarter Ended December 31, | Twelve Months Ended December 31, | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| 2024 | 2023 | 2024 | 2023 | ||||||||
| (in thousands) | (in thousands) | ||||||||||
| Net (loss) income (GAAP) | $ | (31,578 | ) | $ | (2,231 | ) | $ | (31,795 | ) | $ | 18,416 |
| Adjustments: | |||||||||||
| Impairment charge | 6,406 | - | 6,406 | - | |||||||
| Change in accounting estimates - depreciation charge | 24,691 | - | 24,691 | - | |||||||
| Tax benefit of adjustment (3) | (7,298 | ) | - | (7,298 | ) | - | |||||
| Adjusted net (loss) income (non-GAAP) | $ | (7,779 | ) | $ | (2,231 | ) | $ | (7,996 | ) | $ | 18,416 |
PAMT CORP and Subsidiaries
Reconciliation of GAAP Measures to Non-GAAP Measures (unaudited)
Reconciliation of Diluted (Loss) Earnings Per Share to Adjusted Diluted (Loss) Earnings Per Share
| Quarter Ended December 31, | Twelve Months Ended December 31, | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| 2024 | 2023 | 2024 | 2023 | ||||||||
| Diluted (loss) earnings per share (GAAP) | $ | (1.45 | ) | $ | (0.10 | ) | $ | (1.45 | ) | $ | 0.83 |
| Adjustments: | |||||||||||
| Impairment charge | 0.29 | - | 0.29 | - | |||||||
| Change in accounting estimates - depreciation charge | 1.13 | - | 1.13 | - | |||||||
| Tax benefit of adjustment (3) | (0.33 | ) | - | (0.34 | ) | - | |||||
| Adjusted diluted (loss) earnings per share (non-GAAP) | $ | (0.36 | ) | $ | (0.10 | ) | $ | (0.37 | ) | $ | 0.83 |
| 1) | Excludes miles driven by third party power only carriers. | ||||||||||
| --- | --- | ||||||||||
| 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: PAMT CORP
P.O. BOX 188
Tontitown, AR 72770
Lance K. Stewart
(479) 361-9111