What changed in this filing

/stocks — the workspaceLOADING

Item 1. Financial Statements

2023-08-07 compared with 2023-05-10 · 170 added, 83 removed, 427 unchanged (37% of the section changed)

47 unchanged sentences

Three Months Ended

2023 March 31,

2023 June 30,

Operating revenues $ 402,182 $ 515,219

21 unchanged sentences

Forward Air Corporation

Condensed Consolidated Statements of Comprehensive Income

(unaudited and in thousands, except per share amounts)

Six Months Ended

2023 June 30,

Operating revenues $ 829,248 $ 982,180

Operating expenses:

Purchased transportation 366,860 464,322

Salaries, wages and employee benefits 166,206 172,439

Operating leases 53,432 46,132

Depreciation and amortization 28,148 22,725

Insurance and claims 27,142 25,164

Fuel expense 11,058 14,179

Other operating expenses 95,682 104,323

Total operating expenses 748,528 849,284

Income from operations 80,720 132,896

Other expense:

Interest expense, net ( 4,940 ) ( 1,977 )

Total other expense ( 4,940 ) ( 1,977 )

Income before income taxes 75,780 130,919

Income tax expense 19,461 32,803

Net income and comprehensive income $ 56,319 $ 98,116

Net income per share

Basic $ 2.14 $ 3.63

Diluted $ 2.13 $ 3.61

Dividends per share $ 0.48 $ 0.48

The accompanying notes are an integral part of the condensed consolidated financial statements.

Forward Air Corporation

Condensed Consolidated Statements of Cash Flows

(unaudited and in thousands)

Three Months Ended

2023 March 31,

Six Months Ended

2023 June 30,

Operating activities:

22 unchanged sentences

Payments on credit facility ( 30,750 ) ( 8,250 )

Payment of earn-out liability — ( 91 )

Proceeds from issuance of common stock upon stock option exercises — 206

1 unchanged sentence

Repurchases and retirement of common stock ( 79,792 ) ( 17,780 )

Proceeds from common stock issued under employee stock purchase plan 421 374

Payment of minimum tax withholdings on share-based awards ( 4,292 ) ( 3,293 )

3 unchanged sentences

Cash and cash equivalents at end of period $ 18,281 $ 47,386

Non-Cash Transactions:

Equipment acquired under finance leases $ 14,994 $ 5,193

The accompanying notes are an integral part of the condensed consolidated financial statements.

13 unchanged sentences

Balance at March 31, 2023 26,053 $ 261 $ 274,007 $ 411,365 $ 685,633

Net income — — — 19,951 19,951

Common stock issued under employee stock purchase plan 4 — 421 — 421

Share-based compensation expense — — 3,160 — 3,160

Payment of dividends to shareholders — — 5 ( 6,260 ) ( 6,255 )

Repurchases and retirement of common stock ( 285 ) ( 3 ) — ( 29,298 ) ( 29,301 )

Issuance of share-based awards 14 — — — —

Balance at June 30, 2023 25,786 $ 258 $ 277,593 $ 395,758 $ 673,609

Common Stock Additional Paid-in

10 unchanged sentences

Balance at March 31, 2022 26,862 $ 269 $ 261,444 $ 350,058 $ 611,771

Net income — — — 55,430 55,430

Common stock issued under employee stock purchase plan 5 — 374 — 374

Share-based compensation expense — — 3,306 — 3,306

Payment of dividends to shareholders — — 5 ( 6,497 ) ( 6,492 )

Payment of minimum tax withholdings on share-based awards ( 1 ) — — ( 39 ) ( 39 )

Issuance of share-based awards 14 — — — —

Balance at June 30, 2022 26,880 $ 269 $ 265,129 $ 398,952 $ 664,350

The accompanying notes are an integral part of the condensed consolidated financial statements.

2 unchanged sentences

(unaudited and in thousands, except per share data)

March 31, 2023

June 30, 2023

Description of Business and Basis of Presentation

29 unchanged sentences

Related services are a separate performance obligation and include accessorial charges such as terminal handling, storage, equipment rentals and customs brokerage.

Revenue is classified based on the line of business as the Company believes that best depicts the nature, timing and amount of revenue and cash flows.

For all lines of business, the Company records revenue on a gross basis as it is the principal

Forward Air Corporation

1 unchanged sentence

(unaudited and in thousands, except per share data)

March 31, 2023

in the transaction as the Company has discretion to determine the amount of consideration.

June 30, 2023

Revenue is classified based on the line of business as the Company believes that best depicts the nature, timing and amount of revenue and cash flows.

For all lines of business, the Company records revenue on a gross basis as it is the principal in the transaction as the Company has discretion to determine the amount of consideration.

Additionally, the Company has the discretion to select drivers and other vendors for the services provided to customers.

12 unchanged sentences

The fair value was based on the estimated certain profit contribution during the nineteen month period and was calculated using the option pricing method.

The nineteen month period ended in the second quarter of 2023 and the Company paid zero based on the terms of the purchase agreement.

Edgmon, headquartered in Kent, Washington, operates a terminal in Kent and a yard in Seattle, servicing both the Port of Seattle and the Port of Tacoma.

6 unchanged sentences

(unaudited and in thousands, except per share data)

March 31, 2023

June 30, 2023

Fair Value of Assets Acquired and Liabilities Assumed

16 unchanged sentences

Net assets acquired $ 40,993 $ 56,567

The preliminary purchase price for Edgmon and Land Air have been allocated to assets acquired and liabilities assumed based on the the Company’s best estimates and assumptions using the information available as of the acquisition date through the date of this filing.

The provisional measurements of identifiable assets and liabilities, and the resulting goodwill related to these acquisitions are subject to adjustments in subsequent periods as the Company finalizes its purchase price allocation, including the third-party valuations.

The Company expects to finalize the valuations as soon as practicable, but no later than one year from the acquisition date.

The preliminary purchase price for Land Air has been allocated to assets acquired and liabilities assumed based on the the Company’s best estimates and assumptions using the information available as of the acquisition date through the date of this filing.

The provisional measurements of identifiable assets and liabilities, and the resulting goodwill related to the acquisition are subject to adjustments in subsequent periods as the Company finalizes its purchase price allocation, including the third-party valuation.

The Company expects to finalize the valuation as soon as practicable, but no later than one year from the acquisition date.

The estimated useful life of acquired intangible assets as of the acquisition date are summarized in the following table:

6 unchanged sentences

(unaudited and in thousands, except per share data)

March 31, 2023

June 30, 2023

Goodwill and Intangible Assets

Changes in the carrying amount of goodwill during the three months ended March 31, 2023 are summarized as follows:

Changes in the carrying amount of goodwill during the six months ended June 30, 2023 are summarized as follows:

Expedited Freight Intermodal Consolidated

1 unchanged sentence

Acquisition 50,443 136 50,579

Balance as of March 31, 2023 $ 219,731 $ 136,896 $ 356,627

Balance as of June 30, 2023 $ 219,731 $ 137,032 $ 356,763

The Company ’ s accumulated goodwill impairment is $ 25,686 related to impairment charges the Company recorded during 2016 pertaining to its Truckload Services reporting unit.

The Truckload Services reporting unit operates within the Expedited Freight reportable segment.

As of March 31, 2023, approximately $ 277,484 of goodwill is deductible for tax purposes.

As of June 30, 2023, approximately $ 277,619 of goodwill is deductible for tax purposes.

Goodwill is tested for impairment on an annual basis and more often if indications of impairment exist.

The Company conducts its annual impairment analyses as of June 30 each year.

There have been no indicators of impairment during the three months ended March 31, 2023.

The results of the Company's goodwill impairment analyses conducted as of June 30, 2023 indicated that no reduction in the carrying amount of the goodwill was required.

Other Intangible Assets

Changes in the carrying amount of acquired intangible assets during the three months ended March 31, 2023 are summarized as follows:

Changes in the carrying amount of acquired intangible assets during the six months ended June 30, 2023 are summarized as follows:

Gross Carrying Amount

3 unchanged sentences

Acquisition 4,513 873 — 5,386

Balance as of March 31, 2023 $ 272,383 $ 9,629 $ 1,500 $ 283,512

Balance as of June 30, 2023 $ 272,383 $ 9,629 $ 1,500 $ 283,512

Accumulated Amortization

3 unchanged sentences

Amortization expense 8,643 326 — 8,969

Balance as of March 31, 2023 $ 118,686 $ 7,600 $ 1,500 $ 127,786

1 Carrying value as of March 31, 2023 and December 31, 2022 is inclusive of $ 16,501 of accumulated impairment.

Balance as of June 30, 2023 $ 123,023 $ 7,771 $ 1,500 $ 132,294

1 Carrying value as of June 30, 2023 and December 31, 2022 is inclusive o f $ 16,501 of accumulated impairment.

Forward Air Corporation

1 unchanged sentence

(unaudited and in thousands, except per share data)

March 31, 2023

June 30, 2023

Stock Incentive Plans

Stock Incentive Plan

The Company recorded share-based compensation expense as follows for the three months ended March 31, 2023 and 2022:

Three Months Ended

2023 March 31,

The Company recorded share-based compensation expense as follows for the three and six months ended June 30, 2023 and 2022:

Three Months Ended Six Months Ended

2023 June 30,

2022 June 30,

2023 June 30,

Total share-based compensation expense $ 2,803 $ 2,884 $ 5,613 $ 5,306

In May 2016, the Company adopted the 2016 Omnibus Incentive Compensation Plan (the “Omnibus Plan”) for the issuance of up to 2,000 common shares to employees.

As of March 31, 2023, appro ximately 564 shares remain available for grant under the Omnibus Plan.

As of June 30, 2023, appro ximately 564 shares remain available for grant under the Omnibus Plan.

Stock Options

3 unchanged sentences

The Company estimates the fair value of the grants using the Black-Scholes option-pricing model.

Stock option transactions during the three months ended March 31, 2023 were as follows:

Stock option transactions during the six months ended June 30, 2023 were as follows:

Stock Options Weighted-Average Exercise Price

3 unchanged sentences

Forfeited ( 61 ) 44.97

Outstanding as of March 31 370 $ 76.91

As of March 31, 2023, the total share-based compensation expense related to unvested stock options not yet recognized was $ 3,316 , and the weighted-average period over which it is expected to be recognized is approximately two years .

Outstanding as of June 30 370 $ 76.91

As of June 30, 2023, the total share-based compensation expense related to unvested stock options not yet recognized was $ 2,937 , and the weighted-average period over which it is expected to be recognized is approximately two years .

Restricted Shares

6 unchanged sentences

(unaudited and in thousands, except per share data)

March 31, 2023

Restricted share transactions during the three months ended March 31, 2023 were as follows:

June 30, 2023

Restricted share transactions during the six months ended June 30, 2023 were as follows:

Restricted Shares Weighted-Average Grant Date Fair Value

3 unchanged sentences

Forfeited ( 5 ) 103.85

Outstanding as of March 31 151 $ 104.74

As of March 31, 2023, the total share-based compensation expense related to restricted shares not yet recognized was $ 14,613 , and the weighted-average period over which it is expected to be recognized is approximately two years .

Outstanding as of June 30 150 $ 104.76

As of June 30, 2023, the total share-based compensation expense related to restricted shares not yet recognized was $ 12,770 , and the weighted-average period over which it is expected to be recognized is approximately two years .

Performance Awards

4 unchanged sentences

The Company estimates the fair value of the grants with a financial target based on the Company’s total shareholder return using a Monte Carlo simulation model.

Performance award transactions during the three months ended March 31, 2023 were as follows assuming target levels of performance:

Performance award transactions during the six months ended June 30, 2023 were as follows assuming target levels of performance:

Performance Awards Weighted-Average Grant Date Fair Value

4 unchanged sentences

Forfeited or unearned — —

Outstanding as of March 31 61 $ 105.95

As of March 31, 2023, the total share-based compensation expense related to unearned performance awards not yet recognized, assuming the Company’s current projected assessment of the level of performance that will be achieved, was $ 4,345 , and the weighted-average period over which it is expected to be recognized is approximately two years .

Outstanding as of June 30 61 $ 105.95

As of June 30, 2023, the total share-based compensation expense related to unearned performance awards not yet recognized, assuming the Company’s current projected assessment of the level of performance that will be achieved, was $ 3,720 , and the weighted-average period over which it is expected to be recognized is approximately two years .

Employee Stock Purchase Plan

Under the 2005 Employee Stock Purchase Plan (the “ESPP”), the Company is authorized to issue up to a remaining 310 shares of common stock to employees.

These shares may be issued at a price equal to 90 % of the lesser of the market value on th e first day or the last day of each six-month purchase period.

These shares may be issued at a price equal to 90 % of the lesser of the market value on the first day or the last day of each six-month purchase period.

Common stock purchases are paid for through periodic payroll deductions and/or up to two large lump sum contributions.

No shares were issued during the three months ended March 31, 2023.

Forward Air Corporation

1 unchanged sentence

(unaudited and in thousands, except per share data)

March 31, 2023

June 30, 2023

Employee stock purchase plan activity and related information was as follows:

Six Months Ended

2023 June 30,

Shares purchased by participants under the ESPP 4 5

Average purchase price $ 94.23 $ 82.76

Weighted-average fair value of each purchase right under the ESPP granted¹ $ 10.47 $ 9.20

Share-based compensation expense for ESPP $ 42 $ 42

¹ Equal to the discount from the market value of the common stock at the end of each six month purchase period.

Director Restricted Shares

Under the Amended and Restated Non-Employee Director Stock Plan (the “Amended Plan”), approved in May 2007 and further amended in February 2013 and January 2016, up to 360 of common shares may be issued.

As of March 31, 2023, approxim ately 60 shares re main available for grant under the Amended Plan.

As of June 30, 2023, approxim ately 45 shares re main available for grant under the Amended Plan.

Under the Amended Plan, each non-employee director receives an annual grant of restricted shares of the Company’s common stock.

The restricted shares vest on the earlier of (a) the day immediately prior to the first annual shareholder meeting that occurs after the grant date or (b) one year after the grant date.

Director restricted share transactions during the three months ended March 31, 2023 were as follows:

Director restricted share transactions during the six months ended June 30, 2023 were as follows:

Director Restricted Shares Weighted-Average Grant Date Fair Value

Outstanding as of January 1 15 $ 93.70

Granted 15 96.10

Vested ( 15 ) 93.70

Forfeited — —

Outstanding as of March 31 15 $ 93.70

For both the three months ended March 31, 2023 and 2022, the Company recorded $ 339 of share-based compensation expense associated with these grants.

As of March 31, 2023, the total share-based compensation expense related to the restricted shares not yet recognized was $ 154 , and the weighted-average period over which it is expected to be recognized is approximately less than one year .

Long-term debt consisted of the following as of March 31, 2023 and December 31, 2022:

March 31, 2023 December 31, 2022

Outstanding as of June 30 15 $ 96.10

For the three and six months ended June 30, 2023, the Company recorded $ 357 and $ 696 , respectively, of share-based compensation expense associated with these grants.

For the three and six months ended June 30, 2022, the Company recorded $ 380 and $ 719 , respectively, of share-based compensation expense associated with these grants.

As of June 30, 2023, the total share-based compensation expense related to the restricted shares not yet recognized was $ 1,226 , and the weighted-average period over which it is expected to be recognized is approximately less than one year .

Forward Air Corporation

Notes to Condensed Consolidated Financial Statements

(unaudited and in thousands, except per share data)

June 30, 2023

Long-term debt consisted of the following as of June 30, 2023 and December 31, 2022:

June 30, 2023 December 31, 2022

Credit facility, expires 2026 $ 122,750 $ 108,500

3 unchanged sentences

Total long-term debt, less current portion $ 119,766 $ 106,588

Forward Air Corporation

Notes to Condensed Consolidated Financial Statements

(unaudited and in thousands, except per share data)

March 31, 2023

In September 2017, the Company entered into a five-year senior unsecured revolving credit facility (the “Facility”) with a maximum aggregate principal amount of $ 150,000 , with a sublimit of $ 30,000 for letters of credit and a sublimit of $ 30,000 for swing line loans.

7 unchanged sentences

Such increases to the Facility may be in the form of additional revolving credit loans, term loans or a combination thereof, and are contingent upon there being no events of default under the Facility.

As of March 31, 2023 and December 31, 2022, the Company had $ 234,966 and $ 279,966 , respectively, of available borrowing capacity under the Facility.

As of June 30, 2023 and December 31, 2022, the Company had $ 265,166 and $ 279,966 , respectively, of available borrowing capacity under the Facility.

The Facility contains covenants that, among other things, restrict the ability of the Company, without the approval of the required lenders, to engage in certain mergers, consolidations, asset sales, dividends and stock repurchases, investments, and other transactions or to incur liens or indebtedness in excess of agreed thresholds, as set forth in the credit agreement.

The Company also has to fulfill financial covenants with respect to a leverage ratio and an interest coverage ratio.

As of March 31, 2023, the Company was in compliance with the aforementioned covenants.

As of June 30, 2023, the Company was in compliance with the aforementioned covenants.

Forward Air Corporation

Notes to Condensed Consolidated Financial Statements

(unaudited and in thousands, except per share data)

June 30, 2023

Under the amended Facility, interest accrues on the amounts outstanding under the Facility at the Company ’s option, at either (1) Bloomberg Short-Term Bank Yield Index rate (the “BSBY Rate ”), which cannot be less than zero , plus a margin ranging from 1.25 % to 1.75 % based on the Company ’s leverage ratio, or (2) the base rate, which cannot be less than 2.00 %.

1 unchanged sentence

Interest is payable in arrears for each loan that is based on the BSBY rate on the last day o f the interest period applicable to each loan, and interest is payable in arrears on loans not based on the BSBY rate on the last day of each quarter.

The weighted average interest rate on the outstanding borrowings under the revolving credit facility was 5.96 % and 1.44 % for the three months ended March 31, 2023, and 2022, respectively.

The weighted average interest rate on the outstanding borrowings under the credit facility was 6.32% and 2.14 % for the three months ended June 30, 2023, and 2022, respectively.

Letters of Credit

The Company has an arrangement under the Facility to issue letters of credit, which guarantee the Company’s obligations for potential claims exposure for insurance coverage.

As of both March 31, 2023 and December 31, 2022, outstanding letters of credit totaled $ 20,034 .

As of June 30, 2023 and December 31, 2022, outstanding letters of credit totaled $ 19,834 and $ 20,034 , respectively.

Forward Air Corporation

1 unchanged sentence

(unaudited and in thousands, except per share data)

March 31, 2023

June 30, 2023

Net Income Per Share

2 unchanged sentences

Diluted net income per common share assumes the exercise of outstanding stock options and the vesting of performance share awards using the treasury stock method when the effects of such assumptions are dilutive.

A reconciliation of net income attributable to Forward Air and weighted-average common shares outstanding for purposes of calculating basic and diluted net income per share during the three months ended March 31, 2023 and 2022 is as follows:

Three Months Ended

2023 March 31,

A reconciliation of net income attributable to Forward Air and weighted-average common shares outstanding for purposes of calculating basic and diluted net income per share during the three and six months ended June 30, 2023 and 2022 is as follows:

Three Months Ended Six Months Ended

2023 June 30,

2022 June 30,

2023 June 30,

Net income attributable to Forward Air $ 19,951 $ 55,430 $ 56,319 $ 98,116

7 unchanged sentences

Diluted $ 0.76 $ 2.04 $ 2.13 $ 3.61

The number of shares that were not included in the calculation of net income per diluted share because to do so would have been anti-dilutive for the three months ended March 31, 2023 and 2022 are as follows:

Three Months Ended

2023 March 31,

The number of shares that were not included in the calculation of net income per diluted share because to do so would have been anti-dilutive for the three and six months ended June 30, 2023 and 2022 are as follows:

Three Months Ended Six Months Ended

2023 June 30,

2022 June 30,

2023 June 30,

Anti-dilutive stock options 112 57 101 57

5 unchanged sentences

(unaudited and in thousands, except per share data)

March 31, 2023

For the three months ended March 31, 2023 and 2022, the Company recorded income tax expense of $ 11,786 and $ 13,881 , respectively.

The effective tax rate of 24.5 % for the three months ended March 31, 2023 varied from the statutory United States federal income tax rate of 21.0% primarily due to the effect of state income taxes, net of the federal benefit, and non-deductible executive compensation, partially offset by excess tax benefits realized on share-based awards.

The effective tax rate of 24.5 % for the three months ended March 31, 2022 varied from the statutory United States federal income tax rate of 21.0% primarily due to the effect of state income taxes, net of the federal benefit, and non-deductible executive compensation, partially offset by excess tax benefits realized on share-based awards.

June 30, 2023

For the six months ended June 30, 2023 and 2022, the Company recorded income tax expense of $ 19,461 and $ 32,803 , respectively.

The effective tax rate of 25.7 % for the six months ended June 30, 2023 varied from the statutory United States federal income tax rate of 21.0% primarily due to the effect of state income taxes, net of the federal benefit, and non-deductible executive compensation, partially offset by excess tax benefits realized on share-based awards.

The effective tax rate of 25.1 % for the six months ended June 30, 2022 varied from the statutory United States federal income tax rate of 21.0% primarily due to the effect of state income taxes, net of the federal benefit, and non-deductible executive compensation, partially offset by excess tax benefits realized on share-based awards.

The Company recognizes income tax benefits from uncertain tax positions where the realization of the ultimate benefit is uncertain.

As of both March 31, 2023 and December 31, 2022, the Company had $ 198 of unrecognized income tax benefits, all of which would affect the Company’s effective tax rate if recognized.

As of both March 31, 2023 and December 31, 2022, the Company had accrued interest and penalties related to unrecognized tax benefits of $ 85 .

As of both June 30, 2023 and December 31, 2022, the Company had $ 198 of unrecognized income tax benefits, all of which would affect the Company’s effective tax rate if recognized.

As of both June 30, 2023 and December 31, 2022, the Company had accrued interest and penalties related to unrecognized tax benefits of $ 85 .

With a few exceptions, the Company is no longer subject to U.S.

10 unchanged sentences

(unaudited and in thousands, except per share data)

March 31, 2023

June 30, 2023

Fair Value of Financial Instruments

1 unchanged sentence

The carrying amount of long-term debt under the Company’s credit facility approximates fair value based on the borrowing rates currently available to the Company for a loan with similar terms and average maturity.

As of March 31, 2023, the estimated fair value of the Company’s finance lease obligation, based on current borrowing rates, was $ 27,215 , compared to its carrying value of $ 27,517 .

As of June 30, 2023, the estimated fair value of the Company’s finance lease obligation, based on current borrowing rates, was $ 33,820 , compared to its carrying value of $ 34,799 .

As of December 31, 2022, the estimated fair value of the Company’s finance lease obligation, based on current borrowing rates, was $ 23,210 , compared to its carrying value of $ 23,794 .

1 unchanged sentence

Cash Dividends

During the first quarter of 2023, the Board declared and the Company has paid a quarterly cash dividend of $ 0.24 per common share.

During the first and second quarters of 2023, the Board declared and the Company has paid a quarterly cash dividend of $ 0.24 per common share.

During each quarter of 2022, the Company’s Board of Directors declared and the Company has paid a quarterly cash dividend of $ 0.24 per common share.

On April 28, 2023, the Board declared a quarterly cash dividend of $ 0.24 per common share that will be paid in the second quarter of 2023.

On July 25, 2023, the Board declared a quarterly cash dividend of $ 0.24 per common share that will be paid in the third quarter of 2023.

Share Repurchase Program

1 unchanged sentence

The 2019 Repurchase Plan expires when the shares authorized for repurchase are exhausted or the 2019 Repurchase Plan is canceled.

During the three months ended March 31, 2023, the Company repurchased through open market transactions 474 shares of common stock for $ 50,491 , or an average of $ 105.38 per share, and during the three months ended March 31, 2022, the Company repurchased through open market transactions 176 shares of common stock for $ 17,780 , or an average of $ 100.86 per share.

During the six months ended June 30, 2023, the Company repurchased through open market transactions 759 shares of common stock for $ 79,792 , or an average of $ 105.09 per share, and during the six months ended June 30, 2022, the Company repurchased through open market transactions 176 shares of common stock for $ 17,780 , or an average of $ 100.86 per share.

All shares received were retired upon receipt, and the excess of the purchase price over the par value per share was recorded to “Retained Earnings ” in the Condensed Consolidated Balance Sheets.

As of March 31, 2023, the remaining shares permitted to be repurchased under the 2019 Repurchase Plan were approximately 1,759 shares.

As of June 30, 2023, the remaining shares permitted to be repurchased under the 2019 Repurchase Plan were approximately 1,473 shares.

Commitments and Contingencies

8 unchanged sentences

(unaudited and in thousands, except per share data)

March 31, 2023

June 30, 2023

For vehicle liability, the Company retains a portion of the risk.

35 unchanged sentences

(unaudited and in thousands, except per share data)

March 31, 2023

Segment results from operations for the three months ended March 31, 2023 and 2022 are as follows:

Three Months Ended March 31, 2023

June 30, 2023

Segment results from operations for the three and six months ended June 30, 2023 and 2022 are as follows:

Three Months Ended June 30, 2023

Expedited Freight Intermodal Corporate Eliminations Consolidated

3 unchanged sentences

Amortization 1,946 2,561 — — 4,507

Income from operations 32,998 11,203 6,308 — 50,509

Income (loss) from operations 30,949 4,312 ( 5,050 ) — 30,211

Purchases of property and equipment 10,399 387 — — 10,786

Three Months Ended March 31, 2022

Three Months Ended June 30, 2022

Expedited Freight Intermodal Corporate Eliminations Consolidated

5 unchanged sentences

Purchases of property and equipment 8,765 — — — 8,765

As of March 31, 2023 $ 750,838 $ 296,624 $ 179,178 $ ( 74 ) $ 1,226,566

Forward Air Corporation

Notes to Condensed Consolidated Financial Statements

(unaudited and in thousands, except per share data)

June 30, 2023

Six Months Ended June 30, 2023

Expedited Freight Intermodal Corporate Eliminations Consolidated - Continuing Operations

External revenues $ 676,861 $ 152,387 $ — $ — $ 829,248

Intersegment revenues 69 33 — ( 102 ) —

Depreciation 14,749 4,430 — — 19,179

Amortization 3,847 5,122 — — 8,969

Income from operations 63,947 15,515 1,258 — 80,720

Purchases of property and equipment 17,012 563 — — 17,575

Six Months Ended June 30, 2022

Expedited Freight Intermodal Corporate Eliminations Consolidated - Continuing Operations

External revenues $ 785,340 $ 196,840 $ — $ — $ 982,180

Intersegment revenues 108 11 — ( 119 ) —

Depreciation 11,679 2,984 101 — 14,764

Amortization 3,619 4,342 — — 7,961

Income (loss) from operations 110,787 26,395 ( 4,286 ) — 132,896

Purchases of property and equipment 17,721 952 — — 18,673

As of June 30, 2023 $ 737,387 $ 282,077 $ 165,198 $ ( 89 ) $ 1,184,573

As of December 31, 2022 683,386 322,001 202,756 ( 67 ) 1,208,076

Revenue from the individual services within the Expedited Freight segment for the three months ended March 31, 2023 and 2022 are as follows:

Three Months Ended

2023 March 31,

Revenue from the individual services within the Expedited Freight segment for the three and six months ended June 30, 2023 and 2022 are as follows:

Three Months Ended Six Months Ended

2023 June 30,

2022 June 30,

2023 June 30,

Expedited Freight revenues:

5 unchanged sentences

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements