Matson, Inc. 10-Q

ITEM 1. FINANCIAL STATEMENTS ​ MATSON, INC. AND SUBSIDIARIES Condensed Consolidated Statements of Income and Comprehensive Income (Unaudited) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ Six Months Ended ​ ​ June 30, ​ June 30, (In millions, except per share amounts) 2021 2020 2021 2020 Operating Revenue: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Ocean Transportation ​ $ 682.9 ​ $ 410.8 ​ $ 1,243.4 ​ $ 811.7 Logistics ​ 192.0 ​ 113.3 ​ 343.3 ​ 226.3 Total Operating Revenue ​ 874.9 ​ 524.1 ​ 1,586.7 ​ 1,038.0 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Costs and Expenses: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Operating costs ​ ( 615.6 ) ​ ( 426.3 ) ​ ( 1,160.3 ) ​ ( 874.6 ) Income from SSAT ​ 12.8 ​ 3.7 ​ 22.0 ​ 7.7 Selling, general and administrative ​ ( 58.2 ) ​ ( 50.3 ) ​ ( 114.3 ) ​ ( 106.9 ) Total Costs and Expenses ​ ( 661.0 ) ​ ( 472.9 ) ​ ( 1,252.6 ) ​ ( 973.8 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Operating Income ​ 213.9 ​ 51.2 ​ 334.1 ​ 64.2 Interest expense ​ ( 5.5 ) ​ ( 8.2 ) ​ ( 12.8 ) ​ ( 16.8 ) Other income (expense), net ​ 1.5 ​ 1.5 ​ 2.9 ​ 2.1 Income before Income Taxes ​ 209.9 ​ 44.5 ​ 324.2 ​ 49.5 Income taxes ​ ( 47.4 ) ​ ( 11.7 ) ​ ( 74.5 ) ​ ( 12.9 ) Net Income ​ $ 162.5 ​ $ 32.8 ​ $ 249.7 ​ $ 36.6 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Other Comprehensive Income (Loss), Net of Income Taxes: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net Income ​ $ 162.5 ​ $ 32.8 ​ $ 249.7 ​ $ 36.6 Other Comprehensive Income (Loss): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Amortization of prior service cost ​ ( 1.2 ) ​ ( 1.1 ) ​ ( 2.3 ) ​ ( 2.3 ) Amortization of net loss ​ 1.3 ​ 1.3 ​ 2.5 ​ 2.6 Other adjustments ​ 0.1 ​ ( 0.1 ) ​ ( 0.1 ) ​ ( 0.8 ) Total Other Comprehensive Income (Loss) ​ 0.2 ​ 0.1 ​ 0.1 ​ ( 0.5 ) Comprehensive Income ​ $ 162.7 ​ $ 32.9 ​ $ 249.8 ​ $ 36.1 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Basic Earnings Per Share ​ $ 3.74 ​ $ 0.76 ​ $ 5.75 ​ $ 0.85 Diluted Earnings Per Share ​ $ 3.71 ​ $ 0.76 ​ $ 5.70 ​ $ 0.85 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted Average Number of Shares Outstanding: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Basic ​ 43.5 ​ 43.1 ​ 43.4 ​ 43.0 Diluted ​ 43.8 ​ 43.3 ​ 43.8 ​ 43.3 ​ See Notes to Condensed Consolidated Financial Statements. ​ 1 Table of Contents MATSON, INC. AND SUBSIDIARIES Condensed Consolidated Balance Sheets (Unaudited) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ June 30, ​ December 31, ​ (In millions) 2021 2020 ASSETS ​ ​ ​ ​ ​ ​ ​ Current Assets: ​ ​ ​ ​ ​ ​ ​ Cash and cash equivalents ​ $ 17.4 ​ $ 14.4 ​ Accounts receivable, net of allowance for credit loss of $ 7.7 million and $ 6.3 million, respectively ​ 313.6 ​ 253.4 ​ Prepaid expenses and other assets ​ 71.7 ​ 38.1 ​ Total current assets ​ 402.7 ​ 305.9 ​ Long-term Assets: ​ ​ ​ ​ ​ ​ ​ Investment in SSAT ​ 50.1 ​ 48.7 ​ Property and equipment, net ​ 1,715.8 ​ 1,689.9 ​ Operating lease right of use assets ​ ​ 257.1 ​ ​ 251.4 ​ Goodwill ​ 327.8 ​ 327.8 ​ Intangible assets, net ​ ​ 186.5 ​ ​ 192.0 ​ Deferred dry-docking costs, net ​ ​ 57.8 ​ ​ 51.9 ​ Other long-term assets ​ 38.4 ​ 33.0 ​ Total long-term assets ​ ​ 2,633.5 ​ ​ 2,594.7 ​ Total Assets ​ $ 3,036.2 ​ $ 2,900.6 ​ ​ ​ ​ ​ ​ ​ ​ ​ LIABILITIES AND SHAREHOLDERS’ EQUITY ​ ​ ​ ​ ​ ​ ​ Current Liabilities: ​ ​ ​ ​ ​ ​ ​ Current portion of debt ​ $ 65.0 ​ $ 59.2 ​ Accounts payable and accruals ​ 279.6 ​ 283.1 ​ Operating lease liabilities ​ ​ 84.7 ​ ​ 72.4 ​ Other liabilities ​ 103.0 ​ 96.8 ​ Total current liabilities ​ 532.3 ​ 511.5 ​ Long-term Liabilities: ​ ​ ​ ​ ​ ​ ​ Long-term debt, net of deferred loan fees ​ 581.5 ​ 685.6 ​ Long-term operating lease liabilities ​ ​ 182.5 ​ ​ 186.9 ​ Deferred income taxes ​ 404.9 ​ 389.6 ​ Other long-term liabilities ​ ​ 162.2 ​ ​ 165.8 ​ Total long-term liabilities ​ 1,331.1 ​ 1,427.9 ​ Commitments and Contingencies ​ ​ ​ ​ ​ ​ ​ Shareholders’ Equity: ​ ​ ​ ​ ​ ​ ​ Common stock ​ 32.6 ​ 32.4 ​ Additional paid in capital ​ 316.5 ​ 321.5 ​ Accumulated other comprehensive loss, net ​ ( 50.7 ) ​ ( 50.8 ) ​ Retained earnings ​ 874.4 ​ 658.1 ​ Total shareholders’ equity ​ 1,172.8 ​ 961.2 ​ Total Liabilities and Shareholders’ Equity ​ $ 3,036.2 ​ $ 2,900.6 ​ ​ See Notes to Condensed Consolidated Financial Statements. ​ 2 Table of Contents MATSON, INC. AND SUBSIDIARIES Condensed Consolidated Statements of Cash Flows (Unaudited) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Six Months Ended June 30, ​ (In millions) 2021 2020 Cash Flows From Operating Activities: ​ ​ ​ ​ ​ ​ ​ Net income ​ $ 249.7 ​ $ 36.6 ​ Reconciling adjustments: ​ ​ ​ ​ ​ ​ ​ Depreciation and amortization ​ 67.9 ​ 55.6 ​ Amortization of operating lease right of use assets ​ ​ 49.2 ​ ​ 35.6 ​ Deferred income taxes ​ 15.2 ​ 11.4 ​ Share-based compensation expense ​ 9.5 ​ 6.1 ​ Income from SSAT ​ ( 22.0 ) ​ ( 7.7 ) ​ Distribution from SSAT ​ ​ 21.0 ​ ​ 7.8 ​ Other ​ ​ ( 1.0 ) ​ ​ 0.5 ​ Changes in assets and liabilities: ​ ​ ​ ​ ​ ​ ​ Accounts receivable, net ​ ( 60.2 ) ​ ( 9.3 ) ​ Deferred dry-docking payments ​ ( 17.4 ) ​ ( 7.6 ) ​ Deferred dry-docking amortization ​ 12.6 ​ 11.8 ​ Prepaid expenses and other assets ​ ( 38.7 ) ​ 25.2 ​ Accounts payable, accruals and other liabilities ​ 3.7 ​ 14.0 ​ Operating lease liabilities ​ ​ ( 47.1 ) ​ ​ ( 36.0 ) ​ Other long-term liabilities ​ ( 3.6 ) ​ ( 3.4 ) ​ Net cash provided by operating activities ​ 238.8 ​ 140.6 ​ ​ ​ ​ ​ ​ ​ ​ ​ Cash Flows From Investing Activities: ​ ​ ​ ​ ​ ​ ​ Capitalized vessel construction expenditures ​ ​ — ​ ​ ( 16.5 ) ​ Other capital expenditures ​ ( 101.3 ) ​ ( 34.0 ) ​ Proceeds from disposal of property and equipment ​ 1.7 ​ 15.4 ​ Cash deposits into Capital Construction Fund ​ ( 31.2 ) ​ ( 97.1 ) ​ Withdrawals from Capital Construction Fund ​ ​ 31.2 ​ ​ 97.1 ​ Net cash used in investing activities ​ ( 99.6 ) ​ ( 35.1 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ Cash Flows From Financing Activities: ​ ​ ​ ​ ​ ​ ​ Proceeds from issuance of debt ​ — ​ 325.5 ​ Repayments of debt ​ ( 26.8 ) ​ ( 192.8 ) ​ Proceeds from revolving credit facility ​ ​ 241.9 ​ ​ 411.5 ​ Repayments of revolving credit facility ​ ( 313.7 ) ​ ( 612.6 ) ​ Payment of financing costs ​ ​ ( 3.0 ) ​ ​ ( 18.5 ) ​ Proceeds from issuance of capital stock ​ ​ — ​ ​ 0.1 ​ Dividends paid ​ ​ ( 20.2 ) ​ ( 19.1 ) ​ Tax withholding related to net share settlements of restricted stock units ​ ​ ( 14.4 ) ​ ​ ( 5.5 ) ​ Net cash used in financing activities ​ ( 136.2 ) ​ ( 111.4 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ Net Increase (Decrease) in Cash, Cash Equivalents and Restricted Cash ​ 3.0 ​ ( 5.9 ) ​ Cash, Cash Equivalents and Restricted Cash, Beginning of the Period ​ 19.7 ​ 28.4 ​ Cash, Cash Equivalents and Restricted Cash, End of the Period ​ $ 22.7 ​ $ 22.5 ​ ​ ​ ​ ​ ​ ​ ​ ​ Reconciliation of Cash, Cash Equivalents and Restricted Cash, End of the Period: ​ ​ ​ ​ ​ ​ ​ Cash and Cash Equivalents ​ $ 17.4 ​ $ 19.5 ​ Restricted Cash ​ ​ 5.3 ​ ​ 3.0 ​ Total Cash, Cash Equivalents and Restricted Cash, End of the Period ​ $ 22.7 ​ $ 22.5 ​ ​ ​ ​ ​ ​ ​ ​ ​ Supplemental Cash Flow Information: ​ ​ ​ ​ ​ ​ ​ Interest paid, net of capitalized interest ​ $ 10.4 ​ $ 17.9 ​ Income tax payments and (refunds), net ​ $ 75.2 ​ $ ( 21.0 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ Non-cash Information: ​ ​ ​ ​ ​ ​ ​ Capital expenditures included in accounts payable, accruals and other liabilities ​ $ 7.7 ​ $ 4.6 ​ Accrued dividends ​ $ 13.2 ​ $ 10.0 ​ ​ See Notes to Condensed Consolidated Financial Statements. 3 Table of Contents ​ MATSON, INC. AND SUBSIDIARIES Condensed Consolidated Statements of Shareholders’ Equity (Unaudited) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Accumulated ​ ​ ​ ​ ​ ​ ​ ​ Common Stock ​ Additional ​ Other ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Stated ​ Paid In ​ Comprehensive ​ Retained ​ ​ ​ (In millions, except per share amounts) Shares Value Capital Income (Loss) Earnings Total Balance at December 31, 2020 43.2 ​ $ 32.4 $ 321.5 ​ $ ( 50.8 ) ​ $ 658.1 ​ $ 961.2 Net income — ​ — — ​ — ​ 87.2 ​ 87.2 Other comprehensive loss, net of tax — ​ — — ​ ( 0.1 ) ​ — ​ ( 0.1 ) Share-based compensation — ​ — 4.8 ​ — ​ — ​ 4.8 Shares issued, net of shares withheld for employee taxes 0.2 ​ 0.2 ( 14.3 ) ​ — ​ — ​ ( 14.1 ) Dividends ( $ 0.23 per share) — ​ — — ​ — ​ ( 10.1 ) ​ ( 10.1 ) Balance at March 31, 2021 43.4 ​ ​ 32.6 ​ 312.0 ​ ​ ( 50.9 ) ​ ​ 735.2 ​ ​ 1,028.9 Net income — ​ — — ​ — ​ 162.5 ​ 162.5 Other comprehensive income, net of tax ​ — ​ — — ​ 0.2 ​ — ​ 0.2 Share-based compensation — ​ — 4.7 ​ — ​ — ​ 4.7 Shares issued, net of shares withheld for employee taxes 0.1 ​ — ( 0.2 ) ​ — ​ — ​ ( 0.2 ) Dividends ( $ 0.23 per share and $ 0.30 per share) — ​ — — ​ — ​ ( 23.3 ) ​ ( 23.3 ) Balance at June 30, 2021 43.5 ​ $ 32.6 $ 316.5 ​ $ ( 50.7 ) ​ $ 874.4 ​ $ 1,172.8 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Accumulated ​ ​ ​ ​ ​ ​ ​ ​ Common Stock ​ Additional ​ Other ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Stated ​ Paid In ​ Comprehensive ​ Retained ​ ​ ​ (In millions, except per share amounts) Shares Value Capital Income (Loss) Earnings Total Balance at December 31, 2019 42.9 ​ $ 32.2 $ 306.2 ​ $ ( 36.9 ) ​ $ 504.2 ​ $ 805.7 Net income — ​ — — ​ — ​ 3.8 ​ 3.8 Other comprehensive loss, net of tax — ​ — — ​ ( 0.6 ) ​ — ​ ( 0.6 ) Share-based compensation — ​ — 3.1 ​ — ​ — ​ 3.1 Shares issued, net of shares withheld for employee taxes 0.1 ​ 0.1 ( 4.6 ) ​ — ​ — ​ ( 4.5 ) Equity interest in SSAT ​ — ​ — ​ ​ — ​ ​ — ​ ​ 2.2 ​ ​ 2.2 Dividends ( $ 0.22 per share) — ​ — — ​ — ​ ( 9.5 ) ​ ( 9.5 ) Balance at March 31, 2020 43.0 ​ ​ 32.3 ​ 304.7 ​ ​ ( 37.5 ) ​ $ 500.7 ​ ​ 800.2 Net income — ​ — — ​ — ​ 32.8 ​ 32.8 Other comprehensive loss, net of tax ​ — ​ — — ​ 0.1 ​ — ​ 0.1 Share-based compensation — ​ — 3.0 ​ — ​ — ​ 3.0 Shares issued, net of shares withheld for employee taxes 0.1 ​ — ( 1.0 ) ​ — ​ — ​ ( 1.0 ) Dividends ( $ 0.22 per share and $ 0.23 per share) — ​ — — ​ — ​ ( 19.6 ) ​ ( 19.6 ) Balance at June 30, 2020 43.1 ​ $ 32.3 $ 306.7 ​ $ ( 37.4 ) ​ $ 513.9 ​ $ 815.5 ​ See Notes to Condensed Consolidated Financial Statements. 4 Table of Contents MATSON, INC. AND SUBSIDIARIES NOTES TO THE CONDENSED CONSOLIDATED FINANICAL STATEMENTS (Unaudited) ​ 1. DESCRIPTION OF THE BUSINESS ​ Matson, Inc., a holding company incorporated in the State of Hawaii, and its subsidiaries (“Matson” or the “Company”), is a leading provider of ocean transportation and logistics services. The Company consists of two segments, Ocean Transportation and Logistics: ​ Ocean Transportation: Matson’s Ocean Transportation business is conducted through Matson Navigation Company, Inc. (“MatNav”), a wholly-owned subsidiary of Matson, Inc. Founded in 1882, MatNav provides a vital lifeline of ocean freight transportation services to the domestic non-contiguous economies of Hawaii, Alaska and Guam, and to other island economies in Micronesia. MatNav also operates premium, expedited services from China to Long Beach, California, and provides services to Okinawa, Japan and various islands in the South Pacific, and operates an international export service from Dutch Harbor to Asia. In addition, subsidiaries of MatNav provide stevedoring, refrigerated cargo services, inland transportation and other terminal services for MatNav and other ocean carriers on the Hawaiian islands of Oahu, Hawaii, Maui and Kauai, and in the Alaska locations of Anchorage, Kodiak and Dutch Harbor. ​ Matson has a 35 percent ownership interest in SSA Terminals, LLC, a joint venture between Matson Ventures, Inc., a wholly-owned subsidiary of MatNav, and SSA Ventures, Inc., a subsidiary of Carrix, Inc. (“SSAT”). SSAT currently provides terminal and stevedoring services to various carriers at seven terminal facilities on the U.S. West Coast, including three facilities dedicated for MatNav’s use. Matson records its share of income from SSAT in costs and expenses in the Condensed Consolidated Statements of Income and Comprehensive Income, and within the Ocean Transportation segment due to the nature of SSAT’s operations. ​ Logistics: Matson’s Logistics business is conducted through Matson Logistics, Inc. (“Matson Logistics”), a wholly-owned subsidiary of MatNav. Matson Logistics, established in 1987, extends the geographic reach of Matson’s transportation network throughout North America, and is an asset-light business that provides a variety of logistics services to its customers including: (i) multimodal transportation brokerage of domestic and international rail intermodal services, long-haul and regional highway trucking services, specialized hauling, flat-bed and project services, less-than-truckload services, and expedited freight services (collectively, “Transportation Brokerage” services); (ii) less-than-container load (“LCL”) consolidation and freight forwarding services (collectively, “Freight Forwarding” services); (iii) warehousing and distribution services; and (iv) supply chain management, non-vessel operating common carrier (“NVOCC”) freight forwarding and other services. ​ ​ 2. SIGNIFICANT ACCOUNTING POLICIES ​ Basis of Presentation: The Condensed Consolidated Financial Statements are unaudited, and include the accounts of Matson, Inc. and all wholly-owned subsidiaries, after elimination of intercompany amounts and transactions. Significant investments in businesses, partnerships, and limited liability companies in which the Company does not have a controlling financial interest, but has the ability to exercise significant influence, are accounted for under the equity method. The Company accounts for its investment in SSAT using the equity method of accounting. ​ Due to the nature of the Company’s operations, the results for interim periods are not necessarily indicative of results to be expected for the year. These Condensed Consolidated Financial Statements reflect all normal recurring adjustments that are, in the opinion of management, necessary for fair presentation of the results of the interim periods, and do not include all of the information and footnotes required by U.S. generally accepted accounting principles for complete consolidated financial statements. ​ The Condensed Consolidated Financial Statements should be read in conjunction with the Consolidated Financial Statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2020, filed with the Securities and Exchange Commission (“SEC”) on February 26, 2021. ​ 5 Table of Contents Fiscal Period: The period end for Matson covered by this report is June 30, 2021. The period end for MatNav and its subsidiaries covered by this report occurred on the last Friday in June, or June 25, 2021. ​ Significant Accounting Policies: The Company’s significant accounting policies are described in Note 2 to the Consolidated Financial Statements included in Part II, Item 8 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2020. ​ Use of Estimates: The preparation of the interim condensed consolidated financial statements in conformity with accounting principles generally accepted in the U.S. requires management to make estimates and assumptions that affect the amounts reported. Estimates and assumptions are used for, but not limited to: impairment of investments; impairment of long-lived assets, intangible assets and goodwill; capitalized interest; allowance for doubtful accounts; legal contingencies; insurance reserves and other related liabilities; accrual estimates; pension and post-retirement estimates; multi-employer withdrawal liabilities; operating lease assets and liabilities; and income taxes. Future results could be materially affected if actual results differ from these estimates and assumptions. ​ Recognition of Revenues and Expenses: Revenue in the Company’s Condensed Consolidated Financial Statements is presented net of elimination of intercompany transactions. The following is a description of the Company’s principal revenue generating activities by segment, and the Company’s revenue recognition policy for each activity for the periods presented: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended Six Months Ended ​ ​ June 30, June 30, Ocean Transportation (in millions) (1) ​ 2021 2020 2021 2020 Ocean Transportation services ​ $ 674.4 ​ $ 402.6 ​ $ 1,228.6 ​ $ 793.7 Terminal and other related services ​ ​ 4.9 ​ ​ 4.6 ​ ​ 7.7 ​ ​ 10.4 Fuel sales ​ ​ 1.8 ​ ​ 2.1 ​ ​ 3.2 ​ ​ 4.7 Vessel management and related services ​ ​ 1.8 ​ ​ 1.5 ​ ​ 3.9 ​ ​ 2.9 Total ​ $ 682.9 ​ $ 410.8 ​ $ 1,243.4 ​ $ 811.7 (1) Ocean Transportation revenue transactions are primarily denominated in U.S. dollars except for less than 3 percent of Ocean Transportation services revenue and fuel sales revenue categories which are denominated in foreign currencies. ​ ◾ Ocean Transportation services revenue is recognized ratably over the duration of a voyage based on the relative transit time completed in each reporting period. Vessel operating costs and other ocean transportation operating costs, such as terminal operating overhead and selling, general and administrative expenses, are charged to operating costs as incurred. ◾ Terminal and other related services revenue is recognized as the services are performed. Related costs are recognized as incurred. ◾ Fuel sales revenue and related costs are recognized when the Company has completed delivery of the product to the customer in accordance with the terms and conditions of the contract. ◾ Vessel management and related services revenue is recognized in proportion to the services completed. Related costs are recognized as incurred. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended Six Months Ended ​ ​ June 30, June 30, Logistics (in millions) (1) ​ 2021 ​ 2020 ​ 2021 ​ 2020 Transportation Brokerage and Freight Forwarding services ​ $ 174.5 ​ $ 101.9 ​ $ 309.8 ​ $ 204.0 Warehouse and distribution services ​ ​ 10.4 ​ ​ 8.2 ​ ​ 19.6 ​ ​ 16.4 Supply chain management and other services ​ 7.1 ​ 3.2 ​ 13.9 ​ 5.9 Total ​ $ 192.0 ​ $ 113.3 ​ $ 343.3 ​ $ 226.3 (1) Logistics revenue transactions are primarily denominated in U.S. dollars except for less than 3 percent of transportation brokerage and freight forwarding services revenue, and supply chain management and other services revenue categories which are denominated in foreign currencies. ​ ◾ Transportation Brokerage and Freight Forwarding services revenue consists of amounts billed to customers for services provided. The primary costs include third-party purchased transportation services, agent commissions, labor and equipment. Revenue and the related purchased third-party transportation costs are recognized over the duration of a delivery based upon the relative transit time completed in each reporting period. Labor, agent commissions, and other operating costs are expensed as incurred. The Company reports revenue on a gross basis as 6 Table of Contents the Company serves as the principal in these transactions because it is responsible for fulfilling the contractual arrangements with the customer and has latitude in establishing prices. ◾ Warehousing and distribution services revenue consist of amounts billed to customers for storage, handling, and value-added packaging of customer merchandise. Storage revenue is recognized in the month the service is provided to the customer. Storage related costs are recognized as incurred. Other warehousing and distribution services revenue and related costs are recognized in proportion to the services performed. ◾ Supply chain management and other services revenue, and related costs are recognized in proportion to the services performed. ​ The Company generally invoices its customers at the commencement of the voyage or the transportation service being provided, or as other services are being performed. Revenue is deferred when services are invoiced in advance to the customer. The Company’s receivables are classified as short-term as collection terms are for periods of less than one year. The Company expenses sales commissions and contract acquisition costs as incurred because the amounts are generally immaterial. These expenses are included in selling, general and administration expenses in the Condensed Consolidated Statements of Income and Comprehensive Income. ​ Capital Construction Fund: The Company’s Capital Construction Fund (“CCF”) is described in Note 7 to the Consolidated Financial Statements included in Part II, Item 8 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2020. As of June 30, 2021 and December 31, 2020, $ 1.7 million of eligible accounts receivable was assigned to the CCF. Due to the nature of the assignment of eligible accounts receivable into the CCF, such assigned amounts are classified as part of accounts receivable in the Condensed Consolidated Balance Sheets. Cash on deposit in the CCF is held in a money market account and classified as a long-term asset in the Company’s Condensed Consolidated Balance Sheets, as the Company intends to use qualified cash withdrawals to fund long-term investment in the construction of new vessels. During the three and six months ended June 30, 2021, the Company deposited $ 31.2 million into the CCF and made qualifying cash withdrawals of $ 31.2 million from the CCF. The balance of cash on deposit at June 30, 2021 and December 31, 2020 was nominal. ​ Investment in SSAT: Condensed income statement information for SSAT for the three and six months ended June 30, 2021 and 2020 consisted of the following: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended Six Months Ended ​ ​ June 30, June 30, (In millions) ​ 2021 2020 2021 2020 Operating revenue ​ $ 322.2 ​ $ 243.3 ​ $ 628.3 ​ $ 522.2 ​ Operating costs and expenses ​ ​ ( 284.0 ) ​ ​ ( 229.9 ) ​ ​ ( 557.1 ) ​ ​ ( 495.3 ) ​ Operating income ​ ​ 38.2 ​ ​ 13.4 ​ ​ 71.2 ​ ​ 26.9 ​ Net Income (1) ​ $ 34.3 ​ $ 12.3 ​ $ 63.2 ​ $ 25.3 ​ Company Share of SSAT’s Net Income (2) ​ $ 12.8 ​ $ 3.7 ​ $ 22.0 ​ $ 7.7 ​ (1) Includes earnings from equity method investments held by SSAT less earnings allocated to non-controlling interests. (2) The Company records its share of net income from SSAT in costs and expenses in the Condensed Consolidated Statement of Income and Comprehensive Income due to the nature of SSAT’s operations. ​ The Company’s investment in SSAT was $ 50.1 million and $ 48.7 million at June 30, 2021 and December 31, 2020, respectively. ​ Contingencies: Environmental Matters: The Company’s Ocean Transportation business has certain risks that could result in expenditures for environmental remediation. The Company believes that based on all information available to it, the Company is currently in compliance, in all material respects, with applicable environmental laws and regulations. ​ Other Matters: The Company and its subsidiaries are parties to, or may be contingently liable in connection with other legal actions arising in the normal course of their businesses, the outcomes of which, in the opinion of management after consultation with counsel, would not have a material effect on the Company’s financial condition, results of operations, or cash flows. ​ Dividends: The Company’s second quarter 2021 cash dividend of $ 0.23 per share was paid on June 3, 2021. On June 24, 2021, the Company’s Board of Directors declared a cash dividend of $ 0.30 per share payable on September 2, 2021. ​ 7 Table of Contents 3. REPORTABLE SEGMENTS ​ Reportable segments are components of an enterprise that engage in business activities from which it may earn revenues and incur expenses, whose operating results are regularly reviewed by the chief operating decision maker to make decisions about resources to be allocated to the segment and assess its performance, and for which discrete financial information is available. The Company’s chief operating decision maker is its Chief Executive Officer. ​ The Company consists of two reportable segments, Ocean Transportation and Logistics, which are further described in Note 1. Reportable segments are measured based on operating income. In arrangements where the customer purchases ocean transportation and logistics services, the revenues are allocated to each reportable segment based upon the contractual amounts for each type of service. The Company’s SSAT segment has been aggregated into the Company’s Ocean Transportation segment due to the operations of SSAT being an integral part of the Company’s Ocean Transportation business. ​ The Company’s Ocean Transportation segment provides ocean transportation services to the Logistics segment, and the Logistics segment provides logistics services to the Ocean Transportation segment in certain transactions. Accordingly, inter-segment revenue of $ 49.0 million and $ 24.2 million for the three months ended June 30, 2021 and 2020, and $ 82.7 million and $ 43.6 million for the six months ended June 30, 2021 and 2020, respectively, have been eliminated from operating revenues in the table below. ​ Reportable segment financial information for the three and six months ended June 30, 2021 and 2020 are as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ Six Months Ended ​ ​ ​ June 30, ​ June 30, ​ (In millions) 2021 2020 2021 2020 Operating Revenue: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Ocean Transportation (1) ​ $ 682.9 ​ $ 410.8 ​ $ 1,243.4 ​ $ 811.7 ​ Logistics (2) ​ 192.0 ​ 113.3 ​ 343.3 ​ 226.3 ​ Total Operating Revenue ​ $ 874.9 ​ $ 524.1 ​ $ 1,586.7 ​ $ 1,038.0 ​ Operating Income: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Ocean Transportation (3) ​ $ 201.0 ​ $ 42.3 ​ $ 315.1 ​ $ 50.2 ​ Logistics ​ 12.9 ​ 8.9 ​ 19.0 ​ 14.0 ​ Total Operating Income ​ 213.9 ​ 51.2 ​ 334.1 ​ 64.2 ​ Interest expense, net ​ ( 5.5 ) ​ ( 8.2 ) ​ ( 12.8 ) ​ ( 16.8 ) ​ Other income (expense), net ​ 1.5 ​ 1.5 ​ 2.9 ​ 2.1 ​ Income before Income Taxes ​ 209.9 ​ 44.5 ​ 324.2 ​ 49.5 ​ Income taxes ​ ( 47.4 ) ​ ( 11.7 ) ​ ( 74.5 ) ​ ( 12.9 ) ​ Net Income ​ $ 162.5 ​ $ 32.8 ​ $ 249.7 ​ $ 36.6 ​ (1) Ocean Transportation operating revenue excludes inter-segment revenue of $ 18.7 million and $ 11.9 million for the three months ended June 30, 2021 and 2020, and $ 33.8 million and $ 21.3 million for the six months ended June 30, 2021 and 2020, respectively. (2) Logistics operating revenue excludes inter-segment revenue of $ 30.3 million and $ 12.3 million for the three months ended June 30, 2021 and 2020, and $ 48.9 million and $ 22.3 million for the six months ended June 30, 2021 and 2020, respectively. (3) Ocean Transportation segment information includes $ 12.8 million and $ 3.7 million of equity in income from the Company’s equity investment in SSAT for the three months ended June 30, 2021 and 2020, and $ 22.0 million and $ 7.7 million for the six months ended June 30, 2021 and 2020, respectively. ​ ​ 8 Table of Contents 4. PROPERTY AND EQUIPMENT ​ Property and equipment as of June 30, 2021 and December 31, 2020 consisted of the following: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ June 30, ​ December 31, ​ (In millions) 2021 2020 ​ Cost: ​ ​ ​ ​ ​ ​ ​ Vessels ​ $ 2,218.1 ​ $ 2,191.6 ​ Containers and equipment ​ ​ 584.2 ​ ​ 572.3 ​ Terminal facilities and other property ​ ​ 119.9 ​ ​ 119.8 ​ Construction in progress ​ ​ 47.8 ​ ​ 28.6 ​ Total Property and Equipment ​ ​ 2,970.0 ​ ​ 2,912.3 ​ Less: Accumulated Depreciation ​ ​ ( 1,254.2 ) ​ ​ ( 1,222.4 ) ​ Total Property and Equipment, net ​ $ 1,715.8 ​ $ 1,689.9 ​ ​ ​ ​ 5. GOODWILL AND INTANGIBLES ​ Goodwill by segment as of June 30, 2021 and December 31, 2020 consisted of the following: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Ocean ​ ​ ​ ​ ​ ​ (In millions) Transportation Logistics Total Goodwill ​ $ 222.6 ​ $ 105.2 ​ $ 327.8 ​ ​ Intangible assets as of June 30, 2021 and December 31, 2020 consisted of the following: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ June 30, ​ December 31, ​ (In millions) 2021 2020 ​ Customer Relationships: ​ ​ ​ ​ ​ ​ ​ Ocean Transportation ​ $ 140.6 ​ $ 140.6 ​ Logistics ​ ​ 90.1 ​ ​ 90.1 ​ Total ​ ​ 230.7 ​ ​ 230.7 ​ Less: Accumulated Amortization ​ ​ ( 71.5 ) ​ ​ ( 66.0 ) ​ Total Customer Relationships, net ​ ​ 159.2 ​ ​ 164.7 ​ Trade name – Logistics ​ ​ 27.3 ​ ​ 27.3 ​ Total Intangible Assets, net ​ $ 186.5 ​ $ 192.0 ​ ​ The Company evaluates its goodwill and intangible assets for possible impairment in the fourth quarter, or whenever events or changes in circumstances indicate that it is more likely than not that the fair value is less than its carrying amount. The Company has reporting units within the Ocean Transportation and Logistics reportable segments. The Company considered the general economic and market conditions due to the COVID-19 pandemic and its impact on the performance of each of the Company’s reporting units. Based on the Company’s assessment of its market capitalization, future forecasts and the amount of excess of fair value over the carrying value of the reporting units in the 2020 annual impairment tests, the Company concluded that an impairment triggering event did not occur during the quarter ended June 30, 2021. ​ The Company will monitor events and changes in circumstances that could negatively impact the key assumptions used in determining the fair value, including the amount and timing of estimated future cash flows generated by the reporting units, long-term growth and discount rates, comparable company market valuations, and industry and economic trends. It is possible that future changes in such circumstances, including a more prolonged and/or severe COVID-19 pandemic, or future changes in the assumptions and estimates used in assessing the fair value of the reporting unit, could require the Company to record a non-cash impairment charge. ​ ​ 9 Table of Contents 6. DEBT ​ As of June 30, 2021 and December 31, 2020, the Company’s debt consisted of the following: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ June 30, ​ December 31, ​ (In millions) 2021 2020 Private Placement Term Loans: ​ ​ ​ ​ ​ ​ ​ 3.66 %, payable through 2023 ​ $ 18.2 ​ $ 22.8 ​ 4.16 %, payable through 2027 ​ 31.4 ​ 34.0 ​ 3.37 %, payable through 2027 ​ ​ 75.0 ​ ​ 75.0 ​ 3.14 %, payable through 2031 ​ ​ 160.4 ​ ​ 169.6 ​ 4.31 %, payable through 2032 ​ 26.7 ​ 27.9 ​ Title XI Debt: ​ ​ ​ ​ ​ ​ ​ 5.34 %, payable through 2028 ​ 16.5 ​ 17.6 ​ 5.27 %, payable through 2029 ​ 18.7 ​ 19.8 ​ 1.22 %, payable through 2043 ​ ​ 178.0 ​ ​ 182.0 ​ 1.35 %, payable through 2044 ​ ​ 136.6 ​ ​ 139.6 ​ Revolving credit facility, maturity date of March 31, 2026 ​ — ​ 71.8 ​ Total Debt ​ 661.5 ​ 760.1 ​ Less: Current portion ​ ( 65.0 ) ​ ( 59.2 ) ​ Total Long-term Debt ​ ​ 596.5 ​ ​ 700.9 ​ Less: Deferred loan fees ​ ​ ( 15.0 ) ​ ( 15.3 ) ​ Total Long-term Debt, net of deferred loan fees ​ $ 581.5 ​ $ 685.6 ​ ​ Except as described below, the Company’s debt is described in Note 8 to the Consolidated Financial Statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2020 and in Note 6 to the Condensed Consolidated Financial Statements included in the Company’s Quarterly Report on Form 10-Q for the three months ended March 31, 2021. ​ Revolving Credit Facility: As of June 30, 2021, the Company had $ 641.9 million of remaining borrowing availability under the revolving credit facility. The Company used $ 8.1 million of the sublimit for letters of credit outstanding as of June 30, 2021. Although there were no outstanding borrowings under the facility at June 30, 2021, based on the Company’s consolidated net leverage ratio, which stipulates borrowing margins, the interest rate applicable to the revolving credit facility would have been approximately 1.10 percent at June 30, 2021. Borrowings under the revolving credit facility are classified as long-term debt in the Condensed Consolidated Balance Sheets, as principal payments are not required until the maturity date. ​ Debt Security and Guarantees: All of the debt of the Company and MatNav, including related guarantees, as of June 30, 2021 was unsecured, except for the Title XI debt. ​ Debt Maturities: As of June 30, 2021, debt maturities during the next five years and thereafter are as follows: ​ ​ ​ ​ ​ ​ ​ As of Year (in millions) June 30, 2021 Remainder of 2021 ​ $ 32.5 2022 ​ 65.0 2023 ​ 60.4 2024 ​ 51.7 2025 ​ 51.7 Thereafter ​ 400.2 Total Debt ​ $ 661.5 ​ ​ ​ 10 Table of Contents 7. LEASES ​ The Company’s leases are described in Note 9 to the Consolidated Financial Statements included in Part II, Item 8 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2020. ​ Components of Lease Cost: Components of lease cost recorded in the Company’s Condensed Consolidated Statement of Income and Comprehensive Income for the three and six months ended June 30, 2021 and 2020 consisted of the following: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ Six Months Ended ​ ​ June 30, ​ June 30, (In millions) 2021 ​ 2020 ​ 2021 ​ 2020 Operating lease cost ​ $ 27.4 ​ $ 20.5 ​ $ 52.7 ​ $ 40.4 Short-term lease cost ​ 0.8 ​ 2.4 ​ 2.8 ​ 2.5 Variable lease cost ​ 0.2 ​ 0.2 ​ 0.4 ​ 0.4 Total lease cost ​ $ 28.4 ​ $ 23.1 ​ $ 55.9 ​ $ 43.3 ​ Sale and Leaseback of Equipment: There were no sale and leaseback transactions during the three and six months ended June 30, 2021. During the three months ended March 31, 2020, the Company entered into an agreement for the sale and leaseback of multiple tranches of chassis and container equipment. The net proceeds from the sales were $ 14.3 million, and the gain on the disposal of the equipment was not material to the Company’s Condensed Consolidated Financial Statements. The Company subsequently leased back the equipment under a five-year operating lease agreement that includes purchase options exercisable at fair market value. There were no sale and leaseback transactions during the three months ended June 30, 2020. ​ Termination of Vessel Charter: On July 7, 2021, a wholly-owned subsidiary of the Company entered into an agreement to terminate a Bareboat Charter Agreement (the “Charter”) on the vessel, Maunalei, for approximately $ 95.8 million thereby acquiring the vessel. The Company paid the termination payment with a combination of cash on hand and borrowing on the revolving credit facility. Concurrent with the termination of the Charter, the Company was released from obligations under a Guaranty related to the Charter. ​ ​ ​ ​ ​ 8. ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) ​ Changes in accumulated other comprehensive income (loss) by component, net of tax, for the six months ended June 30, 2021 consisted of the following: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Accumulated ​ ​ ​ ​ ​ ​ Post- ​ Non- ​ ​ ​ Other ​ ​ ​ Pension ​ Retirement ​ Qualified ​ ​ ​ Comprehensive ​ (In millions) Benefits Benefits Plans Other Income (Loss) Balance at December 31, 2020 ​ $ ( 61.7 ) ​ $ 12.2 ​ $ ( 0.6 ) ​ $ ( 0.7 ) ​ $ ( 50.8 ) ​ Amortization of prior service cost ​ ​ ( 0.4 ) ​ ​ ( 0.7 ) ​ ​ — ​ ​ — ​ ​ ( 1.1 ) ​ Amortization of net loss ​ ​ 0.9 ​ ​ 0.2 ​ ​ 0.1 ​ ​ — ​ ​ 1.2 ​ Foreign currency exchange ​ ​ — ​ ​ — ​ ​ — ​ ​ ( 0.2 ) ​ ​ ( 0.2 ) ​ Balance at March 31, 2021 ​ ​ ( 61.2 ) ​ ​ 11.7 ​ ​ ( 0.5 ) ​ ​ ( 0.9 ) ​ ​ ( 50.9 ) ​ Amortization of prior service cost ​ ​ ( 0.4 ) ​ ​ ( 0.7 ) ​ ​ ( 0.1 ) ​ ​ — ​ ​ ( 1.2 ) ​ Amortization of net loss ​ ​ 1.0 ​ ​ 0.3 ​ ​ — ​ ​ — ​ ​ 1.3 ​ Foreign currency exchange ​ ​ — ​ ​ — ​ ​ — ​ ​ ( 0.1 ) ​ ​ ( 0.1 ) ​ Other adjustments ​ ​ — ​ ​ — ​ ​ — ​ ​ 0.2 ​ ​ 0.2 ​ Balance at June 30, 2021 ​ $ ( 60.6 ) ​ $ 11.3 ​ $ ( 0.6 ) ​ $ ( 0.8 ) ​ $ ( 50.7 ) ​ ​ 11 Table of Contents Changes in accumulated other comprehensive income (loss) by component, net of tax, for the six months ended June 30, 2020 consisted of the following: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Accumulated ​ ​ ​ ​ ​ ​ Post- ​ Non- ​ ​ ​ Other ​ ​ ​ Pension ​ Retirement ​ Qualified ​ ​ ​ Comprehensive ​ (In millions) Benefits Benefits Plans Other Income (Loss) Balance at December 31, 2019 ​ $ ( 51.9 ) ​ $ 16.3 ​ $ ( 0.4 ) ​ $ ( 0.9 ) ​ $ ( 36.9 ) ​ Amortization of prior service cost ​ ​ ( 0.5 ) ​ ​ ( 0.6 ) ​ ​ ( 0.1 ) ​ ​ — ​ ​ ( 1.2 ) ​ Amortization of net loss ​ ​ 1.1 ​ ​ 0.1 ​ ​ 0.1 ​ ​ — ​ ​ 1.3 ​ Foreign currency exchange ​ ​ — ​ ​ — ​ ​ — ​ ​ ( 0.5 ) ​ ​ ( 0.5 ) ​ Other adjustments ​ ​ — ​ ​ — ​ ​ — ​ ​ ( 0.2 ) ​ ​ ( 0.2 ) ​ Balance at March 31, 2020 ​ ​ ( 51.3 ) ​ ​ 15.8 ​ ​ ( 0.4 ) ​ ​ ( 1.6 ) ​ ​ ( 37.5 ) ​ Amortization of prior service cost ​ ​ ( 0.4 ) ​ ​ ( 0.7 ) ​ ​ — ​ ​ — ​ ​ ( 1.1 ) ​ Amortization of net loss ​ ​ 1.1 ​ ​ 0.1 ​ ​ 0.1 ​ ​ — ​ ​ 1.3 ​ Foreign currency exchange ​ ​ — ​ ​ — ​ ​ — ​ ​ 0.3 ​ ​ 0.3 ​ Other adjustments ​ ​ — ​ ​ — ​ ​ — ​ ​ ( 0.4 ) ​ ​ ( 0.4 ) ​ Balance at June 30, 2020 ​ $ ( 50.6 ) ​ $ 15.2 ​ $ ( 0.3 ) ​ $ ( 1.7 ) ​ $ ( 37.4 ) ​ ​ ​ ​ ​ 9. FAIR VALUE OF FINANCIAL INSTRUMENTS ​ The Company values its financial instruments based on the fair value hierarchy of valuation techniques for fair value measurements. Level 1 inputs are unadjusted quoted prices in active markets for identical assets or liabilities at the measurement date. Level 2 inputs include quoted prices for similar assets and liabilities in active markets and inputs other than quoted prices observable for the asset or liability. Level 3 inputs are unobservable inputs for the asset or liability. If the technique used to measure fair value includes inputs from multiple levels of the fair value hierarchy, the lowest level of significant input determines the placement of the entire fair value measurement in the hierarchy. ​ The Company uses Level 1 inputs for the fair values of its cash, cash equivalents and restricted cash, and Level 2 inputs for its variable and fixed rate debt. The fair values of cash, cash equivalents and restricted cash, and variable rate debt approximate their carrying values due to the nature of the instruments. The fair value of fixed rate debt is calculated based upon interest rates available for debt with terms and maturities similar to the Company’s existing debt arrangements. ​ The carrying value and fair value of the Company’s financial instruments as of June 30, 2021 and December 31, 2020 are as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Quoted Prices in ​ Significant ​ Significant ​ ​ ​ Total ​ ​ ​ Active Markets ​ Observable ​ Unobservable ​ ​ Carrying Value Total (Level 1) Inputs (Level 2) Inputs (Level 3) ​ (In millions) ​ June 30, 2021 ​ Fair Value Measurements at June 30, 2021 ​ Cash and cash equivalents ​ $ 17.4 ​ $ 17.4 ​ $ 17.4 ​ $ — ​ $ — ​ Restricted cash ​ $ 5.3 ​ $ 5.3 ​ $ 5.3 ​ $ — ​ $ — ​ Variable rate debt ​ $ — ​ $ — ​ $ — ​ $ — ​ $ — ​ Fixed rate debt ​ $ 661.5 ​ $ 648.9 ​ $ — ​ $ 648.9 ​ $ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (In millions) December 31, 2020 ​ Fair Value Measurements at December 31, 2020 ​ Cash and cash equivalents ​ $ 14.4 ​ $ 14.4 $ 14.4 ​ $ — ​ $ — ​ Restricted cash ​ $ 5.3 ​ $ 5.3 ​ $ 5.3 ​ $ — ​ $ — ​ Variable rate debt ​ $ 71.8 ​ $ 71.8 ​ $ — ​ $ 71.8 ​ $ — ​ Fixed rate debt ​ $ 688.3 ​ $ 686.7 ​ $ — ​ $ 686.7 ​ $ — ​ ​ ​ ​ ​ 12 Table of Contents 10. EARNINGS PER SHARE ​ Basic earnings per share is determined by dividing net income by the weighted average common shares outstanding during the period. The calculation of diluted earnings per share includes the dilutive effect of unexercised non-qualified stock options and non-vested restricted stock units. The computation of weighted average common shares outstanding excluded a nominal amount of anti-dilutive non-qualified stock options for each period ended June 30, 2021 and 2020. ​ The computations for basic and diluted earnings per share for the three and six months ended June 30, 2021 and 2020 are as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended June 30, 2021 ​ Six Months Ended June 30, 2021 ​ ​ ​ Weighted Per ​ ​ Weighted Per ​ ​ ​ ​ ​ Average ​ Common ​ ​ ​ ​ Average ​ Common ​ ​ Net ​ Common ​ Share ​ Net ​ Common ​ Share (In millions, except per share amounts) ​ Income ​ Shares ​ Amount ​ Income ​ Shares ​ Amount Basic ​ $ 162.5 43.5 ​ $ 3.74 ​ $ 249.7 43.4 ​ $ 5.75 Effect of Dilutive Securities ​ ​ ​ 0.3 ​ ​ ( 0.03 ) ​ ​ ​ 0.4 ​ ​ ( 0.05 ) Diluted ​ $ 162.5 ​ 43.8 ​ $ 3.71 ​ $ 249.7 ​ 43.8 ​ $ 5.70 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended June 30, 2020 ​ Six Months Ended June 30, 2020 ​ ​ ​ ​ Weighted Per ​ ​ Weighted Per ​ ​ ​ ​ ​ Average ​ Common ​ ​ ​ ​ Average ​ Common ​ ​ Net ​ Common ​ Share ​ Net ​ Common ​ Share (In millions, except per share amounts) ​ Income ​ Shares ​ Amount ​ Income ​ Shares ​ Amount Basic ​ $ 32.8 43.1 ​ $ 0.76 ​ $ 36.6 43.0 ​ $ 0.85 Effect of Dilutive Securities ​ ​ ​ 0.2 ​ ​ — ​ ​ ​ 0.3 ​ ​ — Diluted ​ $ 32.8 ​ 43.3 ​ $ 0.76 ​ $ 36.6 ​ 43.3 ​ $ 0.85 ​ ​ ​ ​ 11. SHARE-BASED COMPENSATION ​ During the three and six months ended June 30, 2021, the Company granted approximately 11,900 and 237,500 in total of time-based restricted stock units and performance-based shares to certain of its employees at a weighted average grant date fair value of $ 67.47 and $ 68.36 , respectively. ​ Total share-based compensation cost recognized in the Condensed Consolidated Statements of Income and Comprehensive Income as a component of selling, general and administrative expenses was $ 4.7 million and $ 3.0 million for the three months ended June 30, 2021 and 2020, and $ 9.5 million and $ 6.1 million for the six months ended June 30, 2021 and 2020, respectively. Total unrecognized compensation cost related to unvested share-based compensation arrangements was $ 30.6 million at June 30, 2021, and is expected to be recognized over a weighted average period of approximately 1.7 years. Total unrecognized compensation cost may be adjusted for any unearned performance shares or forfeited shares. ​ ​ 13 Table of Contents 12. PENSION AND POST-RETIREMENT PLANS ​ The Company’s pension and post-retirement plans are described in Note 11 to the Consolidated Financial Statements included in Part II, Item 8 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2020 . Components of net periodic benefit cost and other amounts recognized in Other Comprehensive Income (Loss) for the qualified pension plans and the post-retirement benefit plans for the three and six months ended June 30, 2021 and 2020 consisted of the following: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Pension Benefits ​ Post-retirement Benefits ​ ​ Three Months Ended June 30, ​ Three Months Ended June 30, (In millions) 2021 2020 2021 2020 Components of net periodic benefit cost (benefit): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Service cost ​ $ 1.1 ​ $ 1.3 ​ $ 0.1 ​ $ 0.2 Interest cost ​ 1.7 ​ 1.9 ​ 0.2 ​ 0.2 Expected return on plan assets ​ ( 3.7 ) ​ ( 3.3 ) ​ — ​ — Amortization of net loss ​ 1.2 ​ 1.4 ​ 0.3 ​ 0.1 Amortization of prior service credit ​ ( 0.5 ) ​ ( 0.6 ) ​ ( 0.9 ) ​ ( 0.9 ) Net periodic benefit cost (benefit) ​ $ ( 0.2 ) ​ $ 0.7 ​ $ ( 0.3 ) ​ $ ( 0.4 ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Pension Benefits ​ Post-retirement Benefits ​ ​ Six Months Ended June 30, ​ Six Months Ended June 30, (In millions) 2021 2020 2021 2020 Components of net periodic benefit cost (benefit): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Service cost ​ $ 2.3 ​ $ 2.5 ​ $ 0.3 ​ $ 0.3 Interest cost ​ 3.2 ​ 3.8 ​ 0.4 ​ 0.4 Expected return on plan assets ​ ( 7.3 ) ​ ( 6.5 ) ​ — ​ — Amortization of net loss ​ 2.5 ​ 2.9 ​ 0.6 ​ 0.3 Amortization of prior service credit ​ ( 1.1 ) ​ ( 1.2 ) ​ ( 1.8 ) ​ ( 1.8 ) Net periodic benefit cost (benefit) ​ $ ( 0.4 ) ​ $ 1.5 ​ $ ( 0.5 ) ​ $ ( 0.8 ) ​ ​ ​ ​ ****** 14 Table of Contents