What changed in this filing

/stocks — the workspaceLOADING

Item 1. Financial Statements

2021-07-29 compared with 2021-04-28 · 51 added, 38 removed, 212 unchanged (30% of the section changed)

2 unchanged sentences

Condensed Consolidated Balance Sheets

March 31, 2021

June 30, 2021

December 31, 2020

32 unchanged sentences

26,335,096 and 26,236,570 shares issued and outstanding at

March 31, 2021 and December 31, 2020, respectively

June 30, 2021 and December 31, 2020, respectively

Additional paid-in-capital

Deferred compensation trust, 95,428 and 91,888 shares of common

stock at cost at March 31, 2021 and December 31, 2020, respectively

stock at cost at June 30, 2021 and December 31, 2020, respectively

Retained earnings

4 unchanged sentences

Condensed Consolidated Statements of Operations

For the quarters ended March 31, 2021 and 2020

First Quarter

For the quarters and six months ended June 30, 2021 and 2020

Second Quarter

(in thousands, except per share data)

7 unchanged sentences

Depreciation and amortization

Gain from property disposals, net

Loss (gain) from property disposals, net

Total operating expenses

12 unchanged sentences

Condensed Consolidated Statements of Stockholders’ Equity

For the three months ended March 31, 2021 and 2020

For the quarters and six months ended June 30, 2021 and 2020

Common Shares

10 unchanged sentences

BALANCE at March 31, 2021

Stock compensation, including options and long-term incentives

Director deferred share activity

Exercise of stock options less shares withheld for taxes

Shares issued for long-term incentive awards, net of shares withheld for taxes

Purchase of shares by Deferred Compensation Trust

Sale of shares by Deferred Compensation Trust

BALANCE at June 30, 2021

Common Shares

10 unchanged sentences

BALANCE at March 31, 2020

Stock compensation, including options and long-term incentives

Director deferred share activity

Exercise of stock options less shares withheld for taxes

Shares issued for long-term incentive awards, net of shares withheld for taxes

Purchase of shares by Deferred Compensation Trust

Sale of shares by Deferred Compensation Trust

BALANCE at June 30, 2020

See accompanying notes to condensed consolidated financial statements.

1 unchanged sentence

Condensed Consolidated Statements of Cash Flows

For the three months ended March 31, 2021 and 2020

First Quarter

For the six months ended June 30, 2021 and 2020

(in thousands)

10 unchanged sentences

Financing Activities:

Repayment of revolving credit agreement

Borrowing of revolving credit agreement

Repayments of revolving credit agreement

Borrowings of revolving credit agreement

Proceeds from stock option exercises

1 unchanged sentence

Repayment of finance leases

Net cash provided by (used in) financing activities

Net cash (used in) provided by financing activities

Net Increase in Cash and Cash Equivalents

16 unchanged sentences

The accompanying condensed consolidated financial statements should be read in conjunction with the Company’s Annual Report on Form 10-K for the year ended December 31, 2020.

Operating results for the quarter ended March 31, 2021 are not necessarily indicative of the results of operations that may be expected for the year ended December 31, 2021.

The Company provides regional and interregional less-than-truckload (LTL) services through a single integrated organization.

Operating results for the quarter and six months ended June 30, 2021 are not necessarily indicative of the results of operations that may be expected for the year ended December 31, 2021.

The Company provides national less-than-truckload (LTL) services through a single integrated organization.

While more than 97 percent of its revenue has been derived from transporting LTL shipments across 44 states, the Company also offers customers a wide range of other value-added services, including non-asset truckload, expedited and logistics services across North America.

3 unchanged sentences

The Company’s performance obligations arise when it receives a bill of lading (“BOL”) to transport a customer's commodities at negotiated prices contained in either a transportation services agreement or a publicly disclosed tariff rate.

Once a BOL is received, a legally-enforceable contract is formed whereby the parties are committed to perform and the rights of the parties, shipping terms and conditions, and payment terms have been identified.

Once a BOL is received and accepted, a legally-enforceable contract is formed whereby the parties are committed to perform and the rights of the parties, shipping terms and conditions, and payment terms have been identified.

A customer may submit many BOLs for transportation services at various times throughout a service agreement term but each shipment represents a distinct service that is a separately identified performance obligation.

The typical transit time to complete a shipment is from 1 to 5 days .

The typical transit time to complete a shipment is from one to five days .

Billing for transportation services normally occurs after completion of the service and payment is generally due within 30 days after the invoice date.

The Company recognizes revenue related to the Company’s LTL, non-asset truckload and expedited services over the transit time of the shipment as it moves from origin to destination.

Revenue for services started but not completed at the reporting date is recognized on actual transit status in each reporting period.

Revenue for services started but not completed at the reporting date is recognized based on transit status at the end of each reporting period.

Key estimates included in the recognition and measurement of revenue and related accounts receivable are as follows:

4 unchanged sentences

Remaining performance obligations represent the transaction price allocated to future reporting periods for freight services started but not completed at the reporting date.

This includes the unearned portion of billed and unbilled amounts for freight shipments in transit that the Company expects to recognize as revenue in the period subsequent to the reporting date, which is on average less than one week.

The Company has elected to apply the optional exemption in accordance with the Financial Accounting Standards Board (FASB) Accounting Standards Codification (ASC) 606 as it pertains to additional quantitative disclosures pertaining to remaining performance obligations .

7 unchanged sentences

The Company is now self-insured for the first $ 10 million per occurrence with respect to such 12-month period and the policy has been extended for one additional year to March 1, 2022.

As a result of the return premium and policy extension, the Company recognized a $ 0.5 million reduction in insurance premium expense in the first quarter of 2021.

As a result of the return premium and policy extension, the Company recognized a $ 0.5 million reduction in insurance premium expense in the second quarter of 2021.

The Company will continue to recognize the remainder of the return premium as a reduction in insurance premium expense ratably over the remainder of the policy period now ending March 1, 2022.

Additionally, the Company is required to pay an additional premium of up to $ 11.0 million if losses paid by the insurer are greater than $ 15.6 million over the three-year policy period ending March 1, 2022.

Based on claims occurring since March 1, 2019, no such additional premium was accrued at March 31, 2021.

Based on claims occurring since March 1, 2019, no such additional premium was accrued at June 30, 2021.

Commencing on August 30, 2022, the Company may elect to commute the policy with respect to the insurer’s entire liability under the policy in which case the Company would be entitled to a return of a portion of the premium paid, up to $ 15.6 million , based on the amount of claims paid and the insurer would be released from all liability under the policy ending March 1, 2022.

9 unchanged sentences

The calculation of basic earnings per common share and diluted earnings per common share was as follows (in thousands, except per share amounts):

First Quarter

Second Quarter

Denominator for basic earnings per share–weighted

6 unchanged sentences

Diluted Earnings Per Share

For the quarter ended March 31, 2021, options and restricted stock for 20,164 shares of common stock were excluded from the calculation of diluted earnings per share because their effect was anti-dilutive.

For the quarter ended March 31, 2020, options and restricted stock for 69,211 shares of common stock were excluded from the calculation of diluted earnings per share because their effect was anti-dilutive.

For both the quarter and six months ended June 30, 2021, options and restricted stock for 19,250 shares of common stock were excluded from the calculation of diluted earnings per share because their effect was anti-dilutive.

For the quarter and six months ended June 30, 2020, options and restricted stock for 48,840 and 65,053 shares of common stock, respectively, were excluded from the calculation of diluted earnings per share because their effect was anti-dilutive.

(3) Commitments and Contingencies

The Company pays its pro rata share of the cost of letters of credit outstanding for certain workers’ compensation claims incurred prior to March 1, 2000 that Saia’s former parent maintains for insurance programs.

The Company’s pro rata share of these outstanding letters of credit was $ 1.8 million at March 31, 2021.

The Company’s pro rata share of these outstanding letters of credit was $ 1.8 million at June 30, 2021.

The Company is subject to legal proceedings that arise in the ordinary course of its business.

1 unchanged sentence

(4) Fair Value of Financial Instruments

The carrying amounts of financial instruments including cash and cash equivalents, accounts receivable, accounts payable and short-term debt approximated fair value as of March 31, 2021 and December 31, 2020, because of the relatively short maturity of these instruments.

Based on the borrowing rates currently available to the Company for debt with similar terms and remaining maturities, the estimated fair value of total debt at March 31, 2021 and December 31, 2020 was $ 66.2 million and $ 71.2 million, respectively, based upon level two in the fair value hierarchy.

The carrying value of the debt was $ 66.0 million and $ 71.0 million at March 31, 2021 and December 31, 2020, respectively.

The carrying amounts of financial instruments including cash and cash equivalents, accounts receivable, accounts payable and short-term debt approximated fair value as of June 30, 2021 and December 31, 2020, because of the relatively short maturity of these instruments.

Based on the borrowing rates currently available to the Company for debt with similar terms and remaining maturities, the estimated fair value of total debt at June 30, 2021 and December 31, 2020 was $ 61.3 million and $ 71.2 million, respectively, based upon level two in the fair value hierarchy.

The carrying value of the debt was $ 61.0 million and $ 71.0 million at June 30, 2021 and December 31, 2020, respectively.

(5) Debt and Financing Arrangements

At March 31, 2021 and December 31, 2020, debt consisted of the following (in thousands):

March 31, 2021

At June 30, 2021 and December 31, 2020, debt consisted of the following (in thousands):

June 30, 2021

December 31, 2020

15 unchanged sentences

Under the Amended Credit Agreement, if an event of default occurs, the banks will be entitled to take various actions, including the acceleration of amounts due .

At March 31, 2021, the Company had no outstanding borrowings and outstanding letters of credit of $ 28.8 million under the Amended Credit Agreement.

At June 30, 2021, the Company had no outstanding borrowings and outstanding letters of credit of $ 29.3 million under the Amended Credit Agreement.

At December 31, 2020, the Company had no outstanding borrowings and outstanding letters of credit of $ 27.2 million under the Amended Credit Agreement.

2 unchanged sentences

The Company is obligated under finance leases with seven-year original terms covering revenue equipment.

Total liabilities recognized under finance leases were $ 66.0 million and $ 71.0 million as of March 31, 2021 and December 31, 2020, respectively.

Total liabilities recognized under finance leases were $ 61.0 million and $ 71.0 million as of June 30, 2021 and December 31, 2020, respectively.

Amortization of assets held under the finance leases is included in depreciation and amortization expense.

A s of March 31, 2021 and December 31, 2020 , approximately $ 97.3 million and $ 100.1 million of finance leased assets, net of depreciation, were included in Property and Equipment, respectively.

The weighted average interest rates for the finance leases at March 31, 2021 and December 31, 2020 were 3.5 percent and 3.5 percent, respectively.

A s of June 30, 2021 and December 31, 2020 , approximately $ 94.5 million and $ 100.1 million of finance leased assets, net of depreciation, were included in Property and Equipment, respectively.

The weighted average interest rates for the finance leases at June 30, 2021 and December 31, 2020 were 3.5 percent and 3.5 percent, respectively.

Principal Maturities of Long-Term Debt

5 unchanged sentences

Department of Homeland Security’s Cyber and Infrastructure Security Agency (CISA) and will continue to operate under state of emergency and shelter in place orders issued in various jurisdictions across the country.

Management has made a variety

of efforts seeking to ensure the ongoing availability of Saia’s transportation services, while instituting actions and policies to help safeguard employees and customers from COVID-19, including limiting physical employee and customer contact, implementing enhanced cleaning and hygiene protocols at Saia’s facilities, and instituting telecommuting where possible.

Through the date of this filing, the Company has not experienced significant disruptions in the Company’s LTL network operations.

Management has made a variety of efforts seeking to ensure the ongoing availability of Saia’s transportation services, while instituting actions and policies to help safeguard employees and customers from COVID-19, including limiting physical employee and customer contact, implementing enhanced cleaning and hygiene protocols at Saia’s facilities, and instituting telecommuting as appropriate.

Through the date of this filing, the Company has not experienced significant disruptions in the Company’s LTL network operations because of the COVID-19 pandemic.

The Company’s consolidated financial statements reflect estimates and assumptions made by management that affect the reported amounts of assets and liabilities.

The Company has considered the impact of COVID-19 on the assumptions and estimates used and determined that there were no material adverse impacts on the Company’s first quarter 2021 financial position.

The Company has considered the impact of COVID-19 on the assumptions and estimates used and determined that there were no material adverse impacts on the Company’s second quarter 2021 financial position.

It is possible that these assumptions and estimates may materially change in the future.

2 unchanged sentences

On March 11, 2021, the American Rescue Plan Act of 2021 was signed into law and provides further economic relief and stimulus to deal with the economic impact of the COVID-19 pandemic.

The company continues to monitor any effects that may result from these Acts and other similar legislation or actions in geographies in which our business operates, however the Company does not believe it will be able to take advantage of the provisions of the CARES Act.

The Company continues to monitor any effects that may result from these Acts and other similar legislation or actions in geographies in which our business operates;

however, the Company does not believe it will be able to take advantage of the provisions of these Acts.

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