What changed in this filing

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Item 1. Financial Statements

2021-10-28 compared with 2021-07-29 · 50 added, 29 removed, 234 unchanged (25% of the section changed)

2 unchanged sentences

Condensed Consolidated Balance Sheets

June 30, 2021

September 30, 2021

December 31, 2020

32 unchanged sentences

26,336,589 and 26,236,570 shares issued and outstanding at

June 30, 2021 and December 31, 2020, respectively

September 30, 2021 and December 31, 2020, respectively

Additional paid-in-capital

Deferred compensation trust, 95,438 and 91,888 shares of common

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

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

Retained earnings

4 unchanged sentences

Condensed Consolidated Statements of Operations

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

Second Quarter

For the quarters and nine months ended September 30, 2021 and 2020

Third Quarter

(in thousands, except per share data)

7 unchanged sentences

Depreciation and amortization

Loss (gain) from property disposals, net

Gain from property disposals, net

Total operating expenses

12 unchanged sentences

Condensed Consolidated Statements of Stockholders’ Equity

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

For the quarters and nine months ended September 30, 2021 and 2020

Common Shares

17 unchanged sentences

BALANCE at June 30, 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 September 30, 2021

See accompanying notes to condensed consolidated financial statements.

and Subsidiaries

Condensed Consolidated Statements of Stockholders’ Equity

For the quarters and nine months ended September 30, 2021 and 2020

Common Shares

17 unchanged sentences

BALANCE at June 30, 2020

Stock compensation, including options and long-term incentives

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 September 30, 2020

See accompanying notes to condensed consolidated financial statements.

1 unchanged sentence

Condensed Consolidated Statements of Cash Flows

For the six months ended June 30, 2021 and 2020

For the nine months ended September 30, 2021 and 2020

(in thousands)

15 unchanged sentences

Repayment of finance leases

Net cash (used in) provided by financing activities

Net Increase in Cash and Cash Equivalents

Cash and cash equivalents, beginning of period

Cash and cash equivalents, end of period

Net cash used in financing activities

Net Increase in Cash, Cash Equivalents and Restricted Cash (1)

Cash, Cash Equivalents and Restricted Cash, beginning of period (1)

Cash, Cash Equivalents and Restricted Cash, end of period (1)

(1) Cash, cash equivalents and restricted cash at the end of the period includes $ 3.7 million of restricted cash included in accounts receivable, net on the Condensed Consolidated Balance Sheet ending September 30, 2021.

See accompanying notes to condensed consolidated financial statements.

13 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 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.

Operating results for the quarter and nine months ended September 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.

26 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 second 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 third 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 June 30, 2021.

Based on claims occurring since March 1, 2019, no such additional premium was accrued at September 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):

Second Quarter

Third Quarter

Denominator for basic earnings per share–weighted

6 unchanged sentences

Diluted Earnings Per Share

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.

For both the quarter and nine months ended September 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 ended September 30, 2020 there were no anti-dilutive options or restricted stock.

For the nine months ended September 30, 2020, options and restricted stock for 53,025 shares of common stock 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 June 30, 2021.

The Company’s pro rata share of these outstanding letters of credit was $ 1.8 million at September 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 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.

The carrying amounts of financial instruments including cash and cash equivalents, accounts receivable, accounts payable and short-term debt approximated fair value as of September 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 September 30, 2021 and December 31, 2020 was $ 55.4 million and $ 71.2 million, respectively, based upon level two in the fair value hierarchy.

The carrying value of the debt was $ 55.2 million and $ 71.0 million at September 30, 2021 and December 31, 2020, respectively.

(5) Debt and Financing Arrangements

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

June 30, 2021

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

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

At September 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 $ 61.0 million and $ 71.0 million as of June 30, 2021 and December 31, 2020, respectively.

Total liabilities recognized under finance leases were $ 55.2 million and $ 71.0 million as of September 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 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.

A s of September 30, 2021 and December 31, 2020 , approximately $ 91.0 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 September 30, 2021 and December 31, 2020 were 3.5 percent and 3.5 percent, respectively.

Principal Maturities of Long-Term Debt

6 unchanged sentences

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.

President Biden has issued a directive to OSHA to develop an Emergency Temporary Standard requiring all employers of 100 or more employees to ensure that their workforce is vaccinated or subject to weekly COVID-19 testing.

This standard, or comparable state or local requirements, could adversely affect our ability to hire and retain employees which could lead to service disruptions and higher costs.

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 second 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 third quarter 2021 financial position.

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

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