53 unchanged sentences
Thirteen Weeks Ended
−Removed: Twenty-six Weeks Ended
+Added: Thirty-nine Weeks Ended
Operating revenues:
29 unchanged sentences
Thirteen Weeks Ended
−Removed: Twenty-six Weeks Ended
+Added: Thirty-nine Weeks Ended
Other comprehensive income (loss):
8 unchanged sentences
(In thousands)
−Removed: Twenty-six Weeks Ended
+Added: Thirty-nine Weeks Ended
Cash flows from operating activities:
2 unchanged sentences
Noncash lease expense
−Removed: Gain on marketable equity securities
+Added: Loss (gain) on marketable equity securities
Gain on disposal of property and equipment
42 unchanged sentences
Balances – December 31, 2020
−Removed: Comprehensive income
+Added: Comprehensive income (loss)
Dividends ($ 0.105 per share)
1 unchanged sentence
Balances - April 3, 2021
−Removed: Comprehensive income
+Added: Comprehensive income (loss)
Dividends ($ 0.105 per share)
Balances - July 3, 2021
+Added: Comprehensive income (loss)
+Added: Dividends ($ 0.105 per share)
+Added: Balances – October 2, 2021
Balances – December 31, 2021
−Removed: Comprehensive income
+Added: Comprehensive income (loss)
Purchases of treasury stock
2 unchanged sentences
Balances - April 2, 2022
−Removed: Comprehensive income
+Added: Comprehensive income (loss)
Purchases of treasury stock
1 unchanged sentence
Balances - July 2, 2022
+Added: Comprehensive income (loss)
+Added: Dividends ($ 0.105 per share)
+Added: Stock based compensation
+Added: Balances – October 1, 2022
See accompanying notes to consolidated financial statements.
13 unchanged sentences
In June 2022, the Company made a change in an accounting estimate to revise the estimated useful life and salvage values of certain equipment.
−Removed: The change resulted in additional depreciation expense of $ 9.7 million recorded during the thirteen weeks and twenty-six weeks ended July 2, 2022 ($ 7.2 million net of tax, or $ 0.27 per basic and diluted share).
−Removed: In March of 2020, the World Health Organization declared the coronavirus outbreak (COVID-19) a pandemic.
−Removed: The Company remains committed to doing its part to protect its employees, customers, vendors and the general public from the spread of COVID-19.
−Removed: We will continue to adapt our operations as required to ensure safety while continuing to provide a high level of service to our customers.
+Added: The change resulted in additional depreciation expense of $ 9.7 million recorded during the quarter ended July 2, 2022 ($ 7.2 million net of tax, or $ 0.27 per basic and diluted share).
+Added: Impact of COVID-19 and Current Economic Conditions
The Company makes estimates and assumptions that affect reported amounts and disclosures included in its financial statements and accompanying notes and assesses certain accounting matters that require consideration of forecasted financial information.
2 unchanged sentences
The Company will continue to monitor these conditions in future periods as new information becomes available and will update its analyses accordingly.
+Added: Additionally, inflationary pressures can have a negative impact on our operating costs.
+Added: Prolonged periods of inflation could cause interest rates, equipment, maintenance, labor and other operating costs to continue to increase.
+Added: If the Company is unable to offset rising costs through corresponding customer rate increases, inflation-driven cost increases could adversely affect our results of operations.
Recent Accounting Pronouncements
−Removed: In March 2020, the FASB issued ASU No.
−Removed: 2020-04 (“ASU 2020-04”), Reference Rate Reform (Topic 848):
−Removed: “Facilitation of the Effects of Reference Rate Reform on Financial Reporting.” The ASU was issued to provide optional guidance for a limited period of time to ease the potential burden in accounting for reference rate reform on financial reporting.
−Removed: ASU 2020-04 is effective as of March 12, 2020 through December 31, 2022.
−Removed: The Company has evaluated the provisions of this standard and determined that it is applicable to our primary term loan and revolving credit facility, real estate promissory notes and investment margin credit facility.
−Removed: The London Interbank Offered Rate (“LIBOR”) is the basis for interest charges on outstanding borrowings for both our line of credit and investment margin account.
−Removed: The scheduled discontinuation of LIBOR is not expected to materially alter any provisions of either of these debt instruments, except for the identification of a replacement reference rate.
−Removed: The Company has evaluated the new guidance and does not expect it to have a material impact on its financial condition, results of operations, or cash flows.
−Removed: In June 2016, the FASB issued ASU 2016-13 (“ASU 2016-13”), Accounting for Credit Losses (Topic 326).
+Added: In June 2016, the FASB issued ASU 2016-13, Accounting for Credit Losses (Topic 326).
ASU 2016-13 requires the use of an “expected loss” model on certain types of financial instruments.
6 unchanged sentences
Universal is a holding company that owns subsidiaries engaged in providing customized transportation and logistics services.
−Removed: For financial reporting, we broadly group the services provided by Universal’s consolidated subsidiaries into the following categories:
+Added: For financial reporting, we broadly group the services provided by our consolidated subsidiaries into the following categories:
truckload, brokerage, intermodal, dedicated and value-added.
2 unchanged sentences
We transport a wide variety of general commodities, including automotive parts, machinery, building materials, paper, food, consumer goods, furniture, steel and other metals on behalf of customers in various industries.
−Removed: Truckload services also include our final mile and ground expedited services.
To complement our available capacity, we provide customers freight brokerage services by utilizing third-party transportation providers to move freight.
1 unchanged sentence
Intermodal services include rail-truck, steamship-truck and support services.
−Removed: Our intermodal support services are primarily short- to medium-distance delivery of rail and steamship containers between the railhead or port and the customer and drayage services.
+Added: Our intermodal support services are primarily short- to medium-distance delivery of rail and steamship containers between the railhead or port and the customer.
Dedicated services are primarily provided in support of automotive and retail customers using van equipment.
35 unchanged sentences
Thirteen Weeks Ended
−Removed: Twenty-six weeks ended
+Added: Thirty-nine Weeks Ended
Realized gain
3 unchanged sentences
Realized gain, net of taxes
−Removed: The Company did no t sell marketable equity securities during the thirteen-week or twenty-six week periods ended July 2, 2022, or in the thirteen-week period ended July 3, 2021.
−Removed: During the thirteen-week and twenty-six week periods ended July 2, 2022, our marketable equity securities portfolio experienced a net unrealized pre-tax gain (loss) in market value of approximately $( 857,000 ) and $ 92,000 , respectively, which was reported in other non-operating income (expense) for the period.
−Removed: During the thirteen-week and twenty-six week periods ended July 3, 2021, our marketable equity securities portfolio experienced a net unrealized pre-tax gain (loss) in market value of approximately $ 385,000 and $ 1,359,000 , respectively, which was reported in other non-operating income (expense) for the period.
+Added: The Company did no t sell marketable equity securities during the thirteen-week or thirty-nine week periods ended October 1, 2022, or in the thirteen-week period ended October 2, 2021.
+Added: During the thirteen-week and thirty-nine week periods ended October 1, 2022, our marketable equity securities portfolio experienced a net unrealized pre-tax gain (loss) in market value of approximately $( 491,000 ) and $( 399,000 ), respectively, which was reported in other non-operating income (expense) for the period.
+Added: During the thirteen-week and thirty-nine week periods ended October 2, 2021, our marketable equity securities portfolio experienced a net unrealized pre-tax gain (loss) in market value of approximately $( 110,000 ) and $ 1,249,000 , respectively, which was reported in other non-operating income (expense) for the period.
UNIVERSAL LOGISTICS HOLDINGS, INC.
9 unchanged sentences
Interest Rates
−Removed: at July 2, 2022
+Added: at October 1, 2022
Outstanding Debt:
Revolving Credit Facility (1) (2)
+Added: UACL Credit Agreement (2)
Equipment Financing (3)
8 unchanged sentences
Total long-term debt, net of current portion
−Removed: (1) Our Revolving Credit Facility provides for maximum borrowings of $ 350 million in the form of a $ 200 million revolver, and it previously included a $ 150 million term loan.
−Removed: Borrowings under the Revolving Credit Facility may be made until and mature on November 26, 2023 , and they bear interest at LIBOR or a base rate plus an applicable margin for each based the Company’s leverage ratio.
−Removed: The t erm loan proceeds were advanced on November 27, 2018 , and on April 29, 2022 , the Company repaid in full its then outstanding balance on the term loan.
+Added: (1) On September 30, 2022, we amended our Revolving Credit Facility by increasing the revolving credit commitment to up to $ 400 million.
+Added: Borrowings under the Revolving Credit Facility may now be made until and mature on September 30, 2027 , and bear interest at index-adjusted SOFR or a base rate plus an applicable margin for each based on the Company’s leverage ratio.
+Added: The term loan proceeds were advanced on November 27, 2018 , and the Company repaid in full its then outstanding balance on the term loan on April 29, 2022 .
The Revolving Credit Facility is secured by a first-priority pledge of the capital stock of applicable subsidiaries, as well as first-priority perfected security interests in cash, deposits, accounts receivable, and selected other assets of the applicable borrowers.
The Revolving Credit Facility includes customary affirmative and negative covenants and events of default, as well as financial covenants requiring minimum fixed charge coverage and leverage ratios, and customary mandatory prepayments provisions.
−Removed: At July 2, 2022, we were in compliance with all covenants under the facility, and $ 49.5 million was available for borrowing on the revolver .
+Added: At October 1, 2022, we were in compliance with all covenants under the facility, and $ 384.6 million was available for borrowing on the revolver.
UNIVERSAL LOGISTICS HOLDINGS, INC.
1 unchanged sentence
Debt – continued
+Added: (2) Our UACL Credit and Security Agreement (the “UACL Credit Agreement”) provides for maximum borrowings of $ 90 million in the form of an $ 80 million term loan and a $ 10 million revolver.
+Added: Term loan proceeds were advanced on September 30, 2022 and used to repay existing indebtedness under the Revolving Credit Facility.
+Added: The term loan matures on September 30, 2027 and will be repaid in consecutive quarterly installments, as defined in the UACL Credit Agreement, commencing December 31, 2022.
+Added: The remaining term loan balance is due at maturity.
+Added: Borrowings under the revolving credit facility may be made until and mature on September 30, 2027 .
+Added: Borrowings under the UACL Credit Agreement bear interest at index-adjusted SOFR, or a base rate, plus an applicable margin for each based on the borrower’s leverage ratio.
+Added: The UACL Credit Agreement is secured by a first-priority pledge of the capital stock of applicable subsidiaries, as well as first-priority perfected security interest in cash, deposits, accounts receivable, and selected other assets of the applicable borrowers.
+Added: The UACL Credit Agreement includes customary affirmative and negative covenants and events of default, as well as financial covenants requiring minimum fixed charge coverage and leverage ratios, and customary mandatory prepayments provisions.
+Added: At October 1, 2022 , we were in compliance with all covenants under the facility, and $ 10.0 million was available for borrowing on the revolver.
(3) Our Equipment Financing consists of a series of promissory notes issued by a wholly owned subsidiary.
6 unchanged sentences
The facility bears interest at Term SOFR , plus an applicable margin equal to 2.12 %.
−Removed: At July 2, 2022, we were in compliance with all covenants under the facility.
+Added: At October 1, 2022, we were in compliance with all covenants under the facility.
(5) Our Margin Facility is a short-term line of credit secured by our portfolio of marketable securities.
−Removed: It bears interest at LIBOR plus 1.10 % .
+Added: It bears interest at Term SOFR plus 1.10 % .
The amount available under the line of credit is based on a percentage of the market value of the underlying securities.
−Removed: At July 2, 2022, the maximum available borrowings under the line of credit were $ 4.6 million.
+Added: At October 1, 2022, the maximum available borrowings under the line of credit were $ 5.0 million.
The Company is also party to an interest rate swap agreement that qualifies for hedge accounting.
2 unchanged sentences
The swap agreement has an effective date of April 29, 2022, a maturity date of April 30, 2027 , and an amortizing notional amount of $ 95.8 million.
−Removed: At July 2, 2022, the fair value of the swap agreement was a liability of $ 0.8 million.
+Added: At October 1, 2022, the fair value of the swap agreement was an asset of $ 3.1 million.
Since the swap agreement qualifies for hedge accounting, the changes in fair value are recorded in other comprehensive income (loss), net of tax.
18 unchanged sentences
Marketable securities
−Removed: Interest rate swaps
+Added: Interest rate swap
Fair Value Measurement
14 unchanged sentences
We categorize these borrowings as Level 2 in the fair value hierarchy.
−Removed: The carrying value and estimated fair value of these promissory notes at July 2, 2022 is summarized as follows:
+Added: The carrying value and estimated fair value of these promissory notes at October 1, 2022 is summarized as follows:
Carrying Value
7 unchanged sentences
We recognize a right-of-use asset and a lease liability on the effective date of a lease agreement.
−Removed: As of July 2, 2022, our obligations under operating lease arrangements primarily related to the rental of office space, warehouses, freight distribution centers, terminal yards and equipment .
+Added: As of October 1, 2022, our obligations under operating lease arrangements primarily related to the rental of office space, warehouses, freight distribution centers, terminal yards and equipment .
Our lease obligations typically do not include options to purchase the leased property, nor do they contain residual value guarantees or material restrictive covenants.
Options to extend or terminate an agreement are included in the lease term when it becomes reasonably certain the option will be exercised.
−Removed: As of July 2, 2022, we were not reasonably certain of exercising any renewal or termination options, and as such, no adjustments were made to the right-of-use lease assets or corresponding liabilities.
+Added: As of October 1, 2022, we were not reasonably certain of exercising any renewal or termination options, and as such, no adjustments were made to the right-of-use lease assets or corresponding liabilities.
We did not separate lease and nonlease components of contracts for purposes of determining the right-of use lease asset and corresponding liability.
4 unchanged sentences
Lease expense for short-term and long-term operating leases is recognized on a straight-line basis over the lease term.
−Removed: The following table summarizes our lease costs for the thirteen weeks and twenty-six weeks ended July 2, 2022 and July 3, 2021 (in thousands):
−Removed: Thirteen weeks ended July 2, 2022
+Added: The following table summarizes our lease costs for the thirteen weeks and thirty-nine weeks ended October 1, 2022 and October 2, 2021 (in thousands):
+Added: Thirteen Weeks Ended October 1, 2022
With Affiliates
5 unchanged sentences
Total lease cost
−Removed: Thirteen weeks ended July 3, 2021
+Added: Thirteen weeks ended October 2, 2021
With Affiliates
8 unchanged sentences
(8) Leases – continued
−Removed: Twenty-six weeks ended July 2, 2022
+Added: Thirty-nine Weeks Ended October 1, 2022
With Affiliates
5 unchanged sentences
Total lease cost
−Removed: Twenty-six weeks ended July 3, 2021
+Added: Thirty-nine Weeks Ended October 2, 2021
With Affiliates
5 unchanged sentences
Total lease cost
−Removed: The following table summarizes other lease related information as of and for the twenty-six week periods ended July 2, 2022 and July 3, 2021 (in thousands):
+Added: The following table summarizes other lease related information as of and for the thirty-nine week periods ended October 1, 2022 and October 2, 2021 (in thousands):
+Added: October 1, 2022
Other information
4 unchanged sentences
Weighted-average discount rate
+Added: October 2, 2021
Other information
1 unchanged sentence
Right-of-use assets obtained in exchange for new operating lease liabilities
+Added: Right-of-use asset change due to lease termination
+Added: Future right-of-use asset change due to lease signed with a future commencement date
Weighted-average remaining lease term (in years)
3 unchanged sentences
(8) Leases – continued
−Removed: Future minimum lease payments under these operating leases as of July 2, 2022, are as follows (in thousands):
+Added: Future minimum lease payments under these operating leases as of October 1, 2022, are as follows (in thousands):
With Affiliates
6 unchanged sentences
In the ordinary course of business, affiliated companies that are owned or controlled by our controlling shareholder, Matthew T.
−Removed: Moroun, provide certain supplementary administrative support services to Universal, including legal, human resources, tax, IT infrastructure and other requested services.
+Added: Moroun, provide us with certain supplementary administrative support services, including legal, human resources, tax, and IT infrastructure services.
Universal’s audit committee reviews and approves related party transactions with affiliates that involve Universal or its consolidated subsidiaries.
−Removed: The cost of such services is based on the actual or estimated utilization of the specific service.
+Added: The cost of these services is based on the actual or estimated utilization of the specific service.
Universal also purchases other services from companies owned or controlled by our controlling shareholder.
−Removed: Following is a schedule of costs incurred and included in operating expenses for services provided by affiliates for the thirteen weeks and twenty-six weeks ended July 2, 2022 and July 3, 2021, respectively (in thousands):
+Added: Following is a schedule of costs incurred and included in operating expenses for services provided by affiliates for the thirteen weeks and thirty-nine weeks ended October 1, 2022 and October 2, 2021, respectively (in thousands):
Thirteen Weeks Ended
−Removed: Twenty-six weeks ended
+Added: Thirty-nine Weeks Ended
Real estate rent and related costs
11 unchanged sentences
In our Consolidated Balance Sheets, we record our insured claims liability and the related recovery in insurance and claims, and other receivables.
−Removed: At July 2, 2022 and December 31, 2021, there were $ 19.2 million and $ 20.4 million, respectively, included in each of these accounts for insured claims.
+Added: At October 1, 2022 and December 31, 2021, there were $ 15.5 million and $ 20.4 million, respectively, included in each of these accounts for insured claims.
UNIVERSAL LOGISTICS HOLDINGS, INC.
2 unchanged sentences
Other services from affiliates, including contracted transportation services, are delivered to us on a per-transaction basis or pursuant to separate contractual arrangements provided in the ordinary course of business.
−Removed: At July 2, 2022 and December 31, 2021, amounts due to affiliates were $ 14.2 million and $ 17.8 million, respectively.
+Added: At October 1, 2022 and December 31, 2021, amounts due to affiliates were $ 22.7 million and $ 17.8 million, respectively.
Services provided by Universal to Affiliates
We periodically assist our affiliates by providing selected transportation and logistics services in connection with their specific customer contracts or purchase orders.
−Removed: Following is a schedule of services provided to affiliates for the thirteen weeks and twenty-six weeks ended July 2, 2022 and July 3, 2021 (in thousands):
+Added: Following is a schedule of services provided to affiliates for the thirteen weeks and thirty-nine weeks ended October 1, 2022 and October 2, 2021 (in thousands):
Thirteen Weeks Ended
−Removed: Twenty-six weeks ended
+Added: Thirty-nine Weeks Ended
Contracted transportation services
Facilities and related support
−Removed: At July 2, 2022 and December 31, 2021, amounts due from affiliates were $ 1.4 million and $ 0.8 million, respectively.
+Added: At both October 1, 2022 and December 31, 2021, amounts due from affiliates was $ 0.8 million.
+Added: During the thirty-nine weeks ended October 1, 2022, we purchased used tractors from an affiliate totaling $ 1.2 million.
+Added: There were no such purchases made during the thirty-nine weeks ended October 2, 2021.
In June 2022, we executed a real estate contract with an affiliate to acquire a multi-building, office complex located in Warren, Michigan for $ 8.3 million.
The purchase price was established by an independent, third-party appraisal.
−Removed: The Company made an initial deposit of $ 200,000 , and the balance of the purchase price is due at closing, which is expected to occur in the third quarter of 2022.
+Added: The Company made an initial deposit of $ 200,000 , and the balance of the purchase price is due at closing, which is expected to occur in the fourth quarter of 2022.
In May 2022, we sold an inactive Mexican subsidiary to an affiliate for approximately $ 0.1 million.
17 unchanged sentences
The shares will vest on February 20, 2024, subject to his continued employment with the Company.
−Removed: On January 10, 2020, the Company granted 60,000 shares of restricted stock to our Chief Executive Officer.
−Removed: The restricted stock award has a fair value of $ 18.82 per share, based on the closing price of the Company’s stock on the grant date.
−Removed: The shares will vest in installments of 20,000 shares on January 10, 2024 and January 10, 2026, and installments of 10,000 shares on January 10, 2027 and January 10, 2028, subject to his continued employment with the Company.
UNIVERSAL LOGISTICS HOLDINGS, INC.
1 unchanged sentence
Stock Based Compensation - continued
+Added: On January 10, 2020, the Company granted 60,000 shares of restricted stock to our Chief Executive Officer.
+Added: The restricted stock award has a fair value of $ 18.82 per share, based on the closing price of the Company’s stock on the grant date.
+Added: The shares will vest in installments of 20,000 shares on January 10, 2024 and January 10, 2026, and installments of 10,000 shares on January 10, 2027 and January 10, 2028, subject to his continued employment with the Company.
On February 20, 2019, the Company granted 44,500 shares of restricted stock to certain of its employees, including 10,000 shares to our Chief Financial Officer.
5 unchanged sentences
Non-vested at January 1, 2022
−Removed: Balance at July 2, 2022
−Removed: In each of the twenty-six week periods ended July 2, 2022 and July 3, 2021, the total grant date fair value of vested shares recognized as compensation costs was $ 0.2 million.
−Removed: As of July 2, 2022, there was approximately $ 1.4 million of total unrecognized compensation cost related to non-vested share-based compensation arrangements.
+Added: Balance at October 1, 2022
+Added: In each of the thirty-nine week periods ended October 1, 2022 and October 2, 2021, the total grant date fair value of vested shares recognized as compensation costs was $ 0.2 million.
+Added: As of October 1, 2022, there was approximately $ 1.4 million of total unrecognized compensation cost related to non-vested share-based compensation arrangements.
That cost is expected to be recognized on a straight-line basis over the remaining vesting period.
3 unchanged sentences
Diluted earnings per common share include dilutive common stock equivalents determined by the treasury stock method.
−Removed: For the thirteen weeks and twenty-six weeks ended July 2, 2022, there were 14,554 and 8,247 weighted average non-vested shares of restricted stock, respectively, included in the denominator for the calculation of diluted earnings per share.
−Removed: For the thirteen weeks and twenty-six weeks ended July 3, 2021, 16,704 and 15,689 weighted average non-vested shares of restricted stock, respectively, were included in the denominator for the calculation of diluted earnings per share.
−Removed: In the thirteen weeks and twenty-six weeks ended July 2, 2022, we excluded 0 and 6,875 shares, respectively, of non-vested restricted stock from the calculation of diluted earnings per share because such shares were anti-dilutive.
−Removed: No such shares were excluded from the calculation of diluted earnings per share during the thirteen weeks or twenty-six weeks ended July 3, 2021.
−Removed: On May 5, 2022 , our Board of Directors declared a cash dividend of $ 0.105 per share of common stock, payable on July 5, 2022 to shareholders of record at the close of business on June 6, 2022 .
+Added: For the thirteen weeks and thirty-nine weeks ended October 1, 2022, there were 30,919 and 17,739 weighted average non-vested shares of restricted stock, respectively, included in the denominator for the calculation of diluted earnings per share.
+Added: For the thirteen weeks and thirty-nine weeks ended October 2, 2021, 8,604 and 13,433 weighted average non-vested shares of restricted stock, respectively, were included in the denominator for the calculation of diluted earnings per share.
+Added: In each of the thirteen weeks and thirty-nine weeks ended October 2, 2021, we excluded 13,750 shares of non-vested restricted stock from the calculation of diluted earnings per share because such shares were anti-dilutive.
+Added: No such shares were excluded from the calculation of diluted earnings per share during the thirteen weeks or thirty-nine weeks ended October 1, 2022.
+Added: On July 28, 2022 , our Board of Directors declared a cash dividend of $ 0.105 per share of common stock, payable on October 3, 2022 to shareholders of record at the close of business on September 5, 2022 .
Declaration of future cash dividends is subject to final determination by the Board of Directors each quarter after its review of our financial condition, results of operations, capital requirements, any legal or contractual restrictions on the payment of dividends and other factors the Board of Directors deems relevant.
11 unchanged sentences
Separate balance sheets are not prepared by segment, and we do not provide asset information by segment to the chief operating decision maker.
−Removed: The following tables summarize information about our reportable segments for the thirteen week and twenty-six week periods ended July 2, 2022 and July 3, 2021 (in thousands):
+Added: The following tables summarize information about our reportable segments for the thirteen week and thirty-nine week periods ended October 1, 2022 and October 2, 2021 (in thousands):
Operating Revenues
Thirteen Weeks Ended
−Removed: Twenty-six weeks ended
+Added: Thirty-nine Weeks Ended
Contract logistics
3 unchanged sentences
Thirteen Weeks Ended
−Removed: Twenty-six weeks ended
+Added: Thirty-nine Weeks Ended
Contract logistics
3 unchanged sentences
Thirteen Weeks Ended
−Removed: Twenty-six weeks ended
+Added: Thirty-nine Weeks Ended
Contract logistics
5 unchanged sentences
Our principal commitments relate to long-term real estate leases and payment obligations to equipment vendors.
−Removed: Legal Proceedings
−Removed: The Company is involved from time to time in claims, proceedings, and litigation, including the matters described in Item 16 of Part II, “Financial Statements and Supplementary Data — Note 16 — Commitments and Contingencies” of our 2021 Annual Report on Form 10-K and in Item 1 of Part I, “Financial Statements — Note 14 — Commitments and Contingencies” of our Quarterly Report on Form 10-Q for the Period Ended April 2, 2022, as supplemented by the following:
−Removed: On August 4, 2022, the Company reached a Non-Board Settlement Agreement (the “Settlement Agreement”) with the International Brotherhood of Teamsters resolving the previously disclosed National Labor Relations Board charges from March 2021 and January 2022.
−Removed: Pursuant to the terms of the Settlement Agreement, the Company is required to, among other things, reinstate certain terminated drivers and compensate them for back pay totaling approximately $ 2.8 million, for which the Company has an accrued liability.
The Company is involved in certain other claims and pending litigation arising from the ordinary conduct of business.
2 unchanged sentences
However, if we experience claims that are not covered by our insurance or that exceed our estimated claim reserve, it could increase the volatility of our earnings and have a materially adverse effect on our financial condition, results of operations or cash flows.
−Removed: At July 2, 2022, approximately 38 % of our employees in the United States, Canada and Colombia, and 78 % of our employees in Mexico were subject to collective bargaining agreements that are renegotiated periodically, less than 1 % of which are subject to contracts that expire in 2022.
+Added: At October 1, 2022, approximately 39 % of our employees in the United States, Canada and Colombia, and 79 % of our employees in Mexico were subject to collective bargaining agreements that are renegotiated periodically, less than 1 % of which are subject to contracts that expire in 2022.
Subsequent Events
−Removed: On July 28, 2022 , our Board of Directors declared the regular quarterly cash dividend of $ 0.105 per share of common stock, payable to shareholders of record at the close of business on September 5, 2022 and is expected to be paid on October 3, 2022 .
+Added: On October 27, 2022 , our Board of Directors declared the regular quarterly cash dividend of $ 0.105 per share of common stock, payable to shareholders of record at the close of business on December 5, 2022 and is expected to be paid on January 3, 2023 .
Declaration of future cash dividends is subject to final determination by the Board of Directors each quarter after its review of our financial condition, results of operations, capital requirements, any legal or contractual restrictions on the payment of dividends and other factors the Board of Directors deems relevant.
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.