8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C.  20549-1004

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): August 3, 2015 (August 3, 2015)

ARCBEST CORPORATION

(Exact name of registrant as specified in its charter)

Delaware	0-19969	71-0673405
(State or other	(Commission	(IRS Employer
jurisdiction of	File Number)	Identification No.)
incorporation or
organization)

3801 Old Greenwood Road

Fort Smith, Arkansas 72903

(479) 785-6000

(Address, including zip code, and telephone number, including area code, of

the registrant’s principal executive offices)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions.

oWritten communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

oSoliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

oPre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

oPre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

ITEM 2.02 — RESULTS OF OPERATIONS AND FINANCIAL CONDITION.

On August 3, 2015, ArcBest Corporation (Nasdaq: ARCB) issued a press release announcing its unaudited second quarter 2015 results. The press release contains reconciliations of GAAP earnings and earnings per share to non-GAAP financial measures. Management believes the non-GAAP financial measures are useful to investors in understanding the Company’s results of operations because they provide meaningful comparisons between current and prior period results. The press release also contains calculations of earnings before interest, taxes, depreciation and amortization (“EBITDA”) and Adjusted EBITDA. Management believes EBITDA and Adjusted EBITDA to be relevant and useful information as EBITDA is a standard measure commonly reported and widely used by analysts, investors and others to measure financial performance and ability to service debt obligations.  However, these financial measures should not be construed as better measurements than operating income, operating cash flow, net income or earnings per share, as defined by GAAP. A copy of the press release is furnished as an exhibit to this Current Report on Form 8-K.

ITEM 9.01 — FINANCIAL STATEMENTS AND EXHIBITS.

99.1Press release of ArcBest Corporation dated August 3, 2015.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

		ARCBEST CORPORATION
		(Registrant)
Date:	August 3, 2015	/s/ Michael R. Johns
		Michael R. Johns
		Vice President — General Counsel and Corporate Secretary

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EX-99.1

EXHIBIT 99.1

FOR IMMEDIATE RELEASE

Investor Relations Contact: David Humphrey	Media Contact: Kathy Fieweger
Title: Vice President — Investor Relations	Title: Chief Marketing Officer
Phone: 479-785-6200	Phone: 479-719-4358
Email: dhumphrey@arcb.com	Email: kfieweger@arcb.com

ArcBest Corporation Announces Second Quarter 2015 Results

·Second quarter 2015 revenue was $696.1 million, an improvement of 5.7 percent compared to second quarter 2014.

·Second quarter 2015 diluted earnings per share increased 17 percent versus second quarter 2014.

·ABF Freight’s adjusted second quarter operating ratio improved to 94.3 percent

·ArcBest’s asset-light logistics businesses increased revenue by 15 percent and operating income by 48 percent versus the prior year’s second quarter.

FORT SMITH Arkansas, August 3, 2015 — ArcBest Corporation (Nasdaq: ARCB) today reported second quarter 2015 net income of $20.0 million, or $0.74 per diluted share compared to second quarter 2014 net income of $17.2 million, or $0.63 per diluted share, as all operating companies experienced improved profitability from the year-ago period. Excluding pension settlement charges for both periods, second quarter 2015 net income was $20.3 million, or $0.75 per diluted share compared to second quarter 2014 net income of $17.8 million, or $0.65 per diluted share.

“ArcBest posted strong results this quarter, with our highest second quarter revenue ever,” said ArcBest President and CEO Judy R. McReynolds. “I am pleased that our strategic investments in an expanded set of service offerings are resulting in a greater percentage of customers turning to the ArcBest companies for solutions to their supply chain challenges.”

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Freight Transportation (ABF Freight)

Results of Operations

Second Quarter 2015

·Revenue of $504.4 million compared to $492.9 million in second quarter 2014, an increase of 2.3 percent.

·Tonnage per day increase of 1.9 percent versus second quarter 2014.

·Total billed revenue per hundredweight increase of 0.4 percent compared to the prior year.

·Excluding adjustments for pension settlement charges, operating income of $28.5 million and operating ratio of 94.3 percent compared to operating income of $23.5 million and an operating ratio of 95.3 percent in second quarter 2014.

ABF Freight experienced second quarter revenue growth resulting from greater tonnage combined with continued positive trends in account pricing.  Efficient management of purchased transportation and equipment resources also contributed to improved operating margins.  Throughout the quarter, ABF Freight maintained its focus on offering customized services to meet the specific needs of its customers.  Total second quarter pricing yields were slightly positive despite year-over-year reductions in fuel surcharge due to lower fuel prices.

Asset-Light Logistics

Results of Operations

Second Quarter 2015

·Revenue of $204.9 million compared to $178.1 million in second quarter 2014, an increase of 15 percent.

·These businesses equaled 29 percent of total consolidated revenue compared to 27 percent during the same period last year.

·Second quarter 2015 earnings before interest, taxes, depreciation and amortization (“EBITDA”) of $13.5 million compared to EBITDA in second quarter 2014 of $10.2 million.

Revenue growth for ArcBest’s asset-light logistics businesses was positively impacted by strong increases at ABF Logistics and ABF Moving. Truckload brokerage activity drove the second quarter revenue and margin increases at ABF Logistics as additional business was added with both new and existing shippers.  ABF Moving’s revenue and margins benefited from increased market opportunities associated with the beginning of the traditional summer moving season.

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Panther’s second quarter profitability improved over the previous year due to moderately higher shipment gross margins and cost management.  Compared to last year, FleetNet’s increase in second quarter revenue and operating income was the result of additional event activity across its services and improved labor efficiencies.

Conference Call

ArcBest Corporation will host a conference call with company executives to discuss the 2015 second quarter results. The call will be today, Monday, August 3, at 9:30 a.m. ET (8:30 a.m. CT). Interested parties are invited to listen by calling (800) 926-6349. Following the call, a recorded playback will be available through the end of the day on September 15, 2015. To listen to the playback, dial (800) 633-8284 or (402) 977-9140 (for international callers). The conference call ID for the playback is 21771575. The conference call and playback can also be accessed, through September 15, 2015, on ArcBest’s website at arcb.com.

About ArcBest

ArcBest CorporationSM (Nasdaq: ARCB) solves complex logistics and transportation challenges. Our companies and brands — ABF FreightSM, ABF LogisticsSM, Panther Premium Logistics®, FleetNet America®, U-Pack® and ArcBest Technologies — apply the skill and the will with every shipment and supply chain solution, household move or vehicle repair. ArcBest finds a way.

For more information, visit arcb.com, abf.com, pantherpremium.com, fleetnetamerica.com and upack.com. ArcBest CorporationSM. The Skill & The WillSM.

Forward-Looking Statements

Certain statements and information in this press release concerning results for the three months ended June 30, 2015 may constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Terms such as “anticipate,” “believe,” “could,” “estimate,” “expect,” “forecast,” “foresee,” “intend,” “may,” “plan,” “predict,” “project,” “scheduled,” “should,” “would” and similar expressions and the negatives of such terms are intended to identify forward-looking statements, which are generally not historical in nature. These forward-looking statements are based on management’s current expectations and beliefs concerning future developments and their potential effect on us. Although management believes that these forward-looking statements are reasonable, as and when made, there can be no assurance that future developments affecting us will be those that we anticipate. Our forward-looking statements involve significant risks and uncertainties (some of which are beyond our control) and assumptions that could cause actual results to differ materially from our historical experience and management’s present expectations or projections. Important factors that could

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cause our actual results to differ materially from those in the forward-looking statements include, but are not limited to: costs of continuing investments in technology, a failure of our information systems and the impact of cyber incidents; disruptions or failures of services essential to the operation of our business or the use of information technology platforms in our business; governmental regulations and policies; litigation or claims asserted against us; union and nonunion employee wages and benefits, including changes in required contributions to multiemployer pension plans; competitive initiatives, pricing pressures, the effect of volatility in fuel prices and the associated changes in fuel surcharges on securing increases in base freight rates and the inability to collect fuel surcharges; general economic conditions and related shifts in market demand that impact the performance and needs of industries served by ArcBest Corporation’s subsidiaries and/or limit our customers’ access to adequate financial resources; unfavorable terms of, or the inability to reach agreement on, future collective bargaining agreements or a workforce stoppage by our employees covered under ABF Freight’s collective bargaining agreement; relationships with employees, including unions, and our ability to attract and retain employees and/or independent owner operators; availability of fuel; default on covenants of financing arrangements and the availability and terms of future financing arrangements; availability and cost of reliable third-party services; increased competition from freight transportation service providers outside the motor carrier freight transportation industry; timing and amount of capital expenditures, increased prices for and decreased availability of new revenue equipment and decreases in value of used revenue equipment; future costs of operating expenses such as maintenance and fuel and related taxes; self-insurance claims and insurance premium costs; environmental laws and regulations, including emissions-control regulations; potential impairment of goodwill and intangible assets; the impact of our brands and corporate reputation; the cost, timing and performance of growth initiatives; the cost, integration and performance of any future acquisitions; weather conditions; and other financial, operational and legal risks and uncertainties detailed from time to time in ArcBest Corporation’s Securities and Exchange Commission public filings.

For additional information regarding known material factors that could cause our actual results to differ from our projected results, please see our filings with SEC, including our Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K.

Readers are cautioned not to place undue reliance on forward-looking statements, which speak only as of the date hereof. We undertake no obligation to publicly update or revise any forward-looking statements after the date they are made, whether as a result of new information, future events or otherwise.

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Financial Data and Operating Statistics

The following tables show financial data and operating statistics on ArcBest CorporationSM and its subsidiary companies.

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ARCBEST CORPORATION

CONSOLIDATED STATEMENTS OF OPERATIONS

	Three Months Ended June 30						Six Months Ended June 30
	2015			2014			2015			2014
	(Unaudited)
	($ thousands, except share and per share data)
REVENUES	$	696,115		$	658,646		$	1,309,391		$	1,236,550
OPERATING EXPENSES	662,649			631,694			1,274,645			1,218,300
OPERATING INCOME	33,466			26,952			34,746			18,250
OTHER INCOME (COSTS)
Interest and dividend income	271			194			505			384
Interest and other related financing costs	(1,025		)	(725		)	(2,027		)	(1,533		)
Other, net	197			950			597			1,315
	(557		)	419			(925		)	166
INCOME BEFORE INCOME TAXES	32,909			27,371			33,821			18,416
INCOME TAX PROVISION	12,942			10,163			13,109			6,401
NET INCOME	$	19,967		$	17,208		$	20,712		$	12,015
EARNINGS PER COMMON SHARE(1)
Basic	$	0.76		$	0.63		$	0.79		$	0.44
Diluted	$	0.74		$	0.63		$	0.77		$	0.44
AVERAGE COMMON SHARES OUTSTANDING
Basic	26,021,874			26,005,105			26,036,375			25,941,370
Diluted	26,593,451			26,005,105			26,592,615			25,942,046
CASH DIVIDENDS DECLARED PER COMMON SHARE	$	0.06		$	0.03		$	0.12		$	0.06

(1)ArcBest uses the two-class method for calculating earnings per share. This method, as calculated below, requires an allocation of dividends paid and a portion of undistributed net income to unvested restricted stock for calculating per share amounts.

NET INCOME	$	19,967		$	17,208		$	20,712		$	12,015
EFFECT OF UNVESTED RESTRICTED STOCK AWARDS	(203		)	(848		)	(227		)	(602		)
ADJUSTED NET INCOME FOR CALCULATING EARNINGS PER COMMON SHARE	$	19,764		$	16,360		$	20,485		$	11,413

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ARCBEST CORPORATION
CONSOLIDATED BALANCE SHEETS

	June 30 2015			December 31 2014
	(Unaudited)			Note
	($ thousands, except share data)
ASSETS
CURRENT ASSETS
Cash and cash equivalents	$	192,016		$	157,042
Short-term investments	53,836			45,909
Restricted cash	1,387			1,386
Accounts receivable, less allowances (2015 — $5,983; 2014 — $5,731)	245,039			228,056
Other accounts receivable, less allowances (2015 — $962; 2014 — $1,701)	7,083			6,582
Prepaid expenses	19,219			20,906
Deferred income taxes	35,661			40,220
Prepaid and refundable income taxes	2,592			9,920
Other	5,072			4,968
TOTAL CURRENT ASSETS	561,905			514,989
PROPERTY, PLANT AND EQUIPMENT
Land and structures	267,046			251,836
Revenue equipment	655,013			633,455
Service, office, and other equipment	137,296			136,145
Software	120,256			116,112
Leasehold improvements	24,649			24,377
	1,204,260			1,161,925
Less allowances for depreciation and amortization	779,813			752,075
	424,447			409,850
GOODWILL	81,258			77,078
INTANGIBLE ASSETS, net	71,270			72,809
OTHER ASSETS	53,168			52,896
	$	1,192,048		$	1,127,622
LIABILITIES AND STOCKHOLDERS’ EQUITY
CURRENT LIABILITIES
Accounts payable	$	147,781		$	120,325
Income taxes payable	4,869			527
Accrued expenses	187,821			194,674
Current portion of long-term debt	24,024			25,256
TOTAL CURRENT LIABILITIES	364,495			340,782
LONG-TERM DEBT, less current portion	136,821			102,474
PENSION AND POSTRETIREMENT LIABILITIES	39,620			42,418
OTHER LIABILITIES	12,295			16,667
DEFERRED INCOME TAXES	59,613			64,398
STOCKHOLDERS’ EQUITY
Common stock, $0.01 par value, authorized 70,000,000 shares; issued 2015: 27,784,760 shares; 2014: 27,722,010 shares	278			277
Additional paid-in capital	307,268			303,045
Retained earnings	356,360			338,810
Treasury stock, at cost, 2015: 1,841,165 shares; 2014: 1,677,932 shares	(63,752		)	(57,770		)
Accumulated other comprehensive loss	(20,950		)	(23,479		)
TOTAL STOCKHOLDERS’ EQUITY	579,204			560,883
	$	1,192,048		$	1,127,622

Note: The balance sheet at December 31, 2014 has been derived from the audited financial statements at that date but does not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements.

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ARCBEST CORPORATION

CONSOLIDATED STATEMENTS OF CASH FLOWS

	Six Months Ended June 30
	2015			2014
	(Unaudited)
	($ thousands)
OPERATING ACTIVITIES
Net income	$	20,712		$	12,015
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	42,630			39,540
Amortization of intangibles	2,218			2,137
Pension settlement expense	1,716			4,600
Share-based compensation expense	4,233			3,668
Provision for losses on accounts receivable	627			1,032
Deferred income tax benefit	(2,559		)	(2,358		)
Gain on sale of property and equipment	(1,049		)	(249		)
Changes in operating assets and liabilities:
Receivables	(16,560		)	(34,888		)
Prepaid expenses	1,691			1,383
Other assets	385			(1,482		)
Income taxes	12,306			2,226
Accounts payable, accrued expenses, and other liabilities	8,316			30,019
NET CASH PROVIDED BY OPERATING ACTIVITIES	74,666			57,643
INVESTING ACTIVITIES
Purchases of property, plant and equipment, net of financings	(34,205		)	(15,570		)
Proceeds from sale of property and equipment	2,690			1,241
Purchases of short-term investments	(10,780		)	(2,967		)
Proceeds from sale of short-term investments	2,967			2,940
Business acquisition, net of cash acquired	(5,219		)	(2,663		)
Capitalization of internally developed software	(4,099		)	(3,859		)
NET CASH USED IN INVESTING ACTIVITIES	(48,646		)	(20,878		)
FINANCING ACTIVITIES
Borrowings under credit facilities	70,000			—
Borrowings under accounts receivable securitization program	35,000			—
Payments on long-term debt	(84,555		)	(16,528		)
Net change in book overdrafts	(1,522		)	3,602
Net change in restricted cash	(1		)	517
Deferred financing costs	(824		)	(61		)
Payment of common stock dividends	(3,162		)	(1,635		)
Purchases of treasury stock	(5,982		)	—
Proceeds from the exercise of stock options	—			1,136
NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES	8,954			(12,969		)
NET INCREASE IN CASH AND CASH EQUIVALENTS	34,974			23,796
Cash and cash equivalents at beginning of period	157,042			105,354
CASH AND CASH EQUIVALENTS AT END OF PERIOD	$	192,016		$	129,150
NONCASH INVESTING ACTIVITIES
Accruals for equipment received	$	8,972		$	6,869
Equipment financed	$	12,670		$	22,842

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ARCBEST CORPORATION

RECONCILIATIONS OF GAAP TO NON-GAAP FINANCIAL MEASURES

	Three Months Ended								Six Months Ended
	June 30								June 30
	2015				2014				2015				2014
	(Unaudited)
	($ thousands, except percentages)
FREIGHT TRANSPORTATION (ABF FREIGHT)
Operating Income ($) Operating Ratio (% of revenues)
Amounts on a GAAP basis	$	28,092	94.4	%	$	22,835	95.4	%	$	28,135	97.0	%	$	10,653	98.8	%
Pension settlement expense	448		(0.1	)%	708		(0.1	)%	1,288		(0.1	)%	3,598		(0.4	)%
Non-GAAP amounts	$	28,540	94.3	%	$	23,543	95.3	%	$	29,423	96.9	%	$	14,251	98.4	%

	Three Months Ended				Six Months Ended
	June 30				June 30
	2015		2014		2015		2014
	(Unaudited)
	($ thousands, except per share data)
ARCBEST CORPORATION — CONSOLIDATED
Operating Income
Amounts on a GAAP basis	$	33,466	$	26,952	$	34,746	$	18,250
Pension settlement expense, pre-tax	597		909		1,716		4,600
Non-GAAP amounts	$	34,063	$	27,861	$	36,462	$	22,850
Net Income
Amounts on a GAAP basis	$	19,967	$	17,208	$	20,712	$	12,015
Pension settlement expense, after-tax	364		556		1,048		2,811
Non-GAAP amounts	$	20,331	$	17,764	$	21,760	$	14,826
Diluted Earnings Per Shares
Amounts on a GAAP basis	$	0.74	$	0.63	$	0.77	$	0.44
Pension settlement expense, after-tax	0.01		0.02		0.04		0.11
Non-GAAP amounts	$	0.75	$	0.65	$	0.81	$	0.55

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ARCBEST CORPORATION

RECONCILIATIONS OF GAAP TO NON-GAAP FINANCIAL MEASURES

Adjusted Earnings Before Interest, Taxes, Depreciation	Three Months Ended June 30				Six Months Ended June 30
and Amortization (Adjusted EBITDA)	2015		2014		2015		2014
	(Unaudited)
	($ thousands)
ARCBEST CORPORATION — CONSOLIDATED
Net income	$	19,967	$	17,208	$	20,712	$	12,015
Interest and other related financing costs	1,025		725		2,027		1,533
Income tax provision	12,942		10,163		13,109		6,401
Depreciation and amortization	22,617		21,225		44,848		41,677
Amortization of share-based compensation	2,586		2,100		4,233		3,668
Amortization of actuarial losses of benefit plans and pension settlement expense(1)	1,665		1,625		3,858		5,893
	$	60,802	$	53,046	$	88,787	$	71,187

(1)Consolidated pension settlement expense totaled $0.6 million (pre-tax) and $0.9 million (pre-tax) for the three months ended June 30, 2015 and 2014, respectively, and $1.7 million (pre-tax) and $4.6 million (pre-tax) for the six months ended June 30, 2015 and 2014, respectively.

Earnings Before Interest, Taxes, Depreciation and Amortization (EBITDA)	Three Months Ended June 30 2015						Three Months Ended June 30 2014
	(Unaudited)
	($ thousands)
ASSET-LIGHT LOGISTICS	Operating Income		Depreciation and Amortization		EBITDA		Operating Income		Depreciation and Amortization		EBITDA
Premium Logistics (Panther)(2)	$	4,838	$	2,939	$	7,777	$	4,358	$	2,838	$	7,196
Emergency & Preventative Maintenance (FleetNet)	1,017		276		1,293		700		237		937
Transportation Management (ABF Logistics)	1,808		246		2,054		854		252		1,106
Household Goods Moving Services (ABF Moving)	1,997		338		2,335		623		346		969
Total asset-light logistics	$	9,660	$	3,799	$	13,459	$	6,535	$	3,673	$	10,208

Earnings Before Interest, Taxes, Depreciation and Amortization (EBITDA)	Six Months Ended June 30 2015						Six Months Ended June 30 2014
	(Unaudited)
	($ thousands)
ASSET-LIGHT LOGISTICS	Operating Income		Depreciation and Amortization		EBITDA		Operating Income			Depreciation and Amortization		EBITDA
Premium Logistics (Panther)(2)	$	6,033	$	5,863	$	11,896	$	7,722		$	5,574	$	13,296
Emergency & Preventative Maintenance (FleetNet)	2,187		559		2,746		2,101			411		2,512
Transportation Management (ABF Logistics)	2,583		530		3,113		1,389			469		1,858
Household Goods Moving Services (ABF Moving)	1,634		688		2,322		(218		)	695		477
Total asset-light logistics	$	12,437	$	7,640	$	20,077	$	10,994		$	7,149	$	18,143

(2)Depreciation and amortization consists primarily of amortization of intangibles, including customer relationships and software associated with the June 15, 2012 acquisition of Panther.

Non-GAAP Financial Measures. ArcBest Corporation (“ArcBest”) reports its financial results in accordance with generally accepted accounting principles (“GAAP”). However, management believes that certain non-GAAP performance measures and ratios utilized for internal analysis provide financial statement users meaningful comparisons between current and prior period results, as well as important information regarding performance trends. Certain information discussed in the scheduled conference call could be considered non-GAAP measures. Non-GAAP financial measures should be viewed in addition to, and not as an alternative for, ArcBest’s reported results. Management believes EBITDA and Adjusted EBITDA to be relevant and useful information as EBITDA is a standard measure commonly reported and widely used by analysts, investors and others to measure financial performance and ability to service debt obligations. However, these financial measures should not be construed as better measurements than operating income, operating cash flow, net income or earnings per share, as defined by GAAP. Other companies may calculate EBITDA differently, and therefore, ArcBest’s EBITDA and Adjusted EBITDA may not be comparable to similarly titled measures of other companies.

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ARCBEST CORPORATION

FINANCIAL STATEMENT OPERATING SEGMENT DATA AND OPERATING RATIOS

	Three Months Ended June 30										Six Months Ended June 30
	2015					2014					2015					2014
	(Unaudited)
	($ thousands, except percentages)
REVENUES
Freight Transportation (ABF Freight)	$	504,371				$	492,857				$	945,578				$	921,728
Premium Logistics (Panther)	80,271					81,425					155,563					153,651
Emergency & Preventative Maintenance (FleetNet)	42,015					38,307					84,504					80,006
Transportation Management (ABF Logistics)	50,419					35,493					97,791					65,210
Household Goods Moving Services (ABF Moving)	32,225					22,855					50,793					37,605
Total asset-light logistics	204,930					178,080					388,651					336,472
Other and eliminations	(13,186		)			(12,291		)			(24,838		)			(21,650		)
Total consolidated revenues	$	696,115				$	658,646				$	1,309,391				$	1,236,550
OPERATING EXPENSES
Freight Transportation (ABF Freight)
Salaries, wages, and benefits	$	301,639		59.8	%	$	279,372		56.7	%	$	580,010		61.3	%	$	540,527		58.6	%
Fuel, supplies, and expenses	79,647			15.8		93,277			18.9		158,673			16.8		184,067			20.0
Operating taxes and licenses	12,322			2.4		11,770			2.4		24,318			2.6		23,263			2.5
Insurance	6,267			1.2		5,966			1.2		12,052			1.3		11,361			1.2
Communications and utilities	3,766			0.8		3,731			0.8		7,751			0.8		7,973			0.9
Depreciation and amortization	18,286			3.6		16,841			3.4		35,686			3.8		33,178			3.6
Rents and purchased transportation	52,380			10.4		55,549			11.3		94,224			10.0		102,969			11.2
Gain on sale of property and equipment	(594		)	(0.1	)	(40		)	—		(838		)	(0.1	)	(243		)	—
Pension settlement expense(1)	448			0.1		708			0.1		1,288			0.1		3,598			0.4
Other	2,118			0.4		2,848			0.6		4,279			0.4		4,382			0.4
	476,279			94.4	%	470,022			95.4	%	917,443			97.0	%	911,075			98.8	%
Premium Logistics (Panther)
Purchased transportation	$	58,510		72.9	%	60,185			73.9	%	114,554			73.6	%	114,759			74.7	%
Depreciation and amortization(2)	2,939			3.7		2,838			3.5		5,863			3.8		5,574			3.6
Salaries, benefits, insurance, and other	13,984			17.4		14,044			17.2		29,113			18.7		25,596			16.7
	75,433			94.0	%	77,067			94.6	%	149,530			96.1	%	145,929			95.0	%
Emergency & Preventative Maintenance (FleetNet)	$	40,998				37,607					82,317					77,905
Transportation Management (ABF Logistics)	48,611					34,639					95,208					63,821
Household Goods Moving Services (ABF Moving)	30,228					22,232					49,159					37,823
Total asset-light logistics(1)	195,270					171,545					376,214					325,478
Other and eliminations(1)	(8,900		)			(9,873		)			(19,012		)			(18,253		)
Total consolidated operating expenses(1)	$	662,649				$	631,694				$	1,274,645				$	1,218,300

(1)Pension settlement expense totaled $0.6 million (pre-tax) and $0.9 million (pre-tax) on a consolidated basis for the three months ended June 30, 2015 and 2014, respectively, and $1.7 million (pre-tax) and $4.6 million (pre-tax) for the six months ended June 30, 2015 and 2014, respectively. For the three months ended June 30, 2015 and 2014, pre-tax pension settlement expense of $0.4 million and $0.7 million, respectively, was reported by ABF Freight; $0.1 million and $0.2 million, respectively, was reported in Other and eliminations; and less than $0.1 million was reported by the asset-light logistics segments. For the six months ended June 30, 2015 and 2014, pre-tax pension settlement expense of $1.3 million and $3.6 million, respectively, was reported by ABF Freight; $0.3 million and $0.9 million, respectively, was reported in Other and eliminations; and $0.1 million was reported by the asset-light logistics segments.

(2)Depreciation and amortization consists primarily of amortization of intangibles, including customer relationships and software associated with the June 15, 2012 acquisition of Panther.

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ARCBEST CORPORATION

FINANCIAL STATEMENT OPERATING SEGMENT DATA AND OPERATING RATIOS — Continued

	Three Months Ended						Six Months Ended
	June 30						June 30
	2015			2014			2015			2014
	(Unaudited)
	($ thousands)
OPERATING INCOME
Freight Transportation (ABF Freight)(1)	$	28,092		$	22,835		$	28,135		$	10,653
Premium Logistics (Panther)	4,838			4,358			6,033			7,722
Emergency & Preventative Maintenance (FleetNet)	1,017			700			2,187			2,101
Transportation Management (ABF Logistics)	1,808			854			2,583			1,389
Household Goods Moving Services (ABF Moving)	1,997			623			1,634			(218		)
Total asset-light logistics	9,660			6,535			12,437			10,994
Other and eliminations(2)	(4,286		)	(2,418		)	(5,826		)	(3,397		)
Total consolidated operating income	$	33,466		$	26,952		$	34,746		$	18,250

(1)ABF Freight’s operating profit for all periods presented was impacted by pension settlement expense. (See reconciliations of GAAP operating income to non-GAAP operating income in the Freight Transportation table previously presented in the Reconciliations of GAAP to Non-GAAP Financial Measures section of this release.)

(2)For the three and six months ended June 30, 2015, “Other” corporate costs include additional investments in enterprise customer solutions to provide an improved platform for revenue growth and for offering ArcBest services across multiple operating segments, as disclosed in the Form 8-K filed by ArcBest in June 2015.

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ARCBEST CORPORATION

OPERATING STATISTICS

	Three Months Ended June 30						Six Months Ended June 30
	2015		2014		% Change		2015		2014		% Change
	(Unaudited)
Freight Transportation (ABF Freight)
Workdays	63.5		63.5				126.0		126.5
Billed Revenue(1) / CWT	$	29.04	$	28.91	0.4	%	$	28.57	$	28.01	2.0	%
Billed Revenue(1) / Shipment	$	385.16	$	393.11	(2.0	)%	$	379.18	$	387.78	(2.2	)%
Shipments	1,318,566		1,261,670		4.5	%	2,507,363		2,395,002		4.7	%
Shipments / Day	20,765		19,869		4.5	%	19,900		18,933		5.1	%
Tonnage (Tons)	874,330		857,892		1.9	%	1,663,661		1,657,703		0.4	%
Tons / Day	13,769		13,510		1.9	%	13,204		13,104		0.8	%

(1)Revenue for undelivered freight is deferred for financial statement purposes in accordance with ABF Freight’s revenue recognition policy. Billed revenue used for calculating revenue per hundredweight measurements has not been adjusted for the portion of revenue deferred for financial statement purposes. Billed revenue has been adjusted to exclude intercompany revenue that is not related to freight transportation services.

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