Significant Accounting Policies (Policies)

9 Months Ended

Sep. 30, 2018

Accounting Policies [Abstract]

Basis of Accounting, Policy [Policy Text Block]

Basis of Presentation

The unaudited condensed consolidated financial statements include the accounts of the Company and its wholly owned and majority owned subsidiaries. All significant intercompany transactions and accounts have been eliminated.

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial information and with Article

10

of Regulation S-

X

promulgated under the Securities Act of

1933,

as amended. The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates, and such differences could be material. In the opinion of management, the accompanying financial statements include all adjustments that are necessary for a fair statement of the results of the interim periods presented, such adjustments being of a normal recurring nature.

Certain information and footnote disclosures have been condensed or omitted pursuant to such rules and regulations. The

December 31, 2017

balance sheet was derived from our audited balance sheet as of that date. The Company’s operating results are subject to seasonal trends when measured on a quarterly basis; therefore operating results for the

three

and

nine

months ended

September 30, 2018

are

not

necessarily indicative of the results that

may

be expected for the year ending

December 31, 2018.

These unaudited condensed consolidated financial statements and notes thereto should be read in conjunction with the consolidated financial statements and notes thereto for the year ended

December 31, 2017.

Revenue Recognition, Policy [Policy Text Block]

Recognition

of Revenue

The Company generates revenues primarily from shipments executed by the Company’s Truckload and Brokerage operations. Those shipments are the Company’s performance obligations, arising under contracts we have entered into with customers. Under such contracts, revenue is recognized when obligations are satisfied, which occurs over time with the transit of shipments from origin to destination. This is appropriate as the customer simultaneously receives and consumes the benefits as the Company performs its obligation. Revenue is measured as the amount of consideration the Company expects to receive in exchange for providing services. The most significant judgment used in recognition of revenue is the determination of miles driven as the basis for determining the amount of revenue to be recognized for partially fulfilled obligations. Accessorial charges for fuel surcharge, loading and unloading, stop charges, and other immaterial charges are part of the consideration we receive for the single performance obligation of delivering shipments. Contracts entered into with our customers do

not

contain material financing components.

Certain incremental revenue-related costs associated with obtaining a contract are capitalized. The majority of revenue contracts with our customers have a duration of

one

year or less and do

not

require any significant start-up costs, and as such, costs incurred to obtain contracts associated with these contracts are expensed as incurred. For contracts with durations exceeding

one

year, incremental start-up costs are capitalized and amortized on a straight line basis over the contract period which materially represents the period of revenue generation. Incremental capitalized start-up costs totaled

$3.1

million with accumulated amortization of

$1.0

million at

September 30, 2018

and are included in other currents assets in our unaudited condensed consolidated balance sheets.

Through the Company’s Brokerage operations, the Company outsources the transportation of the loads to

third

-party carriers. The Company is a principal in these arrangements, and therefore records revenue associated with these contracts on a gross basis. The Company has the primary responsibility to meet the customer’s requirements. The Company invoices and collects from its customers and also maintains discretion over pricing. Additionally, the Company is responsible for selection of

third

-party transportation providers to the extent used to satisfy customer freight requirements.

The timing of revenue recognition, billings, cash collections, and allowance for doubtful accounts results in billed and unbilled receivables on the unaudited condensed consolidated balance sheet. The Company receives the unconditional right to bill when shipments are delivered to their destination. We generally receive payment within

40

days of completion of performance obligations. Unbilled receivables recorded on the unaudited condensed consolidated balance sheet were

$4.7

million and

$3.9

million at

September 30, 2018

and

December 31, 2017,

respectively and are included in customer receivables in the condensed consolidated balance sheets. The amount of revenue to be recognized related to the Company’s remaining performance obligations was

$2.5

million at

September 30, 2018.

The following table presents the effect of the adoption of Accounting Standard Codification

606

“Revenue from Contracts with Customers” (ASC

606

) on our unaudited condensed consolidated financial statements for the

three

and

nine

months ended

September 30, 2018 (

in thousands, except per share amounts):

(in thousands, except for per share amounts)	As Reported					Under ASC 605		As Reported					Under ASC 605
	for the Three		Adjustments			For the Three		for the Nine		Adjustments			Fpr the Nine
	Months Ended		Due to			Months Ended		Months Ended		Due to			Months Ended
	September 30, 2018		ASC 606			September 30, 2018		September 30, 2018		ASC 606			September 30, 2018
Consolidated Statement of Comprehensive Income (Loss)
Operating revenues		460,227		(708	)		459,519		1,335,693		(859	)		1,334,834
Total operating expenses		437,335		(658	)		436,677		1,277,929		883			1,278,812
Operating income		22,892		(50	)		22,842		57,764		(1,742	)		56,022
Income (loss) before income tax benefit		18,137		(50	)		18,087		19,956		(1,742	)		18,214
Income tax provision (benefit)		1,679		(15	)		1,665		1,081		(505	)		576
Net income (loss)		16,458		(36	)		16,423		18,875		(1,237	)		17,638
Net income (loss) attributable to controlling interest		16,129		(36	)		16,094		17,903		(1,237	)		16,666
Basic earnings (loss) per share		0.33		(0.00	)		0.33		0.77		(0.05	)		0.72
Basic weighted average shares outstanding		48,296		48,296			48,296		23,118		23,118			23,118
Diluted earnings (loss) per share		0.33		(0.00	)		0.32		0.76		(0.05	)		0.71
Diluted weighted average shares outstanding		49,597		49,597			49,597		23,638		23,638			23,638

	Reported			Adjustments			Under ASC 605
	Balance at			Due to			Balance at
	September 30, 2018			ASC 606			September 30, 2018
Consolidated Balance Sheet
Customer receivables	$	216,814		$	(4,711	)	$	212,103
Other current assets		16,462			(2,036	)		14,426
Total current assets		299,992			(6,747	)		293,245
Total assets		882,607			(6,747	)		875,860
Accounts payable		80,019			(3,079	)		76,940
Other accrued liabilities		5,993			(349	)		5,644
Deferred income taxes		19,204			(622	)		18,582
Accumulated deficit		(24,331	)		(2,697	)		(27,028	)
Stockholders' equity (deficit)		227,072			(2,697	)		224,375
Total stockholder's equity (deficit)		230,333			(2,697	)		227,636
Total liabilities, redeemable restricted units and stockholder's equity (deficit)		882,607			(6,746	)		875,861

	As Reported						Under ASC 605
	for the Nine			Adjustments			Fpr the Nine
	Months Ended			Due to			Months Ended
	September 30, 2018			ASC 606			September 30, 2018
Operating Cash Flows
Net income (loss)		18,875			(1,237	)		17,638
Receivables		(30,102	)		(859	)		(30,961	)
Other assets		(4,190	)		(1,571	)		(5,761	)
Accounts payable and other accrued liabilities		(11,531	)		688			(10,843	)
Deferred income tax provision		3,458			506			3,964

New Accounting Pronouncements, Policy [Policy Text Block]

Recently Issued Accounting Standards

In

February 2018,

the Financial Accounting Standards Board (“FASB”) issued ASU

2018

-

02,

“Income Statement - Reporting Comprehensive Income (Topic

220

): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income,” which permits stranded tax effects resulting from the passing of the Tax Cuts and Jobs Act of

2017

(the “Act”) to be reclassified to retained earnings. The provisions of this update are effective for fiscal years and interim periods beginning after

December 15, 2018,

with early adoption permitted. The Company has evaluated the provisions of the pronouncement and does

not

expect the adoption of ASU

2018

-

02

will have a material impact on the consolidated financial statements.

In

January 2017,

the FASB issued ASU

2017

-

04,

“Intangibles—Goodwill and Other (Topic

350

): Simplifying the Test for Goodwill Impairment,” which eliminates Step

2

from the goodwill impairment testing process. Step

2

measures a goodwill impairment loss by comparing the implied fair value of a reporting unit’s goodwill with the carrying amount. Under the new standard, a goodwill impairment loss is measured as the excess of the carrying value of a reporting unit over its fair value. The provisions of this update are effective for fiscal years beginning after

December 15, 2019.

The Company has evaluated the provisions of the pronouncement and does

not

expect the adoption of ASU

2018

-

02

will have a material impact on the consolidated financial statements.

In

February 2016,

the FASB issued ASU

2016

-

02,

“Leases (Topic

842

),” to increase transparency and comparability by recognizing lease assets and lease liabilities on the balance sheet and disclosing key information about leasing arrangements. The provisions of this update are effective for fiscal years beginning after

December 15, 2018.

The Company intends to elect the optional transition method described under ASU

2018

-

11,

and recognize a cumulative effect adjustment to the opening balance of stockholders’ equity in the period of adoption, with

no

restatement of comparative periods required. While the Company is currently evaluating the provisions of the pronouncement and assessing the impact on the condensed consolidated financial statements, the Company expects the recognition of right-of-use assets and lease obligations will have a material impact to the consolidated balance sheet.

Recently Adopted Accounting Standards

In

March 2018,

the Financial Accounting Standards Board (FASB) issued ASU

2018

-

05,

“Income Taxes (Topic

740

): Amendments to SEC Paragraphs Pursuant to SEC Staff Accounting Bulletin

No.

118.”

The standard adds SEC paragraphs pursuant to the SEC Staff Accounting Bulletin

No.

118,

which expresses the view of the SEC Staff regarding application of Topic

740,

Income Taxes, in the reporting period that includes

December 22, 2017 -

the date on which the Act was signed into law. The application of this guidance did

not

have a material impact on the condensed consolidated financial statements.

In

August 2016,

the FASB issued ASU

2016

-

15,

“Statement of Cash Flows (Topic

230

): Classification of Certain Cash Receipts and Cash Payments,” which addresses

eight

specific cash flow issues with the objective of reducing the existing diversity in practice. Entities must apply the guidance retrospectively to all periods presented but

may

apply it prospectively if retrospective application would be impracticable. The provisions of this update are effective for fiscal years beginning after

December 15, 2017.

The Company adopted ASU

2016

-

15

effective

January 1, 2018.

The application of this guidance did

not

have a material impact on the condensed consolidated financial statements.

In

April 2015,

the FASB issued ASU

2015

-

14,

“Revenue from Contracts with Customers (Topic

606

): Deferral of the Effective Date,” which defers the effective date of ASU

2014

-

09.

The new standard introduces a

five

-step model to determine when and how revenue is recognized. The premise of the new model is that an entity recognizes revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The new standard is effective for annual periods, and interim periods within those annual periods, beginning after

December 15, 2017.

Entities are allowed to transition to the new standard by either recasting prior periods or recognizing the cumulative effect. The Company adopted ASU

2014

-

09

effective

January 1, 2018

by using the modified retrospective transition approach and recognizing the cumulative effect of the change in retained earnings. The primary impact of adopting ASC

606

is the earlier recognition of revenue for loads that are in route as of the balance sheet date. Prior to adopting ASC

606,

the Company recognized revenue and direct costs when shipments were delivered. Under ASC

606,

the Company is required to recognize revenue and related direct costs over time as the shipment is being delivered. ASC

606

also requires substantial new disclosures regarding the nature, amount, timing and uncertainty of recognized revenue, which are provided under the heading “Recognition of Revenue” above. The adoption of ASC

606

resulted in a cumulative positive adjustment to opening equity at

December 31, 2017

of approximately

$1.5

million.