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0000799233FALSE00007992332022-07-252022-07-25

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
--------------------------------------------------------------


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):
July 25, 2022

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HEARTLAND EXPRESS, INC.
(Exact name of registrant as specified in its charter)

Nevada 000-15087 93-0926999
(State of other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)

901 HEARTLAND WAY,  NORTH LIBERTY, IA
52317
(Address of Principal Executive Offices)  (Zip Code)
(319) 626-3600
Registrant's Telephone Number (including area code):


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:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

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

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

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

Securities registered pursuant to Section 12(b) of the Act:
Title of each class Trading Symbol(s) Name of each exchange on which registered
Common Stock, $0.01 par value HTLD NASDAQ


Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ☐



If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐



Item 2.02.   Results of Operations and Financial Condition.

On July 25, 2022, Heartland Express, Inc. announced its unaudited financial results for the quarter and six-month period ended June 30, 2022.  The press release presented amounts in the condensed consolidated balance sheet for goodwill and other intangibles, net and total assets at December 31, 2021 that were in error. The Company issued a corrected press release on July 25, 2022. The complete, corrected press release is attached as Exhibit 99.1 to this Form 8-K and is incorporated herein by reference.

Item 9.01.   Financial Statements and Exhibits

(d) Exhibits
EXHIBIT  
NUMBER EXHIBIT DESCRIPTION
   
Heartland Express, Inc. corrected press release dated July 25, 2022 with
  respect to the Company's unaudited financial results for the quarter and six-month period
  ended June 30, 2022


The information contained in Items 2.02 and 9.01 of this report and the exhibit hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act:”), or incorporated by reference in any filing under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

The information in this report and the exhibit hereto may contain “forward-looking statements” within the meaning of Section 27A of the Securities Act and Section 21E of the Exchange Act.  Such statements are made based on the current beliefs and expectations of the Company's management and are subject to significant risks and uncertainties.  Actual results or events may differ from those anticipated by forward-looking statements.  Please refer to the paragraph following the financial and operating information in the attached press release and various disclosures by the Company in its press releases, stockholder reports, and filings with the Securities and Exchange Commission for information concerning risk, uncertainties, and other factors that may affect future results.



SIGNATURE

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

    HEARTLAND EXPRESS, INC.
     
Date: July 27, 2022   By:/s/Christopher A. Strain
    Christopher A. Strain
    Vice President-Finance,
    Treasurer and Chief Financial Officer




EXHIBIT INDEX
 EXHIBIT  
NUMBER EXHIBIT DESCRIPTION
   
Heartland Express, Inc. corrected press release dated July 25, 2022 with
  respect to the Company's unaudited financial results for the quarter and six-month
  period ended June 30, 2022
104 Cover Page Interactive Data File


EX-99.1 2 htld2022q2earningsrelease.htm EX-99.1 Document

Exhibit 99.1

July 25, 2022 For Immediate Release

Press Release

Heartland Express, Inc. Reports Record Results for the Second Quarter of 2022

NORTH LIBERTY, IOWA - July 25, 2022 - Heartland Express, Inc. (Nasdaq: HTLD) announced today financial results for the three and six months ended June 30, 2022.

Three months ended June 30, 2022:
•Net Income of $76.9 million,
•Basic Earnings per Share of $0.97,
•Operating Income of $105.1 million,
•Operating Ratio of 44.1% and 78.9% Non-GAAP Adjusted Operating Ratio(1),
•Total Assets of $1.1 billion,
•Stockholders' Equity of $817.9 million,
•Operating Revenue of $187.8 million,
•Monetized a terminal property, resulting in a $73.2 million gain ($0.68 basic earnings per share),
•Cash Balance of $171.9 million.

Six months ended June 30, 2022:
•Net Income of $93.7 million, and Basic Earnings per Share of $1.19,
•Operating Revenue of $339.1 million,
•Operating Income of $127.5 million,
•Operating Ratio of 62.4% and 80.5% Non-GAAP Adjusted Operating Ratio(1).

Heartland Express Chief Executive Officer Mike Gerdin commented on the quarterly operating results and ongoing initiatives of the Company, "Our operating results for the three and six months ended June 30, 2022 delivered all-time company records in total assets and stockholders' equity. In addition, we completed the acquisition of Smith Transport on May 31, 2022, a well-run company built on a foundation of safe and professional drivers that further expands our family of operating brands. The operations of Smith Transport were immediately accretive to consolidated earnings in June 2022, the first month of operations with Heartland Express. The second quarter was also positively impacted by the sale of a terminal property that generated a $73.2 million gain on sale of the terminal asset. We have an extensive network of terminals and are continually reviewing opportunities for the acquisition or disposition of terminals in response to the real estate market and operational needs. The Millis Transfer success story continued during the 2nd quarter. Millis Transfer achieved their best quarter of operating results with a sub 80's operating ratio in the second quarter of 2022. Millis Transfer started with an operating ratio in the mid-90’s immediately following our acquisition in 2019 and has improved significantly to have achieved a sub-80's operating ratio in less than three years."

"Freight demand in the second quarter of 2022 softened sequentially to the first quarter of 2022. While the current levels are down compared against the unprecedented levels experienced in the later months of 2021, we continue to have significantly more opportunities to haul freight than we are able to cover with our existing fleet and available drivers. Given what we have experienced and based on feedback from our strong group of customers, we expect volatile freight demand throughout 2022 but at volumes that will continue to exceed our available capacity. Hiring and retention challenges continue to exist for our consolidated company and for the entire industry. We remain committed to ongoing investments in our drivers, to ensure they receive a rewarding level of compensation along with the tools to have a safe and successful career at Heartland Express, Millis Transfer, and Smith Transport.”




Mr. Gerdin continued, "At the end of the quarter we had $171.9 million in cash, and debt and financing lease obligations of $45.7 million. We have historically deployed our cash reserves to capitalize on the best strategic opportunity, whether it be for regular and special dividends, repurchasing shares of our common stock, ongoing capital investment, paying down debt acquired in an acquisition, or for future acquisition opportunities. We continue to explore and analyze the best strategic opportunities available for our company and our stockholders. We are extremely proud of our drivers and employees and what we have accomplished. We believe we continue to be well positioned for the future with a great team, three well known and profitable operating brands, efficient operations, and a strong balance sheet.”

Financial Results

Heartland Express ended the second quarter of 2022 with operating revenues of $187.8 million, compared to $154.1 million in the second quarter of 2021, an increase of $33.7 million. Operating revenues for the quarter included fuel surcharge revenues of $36.4 million, compared to $19.1 million in the same period of 2021. Operating income for the three-month period ended June 30, 2022 was $105.1 million, an increase of $77.7 million (284.1%) as compared to the same period of the prior year. Net income was $76.9 million, compared to $20.7 million in the second quarter of 2021, an increase of 270.8%. Basic earnings per share were $0.97 during the quarter as compared to $0.26 during the same period of 2021. The Company posted an operating ratio of 44.1%, non-GAAP adjusted operating ratio(1) of 78.9%, and a 40.9% net margin (net income as a percentage of operating revenues) in the second quarter of 2022 compared to 82.3%, 79.7%, and 13.5%, respectively, in the second quarter of 2021.

For the six months ended June 30, 2022, Heartland Express delivered operating revenues of $339.1 million, compared to $306.5 million in the same period of 2021, an increase of $32.6 million. Operating revenues for the period included fuel surcharge revenues of $60.3 million, compared to $35.9 million in the same period of 2021. Operating income for the six-month period ended June 30, 2022 was $127.5 million, an increase of $81.8 million (179.3%) as compared to the same period of the prior year. Net income was $93.7 million, compared to $34.5 million in the same period of the prior year, an increase of 171.7%. Basic earnings per share were $1.19 during the six-month period as compared to $0.43 during the same period of 2021. The Company posted an operating ratio of 62.4%, non-GAAP adjusted operating ratio(1) of 80.5%, and a 27.6% net margin (net income as a percentage of operating revenues) for the six months ended June 30, 2022 compared to 85.1%, 83.1%, and 11.2%, respectively, in the same period of the prior year.

Balance Sheet, Liquidity, and Capital Expenditures

As of June 30, 2022, the Company had $171.9 million in cash balances, an increase of $14.1 million (8.9%), since December 31, 2021. Debt and financing lease obligations of $45.7 million at June 30, 2022 were assumed as part of the Smith Transport acquisition. There were no borrowings under the Company's unsecured line of credit at June 30, 2022. The Company had $14.9 million in available borrowing capacity on the line of credit as of June 30, 2022 after consideration of $10.1 million outstanding letters of credit. The Company continues to be in compliance with associated financial covenants. The Company ended the quarter with total assets of $1.1 billion and stockholders' equity of $817.9 million, both all-time records.

Net cash flows from operations for the first six months of 2022 were $58.5 million, 17.3% of operating revenue. The primary use of cash was $122.0 million for the acquisition of Smith Transport, partially offset by a cash inflow of $79.2 million for net terminal and revenue equipment activity during the six-month period ended June 30, 2022.

The average age of the Company's consolidated tractor fleet was 1.9 years as of June 30, 2022 compared to 1.8 years on June 30, 2021. The average age of the Company's consolidated trailer fleet was 4.6 years as of June 30, 2022 compared to 3.6 years on June 30, 2021.



The Company currently anticipates a total of approximately $65 to $75 million of net capital expenditures for revenue equipment and ongoing terminal projects over the remainder of 2022, but is contingent upon the current market challenges of pricing and availability.
The Company continues its commitment to stockholders through the payment of cash dividends. A regular dividend of $0.02 per share was declared during the second quarter of 2022 and paid on July 7, 2022. The Company has now paid cumulative cash dividends of $539.4 million, including four special dividends, ($2.00 in 2007, $1.00 in 2010, $1.00 in 2012, and $0.50 in 2021) over the past seventy-six consecutive quarters since 2003. Our outstanding shares at June 30, 2022 were 78.9 million. A total of 4.7 million shares of common stock have been repurchased for $82.8 million over the past five years. The Company has the ability to repurchase an additional 6.6 million shares under the current authorization which would result in 72.3 million outstanding shares if fully executed.

Other Information

Operating revenue excluding fuel surcharge revenue, adjusted operating income, and adjusted operating ratio are non-GAAP financial measures and are not intended to replace financial measures calculated in accordance with GAAP. These non-GAAP financial measures supplement our GAAP results. We believe that using these measures affords a more consistent basis for comparing our results of operations from period to period. The information required by Item 10(e) of Regulation S-K under the Securities Act of 1933 and the Securities Exchange Act of 1934 and Regulation G under the Securities Exchange Act of 1934, including a reconciliation to the most directly comparable financial measure calculated in accordance with GAAP, is included in the table at the end of this press release.

This press release may contain statements that might be considered as forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, as amended. Such statements may be identified by their use of terms or phrases such as “seek,” “expects,” “estimates,” “anticipates,” “projects,” “believes,” “hopes,” “plans,” “goals,” “intends,” “may,” “might,” “likely,” “will,” “should,” “would,” “could,” “potential,” “predict,” “continue,” “strategy,” “future,” “outlook,” and similar terms and phrases. In this press release, the statements relating to freight supply and demand, the market for drivers, our ability to react to changing market conditions, operational improvements, progress toward our goals, deployment of cash reserves, future capital expenditures, future terminal acquisitions and dispositions, and future stock repurchases are forward-looking statements. Such statements are based on management's belief or interpretation of information currently available. These statements and assumptions involve certain risks and uncertainties, and undue reliance should not be placed on such statements. Actual events may differ materially from those set forth in, contemplated by, or underlying such statements as a result of numerous factors, including, without limitation, those specified in the Company's Annual Report on Form 10-K for the year ended December 31, 2021. The Company assumes no obligation to update any forward-looking statements, which speak as of their respective dates.

Contact: Heartland Express, Inc. (319-645-7060)

Mike Gerdin, Chief Executive Officer
Chris Strain, Chief Financial Officer




HEARTLAND EXPRESS, INC.
AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
(In thousands, except per share amounts)
(unaudited)

 Three Months Ended June 30, Six Months Ended June 30,
2022 2021 2022 2021
OPERATING REVENUE $ 187,821  $ 154,128  $ 339,097  $ 306,530 
OPERATING EXPENSES:
Salaries, wages, and benefits $ 65,869  $ 62,931  $ 124,506  $ 127,713 
Rent and purchased transportation 3,127  1,009  3,874  1,973 
Fuel 42,046  24,804  71,758  48,961 
Operations and maintenance 6,066  5,670  11,146  11,358 
Operating taxes and licenses 3,352  3,413  6,562  7,034 
Insurance and claims 6,339  4,678  11,905  10,117 
Communications and utilities 1,126  967  2,204  2,193 
Depreciation and amortization 24,309  25,956  47,620  52,882 
Other operating expenses 12,244  5,204  18,042  10,756 
Gain on disposal of property and equipment (81,712) (7,855) (85,970) (12,088)
82,766  126,777  211,647  260,899 
Operating income 105,055  27,351  127,450  45,631 
Interest income 260  175  406  312 
Interest expense (174) —  (174) — 
Income before income taxes 105,141  27,526  127,682  45,943 
Federal and state income taxes 28,235  6,784  34,001  11,466 
Net income $ 76,906  $ 20,742  $ 93,681  $ 34,477 
Earnings per share
Basic $ 0.97  $ 0.26  $ 1.19  $ 0.43 
Diluted $ 0.97  $ 0.26  $ 1.19  $ 0.43 
Weighted average shares outstanding
Basic 78,934  79,906  78,931  80,028 
Diluted 78,959  79,957  78,956  80,081 
Dividends declared per share $ 0.02  $ 0.02  $ 0.04  $ 0.04 




HEARTLAND EXPRESS, INC.
AND SUBSIDIARIES 
CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands, except per share amounts)
(unaudited)
June 30, December 31,
ASSETS 2022 2021
CURRENT ASSETS  
Cash and cash equivalents $ 171,879  $ 157,742 
Trade receivables, net 95,712  52,812 
Prepaid tires 8,570  9,168 
Other current assets 19,955  9,406 
Income taxes receivable —  4,095 
Total current assets 296,116  233,223 
PROPERTY AND EQUIPMENT 749,751  710,760 
Less accumulated depreciation 238,944  222,845 
510,807  487,915 
GOODWILL AND OTHER INTANGIBLES, NET 258,030  190,650 
OTHER ASSETS 19,454  16,754 
OPERATING LEASE RIGHT OF USE ASSETS 28,796  — 
  $ 1,113,203  $ 928,542 
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES    
Accounts payable and accrued liabilities $ 28,804  $ 20,538 
Compensation and benefits 27,778  21,411 
Insurance accruals 15,859  15,677 
Long-term debt - current portion 2,304  — 
Operating lease liabilities - current portion 14,318  — 
Finance lease liabilities - current portion 7,544  — 
Income taxes payable 13,335  — 
Other accruals 16,410  13,968 
Total current liabilities 126,352  71,594 
LONG-TERM LIABILITIES    
Income taxes payable 6,461  5,491 
Long-term debt less current portion 8,623  — 
Operating lease liabilities less current portion 14,478  — 
Finance lease liabilities less current portion 27,199  — 
Deferred income taxes, net 77,262  89,971 
Insurance accruals less current portion 34,926  34,384 
Total long-term liabilities 168,949  129,846 
COMMITMENTS AND CONTINGENCIES    
STOCKHOLDERS' EQUITY    
Capital stock, common, $.01 par value; authorized 395,000 shares; issued 90,689 in 2022 and 2021; outstanding 78,936 and 78,923 in 2022 and 2021, respectively 907  907 
Additional paid-in capital 4,191  4,141 
Retained earnings 1,014,898  924,375 
Treasury stock, at cost; 11,753 and 11,766 in 2022 and 2021, respectively (202,094) (202,321)
  817,902  727,102 
  $ 1,113,203  $ 928,542 



(1)
GAAP to Non-GAAP Reconciliation Schedule:
Operating revenue excluding fuel surcharge revenue, adjusted operating income, and adjusted operating ratio reconciliation (a)
Three Months Ended June 30, Six Months Ended
June 30,
2022 2021 2022 2021
(Unaudited, in thousands) (Unaudited, in thousands)
Operating revenue $ 187,821  $ 154,128  $ 339,097  $ 306,530 
Less: Fuel surcharge revenue 36,377  19,132  60,346  35,916 
Operating revenue, excluding fuel surcharge revenue 151,444  134,996  278,751  270,614 
Operating expenses 82,766  126,777  211,647  260,899 
Less: Fuel surcharge revenue 36,377  19,132  60,346  35,916 
Less: Gain on sale of a terminal property (73,175) —  (73,175) — 
Adjusted operating expenses 119,564  107,645  224,476  224,983 
Operating income 105,055  27,351  127,450  45,631 
Adjusted operating income 31,880  27,351  54,275  45,631 
Operating ratio 44.1  % 82.3  % 62.4  % 85.1  %
Adjusted operating ratio 78.9  % 79.7  % 80.5  % 83.1  %

(a) Operating revenue excluding fuel surcharge revenue, as reported in this press release is based upon operating revenue minus fuel surcharge revenue. Adjusted operating income as reported in this press release is based upon operating revenue excluding fuel surcharge revenue, less operating expenses, net of fuel surcharge revenue and the gain on sale of a terminal property. Adjusted operating ratio as reported in this press release is based upon operating expenses, net of fuel surcharge revenue and the gain on sale of terminal property, as a percentage of operating revenue excluding fuel surcharge revenue. We believe that operating revenue excluding fuel surcharge revenue, adjusted operating income, and adjusted operating ratio are more representative of our underlying operations by excluding the volatility of fuel prices, which we cannot control. Operating revenue excluding fuel surcharge revenue, adjusted operating income, and adjusted operating ratio are not substitutes for operating revenue, operating income, or operating ratio measured in accordance with GAAP. There are limitations to using non-GAAP financial measures. Although we believe that operating revenue excluding fuel surcharge revenue, adjusted operating income, and adjusted operating ratio improve comparability in analyzing our period-to-period performance, they could limit comparability to other companies in our industry if those companies define such measures differently. Because of these limitations, operating revenue excluding fuel surcharge revenue, adjusted operating income, and adjusted operating ratio should not be considered measures of income generated by our business or discretionary cash available to us to invest in the growth of our business. Management compensates for these limitations by primarily relying on GAAP results and using non-GAAP financial measures on a supplemental basis.