COVENANT LOGISTICS GROUP ANNOUNCES FOURTH QUARTER 2025

 

 

CHATTANOOGA, TENNESSEE – January 29, 2026 - Covenant Logistics Group, Inc. (NYSE: CVLG) (“Covenant” or the “Company”) announced today financial and operating results for the fourth quarter ended December 31, 2025. The Company’s conference call to discuss the quarter will be held at 10:00 A.M. Eastern Time on Friday, January 30, 2026.

 

Chairman and Chief Executive Officer, David R. Parker, commented: “Our fourth quarter resulted in a loss of $0.73 per diluted share, driven by impairment charges to goodwill and equipment and elevated insurance expense, each discussed below.  Excluding these charges our non-GAAP adjusted results reflect income of $0.31 per diluted share.

“Our adjusted results were in line with our expectations, with operating positives and negatives roughly offsetting.  A seasonal uplift in volume provided some benefit, which was largely offset by the longest U.S. government shut down in history that affected our specialized team operation, increased costs of securing capacity in our Managed Freight segment, and start-up costs in Warehousing for a new location in November.

“Our plan for 2026 includes continued reallocation of capital to better returning operations while positioning for an expected improvement in freight fundamentals.  During the first half of the year, we expect to exit unprofitable business relationships, moderately reduce our total truckload fleet (while growing the most profitable components), improve free cash flow and deleverage our balance sheet.  We will be opportunistic in investing in areas that differentiate us from other carriers, focusing on high value and high service requirement freight. Our truckload business requires substantial capital and carries significant risks, and we need to seek and execute on business where the returns justify continued reinvestment.

“While tightly managing our asset-based fleet, we recently expanded our logistics platform and ability to flex with market demand by acquiring the assets of an approximately $130 million revenue truckload brokerage business, which we are operating under the brand “Star Logistics Solutions.” In the acquisition, we picked up an enviable customer list and great people with strong capability in both consumer retail and disaster relief sectors where we historically have lacked exposure.  We expect the consumer retail expertise will allow us to access more freight that we currently do not serve and afford upside leverage to a future freight market recovery. In addition, the disaster recovery market is highly specialized and synergistic with our Expedited business and offers occasional, high volume and high margin opportunities. We’re proud to welcome this new team to Covenant.

“Our 49% equity method investment with Transport Enterprise Leasing (“TEL”) contributed pre-tax net income of $3.1 million, or $0.09 per share, was comparable to the 2024 quarter of $3.0 million, or $0.08 per share.”

Fourth Quarter Financial Performance:

   

Truckload Operating Data and Statistics

 

 

Combined Truckload Revenue

 

Paul Bunn, the Company’s President commented on truckload operations, “For the quarter, total revenue in our truckload operations slightly decreased 0.8%, to $188.9 million.  The decrease in total revenue consisted of $0.1 million less freight revenue and $1.4 million less fuel surcharge revenue, which varies with the cost of fuel.”

 

Expedited Truckload Revenue

 

Mr. Bunn added, “Freight revenue in our Expedited segment decreased $10.3 million, or 12.2%. Average total tractors decreased by 42 units or 4.8% to 833, compared to 875 in the prior year quarter. Average freight revenue per tractor per week decreased 7.8% as a result of a 5.0% decrease in utilization and a 3.3% decrease in freight revenue per total mile. Negative mix associated with the government shutdown contributed to the revenue per mile decline.”

 

Dedicated Truckload Revenue

 

“For the quarter, freight revenue in our Dedicated segment increased $10.1 million, or 12.6%. Average total tractors increased by 90 units or 6.3% to 1,514, compared to 1,424 in the prior year quarter. Average freight revenue per tractor per week increased 5.8% as a result of a 10.3% increase in freight revenue per total mile, partially offset by a 4.2% decrease in utilization. Positive mix associated with growing our specialized agriculture capacity and shrinking more commoditized capacity contributed to the increase in revenue per mile.”

Combined Truckload Operating Expenses

 

Mr. Bunn continued, “On a non-GAAP adjusted basis, operating expenses increased approximately 14 cents per total mile or 6% as a result of year over year business mix changes, as well as the continuation of inflationary cost pressures, particularly with compensation and equipment related costs.

“Salaries, wages, and related expenses increased by $0.06 per total mile, representing a year-over-year growth of approximately 5%. This rise is primarily attributable to the expanded scale of our dedicated agriculture supply chain operations and the strategic reduction in commoditized freight across both the expedited and dedicated fleets. As we transition our business mix toward higher-value, specialized freight, we recognize that our cost structure, including driver compensation, will trend upward accordingly. These specialized segments necessitate investment in skilled personnel and maintenance resources due to the operational demands of heavier loads and shorter hauls, which elevate our per-mile costs. Additionally, as the freight market improves and the driver market tightens, we anticipate driver pay to continue to rise.

“Equipment related expenses, including operations and maintenance, leased revenue equipment and depreciation and amortization expense, increased approximately $0.07 cents per total mile, or approximately 12%, compared to the prior year.  This increase is a result of multiple factors, including escalating costs to acquire new equipment, a soft used equipment market, and excess unproductive equipment in the quarter, as well as year over year business mix changes between our Expedited and Dedicated fleets.

Managed Freight Segment

 

 

“For the quarter, Managed Freight achieved a 28.8% year over year increase in freight revenue, primarily attributable to the integration of assets acquired during the period now operating as Star Logistics Solutions. However, segment operating income and adjusted segment operating income were negatively impacted compared to the same quarter last year due to heightened costs associated with securing capacity during peak season. Freight volumes and capacity costs are not expected to remain as elevated in the first quarter due to normal seasonality. However, the significant market tightening in the fourth quarter could be an indicator of stronger freight fundamentals later in the year.

 

Warehousing Segment

 

 

“For the quarter, Warehousing’s freight revenue increased $1.1 million, while segment operating income and adjusted segment operating income declined by $1.4 million and $1.6 million, respectively, compared to the fourth quarter of 2024. The onboarding of a significant new customer contributed to incremental revenue in this segment; however, the associated startup expenses and operational inefficiencies more than offset the additional revenue.  Looking ahead, as activities within this startup normalize, we expect operating income margins to recover to the high-single digit range.

 

Capitalization, Liquidity and Capital Expenditures

 

Tripp Grant, the Company’s Chief Financial Officer, added the following comments: “At December 31, 2025, our total indebtedness, composed of total debt and finance lease obligations, net of cash (“net indebtedness”), increased by $76.7 million to approximately $296.3 million as compared to December 31, 2024. In addition, our net indebtedness to total capitalization increased to 42.3% at December 31, 2025, from 33.4% at December 31, 2024.

 

“The increase to net indebtedness in the year is primarily attributable to $46.3 million in acquisition-related payments and $36.2 million of stock repurchases. Our immediate priority in 2026 is to use proceeds from the sale of excess equipment to paydown debt.

“At December 31, 2025, we had cash and cash equivalents totaling $4.9 million. Under our ABL credit facility, we had $30.0 million outstanding borrowings, undrawn letters of credit outstanding of $19.9 million, and immediate available borrowing capacity of $53.3 million.

“At the end of the quarter, we had $26.1 million in assets held for sale that we anticipate disposing of within twelve months. The average age of our tractors increased to 24 months compared to 20 months a year ago. Given the mix change between our high mileage expedited fleet and lower mileage dedicated fleets, going forward, we anticipate the average age of our equipment to range from 24 to 26 months.

  

“Our expectations for net capital equipment expenditures in 2026 is $40 million to $50 million, which is a significant reduction compared to 2025 due to purchasing significantly fewer new tractors in the year than we are selling.”

Impairment and Other Adjustments

Mr. Grant continued, “The fourth quarter included approximately $19.4 million of non-cash impairment charges relating to goodwill and tractors pulled from service as we continue to evaluate and exit unprofitable accounts in both our Expedited and Dedicated fleets.  Additionally, we recorded $11.6 million in claims costs primarily related to the settlement of an auto liability claim in insurance layers with shared retention. Other adjustments are more typical including non-cash amortization of intangibles and acquisition-related expenses. These charges are summarized below and have been adjusted out of our non-GAAP results as shown in the reconciliation schedules following the release.

Outlook

Mr. Parker concluded, “I am positive about Covenant’s outlook as we enter a year full of challenge and opportunity. Challenge because we need to do more with the assets we have.  Opportunity because our high-value pipeline and ability to capitalize on a freight recovery are as strong as ever.  After a few years of using our balance sheet to fundamentally change our company, and buy back our shares at an attractive value, we look to operate more efficiently, refine our capital allocation, de-lever, and look for the next opportunity.”

Conference Call Information

 

The Company will host a live conference call tomorrow, January 30, 2026, at 10:00 a.m. Eastern time to discuss the quarter. Individuals may access the call by dialing 877-550-1505 (U.S./Canada) and 0800-524-4760 (International). An audio replay will be available for one week following the call at 800-645-7964, access code 3895#. For additional financial and statistical information regarding the Company that is expected to be discussed during the conference call, please visit our website at www.covenantlogistics.com/investors under the icon “Earnings Info.”

 

Covenant Logistics Group, Inc., through its subsidiaries, offers a portfolio of transportation and logistics services to customers throughout the United States. Primary services include asset- based expedited and dedicated truckload capacity, as well as asset-light warehousing, transportation management, and freight brokerage capability. In addition, Transport Enterprise Leasing is an affiliated company providing revenue equipment sales and leasing services to the trucking industry. Covenant's Class A common stock is traded on the New York Stock Exchange under the symbol, “CVLG.”

 

 

This press release contains certain statements that may be considered forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and such statements are subject to the safe harbor created by those sections and the Private Securities Litigation Reform Act of 1995, as amended. Such statements may be identified by their use of terms or phrases such as “expects,” “estimates,” “projects,” “believes,” “anticipates,” “plans,” “could,” “continue,” “would,” “may,” “will,” "intends," “outlook,” “focus,” “seek,” “potential,” “mission,” “continue,” “goal,” “target,” “objective,” derivations thereof, and similar terms and phrases. Forward-looking statements are based upon the current beliefs and expectations of our management and are inherently subject to risks and uncertainties, some of which cannot be predicted or quantified, which could cause future events and actual results to differ materially from those set forth in, contemplated by, or underlying the forward-looking statements. In this press release, statements relating to equipment age, net capital expenditures and related priorities, benefits, and returns, capital allocation alternatives, expectations for the general freight market, our ability to achieve our desired business mix, the driver market, including driver pay and recruiting, the expected impact of our acquisition of the assets of a brokerage business operating under the brand “Star Logistics Solutions,” future insurance and claims expense, margin, and return on capital, future repurchases under the stock repurchase program, if any, progress toward our strategic goals and the expected impact of achieving such goals, and the statements under “Outlook” are forward-looking statements. The following factors, among others could cause actual results to differ materially from those in the forward-looking statements: Our business is subject to economic, credit, business, and regulatory factors affecting the truckload industry that are largely beyond our control; We may not be successful in achieving our strategic plan; We operate in a highly competitive and fragmented industry; We may not grow substantially in the future and we may not be successful in improving our profitability; We may not make acquisitions in the future, or if we do, we may not be successful in our acquisition strategy; The conflicts in Ukraine and the Middle East, expansion of such conflicts to other areas or countries or similar conflicts, as well as rising tensions between China and Taiwan, could adversely impact our business and financial results; Increases in driver compensation or difficulties attracting and retaining qualified drivers could have a materially adverse effect on our profitability and the ability to maintain or grow our fleet; Our engagement of independent contractors to provide a portion of our capacity exposes us to different risks than we face with our tractors driven by company drivers; We derive a significant portion of our revenues from our major customers; Fluctuations in the price or availability of fuel, the volume and terms of diesel fuel purchase commitments, surcharge collection, and hedging activities may increase our costs of operation; We depend on third-party providers, particularly in our Managed Freight segment; We depend on the proper functioning and availability of our management information and communication systems and other information technology assets (including the data contained therein) and a system failure or unavailability, including those caused by cybersecurity breaches internally or with third-parties, or an inability to effectively upgrade such systems and assets could cause a significant disruption to our business; If we are unable to retain our key employees, our business, financial condition, and results of operations could be harmed; Seasonality and the impact of weather and climate change and other catastrophic events affect our operations and profitability; We self-insure for a significant portion of our claims exposure, which could significantly increase the volatility of, and decrease the amount of, our earnings; Our self-insurance for auto liability claims and our use of captive insurance companies could adversely impact our operations; We have experienced, and may experience additional, erosion of available limits in our aggregate insurance policies; We may experience additional expense to reinstate insurance policies due to liability claims; We operate in a highly regulated industry; If our independent contractor drivers are deemed by regulators or judicial process to be employees, our business, financial condition, and results of operations could be adversely affected; Developments in labor and employment law and any unionizing efforts by employees could have a materially adverse effect on our results of operations; The Compliance Safety Accountability program adopted by the Federal Motor Carrier Safety Administration could adversely affect our profitability and operations, our ability to maintain or grow our fleet, and our customer relationships; Receipt of an unfavorable Department of Transportation safety rating at any of our motor carriers could have a materially adverse effect on our operations and profitability; Compliance with various environmental laws and regulations; Regulatory changes related to climate change could increase our costs significantly; Changes to trade regulation, quotas, duties, or tariffs; Litigation may adversely affect our business, financial condition, and results of operations; Conflicting views on environmental, social and governance matters may have a negative impact on our business, impose additional costs on us, and expose us to additional risks; A large-scale outbreak of avian flu or related illness among the nation’s poultry flock may adversely affect the revenues of our Dedicated segment; Our ABL credit facility and other financing arrangements contain certain covenants, restrictions, and requirements, and we may be unable to comply with such covenants, restrictions, and requirements; In the future, we may need to obtain additional financing that may not be available or, if it is available, may result in a reduction in the percentage ownership of our stockholders; Our indebtedness and finance and operating lease obligations could adversely affect our ability to respond to changes in our industry or business; Our profitability may be materially adversely impacted if our capital investments do not match customer demand or if there is a decline in the availability of funding sources for these investments; Increased prices for new revenue equipment, design changes of new engines, future uses of autonomous tractors, volatility in the used equipment market, decreased availability of new revenue equipment, and the failure of manufacturers to meet their sale or trade-back obligations to us could have a materially adverse effect on our business, financial condition, results of operations, and profitability; Our 49% owned subsidiary, Transport Enterprise Leasing, faces certain additional risks particular to its operations, any one of which could adversely affect our operating results; We could determine that our goodwill and other intangible assets are impaired, thus recognizing a related loss; Our Chairman of the Board and Chief Executive Officer and his wife control a large portion of our stock and have substantial control over us, which could limit other stockholders' ability to influence the outcome of key transactions, including changes of control; Provisions in our charter documents or Nevada law may inhibit a takeover, which could limit the price investors might be willing to pay for our Class A common stock; The market price of our Class A common stock may be volatile; We cannot guarantee the timing or amount of repurchases of our Class A common stock, or the declaration of future dividends, if any; Changes in taxation could lead to an increase of our tax exposure; If we fail to maintain effective internal control over financial reporting in the future, there could be an elevated possibility of a material misstatement, and such a misstatement could cause investors to lose confidence in our financial statements, which could have a material adverse effect on our stock price; and The effects of a widespread outbreak of an illness or disease, or any other public health crisis, as well as regulatory measures implemented in response to such events, could negatively impact the health and safety of our workforce and/or adversely impact our business and results of operations. The declaration of future dividends is subject to approval of our board of directors and various risks and uncertainties, including, but not limited to: our cash flow and cash needs; compliance with applicable law; restrictions on the payment of dividends under existing or future financing arrangements; changes in tax laws relating to corporate dividends; deterioration in our financial condition or results: and those risks, uncertainties, and other factors identified from time-to-time in our filings with the Securities and Exchange Commission. Readers should review and consider these factors along with the various disclosures by the Company in its press releases, stockholder reports, and filings with the Securities and Exchange Commission. We disclaim any obligation to update or revise any forward-looking statements to reflect actual results or changes in the factors affecting the forward-looking information.

 

For further information contact:

 

M. Paul Bunn, President

PBunn@covenantlogistics.com

 

Tripp Grant, Chief Financial Officer

TGrant@covenantlogistics.com

 

For copies of Company information contact:

 

Brooke McKenzie, Executive Administrative Assistant

BMcKenzie@covenantlogistics.com