Business Operations - The company operates as a leading asset-light freight provider, focusing on transportation services including LTL, truckload, and intermodal drayage across the U.S., Canada, and Mexico [92]. - The company monitors key operating statistics such as tonnage, weight per shipment, revenue per hundredweight, and average length of haul to evaluate performance in its Expedited Freight and Intermodal segments [99][105]. - The company is actively monitoring macroeconomic conditions, including proposed tariffs on imported goods, which may impact freight demand and overall business performance [108]. - The company continues to focus on creating synergies across its services, particularly within the Expedited Freight segment, to enhance operational efficiency [96]. - The company is implementing a transformation of the combined business post-acquisition to maximize revenues and efficiencies while retaining existing customers [110]. Financial Performance - Estimated revenue for key product groups for the period ended December 31, 2024, approximated 70% for ground transportation, 12% for air & ocean forwarding, 9% for intermodal drayage, and 9% for warehousing/value-added services [98]. - Operating revenues decreased by $24,174, or 3.7%, to $631,763 for the three months ended September 30, 2025, compared to $655,937 for the same period in 2024 [115]. - Income from continuing operations decreased by $7,690, or 33.9%, to $15,007 for the three months ended September 30, 2025, attributed to lower operating revenues and increased acquisition expenses [117]. - Net loss decreased by $11,578, to $23,757 for the three months ended September 30, 2025, compared to a net loss of $35,335 for the same period in 2024 [120]. - Operating revenues increased by $22,472, or 1.2%, to $1,863,888 for the nine months ended September 30, 2025, compared to $1,841,416 for the same period in 2024 [146]. - Net loss decreased by $990,164, or 90.4%, to $105,312 for the nine months ended September 30, 2025, compared to a net loss of $1,095,476 for the same period in 2024 [151]. Expenses and Cost Management - Operating expenses decreased by $16,484, or 2.6%, to $616,756 for the three months ended September 30, 2025, mainly due to lower shipment volumes and a prior year goodwill impairment charge of $14,751 [116]. - Total other expenses decreased by $17,214, or 31.0%, to $38,379 for the three months ended September 30, 2025, due to lower net interest expenses and adjustments to tax liabilities [118]. - Purchased transportation costs decreased by $14,770, or 10.5%, to $125,265 for the three months ended September 30, 2025, representing 48.4% of Expedited Freight operating revenues [126]. - Salaries, wages, and employee benefits decreased by $5,023, or 8.5%, to $54,403 for the three months ended September 30, 2025, accounting for 21.0% of Expedited Freight operating revenues [127]. - Other operating expenses decreased by $5,241, or 20.0%, to $20,914 for the three months ended September 30, 2025, reflecting acquisition integration synergies and reduced shipments [128]. - Operating expenses decreased by $1,155,611, or 38.8%, to $1,824,596 for the nine months ended September 30, 2025, primarily due to a prior year goodwill impairment charge of $1,107,465 [147]. Acquisition and Integration - The company completed the acquisition of Omni Newco, LLC on January 25, 2024, and has exceeded initial expectations regarding cost synergies from this integration [110]. - The Omni Logistics segment contributed to the revenue increase due to an extra twenty-four days included in 2025 following the Omni Acquisition in January 2024 [146]. - Corporate operating loss increased to $18,289 for the three months ended September 30, 2025, compared to $1,799 in the same period in 2024, primarily due to acquisition and integration expenses [144]. - The company incurred significant indebtedness related to the Omni Acquisition, which could have important consequences for its business operations [183]. Market Conditions and Strategic Alternatives - The company has experienced a decrease in industry freight volumes, as measured by the Cass Freight Index, in each of the first three quarters of 2025 compared to the same periods in 2024 [107]. - The company has initiated a comprehensive review of strategic alternatives to maximize shareholder value, including potential sale or merger options [109]. - The company’s earnings depend significantly on increasing freight volume and revenue per shipment, particularly in a challenging freight environment [96]. Tax and Compliance - The effective tax rate for the three months ended September 30, 2025 was (1.6)%, compared to (4.0)% for the same period in 2024, influenced by interest expense disallowances and other factors [119]. - The effective tax rate for the nine months ended September 30, 2025 was (3.2)%, compared to 15.0% for the same period in 2024, primarily due to interest expense disallowances [150]. - The company expects to maintain compliance with its leverage ratio covenant over the next year, which is critical to avoid default under the Credit Agreement [183]. Cash Flow and Capital Expenditures - Net cash provided by operating activities increased to $67,112 for the nine months ended September 30, 2025, compared to a net cash used of $45,770 for the same period in 2024, primarily due to increased income from continuing operations [184]. - Net cash used in investing activities significantly decreased to $18,976 for the nine months ended September 30, 2025, from $1,592,878 in the same period of 2024, largely due to the absence of the Omni Acquisition in 2025 [185]. - Capital expenditures for the first nine months of 2025 were $20,765, down from $29,810 in 2024, primarily related to technology and operating equipment purchases [185].
Forward Air(FWRD) - 2025 Q3 - Quarterly Report