The following discussion and analysis of our financial condition and results of
operations should be read together with the selected consolidated financial data
and our consolidated condensed financial statements and the related notes
appearing elsewhere in this report. This discussion and analysis contains
forward-looking statements that involve risks, uncertainties and assumptions.
Our actual results may differ materially from those anticipated in these
forward-looking statements as a result of many factors, including but not
limited to those included in our Form 10-K, Part I, Item 1A for the year ended
December 31, 2021. We do not assume, and specifically disclaim, any obligation
to update any forward-looking statement contained in this report.



Overview



We have strategically transitioned from a refrigerated long-haul carrier to a
multifaceted business offering a network of refrigerated and dry truck-based
transportation capabilities across our five distinct business platforms -
Truckload, Dedicated, Intermodal, Brokerage and MRTN de Mexico.



The primary source of our operating revenue is provided by our Truckload segment
through a combination of regional short-haul and medium-to-long-haul full-load
transportation services. We transport food and other consumer packaged goods
that require a temperature-controlled or insulated environment, along with dry
freight, across the United States and into and out of Mexico and Canada. Our
agreements with customers are typically for one year.



Our Dedicated segment provides customized transportation solutions tailored to
meet each individual customer's requirements, utilizing temperature-controlled
trailers, dry vans and other specialized equipment within the United States. Our
agreements with customers range from three to five years and are subject to
annual rate reviews.



Generally, we are paid by the mile for our Truckload and Dedicated services. We
also derive Truckload and Dedicated revenue from fuel surcharges, loading and
unloading activities, equipment detention and other accessorial services. The
main factors that affect our Truckload and Dedicated revenue are the rate per
mile we receive from our customers, the percentage of miles for which we are
compensated, the number of miles we generate with our equipment and changes in
fuel prices. We monitor our revenue production primarily through average
Truckload and Dedicated revenue, net of fuel surcharges, per tractor per week.
We also analyze our average Truckload and Dedicated revenue, net of fuel
surcharges, per total mile, non-revenue miles percentage, the miles per tractor
we generate, our fuel surcharge revenue, our accessorial revenue and our other
sources of operating revenue.



Our Intermodal segment transports our customers' freight within the United
States utilizing our refrigerated containers and our temperature-controlled
trailers, each on railroad flatcars for portions of trips, with the balance of
the trips using our tractors or, to a lesser extent, contracted carriers. The
main factors that affect our Intermodal revenue are the rate per mile and other
charges we receive from our customers.



Our Brokerage segment develops contractual relationships with and arranges for
third-party carriers to transport freight for our customers in
temperature-controlled trailers and dry vans within the United States and into
and out of Mexico through Marten Transport Logistics, LLC, which was established
in 2007 and operates pursuant to brokerage authority granted by the DOT. We
retain the billing, collection and customer management responsibilities. The
main factors that affect our Brokerage revenue are the rate per mile and other
charges that we receive from our customers.



Operating results of our MRTN de Mexico business which offers our customers door-to-door service between the United States and Mexico with our Mexican partner carriers is reported within our Truckload and Brokerage segments.





In addition to the factors discussed above, our operating revenue is also
affected by, among other things, the United States economy, inventory levels,
the level of truck and rail capacity in the transportation market, a contracting
driver market, severe weather conditions and specific customer demand.




--------------------------------------------------------------------------------




Our operating revenue increased $64.2 million, or 28.8%, in the first three
months of 2022 from the first three months of 2021. Our operating revenue, net
of fuel surcharges, increased $47.1 million, or 23.8%, compared with the first
three months of 2021. Truckload segment revenue, net of fuel surcharges,
increased 13.4% from the first three months of 2021 primarily due to an increase
in our average revenue per tractor, despite a reduction in our average number of
tractors. Dedicated segment revenue, net of fuel surcharges, increased 17.2%
from the first three months of 2021 primarily due to an increase in our average
revenue per tractor. Intermodal segment revenue, net of fuel surcharges,
increased 31.7% from the first three months of 2021 primarily due to an increase
in revenue per load. Brokerage segment revenue increased 65.3% primarily due to
increases in both the number of loads and in revenue per load in the first three
months of 2022. Fuel surcharge revenue increased to $42.0 million in the first
three months of 2022 from $24.9 million in the first three months of 2021,
primarily due to higher fuel costs.



Our profitability is impacted by the variable costs of transporting freight for
our customers, fixed costs, and expenses containing both fixed and variable
components. The variable costs include fuel expense, driver-related expenses,
such as wages, benefits, training, and recruitment, and independent contractor
costs, which are recorded under purchased transportation. Expenses that have
both fixed and variable components include maintenance and tire expense and our
cost of insurance and claims. These expenses generally vary with the miles we
travel, but also have a controllable component based on safety, fleet age,
efficiency and other factors. Our main fixed costs relate to the acquisition and
subsequent depreciation of long-term assets, such as revenue equipment and
operating terminals. We expect our annual cost of tractor and trailer ownership
will increase in future periods as a result of higher prices of new equipment,
along with any increases in fleet size. Although certain factors affecting our
expenses are beyond our control, we monitor them closely and attempt to
anticipate changes in these factors in managing our business. For example, fuel
prices have significantly fluctuated over the past several years. We manage our
exposure to changes in fuel prices primarily through fuel surcharge programs
with our customers, as well as through volume fuel purchasing arrangements with
national fuel centers and bulk purchases of fuel at our terminals. To help
further reduce fuel expense, we have installed and tightly manage the use of
auxiliary power units in our tractors to provide climate control and electrical
power for our drivers without idling the tractor engine, and also have improved
the fuel usage in the temperature-control units on our trailers. For our
Intermodal and Brokerage segments, our profitability is impacted by the
percentage of revenue which is payable to the providers of the transportation
services we arrange. This expense is included within purchased transportation in
our consolidated condensed statements of operations.



Our operating income improved 49.4% to $35.9 million in the first three months
of 2022 from $24.0 million in the first three months of 2021. Our operating
expenses as a percentage of operating revenue, or "operating ratio," improved to
87.5% in the first three months of 2022 from 89.2% in the first three months of
2021. Operating expenses as a percentage of operating revenue, with both amounts
net of fuel surcharges, improved to 85.4% in the first three months of 2022 from
87.9% in the first three months of 2021. Our net income improved 52.9% to $27.5
million, or $0.33 per diluted share, in the first three months of 2022 from
$18.0 million, or $0.22 per diluted share, in the first three months of 2021.



Our business requires substantial, ongoing capital investments, particularly for
new tractors and trailers. At March 31, 2022, we had $66.5 million of cash and
cash equivalents, $648.8 million in stockholders' equity and no long-term debt
outstanding. In the first three months of 2022, net cash flows provided by
operating activities of $39.9 million were primarily used to repurchase and
retire 1.3 million shares of our common stock for $25.0 million, to pay cash
dividends of $5.0 million, and to construct and upgrade regional operating
facilities in the amount of $2.5 million, resulting in a $9.5 million increase
in cash and cash equivalents. We estimate that capital expenditures, net of
proceeds from dispositions, will be approximately $153 million in the remainder
of 2022. A quarterly cash dividend of $0.06 per share of common stock was paid
in the first quarter of 2022 which totaled $5.0 million. We believe our sources
of liquidity are adequate to meet our current and anticipated needs for at least
the next twelve months. Based upon anticipated cash flows, existing cash and
cash equivalents balances, current borrowing availability and other sources of
financing we expect to be available to us, we do not anticipate any significant
liquidity constraints in the foreseeable future.




--------------------------------------------------------------------------------




We continue to invest considerable time and capital resources to actively
implement and promote long-term environmentally sustainable solutions that drive
reductions in our fuel and electricity consumption and decrease our carbon
footprint. These initiatives include (i) reducing idle time for our tractors by
installing and tightly managing the use of auxiliary power units, which are
powered by solar panels and provide climate control and electrical power for our
drivers without idling the tractor engine, (ii) improving the energy efficiency
of our newer, more aerodynamic and well-maintained tractor and trailer fleets by
optimizing the equipment's specifications, weight and tractor speed, equipping
our tractors with automatic transmissions, converting the refrigeration units in
our refrigerated trailers to the new, more-efficient CARB refrigeration units
along with increasing the insulation in the trailer walls and installing trailer
skirts, and using ultra-fuel efficient and wide-based tires, and (iii) upgrading
all of our facilities to indoor and outdoor LED lighting along with converting
all of our facilities to solar power. Additionally, we are an active participant
in the United States Environmental Protection Agency, or EPA, SmartWay Transport
Partnership, in which freight shippers, carriers, logistics companies and other
voluntary stakeholders partner with the EPA to measure, benchmark and improve
logistics operations to reduce their environmental footprint.



This Management's Discussion and Analysis of Financial Condition and Results of
Operations includes discussions of operating revenue, net of fuel surcharge
revenue; Truckload, Dedicated and Intermodal revenue, net of fuel surcharge
revenue; operating expenses as a percentage of operating revenue, each net of
fuel surcharge revenue; and net fuel expense (fuel and fuel taxes net of fuel
surcharge revenue and surcharges passed through to independent contractors,
outside drayage carriers and railroads). We provide these additional disclosures
because management believes these measures provide a more consistent basis for
comparing results of operations from period to period. These financial measures
in this report have not been determined in accordance with U.S. generally
accepted accounting principles (GAAP). Pursuant to Item 10(e) of Regulation S-K,
we have included the amounts necessary to reconcile these non-GAAP financial
measures to the most directly comparable GAAP financial measures of operating
revenue, operating expenses divided by operating revenue, and fuel and fuel
taxes.



Results of Operations


The following table sets forth for the periods indicated certain operating statistics regarding our revenue and operations:







                                                                Three Months
                                                               Ended March 31,
                                                           2022              2021
Truckload Segment:
Revenue (in thousands)                                 $     112,790     $      94,915
Average revenue, net of fuel surcharges, per tractor
per week(1)                                            $       4,977     $       4,057
Average tractors(1)                                            1,487             1,609
Average miles per trip                                           520               534
Total miles (in thousands)                                    35,372            38,283

Dedicated Segment:
Revenue (in thousands)                                 $      96,760     $      78,237
Average revenue, net of fuel surcharges, per tractor
per week(1)                                            $       3,851     $       3,214
Average tractors(1)                                            1,584             1,619
Average miles per trip                                           341               307
Total miles (in thousands)                                    32,753            31,999

Intermodal Segment:
Revenue (in thousands)                                 $      31,642     $      22,004
Loads                                                          8,294             7,982
Average tractors                                                 162               134

Brokerage Segment:
Revenue (in thousands)                                 $      46,089     $      27,890
Loads                                                         19,684            14,575



(1) Includes tractors driven by both company-employed drivers and independent

contractors. Independent contractors provided 87 and 133 tractors as of March


    31, 2022 and 2021, respectively.





--------------------------------------------------------------------------------

Comparison of Three Months Ended March 31, 2022 to Three Months Ended March 31, 2021





The following table sets forth for the periods indicated our operating revenue,
operating income and operating ratio by segment, along with the change for each
component:



                                                                           Dollar           Percentage
                                                                           Change             Change
                                                Three Months            Three Months       Three Months
                                                    Ended                  Ended              Ended
                                                  March 31,              March 31,          March 31,
(Dollars in thousands)                       2022          2021        2022 vs. 2021      2022 vs. 2021
Operating revenue:
Truckload revenue, net of fuel surcharge
revenue                                    $  95,170     $  83,919     $       11,251               13.4 %
Truckload fuel surcharge revenue              17,620        10,996              6,624               60.2
Total Truckload revenue                      112,790        94,915             17,875               18.8

Dedicated revenue, net of fuel surcharge
revenue                                       78,421        66,902             11,519               17.2
Dedicated fuel surcharge revenue              18,339        11,335              7,004               61.8
Total Dedicated revenue                       96,760        78,237             18,523               23.7

Intermodal revenue, net of fuel
surcharge revenue                             25,605        19,446              6,159               31.7
Intermodal fuel surcharge revenue              6,037         2,558              3,479              136.0
Total Intermodal revenue                      31,642        22,004              9,638               43.8

Brokerage revenue                             46,089        27,890             18,199               65.3

Total operating revenue                    $ 287,281     $ 223,046     $       64,235               28.8 %

Operating income:
Truckload                                  $  15,571     $  11,415     $        4,156               36.4 %
Dedicated                                     10,645         8,936              1,709               19.1
Intermodal                                     5,036         1,461              3,575              244.7
Brokerage                                      4,606         2,186              2,420              110.7
Total operating income                     $  35,858     $  23,998     $       11,860               49.4 %

Operating ratio(1):
Truckload                                       86.2 %        88.0 %
Dedicated                                       89.0          88.6
Intermodal                                      84.1          93.4
Brokerage                                       90.0          92.2
Consolidated operating ratio                    87.5 %        89.2 %




  (1) Represents operating expenses as a percentage of operating revenue.




Our operating revenue increased $64.2 million, or 28.8%, to $287.3 million in
the 2022 period from $223.0 million in the 2021 period. Our operating revenue,
net of fuel surcharges, increased $47.1 million, or 23.8%, to $245.3 million in
the 2022 period from $198.2 million in the 2021 period. This increase in the
2022 period was due to an $18.2 million increase in Brokerage revenue, an $11.5
million increase in Dedicated revenue, net of fuel surcharges, an $11.3 million
increase in Truckload revenue, net of fuel surcharges, and a $6.2 million
increase in Intermodal revenue, net of fuel surcharges. Fuel surcharge revenue
increased by $17.1 million to $42.0 million in the 2022 period from $24.9
million in the 2021 period primarily due to higher fuel costs.




--------------------------------------------------------------------------------




Truckload segment revenue increased $17.9 million, or 18.8%, to $112.8 million
in the 2022 period from $94.9 million in the 2021 period. Truckload segment
revenue, net of fuel surcharges, increased $11.3 million, or 13.4%, to $95.2
million in the 2022 period from $83.9 million in the 2021 period. During the
2022 period, an increase in our average revenue per tractor was partially offset
by a reduction in our average number of tractors. The improvement in the
operating ratio in the 2022 period was primarily due to an increase in our
average revenue per tractor due to increased rates with our customers, along
with a decrease in depreciation expense and an increase in gain on disposition
of revenue equipment, partially offset by increases in both company driver
compensation expense and driver recruiting costs.



Dedicated segment revenue increased $18.5 million, or 23.7%, to $96.8 million in
the 2022 period from $78.2 million in the 2021 period. Dedicated segment
revenue, net of fuel surcharges, increased 17.2% primarily due to an increase in
our average revenue per tractor. The operating ratio was negatively impacted in
the 2022 period by increases in both company driver compensation expense and
driver recruiting costs, which were partially offset by an increase in our
average revenue per tractor due to increased rates with our customers.



Intermodal segment revenue increased $9.6 million, or 43.8%, to $31.6 million in
the 2022 period from $22.0 million in the 2021 period. Intermodal segment
revenue, net of fuel surcharges, increased 31.7% from the 2021 period primarily
due to an increase in revenue per load. The improvement in the operating ratio
in the 2022 period was primarily due to increased rates with our customers and a
decrease in the amounts payable to railroads as a percentage of our revenue.



Brokerage segment revenue increased $18.2 million, or 65.3%, to $46.1 million in
the 2022 period from $27.9 million in the 2021 period primarily due to increases
in both the number of loads and in revenue per load. The improvement in the
operating ratio in the 2022 period was primarily due to increased rates with our
customers.



The following table sets forth for the periods indicated the dollar and
percentage increase or decrease of the items in our unaudited consolidated
condensed statements of operations, and those items as a percentage of operating
revenue:



                                               Dollar           Percentage            Percentage of
                                               Change             Change            Operating Revenue
                                            Three Months       Three Months            Three Months
                                               Ended              Ended                   Ended
                                             March 31,          March 31,               March 31,
(Dollars in thousands)                     2022 vs. 2021      2022 vs. 2021         2022          2021

Operating revenue                          $       64,235               28.8 %        100.0 %       100.0 %
Operating expenses (income):
Salaries, wages and benefits                       16,351               22.4           31.1          32.7
Purchased transportation                           16,545               40.6           19.9          18.3
Fuel and fuel taxes                                15,431               53.3           15.4          13.0
Supplies and maintenance                            1,298               11.8            4.3           4.9
Depreciation                                          456                1.8            9.1          11.5
Operating taxes and licenses                          (72 )             (2.7 )          0.9           1.2
Insurance and claims                                1,258               11.0            4.4           5.1
Communications and utilities                          182                8.7            0.8           0.9
Gain on disposition of revenue equipment           (2,556 )           (128.8 )         (1.6 )        (0.9 )
Other                                               3,482               64.6            3.1           2.4
Total operating expenses                           52,375               26.3           87.5          89.2
Operating income                                   11,860               49.4           12.5          10.8
Other                                                   3               30.0              -             -
Income before income taxes                         11,857               49.4           12.5          10.8
Income taxes expense                                2,330               38.8            2.9           2.7
Net income                                 $        9,527               52.9 %          9.6 %         8.1 %





--------------------------------------------------------------------------------




Salaries, wages and benefits consist of compensation for our employees,
including both driver and non-driver employees, employees' health insurance,
401(k) plan contributions and other fringe benefits. These expenses vary
depending upon the size of our Truckload, Dedicated and Intermodal tractor
fleets, the ratio of company drivers to independent contractors, our efficiency,
our experience with employees' health insurance claims, changes in health care
premiums and other factors. Salaries, wages and benefits expense increased $16.4
million, or 22.4%, in the 2022 period from the 2021 period. This increase
resulted primarily from additional company driver compensation expense of $11.8
million, a $1.5 million increase in employees' health insurance expense as a
result of higher self-insured medical claims and a $1.5 million increase in
bonus compensation expense for our non-driver employees.



Purchased transportation consists of amounts payable to railroads and carriers
for transportation services we arrange in connection with Brokerage and
Intermodal operations and to independent contractor providers of revenue
equipment. This category will vary depending upon the amount and rates,
including fuel surcharges, we pay to third-party railroad and motor carriers,
the ratio of company drivers versus independent contractors and the amount of
fuel surcharges passed through to independent contractors. Purchased
transportation expense increased $16.5 million in total, or 40.6%, in the 2022
period from the 2021 period. Amounts payable to carriers for transportation
services we arranged in our Brokerage segment increased $15.2 million to
$38.8 million in the 2022 period from $23.6 million in the 2021 period,
primarily due to an increase in the cost per load within the tight freight
market and growth in load volume. Amounts payable to railroads and drayage
carriers for transportation services within our Intermodal segment increased
$2.6 million to $15.2 million in the 2022 period from $12.6 million in the 2021
period. The portion of purchased transportation expense related to independent
contractors within our Truckload and Dedicated segments, including fuel
surcharges, decreased $1.3 million in the 2022 period. We expect our purchased
transportation expense to increase as we grow our Intermodal and Brokerage
segments.



Fuel and fuel taxes increased by $15.4 million, or 53.3%, in the 2022 period
from the 2021 period. Net fuel expense (fuel and fuel taxes net of fuel
surcharge revenue and surcharges passed through to independent contractors,
outside drayage carriers and railroads) increased $236,000, or 3.6%, to $6.9
million in the 2022 period from $6.6 million in the 2021 period. Fuel surcharges
passed through to independent contractors, outside drayage carriers and
railroads increased to $4.5 million from $2.6 million in the 2021 period. The
United States Department of Energy, or DOE, national average cost of fuel
increased to $4.24 per gallon from $2.91 per gallon in the 2021 period. Despite
this increase, our net fuel expense was 3.5% of Truckload, Dedicated and
Intermodal segment revenue, net of fuel surcharges, down from 3.9% in the 2021
period. We have worked diligently to control fuel usage and costs by improving
our volume purchasing arrangements and optimizing our drivers' fuel purchases
with national fuel centers, focusing on shorter lengths of haul, installing and
tightly managing the use of auxiliary power units in our tractors to minimize
engine idling and improving fuel usage in the temperature-control units on our
trailers. Auxiliary power units, which we have installed in our company-owned
tractors, provide climate control and electrical power for our drivers without
idling the tractor engine.



Supplies and maintenance consist of repairs, maintenance, tires, parts, oil and
engine fluids, along with load-specific expenses including loading/unloading,
tolls, pallets and trailer hostling. Our supplies and maintenance expense
increased $1.3 million, or 11.8%, from the 2021 period primarily due to higher
outside repair, tires and parts costs.



Insurance and claims consist of the costs of insurance premiums and accruals we
make for claims within our self-insured retention amounts, primarily for
personal injury, property damage, physical damage to our equipment, cargo claims
and workers' compensation claims. These expenses will vary primarily based upon
the frequency and severity of our accident experience, our self-insured
retention levels and the market for insurance. The $1.3 million, or 11.0%,
increase in insurance and claims in the 2022 period was primarily due to
increases in our self-insured auto liability, workers' compensation and cargo
claim costs. Our significant self-insured retention exposes us to the
possibility of significant fluctuations in claims expense between periods which
could materially impact our financial results depending on the frequency,
severity and timing of claims.



Gain on disposition of revenue equipment was $4.5 million in the 2022 period, up
from $2.0 million in the 2021 period primarily due to an increase in the average
gain for our tractor and trailer sales, despite a decrease in the number of
units sold. Future gains or losses on dispositions of revenue equipment will be
impacted by the market for used revenue equipment, which is beyond our control.



The $3.5 million increase in other operating expenses in the 2022 period was primarily due to increases in costs associated with driver recruitment and retention along with travel and meals expense.


--------------------------------------------------------------------------------




Our operating income improved 49.4% to $35.9 million in the 2022 period from
$24.0 million in the 2021 period as a result of the foregoing factors. Our
operating expenses as a percentage of operating revenue, or "operating ratio,"
improved to 87.5% in the 2022 period from 89.2% in the 2021 period. The
operating ratio for our Truckload segment was 86.2% in the 2022 period and 88.0%
in the 2021 period, for our Dedicated segment was 89.0% in the 2022 period and
88.6% in the 2021 period, for our Intermodal segment was 84.1% in the 2022
period and 93.4% in the 2021 period, and for our Brokerage segment was 90.0% in
the 2022 period and 92.2% in the 2021 period. Operating expenses as a percentage
of operating revenue, with both amounts net of fuel surcharges, improved to
85.4% in the 2022 period from 87.9% in the 2021 period.



Our effective income tax rate decreased to 23.2% in the 2022 period from 25.0% in the 2021 period primarily due to decreases in per diem and other non-deductible expenses.





As a result of the factors described above, net income improved 52.9% to $27.5
million, or $0.33 per diluted share, in the 2022 period from $18.0 million, or
$0.22 per diluted share, in the 2021 period.



Liquidity and Capital Resources





Our business requires substantial, ongoing capital investments, particularly for
new tractors and trailers. Our primary sources of liquidity are funds provided
by operations and our revolving credit facility. A portion of our tractor fleet
is provided by independent contractors who own and operate their own equipment.
We have no capital expenditure requirements relating to those drivers who own
their tractors or obtain financing through third parties.



The table below reflects our net cash flows provided by operating activities,
net cash flows provided by/used for investing activities and net cash flows used
for financing activities for the periods indicated.



                                                                  Three Months
                                                                 Ended March 31,
(In thousands)                                                 2022          2021
Net cash flows provided by operating activities              $  39,940     $  43,570
Net cash flows provided by/(used for) investing activities         409       (17,417 )
Net cash flows (used for) financing activities                 (30,817 )      (3,697 )




In August 2019, our Board of Directors approved and we announced an increase
from current availability in our existing share repurchase program providing for
the repurchase of up to $34 million, or approximately 1.8 million shares, of our
common stock, which was increased by our Board of Directors to 2.7 million
shares in August 2020 to reflect the three-for-two stock split effected in the
form of a stock dividend on August 13, 2020. The share repurchase program allows
purchases on the open market or through private transactions in accordance with
Rule 10b-18 of the Exchange Act. The timing and extent to which we repurchase
shares depends on market conditions and other corporate considerations. The
repurchase program does not have an expiration date.



We repurchased and retired 1.3 million shares of common stock for $25.0 million
in the first quarter of 2022. We did not repurchase any shares in 2021. As of
March 31, 2022, future repurchases of up to $8.4 million, or approximately 1.3
million shares, were available in the share repurchase program.



On May 3, 2022, our Board of Directors approved and we announced an additional increase from current availability in our existing share repurchase program providing for the repurchase of up to $50.0 million, or approximately 3.1 million shares of our common stock.





In the first three months of 2022, net cash flows provided by operating
activities of $39.9 million were primarily used to repurchase and retire 1.3
million shares of our common stock for $25.0 million, to pay cash dividends of
$5.0 million, and to construct and upgrade regional operating facilities in the
amount of $2.5 million, resulting in a $9.5 million increase in cash and cash
equivalents. In the first three months of 2021, net cash flows provided by
operating activities of $43.6 million were primarily used to purchase new
revenue equipment, net of proceeds from dispositions, in the amount of $16.3
million, to pay cash dividends of $3.3 million, and to upgrade regional
operating facilities in the amount of $591,000, resulting in a $22.5 million
increase in cash and cash equivalents.




--------------------------------------------------------------------------------




We estimate that capital expenditures, net of proceeds from dispositions, will
be approximately $153 million in the remainder of 2022. This amount includes
commitments to purchase $38.6 million of new revenue equipment and $5.8 million
in building construction through the remainder of 2022. We also have commitments
to purchase $23.1 million of new revenue equipment in 2023. Additionally,
operating lease obligations total $583,000 through 2024. A quarterly cash
dividend of $0.06 per share of common stock was paid in the first quarter of
2022 which totaled $5.0 million. A quarterly cash dividend of $0.04 per share of
common stock was paid in the first quarter of 2021 which totaled $3.3 million.
We currently expect to continue to pay quarterly cash dividends in the future.
The payment of cash dividends in the future, and the amount of any such
dividends, will depend upon our financial condition, results of operations, cash
requirements, and certain corporate law requirements, as well as other factors
deemed relevant by our Board of Directors. We believe our sources of liquidity
are adequate to meet our current and anticipated needs for at least the next
twelve months. Based upon anticipated cash flows, existing cash and cash
equivalents balances, current borrowing availability and other sources of
financing we expect to be available to us, we do not anticipate any significant
liquidity constraints in the foreseeable future.



We maintain a credit agreement that provides for an unsecured committed credit
facility with an aggregate principal amount of $30.0 million which matures in
August 2023. At March 31, 2022, there was no outstanding principal balance on
the facility. As of that date, we had outstanding standby letters of credit to
guarantee settlement of self-insurance claims of $18.5 million and remaining
borrowing availability of $11.5 million. This facility bears interest at a
variable rate based on the Term SOFR Rate or the lender's Prime Rate, in each
case plus/minus applicable margins.



Our credit facility prohibits us from paying, in any fiscal year, stock
redemptions and dividends in excess of 25% of our net income from the prior
fiscal year. Waivers allowing stock redemptions and dividends in excess of the
25% limitation in total amounts of up to $80 million in each of 2022 and 2021
were obtained from the lender in March 2022 and August 2021, respectively. This
facility also contains restrictive covenants which, among other matters, require
us to maintain compliance with cash flow leverage and fixed charge coverage
ratios. We were in compliance with all covenants at March 31, 2022 and December
31, 2021.



Other than our obligations for revenue equipment and building construction
purchases and operating lease expenditures, along with our outstanding standby
letters of credit to guarantee settlement of self-insurance claims, which are
each mentioned above, we did not have any material off-balance sheet
arrangements at March 31, 2022.



Seasonality



Our tractor productivity generally decreases during the winter season because
inclement weather impedes operations and some shippers reduce their shipments.
At the same time, operating expenses generally increase, with harsh weather
creating higher accident frequency, increased claims, lower fuel efficiency and
more equipment repairs.



Critical Accounting Estimates



There have been no material changes in the critical accounting estimates
disclosed by us under Part II, Item 7. Management's Discussion and Analysis of
Financial Condition and Results of Operations - Critical Accounting Estimates
contained in the Annual Report on Form 10-K for the year ended December 31,
2021.



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