Document and Entity Information - USD ($) $ in Millions	12 Months Ended
Document and Entity Information - USD ($) $ in Millions	Dec. 31, 2019	Mar. 06, 2020	Jun. 28, 2019
Cover [Abstract]
Document Type	10-K
Document Period End Date	Dec. 31, 2019
Entity Registrant Name	DASEKE, INC.
Entity Well-known Seasoned Issuer	No
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Public Float			$ 163.4
Common shares outstanding		64,598,025
Entity Central Index Key	0001642453
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2019
Document Fiscal Period Focus	FY
Amendment Flag	false

CONSOLIDATED BALANCE SHEETS - USD ($) $ in Millions	Dec. 31, 2019	Dec. 31, 2018
Current assets:
Cash and cash equivalents	$ 95.7	$ 46.0
Accounts receivable, net of allowance of $3.5 and $1.2 at December 31, 2019 and 2018, respectively	197.8	209.2
Drivers’ advances and other receivables	8.2	5.5
Current portion of net investment in sales-type leases		16.2
Parts supplies	3.5	4.9
Prepaid and other current assets	21.9	26.3
Total current assets	327.1	308.1
Property and equipment, net	439.0	572.7
Intangible assets, net	109.1	208.8
Goodwill	139.9	258.4
Right-of-use assets	95.9
Other long-term assets	29.6	42.9
Total assets	1,140.6	1,390.9
Current liabilities:
Accounts payable	20.5	22.2
Accrued expenses and other liabilities	44.2	46.5
Accrued payroll, benefits and related taxes	28.2	21.7
Accrued insurance and claims	18.7	18.1
Current portion of long-term debt	59.4	63.5
Other current liabilities	48.8	21.9
Total current liabilities	219.8	193.9
Line of credit	1.7
Long-term debt, net of current portion	631.6	622.7
Deferred tax liabilities	69.9	126.8
Other long-term liabilities	78.9	0.5
Total liabilities	1,001.9	943.9
Commitments and contingencies (Note 14)
Stockholders’ equity:
Additional paid-in-capital	437.5	433.9
Accumulated deficit	(363.4)	(51.0)
Accumulated other comprehensive loss	(0.4)	(0.9)
Total stockholders’ equity	138.7	447.0
Total liabilities and stockholders’ equity	1,140.6	1,390.9
Series A convertible preferred stock
Stockholders’ equity:
Series A convertible preferred stock, $0.0001 par value; 10,000,000 shares authorized; 650,000	65.0	65.0
Total stockholders’ equity	$ 65.0	$ 65.0

CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($)	Dec. 31, 2019	Dec. 31, 2018
Net of allowance	$ 3,500,000	$ 1,200,000
Common stock, par value	$ 0.0001	$ 0.0001
Common stock, shares authorized	250,000,000	250,000,000
Common stock, issued	64,589,075	64,455,174
Common stock, outstanding	64,589,075	64,455,174
Series A convertible preferred stock
Preferred stock, par value	$ 0.0001	$ 0.0001
Preferred stock, authorized	10,000,000	10,000,000
Preferred stock, issued	650,000	650,000
Preferred stock, outstanding	650,000	650,000
Preferred liquidation preference	$ 65.0	$ 65.0

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Revenues:
Total revenue	$ 1,737.0	$ 1,613.1	$ 846.3
Operating expenses:
Salaries, wages and employee benefits	483.2	407.4	250.0
Fuel	138.5	141.1	93.7
Operations and maintenance	213.1	181.5	118.4
Communications	4.4	3.3	2.1
Administrative expenses	75.5	58.5	33.2
Sales and marketing	5.1	3.4	2.0
Taxes and licenses	19.2	17.2	11.0
Insurance and claims	49.9	45.8	24.0
Acquisition-related transaction expenses		2.6	3.4
Depreciation and amortization	146.5	131.1	76.9
Gain on disposition of revenue property and equipment	(5.2)	(3.2)	(0.7)
Impairment	312.8	13.9
Restructuring charges	8.4
Total operating expenses	2,049.1	1,591.2	839.3
Income (loss) from operations	(312.1)	21.9	7.0
Other expense (income):
Interest income	(1.0)	(1.3)	(0.4)
Interest expense	50.4	45.5	29.5
Write-off of unamortized deferred financing fees	2.3		3.9
Other	(1.8)	(1.2)	(0.7)
Total other expense	49.9	43.0	32.3
Loss before benefit for income taxes	(362.0)	(21.1)	(25.3)
Benefit for income taxes	(54.6)	(15.9)	(52.3)
Net income (loss)	(307.4)	(5.2)	27.0
Other comprehensive income:
Unrealized income on interest rate swaps			0.1
Foreign currency translation adjustments, net of tax expense (benefit) of $0.3, $(0.5) and $0.5, respectively	0.5	(1.8)	0.9
Comprehensive income (loss)	(306.9)	(7.0)	28.0
Net income (loss)	(307.4)	(5.2)	27.0
Net income (loss) attributable to common stockholders	$ (312.4)	$ (10.1)	$ 22.0
Net income (loss) per common share:
Basic (in dollars per share)	$ (4.86)	$ (0.16)	$ 0.59
Diluted (in dollars per share)	$ (4.86)	$ (0.16)	$ 0.56
Weighted-average common shares outstanding:
Basic (in shares)	64,303,438	61,654,820	37,592,549
Diluted (in shares)	64,303,438	61,654,820	39,593,701
Series A
Other comprehensive income:
Less dividends to convertible preferred stockholders	$ (5.0)	$ (4.9)	$ (4.2)
Weighted-average common shares outstanding:
Dividends declared per convertible preferred share	$ 7.63	$ 7.63	$ 6.40
Series B
Other comprehensive income:
Less dividends to convertible preferred stockholders			$ (0.8)
Weighted-average common shares outstanding:
Dividends declared per convertible preferred share			$ 12.50
Company freight
Revenues:
Total revenue	$ 804.6	$ 721.7	$ 460.8
Operating expenses:
Purchased freight	597.7	588.6	225.3
Owner operator freight
Revenues:
Total revenue	455.3	440.5	172.0
Brokerage
Revenues:
Total revenue	294.7	266.4	120.9
Logistics
Revenues:
Total revenue	47.5	42.8	22.1
Fuel
Revenues:
Total revenue	$ 134.9	$ 141.7	$ 70.5

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) (Parenthetical) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)
Foreign currency translation adjustments tax expense (benefit)	$ 0.3	$ (0.5)	$ 0.5

CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY - USD ($) $ in Millions	Series A convertible preferred stock Retained Earnings (Accumulated Deficit).	Series A convertible preferred stock	Series B convertible preferred stock Common Stock Member	Series B convertible preferred stock Retained Earnings (Accumulated Deficit).	Series B convertible preferred stock	Common Stock Member	Additional Paid-In Capital Member	Retained Earnings (Accumulated Deficit).	Accumulated Other Comprehensive (Loss)	Total
Balance (in Value) at Dec. 31, 2016							$ 117.8	$ (14.7)	$ (0.1)	$ 103.0
Balance (in Shares) at Dec. 31, 2016					64,500	20,980,961
Income on interest rate swaps									0.1	0.1
Convertible preferred stock dividend	$ (4.2)	$ (4.2)		$ (0.8)	$ (0.8)
Repurchase of common stock ( in Value)							(36.2)			(36.2)
Repurchase of common shares (in Shares)						(3,616,781)
Conversion of convertible preferred stock to common shares (in Shares)		650,000	9,301,150		(64,500)
Shares assumed by legal acquirer (in Value)							83.6			83.6
Shares assumed by legal acquirer ( in shares)						11,050,630
Settlement of legal acquirer transaction costs							(19.0)			(19.0)
Effect of reverse acquisition on deferred taxes							2.5			2.5
Stock-based compensation expense							1.9			1.9
Issuance of common stock		$ 65.0					127.3			127.3
Issuance of common stock (in shares)						10,996,328
Foreign currency translation adjustments									0.9	0.9
Net income (loss)								27.0		27.0
Balance (in Value) at Dec. 31, 2017		$ 65.0					277.9	7.3	0.9	351.1
Balance (in Shares) at Dec. 31, 2017		650,000				48,712,288
Exercise of stock options (in Value)							0.1			0.1
Exercise of stock options (in shares)						5,000
Exercised of warrants (in shares)						2
Vesting of restricted stock units (in Value)							(0.4)			(0.4)
Vesting of restricted stock units (in Shares)						84,516
Convertible preferred stock dividend	(4.9)	$ (4.9)
Stock-based compensation expense							3.6			3.6
Issuance of common stock							104.5			$ 104.5
Issuance of common stock (in shares)						10,653,368				5,675,967
Issuance of earnout share							48.2	(48.2)		$ 48.2
Issuance of earnout shares (in shares)						5,000,000
Foreign currency translation adjustments									(1.8)	(1.8)
Net income (loss)								(5.2)		(5.2)
Balance (in Value) at Dec. 31, 2018		$ 65.0					433.9	(51.0)	(0.9)	447.0
Balance (in Shares) at Dec. 31, 2018		650,000				64,455,174
Vesting of restricted stock units (in Value)							(0.2)			(0.2)
Vesting of restricted stock units (in Shares)						133,901
Convertible preferred stock dividend	$ (5.0)	$ (5.0)
Stock-based compensation expense							3.8			3.8
Foreign currency translation adjustments									0.5	0.5
Net income (loss)								(307.4)		(307.4)
Balance (in Value) at Dec. 31, 2019		$ 65.0					$ 437.5	$ (363.4)	$ (0.4)	$ 138.7
Balance (in Shares) at Dec. 31, 2019		650,000				64,589,075

CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Cash flows from operating activities
Net income (loss)	$ (307.4)	$ (5.2)	$ 27.0
Adjustments to reconcile net income (loss) to net cash provided by operating activities
Depreciation	132.2	114.4	70.2
Amortization of intangible assets	14.3	16.7	6.7
Amortization of deferred financing fees	3.5	2.9	1.8
Non-cash operating lease expense	27.2
Write-off of deferred financing fees	2.3		3.9
Stock-based compensation expense	3.8	3.6	1.9
Deferred taxes	(59.8)	(19.8)	(53.4)
Bad debt expense	3.7	1.1	0.2
Non-cash interest expense			0.1
Gain on disposition of property and equipment	(5.2)	(3.2)	(0.7)
Gain on disposition of building		(0.8)
Deferred gain recognized on sales-type leases		(2.4)	(1.4)
Impairment	312.8	13.9
Restructuring charges	8.4
Changes in operating assets and liabilities
Accounts receivable	8.2	(33.2)	(15.3)
Drivers’ advances and other receivables	(2.6)		0.5
Payments received on sales-type leases		14.7	5.8
Prepaid and other current assets	(1.8)	(4.2)	(3.4)
Accounts payable	(1.8)	(8.9)	0.3
Accrued expenses and other liabilities	(23.7)	15.7	1.6
Net cash provided by operating activities	114.1	105.3	45.8
Cash flows from investing activities
Purchase of property and equipment	(22.0)	(66.4)	(19.8)
Proceeds from sale of property and equipment	37.8	26.3	5.8
Cash paid in acquisitions, net of cash acquired		(131.7)	(279.8)
Net cash provided by (used in) investing activities	15.8	(171.8)	(293.8)
Cash flows from financing activities:
Advances on line of credit	1,357.0	1,101.2	754.6
Repayments on line of credit	(1,355.3)	(1,105.8)	(756.9)
Principal payments on long-term debt	(76.0)	(58.6)	(239.5)
Proceeds from Term Loan Facility			500.0
Proceeds from long-term debt		6.1	12.3
Deferred financing fees	(0.3)	(1.5)	(19.2)
Pay off of subordinated debt			(66.7)
Proceeds from issuance of common stock		84.4	127.9
Repurchase of common stock			(36.2)
Net cash provided by (used in) financing activities	(79.6)	20.9	335.1
Effect of exchange rates on cash and cash equivalents	(0.6)	0.9	(0.1)
Net increase (decrease) in cash and cash equivalents	49.7	(44.7)	87.0
Cash and cash equivalents – beginning of year	46.0	90.7	3.7
Cash and cash equivalents – end of year	95.7	46.0	90.7
Supplemental disclosure of cash flow information
Cash paid for interest	46.7	42.7	28.7
Cash paid for income taxes	3.6	2.4	1.1
Noncash investing and financing activities
Property and equipment acquired with debt or capital lease obligations	72.7	89.6	21.9
Accrued capital expenditures		0.3
Property and equipment sold for notes receivable	0.4	0.8	0.6
Property and equipment transferred to sales-type lease		9.4	7.1
Sales-type lease returns to property and equipment		1.3	0.8
Sales-type lease assets acquired with debt or capital lease obligations		9.9
Sales-type lease assets sold for notes receivable		57.6	28.4
Sales-type lease returns to sales-type lease assets		32.9	19.7
Common stock issued in acquisitions		19.7	64.0
Issuance of earnout share		48.2
Right-of-use assets acquired	39.2
Series A
Cash flows from financing activities:
Issuance of convertible preferred stock			65.0
Convertible preferred stock dividends	$ (5.0)	$ (4.9)	(4.2)
Series B
Cash flows from financing activities:
Convertible preferred stock dividends			$ (2.0)

NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

12 Months Ended

Dec. 31, 2019

NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

NOTE 1 – NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Nature of Operations

The registrant was originally formed in April 2015 as a special purpose acquisition company (SPAC) under the name Hennessy Capital Acquisition Corp. II (Hennessy). As a SPAC, Hennessy had no operations and its purpose was to go public with the intention of merging with or acquiring an operating company with the proceeds of the SPAC’s initial public offering (the IPO).

On February 27, 2017, Hennessy consummated the Business Combination (as defined and described in Note 3) with Daseke, Inc. Upon consummation of the Business Combination, Daseke, Inc. changed its name to Daseke Companies, Inc. and Hennessy changed its name to Daseke, Inc.

Daseke is engaged in full service open-deck trucking that specializes primarily in flatbed truckload and heavy haul transportation of specialized items throughout the United States, Canada and Mexico. The Company also provides logistical planning and warehousing services to customers. The Company is subject to regulation by the Department of Transportation, the Department of Defense, the Department of Energy, and various state regulatory authorities in the United States. The Company is also subject to regulation by the Ministries of Transportation and Communications and various provincial regulatory authorities in Canada.

Unless expressly stated otherwise, references to the Company or Daseke refers to Daseke, Inc. and its wholly owned subsidiaries, Hennessy refers to the registrant prior to the closing of the Business Combination, and Private Daseke refers to Daseke, Inc. and its subsidiaries prior to the closing of the Business Combination.

Principles of Consolidation

The consolidated financial statements include the accounts of Daseke, Inc. and its wholly owned subsidiaries. All significant intercompany balances and transactions have been eliminated in consolidation.

Use of Estimates

The preparation of the consolidated financial statements in accordance with accounting principles generally accepted in the United States of America (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 consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

Accounts Receivable

The Company grants credit to its customers for substantially all of its sales. Accounts receivable are carried at original invoice amount less an estimate for doubtful accounts. The Company establishes an allowance for doubtful accounts based on a periodic review of its outstanding receivables and consideration of historical experience. Accounts receivable are written off when deemed uncollectible and recoveries of trade accounts receivable previously written off are recorded as income when received. Accounts receivable are unsecured and the Company does not charge interest on outstanding receivables.

Changes in the allowance for doubtful accounts is as follows (in millions):


	Year Ended December 31,
	2019		2018
Beginning balance	$	1.2	$	0.2
Provision, charged to expense		3.7		1.1
Write-off, less recoveries		(1.4)		(0.1)
Ending balance	$	3.5	$	1.2

Cash and Cash Equivalents

Cash equivalents are defined as short-term investments that have an original maturity of three months or less at the date of purchase and are readily convertible into cash. The Company maintains cash in several banks and, at times, the balances may exceed federally insured limits. The Company does not believe it is exposed to any material credit risk on cash. The Company has a money market account as of December 31, 2019 and 2018.

Parts Supplies

Parts supplies consists of parts, replacement tires, and miscellaneous supplies and are valued at the lower of cost or market with cost determined principally on the first-in, first out method. Tires on new revenue equipment are capitalized as a component of the related equipment cost when the tractor or trailer is placed in service. Replacement tires are expensed when placed on the tractor or trailer.

Property and Equipment

Property and equipment are stated at cost less accumulated depreciation, and are depreciated to estimated salvage value using the straight-line method over the estimated useful lives of the related assets as follows:


Buildings and building improvements		10 – 40 years
Leasehold improvements		5 – 20 years
Revenue equipment – tractors, trailers and accessories		5 – 15 years
Vehicles		5 – 7 years
Furniture and fixtures		5 – 7 years
Office, computer equipment and capitalized software development		3 – 5 years

Long-lived assets are reviewed for impairment at the asset group level whenever events or changes in circumstances indicate that the carrying value may not be recoverable. If the sum of the expected future undiscounted cash flow is less than the carrying amount of the asset, an impairment is indicated. A loss is then recognized for the difference, if any, between the fair value of the asset (as estimated by management using its best judgment) and the carrying value of the asset. If actual market value is less favorable than that estimated by management, additional write-downs may be required. During 2019, the Company recognized impairments of $97.6 million related to property and equipment within certain asset groups, which are more fully described in Note 7.

Goodwill and Intangible Assets

Goodwill and other intangible assets result from business acquisitions. The Company accounts for business acquisitions by assigning the purchase price to tangible and intangible assets and liabilities. Assets acquired and liabilities assumed are recorded at their fair values and the excess of the purchase price over amounts assigned is recorded as goodwill.

Goodwill is tested for impairment at least annually (or more frequently if impairment indicators arise) for each reporting unit by applying either a qualitative or quantitative analysis in accordance with the authoritative accounting guidance on goodwill. The Company first assesses qualitative factors to evaluate whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount as the basis for determining whether it is necessary to perform a quantitative goodwill impairment test. The Company may bypass the qualitative assessment for any reporting unit in any period and proceed directly with the quantitative analysis. The quantitative analysis compares the fair value of the reporting unit with its carrying amount. The Company estimates the fair value of a reporting unit using a combination of discounted expected future cash flows (income approach) and guideline public companies method (market approach). The Company’s annual assessment is conducted as of October 1 of each year. Prior to 2017, the annual assessment was conducted as of November 1, but was changed during 2017 to better align with the Company’s reporting periods. The change in testing date does not delay, accelerate or avoid an impairment charge. The Company determined that it is impractical to objectively determine projected cash flows and related valuation estimates that would have been used as of October 1 for periods prior to October 1, 2017 without the use of hindsight. As such, the Company prospectively applied the change in the annual goodwill impairment assessment date beginning October 1, 2017.

Other intangible assets recorded consist of indefinite lived trade names and definite lived non-competition agreements and customer relationships. These intangible assets are stated at estimated fair value at the time of acquisition less accumulated amortization. Amortization is recorded using the straight-line method over the following estimated useful lives:


Customer relationships		10 – 15 years
Non-competition agreements		2 – 5 years

The Company evaluates its definite lived intangible assets for impairment when current facts or circumstances indicate that the carrying value of the assets to be held and used may not be recoverable. Indefinite-lived intangible assets are tested for impairment annually applying a fair value based analysis in accordance with the authoritative accounting guidance for such assets.

Revenue and Expense Recognition

The Company’s revenue and related costs are recognized when the Company satisfies its performance obligation(s) transferring goods or services to the customer and the customer obtains control. With respect to freight, brokerage, logistics and fuel surcharge revenue, these conditions are met, and the Company recognizes freight, brokerage and fuel surcharge revenue, over time, and logistics revenue, as the services are provided. While there may be master service agreements with Company customers, a contract is not established until the customer specifically requests the Company’s services and the Company accepts.

The Company evaluates each contract for distinct performance obligations. In the Company’s business, a typical performance obligation is the transportation of a load including any highly interrelated ancillary services.

The Company predominantly estimates the standalone selling price of its services based upon observable evidence, market conditions and other relevant inputs. The Company allocates the total transaction price to each distinct performance obligation based upon the relative standalone selling prices.

The Company’s customers simultaneously receive and consume the benefits of the Company’s contracts; therefore revenue is recognized over time. This is a faithful depiction of the satisfaction of the performance obligation, as the customer does not need to re-perform the transportation services the Company has provided to date.

Generally, the Company’s customers are billed upon delivery of the freight or monthly and remit payment according to the approved payment terms.

Freight Revenue

Freight revenue is generated by hauling customer freight using company owned equipment (company freight) and owner-operator equipment (owner-operator freight). Freight revenue is the product of the number of revenue-generating miles driven and the rate per mile received from customers plus accessorial charges, such as loading and unloading freight, cargo protection, fees for detained equipment or fees for route planning and supervision.

Brokerage Revenue

The Company regularly engages third-party capacity providers to haul loads. The Company is primarily responsible for fulfilling the promise to provide load transportation services, and has discretion in setting prices, along with the risk to fulfill the contract to the customer. Based upon this evaluation, the Company has determined that it is the principal and therefore, records gross revenues and expenses for brokerage services.

Logistics Revenue

Logistics revenue is generated from a range of services, including value-added warehousing, loading and unloading, vehicle maintenance and repair, preparation and packaging, fuel management, and other fleet management solutions. The Company recognizes logistics revenue as services are completed.

Fuel Surcharge

Fuel surcharge revenue compensates the Company for fuel costs above a certain cost per gallon base. Generally, the Company receives fuel surcharges from customers on loaded miles. Typically fuel surcharge does not apply to empty miles, idle time or out of route miles.

The Company has designated the following preference and practical expedients:

·

To not disclose remaining performance obligations when the expected performance obligation duration is one year or less. The vast majority of the Company’s services transfer control within a month of the inception of the contract with select specialized loads taking several months to allow for increased planning and permitting.

·

Recognize the incremental costs of obtaining or fulfilling a contract as an expense when incurred, as the amortization period of a potential asset would be recognized in one year or less.

·

Exclude taxes collected on behalf of government authorities from the Company’s measurement of transaction prices. Tax amounts are not included within net income or cost of sales.

Advertising

Advertising costs are expensed as incurred and were insignificant for the years ended December 31, 2019, 2018 and 2017.

Sales Taxes

Taxes collected from customers and remitted to governmental authorities are presented in revenues in the consolidated statements of operations and comprehensive income (loss) on a net basis.

Income Taxes

Income taxes are accounted for using an asset and liability approach that requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of temporary differences between the consolidated financial statement and tax basis of assets and liabilities at the applicable enacted tax rates.

The Company recognizes the tax benefit from uncertain tax positions only if it is more likely than not that the tax positions will be sustained on examination by the tax authorities, based on the technical merits of the position. The tax benefit is measured based on the largest benefit that has a greater than 50% likelihood of being realized upon ultimate settlement. The Company recognizes interest and penalties related to income tax matters in income tax expense within the statements of operations and comprehensive income (loss). The Company had no uncertain tax positions as of December 31, 2019 and 2018. The Company is no longer subject to United States federal income tax examinations by tax authorities for years before 2016. The Company is no longer subject to state income tax examinations by tax authorities for years before 2015.

Concentrations of Credit Risk

Financial instruments that potentially subject the Company to credit risk include accounts receivable. One customer represented 10.2% of trade accounts receivable as of December 31, 2019 and no customer represented greater than 7% of trade accounts receivable as of December 31, 2018. No customer represented 10% or more of total revenue for the years ended December 31, 2019, 2018 and 2017.

Deferred Financing Fees

In conjunction with obtaining long-term debt, the Company incurs financing costs which are being amortized using the straight line method, which approximates the effective interest rate method, over the terms of the obligations. As of December 31, 2019 and 2018, the balance of deferred finance charges was $11.4 million and $16.2. million, respectively, which is included as a reduction of long-term debt, net of current portion in the consolidated balance sheets. Amortization expense for the years ended December 31, 2019, 2018 and 2017 totaled $3.5 million, $2.9 million and $1.8 million, respectively, which is included in interest expense. During 2019, the Company expensed $2.3 million to write-off certain deferred financing fees due to unsuccessful efforts to restructure the debt facilities. In February 2017, in conjunction with new term loan financing, as amended, discussed in Note 10, the Company incurred deferred financing costs of $14.2 million and an additional $4.8 million in November 2017 related to the tack-on loan. Unamortized deferred financing fees totaling $3.9 million were expensed as a result of the new term loan financing.

Fair Value Measurements

The Company follows the accounting guidance for fair value measurements of financial assets and financial liabilities and for fair value measurements of nonfinancial items that are recognized or disclosed at fair value in the financial statements on a recurring basis. Fair value guidance defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. It also establishes a framework for measuring fair value and expands disclosures about fair value measurements. The three levels of the fair value framework are as follows:

Level 1 – Quoted market prices in active markets for identical assets or liabilities.

Level 2 – Observable market-based inputs or unobservable inputs that are corroborated by market data.

Level 3 – Unobservable inputs reflecting the reporting entity’s own assumptions or external inputs from inactive markets.

A financial asset or liability’s classification within the framework is determined based on the lowest level of input that is significant to the fair value measurement.

The fair value of the Company’s interest rate swaps was determined using cash flow computer models with unobservable inputs, therefore the liability for interest rate swaps was classified within Level 3 of the fair value framework. In conjunction with the Business Combination discussed in Note 3, the Company’s lone interest rate swap was terminated. The table below is a summary of the changes in the fair value of this liability for the year ended December 31, 2017 (in millions):


	2017
Balance, beginning of year	$	(0.1)
Change in fair value		0.1
Balance, end of year	$	—

The Company may be required, on a non-recurring basis, to adjust the carrying value of the Company’s property and equipment, intangible assets, goodwill and contingent consideration. When necessary, these valuations are determined by the Company using Level 3 inputs. These assets are subject to fair value adjustments in certain circumstances, such as when there is evidence that impairment may exist.

The Company valued contingent consideration for acquisition related earn-outs (see Note 4 for details) using Level 3 inputs. The table below is a summary of the changes in the fair value of the earn-out liability for the years ended December 31, 2019 and 2018 (in millions):


	2019		2018
Balance, beginning of year	$	21.9	$	0.8
Fair value of earn-out liability for acquisition		—		21.2
Change in fair value		(0.4)		(0.1)
Balance, end of year	$	21.5	$	21.9

Fair Value of Financial Instruments

The Company’s financial instruments consist of cash, accounts receivable, accounts payable and accrued expenses, interest rate swaps, the line of credit and long-term debt. The carrying value of these financial instruments approximates fair value based on the liquidity of these financial instruments, their short-term nature or variable interest rates.

Stock-Based Compensation

Awards of equity instruments issued to employees and directors are accounted for under the fair value method of accounting and recognized in the consolidated statements of operations and comprehensive income (loss). Compensation cost is measured for all stock-based awards at fair value on the date of grant and recognized using the straight-line method over the service period over which the awards are expected to vest.

Fair value of all time-vested options as of the date of grant is estimated using the Black-Scholes option valuation model, which was developed for use in estimating the fair value of traded options that have no vesting restrictions and are fully transferable. Option valuation models require the input of highly subjective assumptions, including the expected stock price volatility. Since the Company does not have a sufficient history of exercise behavior, expected term is calculated using the assumption that the options will be exercised ratably from the date of vesting to the end of the contractual term for each vesting tranche of awards. The risk-free interest rate is based on the United States Treasury yield curve for the period of the expected term of the stock option. Expected volatility is calculated using an index of publicly traded peer companies.

Fair values of nonvested stock awards (restricted stock units) are equal to the market value of the common stock on the date of the award with compensation costs amortized over the vesting period of the award.

Accrued Insurance and Claims

The Company uses a combination of purchased insurance, self-insurance, and captive group programs. The insurance provides for the cost of vehicle liability, cargo loss, damage, general liability, property, workers’ compensation claims and employee medical benefits. Self-insurance accruals relate primarily to vehicle liability, cargo damage, workers’ compensation and employee medical claims.

The measurement and classification of self-insured costs requires the consideration of historical cost experience, demographic and severity factors, and judgments about the current and expected levels of cost per claim and retention levels. These methods provide estimates of the liability associated with claims incurred as of the balance sheet date, including claims not reported. The Company believes these methods are appropriate for measuring these highly judgmental self-insurance accruals. However, the use of any estimation method is sensitive to the assumptions and factors described above, based on the magnitude of claims and the length of time from the date the claim is incurred to ultimate settlement. Accordingly, changes in these assumptions and factors can materially affect actual costs paid to settle the claims and those amounts may be different than estimates.

Segment Reporting

The Company determines its operating segments based on the information utilized by the chief operating decision maker to allocate resources and assess performance. Based on this information, the Company has determined it has 13 operating segments as of December 31, 2019, 16 operating segments as of December 31, 2018 and 15 operating segments as of December 31, 2017 that are aggregated into two reportable segments: Flatbed Solutions, which delivers its services using primarily flatbed transportation equipment to meet the needs of high-volume, time-sensitive shippers, and Specialized Solutions, which delivers transportation and logistics solutions for super heavy haul, high-value customized and over-dimensional loads, many of which require engineering and customized equipment.

Earnings (Loss) Per Share

Basic earnings (loss) per common share is calculated by dividing net income (loss) attributable to common stockholders by the weighted average number of shares of common stock outstanding during the period. Diluted earnings (loss) per share reflect the potential dilution of earnings per share that could occur if securities or other contracts to issue common stock were exercised or converted into common stock or resulted in the issuance of common stock that then shared in the Company’s earnings (loss).

For the years ended December 31, 2019 and 2018, shares of the Company’s 7.625% Series A Convertible Cumulative Preferred Stock (Series A Preferred Stock) and outstanding stock options were not included in the computation of diluted earnings (loss) per share as their effects were anti-dilutive. Additionally, for the years ended December 31, 2019 and 2018, there was no dilutive effect from the Merger Agreement earn-out provision (see Note 3) or the outstanding warrants to purchase shares of the Company’s common stock (the common stock purchase warrants). For the year ended December 31, 2017, shares of Private Daseke’s Series B Convertible Preferred Stock (Series B Preferred Stock) were not included in the computation of diluted loss per share as their effects were anti-dilutive.

Common Stock Purchase Warrants

The Company accounts for the issuance of common stock purchase warrants in connection with equity offerings in accordance with the provisions of the Accounting Standards Codification (ASC) 815, Derivatives and Hedging (ASC 815). The Company classifies as equity any contracts that (i) require physical settlement or net-share settlement or (ii) gives the Company a choice of net-cash settlement or settlement in its own shares (physical settlement or net-share settlement). The Company classifies as assets or liabilities any contracts that (i) require net-cash settlement (including a requirement to net-cash settle the contract if an event occurs and if that event is outside the control of the Company) or (ii) gives the counterparty a choice of net-cash settlement or settlement in shares (physical settlement or net-share settlement). See Note 13 for additional details on the common stock purchase warrants.

The Company assessed the classification of its common stock purchase warrants and determined that such instruments meet the criteria for equity classification at the time of issuance.

Foreign Currency Gains and Losses

The functional currency for all operations except Canada is the U.S. dollar. The local currency is the functional currency for the Company’s operations in Canada. For these operations, assets and liabilities are translated at the rates of exchange on the consolidated balance sheet date, while income and expense items are translated at average rates of exchange during the period. The resulting gains or losses arising from the translation of accounts from the functional currency into U.S. dollars are included as a separate component of stockholders’ equity in accumulated other comprehensive income until a partial or complete liquidation of the Company’s net investment in the foreign operation.

From time to time, the Company’s foreign operations may enter into transactions that are denominated in a currency other than their functional currency. These transactions are initially recorded in the functional currency of the operating company based on the applicable exchange rate in effect on the date of the transaction. Monthly, these transactions are remeasured to an equivalent amount of the functional currency based on the applicable exchange rate in effect on the remeasurement date. Any adjustment required to remeasure a transaction to the equivalent amount of functional currency is recorded in the consolidated statements of operations of the foreign operating company as a component of foreign exchange gain or loss.

Assets Held for Sale

Through December 31, 2018, assets held for sale were primarily comprised of revenue equipment in the Company’s lease purchase program and recorded as a component of prepaid and other current assets on the consolidated balance sheets. Assets held for sale were not subject to depreciation, and were recorded at the lower of depreciated carrying value or fair market value less selling costs. Assets held for sale as of December 31, 2018, totaled $3.6 million, consisting of $2.7 million for the Flatbed Solutions segment and $0.9 million for the Specialized Solutions.

Following the adoption of Accounting Standards Update (ASU) No. 2016-02, Leases (Topic 842), the revenue equipment in the Company’s lease purchase program no longer meets the criteria for assets held for sale. See Note 2 for additional information on the adoption of ASU No. 2016-02.

Internal-use software

The Company capitalized relevant software implementation costs incurred to develop or obtain internal-use software of approximately $2.8 million and $2.0 million as of December 31, 2019 and 2018, respectively.

Recently Issued Accounting Pronouncements

In December 2019, the FASB issued ASU No. 2019-12 – Income Taxes (Topic 740) Simplifying the Accounting for Income Taxes, as part of its initiative to reduce complexity in the accounting standards. The amendments in ASU 2019-12 eliminate certain exceptions related to the approach for intraperiod tax allocation, the methodology for calculating income taxes in an interim period and the recognition of deferred tax liabilities for outside basis differences. ASU 2019-12 also clarifies and simplifies other aspects of the accounting for income taxes. The amendments in ASU 2019-12 will become effective for the Company on January 1, 2022. Early adoption is permitted, including adoption in any interim period. The Company is currently evaluating the impact of adopting this guidance.

In July 2017, the Financial Accounting Standards Board (FASB) issued ASU 2017-11, Earnings per Share (Topic 260); Distinguishing Liabilities from Equity (Topic 480); and Derivatives and Hedging (Topic 815). ASU 2017-11 provides guidance on accounting for financial instruments with down round features and clarifies the deferral of certain provisions in Topic 480. ASU 2017-11 became effective for annual periods beginning after December 15, 2018 and interim periods within those periods. The adoption of this pronouncement on January 1, 2019 did not impact the Company’s consolidated financial statements.

In June 2016, the FASB issued ASU No. 2016-13, Accounting for Credit Losses (Topic 326). ASU 2016-13 requires the use of an “expected loss” model on certain types of financial instruments. The ASU sets forth a “current expected credit loss” (CECL) model which requires the Company to measure all expected credit losses for financial instruments held at the reporting date based on historical experience, current conditions, and reasonable supportable forecasts. This replaces the existing incurred loss model and is applicable to the measurement of credit losses on financial assets, including trade receivables. The new standard will become effective for the Company beginning with the first quarter 2023 and is not expected to have a material impact on the Company’s consolidated financial statements.

LEASES

12 Months Ended

Dec. 31, 2019

LEASES

LEASES

NOTE 2 – LEASES

Change in Accounting Principle

In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842), which created Topic 842 (ASC 842), Leases. On January 1, 2019, the Company adopted ASC 842, which is effective for interim and annual reporting periods beginning on or after December 15, 2018. This Topic requires balance sheet recognition of lease assets and lease liabilities for leases classified as operating leases under GAAP. Under the standard, disclosures are required to meet the objective of enabling users of financial statements to assess the amount, timing, and uncertainty of cash flows arising from leases.

The Company has completed its evaluation of the requirements of ASC 842 and related amendments. As part of the Company’s evaluation, management compiled and analyzed contracts, identified the full lease population, implemented and populated leasing software and implemented new controls associated with adopting and adhering to the standard, and reviewed its accounting practices for revenue equipment that it leased to certain of its owner-operators.

The Company adopted this guidance as of January 1, 2019, using the optional transition method and elected the option to not apply ASC 842 to comparative periods, which continue to be presented under the accounting standards in effect for those periods.

Lessee

The adoption of this standard had a material impact on the Company’s financial position. Adoption of the new standard resulted in the recording of right-of-use assets and lease liabilities on the Company’s consolidated balance sheet of approximately $96.9 million and $96.9 million, respectively, as of January 1, 2019. The right-of-use assets recorded on the balance sheet include primarily trucking facilities and terminals and revenue equipment leases. The standard did not have a material impact on the Company’s consolidated statements of operations and comprehensive income (loss), however, there have been additions and modifications to its existing financial disclosures.

The Company has designated the following preferences and practical expedients:

·

To not reassess whether any expired or existing contracts contain a lease;

·

Carryforward previous conclusions related to prior lease classification under the prior lease accounting standard to lease classification for existing leases under ASC 842;

·

To not reassess initial indirect costs;

·

Elect the hindsight practical expedient related to lease term and impairment;

·

Adopt the land easement practical expedient;

·

To not separate the non-lease components of a contract from the lease component for its office equipment asset class;

·

To not apply the recognition requirements to leases with terms of twelve months or less; and

·

To apply the portfolio approach in determination of the incremental borrowing rate.

The Company has capitalized operating and finance leases for various real estate including corporate offices, trucking facilities and terminals, warehouses, and tractor parking as well as various types of equipment including tractors, trailers, forklifts, and office equipment. New real estate lease agreements will typically have initial terms between 3 to 15 years and new equipment lease agreements will typically have initial terms of 3 to 9 years. Leases with an initial term of 12 months or less (short term leases) across all asset classes are not recorded on the balance sheet; the Company recognizes lease expense for these leases on a straight-line basis over the lease term.

Some of the Company’s leases include one or more options to renew, with renewals that can extend the lease term from 1 to 5 years. The Company’s lease terms may include options to extend or terminate the lease when it is reasonably certain that the Company will exercise that option. The exercise of lease renewal options is at the Company’s sole discretion. Certain leases also include options to purchase the leased property. The depreciable life of assets and leasehold improvements are limited by the expected lease term, unless there is a transfer of title or purchase option reasonably certain of exercise. Rights and obligations related to lease agreements the Company has signed but that have not yet commenced are not material. The Company has certain lease agreements related to its revenue equipment that contain residual value guarantees. These residual value guarantees require the Company to return the revenue equipment at the end of the lease term in a certain condition as specified by the lessor in the lease agreement.

The Company determines whether an arrangement is classified as a lease at inception. The right-of-use assets and lease liabilities relating to operating leases are included in right-of-use assets, other current liabilities, and other long-term liabilities on the Company's consolidated balance sheets. The right-of-use assets and lease liabilities relating to finance leases are included in other long-term assets, current portion of long-term debt, and long-term debt, net of current portion on the Company's consolidated balance sheets. The Company's right-of-use assets represent its right to use the underlying assets for the lease term and the Company's lease liabilities represent its obligation to make lease payments arising from the leases. Operating lease right-of-use assets and liabilities are recognized at commencement date based on the present value of lease payments over the lease term. The Company's capitalized operating lease agreements generally do not provide an implicit rate. The Company develops an incremental borrowing rate based on the information available at the commencement date regarding the interest rate applicable to collateralized borrowings for a period similar to the original lease period. The incremental borrowing rates were used in determining the present value of lease payments which is reflected as the lease liability.

The Company follows ASC 360, “Impairment or Disposal of Long-Lived Assets” guidance to determine whether right-of-use assets relating to operating and finance leases are impaired. Due to triggering events identified in the third quarter of 2019, the Company recorded impairment charges of $10.0 million to right-of-use assets relating to operating leases and $0.8 million to right-of-use assets relating to finance leases for the year ended December 31, 2019. See Note 6 for discussion on the triggering events.

The following table reflects the Company’s components of lease expenses for the year ended December 31, 2019 (in millions):


		Year Ended
	Classification	December 31, 2019
Operating lease cost
Revenue equipment	Operations and maintenance	$	22.2
Real estate	Administrative expense		13.8
Total operating lease cost		$	36.0

Finance lease cost
Amortization of right-of-use assets	Depreciation and amortization	$	5.4
Interest on lease liabilities	Interest expense		0.9
Total finance lease cost		$	6.3

Total lease cost(a)		$	42.3

(a)

Short-term lease expense and variable lease expense are immaterial.

The components of assets and liabilities for operating and finance leases are as follows as of December 31, 2019 (in millions):



	Classification	December 31, 2019
Assets
Capitalized operating lease right-of-use assets	Right-of-use assets	$	95.9
Finance lease right-of-use assets	Other long-term assets		25.3
Total lease assets		$	121.2

Liabilities
Capitalized operating lease liabilities:
Current	Other current liabilities	$	27.3
Non-current	Other long-term liabilities		77.8
Total capitalized operating lease liabilities		$	105.1

Finance lease liabilities:
Current	Current portion of long-term debt	$	6.2
Non-current	Long-term debt, net of current portion		19.3
Total finance lease liabilities		$	25.5

Total lease liabilities		$	130.6

The following table is a summary of supplemental cash flows related to leases for the year ended December 31, 2019 (in millions):


	Year Ended
	December 31, 2019
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from capitalized operating leases	$	(35.6)
Operating cash flows from finance leases		(0.9)
Financing cash flows from finance leases		(5.9)
Right-of-use assets obtained in exchange for lease obligations:
Capitalized operating lease right-of-use assets	$	39.2
Finance lease right-of-use assets		13.1

Related Party Leases

The Company leases certain office facilities, terminals and revenue equipment from entities owned or partially owned by stockholders or employees on month-to-month operating and capitalized operating leases. Total lease expense related to these leases was $4.8 million, $4.7 million and $2.9 million for the years ended December 31, 2019, 2018 and 2017, respectively. Future minimum lease payments under non-cancelable related party operating leases are as follows (in millions):


	Revenue		Office and
Year ending December 31,	Equipment		Terminals
2020	$	0.4	$	4.1
2021		0.2		4.1
2022		0.2		4.1
2023		0.1		4.0
2024		—		4.0
Thereafter		—		10.4
Total	$	0.9	$	30.7

The following table is the future payments on leases as of December 31, 2019 (in millions):


	Capitalized
	Operating		Finance
Year ending December 31,	leases		leases		Total
2020	$	27.3	$	7.3	$	34.6
2021		25.5		7.1		32.6
2022		20.7		5.1		25.8
2023		15.1		5.5		20.6
2024		9.0		2.9		11.9
Thereafter		23.0		0.6		23.6
Total lease payments		120.6		28.5		149.1
Less: interest		(15.5)		(3.0)		(18.5)
Present value of lease liabilities	$	105.1	$	25.5	$	130.6

The following table is a summary of weighted average lease terms and discount rates for leases as of December 31, 2019:


	2019
Weighted-average remaining lease term (years)
Capitalized operating leases		5.01
Finance leases		3.83
Weighted-average discount rate
Capitalized operating leases		5.54	%
Finance leases		4.51	%

The following table is the future payments under lease agreements as of December 31, 2018 prior to adoption of ASC 842 (in millions):


	Capital Leases		Operating Leases
			Revenue		Office
Year ending December 31,			Equipment		and Terminals
2019	$	5.7	$	19.5	$	11.9
2020		4.5		13.0		11.2
2021		4.3		5.7		9.5
2022		2.4		3.2		8.5
2023		2.9		0.3		6.6
Thereafter		0.8		—		23.0
Total minimum lease payments	$	20.6	$	41.7	$	70.7
Loan amount attributable to interest		(2.4)
Total (Present value of minimum lease payments on capital leases)		18.2
Less: current portion		(4.8)
Long-term capital leases	$	13.4

Lessor

The adoption of this standard had a material impact on the Company’s financial position, resulting in recording of additional property and equipment and reductions to net investment in sales-type leases and prepaid and other current assets on its consolidated balance sheets of approximately $59.4 million, $55.8 million, and $3.6 million, respectively. The additional assets recorded on the balance sheet in property and equipment include tractors and trailers leased or available for lease to owner-operators. The standard did not have a material impact on the Company’s consolidated statements of operations and comprehensive income (loss), however, there have been additions and modifications to its existing financial disclosures.

The Company leases tractors and trailers to certain of its owner-operators and accounts for these transactions as operating leases. Historically, the Company had accounted for these equipment leases as sales-type leases. Under the new guidance, the Company's equipment leases no longer qualify for sales-type lease treatment and are accounted for as operating leases. This change in accounting treatment resulted in the derecognition of net investment in sales-type leases and recording the associated assets as if the agreements were always operating leases. The Company no longer recognizes a lease receivable, unearned interest income, or deferred gain related to sales-type leases and recognizes income from operating leases as payments are received. These leases typically have terms of 30 to 72 months and are collateralized by a security interest in the related revenue equipment. The Company recognizes income for these leases as payments are received over the lease term, which are reported in purchased freight on the consolidated statements of operations and comprehensive income (loss). The Company's equipment leases may include options for the lessee to purchase the equipment at the end of the lease term or terminate the lease prior to the end of the lease term. When an asset reaches the end of its useful economic life, the Company disposes of the asset.

The Company recorded depreciation expense of $20.5 million on its assets leased under operating leases for the year ended December 31, 2019. Lease income from lease payments related to the Company's operating leases for the year ended December 31, 2019, was $24.2 million.

The following table is the future minimum receipts on leases as of December 31, 2019 (in millions):


Year ending December 31,	Amount
2020	$	23.8
2021		17.3
2022		9.8
2023		4.9
2024		1.3
Thereafter		0.3
Total minimum lease receipts	$	57.4

The components of the net investment in sales-type leases as of December 31, 2018 prior to the adoption of ASC 842 are as follows (in millions):


	2018
Minimum lease receivable	$	78.1
Deferred gain		(10.1)
Net minimum lease receivable		68.0
Unearned interest income		(12.3)
Net investment in sales-type leases		55.7
Current portion		(16.2)
	$	39.5

The following table is the future minimum receipts on leases as of December 31, 2018 prior to the adoption of ASC 842 (in millions):


Year ending December 31,	Amount
2019	$	16.2
2020		14.5
2021		11.0
2022		11.2
2023		2.6
Thereafter		0.2
Total	$	55.7

BUSINESS COMBINATION

12 Months Ended

Dec. 31, 2019

BUSINESS COMBINATION

BUSINESS COMBINATION

NOTE 3 – BUSINESS COMBINATION

On February 27, 2017, Hennessy consummated the merger of Hennessy’s wholly-owned subsidiary with and into Daseke, Inc., with Daseke, Inc. surviving as a direct wholly-owned subsidiary of Hennessy (the Business Combination) pursuant to the Agreement and Plan of Merger, dated December 22, 2016 (the Merger Agreement). The aggregate consideration received by Private Daseke stockholders upon closing was $266.7 million, consisting of newly issued shares of common stock at a value of $10.00 per share. The Merger Agreement contains an earn-out provision through which Private Daseke stockholders could receive up to 15 million additional shares of common stock (with up to 5 million shares payable annually with respect to 2017, 2018 and 2019 performance). The full 15 million shares are only payable if (i) the annualized Adjusted EBITDA (giving effect to acquisitions and as defined in the Merger Agreement) for 2017, 2018 and 2019 is at least $140.0 million, $170.0 million and $200.0 million, respectively, and (ii) the closing share price of the Company’s common stock is at least $12.00, $14.00 and $16.00 for any 20 trading days in a consecutive 30 trading day period in 2017, 2018 and 2019, respectively. For each year, the 5 million earn-out shares will be prorated to the extent the annualized Adjusted EBITDA (giving effect to acquisitions and as defined in the Merger Agreement) exceeds 90% but represents less than 100%, of the applicable earn-out target. The Company met the earn-out provisions for the year ended December 31, 2017 and 5 million shares were issued to the Private Daseke stockholders in the second quarter of 2018. In 2018 and 2019, Daseke did not meet the earn-out provision and no shares were issued.

Following the consummation of the Business Combination on February 27, 2017 (the Closing), there were 37,715,960 shares of common stock issued and outstanding, consisting of (i) 26,665,330 shares issued to Private Daseke stockholders pursuant to the Merger Agreement, (ii) 419,669 shares issued in a private placement that closed in conjunction with the Business Combination, (iii) 2,288,043 shares originally issued to Hennessy Capital Partners II LLC (the Sponsor) in a private placement that closed simultaneously with the consummation of the IPO, and (iv) 8,342,918 shares, following redemptions, which shares were originally issued in the IPO. In connection with the Business Combination, $65.0 million of Series A Preferred Stock (650,000 shares) were issued in a private placement.

In conjunction with the Closing, the Company entered into (i) a $350.0 million term loan credit facility (the Term Loan Facility), which consists of a $250.0 million term loan funded on the closing date of the Term Loan Facility and up to $100.0 million of term loans to be funded from time to time under a delayed draw term loan facility, and (ii) an asset-based revolving credit facility (the ABL Facility), in an aggregate maximum credit amount equal to $70.0 million (subject to availability under a borrowing base). See Note 10 for more information regarding the Term Loan Facility and the ABL Facility. Prior to the Closing, the Company had a credit facility consisting of a term loan and a revolving line of credit.

The following table is a summary of cash proceeds and utilization of proceeds in the Business Combination (in millions):


Proceeds

Public share proceeds(1)	$	83.4
Issuance of Series A Preferred Stock		65.0
Term Loan Facility		250.0
Cash(2)		3.2
Total proceeds		401.6

Use of Proceeds

Repayment of Line of Credit(3)		16.7
Repayment of Senior Term Loan(4)		122.7
Repayment of equipment loans(5)		89.5
Repayment of subordinated debt(6)		67.5
Payment of deferred financing fees(7)		14.1
Repurchase Main Street and Prudential shares(8)		36.2
Hennessy transaction costs		19.1
Daseke transaction costs(9)		1.2
Total use of proceeds		367.0

Net cash received	$	34.6

(1) - 8,342,918 public shares outstanding valued at $10.00 per share

(2) - Daseke cash utilized for payment of deferred financing fees and transaction costs

(3) - includes payment of $59 accrued interest recognized in interest expense

(4) - includes payment of $422 accrued interest recognized in interest expense

(5) - includes payment of $731 accrued interest recognized in interest expense

(6) - includes payment of $745 accrued interest recognized in interest expense

(7) - excludes $81 paid subsequent to the Closing

(8) - Hennessy repurchased Private Daseke shares held by Main Street Capital II, LP, Main Street Mezzanine Fund, LP,
Main Street Capital Corporation, Prudential Capital Partners IV, L.P., Prudential Capital Partners (Parallel Fund)

IV, L.P. and Prudential Capital Partners Management Fund IV, L.P.

(9) - $0.8 million and $0.4 million expensed in fourth quarter 2016 and first quarter 2017, respectively

The Business Combination was accounted for as a reverse merger in accordance with GAAP. Under this method of accounting, Hennessy is treated as the “acquired” company. This determination was primarily based on Private Daseke comprising the ongoing operations of the combined company, Private Daseke’s senior management comprising the senior management of the combined company, and Private Daseke stockholders having a majority of the voting power of the combined company. For accounting purposes, Private Daseke is deemed to be the accounting acquirer in the transaction and, consequently, the transaction is treated as a recapitalization of Private Daseke (i.e., a capital transaction involving the issuance of stock by Hennessy for the stock of Private Daseke). Accordingly, the consolidated assets, liabilities and results of operations of Private Daseke are the historical financial statements of the combined company, and Hennessy’s assets, liabilities and results of operations are consolidated with Private Daseke beginning on the acquisition date.

In connection with the Closing, Daseke, Inc. changed its name to Daseke Companies, Inc. and Hennessy Capital Acquisition Corp. II changed its name to Daseke, Inc. Daseke, Inc.’s common stock and warrants began trading under the ticker symbols DSKE and DSKEW, respectively, on February 28, 2017.

ACQUISITIONS

12 Months Ended

Dec. 31, 2019

BUSINESS COMBINATION

ACQUISITIONS

NOTE 4 – ACQUISITIONS

From its inception in late 2008, the Company has successfully acquired 20 open-deck trucking companies. To date, the primary reason for each acquisition was to add resources and services in geographic areas, customers and markets that the Company wants to serve.

For each acquisition, the aggregate purchase price was allocated to the major categories of assets acquired and liabilities assumed at estimated fair values as of the acquisition date, which were based, in part, upon outside preliminary appraisals for certain assets and subject to change when additional information concerning final asset and liability values is obtained. The final purchase price allocations may result in adjustments to certain assets and liabilities, including the residual amount allocated to goodwill.

2018 Acquisitions

The following is a summary of the allocation of the purchase price paid to the fair values of the net assets, net of cash acquired, of the Company’s 2018 acquisitions (in millions):


(all amounts in U.S. dollars)
	Leavitt's		Builders		Kelsey Trail		Aveda
Accounts receivable	$	1.9	$	8.4	$	2.3	$	37.3
Parts supplies		0.1		0.3		—		—
Prepaid and other current assets		0.4		1.5		0.4		2.5
Property and equipment		8.5		29.4		9.2		89.8
Goodwill		5.1		14.7		3.3		7.7
Intangible assets		3.6		10.6		1.5		15.0
Other long-term assets		—		0.5		—		—
Deferred tax liability		—		(9.2)		(2.7)		(6.7)
Accounts payable and other liabilities		(4.9)		(19.9)		(8.0)		(30.0)
Total	$	14.7	$	36.3	$	6.0	$	115.6

Leavitt’s Freight Service

On August 1, 2018, the Company acquired 100% of the outstanding equity interests of Leavitt’s Freight Service, Inc. (Leavitt’s), based in Springfield, Oregon. Total consideration paid was $14.9 million of cash, which was funded with cash on hand. The acquisition was treated as an asset purchase because Leavitt’s was a qualified subchapter S-subsidiary acquired directly from an S-corporation; therefore, the values assigned to the intangible assets and goodwill are deductible for tax purposes. Approximately $0.3 million of transaction expenses were incurred in the acquisition, which will be deductible for tax purposes because the transaction qualified as an asset purchase. As of December 31, 2018, the valuation of identifiable intangible assets was completed resulting in a decrease of $1.6 million to the provisional intangible assets recorded of $5.2 million, with a corresponding increase to goodwill. The resulting intangible assets totaling $3.6 million consist of trade name valued at $1.8 million, non-compete agreements valued at $0.5 million and customer relationships intangible of $1.3 million. For the three months ended December 31, 2018, the change resulted in an insignificant decrease in amortization expense and accumulated amortization.

Builders Transportation

On August 1, 2018, the Company acquired 100% of the outstanding equity interests of Builders Transportation Co., LLC (Builders), based in Memphis, Tennessee. Total consideration paid was $36.3 million, consisting of $30.0 million in cash, 399,530 shares of Daseke common stock valued at $3.4 million and the payoff of $2.9 million of outstanding debt. The cash consideration was funded with cash on hand. The acquisition was a stock purchase; therefore, the values assigned to the intangible assets and goodwill are not deductible for tax purposes. Approximately $0.2 million of transaction expenses were incurred in the acquisition, which are not deductible for tax purposes. As of December 31, 2018, the valuation of identifiable intangible assets was completed resulting in a decrease of $2.5 million to the provisional intangible assets recorded of $13.1 million, with a corresponding increase to goodwill. The resulting intangible assets totaling $10.6 million consist of trade name valued at $5.0 million, non-compete agreements valued at $0.5 million and customer relationships intangible of $5.1 million. For the three months ended December 31, 2018, the change resulted in an increase in amortization expense and accumulated amortization of $0.2 million, of which $0.1 million is related to the previous quarter. Additionally, goodwill and deferred tax liability were increased by $0.4 million to recognize deferred taxes on the increase in amortizable identifiable intangible assets.

Kelsey Trail Trucking

On July 1, 2018, the Company acquired 100% of the outstanding equity interests of Kelsey Trail Trucking Ltd. (Kelsey Trail), based in Saskatoon, Saskatchewan province, Canada. Total consideration paid was $6.2 million, consisting of $5.3 million in cash and 95,859 shares of Daseke common stock valued at $0.9 million. The cash consideration was funded with cash on hand. The acquisition was a stock purchase; therefore, the values assigned to the intangible assets and goodwill are not deductible for tax purposes. Approximately $0.1 million of transaction expenses were incurred in the acquisition, which are not deductible for tax purposes. As of December 31, 2018, the valuation of identifiable intangible assets was completed resulting in a decrease of $0.3 million to the provisional intangible assets recorded of $1.9 million, with a corresponding increase to goodwill. The resulting intangible assets totaling $1.6 million consist of trade name valued at $1.5 million and non-compete agreements valued at $0.1 million. For the three months ended December 31, 2018, the change resulted in an insignificant decrease in amortization expense and accumulated amortization. Additionally, goodwill and deferred tax liability were increased by $2.5 million to adjust the beginning balance of deferred taxes. During the first quarter of 2019, goodwill and deferred tax liability were decreased by $0.9 million to adjust the beginning balance of deferred taxes.

Aveda Transportation and Energy Services

On June 6, 2018, the Company acquired all of the outstanding common shares of Aveda Transportation and Energy Services Inc., a corporation existing under the laws of the Province of Alberta, Canada (Aveda), pursuant to the Agreement and the Plan of Arrangement (the Agreement). Total consideration paid was $118.7 million, consisting of $27.3 million in cash, 1,612,979 shares of Daseke common stock valued at $15.4 million, and the payoff of $54.8 million of outstanding debt. The Company will also pay to the holders of Aveda common shares up to C$0.45 in cash per Aveda common share, contingent on and based on Aveda’s Company EBITDA (as defined in the Agreement) meeting certain thresholds set forth in the Agreement for the period beginning June 1, 2018 and ending on May 1, 2019 or with agreement of the parties, July 1, 2018 to June 30, 2019. The contingent consideration for this earn-out has been valued at an estimated $21.2 million and has not been paid to the sellers as of December 31, 2019. The Aveda acquisition was a stock purchase; therefore, the value assigned to the intangible assets and goodwill are not deductible for tax purposes. Approximately $1.1 million of transaction expenses were incurred in the acquisition, which are not deductible for tax purposes. As of December 31, 2018, the valuation of identifiable intangible assets was completed resulting in an increase of $6.1 million to the provisional intangible assets recorded of $9.0 million. The resulting intangible assets totaling $15.0 million consist of trade name valued at $6.3 million, non-compete agreements valued at $1.5 million and customer relationships intangible of $7.2 million. For the three months ended December 31, 2018, the change resulted in an insignificant increase in amortization expense and accumulated amortization. Additionally, goodwill and deferred tax liability were increased by $0.7 million to recognize deferred taxes on the increase in amortizable identifiable intangible assets. Additionally, goodwill and deferred tax liability were increased by $4.7 million to adjust the beginning balance of deferred taxes. During the first quarter of 2019, goodwill and deferred tax liability were increased by $0.7 million to adjust the beginning balance of deferred taxes.

2017 Acquisitions

The following is a summary of the allocation of the purchase price paid to the fair values of the net assets, net of cash acquired, of the Company’s 2017 acquisitions (in millions):


(all amounts in U.S. dollars)
							Tennessee
			Moore		Roadmaster		Steel
	Belmont		Freight		Group		Haulers		R&R		Steelman		Schilli		Big Freight
Accounts receivable	$	0.2	$	4.5	$	9.8	$	20.2	$	5.1	$	4.4	$	8.6	$	4.9
Parts supplies		—		0.3		0.2		—		0.1		0.1		1.7		0.2
Prepaid and other current assets		0.1		0.3		1.1		5.9		1.5		2.3		2.5		0.3
Property and equipment		1.6		22.0		36.8		8.7		16.9		11.1		39.9		11.5
Goodwill		2.4		17.3		51.7		34.6		15.7		9.7		11.1		7.7
Intangible assets		1.8		30.4		22.9		49.9		11.0		6.6		6.0		4.2
Other long-term assets		—		0.1		0.7		19.0		0.2		5.0		0.9		0.1
Deferred tax liability		(1.3)		(13.8)		(10.0)		(32.6)		(8.9)		(4.8)		(15.4)		(4.8)
Accounts payable and other liabilities		(0.3)		(1.9)		(26.8)		(14.0)		(3.4)		(15.6)		(27.9)		(6.3)
Total	$	4.5	$	59.2	$	86.4	$	91.7	$	38.2	$	18.8	$	27.4	$	17.8

Belmont

On December 29, 2017, the Company acquired 100% of the outstanding equity interests of Belmont Enterprises, Inc. (Belmont) based in Olympia, Washington. Total consideration paid was $4.6 million in cash funded through the Company’s line of credit under the ABL Facility.

The acquisition was a stock purchase; therefore, the values assigned to the intangible assets and goodwill are not deductible for tax purposes. Transaction expenses incurred in the acquisition, which are not deductible for tax purposes, were immaterial. As of June 30, 2018, the valuation of identifiable intangible assets was completed resulting in assets totaling $1.7 million, consisting of trade name valued at $0.3 million, non-compete agreements valued at $0.2 million and customer relationships intangible of $1.2 million, with a corresponding decrease to goodwill. For the three months ended June 30, 2018, the change resulted in an increase in amortization expense and accumulated amortization of $0.1 million, of which $62,566 is related to the previous quarter. Additionally, goodwill and a corresponding deferred tax liability of $0.6 million was recognized based on the rates in effect on the acquisition date. The deferred tax liability was re-measured using the TCJA rates, which resulted in the recognition of a $0.4 million deferred tax benefit.

Moore Freight Services

On December 1, 2017, the Company acquired 100% of the outstanding equity interests of: (1) Moore Freight Service, Inc., (2) RT & L, LLC, (3) JD and Partners, LLC, (4) TM Transport and Leasing, LLC, and (5) Rand, LLC (collectively Moore Freight Services) based in Knoxville, Tennessee. Total consideration paid was $59.1 million, consisting of $35.1 million in cash and 145,129 shares of Daseke common stock valued at $1.8 million and the repayment of $22.2 million of long-term debt by the Company. The cash consideration was funded with cash on hand and the Term Loan Facility. The acquisition was a stock purchase; therefore, the values assigned to the intangible assets and goodwill are not deductible for tax purposes. Approximately $0.6 million of transaction expenses were incurred in the acquisition, which are not deductible for tax purposes. As of June 30, 2018, the valuation of identifiable intangible assets was completed resulting in assets totaling $30.4 million, consisting of trade name valued at $3.2 million, non-compete agreements valued at $3.5 million and customer relationships intangible of $23.7 million, with a corresponding decrease to goodwill. For the three months ended June 30, 2018, the change resulted in an increase in amortization expense and accumulated amortization of $1.5 million, of which $0.9 million related to the previous quarter. Additionally, goodwill and a corresponding deferred tax liability of $11.7 million was recognized based on the rates in effect on the acquisition date. The deferred tax liability was re-measured using the TCJA rates, which resulted in the recognition of a $4.0 million deferred tax benefit. For the three months ended December 31, 2018, the beginning balance of the deferred tax liability related to net operating losses was reduced by $0.5 million, based on the rates in effect on the acquisition date, with a corresponding decrease to goodwill. The deferred tax adjustment was re-measured using the TCJA rates, which resulted in the recognition of $0.2 million deferred tax expense in the three months ended December 31, 2018.

Roadmaster Group

On December 1, 2017, the Company acquired 100% of the outstanding equity interests of Roadmaster Group, Inc. and subsidiaries, and Roadmaster Equipment Leasing, Inc. and all subsidiaries (collectively the Roadmaster Group) based in Phoenix, Arizona. Total consideration paid was $86.9 million, consisting of $37.5 million in cash, 3,114,247 shares of Daseke common stock valued at $39.1 million and the repayment of $10.3 million of long-term debt by the Company. The cash consideration was funded with cash on hand and the Term Loan Facility. The acquisition was a stock purchase; therefore, the values assigned to the intangible assets and goodwill are not deductible for tax purposes. Approximately $0.6 million of transaction expenses were incurred in the acquisition, which are not deductible for tax purposes. As of June 30, 2018, the valuation of identifiable intangible assets was completed resulting in assets totaling $22.9 million, consisting of trade name valued at $12.7 million, non-compete agreements valued at $2.9 million and customer relationships intangible of $7.3 million, with a corresponding decrease to goodwill. For the three months ended June 30, 2018, the change resulted in an increase in amortization expense and accumulated amortization of $0.6 million, of which $0.3 million related to the previous quarter. Additionally, goodwill and a corresponding deferred tax liability of $8.7 million was recognized based on the rates in effect on the acquisition date. The deferred tax liability was re-measured using the TCJA rates, which resulted in the recognition of a $3.0 million deferred tax benefit. For the three months ended December 31, 2018, the beginning balance of the deferred tax liability related to net operating losses and fixed assets was reduced by $9.4 million, based on the rates in effect on the acquisition date, with a corresponding decrease to goodwill. The deferred tax adjustment was re-measured at the TCJA rates, resulting in $3.5 million of deferred tax expense in the three months ended December 31, 2018.

Tennessee Steel Haulers & Co.

On December 1, 2017, the Company acquired 100% of the outstanding equity interests of: (1) Tennessee Steel Haulers, Inc., (2) Alabama Carriers, Inc., and (3) Fleet Movers Inc. (collectively TSH & Co.) based in Nashville, Tennessee. Total consideration paid was $91.9 million, consisting of $74.9 million in cash and 972,680 shares of Daseke common stock valued at $12.0 million and the repayment of $5.0 million of long-term debt by the Company. The cash consideration was funded with cash on hand and the Term Loan Facility. The acquisition was a stock purchase; therefore, the values assigned to the intangible assets and goodwill are not deductible for tax purposes. Approximately $0.5 million of transaction expenses were incurred in the acquisition, which are not deductible for tax purposes. As of June 30, 2018, the valuation of identifiable intangible assets was completed resulting in assets totaling $49.8 million, consisting of trade name valued at $21.5 million, non-compete agreements valued at $12.4 million and customer relationships intangible of $15.9 million, with a corresponding decrease to goodwill. For the three months ended June 30, 2018, the change resulted in an increase in amortization expense and accumulated amortization of $2.1 million, of which $1.2 million related to the previous quarter. Additionally, goodwill and a deferred tax liability of $19.2 million was recognized based on the rates in effect on the acquisition date. The deferred tax liability was re-measured using the TCJA rates, which resulted in the recognition of a $6.6 million deferred tax benefit. For the three months ended December 31, 2018, the beginning balance of the deferred tax liability related to certain deferred taxes was increased by $5.9 million, based on the rate in effect on the acquisition date, with a corresponding increase to goodwill. The deferred tax adjustment was re-measured at the TCJA rates, resulting in $1.6 million of deferred tax benefit in the three months ended December 31, 2018.

R&R Trucking Holdings, LLC

On September 1, 2017, the Company acquired 100% of the outstanding stock of R&R Trucking Holdings, LLC (R&R), based in Duenweg, Missouri. Total consideration paid was $38.4 million, consisting of $24.6 million in cash and the assumption and repayment of $13.8 million of long-term debt by the Company. The cash consideration was funded through a delayed draw on September 1, 2017 under the Term Loan Facility. The acquisition was a stock purchase; therefore, the values assigned to the intangible assets and goodwill are not deductible for tax purposes. Approximately $0.6 million of transaction expenses were incurred in the acquisition, which are not deductible for tax purposes.

The Steelman Companies

On July 1, 2017, the Company acquired 100% of the outstanding stock of The Steelman Companies (Steelman), based in Springfield, Missouri, for consideration of $18.8 million, consisting of $11.2 million in cash and 746,170 shares of Daseke common stock valued at $7.6 million. The fair value of the 746,170 shares issued was determined based on the closing price of the stock on the acquisition close date. The cash consideration was funded through cash on hand. The acquisition was a stock purchase under GAAP. A Section 338(h)(10) election was filed for certain of the entities acquired, which will deem those acquisitions as an asset purchase for tax purposes; therefore, approximately $14.9 million of the values assigned to the intangible assets and goodwill are expected to be deductible for tax purposes. Approximately $0.3 million of transaction expenses were incurred in the acquisition, which are not deductible for tax purposes. As of June 30, 2018, the provisional amount of goodwill was increased by $1.7 million with a corresponding increase to deferred tax liability. The deferred tax adjustment was re-measured at the TCJA rates, resulting in $0.6 million of deferred tax expense in the three months ended December 31, 2018.

Schilli Transportation Services, Inc.

On May 1, 2017, the Company acquired 100% of the outstanding stock of Schilli Transportation Services, Inc. and certain of its affiliates (Schilli), based in Remington, Indiana. Total consideration paid was $27.4 million, consisting of $21.0 million in cash, 232,885 shares of Daseke common stock valued at $2.3 million and the refinancing of $4.0 million of long-term debt by the Company. The fair value of the 232,885 shares issued was determined based on the closing price of the stock on the acquisition close date. The cash consideration was funded through a delayed draw on May 1, 2017 under the Term Loan Facility. The acquisition was a stock purchase; therefore, the values assigned to the intangible assets and goodwill are not deductible for tax purposes. Approximately $0.4 million of transaction expenses were incurred in the acquisition, which are not deductible for tax purposes. As of June 30, 2018, the provisional balance of goodwill was increased by $2.8 million for fair value adjustments to assets as of the acquisition date with a decrease to receivables of $0.9 million, held-for-sale assets of $0.3 million and fixed assets of $1.6 million. Additionally, the deferred tax liability was decreased by $0.7 million, with a corresponding decrease to goodwill.

Big Freight Systems, Inc.

On May 1, 2017, the Company acquired 100% of the outstanding stock of Big Freight Systems, Inc. (Big Freight), based in Steinbach, Manitoba. Total consideration paid was $16.7 million consisting of $12.4 million in cash, 109,248 shares of Daseke common stock valued at $1.1 million and the assumption of approximately $3.2 million of outstanding debt by the Company. The fair value of the 109,248 shares issued was determined based on the closing price of the stock on the acquisition close date. Big Freight’s purchase agreement also contains an earn-out for additional cash consideration to be paid on the excess of each of 2017, 2018 and 2019’s earnings before interest, taxes, depreciation and amortization (EBITDA Amount) over 2016’s EBITDA Amount (as defined in the purchase agreement), multiplied by 0.4. A contingent liability of $1.1 million was included in the allocation of the purchase price for this earn-out. The cash consideration was funded through a delayed draw on May 1, 2017 under the Term Loan Facility and cash on hand. The acquisition was a stock purchase; therefore, the values assigned to the intangible assets and goodwill are not deductible for tax purposes. Approximately $0.6 million of transaction expenses were incurred in the acquisition, which are not deductible for tax purposes. As of June 30, 2018, the provisional amount of goodwill was increased by $0.6 million (net of a $0.3 million foreign currency translation adjustment) with a corresponding increase to deferred tax liability.

For the year ended December 31, 2018, revenue and net loss of the acquired companies from their respective dates of acquisition was $163.6 million and $1.5 million, respectively. For the year ended December 31, 2017, revenue and net income of the acquired companies from their respective dates of acquisition was $154.0 million and $15.6 million, respectively.

Supplemental Pro Forma Information (Unaudited)

The following supplemental pro forma financial information reflects the 2018 acquisitions as if they occurred on January 1, 2018. This pro forma financial information has been presented for illustrative purposes only and is not necessarily indicative of the operating results that would have been achieved had the pro forma events taken place on January 1, 2018. Further, the pro forma financial information does not purport to project the future operating results of the consolidated company.


	Year Ended December 31,
	(unaudited)
(In millions, except per share amounts)	2018
Pro forma revenue	$	1,747.4
Pro forma net loss	$	(5.7)
Pro forma net loss per common share:
Basic	$	(0.09)
Diluted	$	(0.09)

PREPAID AND OTHER CURRENT ASSETS

12 Months Ended

Dec. 31, 2019

PREPAID AND OTHER CURRENT ASSETS

PREPAID AND OTHER CURRENT ASSETS

NOTE 5 – PREPAID AND OTHER CURRENT ASSETS

The components of prepaid expenses and other current assets are as follows as of December 31 (in millions):


	2019		2018
Insurance	$	10.1	$	7.4
Licensing, permits and tolls		5.4		5.6
Other assets		3.1		4.4
Other prepaids		1.7		3.9
Assets held for sale		—		3.6
Highway and fuel taxes		1.6		1.4
Total	$	21.9	$	26.3

GOODWILL AND INTANGIBLE ASSETS

12 Months Ended

Dec. 31, 2019

GOODWILL AND INTANGIBLE ASSETS

GOODWILL AND INTANGIBLE ASSETS

NOTE 6 – GOODWILL AND INTANGIBLE ASSETS

Goodwill represents the excess of the purchase price of all acquisitions over the estimated fair value of the net assets acquired. The Company performs an impairment test of goodwill annually as of October 1 or when impairment indicators arise.

On July 30, 2019, the Company internally announced a plan to integrate three operating segments with three other operating segments (Project Synchronize or the Plan), which reduced the number of operating segments from 16 to 13. The Plan was implemented to streamline and reduce the Company’s cost structure, improve asset utilization and capitalize on operational synergies. Additionally, the Company announced the planned implementation of Business Improvement Plans (BIP), which are expected to increase profitability by right-sizing trailer-to-tractor ratios, yielding management capacity allocations, and improving maintenance execution. On September 4, 2019, the Company announced a comprehensive restructuring plan (Project Pivot) intended to reduce its cost base, right size its organization and management team and increase and accelerate its previously announced operational improvement goals. As part of Project Pivot, the Company executed a new management restructuring and substantial corporate cost reduction plan. See Note 8 for additional details.

During the third quarter of 2019, the Company identified a triggering event following the announcement of Projects Synchronize and Pivot, the BIP, and the decline in the Company’s stock price. As a result, the Company completed goodwill impairment and asset impairment analyses as of September 30, 2019 (see Note 8 for additional details). The result of the September 30, 2019 goodwill impairment analysis was a non-cash goodwill impairment charge of $112.8 million and $6.0 million that were recorded in the third and fourth quarters, respectively, of which $111.0 million is not deductible for tax purposes. Goodwill impairment is recorded in impairment in the consolidated statements of operations and comprehensive income (loss). During the fourth quarter of 2018, management performed goodwill impairment testing on its reporting units, which resulted in goodwill impairment for one reporting unit of $11.1 million.

The summary of changes in the carrying amount of goodwill for the years ended December 31, 2019 and 2018 are as follows (in millions):


	Flatbed		Specialized		Total
Goodwill balance at January 1, 2018	$	105.9		196.8	$	302.7
Impairment		—		(11.1)		(11.1)
Goodwill acquired and adjustments to previously recorded goodwill (net)		(4.4)		(27.7)		(32.1)
Foreign currency translation adjustment		—		(1.1)		(1.1)
Goodwill balance at December 31, 2018		101.5		156.9		258.4
Impairment		(42.2)		(76.6)		(118.8)
Adjustments to previously recorded goodwill (net)		—		(0.3)		(0.3)
Foreign currency translation adjustment		—		0.6		0.6
Goodwill balance at December 31, 2019	$	59.3	$	80.6	$	139.9

During the third quarter of 2019, the Company recorded an impairment charge to intangible assets of $85.6 million for non-competition agreements, customer relationships and trade names categories of intangible assets. In June 2018, the Company recorded an impairment charge of $2.8 million related to the trade names category of intangible assets related to the specialized segment. The trade name was impaired as a result of the reorganization and merger of two of the Company’s operating companies.

Intangible assets consisted of the following at December 31, 2019 and 2018 (in millions):


	As of December 31, 2019						As of December 31, 2018
	Intangible		Accumulated		Intangible		Intangible		Accumulated		Intangible
	Assets		Amortization		Assets, net		Assets		Amortization		Assets, net
Non-competition agreements	$	21.7	$	(18.4)	$	3.3	$	33.8	$	(12.8)	$	21.0
Customer relationships		88.9		(42.2)		46.7		130.9		(33.5)		97.4
Trade names		59.1		—		59.1		90.6		—		90.6
Foreign currency translation adjustment		—		—		—		(0.2)		—		(0.2)
Total intangible assets	$	169.7	$	(60.6)	$	109.1	$	255.1	$	(46.3)	$	208.8

As of December 31, 2019, non-competition agreements and customer relationships had weighted average remaining useful lives of 2.7 and 9.7 years, respectively. As of December 31, 2018, non-competition agreements and customer relationships had weighted average remaining useful lives of 3.0 and 10.4 years, respectively. See Note 4 for more information on intangible assets acquired.

Amortization expense for intangible assets with definite lives was $14.3 million, $16.7 million and $6.7 million for the years ended December 31, 2019, 2018 and 2017, respectively.

Future estimated amortization expense is as follows (in millions):


	Non-competition		Customer
Year ending December 31,	Agreements		Relationships
2020	$	1.3	$	5.9
2021		1.0		5.9
2022		0.9		5.9
2023		0.1		5.9
2024		—		4.5
Thereafter		—		18.6
Total	$	3.3	$	46.7

PROPERTY AND EQUIPMENT

12 Months Ended

Dec. 31, 2019

PROPERTY AND EQUIPMENT

PROPERTY AND EQUIPMENT

NOTE 7 – PROPERTY AND EQUIPMENT

In accordance with ASC 360, “Impairment or Disposal of Long-Lived Assets,” the Company reviews its definite lived long-lived assets whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. If the carrying amount of an asset or group of assets exceeds its net realizable value, the asset will be written down to its fair value and the amount recognized for impairment is equal to the difference between the carrying value and the asset’s fair value.

During the third quarter of 2019, the Company recorded an impairment charge of $97.6 million to adjust property and equipment to fair value, resulting in the Specialized Solutions segment recognizing $58.6 million and the Flatbed Solutions segment recognizing $39.0 million in impairment. The impairment charge is included in impairment in the consolidated statements of operations and comprehensive income (loss).

The components of property and equipment are as follows at December 31 (in millions):


	2019		2018
Revenue equipment	$	597.0	$	734.0
Buildings and improvements		64.3		61.9
Assets leased and available for lease to owner-operators		59.9		—
Furniture and fixtures, office and computer equipment and vehicles		40.2		36.5
		761.4		832.4
Accumulated depreciation		(322.4)		(259.7)
Total	$	439.0	$	572.7

Depreciation expense was $132.2 million, $114.4 million and $70.2 million for the years ended December 31, 2019, 2018 and 2017, respectively. Depreciation expense and accumulated depreciation on assets leased and available for lease to owner-operators was $20.5 million for the year ended December 31, 2019. Included in depreciation expense is the net impact of the step-up in basis of fixed assets resulting from acquisitions of $18.2 million, $24.1 million and $8.4 for the years ended December, 2019, 2018 and 2017, respectively.

INTEGRATION AND RESTRUCTURING

12 Months Ended

Dec. 31, 2019

INTEGRATION AND RESTRUCTURING

INTEGRATION AND RESTRUCTURING

NOTE 8 – INTEGRATION AND RESTRUCTURING

As discussed in Note 6, the Company implemented Project Synchronize and Project Pivot which resulted in recording of integration and restructuring costs. The integration and restructuring costs consist of assets impairments, employee-related costs, and other transition and termination costs related to restructuring activities. Employee-related costs include severance, tax preparation, and relocation costs, which are accounted for in accordance with ASC 420 “Exit or Disposal Cost Obligations”. Other transition and termination costs include fixed asset-related charges, contract and lease termination costs, professional fees, and other miscellaneous expenditures associated with the integration or restructuring activities, which are expensed as incurred. Costs are reported in restructuring charges in the consolidated statements of operations and comprehensive income (loss). The obligation related to employee separation costs is included in other current liabilities in the consolidated balance sheets.

The Company recorded $8.4 million of integration and restructuring expenses in connection with Projects Synchronize and Pivot for the year ended December 31, 2019.

The following table summarizes the integration and restructuring costs as of December 31, 2019 (in millions):


	Severance		Operating
	and		Lease		Fixed Asset
	Other Payroll		Termination		Impairment		Other		Total
Specialized Solution
Costs accrued	$	0.6	$	0.5	$	1.4	$	1.4	$	3.9
Amounts paid or charged		(0.6)		(0.5)		(1.4)		(1.4)		(3.9)
Specialized Solution balance at December 31, 2019		—		—		—		—		—
Flatbed Solution
Costs accrued		0.8		—		0.7		0.3		1.8
Amounts paid or charged		(0.8)		—		(0.7)		(0.3)		(1.8)
Flatbed Solution balance at December 31, 2019		—		—		—		—		—
Corporate
Costs accrued		2.7		—		—		—		2.7
Amounts paid or charged		(0.9)		—		—		—		(0.9)
Corporate balance at December 31, 2019		1.8		—		—		—		1.8
Consolidated
Costs accrued		4.1		0.5		2.1		1.7		8.4
Amounts paid or charged		(2.3)		(0.5)		(2.1)		(1.7)		(6.6)
Consolidated balance at December 31, 2019	$	1.8	$	—	$	—	$	—	$	1.8

ACCRUED EXPENSES AND OTHER LIABILITIES

12 Months Ended

Dec. 31, 2019

ACCRUED EXPENSES AND OTHER LIABILITIES

ACCRUED EXPENSES AND OTHER LIABILITIES

NOTE 9 – ACCRUED EXPENSES AND OTHER LIABILITIES

The components of accrued expenses and other liabilities are as follows at December 31 (in millions):


	2019		2018
Brokerage and escorts	$	16.9	$	12.6
Other accrued expenses		10.6		8.0
Owner operator deposits		7.1		9.3
Unvouchered payables		6.1		11.7
Sales and local taxes payable		1.7		3.3
Fuel and fuel taxes		1.3		1.2
Interest		0.5		0.4
	$	44.2	$	46.5

LONG-TERM DEBT

12 Months Ended

Dec. 31, 2019

LONG-TERM DEBT.

LONG-TERM DEBT

NOTE 10 – LONG-TERM DEBT

Long-term debt consists of the following at December 31 (in millions):


	2019		2018
Line of credit	$	1.7	$	—
Term loan facility		488.5		493.5
Equipment term loans		188.4		190.7
Finance and capital leases		25.5		18.2
		704.1		702.4
Less current portion		(59.4)		(63.5)
Less unamortized deferred financing costs		(11.4)		(16.2)
Long-term portion	$	633.3	$	622.7

Term Loan Facility

The Company has a $500.0 million term loan facility under a loan agreement with Credit Suisse AG, Cayman Islands Branch, as administrative agent, and the lenders party thereto (the Term Loan Facility) with a scheduled maturity date of February 27, 2024. Term loans under the Term Loan Facility are, at the Company’s election from time to time, comprised of alternate base rate loans (an ABR Borrowing) or adjusted LIBOR loans (a Eurodollar Rate Borrowing), with the applicable margins of interest being an alternate base rate (subject to a 2.00% floor) plus 4.00% per annum and LIBOR (subject to a 1.00% floor) plus 5.00% per annum. At December 31, 2019, the average interest rate on the Term Loan Facility was 7.4%.

The Term Loan Facility is secured by all assets of the Company, except those assets collateralizing equipment and certain real estate lenders debt and subject to certain customary exceptions.

The Term Loan Facility contains a financial covenant requiring the Company to maintain a consolidated total leverage ratio as of the last day of any fiscal quarter of less than or equal to 4.00 to 1.00, stepping down to 3.75 to 1.00 on March 31, 2021. The consolidated total leverage ratio is defined as the ratio of (i) consolidated total debt minus unrestricted cash and cash equivalents and cash and cash equivalents restricted in favor of the administrative agent and the lenders, to (ii) consolidated Adjusted EBITDA for the trailing 12 month period (with customary add-backs permitted to consolidated Adjusted EBITDA, including in respect of synergies and cost-savings reasonably identifiable and factually supportable that are anticipated to be realized in an aggregate amount not to exceed 25% of consolidated Adjusted EBITDA and subject to other customary limitations).

The Term Loan Facility permits voluntary prepayments of borrowings. In certain circumstances (subject to exceptions, exclusions and, in the case of excess cash flow, step-downs described below), the Company may also be required to make an offer to prepay the Term Loan Facility if it receives proceeds as a result of certain asset sales, debt issuances, casualty or similar events of loss, or if it has excess cash flow (defined as an annual amount calculated using a customary formula based on consolidated Adjusted EBITDA, including, among other things, deductions for (i) the amount of certain voluntary prepayments of the Term Loan Facility and (ii) the amount of certain capital expenditures, acquisitions, investments and restricted payments). The percentage of excess cash flow that must be applied as a mandatory prepayment is 50%, 25% or 0% for excess cash flow periods for the year ending December 31, 2019 and beyond, depending upon the first lien leverage ratio.

The Term Loan Facility contains (i) certain customary affirmative covenants that, among other things, require compliance with applicable laws, periodic financial reporting and notices of material events, payment of taxes and other obligations, maintenance of property and insurance, and provision of additional guarantees and collateral, and (ii) certain customary negative covenants that, among other things, restrict the incurrence of additional indebtedness, liens on property, sale and leaseback transactions, investments, mergers, consolidations, liquidations and dissolutions, asset sales, acquisitions, the payment of distributions, dividends, redemptions and repurchases of equity interests, transactions with affiliates, prepayments and redemptions of certain other indebtedness, burdensome agreements, holding company limitations, changes in fiscal year and modifications of organizational documents.

ABL Facility

The Company has a five-year, senior secured asset-based revolving line of credit with an aggregate maximum credit amount equal to $100.0 million (subject to availability under a borrowing base equal to 85% of the Company’s eligible accounts receivable, 80% of the Company’s eligible unbilled accounts receivable and 50% of parts supplies) under a credit agreement with PNC Bank, National Association, as administrative agent and the lenders party thereto. The ABL Facility’s maximum credit amount may be increased by $30.0 million pursuant to an uncommitted accordion. The ABL Facility also provides for the issuance of letters of credit subject to certain restrictions and a sublimit of $20 million, as defined in the credit agreement. The ABL Facility matures on February 27, 2022. As of December 31, 2019, the Company had borrowings of $1.7 million, $13.9 million in letters of credit outstanding, and could incur approximately $86.8 million of additional indebtedness under the ABL Facility.

Borrowings under the ABL Facility bear interest at rates based upon the Company’s fixed charge coverage ratio and, at the Company’s election from time to time, either a base rate plus an applicable margin or an adjusted LIBOR rate plus an applicable margin. Margins on the ABL Facility are adjusted, if necessary to the applicable rates set forth in the following table corresponding to the fixed charge coverage ratio for the trailing 12 month period on the last day of the most recently completed fiscal quarter.


Fixed Charge Coverage Ratio	Base Rate Margins		LIBOR Rate Margins
Less than 1.25 to 1.00	2.25	%	3.25	%
Greater than or equal to 1.25 to 1.00, but less than 1.50 to 1.00	1.75	%	2.75	%
Greater than or equal to 1.50 to 1.00, but less than 1.75	1.25	%	2.25	%
Greater than or equal to 1.75 to 1.00	0.75	%	1.75	%

The ABL Facility was amended on June 15, 2018, to adjust margins, if necessary, on the ABL Facility beginning in the fiscal quarter ended September 30, 2018, to the applicable rates set forth in the following table corresponding to the average RLOC Utilization for the trailing 12 month period on the last day of the most recently completed fiscal quarter. RLOC Utilization at a particular date shall mean an amount equal to (a)(i) outstanding amount of Revolving Advances plus (ii) the outstanding amount of the Swing Loans plus (iii) the aggregate Maximum Undrawn Amount of all outstanding Letters of Credit, divided by (b) Maximum Revolving Advance Amount.


RLOC Utilization	Base Rate Margins		LIBOR Rate Margins
Less than 33.3%	0.50	%	1.50	%
Greater than or equal to 33.3%, but less than 66.6%	0.75	%	1.75	%
Greater than or equal to 66.6%	1.00	%	2.00	%

At December 31, 2019, the interest rate on the ABL Facility was 5.25%.

The ABL Facility is secured by all of the Company’s U.S.-based accounts receivable, parts supplies, cash and cash equivalents excluding proceeds of the Term Loan Facility, securities and deposit accounts and other general assets not included in the Term Loan Facility collateral.

The ABL Facility contains (i) a financial covenant similar to the consolidated total leverage ratio required under the Term Loan Facility requiring a leverage ratio of less than or equal to 4.00 to 1.00 for the fiscal quarter, stepping down to 3.75 to 1.00 on March 31, 2021 and (ii) during any period after a default or event of default or after excess availability falling below the greater of (x) $15.0 million and (y) 20% of the maximum credit amount, continuing until such time as no default or event of default has existed and excess availability has exceeded such amounts for a period of 60 consecutive days, a financial covenant requiring the Company to maintain a minimum consolidated fixed charge coverage ratio of 1.00x, tested on a quarterly basis. The Company’s fixed charge coverage ratio is defined as the ratio of (1) consolidated Adjusted EBITDA minus unfinanced capital expenditures, cash taxes and cash dividends or distributions, to (2) the sum of all funded debt payments for the four-quarter period then ending (with customary add-backs permitted to consolidated Adjusted EBITDA).

The ABL Facility contains affirmative and negative covenants similar to those in the Term Loan Facility, together with such additional terms as are customary for a senior secured asset-based revolving credit facility.

As of December 31, 2019, the Company was in compliance with all covenants contained in the Term Loan and ABL Facilities.

Equipment Term Loans and Mortgages

As of December 31, 2019, the Company had term loans collateralized by equipment in the aggregate amount of $185.2 million with 33 lenders (Equipment Term Loans). The Equipment Term Loans bear interest at rates ranging from 1.5% to 10.7%, require monthly payments of principal and interest and mature at various dates through January 2028. Certain of the Equipment Term Loans contain conditions, covenants, representations and warranties, events of default, and indemnification provisions applicable to the Company and certain of its subsidiaries that are customary for equipment financings, including, but not limited to, limitations on the incurrence of additional debt and the prepayment of existing indebtedness, certain payments (including dividends and other distributions to persons not party to its credit facility) and transfers of assets.

As of December 31, 2019, the Company has a bank mortgage loan with a balance of $3.2 million incurred to finance the construction of the headquarters and terminal in Redmond, Oregon. The mortgage loan is collateralized by such property and buildings. The mortgage is payable in monthly installments of $15,776, including interest at 3.7% through November 2020. The interest rate and monthly payments will be adjusted on November 1, 2020 to a rate of 2.5%, plus the three-year advance rate published by the Federal Home Loan Bank of Seattle in effect 45 days prior to November 1, 2020 (which will not be less than 3.7%). The bank mortgage loan matures November 1, 2023.

Finance and Capital Leases

The Company leases certain equipment under long-term finance and capital lease agreements that expire on various dates through May 2025. As of December 31, 2018, the book value of the property and equipment recorded under capital leases was $16.6 million, net of accumulated depreciation of $7.8 million. Depreciation expense related to property and equipment under capital lease was $2.9 million and $2.6 million for the years ended December 31, 2018 and 2017, respectively. See Note 2 for information on finance leases.

Main Street Capital Corporation

In 2013, Main Street Capital Corporation (Main Street) loaned the Company $20.0 million under a senior subordinated secured term loan (the Main Street Loan). The Main Street Loan was subordinate to the PNC Credit Agreement and Equipment Term Loans. Interest payments were due monthly through maturity at the rate of 12% per annum. Paid-in kind (PIK) interest, at a rate of 2.5% per annum, could have been paid monthly or accrued and added to the principal balance quarterly, at the option of the Company. For the year ended December 31, 2017, $0.1 million of accrued PIK interest was added to the principal balance. In conjunction with Business Combination, the Main Street Loan was repaid in February 2017. See Note 3 for additional details on the Business Combination.

Prudential Capital Partners

In 2013, the Company issued senior secured subordinated promissory notes in the initial aggregate principal amount of $20.0 million (PCP Subordinated Notes) to Prudential Capital Partners IV, L.P., Prudential Capital Partners (Parallel Fund) IV, L.P. and Prudential Capital Partners Management Fund IV, L.P. (collectively, the PCP Investors) pursuant to the Securities Purchase Agreement, dated as of November 12, 2013, by and among the Company, certain of its subsidiaries and the PCP Investors. The PCP Subordinated Notes were subordinate to the PNC Credit Agreement and Equipment Term Loans. Interest payments were due monthly through maturity at the rate of 12% per annum. PIK interest, at a rate of 2.5% per annum, could have been paid monthly or accrued and added to the principal balance quarterly, at the option of the Company. For the year ended December 31, 2017, $0.1 million of accrued PIK interest was added to the principal balance. In conjunction with Business Combination, the PCP Subordinated Notes were repaid in February 2017. See Note 3 for additional details on the Business Combination.

The Main Street Loan and the PCP Subordinated Notes (Subordinated Debt) were collateralized by all assets of the Company, except those assets collateralizing the Equipment Term Loans. The Main Street Loan and the PCP Subordinated Notes contained certain financial covenants, including a minimum fixed charge coverage ratio, a senior secured debt to consolidated EBITDA ratio and a funded debt to consolidated EBITDA ratio. Additionally, they contained negative covenants limiting, among other things, additional indebtedness, capital expenditures, transactions with affiliates, additional liens, sales of assets, dividends, investments and advances, prepayments of debt, mergers and acquisitions, and other matters customarily restricted in such agreements. The Main Street Loan and the PCP Subordinated Notes were subject to a make-whole payment of 5.0% of the prepayment amount if such prepayment was made before the third anniversary of the agreements.

LST Seller

As part of the consideration paid to the seller of Lone Star Transportation, LLC and affiliates (LST), Daseke Lone Star, Inc. (a subsidiary of the Company) issued $22.0 million of subordinated notes (the LST Seller Notes). The LST Seller Notes bore interest at 10% payable monthly and were subordinate to the PNC Credit Agreement, Main Street Loan and PCP Subordinated Notes. In conjunction with the Business Combination, the LST Seller Notes were repaid in February 2017.

DTR Sellers

As part of the consideration paid to the sellers of Davenport Transport & Rigging, LLC, LST issued $1.0 million of subordinated notes (the DTR Seller Notes). The DTR Seller Notes bore interest at 5% payable monthly and were subordinate to the PNC Credit Agreement, Main Street Loan and PCP Subordinated Notes. In conjunction with Business Combination, the DTR Seller Notes were repaid in February 2017.

BHE Sellers

As part of the consideration paid to the sellers of Bulldog Hiway Express (BHE), the Company issued $2.0 million of subordinated notes (the BHE Seller Notes). The BHE Seller Notes bore interest at 7% payable monthly. On December 19, 2016, a portion of the outstanding principal amount under the BHE Seller Notes was forgiven in exchange for the payment by the Company of certain pension liabilities of BHE. The BHE Seller Notes were subordinate to the PNC Credit Agreement and the Main Street Loan and the PCP Subordinated Notes. In conjunction with Business Combination, the BHE Seller Notes were repaid in February 2017.

Future principal payments on long-term debt are as follows (in millions):


Year ending December 31,	Line of credit		Term Loan Facility		Equipment Term Loans		Total

2020	$	—	$	5.0	$	48.2	$	53.2
2021		—		2.5		43.8		46.3
2022		1.7		2.5		34.8		39.0
2023		—		2.5		32.3		34.8
2024		—		138.6		19.6		158.2
Thereafter		—		337.4		9.7		347.1
Total long-term debt	$	1.7	$	488.5	$	188.4	$	678.6

INCOME TAXES

12 Months Ended

Dec. 31, 2019

INCOME TAXES

INCOME TAXES

NOTE 11 – INCOME TAXES

The components of the Company’s United States and foreign provision for income taxes were as follows for the years ended December 31 (in millions):


	2019		2018		2017
Current:
Federal	$	(0.3)	$	(0.1)	$	(0.1)
State		3.7		4.0		1.3
Total current taxes		3.4		3.9		1.2
Deferred:
Federal		(45.5)		(10.9)		(51.4)
State		(11.6)		(7.4)		(1.9)
Foreign		(0.9)		(1.5)		(0.2)
Total deferred taxes		(58.0)		(19.8)		(53.5)
Benefit for income taxes	$	(54.6)	$	(15.9)	$	(52.3)

A reconciliation between the effective income tax rate and the United States statutory income tax rate for the years ended December 31, 2019, 2018 and 2017 is as follows (in millions):


	2019			2018			2017
Income tax benefit at United States statutory income tax rate	$	(76.1)		$	(4.4)		$	(8.8)
Federal income tax effects of:
State income tax expense		(6.2)			(2.7)			(0.3)
Foreign taxes		—			—			(0.2)
Foreign tax rate differential		(0.8)			(0.3)			0.1
Goodwill impairment		23.4			—			—
Per diem and other nondeductible expenses		2.3			4.1			3.2
Change in valuation allowance		1.2			—			—
Cumulative effect of change in effective tax rate		—			(12.6)			(46.1)
Tax credits		(0.3)			(0.1)			(0.1)
Other		1.9			0.1			(0.1)
Benefit for income taxes	$	(54.6)		$	(15.9)		$	(52.3)
Effective tax rate		15.1	%		75.4	%		206.8	%

The decrease in the effective tax rate for the year ended December 31, 2019 compared to the year ended December 31, 2018 is primarily the result of a one-time benefit in 2018 related to the remeasurement of the net deferred tax liability as a result of the Tax Cuts and Jobs Act (TCJA) combined with a significant one-time tax cost in 2019 related to the impairment of goodwill for which there was no tax basis. The decrease in the effective tax rate for the year ended December 31, 2018 compared to the year ended December 31, 2017 is primarily the result of a one-time tax benefit related to changes in future tax rates on net deferred tax liabilities as a result of the enactment of the TCJA in December 2017.

United States Tax Reform

On December 22, 2017, the United States government enacted the TCJA comprehensive tax reform legislation . Effective January 2018, the TCJA, among other things, reduces the marginal U.S. corporate income tax rate from 35% to 21%, limits the deductibility of interest expenses, limits the deduction for net operating losses, eliminates net operating loss carrybacks and modifies or eliminates many business deductions and credits. The TCJA also includes international provisions, which generally establish a territorial-style system for taxing foreign source income of domestic multinational corporations and imposes a mandatory one-time transition tax on undistributed international earnings.

The effects of temporary differences that give rise to significant elements of deferred tax assets and liabilities at December 31, 2019 and 2018 were as follows (in millions):


	2019		2018
Deferred tax assets
Accrued expenses	$	7.0	$	5.3
Vacation accrual		0.6		0.6
Accounts receivable		0.8		0.4
Net operating losses		30.2		31.7
Interest expense limitation		—		1.3
Deferred start-up costs		1.3		1.4
Stock based compensation		1.5		1.3
Operating lease liabilities		20.6		—
Foreign assets		9.0		1.7
		71.0		43.7
Valuation allowance		(7.4)		—
Total deferred tax assets		63.6		43.7

Deferred tax liabilities
Sales-type leases		—		(2.3)
Prepaid expenses		(4.7)		(4.1)
481(a) adjustment		(0.9)		(1.7)
Intangible assets		(19.4)		(44.0)
Property and equipment		(82.9)		(111.7)
Right of Use Asset		(18.9)		—
Foreign liabilities		(6.7)		(6.7)
Total deferred tax liabilities		(133.5)		(170.5)

Net deferred tax liability	$	(69.9)	$	(126.8)

During the year ended December 31, 2019, the Company established a valuation allowance of $6.1 million against a portion of its foreign deferred tax assets that, in the judgement of management, are not more likely than not to be realized. As of December 31, 2019, the valuation allowance was $7.4 million. In assessing the realizability of deferred tax assets, management considers whether it is more likely than not that some or all of the deferred tax assets will not be realized. The ultimate realization of deferred tax assets depends on the generation of future taxable income during the periods in which those temporary differences are deductible.

At December 31, 2019, the Company has U.S. federal net operating loss carry forwards of approximately $109.0 million on a pre-tax basis. The Company has state and foreign net operating losses of $4.7 million and $8.4 million, respectively, on an after tax basis. These loss carryforwards begin expiring in 2023.

The Company had no uncertain tax positions as of December 31, 2019 and 2018. The Company is no longer subject to United States federal income tax examinations by tax authorities for years before 2016; however, federal net operating loss carry forwards from years prior to 2016 remain subject to review and adjustment by tax authorities. The Company is no longer subject to state income tax examinations by tax authorities for years before 2015.

RELATED PARTY TRANSACTIONS	12 Months Ended
RELATED PARTY TRANSACTIONS	Dec. 31, 2019
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS	NOTE 12 – RELATED PARTY TRANSACTIONS Related Party Debt As described in Note 10, the Company issued Subordinated Debt to Main Street and PCP Investors. Both lenders were stockholders of the Company. For the year ended December 31, 2017, Main Street received interest payments of $0.5 million. For the year ended December 31, 2017, PCP Investors received interest payments of $0.5 million. In conjunction with the Business Combination, the Main Street Loan and the PCP Subordinated Notes were both repaid in February 2017. See Note 3 for additional details on the Business Combination. As disclosed in Note 10, the LST seller received subordinated notes as partial consideration. Interest paid to the LST seller was $0.4 for the year ended December 31, 2017. In conjunction with the Business Combination, the LST Seller Notes were repaid in February 2017. See Note 3 for additional details on the Business Combination. As disclosed in Note 10, the BHE Sellers received subordinated notes as partial consideration. Interest paid for the year ended December 31, 2017 was immaterial. In conjunction with Business Combination, the BHE Seller Notes were repaid in February 2017. See Note 3 for additional details on the Business Combination. Other Related Party Transactions An employee and stockholder has a 1% investment in an entity that is also a Company vendor. Total amounts paid to this vendor for product and subscription purchases were approximately $0.6 million for each of the years ended December 31, 2019, 2018 and 2017, respectively. Amounts due to the vendor as of December 31, 2019 and 2018 totaled approximately $9,000 and $10,000, respectively. The Company does business with an entity in which two employees, who are also stockholders, are minority owners. Revenue received from this customer totaled approximately $0.4 million, $0.7 million and $0.4 million for the years ended December 31, 2019, 2018 and 2017, respectively. Accounts receivable due from this entity totaled approximately $24,000 and $51,000 as of December 31, 2019 and 2018, respectively. The Company sold equipment to an entity partially owned by an employee and stockholder for proceeds of $1.0 million with a net book value of $0.8 million, realizing a gain of $0.2 million for the year ended December 31, 2018. There were no such transactions for the years ended December 31, 2019 and 2017. Additionally, the Company does business with a carrier owned by a stockholder’s spouse. Revenue received from this carrier totaled approximately $1.8 million, $0.1 million and $0.2 million for the years ended December 31, 2019, 2018 and 2017. Accounts receivable due from this entity totaled approximately $19,000 and $71,000 as of December 31, 2019 and 2018.

STOCKHOLDERS' EQUITY

12 Months Ended

Dec. 31, 2019

STOCKHOLDERS' EQUITY

STOCKHOLDERS’ EQUITY

NOTE 13 – STOCKHOLDERS’ EQUITY

Common Stock

Common stock has voting rights – one vote for each share of common stock.

On September 19, 2017, the Company and certain stockholders of the Company (the Selling Stockholders) entered into an underwriting agreement (the Underwriting Agreement) with Stifel, Nicolaus & Company, Incorporated and Cowen and Company, LLC, as representatives of the several underwriters named therein (collectively, the Underwriters), in connection with an underwritten public offering (the Offering) of 5,292,000 shares of the Company’s common stock, par value $0.0001 per share, including 4,882,167 shares of common stock to be sold by the Company and 409,833 shares of common stock to be sold by the Selling Stockholders, at a price to the public of $12.00 per share ($11.34 per share net of underwriting discounts and commissions). Pursuant to the Underwriting Agreement, the Company granted the Underwriters a 30-day option to purchase up to an additional 793,800 shares of common stock, which was exercised in full on September 20, 2017 and closed simultaneously with the Offering on September 22, 2017. Net proceeds received by the Company from its sale of 5,675,967 shares of common stock were approximately $63.6 million, after deducting underwriting discounts and commissions and estimated offering expenses payable by the Company. As described in the prospectus supplement, dated September 19, 2017, filed with the SEC on September 20, 2017, the Company used the net proceeds from the Offering for general corporate purposes, which may including, among other things, working capital, capital expenditures, debt repayment or refinancing or the financing of possible future acquisitions.

On February 14, 2018, the Company and one of the Company’s stockholders entered into an underwriting agreement with Cowen and Company, LLC and Stifel, Nicolaus & Company, Incorporated, as representatives of the several underwriters named therein, in connection with an underwritten public offering of 7,500,000 shares of the Company’s common stock, at a price to the public of $10.60 per share. Pursuant to the underwriting agreement, the Company granted the underwriters a 30-day option to purchase up to an additional 1,125,000 shares of common stock, which was exercised in full on February 16, 2018 and closed simultaneously with the offering on February 20, 2018. Net proceeds received by the Company were approximately $84.4 million, after deducting underwriting discounts and commissions and estimated offering expenses payable by the Company. The Company has used and intends to continue to use the net proceeds from the offering for general corporate purposes, including, among other things, working capital, capital expenditures, debt repayment or refinancing or the financing of possible future acquisitions.

On June 1, 2018, after having met the earnout provisions contained in the Merger Agreement, the Company issued 5,000,000 shares of the Company’s common stock, par value $0.0001 per share, pro rata among the Private Daseke Stockholders (Earnout Shares).

The Earnout Shares were issued in reliance upon an exemption from the registration requirements of the Securities Act of 1933, as amended (the Securities Act), pursuant to Section 4(a)(2) thereof, which exempts transactions by an issuer not involving any public offering on the basis that the securities were offered and sold in a non-public offering to “accredited investors” (as defined in Rule 501(a) of Regulation D under the Securities Act). Private Daseke engaged a purchaser representative to serve as the purchaser representative for two Private Daseke Stockholders who were not “accredited investors,” which purchaser representative met all of the conditions set forth in Rule 501(i) of Regulation D, as required to comply with applicable federal securities laws in connection with the issuance of shares of the Company’s common stock to these two Private Daseke Stockholders pursuant to the Merger Agreement.

On June 6, 2018, as part of the consideration paid for the Aveda acquisition, the Company issued 1,612,979 shares of Daseke common stock valued at $15.4 million. See Note 4 for additional details about the Aveda acquisition.

On July 1, 2018, as part of the consideration paid for the Kelsey Trail acquisition, the Company issued 95,859 shares of Daseke common stock valued at $0.9 million. See Note 4 for additional details about the Kelsey Trail acquisition.

On August 1, 2018, as part of the consideration paid for the Builders acquisition, the Company issued 399,530 shares of Daseke common stock valued at $3.4 million. See Note 4 for additional details about the Builders acquisition.

As of December 31, 2019, the Company has approximately 0.7 million shares of common stock reserved for future issuances of stock options and restricted stock units under the Company’s 2017 Omnibus Incentive Plan. See Note 14 for additional details about the Company’s stock-based compensation plan.

Preferred Stock

At the Closing, the Company issued 650,000 shares of Series A Preferred Stock for cash of $65.0 million. Proceeds from the sales were part of the consideration received as part of a recapitalization and reverse acquisition completed in the Business Combination. See Note 3 for additional details about the Business Combination. The par value of Series A Preferred Stock is $0.0001 per share. Additional features of this preferred stock are as follows:

Under the Certificate of Designations, Preferences, Rights and Limitations of the Series A Preferred Stock (the Certificate of Designations), each share of Series A Preferred Stock will be convertible, at the holder’s option at any time, initially into approximately 8.6957 shares of the Company’s common stock (assuming a conversion price of approximately $11.50 per share), subject to specified adjustments as set forth in the Certificate of Designations. If any holder elects to convert its Series A Preferred Stock after the seven-year anniversary of the issue date, if the then-current Conversion Price (as defined in the Certificate of Designations) exceeds the Weighted Average Price (as defined in the Certificate of Designations) for the common stock during any ten consecutive Trading Days (as defined in the Certificate of Designations), at its option by delivery of a Notice of Conversion in accordance with Section 8(b) of the Certificate of Designations no later than five business days following such tenth consecutive Trading Day, to convert any or all of such holder’s shares of Series A Preferred Stock into, at the Company’s sole discretion, either common stock, cash or a combination of common stock and cash; provided, that the Company shall provide such converting holder notice of its election within two Trading Days of receipt of the Notice of Conversion; provided further, that in the event the Company elects to issue common stock for all or a portion of such conversion, the Conversion Rate for such conversion (subject to the limitations set forth in Section 11 of the Certificate of Designations) shall mean the quotient of the Liquidation Preference (as defined in the Certificate of Designations) divided by the average Weighted Average Price for the common stock during the 20 consecutive Trading Days commencing on the Trading Day immediately following the Trading Day on which the Company provided such notice. If the Company does not elect a settlement method prior to the deadline set forth in the Certificate of Designations, the Company shall be deemed to have elected to settle the conversion entirely in common stock. Based on the assumed conversion rate, a total of 5,652,173 shares of Common Stock would be issuable upon conversion of all of the currently outstanding shares of Series A Preferred Stock.

On or after the third anniversary of the initial issuance date but prior to the fifth anniversary of the initial issuance date, the Company will have the right, at its option, to give notice of its election to cause all outstanding shares of the Series A Preferred Stock to be automatically converted into shares of the Company’s common stock at the then-effective conversion rate, if the Weighted Average Price of Company’s common stock equals or exceeds 140% of the then-current conversion price for at least 20 trading days (whether or not consecutive) in a period of 30 consecutive trading days. On or after the fifth anniversary of the initial issuance date but prior to the seventh anniversary of the initial issuance date, the Company will have the right, at its option, to give notice of its election to cause all outstanding shares of the Series A Preferred Stock to be automatically converted into shares of Company’s common stock at the then-effective conversion rate, if the Weighted Average Price of Company’s common stock equals or exceeds 115% of the then-current conversion price for at least 20 trading days (whether or not consecutive) in a period of 30 consecutive trading days. On or after the seventh anniversary of the initial issuance date, the Company will have the right, at its option, to give notice of its election to cause all outstanding shares of the Series A Preferred Stock to be automatically converted into shares of Company’s common stock at the then-effective conversion rate, if the Weighted Average Price of Company’s common stock equals or exceeds the then-current conversion price for at least 10 consecutive trading days. If the Company undergoes certain fundamental changes (as more fully described in the Certificate of Designations but including, among other things, certain change-in-control transactions, recapitalizations, asset sales and liquidation events), each outstanding share of Series A Preferred Stock may, within 15 days following the effective date of such fundamental change and at the election of the holder, be converted into Company’s common stock at a conversion rate (subject to certain adjustments) equal to (i) the greater of (A) the sum of the conversion rate on the effective date of such fundamental change plus the additional shares received by holders of Series A Preferred Stock following such fundamental change (as set forth in the Certificate of Designations) and (B) the quotient of (x) $100.00, divided by (y) the greater of (1) the applicable holder stock price and (2) 66 2/3% of the closing sale price of the Company’s common stock on the issue date plus (ii) the number of shares of Company’s common stock that would be issued if any and all accumulated and unpaid dividends were paid in shares of Company’s common stock.

The Series A Preferred Stock contains limitations that prevent the holders thereof from acquiring shares of the Company’s common stock upon conversion that would result in (i) the number of shares beneficially owned by such holder and its affiliates exceeding 9.99% of the total number of shares of the Company’s common stock then outstanding or (ii) the Series A Preferred Stock being converted into more than 19.99% of the shares of the Company’s common stock outstanding on the initial issue date of the Series A Preferred Stock (subject to appropriate adjustment in the event of a stock split, stock dividend, combination or other similar recapitalization) without, in the latter instance, stockholder approval of such issuance.

Additional features of the Series A Preferred Stock are as follows:

a.

Liquidation – In the event of liquidation, holders of Series A Preferred Stock have preferential rights to liquidation payments over holders of common stock. Holders of Series A Preferred Stock shall be paid out of the assets of the Company at an amount equal to $100 per share plus all accumulated and unpaid dividends.

b.

Dividends – Dividends on the Series A Preferred Stock are cumulative at the Dividend Rate. The “Dividend Rate” is the rate per annum of 7.625% per share of Series A Preferred Stock on the liquidation preference ($100 per share). Dividends are payable quarterly in arrears in cash or, at the Company’s election and subject to the receipt of the necessary shareholder approval (to the extent necessary), in shares of the Company’s common stock. The Company’s board of directors declared quarterly dividends on the Series A Preferred Stock of $0.68 per share on April 24, 2017, and $1.91 per share on July 18, 2017, which were both then paid on July 28, 2017. On October 17, 2017 the Company’s board of directors declared a quarterly dividend of $1.91 per share, which was paid on October 20, 2017. On November 19, 2017 the Company’s board of directors declared a quarterly dividend of $1.91 per share, which was paid on December 15, 2017. There were no accrued dividends as of December 31, 2017. On February 27, 2018 the Company’s board of directors declared a quarterly dividend of $1.91 per share, which was paid on March 15, 2018. On May 22, 2018, the Company’s board of directors declared a second quarterly dividend of $1.91 per share, which was paid on June 20, 2018. On August 21, 2018, the Company’s board of directors declared a third quarterly dividend of $1.91 per share, which was paid on September 14, 2018. On November 27, 2018, the Company’s board of directors declared a fourth quarterly dividend of $1.91 per share, which was paid on December 15, 2018. On February 27, 2019 the Company’s board of directors declared a quarterly dividend of $1.91 per share, which was paid on March 15, 2019. On May 21, 2019, the Company’s board of directors declared a second quarterly dividend of $1.91 per share, which was paid on June 15, 2019. On August 20, 2019 the Company’s board of directors declared a third quarterly dividend of $1.91 per share, which was paid on September 15, 2019. On November 14, 2019, the Company’s board of directors declared a fourth quarterly dividend of $1.91 per share, which was paid on December 15, 2019. There were no accrued dividends as of December 31, 2019.

c.

Voting rights – Except as required by Delaware law, holders of the Series A Preferred Stock will have no voting rights except with respect to the approval of any material and adverse amendment to the Company’s certificate of incorporation, and certain significant holders of Series A Preferred Stock may have approval rights with respect to certain key economic terms of the Series A Preferred Stock, as set forth in the Certificate of Designations.

On February 27, 2017, dividends declared on 64,500 shares of Series B Preferred Stock outstanding on December 31, 2016, as of October 13, 2016 and February 21, 2017 of $18.75 and $12.50 per share, respectively, were paid.

In February 2017, in connection with, and immediately prior to, the Closing, 64,500 shares of issued and outstanding Series B Preferred Stock were converted into 9,301,150 shares of Private Daseke’s common stock. Private Daseke’s board of directors had declared a quarterly dividend on the Series B Preferred Stock of $12.50 per share on February 21, 2017, which was paid on February 27, 2017.

Warrants

At December 31, 2019, there were a total of 35,040,658 warrants outstanding to purchase 17,520,329 shares of the Company’s common stock.

Hennessy has issued warrants to purchase its common stock which were originally issued as part of units in the IPO (the Public Warrants). There are 19,959,902 Public Warrants outstanding. Hennessy has also issued 15,080,756 warrants (the Private Placement Warrants) to Sponsor in a private placement that closed simultaneously with the consummation of the IPO.

Each warrant entitles the registered holder to purchase one-half of one share of the Company’s common stock at a price of $5.75 per one-half of one share ($11.50 per whole share), subject to adjustment. The warrants may be exercised only for a whole number of shares of the Company’s common stock. No fractional shares will be issued upon exercise of the warrants. The warrants will expire on February 27, 2022, five years after the completion of the Business Combination, or earlier upon redemption or liquidation. The Warrants are listed on the NASDAQ market under the symbol DSKEW.

The Company may call the Public Warrants for redemption at a price of $0.01 per warrant if, and only if, the reported last sale price of the Company’s common stock equals or exceeds $24.00 per share for any 20 trading days within a 30-trading day period ending on the third trading day prior to the date the Company sends the notice of redemption to the Public Warrant holders.

STOCK-BASED COMPENSATION

12 Months Ended

Dec. 31, 2019

STOCK-BASED COMPENSATION

STOCK-BASED COMPENSATION

NOTE 14 – STOCK-BASED COMPENSATION

Under the 2017 Omnibus Incentive Plan (the Incentive Plan), the Company may grant awards of stock options, stock appreciation rights, restricted stock, restricted stock units, other stock-based awards and performance awards. Under the Incentive Plan, the Company is authorized to issue up to 4.5 million shares of common stock. All awards granted were authorized under the Plan. These awards generally vest annually on a pro-rata basis over a five-year period on the anniversary of each grant date. The Company also grants awards to its directors under the Incentive Plan. The awards granted to directors vest ratably over periods of one, two or five years annually on the anniversary of each grant date.

All stock-based compensation cost is measured at the grant date, based on the estimated fair value of the award, and is recognized on a straight-line basis as expense over the employees’ requisite service period. Forfeitures are recorded as a cumulative adjustment to stock-based compensation expense in the period forfeitures occur. Aggregate stock-based compensation charges, net of forfeitures, were $3.8 million, $3.6 million and $1.9 million for the years ended December 31, 2019, 2018 and 2017, respectively. These expenses are included as a component of salaries, wages and employee benefits on the accompanying consolidated statements of operations and comprehensive income (loss). As of December 31, 2019, there was $4.1 million and $5.0 million of unrecognized stock-based compensation expense related to stock options and restricted stock units, respectively. This expense will be recognized over the weighted average periods of 2.8 years for stock options and 2.4 years for restricted stock units.

Stock Options

The following table summarizes stock option grants under the Plan:


Grantee Type	# of Options Granted	Issued and Outstanding	Vesting Period	Weighted Average Exercise Price		Weighted Average Grant Date Fair Value (Per Option)

Director Group	150,000	100,000	5 years	$	9.98	$	4.36
Employee Group	2,632,730	2,208,924	3-5 years	$	8.56	$	3.70
Total		2,308,924

The Company’s calculations of the fair value of stock options granted during the years ended December 31, 2019, 2018 and 2017 were made using the Black-Scholes option-pricing model. The fair value of the Company’s stock option grants were estimated utilizing the following assumptions for the years ended December 31, 2019, 2018 and 2017:


	2019	2018	2017
Weighted average expected life	6.3 years	6.5 years	6.5 years
Risk-free interest rates	1.45% to 2.58%	2.28% to 3.00%	1.95% to 2.23%
Expected volatility	32.5% to 37.9%	36.7% to 39.9%	40.1% to 40.6%
Expected dividend yield	0.00%	0.00%	0.00%

Since the Company does not have a sufficient history of exercise behavior, expected term is calculated using the assumption that the options will be exercised ratably from the date of vesting to the end of the contractual term for each vesting tranche of awards. Risk-free interest rate is based on the U.S. Treasury yield curve for the period of the expected term of the stock option. Expected volatility is calculated using an index of publicly traded peer companies.

Stock Options

A summary of option activity under the Incentive Plan as of December 31, 2019 and changes during the year ended are as follows:


	Shares	Weighted Average Exercise Price		Weighted Average Remaining Contractual Terms (Years)	Aggregate Intrinsic Value (in millions)

Outstanding as of January 1, 2018	1,655,995	$	10.36	9.3	$	6.5
Granted	491,095		9.81
Exercised	(5,000)		9.98
Forfeited or expired	(75,561)		10.46
Outstanding as of December 31, 2018	2,066,529		10.23	8.5		—
Granted	631,136		3.20
Forfeited or expired	(388,741)		9.73
Outstanding as of December 31, 2019	2,308,924	$	8.39	8.0	$	0.2

Exercisable as of December 31, 2018	323,737	$	10.39	8.3	$	—
Vested and expected to vest as of December 31, 2018	2,066,529		10.23	8.5		—
Exercisable as of December 31, 2019	648,331		10.35	7.4		—
Vested and expected to vest as of December 31, 2019	2,308,924	$	8.39	8.0	$	0.2

The stock options’ maximum contract term is ten years. The total weighted average fair value of options granted during the years ended December 31, 2019 and 2018 was $0.8 million and $2.1 million, respectively.

Restricted Stock Units

Restricted stock units are nontransferable until vested and the holders are entitled to receive dividends with respect to the non-vested units. Prior to vesting, the grantees of restricted stock units are not entitled to vote the shares. Restricted stock unit awards vest in equal annual increments over the vesting period.

The following table summarizes restricted stock unit grants under the Incentive Plan:


Grantee Type	# of Restricted Stock Units Granted	Issued and Outstanding	Vesting Period	Weighted Average Grant Date Fair Value (Per Unit)

Director Group	785,498	730,838	1-2 years	$	2.75
Employee Group	1,568,655	450,044	5 years	$	10.59
Total		1,180,882

A summary of restricted stock unit awards activity under the Incentive Plan as of December 31, 2019 and changes during the year ended are as follows:


	Units	Weighted Average Grant Date Fair Value (Per Unit)

Non-vested as of January 1, 2018	763,591	$	9.98
Granted	592,015		11.57
Vested	(128,130)		9.86
Forfeited	(386,115)		11.43
Non-vested as of December 31, 2018	841,361		10.44
Granted	753,986		2.45
Vested	(187,956)		10.35
Forfeited	(226,509)		10.16
Non-vested as of December 31, 2019	1,180,882	$	5.44

DEFINED CONTRIBUTION PLAN	12 Months Ended
DEFINED CONTRIBUTION PLAN	Dec. 31, 2019
DEFINED CONTRIBUTION PLAN
DEFINED CONTRIBUTION PLAN	NOTE 15 – DEFINED CONTRIBUTION PLAN On January 1, 2015, the Company established the Daseke, Inc. 401(k) Retirement Plan (the Retirement Plan). The Retirement Plan is a defined contribution plan and intended to qualify under the Internal Revenue Code provisions of Section 401(k). Under the safe harbor matching requirements, the Company had expenses of approximately $5.7 million, $3.7 million and $2.4 million for the years ended December 31, 2019, 2018 and 2017, respectively. The Company sponsored defined contribution profit-sharing plans, including 401(k) provisions for substantially all employees of acquired companies whose plans were merged into the Retirement Plan effective January 1, 2019. Matching contributions for 401(k) defined contribution plans not yet merged into the Retirement Plan totaled approximately $0.4 million and $0.2 million for the years ended December 31, 2018 and 2017, respectively.

COMMITMENTS AND CONTINGENCIES	12 Months Ended
COMMITMENTS AND CONTINGENCIES	Dec. 31, 2019
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES	NOTE 16 – COMMITMENTS AND CONTINGENCIES Letters of Credit The Company had outstanding letters of credit at December 31, 2019 totaling approximately $15.9 million, including those disclosed in Note 10. These letters of credit are related to liability and workers compensation insurance claims. Contingencies The Company is involved in certain claims and pending litigation arising in the normal course of business. These proceedings primarily involve claims for personal injury or property damage incurred in the transportation of freight or for personnel matters. The Company maintains liability insurance to cover liabilities arising from these matters but is responsible to pay self-insurance and deductibles on such matters up to a certain threshold before the insurance is applied.

REPORTABLE SEGMENTS

12 Months Ended

Dec. 31, 2019

REPORTABLE SEGMENTS

REPORTABLE SEGMENTS

NOTE 17 – REPORTABLE SEGMENTS

The Company evaluates the performance of the segments primarily based on their respective revenues and operating income. Accordingly, interest expense and other non-operating items are not reported in segment results. In addition, the Company has disclosed a corporate segment, which is not an operating segment and includes acquisition transaction expenses, corporate salaries, interest expense and other corporate administrative expenses and intersegment eliminations.

The Company’s operating segments also provide transportation and related services for one another. Such services are generally billed at cost, and no profit is earned. Such intersegment revenues and expenses are eliminated in the Company’s consolidated results. Intersegment revenues and expenses totaled $9.5 million, $5.1 million and $3.0 million for the Flatbed Solutions segment for the years ended December 31, 2019, 2018 and 2017, respectively. Intersegment revenues and expenses totaled $11.5 million, $8.9 million and $3.9 million for the Specialized Solutions segment for the years ended December 31, 2019, 2018 and 2017, respectively.

The following table reflects certain financial data of the Company’s reportable segments for the years ended December 31, 2019, 2018 and 2017 (in millions):


	Flatbed		Specialized
	Solutions		Solutions		Corporate/		Consolidated
	Segment		Segment		Eliminations		Totals
Year Ended December 31, 2019
Total revenue	$	663.0	$	1,095.7	$	(21.7)	$	1,737.0
Company freight		215.3		603.2		(13.9)		804.6
Owner operator freight		275.7		185.5		(5.9)		455.3
Brokerage		93.9		200.8		—		294.7
Logistics		2.8		44.8		(0.1)		47.5
Fuel surcharge		75.3		61.4		(1.8)		134.9
Operating income (loss)		(94.4)		(158.7)		(59.0)		(312.1)
Depreciation		46.5		85.0		0.7		132.2
Amortization of intangible assets		5.3		9.0		—		14.3
Impairment		116.7		196.1		—		312.8
Restructuring		1.7		3.9		2.8		8.4
Non-cash operating lease expense		10.6		16.2		0.4		27.2
Interest expense		10.7		12.9		26.8		50.4
Income (loss) before income tax		(126.1)		(203.6)		(32.3)		(362.0)
Total assets		348.1		683.1		109.4		1,140.6
Capital expenditures		38.3		54.8		1.6		94.7
Year Ended December 31, 2018
Total revenue	$	662.0	$	965.1	$	(14.0)	$	1,613.1
Company freight		206.2		524.3		(8.8)		721.7
Owner operator freight		271.5		171.8		(2.8)		440.5
Brokerage		104.2		163.1		(0.9)		266.4
Logistics		3.0		39.9		(0.1)		42.8
Fuel surcharge		77.1		66.0		(1.4)		141.7
Operating income (loss)		32.9		23.1		(34.1)		21.9
Depreciation		29.9		84.3		0.2		114.4
Amortization of intangible assets		6.2		10.5		—		16.7
Interest expense		8.6		11.3		25.6		45.5
Income (loss) before income tax		13.8		(7.1)		(27.8)		(21.1)
Total assets		464.8		884.2		41.9		1,390.9
Capital expenditures		38.2		116.0		2.1		156.3
Year Ended December 31, 2017
Total revenue	$	354.1	$	499.1	$	(6.9)	$	846.3
Company freight		181.8		284.3		(5.3)		460.8
Owner operator freight		94.8		78.0		(0.8)		172.0
Brokerage		40.9		80.2		(0.2)		120.9
Logistics		0.2		21.9		—		22.1
Fuel surcharge		36.4		34.7		(0.6)		70.5
Operating income (loss)		18.5		15.3		(26.8)		7.0
Depreciation		27.4		42.6		0.2		70.2
Amortization of intangible assets		1.8		4.9		—		6.7
Interest expense		7.1		8.4		14.0		29.5
Loss before income tax		(0.8)		(6.3)		(18.2)		(25.3)
Total assets		379.5		675.8		70.4		1,125.7
Capital expenditures		8.4		32.7		0.6		41.7

EARNINGS PER SHARE

12 Months Ended

Dec. 31, 2019

EARNINGS PER SHARE

EARNINGS PER SHARE

NOTE 18 – EARNINGS PER SHARE

Basic earnings per common share is calculated by dividing net income available to common stockholders by the weighted average number of shares of common stock outstanding during the period. Diluted earnings per share reflect the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted into common stock or resulted in the issuance of common stock that then shared in the Company’s earnings.

For the years ended December 31, 2019, 2018 and 2017 shares of the Company’s 7.625% Series A Convertible Cumulative Preferred Stock (Series A Preferred Stock) were not included in the computation of diluted earnings per share as their effects were anti-dilutive.

The following table reconciles basic weighted average common stock outstanding to diluted weighted average common stock outstanding:


	Year Ended December 31,
(In millions except per share data)	2019		2018		2017
Numerator
Net income (loss)	$	(307.4)	$	(5.2)	$	27.0
Preferred stock dividends		(5.0)		(4.9)		(5.0)
Net income (loss) available to common stockholders	$	(312.4)	$	(10.1)	$	22.0

Denominator
Basic weighted average common shares outstanding		64,303,438		61,654,820		37,592,549
Effect of dilutive securities:
Equivalent shares issuable upon achievement of Merger Agreement earn-out provision		—		—		1,250,000
Equivalent shares issuable upon exercises of stock options		—		—		254,312
Equivalent shares of restricted stock units		—		—		496,840
Denominator for diluted earnings per share - adjusted weighted average shares and assumed conversions		64,303,438		61,654,820		39,593,701

Basic earnings (loss) per common share	$	(4.86)	$	(0.16)	$	0.59

Diluted earnings (loss) per common share	$	(4.86)	$	(0.16)	$	0.56

QUARTERLY RESULTS (UNAUDITED)

12 Months Ended

Dec. 31, 2019

QUARTERLY RESULTS (UNAUDITED)

QUARTERLY RESULTS (UNAUDITED)

NOTE 19 – QUARTERLY RESULTS (UNAUDITED)

The following tables set forth certain unaudited consolidated quarterly financial data for each of the last eight quarters during our fiscal years ended December 31, 2019 and 2018. We have derived the information from unaudited Consolidated Financial Statements that, in the opinion of management, reflect all adjustments (consisting only of normal recurring adjustments, except as noted) necessary for a fair presentation of such quarterly information. The third and fourth quarters of 2019 include impairment charges of $306.8 million and $6.0 million, respectively, and $6.9 million and $1.5 million, respectively, of integration and restructuring expenses related to the implementation of Project Synchronize, BIP, and Project Pivot. The second quarter of 2018 includes an impairment charge of $2.8 million related to the trade names category of intangible assets and a $14.0 million deferred tax benefit to recognize deferred tax liabilities for valuations of intangible assets related to the December 2017 acquisitions, remeasured at the TCJA rate. The fourth quarter of 2018 includes an impairment charge of $11.1 million related to one reporting unit’s carrying value exceeding its estimated fair value. The operating results for any quarter are not necessarily indicative of the results to be expected for any future period.


	2019 Quarter Ended
	Mar. 31		June. 30		Sep. 30		Dec. 31
	(In millions, except per share data)
Revenue:
Company freight	$	206.2	$	206.9	$	205.2	$	186.3
Owner operator freight		111.0		121.7		118.3		104.3
Brokerage		71.4		72.8		78.6		71.9
Logistics		12.4		13.1		13.5		8.5
Fuel surcharge		32.0		36.1		34.8		32.0
Total revenue		433.0		450.6		450.4		403.0
Operating expenses:
Salaries, wages and employee benefits		119.1		124.3		127.7		112.1
Fuel		35.0		36.2		34.1		33.2
Operations and maintenance		54.8		53.1		56.8		48.4
Communications		1.0		1.2		1.0		1.2
Purchased freight		146.6		156.4		155.5		139.2
Administrative expense		16.1		17.2		21.4		20.8
Sales and marketing		1.2		1.3		1.3		1.3
Taxes and licenses		4.9		5.0		4.8		4.5
Insurance and claims		12.5		12.2		13.4		11.8
Acquisition transaction expenses		—		—		—		—
Depreciation and amortization		41.5		39.7		38.3		27.0
Gain on disposition of equipment		(0.4)		(0.7)		(1.0)		(3.1)
Impairment		—		—		306.8		6.0
Restructuring charges		—		—		6.9		1.5
Total operating expenses		432.3		445.9		767.0		403.9
Total other expense		11.9		11.8		14.5		11.7
Benefit for income taxes		(1.9)		(0.7)		(57.8)		5.8
Net loss		(9.3)		(6.4)		(273.3)		(18.4)
Less dividends to preferred stockholders		(1.2)		(1.3)		(1.2)		(1.3)
Net loss attributable to common stockholders	$	(10.5)	$	(7.7)	$	(274.5)	$	(19.7)
Net loss per common share - Basic	$	(0.16)	$	(0.12)	$	(4.25)	$	(0.31)
Net loss per common share - Diluted	$	(0.16)	$	(0.12)	$	(4.25)	$	(0.31)


	2018 Quarter Ended
	Mar. 31		June. 30		Sep. 30		Dec. 31
	(In millions, except per share data)
Revenue:
Company freight	$	144.6	$	160.0	$	206.9	$	210.2
Owner operator freight		95.5		112.6		122.6		109.8
Brokerage		46.1		60.1		82.2		78.0
Logistics		10.7		8.9		11.6		11.6
Fuel surcharge		30.7		35.3		38.3		37.4
Total revenue		327.6		376.9		461.6		447.0
Operating expenses:
Salaries, wages and employee benefits		82.3		90.7		114.8		119.6
Fuel		33.4		31.3		38.9		37.5
Operations and maintenance		34.6		40.4		51.5		55.0
Communications		0.7		0.8		0.9		0.9
Purchased freight		117.7		141.6		170.6		158.7
Administrative expense		12.2		13.1		16.1		17.1
Sales and marketing		0.6		0.8		1.0		1.0
Taxes and licenses		3.7		3.9		4.7		4.9
Insurance and claims		9.2		10.4		12.7		13.5
Acquisition transaction expenses		0.4		1.4		0.6		0.2
Depreciation and amortization		25.2		31.7		36.8		37.4
Gain on disposition of equipment		(0.1)		(0.5)		(0.9)		(1.7)
Impairment		—		2.8		—		11.1
Total operating expenses		319.9		368.4		447.7		455.2
Total other expense		8.9		9.5		11.0		13.6
Provision (benefit) for income taxes		(0.4)		(14.5)		0.7		(1.7)
Net income (loss)		(0.8)		13.5		2.2		(20.1)
Less dividends to preferred stockholders		(1.2)		(1.3)		(1.2)		(1.2)
Net income (loss) available to common stockholders	$	(2.0)	$	12.2	$	1.0	$	(21.3)
Net income (loss) per common share - Basic	$	(0.04)	$	0.20	$	0.01	$	(0.33)
Net income (loss) per common share - Diluted	$	(0.04)	$	0.20	$	0.01	$	(0.33)

SUBSEQUENT EVENTS	12 Months Ended
SUBSEQUENT EVENTS	Dec. 31, 2019
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS	NOTE 20 – SUBSEQUENT EVENTS On March 10, 2020, the Company announced a plan to integrate three operating segments with three other operating segments (Phase II of Project Synchronize or the Plan), which will reduce the number of operating segments from 13 to 10. The Plan is being implemented to streamline and reduce the Company’s cost structure, improve asset utilization and capitalize on operational synergies. The Company is in the process of determining the estimated impact of Phase II on the financial statements.

NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)

12 Months Ended

Dec. 31, 2019

NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Nature of Operations

The registrant was originally formed in April 2015 as a special purpose acquisition company (SPAC) under the name Hennessy Capital Acquisition Corp. II (Hennessy). As a SPAC, Hennessy had no operations and its purpose was to go public with the intention of merging with or acquiring an operating company with the proceeds of the SPAC’s initial public offering (the IPO).

On February 27, 2017, Hennessy consummated the Business Combination (as defined and described in Note 3) with Daseke, Inc. Upon consummation of the Business Combination, Daseke, Inc. changed its name to Daseke Companies, Inc. and Hennessy changed its name to Daseke, Inc.

Daseke is engaged in full service open-deck trucking that specializes primarily in flatbed truckload and heavy haul transportation of specialized items throughout the United States, Canada and Mexico. The Company also provides logistical planning and warehousing services to customers. The Company is subject to regulation by the Department of Transportation, the Department of Defense, the Department of Energy, and various state regulatory authorities in the United States. The Company is also subject to regulation by the Ministries of Transportation and Communications and various provincial regulatory authorities in Canada.

Unless expressly stated otherwise, references to the Company or Daseke refers to Daseke, Inc. and its wholly owned subsidiaries, Hennessy refers to the registrant prior to the closing of the Business Combination, and Private Daseke refers to Daseke, Inc. and its subsidiaries prior to the closing of the Business Combination.

Principles of Consolidation

The consolidated financial statements include the accounts of Daseke, Inc. and its wholly owned subsidiaries. All significant intercompany balances and transactions have been eliminated in consolidation.

Use of Estimates

The preparation of the consolidated financial statements in accordance with accounting principles generally accepted in the United States of America (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 consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

Accounts Receivable

The Company grants credit to its customers for substantially all of its sales. Accounts receivable are carried at original invoice amount less an estimate for doubtful accounts. The Company establishes an allowance for doubtful accounts based on a periodic review of its outstanding receivables and consideration of historical experience. Accounts receivable are written off when deemed uncollectible and recoveries of trade accounts receivable previously written off are recorded as income when received. Accounts receivable are unsecured and the Company does not charge interest on outstanding receivables.

Changes in the allowance for doubtful accounts is as follows (in millions):


	Year Ended December 31,
	2019		2018
Beginning balance	$	1.2	$	0.2
Provision, charged to expense		3.7		1.1
Write-off, less recoveries		(1.4)		(0.1)
Ending balance	$	3.5	$	1.2

Cash and Cash Equivalents

Cash equivalents are defined as short-term investments that have an original maturity of three months or less at the date of purchase and are readily convertible into cash. The Company maintains cash in several banks and, at times, the balances may exceed federally insured limits. The Company does not believe it is exposed to any material credit risk on cash. The Company has a money market account as of December 31, 2019 and 2018.

Parts Supplies

Parts supplies consists of parts, replacement tires, and miscellaneous supplies and are valued at the lower of cost or market with cost determined principally on the first-in, first out method. Tires on new revenue equipment are capitalized as a component of the related equipment cost when the tractor or trailer is placed in service. Replacement tires are expensed when placed on the tractor or trailer.

Property and Equipment

Property and equipment are stated at cost less accumulated depreciation, and are depreciated to estimated salvage value using the straight-line method over the estimated useful lives of the related assets as follows:


Buildings and building improvements		10 – 40 years
Leasehold improvements		5 – 20 years
Revenue equipment – tractors, trailers and accessories		5 – 15 years
Vehicles		5 – 7 years
Furniture and fixtures		5 – 7 years
Office, computer equipment and capitalized software development		3 – 5 years

Long-lived assets are reviewed for impairment at the asset group level whenever events or changes in circumstances indicate that the carrying value may not be recoverable. If the sum of the expected future undiscounted cash flow is less than the carrying amount of the asset, an impairment is indicated. A loss is then recognized for the difference, if any, between the fair value of the asset (as estimated by management using its best judgment) and the carrying value of the asset. If actual market value is less favorable than that estimated by management, additional write-downs may be required. During 2019, the Company recognized impairments of $97.6 million related to property and equipment within certain asset groups, which are more fully described in Note 7.

Goodwill and Intangible Assets

Goodwill and other intangible assets result from business acquisitions. The Company accounts for business acquisitions by assigning the purchase price to tangible and intangible assets and liabilities. Assets acquired and liabilities assumed are recorded at their fair values and the excess of the purchase price over amounts assigned is recorded as goodwill.

Goodwill is tested for impairment at least annually (or more frequently if impairment indicators arise) for each reporting unit by applying either a qualitative or quantitative analysis in accordance with the authoritative accounting guidance on goodwill. The Company first assesses qualitative factors to evaluate whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount as the basis for determining whether it is necessary to perform a quantitative goodwill impairment test. The Company may bypass the qualitative assessment for any reporting unit in any period and proceed directly with the quantitative analysis. The quantitative analysis compares the fair value of the reporting unit with its carrying amount. The Company estimates the fair value of a reporting unit using a combination of discounted expected future cash flows (income approach) and guideline public companies method (market approach). The Company’s annual assessment is conducted as of October 1 of each year. Prior to 2017, the annual assessment was conducted as of November 1, but was changed during 2017 to better align with the Company’s reporting periods. The change in testing date does not delay, accelerate or avoid an impairment charge. The Company determined that it is impractical to objectively determine projected cash flows and related valuation estimates that would have been used as of October 1 for periods prior to October 1, 2017 without the use of hindsight. As such, the Company prospectively applied the change in the annual goodwill impairment assessment date beginning October 1, 2017.

Other intangible assets recorded consist of indefinite lived trade names and definite lived non-competition agreements and customer relationships. These intangible assets are stated at estimated fair value at the time of acquisition less accumulated amortization. Amortization is recorded using the straight-line method over the following estimated useful lives:


Customer relationships		10 – 15 years
Non-competition agreements		2 – 5 years

The Company evaluates its definite lived intangible assets for impairment when current facts or circumstances indicate that the carrying value of the assets to be held and used may not be recoverable. Indefinite-lived intangible assets are tested for impairment annually applying a fair value based analysis in accordance with the authoritative accounting guidance for such assets.

Revenue and Expense Recognition

The Company’s revenue and related costs are recognized when the Company satisfies its performance obligation(s) transferring goods or services to the customer and the customer obtains control. With respect to freight, brokerage, logistics and fuel surcharge revenue, these conditions are met, and the Company recognizes freight, brokerage and fuel surcharge revenue, over time, and logistics revenue, as the services are provided. While there may be master service agreements with Company customers, a contract is not established until the customer specifically requests the Company’s services and the Company accepts.

The Company evaluates each contract for distinct performance obligations. In the Company’s business, a typical performance obligation is the transportation of a load including any highly interrelated ancillary services.

The Company predominantly estimates the standalone selling price of its services based upon observable evidence, market conditions and other relevant inputs. The Company allocates the total transaction price to each distinct performance obligation based upon the relative standalone selling prices.

The Company’s customers simultaneously receive and consume the benefits of the Company’s contracts; therefore revenue is recognized over time. This is a faithful depiction of the satisfaction of the performance obligation, as the customer does not need to re-perform the transportation services the Company has provided to date.

Generally, the Company’s customers are billed upon delivery of the freight or monthly and remit payment according to the approved payment terms.

Freight Revenue

Freight revenue is generated by hauling customer freight using company owned equipment (company freight) and owner-operator equipment (owner-operator freight). Freight revenue is the product of the number of revenue-generating miles driven and the rate per mile received from customers plus accessorial charges, such as loading and unloading freight, cargo protection, fees for detained equipment or fees for route planning and supervision.

Brokerage Revenue

The Company regularly engages third-party capacity providers to haul loads. The Company is primarily responsible for fulfilling the promise to provide load transportation services, and has discretion in setting prices, along with the risk to fulfill the contract to the customer. Based upon this evaluation, the Company has determined that it is the principal and therefore, records gross revenues and expenses for brokerage services.

Logistics Revenue

Logistics revenue is generated from a range of services, including value-added warehousing, loading and unloading, vehicle maintenance and repair, preparation and packaging, fuel management, and other fleet management solutions. The Company recognizes logistics revenue as services are completed.

Fuel Surcharge

Fuel surcharge revenue compensates the Company for fuel costs above a certain cost per gallon base. Generally, the Company receives fuel surcharges from customers on loaded miles. Typically fuel surcharge does not apply to empty miles, idle time or out of route miles.

The Company has designated the following preference and practical expedients:

·

To not disclose remaining performance obligations when the expected performance obligation duration is one year or less. The vast majority of the Company’s services transfer control within a month of the inception of the contract with select specialized loads taking several months to allow for increased planning and permitting.

·

Recognize the incremental costs of obtaining or fulfilling a contract as an expense when incurred, as the amortization period of a potential asset would be recognized in one year or less.

·

Exclude taxes collected on behalf of government authorities from the Company’s measurement of transaction prices. Tax amounts are not included within net income or cost of sales.

Advertising

Advertising costs are expensed as incurred and were insignificant for the years ended December 31, 2019, 2018 and 2017.

Sales Taxes

Taxes collected from customers and remitted to governmental authorities are presented in revenues in the consolidated statements of operations and comprehensive income (loss) on a net basis.

Income Taxes

Income taxes are accounted for using an asset and liability approach that requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of temporary differences between the consolidated financial statement and tax basis of assets and liabilities at the applicable enacted tax rates.

The Company recognizes the tax benefit from uncertain tax positions only if it is more likely than not that the tax positions will be sustained on examination by the tax authorities, based on the technical merits of the position. The tax benefit is measured based on the largest benefit that has a greater than 50% likelihood of being realized upon ultimate settlement. The Company recognizes interest and penalties related to income tax matters in income tax expense within the statements of operations and comprehensive income (loss). The Company had no uncertain tax positions as of December 31, 2019 and 2018. The Company is no longer subject to United States federal income tax examinations by tax authorities for years before 2016. The Company is no longer subject to state income tax examinations by tax authorities for years before 2015.

Concentrations of Credit Risk

Financial instruments that potentially subject the Company to credit risk include accounts receivable. One customer represented 10.2% of trade accounts receivable as of December 31, 2019 and no customer represented greater than 7% of trade accounts receivable as of December 31, 2018. No customer represented 10% or more of total revenue for the years ended December 31, 2019, 2018 and 2017.

Deferred Financing Fees

In conjunction with obtaining long-term debt, the Company incurs financing costs which are being amortized using the straight line method, which approximates the effective interest rate method, over the terms of the obligations. As of December 31, 2019 and 2018, the balance of deferred finance charges was $11.4 million and $16.2. million, respectively, which is included as a reduction of long-term debt, net of current portion in the consolidated balance sheets. Amortization expense for the years ended December 31, 2019, 2018 and 2017 totaled $3.5 million, $2.9 million and $1.8 million, respectively, which is included in interest expense. During 2019, the Company expensed $2.3 million to write-off certain deferred financing fees due to unsuccessful efforts to restructure the debt facilities. In February 2017, in conjunction with new term loan financing, as amended, discussed in Note 10, the Company incurred deferred financing costs of $14.2 million and an additional $4.8 million in November 2017 related to the tack-on loan. Unamortized deferred financing fees totaling $3.9 million were expensed as a result of the new term loan financing.

Fair Value Measurements

The Company follows the accounting guidance for fair value measurements of financial assets and financial liabilities and for fair value measurements of nonfinancial items that are recognized or disclosed at fair value in the financial statements on a recurring basis. Fair value guidance defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. It also establishes a framework for measuring fair value and expands disclosures about fair value measurements. The three levels of the fair value framework are as follows:

Level 1 – Quoted market prices in active markets for identical assets or liabilities.

Level 2 – Observable market-based inputs or unobservable inputs that are corroborated by market data.

Level 3 – Unobservable inputs reflecting the reporting entity’s own assumptions or external inputs from inactive markets.

A financial asset or liability’s classification within the framework is determined based on the lowest level of input that is significant to the fair value measurement.

The fair value of the Company’s interest rate swaps was determined using cash flow computer models with unobservable inputs, therefore the liability for interest rate swaps was classified within Level 3 of the fair value framework. In conjunction with the Business Combination discussed in Note 3, the Company’s lone interest rate swap was terminated. The table below is a summary of the changes in the fair value of this liability for the year ended December 31, 2017 (in millions):


	2017
Balance, beginning of year	$	(0.1)
Change in fair value		0.1
Balance, end of year	$	—

The Company may be required, on a non-recurring basis, to adjust the carrying value of the Company’s property and equipment, intangible assets, goodwill and contingent consideration. When necessary, these valuations are determined by the Company using Level 3 inputs. These assets are subject to fair value adjustments in certain circumstances, such as when there is evidence that impairment may exist.

The Company valued contingent consideration for acquisition related earn-outs (see Note 4 for details) using Level 3 inputs. The table below is a summary of the changes in the fair value of the earn-out liability for the years ended December 31, 2019 and 2018 (in millions):


	2019		2018
Balance, beginning of year	$	21.9	$	0.8
Fair value of earn-out liability for acquisition		—		21.2
Change in fair value		(0.4)		(0.1)
Balance, end of year	$	21.5	$	21.9

Fair Value of Financial Instruments

The Company’s financial instruments consist of cash, accounts receivable, accounts payable and accrued expenses, interest rate swaps, the line of credit and long-term debt. The carrying value of these financial instruments approximates fair value based on the liquidity of these financial instruments, their short-term nature or variable interest rates.

Stock-Based Compensation

Awards of equity instruments issued to employees and directors are accounted for under the fair value method of accounting and recognized in the consolidated statements of operations and comprehensive income (loss). Compensation cost is measured for all stock-based awards at fair value on the date of grant and recognized using the straight-line method over the service period over which the awards are expected to vest.

Fair value of all time-vested options as of the date of grant is estimated using the Black-Scholes option valuation model, which was developed for use in estimating the fair value of traded options that have no vesting restrictions and are fully transferable. Option valuation models require the input of highly subjective assumptions, including the expected stock price volatility. Since the Company does not have a sufficient history of exercise behavior, expected term is calculated using the assumption that the options will be exercised ratably from the date of vesting to the end of the contractual term for each vesting tranche of awards. The risk-free interest rate is based on the United States Treasury yield curve for the period of the expected term of the stock option. Expected volatility is calculated using an index of publicly traded peer companies.

Fair values of nonvested stock awards (restricted stock units) are equal to the market value of the common stock on the date of the award with compensation costs amortized over the vesting period of the award.

Accrued Insurance and Claims

The Company uses a combination of purchased insurance, self-insurance, and captive group programs. The insurance provides for the cost of vehicle liability, cargo loss, damage, general liability, property, workers’ compensation claims and employee medical benefits. Self-insurance accruals relate primarily to vehicle liability, cargo damage, workers’ compensation and employee medical claims.

The measurement and classification of self-insured costs requires the consideration of historical cost experience, demographic and severity factors, and judgments about the current and expected levels of cost per claim and retention levels. These methods provide estimates of the liability associated with claims incurred as of the balance sheet date, including claims not reported. The Company believes these methods are appropriate for measuring these highly judgmental self-insurance accruals. However, the use of any estimation method is sensitive to the assumptions and factors described above, based on the magnitude of claims and the length of time from the date the claim is incurred to ultimate settlement. Accordingly, changes in these assumptions and factors can materially affect actual costs paid to settle the claims and those amounts may be different than estimates.

Segment Reporting

The Company determines its operating segments based on the information utilized by the chief operating decision maker to allocate resources and assess performance. Based on this information, the Company has determined it has 13 operating segments as of December 31, 2019, 16 operating segments as of December 31, 2018 and 15 operating segments as of December 31, 2017 that are aggregated into two reportable segments: Flatbed Solutions, which delivers its services using primarily flatbed transportation equipment to meet the needs of high-volume, time-sensitive shippers, and Specialized Solutions, which delivers transportation and logistics solutions for super heavy haul, high-value customized and over-dimensional loads, many of which require engineering and customized equipment.

Earnings (Loss) Per Share

Basic earnings (loss) per common share is calculated by dividing net income (loss) attributable to common stockholders by the weighted average number of shares of common stock outstanding during the period. Diluted earnings (loss) per share reflect the potential dilution of earnings per share that could occur if securities or other contracts to issue common stock were exercised or converted into common stock or resulted in the issuance of common stock that then shared in the Company’s earnings (loss).

For the years ended December 31, 2019 and 2018, shares of the Company’s 7.625% Series A Convertible Cumulative Preferred Stock (Series A Preferred Stock) and outstanding stock options were not included in the computation of diluted earnings (loss) per share as their effects were anti-dilutive. Additionally, for the years ended December 31, 2019 and 2018, there was no dilutive effect from the Merger Agreement earn-out provision (see Note 3) or the outstanding warrants to purchase shares of the Company’s common stock (the common stock purchase warrants). For the year ended December 31, 2017, shares of Private Daseke’s Series B Convertible Preferred Stock (Series B Preferred Stock) were not included in the computation of diluted loss per share as their effects were anti-dilutive.

Common Stock Purchase Warrants

The Company accounts for the issuance of common stock purchase warrants in connection with equity offerings in accordance with the provisions of the Accounting Standards Codification (ASC) 815, Derivatives and Hedging (ASC 815). The Company classifies as equity any contracts that (i) require physical settlement or net-share settlement or (ii) gives the Company a choice of net-cash settlement or settlement in its own shares (physical settlement or net-share settlement). The Company classifies as assets or liabilities any contracts that (i) require net-cash settlement (including a requirement to net-cash settle the contract if an event occurs and if that event is outside the control of the Company) or (ii) gives the counterparty a choice of net-cash settlement or settlement in shares (physical settlement or net-share settlement). See Note 13 for additional details on the common stock purchase warrants.

The Company assessed the classification of its common stock purchase warrants and determined that such instruments meet the criteria for equity classification at the time of issuance.

Foreign Currency Gains and Losses

The functional currency for all operations except Canada is the U.S. dollar. The local currency is the functional currency for the Company’s operations in Canada. For these operations, assets and liabilities are translated at the rates of exchange on the consolidated balance sheet date, while income and expense items are translated at average rates of exchange during the period. The resulting gains or losses arising from the translation of accounts from the functional currency into U.S. dollars are included as a separate component of stockholders’ equity in accumulated other comprehensive income until a partial or complete liquidation of the Company’s net investment in the foreign operation.

From time to time, the Company’s foreign operations may enter into transactions that are denominated in a currency other than their functional currency. These transactions are initially recorded in the functional currency of the operating company based on the applicable exchange rate in effect on the date of the transaction. Monthly, these transactions are remeasured to an equivalent amount of the functional currency based on the applicable exchange rate in effect on the remeasurement date. Any adjustment required to remeasure a transaction to the equivalent amount of functional currency is recorded in the consolidated statements of operations of the foreign operating company as a component of foreign exchange gain or loss.

Assets Held For Sale

Assets Held for Sale

Through December 31, 2018, assets held for sale were primarily comprised of revenue equipment in the Company’s lease purchase program and recorded as a component of prepaid and other current assets on the consolidated balance sheets. Assets held for sale were not subject to depreciation, and were recorded at the lower of depreciated carrying value or fair market value less selling costs. Assets held for sale as of December 31, 2018, totaled $3.6 million, consisting of $2.7 million for the Flatbed Solutions segment and $0.9 million for the Specialized Solutions.

Following the adoption of Accounting Standards Update (ASU) No. 2016-02, Leases (Topic 842), the revenue equipment in the Company’s lease purchase program no longer meets the criteria for assets held for sale. See Note 2 for additional information on the adoption of ASU No. 2016-02.

Internal-use software

The Company capitalized relevant software implementation costs incurred to develop or obtain internal-use software of approximately $2.8 million and $2.0 million as of December 31, 2019 and 2018, respectively.

NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables)

12 Months Ended

Dec. 31, 2019

Schedule of Changes in the allowance for doubtful accounts

Changes in the allowance for doubtful accounts is as follows (in millions):


	Year Ended December 31,
	2019		2018
Beginning balance	$	1.2	$	0.2
Provision, charged to expense		3.7		1.1
Write-off, less recoveries		(1.4)		(0.1)
Ending balance	$	3.5	$	1.2

Schedule of estimated salvage value using the straight-line method over the estimated useful lives


Buildings and building improvements		10 – 40 years
Leasehold improvements		5 – 20 years
Revenue equipment – tractors, trailers and accessories		5 – 15 years
Vehicles		5 – 7 years
Furniture and fixtures		5 – 7 years
Office, computer equipment and capitalized software development		3 – 5 years

Schedule of Amortization is recorded using the straight-line method


Customer relationships		10 – 15 years
Non-competition agreements		2 – 5 years

Summary of changes in the fair value of the liabilities

The table below is a summary of the changes in the fair value of this liability for the year ended December 31, 2017 (in millions):


	2017
Balance, beginning of year	$	(0.1)
Change in fair value		0.1
Balance, end of year	$	—

Contingent Consideration

Summary of changes in the fair value of the liabilities

The Company valued contingent consideration for acquisition related earn-outs (see Note 4 for details) using Level 3 inputs. The table below is a summary of the changes in the fair value of the earn-out liability for the years ended December 31, 2019 and 2018 (in millions):


	2019		2018
Balance, beginning of year	$	21.9	$	0.8
Fair value of earn-out liability for acquisition		—		21.2
Change in fair value		(0.4)		(0.1)
Balance, end of year	$	21.5	$	21.9

LEASES (Tables)

12 Months Ended

Dec. 31, 2019

Schedule of components of lease expenses

The following table reflects the Company’s components of lease expenses for the year ended December 31, 2019 (in millions):


		Year Ended
	Classification	December 31, 2019
Operating lease cost
Revenue equipment	Operations and maintenance	$	22.2
Real estate	Administrative expense		13.8
Total operating lease cost		$	36.0

Finance lease cost
Amortization of right-of-use assets	Depreciation and amortization	$	5.4
Interest on lease liabilities	Interest expense		0.9
Total finance lease cost		$	6.3

Total lease cost(a)		$	42.3

(a)

Short-term lease expense and variable lease expense are immaterial.

Schedule of components of assets and liabilities for operating and finance leases

The components of assets and liabilities for operating and finance leases are as follows as of December 31, 2019 (in millions):



	Classification	December 31, 2019
Assets
Capitalized operating lease right-of-use assets	Right-of-use assets	$	95.9
Finance lease right-of-use assets	Other long-term assets		25.3
Total lease assets		$	121.2

Liabilities
Capitalized operating lease liabilities:
Current	Other current liabilities	$	27.3
Non-current	Other long-term liabilities		77.8
Total capitalized operating lease liabilities		$	105.1

Finance lease liabilities:
Current	Current portion of long-term debt	$	6.2
Non-current	Long-term debt, net of current portion		19.3
Total finance lease liabilities		$	25.5

Total lease liabilities		$	130.6

Summary of supplemental cash flow related to leases

The following table is a summary of supplemental cash flows related to leases for the year ended December 31, 2019 (in millions):


	Year Ended
	December 31, 2019
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from capitalized operating leases	$	(35.6)
Operating cash flows from finance leases		(0.9)
Financing cash flows from finance leases		(5.9)
Right-of-use assets obtained in exchange for lease obligations:
Capitalized operating lease right-of-use assets	$	39.2
Finance lease right-of-use assets		13.1

Summary of Future payments on leases, Operating lease

The following table is the future payments on leases as of December 31, 2019 (in millions):


	Capitalized
	Operating		Finance
Year ending December 31,	leases		leases		Total
2020	$	27.3	$	7.3	$	34.6
2021		25.5		7.1		32.6
2022		20.7		5.1		25.8
2023		15.1		5.5		20.6
2024		9.0		2.9		11.9
Thereafter		23.0		0.6		23.6
Total lease payments		120.6		28.5		149.1
Less: interest		(15.5)		(3.0)		(18.5)
Present value of lease liabilities	$	105.1	$	25.5	$	130.6

Summary of Future payments on leases, Finance lease

The following table is the future payments on leases as of December 31, 2019 (in millions):


	Capitalized
	Operating		Finance
Year ending December 31,	leases		leases		Total
2020	$	27.3	$	7.3	$	34.6
2021		25.5		7.1		32.6
2022		20.7		5.1		25.8
2023		15.1		5.5		20.6
2024		9.0		2.9		11.9
Thereafter		23.0		0.6		23.6
Total lease payments		120.6		28.5		149.1
Less: interest		(15.5)		(3.0)		(18.5)
Present value of lease liabilities	$	105.1	$	25.5	$	130.6

Summary of weighted average lease term and discount rate for leases


	2019
Weighted-average remaining lease term (years)
Capitalized operating leases		5.01
Finance leases		3.83
Weighted-average discount rate
Capitalized operating leases		5.54	%
Finance leases		4.51	%

Schedule of future payments under lease agreements prior to ASC 842 adoption

The following table is the future payments under lease agreements as of December 31, 2018 prior to adoption of ASC 842 (in millions):


	Capital Leases		Operating Leases
			Revenue		Office
Year ending December 31,			Equipment		and Terminals
2019	$	5.7	$	19.5	$	11.9
2020		4.5		13.0		11.2
2021		4.3		5.7		9.5
2022		2.4		3.2		8.5
2023		2.9		0.3		6.6
Thereafter		0.8		—		23.0
Total minimum lease payments	$	20.6	$	41.7	$	70.7
Loan amount attributable to interest		(2.4)
Total (Present value of minimum lease payments on capital leases)		18.2
Less: current portion		(4.8)
Long-term capital leases	$	13.4

Schedule of future minimum receipts on leases

The following table is the future minimum receipts on leases as of December 31, 2019 (in millions):


Year ending December 31,	Amount
2020	$	23.8
2021		17.3
2022		9.8
2023		4.9
2024		1.3
Thereafter		0.3
Total minimum lease receipts	$	57.4

Schedule of components of the net investment in sales-type leases

The components of the net investment in sales-type leases as of December 31, 2018 prior to the adoption of ASC 842 are as follows (in millions):


	2018
Minimum lease receivable	$	78.1
Deferred gain		(10.1)
Net minimum lease receivable		68.0
Unearned interest income		(12.3)
Net investment in sales-type leases		55.7
Current portion		(16.2)
	$	39.5

Schedule of future minimum lease receipts

The following table is the future minimum receipts on leases as of December 31, 2018 prior to the adoption of ASC 842 (in millions):


Year ending December 31,	Amount
2019	$	16.2
2020		14.5
2021		11.0
2022		11.2
2023		2.6
Thereafter		0.2
Total	$	55.7

Shareholder and employee

Summary of Future payments on leases, Operating lease

Future minimum lease payments under non-cancelable related party operating leases are as follows (in millions):


	Revenue		Office and
Year ending December 31,	Equipment		Terminals
2020	$	0.4	$	4.1
2021		0.2		4.1
2022		0.2		4.1
2023		0.1		4.0
2024		—		4.0
Thereafter		—		10.4
Total	$	0.9	$	30.7

BUSINESS COMBINATION (Tables)

12 Months Ended

Dec. 31, 2019

BUSINESS COMBINATION

Summary of cash proceeds and utilization of proceeds in Business Combination

The following table is a summary of cash proceeds and utilization of proceeds in the Business Combination (in millions):


Proceeds

Public share proceeds(1)	$	83.4
Issuance of Series A Preferred Stock		65.0
Term Loan Facility		250.0
Cash(2)		3.2
Total proceeds		401.6

Use of Proceeds

Repayment of Line of Credit(3)		16.7
Repayment of Senior Term Loan(4)		122.7
Repayment of equipment loans(5)		89.5
Repayment of subordinated debt(6)		67.5
Payment of deferred financing fees(7)		14.1
Repurchase Main Street and Prudential shares(8)		36.2
Hennessy transaction costs		19.1
Daseke transaction costs(9)		1.2
Total use of proceeds		367.0

Net cash received	$	34.6

(1) - 8,342,918 public shares outstanding valued at $10.00 per share

(2) - Daseke cash utilized for payment of deferred financing fees and transaction costs

(3) - includes payment of $59 accrued interest recognized in interest expense

(4) - includes payment of $422 accrued interest recognized in interest expense

(5) - includes payment of $731 accrued interest recognized in interest expense

(6) - includes payment of $745 accrued interest recognized in interest expense

(7) - excludes $81 paid subsequent to the Closing

(8) - Hennessy repurchased Private Daseke shares held by Main Street Capital II, LP, Main Street Mezzanine Fund, LP,
Main Street Capital Corporation, Prudential Capital Partners IV, L.P., Prudential Capital Partners (Parallel Fund)

IV, L.P. and Prudential Capital Partners Management Fund IV, L.P.

(9) - $0.8 million and $0.4 million expensed in fourth quarter 2016 and first quarter 2017, respectively

ACQUISITIONS (Tables)

12 Months Ended

Dec. 31, 2019

ACQUISITIONS

Schedule of pro forma financial information


	Year Ended December 31,
	(unaudited)
(In millions, except per share amounts)	2018
Pro forma revenue	$	1,747.4
Pro forma net loss	$	(5.7)
Pro forma net loss per common share:
Basic	$	(0.09)
Diluted	$	(0.09)

Acquisition 2018

ACQUISITIONS

Summary of the allocation of the purchase price paid to the fair values of the net assets

The following is a summary of the allocation of the purchase price paid to the fair values of the net assets, net of cash acquired, of the Company’s 2018 acquisitions (in millions):


(all amounts in U.S. dollars)
	Leavitt's		Builders		Kelsey Trail		Aveda
Accounts receivable	$	1.9	$	8.4	$	2.3	$	37.3
Parts supplies		0.1		0.3		—		—
Prepaid and other current assets		0.4		1.5		0.4		2.5
Property and equipment		8.5		29.4		9.2		89.8
Goodwill		5.1		14.7		3.3		7.7
Intangible assets		3.6		10.6		1.5		15.0
Other long-term assets		—		0.5		—		—
Deferred tax liability		—		(9.2)		(2.7)		(6.7)
Accounts payable and other liabilities		(4.9)		(19.9)		(8.0)		(30.0)
Total	$	14.7	$	36.3	$	6.0	$	115.6

Acquisition 2017

ACQUISITIONS

Summary of the allocation of the purchase price paid to the fair values of the net assets

The following is a summary of the allocation of the purchase price paid to the fair values of the net assets, net of cash acquired, of the Company’s 2017 acquisitions (in millions):


(all amounts in U.S. dollars)
							Tennessee
			Moore		Roadmaster		Steel
	Belmont		Freight		Group		Haulers		R&R		Steelman		Schilli		Big Freight
Accounts receivable	$	0.2	$	4.5	$	9.8	$	20.2	$	5.1	$	4.4	$	8.6	$	4.9
Parts supplies		—		0.3		0.2		—		0.1		0.1		1.7		0.2
Prepaid and other current assets		0.1		0.3		1.1		5.9		1.5		2.3		2.5		0.3
Property and equipment		1.6		22.0		36.8		8.7		16.9		11.1		39.9		11.5
Goodwill		2.4		17.3		51.7		34.6		15.7		9.7		11.1		7.7
Intangible assets		1.8		30.4		22.9		49.9		11.0		6.6		6.0		4.2
Other long-term assets		—		0.1		0.7		19.0		0.2		5.0		0.9		0.1
Deferred tax liability		(1.3)		(13.8)		(10.0)		(32.6)		(8.9)		(4.8)		(15.4)		(4.8)
Accounts payable and other liabilities		(0.3)		(1.9)		(26.8)		(14.0)		(3.4)		(15.6)		(27.9)		(6.3)
Total	$	4.5	$	59.2	$	86.4	$	91.7	$	38.2	$	18.8	$	27.4	$	17.8

PREPAID AND OTHER CURRENT ASSETS (Tables)

12 Months Ended

Dec. 31, 2019

PREPAID AND OTHER CURRENT ASSETS

Schedule of components of prepaid expenses and other current assets

The components of prepaid expenses and other current assets are as follows as of December 31 (in millions):


	2019		2018
Insurance	$	10.1	$	7.4
Licensing, permits and tolls		5.4		5.6
Other assets		3.1		4.4
Other prepaids		1.7		3.9
Assets held for sale		—		3.6
Highway and fuel taxes		1.6		1.4
Total	$	21.9	$	26.3

GOODWILL AND INTANGIBLE ASSETS (Tables)

12 Months Ended

Dec. 31, 2019

GOODWILL AND INTANGIBLE ASSETS

Schedule of changes in carrying amount of goodwill

The summary of changes in the carrying amount of goodwill for the years ended December 31, 2019 and 2018 are as follows (in millions):


	Flatbed		Specialized		Total
Goodwill balance at January 1, 2018	$	105.9		196.8	$	302.7
Impairment		—		(11.1)		(11.1)
Goodwill acquired and adjustments to previously recorded goodwill (net)		(4.4)		(27.7)		(32.1)
Foreign currency translation adjustment		—		(1.1)		(1.1)
Goodwill balance at December 31, 2018		101.5		156.9		258.4
Impairment		(42.2)		(76.6)		(118.8)
Adjustments to previously recorded goodwill (net)		—		(0.3)		(0.3)
Foreign currency translation adjustment		—		0.6		0.6
Goodwill balance at December 31, 2019	$	59.3	$	80.6	$	139.9

Schedule of intangible assets

Intangible assets consisted of the following at December 31, 2019 and 2018 (in millions):


	As of December 31, 2019						As of December 31, 2018
	Intangible		Accumulated		Intangible		Intangible		Accumulated		Intangible
	Assets		Amortization		Assets, net		Assets		Amortization		Assets, net
Non-competition agreements	$	21.7	$	(18.4)	$	3.3	$	33.8	$	(12.8)	$	21.0
Customer relationships		88.9		(42.2)		46.7		130.9		(33.5)		97.4
Trade names		59.1		—		59.1		90.6		—		90.6
Foreign currency translation adjustment		—		—		—		(0.2)		—		(0.2)
Total intangible assets	$	169.7	$	(60.6)	$	109.1	$	255.1	$	(46.3)	$	208.8

Schedule of future estimated amortization expense

Future estimated amortization expense is as follows (in millions):


	Non-competition		Customer
Year ending December 31,	Agreements		Relationships
2020	$	1.3	$	5.9
2021		1.0		5.9
2022		0.9		5.9
2023		0.1		5.9
2024		—		4.5
Thereafter		—		18.6
Total	$	3.3	$	46.7

PROPERTY AND EQUIPMENT (Tables)

12 Months Ended

Dec. 31, 2019

PROPERTY AND EQUIPMENT

Schedule of components of property and equipment

The components of property and equipment are as follows at December 31 (in millions):


	2019		2018
Revenue equipment	$	597.0	$	734.0
Buildings and improvements		64.3		61.9
Assets leased and available for lease to owner-operators		59.9		—
Furniture and fixtures, office and computer equipment and vehicles		40.2		36.5
		761.4		832.4
Accumulated depreciation		(322.4)		(259.7)
Total	$	439.0	$	572.7

INTEGRATION AND RESTRUCTURING (Tables)

12 Months Ended

Dec. 31, 2019

INTEGRATION AND RESTRUCTURING

Schedule of summarizes the integration and restructuring costs

The following table summarizes the integration and restructuring costs as of December 31, 2019 (in millions):


	Severance		Operating
	and		Lease		Fixed Asset
	Other Payroll		Termination		Impairment		Other		Total
Specialized Solution
Costs accrued	$	0.6	$	0.5	$	1.4	$	1.4	$	3.9
Amounts paid or charged		(0.6)		(0.5)		(1.4)		(1.4)		(3.9)
Specialized Solution balance at December 31, 2019		—		—		—		—		—
Flatbed Solution
Costs accrued		0.8		—		0.7		0.3		1.8
Amounts paid or charged		(0.8)		—		(0.7)		(0.3)		(1.8)
Flatbed Solution balance at December 31, 2019		—		—		—		—		—
Corporate
Costs accrued		2.7		—		—		—		2.7
Amounts paid or charged		(0.9)		—		—		—		(0.9)
Corporate balance at December 31, 2019		1.8		—		—		—		1.8
Consolidated
Costs accrued		4.1		0.5		2.1		1.7		8.4
Amounts paid or charged		(2.3)		(0.5)		(2.1)		(1.7)		(6.6)
Consolidated balance at December 31, 2019	$	1.8	$	—	$	—	$	—	$	1.8

ACCRUED EXPENSES AND OTHER LIABILITIES (Tables)

12 Months Ended

Dec. 31, 2019

ACCRUED EXPENSES AND OTHER LIABILITIES

Schedule of components of accrued expenses and other liabilities

The components of accrued expenses and other liabilities are as follows at December 31 (in millions):


	2019		2018
Brokerage and escorts	$	16.9	$	12.6
Other accrued expenses		10.6		8.0
Owner operator deposits		7.1		9.3
Unvouchered payables		6.1		11.7
Sales and local taxes payable		1.7		3.3
Fuel and fuel taxes		1.3		1.2
Interest		0.5		0.4
	$	44.2	$	46.5

LONG-TERM DEBT (Tables)

12 Months Ended

Dec. 31, 2019

LONG-TERM DEBT.

Schedule of long term debt

Long-term debt consists of the following at December 31 (in millions):


	2019		2018
Line of credit	$	1.7	$	—
Term loan facility		488.5		493.5
Equipment term loans		188.4		190.7
Finance and capital leases		25.5		18.2
		704.1		702.4
Less current portion		(59.4)		(63.5)
Less unamortized deferred financing costs		(11.4)		(16.2)
Long-term portion	$	633.3	$	622.7

Schedule of adjustment for margin of line of credit and senior term loan corresponding to fixed charge coverage ratio.


Fixed Charge Coverage Ratio	Base Rate Margins		LIBOR Rate Margins
Less than 1.25 to 1.00	2.25	%	3.25	%
Greater than or equal to 1.25 to 1.00, but less than 1.50 to 1.00	1.75	%	2.75	%
Greater than or equal to 1.50 to 1.00, but less than 1.75	1.25	%	2.25	%
Greater than or equal to 1.75 to 1.00	0.75	%	1.75	%

Schedule of adjustment for margin of line of credit and senior term loan corresponding to RLOC Utilization


RLOC Utilization	Base Rate Margins		LIBOR Rate Margins
Less than 33.3%	0.50	%	1.50	%
Greater than or equal to 33.3%, but less than 66.6%	0.75	%	1.75	%
Greater than or equal to 66.6%	1.00	%	2.00	%

Future principal payments on long-term debt

Future principal payments on long-term debt are as follows (in millions):


Year ending December 31,	Line of credit		Term Loan Facility		Equipment Term Loans		Total

2020	$	—	$	5.0	$	48.2	$	53.2
2021		—		2.5		43.8		46.3
2022		1.7		2.5		34.8		39.0
2023		—		2.5		32.3		34.8
2024		—		138.6		19.6		158.2
Thereafter		—		337.4		9.7		347.1
Total long-term debt	$	1.7	$	488.5	$	188.4	$	678.6

- Definition

Tabular disclosure of long-debt instruments or arrangements, including identification, terms, features, collateral requirements and other information necessary to a fair presentation. These are debt arrangements that originally required repayment more than twelve months after issuance or greater than the normal operating cycle of the entity, if longer.

+ References

Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 210
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.5-02.22)
-URI http://asc.fasb.org/extlink&oid=6877327&loc=d3e13212-122682

Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 835
-SubTopic 30
-Section 45
-Paragraph 1A
-URI http://asc.fasb.org/extlink&oid=114775744&loc=d3e28541-108399

Reference 3: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 6
-URI http://asc.fasb.org/extlink&oid=109259400&loc=d3e21506-112644

Reference 4: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08.(e),(f))
-URI http://asc.fasb.org/extlink&oid=26873400&loc=d3e23780-122690

Reference 5: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 835
-SubTopic 30
-Section 45
-Paragraph 2
-URI http://asc.fasb.org/extlink&oid=114775744&loc=d3e28551-108399

Reference 6: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 7
-URI http://asc.fasb.org/extlink&oid=109259400&loc=d3e21521-112644

Reference 7: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 8
-URI http://asc.fasb.org/extlink&oid=109259400&loc=d3e21538-112644

Reference 8: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 942
-SubTopic 470
-Section 50
-Paragraph 3
-URI http://asc.fasb.org/extlink&oid=75038535&loc=d3e64711-112823

Reference 9: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 835
-SubTopic 30
-Section 55
-Paragraph 8
-URI http://asc.fasb.org/extlink&oid=114775985&loc=d3e28878-108400

Reference 10: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 3
-URI http://asc.fasb.org/extlink&oid=109259400&loc=d3e21475-112644

+ Details

INCOME TAXES (Tables)

12 Months Ended

Dec. 31, 2019

INCOME TAXES

The components of the Company’s provision for income taxes

The components of the Company’s United States and foreign provision for income taxes were as follows for the years ended December 31 (in millions):


	2019		2018		2017
Current:
Federal	$	(0.3)	$	(0.1)	$	(0.1)
State		3.7		4.0		1.3
Total current taxes		3.4		3.9		1.2
Deferred:
Federal		(45.5)		(10.9)		(51.4)
State		(11.6)		(7.4)		(1.9)
Foreign		(0.9)		(1.5)		(0.2)
Total deferred taxes		(58.0)		(19.8)		(53.5)
Benefit for income taxes	$	(54.6)	$	(15.9)	$	(52.3)

Reconciliation between the effective income tax rate and the United states statutory income tax rate

A reconciliation between the effective income tax rate and the United States statutory income tax rate for the years ended December 31, 2019, 2018 and 2017 is as follows (in millions):


	2019			2018			2017
Income tax benefit at United States statutory income tax rate	$	(76.1)		$	(4.4)		$	(8.8)
Federal income tax effects of:
State income tax expense		(6.2)			(2.7)			(0.3)
Foreign taxes		—			—			(0.2)
Foreign tax rate differential		(0.8)			(0.3)			0.1
Goodwill impairment		23.4			—			—
Per diem and other nondeductible expenses		2.3			4.1			3.2
Change in valuation allowance		1.2			—			—
Cumulative effect of change in effective tax rate		—			(12.6)			(46.1)
Tax credits		(0.3)			(0.1)			(0.1)
Other		1.9			0.1			(0.1)
Benefit for income taxes	$	(54.6)		$	(15.9)		$	(52.3)
Effective tax rate		15.1	%		75.4	%		206.8	%

The effects of temporary differences that give rise to significant elements of deferred tax assets and liabilities

The effects of temporary differences that give rise to significant elements of deferred tax assets and liabilities at December 31, 2019 and 2018 were as follows (in millions):


	2019		2018
Deferred tax assets
Accrued expenses	$	7.0	$	5.3
Vacation accrual		0.6		0.6
Accounts receivable		0.8		0.4
Net operating losses		30.2		31.7
Interest expense limitation		—		1.3
Deferred start-up costs		1.3		1.4
Stock based compensation		1.5		1.3
Operating lease liabilities		20.6		—
Foreign assets		9.0		1.7
		71.0		43.7
Valuation allowance		(7.4)		—
Total deferred tax assets		63.6		43.7

Deferred tax liabilities
Sales-type leases		—		(2.3)
Prepaid expenses		(4.7)		(4.1)
481(a) adjustment		(0.9)		(1.7)
Intangible assets		(19.4)		(44.0)
Property and equipment		(82.9)		(111.7)
Right of Use Asset		(18.9)		—
Foreign liabilities		(6.7)		(6.7)
Total deferred tax liabilities		(133.5)		(170.5)

Net deferred tax liability	$	(69.9)	$	(126.8)

STOCK-BASED COMPENSATION (Tables)

12 Months Ended

Dec. 31, 2019

STOCK-BASED COMPENSATION

Tabular disclosure of stock option grants under the Plan

The following table summarizes stock option grants under the Plan:


Grantee Type	# of Options Granted	Issued and Outstanding	Vesting Period	Weighted Average Exercise Price		Weighted Average Grant Date Fair Value (Per Option)

Director Group	150,000	100,000	5 years	$	9.98	$	4.36
Employee Group	2,632,730	2,208,924	3-5 years	$	8.56	$	3.70
Total		2,308,924

Schedule of fair value assumptions of stock option grants

The fair value of the Company’s stock option grants were estimated utilizing the following assumptions for the years ended December 31, 2019, 2018 and 2017:


	2019	2018	2017
Weighted average expected life	6.3 years	6.5 years	6.5 years
Risk-free interest rates	1.45% to 2.58%	2.28% to 3.00%	1.95% to 2.23%
Expected volatility	32.5% to 37.9%	36.7% to 39.9%	40.1% to 40.6%
Expected dividend yield	0.00%	0.00%	0.00%

Schedule of summary of option activity under the Plan and changes during the period


	Shares	Weighted Average Exercise Price		Weighted Average Remaining Contractual Terms (Years)	Aggregate Intrinsic Value (in millions)

Outstanding as of January 1, 2018	1,655,995	$	10.36	9.3	$	6.5
Granted	491,095		9.81
Exercised	(5,000)		9.98
Forfeited or expired	(75,561)		10.46
Outstanding as of December 31, 2018	2,066,529		10.23	8.5		—
Granted	631,136		3.20
Forfeited or expired	(388,741)		9.73
Outstanding as of December 31, 2019	2,308,924	$	8.39	8.0	$	0.2

Exercisable as of December 31, 2018	323,737	$	10.39	8.3	$	—
Vested and expected to vest as of December 31, 2018	2,066,529		10.23	8.5		—
Exercisable as of December 31, 2019	648,331		10.35	7.4		—
Vested and expected to vest as of December 31, 2019	2,308,924	$	8.39	8.0	$	0.2

Summary of restricted stock unit grants under the Plan

The following table summarizes restricted stock unit grants under the Incentive Plan:


Grantee Type	# of Restricted Stock Units Granted	Issued and Outstanding	Vesting Period	Weighted Average Grant Date Fair Value (Per Unit)

Director Group	785,498	730,838	1-2 years	$	2.75
Employee Group	1,568,655	450,044	5 years	$	10.59
Total		1,180,882

Summary of restricted stock awards activity under the Plan


	Units	Weighted Average Grant Date Fair Value (Per Unit)

Non-vested as of January 1, 2018	763,591	$	9.98
Granted	592,015		11.57
Vested	(128,130)		9.86
Forfeited	(386,115)		11.43
Non-vested as of December 31, 2018	841,361		10.44
Granted	753,986		2.45
Vested	(187,956)		10.35
Forfeited	(226,509)		10.16
Non-vested as of December 31, 2019	1,180,882	$	5.44

REPORTABLE SEGMENTS (Tables)

12 Months Ended

Dec. 31, 2019

REPORTABLE SEGMENTS

Schedule of tabular disclosure of financial data of the Company’s reportable segments

The following table reflects certain financial data of the Company’s reportable segments for the years ended December 31, 2019, 2018 and 2017 (in millions):


	Flatbed		Specialized
	Solutions		Solutions		Corporate/		Consolidated
	Segment		Segment		Eliminations		Totals
Year Ended December 31, 2019
Total revenue	$	663.0	$	1,095.7	$	(21.7)	$	1,737.0
Company freight		215.3		603.2		(13.9)		804.6
Owner operator freight		275.7		185.5		(5.9)		455.3
Brokerage		93.9		200.8		—		294.7
Logistics		2.8		44.8		(0.1)		47.5
Fuel surcharge		75.3		61.4		(1.8)		134.9
Operating income (loss)		(94.4)		(158.7)		(59.0)		(312.1)
Depreciation		46.5		85.0		0.7		132.2
Amortization of intangible assets		5.3		9.0		—		14.3
Impairment		116.7		196.1		—		312.8
Restructuring		1.7		3.9		2.8		8.4
Non-cash operating lease expense		10.6		16.2		0.4		27.2
Interest expense		10.7		12.9		26.8		50.4
Income (loss) before income tax		(126.1)		(203.6)		(32.3)		(362.0)
Total assets		348.1		683.1		109.4		1,140.6
Capital expenditures		38.3		54.8		1.6		94.7
Year Ended December 31, 2018
Total revenue	$	662.0	$	965.1	$	(14.0)	$	1,613.1
Company freight		206.2		524.3		(8.8)		721.7
Owner operator freight		271.5		171.8		(2.8)		440.5
Brokerage		104.2		163.1		(0.9)		266.4
Logistics		3.0		39.9		(0.1)		42.8
Fuel surcharge		77.1		66.0		(1.4)		141.7
Operating income (loss)		32.9		23.1		(34.1)		21.9
Depreciation		29.9		84.3		0.2		114.4
Amortization of intangible assets		6.2		10.5		—		16.7
Interest expense		8.6		11.3		25.6		45.5
Income (loss) before income tax		13.8		(7.1)		(27.8)		(21.1)
Total assets		464.8		884.2		41.9		1,390.9
Capital expenditures		38.2		116.0		2.1		156.3
Year Ended December 31, 2017
Total revenue	$	354.1	$	499.1	$	(6.9)	$	846.3
Company freight		181.8		284.3		(5.3)		460.8
Owner operator freight		94.8		78.0		(0.8)		172.0
Brokerage		40.9		80.2		(0.2)		120.9
Logistics		0.2		21.9		—		22.1
Fuel surcharge		36.4		34.7		(0.6)		70.5
Operating income (loss)		18.5		15.3		(26.8)		7.0
Depreciation		27.4		42.6		0.2		70.2
Amortization of intangible assets		1.8		4.9		—		6.7
Interest expense		7.1		8.4		14.0		29.5
Loss before income tax		(0.8)		(6.3)		(18.2)		(25.3)
Total assets		379.5		675.8		70.4		1,125.7
Capital expenditures		8.4		32.7		0.6		41.7

EARNINGS PER SHARE (Tables)

12 Months Ended

Dec. 31, 2019

EARNINGS PER SHARE

Summary to reconcile basic weighted average common stock outstanding to diluted weighted average common stock outstanding


	Year Ended December 31,
(In millions except per share data)	2019		2018		2017
Numerator
Net income (loss)	$	(307.4)	$	(5.2)	$	27.0
Preferred stock dividends		(5.0)		(4.9)		(5.0)
Net income (loss) available to common stockholders	$	(312.4)	$	(10.1)	$	22.0

Denominator
Basic weighted average common shares outstanding		64,303,438		61,654,820		37,592,549
Effect of dilutive securities:
Equivalent shares issuable upon achievement of Merger Agreement earn-out provision		—		—		1,250,000
Equivalent shares issuable upon exercises of stock options		—		—		254,312
Equivalent shares of restricted stock units		—		—		496,840
Denominator for diluted earnings per share - adjusted weighted average shares and assumed conversions		64,303,438		61,654,820		39,593,701

Basic earnings (loss) per common share	$	(4.86)	$	(0.16)	$	0.59

Diluted earnings (loss) per common share	$	(4.86)	$	(0.16)	$	0.56

QUARTERLY RESULTS (UNAUDITED) (Tables)

12 Months Ended

Dec. 31, 2019

QUARTERLY RESULTS (UNAUDITED)

Schedule of unaudited quarterly results of operations


	2019 Quarter Ended
	Mar. 31		June. 30		Sep. 30		Dec. 31
	(In millions, except per share data)
Revenue:
Company freight	$	206.2	$	206.9	$	205.2	$	186.3
Owner operator freight		111.0		121.7		118.3		104.3
Brokerage		71.4		72.8		78.6		71.9
Logistics		12.4		13.1		13.5		8.5
Fuel surcharge		32.0		36.1		34.8		32.0
Total revenue		433.0		450.6		450.4		403.0
Operating expenses:
Salaries, wages and employee benefits		119.1		124.3		127.7		112.1
Fuel		35.0		36.2		34.1		33.2
Operations and maintenance		54.8		53.1		56.8		48.4
Communications		1.0		1.2		1.0		1.2
Purchased freight		146.6		156.4		155.5		139.2
Administrative expense		16.1		17.2		21.4		20.8
Sales and marketing		1.2		1.3		1.3		1.3
Taxes and licenses		4.9		5.0		4.8		4.5
Insurance and claims		12.5		12.2		13.4		11.8
Acquisition transaction expenses		—		—		—		—
Depreciation and amortization		41.5		39.7		38.3		27.0
Gain on disposition of equipment		(0.4)		(0.7)		(1.0)		(3.1)
Impairment		—		—		306.8		6.0
Restructuring charges		—		—		6.9		1.5
Total operating expenses		432.3		445.9		767.0		403.9
Total other expense		11.9		11.8		14.5		11.7
Benefit for income taxes		(1.9)		(0.7)		(57.8)		5.8
Net loss		(9.3)		(6.4)		(273.3)		(18.4)
Less dividends to preferred stockholders		(1.2)		(1.3)		(1.2)		(1.3)
Net loss attributable to common stockholders	$	(10.5)	$	(7.7)	$	(274.5)	$	(19.7)
Net loss per common share - Basic	$	(0.16)	$	(0.12)	$	(4.25)	$	(0.31)
Net loss per common share - Diluted	$	(0.16)	$	(0.12)	$	(4.25)	$	(0.31)


	2018 Quarter Ended
	Mar. 31		June. 30		Sep. 30		Dec. 31
	(In millions, except per share data)
Revenue:
Company freight	$	144.6	$	160.0	$	206.9	$	210.2
Owner operator freight		95.5		112.6		122.6		109.8
Brokerage		46.1		60.1		82.2		78.0
Logistics		10.7		8.9		11.6		11.6
Fuel surcharge		30.7		35.3		38.3		37.4
Total revenue		327.6		376.9		461.6		447.0
Operating expenses:
Salaries, wages and employee benefits		82.3		90.7		114.8		119.6
Fuel		33.4		31.3		38.9		37.5
Operations and maintenance		34.6		40.4		51.5		55.0
Communications		0.7		0.8		0.9		0.9
Purchased freight		117.7		141.6		170.6		158.7
Administrative expense		12.2		13.1		16.1		17.1
Sales and marketing		0.6		0.8		1.0		1.0
Taxes and licenses		3.7		3.9		4.7		4.9
Insurance and claims		9.2		10.4		12.7		13.5
Acquisition transaction expenses		0.4		1.4		0.6		0.2
Depreciation and amortization		25.2		31.7		36.8		37.4
Gain on disposition of equipment		(0.1)		(0.5)		(0.9)		(1.7)
Impairment		—		2.8		—		11.1
Total operating expenses		319.9		368.4		447.7		455.2
Total other expense		8.9		9.5		11.0		13.6
Provision (benefit) for income taxes		(0.4)		(14.5)		0.7		(1.7)
Net income (loss)		(0.8)		13.5		2.2		(20.1)
Less dividends to preferred stockholders		(1.2)		(1.3)		(1.2)		(1.2)
Net income (loss) available to common stockholders	$	(2.0)	$	12.2	$	1.0	$	(21.3)
Net income (loss) per common share - Basic	$	(0.04)	$	0.20	$	0.01	$	(0.33)
Net income (loss) per common share - Diluted	$	(0.04)	$	0.20	$	0.01	$	(0.33)

NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Accounts Receivable and Cash and Cash Equivalents (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Changes in the allowance for doubtful accounts
Beginning balance	$ 1.2	$ 0.2
Provision, charged to expense	3.7	1.1	$ 0.2
Write-off, less recoveries	(1.4)	(0.1)
Ending balance	$ 3.5	$ 1.2	$ 0.2

NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Property and Equipment (Details) $ in Millions	12 Months Ended
	Dec. 31, 2019 USD ($)
Property and Equipment
Asset impairments	$ 97.6
Minimum \| Buildings and improvements
Property and Equipment
Estimated useful lives	10 years
Minimum \| Leasehold improvements
Property and Equipment
Estimated useful lives	5 years
Minimum \| Revenue equipment – tractors, trailers and accessories
Property and Equipment
Estimated useful lives	5 years
Minimum \| Vehicles
Property and Equipment
Estimated useful lives	5 years
Minimum \| Furniture and fixtures, office and computer equipment and vehicles
Property and Equipment
Estimated useful lives	5 years
Minimum \| Office, computer equipment and capitalized software development
Property and Equipment
Estimated useful lives	3 years
Maximum \| Buildings and improvements
Property and Equipment
Estimated useful lives	40 years
Maximum \| Leasehold improvements
Property and Equipment
Estimated useful lives	20 years
Maximum \| Revenue equipment – tractors, trailers and accessories
Property and Equipment
Estimated useful lives	15 years
Maximum \| Vehicles
Property and Equipment
Estimated useful lives	7 years
Maximum \| Furniture and fixtures, office and computer equipment and vehicles
Property and Equipment
Estimated useful lives	7 years
Maximum \| Office, computer equipment and capitalized software development
Property and Equipment
Estimated useful lives	5 years

NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Goodwill and Intangible Assets (Details) - USD ($) $ in Millions	3 Months Ended				12 Months Ended
	Dec. 31, 2019	Sep. 30, 2019	Dec. 31, 2018	Jun. 30, 2018	Dec. 31, 2019	Dec. 31, 2018
Goodwill and Intangible Assets
Goodwill impairment charge	$ 6.0	$ 112.8	$ 11.1		$ 118.8	$ 11.1
Goodwill impairment charges non-tax deductible		111.0
Impairment charge		$ 85.6	11.1
INCOME TAXES
Uncertain tax positions	$ 0.0		$ 0.0		$ 0.0	$ 0.0
Customer relationships
Goodwill and Intangible Assets
Estimated useful lives					9 years 8 months 12 days	10 years 4 months 24 days
Customer relationships \| Minimum
Goodwill and Intangible Assets
Estimated useful lives					10 years
Customer relationships \| Maximum
Goodwill and Intangible Assets
Estimated useful lives					15 years
Non-compete agreements
Goodwill and Intangible Assets
Estimated useful lives					2 years 8 months 12 days	3 years
Non-compete agreements \| Minimum
Goodwill and Intangible Assets
Estimated useful lives					2 years
Non-compete agreements \| Maximum
Goodwill and Intangible Assets
Estimated useful lives					5 years
Trade names
Goodwill and Intangible Assets
Impairment charge				$ 2.8

NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Concentrations of Credit Risk (Details) - Concentrations of Credit Risk - customer	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Trade accounts receivable
Concentrations of Credit Risk
Percentage of concentration risk	7.00%	7.00%
No Customer \| Trade accounts receivable
Concentrations of Credit Risk
Number of customers	0	0
Percentage of concentration risk	10.20%	10.20%
No Customer \| Revenue.
Concentrations of Credit Risk
Number of customers	0	0	0
Percentage of concentration risk	10.00%	10.00%	10.00%

NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Deferred Financing Fees (Details) - USD ($) $ in Millions	3 Months Ended	12 Months Ended
	Sep. 30, 2019	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017	Nov. 30, 2017	Feb. 28, 2017
NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Deferred Financing Fees		$ 11.4	$ 16.2
Amortization of deferred financing fees		3.5	2.9	$ 1.8
Amortization and write-off of unamortized deferred financing fees		3.5	$ 2.9	1.8
Deferred finance charges					$ 4.8	$ 14.2
Write-off of unamortized deferred financing fees	$ 2.3	2.3		$ 3.9
Unamortized deferred financing fees expensed		$ 3.9

NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Fair Value Measurements (Details) $ in Millions			12 Months Ended
	Jul. 30, 2019 segment	Jul. 29, 2019 segment	Dec. 31, 2019 USD ($) segment	Dec. 31, 2018 USD ($) segment	Dec. 31, 2017 USD ($) segment
Changes in the fair value of this liability
Balance, beginning of year					$ (0.1)
Change in fair value					$ 0.1
Earnings (Loss) Per Share
Dilutive effect			$ 0.0	$ 0.0
REPORTABLE SEGMENTS
Number of Operating Segments \| segment	13	16	13	16	15
Number of Reportable Segments \| segment			2
New Accounting Pronouncements
Assets held for sale			$ 3.6	$ 3.6
Accounting Standards Update 2018-15 [Member]
New Accounting Pronouncements
Software implementation costs			2.8	2.0
Contingent Consideration
Changes in the fair value of this liability
Balance, beginning of year			(21.9)	(0.8)
Record earnout liability				21.2
Change in fair value			(0.4)	(0.1)
Balance, end of year			$ (21.5)	$ (21.9)	$ (0.8)
Series A
Earnings (Loss) Per Share
Preferred stock dividend rate (as a percent)			7.625%	7.625%	7.625%
Flatbed
New Accounting Pronouncements
Assets held for sale			$ 2.7
Specialized
New Accounting Pronouncements
Assets held for sale			$ 0.9

LEASES - Adoption of New Accounting Standard (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2019	Jan. 01, 2019
LEASE
Right-of-use assets	$ 95.9
Net lease liabilities	$ 105.1
Elect the hindsight practical expedient related to lease term and impairment	true
Adopt the land easement practical expedient	true
Lessee, Operating Lease, Existence of Option to Extend [true false]	true
Lessee, Finance Lease, Existence of Option to Extend [true false]	true
Lessee, Operating Lease, Existence of Option to Terminate [true false]	true
Lessee, Finance Lease, Existence of Option to Terminate [true false]	true
Finance lease right-of-use assets	$ 25.3
Impairment charge to right-of-use assets relating to operating leases	10.0
Impairment charge to right-of-use assets relating to finance leases	$ 0.8
Maximum
LEASE
Lease, renewal terms	5 years
Maximum \| Revenue equipment
LEASE
Finance Lease, initial terms	9 years
Maximum \| Real estate
LEASE
Operating lease, initial terms	15 years
Minimum
LEASE
Number of lease renewal options	one
Lease, renewal terms	1 year
Minimum \| Revenue equipment
LEASE
Operating lease, initial terms	12 months
Finance Lease, initial terms	3 years
Minimum \| Real estate
LEASE
Operating lease, initial terms	3 years
Accounting Standards Update 2016-02
LEASE
Right-of-use assets		$ 96.9
Net lease liabilities		$ 96.9

LEASES - Components of lease expenses (Details) $ in Millions	12 Months Ended
	Dec. 31, 2019 USD ($)
Lease cost
Total operating lease cost	$ 36.0
Interest on lease liabilities	0.9
Total finance lease cost	6.3
Total lease cost	42.3
Operations and maintenance \| Revenue equipment
Lease cost
Total operating lease cost	22.2
Administrative expense \| Real estate
Lease cost
Total operating lease cost	13.8
Depreciation and amortization
Lease cost
Amortization right-of-use assets	5.4
Interest Expense
Lease cost
Interest on lease liabilities	$ 0.9

LEASES - Components of assets and liabilities (Details) $ in Millions	12 Months Ended
	Dec. 31, 2019 USD ($)
Components of assets and liabilities for operating and finance leases
Right-of-use assets	$ 95.9
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List]	Right-of-use assets
Finance lease right-of-use assets	$ 25.3
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List]	Other Assets, Noncurrent
Total lease assets	$ 121.2
Current	$ 27.3
Operating Lease, Liability, Current, Statement of Financial Position [Extensible List]	Other Liabilities, Current
Non-current	$ 77.8
Operating Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List]	Other Liabilities, Noncurrent
Present value of lease liabilities	$ 105.1
Operating Lease, Liability, Statement of Financial Position [Extensible List]	us-gaap:OtherLiabilitiesCurrent us-gaap:OtherLiabilitiesNoncurrent
Current	$ 6.2
Finance Lease, Liability, Current, Statement of Financial Position [Extensible List]	Long-term Debt, Current Maturities
Non-current	$ 19.3
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List]	Long Term Debt Excluding Line Of Credit Noncurrent
Total finance lease liabilities	$ 25.5
Total lease liabilities	130.6
Operating cash flows from capitalized operating leases	(35.6)
Operating cash flows from finance leases	(0.9)
Financing cash flows from finance leases	(5.9)
Capitalized operating lease right-of-use assets	39.2
Finance lease right-of-use assets	$ 13.1

LEASES - Future payments on leases - Related Party Leases (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Operating Lease Liabilities, Payments Due [Abstract]
2020	$ 27.3
2021	25.5
2022	20.7
2023	15.1
2024	9.0
Thereafter	23.0
Total lease payments	120.6
Shareholder and employee
Operating Lease Liabilities, Payments Due [Abstract]
Lease expense		$ 4.7	$ 2.9
Lease expense	4.8
Revenue Equipment \| Shareholder and employee
Operating Lease Liabilities, Payments Due [Abstract]
2020	0.4
2021	0.2
2022	0.2
2023	0.1
Total lease payments	0.9
Office and Terminals \| Shareholder and employee
Operating Lease Liabilities, Payments Due [Abstract]
2020	4.1
2021	4.1
2022	4.1
2023	4.0
2024	4.0
Thereafter	10.4
Total lease payments	$ 30.7

LEASES - Future payments on leases (Details) $ in Millions	Dec. 31, 2019 USD ($)
Capitalized Operating Leases
2020	$ 27.3
2021	25.5
2022	20.7
2023	15.1
2024	9.0
Thereafter	23.0
Total lease payments	120.6
Less: interest	(15.5)
Present value of lease liabilities	105.1
Finance Lease
2020	7.3
2021	7.1
2022	5.1
2023	5.5
2024	2.9
Thereafter	0.6
Total lease payments	28.5
Less: interest	(3.0)
Present value of lease liabilities	25.5
Total Lease
2020	34.6
2021	32.6
2022	25.8
2023	20.6
2024	11.9
Thereafter	23.6
Total lease payments	149.1
Less: interest	(18.5)
Present value of lease liabilities	$ 130.6

LEASES - Weighted average lease term and discount rate (Details)	Dec. 31, 2019
LEASES
Capitalized operating leases	5 years 4 days
Finance leases	3 years 9 months 29 days
Capitalized operating leases	5.54%
Finance leases	4.51%

LEASES - Future payments under lease agreements prior to ASC 842 adoption (Details) $ in Millions	Dec. 31, 2019 USD ($)
Capital Leases
2019	$ 5.7
2020	4.5
2021	4.3
2022	2.4
2023	2.9
Thereafter	0.8
Total minimum lease payments	20.6
Loan amount attributable to interest	(2.4)
Total (Present value of minimum lease payments on capital leases)	18.2
Less: current portion	(4.8)
Long-term capital leases	13.4
Revenue Equipment
Operating Leases
2020	19.5
2021	13.0
2022	5.7
2023	3.2
2024	0.3
Total minimum lease payments	41.7
Office and Terminals
Operating Leases
2020	11.9
2021	11.2
2022	9.5
2023	8.5
2024	6.6
Thereafter	23.0
Total minimum lease payments	$ 70.7

LEASES - Lessor (Details) - USD ($) $ in Millions	12 Months Ended
LEASES - Lessor (Details) - USD ($) $ in Millions	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Lessor, Lease, Description [Line Items]
Property and equipment	$ 761.4	$ 832.4
Net investment in sales-type leases		55.7
Prepaid and other current assets	21.9	26.3
Depreciation	132.2	$ 114.4	$ 70.2
Lease income	24.2
Asset Leased Under Operating Leases
Lessor, Lease, Description [Line Items]
Depreciation	$ 20.5
Asset Leased Under Operating Leases \| Minimum
Lessor, Lease, Description [Line Items]
Terms	30 months
Asset Leased Under Operating Leases \| Maximum
Lessor, Lease, Description [Line Items]
Terms	72 months
Accounting Standards Update 2016-02
Lessor, Lease, Description [Line Items]
Property and equipment	$ 59.4
Net investment in sales-type leases	(55.8)
Prepaid and other current assets	$ (3.6)

LEASES - Future Minimum Lease Receipts (Details) $ in Millions	Dec. 31, 2019 USD ($)
Future minimum receipts
2020	$ 23.8
2021	17.3
2022	9.8
2023	4.9
2024	1.3
Thereafter	0.3
Total minimum lease receipts	$ 57.4

LEASES - Prior To Adoption Of ASC 842 (Details) $ in Millions	Dec. 31, 2018 USD ($)
Sales-type Lease, Net Investment in Lease [Abstract]
Minimum lease receivable	$ 78.1
Deferred gain	(10.1)
Net minimum lease receivable	68.0
Unearned interest income	(12.3)
Net investment in sales-type leases	55.7
Current portion	(16.2)
Non-current portion	39.5
Capital Leases, Future Minimum Payments Receivable, Fiscal Year Maturity [Abstract]
2019	16.2
2020	14.5
2021	11.0
2022	11.2
2023	2.6
Thereafter	0.2
Total	$ 55.7

BUSINESS COMBINATION (Details) $ / shares in Units, $ in Millions					3 Months Ended	12 Months Ended		24 Months Ended
	Jun. 01, 2018 shares	Jan. 14, 2018 shares	Sep. 19, 2017 shares	Feb. 27, 2017 USD ($) item $ / shares shares	Jun. 30, 2018 shares	Dec. 31, 2018 shares	Dec. 31, 2017 USD ($)	Dec. 31, 2019 shares
Common stock shares outstanding						64,455,174		64,589,075
Number of shares issued								0
Common stock shares sold (in shares)						64,455,174		64,589,075
Issuance of common stock (in shares)		7,500,000	5,292,000			5,675,967
Term loan facility
Credit facility \| $				$ 250.0
Delayed Draw Feature
Credit facility \| $				100.0
ABL Member
Credit facility \| $				$ 70.0
Minimum
Earn out target ( as a percent)				90.00%
Maximum
Earn out target ( as a percent)				100.00%
IPO
Issuance of common stock (in shares)			4,882,167
Private placement
Common stock shares sold (in shares)				419,669
Series A
Proceeds from convertible preferred stock \| $							$ 65.0
Senior Debt
Credit facility \| $				$ 350.0
Hennessy Capital Acquisition Corp II and HCAC Merger Sub Inc
Common stock shares outstanding				37,715,960
Common stock shares sold (in shares)				37,715,960
Proceeds from convertible preferred stock \| $				$ 65.0
Hennessy Capital Acquisition Corp II and HCAC Merger Sub Inc \| IPO
Common stock shares sold (in shares)				8,342,918
Hennessy Capital Acquisition Corp II and HCAC Merger Sub Inc \| Private placement
Common stock shares sold (in shares)				2,288,043
Hennessy Capital Acquisition Corp II and HCAC Merger Sub Inc \| Private placement \| Maximum
Value per share issued \| $ / shares				$ 10.00
Hennessy Capital Acquisition Corp II and HCAC Merger Sub Inc \| Series A
Proceeds from convertible preferred stock \| $				$ 65.0
Hennessy Capital Acquisition Corp II and HCAC Merger Sub Inc \| Series A \| Private placement
Proceeds from convertible preferred stock \| $				$ 65.0
Issuance of common stock (in shares)				650,000
Hennessy Capital Acquisition Corp II and HCAC Merger Sub Inc \| Earn out provision
Number of trading days \| item				20
Number of consecutive trading days				30 days
Number of shares issued	5,000,000
Hennessy Capital Acquisition Corp II and HCAC Merger Sub Inc \| Earn out provision \| Minimum
Adjusted EBITDA - 2017 \| $				$ 140.0
Adjusted EBITDA - 2018 \| $				170.0
Adjusted EBITDA - 2019 \| $				$ 200.0
Share price - 2017 \| $ / shares				$ 12.00
Share price - 2018 \| $ / shares				14.00
Share price - 2019 \| $ / shares				$ 16.00
Hennessy Capital Acquisition Corp II and HCAC Merger Sub Inc \| Earn out provision \| Maximum
Shares payable annually in 2018				5,000,000
Shares payable annually in 2019				5,000,000
Private Daseke
Number of shares issued				26,665,330	5,000,000
Private Daseke \| Hennessy Capital Acquisition Corp II and HCAC Merger Sub Inc
Consideration received upon closing \| $				$ 266.7
Private Daseke \| Hennessy Capital Acquisition Corp II and HCAC Merger Sub Inc \| Maximum
Value per share issued \| $ / shares				$ 10.00
Private Daseke \| Hennessy Capital Acquisition Corp II and HCAC Merger Sub Inc \| Earn out provision \| Maximum
Shares to be issued under earn-out provision				15,000,000
Shares payable annually in 2017				5,000,000

BUSINESS COMBINATION - Cash Proceeds (Details) - USD ($) $ / shares in Units, $ in Millions		1 Months Ended	3 Months Ended		12 Months Ended
	Feb. 27, 2017	Feb. 28, 2018	Mar. 31, 2017	Dec. 31, 2016	Dec. 31, 2018	Dec. 31, 2017	Dec. 31, 2019
Proceeds from issuance of common stock		$ 84.4			$ 84.4	$ 127.9
Proceeds from Term Loan Facility					$ 6.1	$ 12.3
Common stock shares sold (in shares)					64,455,174		64,589,075
Common stock shares outstanding					64,455,174		64,589,075
Shares outstanding value (par value)					$ 0.0001		$ 0.0001
Hennessy Capital Acquisition Corp II and HCAC Merger Sub Inc
Proceeds from issuance of common stock	$ 83.4
Issuance of convertible preferred stock	65.0
Proceeds from Term Loan Facility	250.0
Cash(2)	3.2
Total proceeds	401.6
Payment of deferred financing fees (7)	14.1
Hennessy transaction costs	19.1
Daseke transaction costs(9)	1.2		$ 0.4	$ 0.8
Total use of proceeds	367.0
Net cash received	$ 34.6
Common stock shares sold (in shares)	37,715,960
Common stock shares outstanding	37,715,960
Hennessy Capital Acquisition Corp II and HCAC Merger Sub Inc \| Main Street Capital Corporation and Prudential Capital Partners
Repayment of debt	$ 36.2
Hennessy Capital Acquisition Corp II and HCAC Merger Sub Inc \| Interest Expense
Excludes fees paid subsequent to closing	81.0
Hennessy Capital Acquisition Corp II and HCAC Merger Sub Inc \| Line of credit
Repayment of debt	16.7
Hennessy Capital Acquisition Corp II and HCAC Merger Sub Inc \| Line of credit \| Interest Expense
Payment of accrued interest	59.0
Hennessy Capital Acquisition Corp II and HCAC Merger Sub Inc \| Senior term loan
Repayment of debt	122.7
Hennessy Capital Acquisition Corp II and HCAC Merger Sub Inc \| Senior term loan \| Interest Expense
Payment of accrued interest	422.0
Hennessy Capital Acquisition Corp II and HCAC Merger Sub Inc \| Equipment term loans
Repayment of debt	89.5
Hennessy Capital Acquisition Corp II and HCAC Merger Sub Inc \| Equipment term loans \| Interest Expense
Payment of accrued interest	731.0
Hennessy Capital Acquisition Corp II and HCAC Merger Sub Inc \| Subordinated notes
Repayment of debt	67.5
Hennessy Capital Acquisition Corp II and HCAC Merger Sub Inc \| Subordinated notes \| Interest Expense
Payment of accrued interest	$ 745.0
IPO \| Hennessy Capital Acquisition Corp II and HCAC Merger Sub Inc
Common stock shares sold (in shares)	8,342,918

ACQUISITIONS (Details)									3 Months Ended								6 Months Ended	12 Months Ended			24 Months Ended	135 Months Ended
ACQUISITIONS (Details)	Aug. 01, 2018 USD ($) shares	Jul. 01, 2018 USD ($) shares	Jun. 06, 2018 USD ($) $ / shares shares	Dec. 29, 2017 USD ($)	Dec. 01, 2017 USD ($) shares	Sep. 01, 2017 USD ($)	Jul. 01, 2017 USD ($) shares	May 01, 2017 USD ($) shares	Dec. 31, 2019 USD ($)	Sep. 30, 2019 USD ($)	Jun. 30, 2019 USD ($)	Mar. 31, 2019 USD ($)	Dec. 31, 2018 USD ($)	Sep. 30, 2018 USD ($)	Jun. 30, 2018 USD ($)	Mar. 31, 2018 USD ($)	Dec. 31, 2018 USD ($)	Dec. 31, 2019 USD ($)	Dec. 31, 2018 USD ($) $ / shares	Dec. 31, 2017 USD ($)	Dec. 31, 2019 USD ($) shares	Dec. 31, 2019 USD ($) item
ACQUISITIONS
Number of shares transferred \| shares																					0
Common stock issued in acquisitions													$ 19,700,000				$ 19,700,000		$ 19,700,000	$ 64,000,000
Revenue									$ 403,000,000	$ 450,400,000	$ 450,600,000	$ 433,000,000	447,000,000	$ 461,600,000	$ 376,900,000	$ 327,600,000		$ 1,737,000,000	1,613,100,000	846,300,000
Net income (loss)									(18,400,000)	$ (273,300,000)	$ (6,400,000)	(9,300,000)	(20,100,000)	$ 2,200,000	13,500,000	$ (800,000)		(307,400,000)	(5,200,000)	27,000,000
Allocation of the purchase price paid to the fair values of the net assets
Prepaid and other current assets									21,900,000				26,300,000				26,300,000	21,900,000	26,300,000		$ 21,900,000	$ 21,900,000
Property and equipment									761,400,000				832,400,000				832,400,000	761,400,000	832,400,000		761,400,000	761,400,000
Goodwill									139,900,000				258,400,000				258,400,000	139,900,000	258,400,000	302,700,000	139,900,000	139,900,000
Amortization of intangible assets																		14,300,000	16,700,000	6,700,000
Accumulated amortization									60,600,000				46,300,000				46,300,000	60,600,000	46,300,000		60,600,000	60,600,000
Business Acquisition, Pro Forma Information [Abstract]
Pro forma revenue																			1,747,400,000
Pro forma net income (loss)																			$ (5,700,000)
Pro forma net income (loss) per common share:
Basic \| $ / shares																			$ (0.09)
Diluted \| $ / shares																			$ (0.09)
Non-compete agreements
Allocation of the purchase price paid to the fair values of the net assets
Accumulated amortization									18,400,000				12,800,000				12,800,000	18,400,000	$ 12,800,000		18,400,000	18,400,000
Customer relationships
Allocation of the purchase price paid to the fair values of the net assets
Accumulated amortization									$ 42,200,000				33,500,000				33,500,000	$ 42,200,000	33,500,000		$ 42,200,000	$ 42,200,000
Minimum
ACQUISITIONS
Number of open-deck trucking companies acquired \| item																						20
Acquisition 2017
ACQUISITIONS
Revenue																				154,000,000
Net income (loss)																				$ 15,600,000
Belmont
ACQUISITIONS
Voting interest acquired (as a percent)				100.00%
Total consideration paid				$ 4,600,000
Allocation of the purchase price paid to the fair values of the net assets
Accounts receivable				200,000
Prepaid and other current assets				100,000
Property and equipment				1,600,000
Goodwill				2,400,000
Intangible assets				1,800,000
Deferred tax liability				(1,300,000)
Accounts payable and other liabilities				(300,000)
Total				$ 4,500,000
Amortization expense adjustment															100,000
Previous quarter amortziation expense															62,566
Accumulated amortization adjustment															100,000
Increase (decrease) in goodwill															600,000
Increase (decrease) in deferred tax liability															600,000
Deferred tax benefit due to TCJA															400,000
Belmont \| Non-compete agreements
Allocation of the purchase price paid to the fair values of the net assets
Finite lived intangibles															200,000
Belmont \| Customer relationships
Allocation of the purchase price paid to the fair values of the net assets
Finite lived intangibles															1,200,000
Belmont \| Trade names
Allocation of the purchase price paid to the fair values of the net assets
Finite lived intangibles															300,000
Moore Freight Service
ACQUISITIONS
Voting interest acquired (as a percent)					100.00%
Total consideration paid					$ 59,100,000
Cash payments for business consideration					$ 35,100,000
Number of shares transferred \| shares					145,129
Common stock issued in acquisitions					$ 1,800,000
Outstanding debt assumed					22,200,000
Allocation of the purchase price paid to the fair values of the net assets
Accounts receivable					4,500,000
Parts supplies					300,000
Prepaid and other current assets					300,000
Property and equipment					22,000,000
Goodwill					17,300,000
Intangible assets					30,400,000
Other long-term assets					100,000
Deferred tax liability					(13,800,000)
Accounts payable and other liabilities					(1,900,000)
Total					59,200,000
Increase (decrease) in intangible assets due to valuation													(500,000)
Transaction expenses incurred, not deductible for taxes purposes					$ 600,000
Amortization expense adjustment															1,500,000
Previous quarter amortziation expense															900,000
Accumulated amortization adjustment															1,500,000
Increase (decrease) in goodwill															11,700,000
Deferred tax benefit due to TCJA													200,000		4,000,000
Moore Freight Service \| Non-compete agreements
Allocation of the purchase price paid to the fair values of the net assets
Finite lived intangibles															3,500,000
Moore Freight Service \| Customer relationships
Allocation of the purchase price paid to the fair values of the net assets
Finite lived intangibles															23,700,000
Moore Freight Service \| Trade names
Allocation of the purchase price paid to the fair values of the net assets
Indefinite lived intangibles															3,200,000
Roadmaster Group
ACQUISITIONS
Voting interest acquired (as a percent)					100.00%
Total consideration paid					$ 86,900,000
Cash payments for business consideration					$ 37,500,000
Number of shares transferred \| shares					3,114,247
Common stock issued in acquisitions					$ 39,100,000
Outstanding debt assumed					10,300,000
Allocation of the purchase price paid to the fair values of the net assets
Accounts receivable					9,800,000
Parts supplies					200,000
Prepaid and other current assets					1,100,000
Property and equipment					36,800,000
Goodwill					51,700,000
Intangible assets					22,900,000
Other long-term assets					700,000
Deferred tax liability					(10,000,000)
Accounts payable and other liabilities					(26,800,000)
Total					86,400,000
Increase (decrease) in intangible assets due to valuation													9,400,000
Transaction expenses incurred, not deductible for taxes purposes					$ 600,000
Amortization expense adjustment															600,000
Previous quarter amortziation expense															300,000
Accumulated amortization adjustment															600,000
Increase (decrease) in goodwill															8,700,000
Increase (decrease) in deferred tax liability															8,700,000
Deferred tax benefit due to TCJA													3,500,000		3,000,000
Roadmaster Group \| Non-compete agreements
Allocation of the purchase price paid to the fair values of the net assets
Finite lived intangibles															2,900,000
Roadmaster Group \| Customer relationships
Allocation of the purchase price paid to the fair values of the net assets
Finite lived intangibles															7,300,000
Roadmaster Group \| Trade names
Allocation of the purchase price paid to the fair values of the net assets
Indefinite lived intangibles															12,700,000
Tennessee Steel Haulers and Co
ACQUISITIONS
Voting interest acquired (as a percent)					100.00%
Total consideration paid					$ 91,900,000
Cash payments for business consideration					$ 74,900,000
Number of shares transferred \| shares					972,680
Common stock issued in acquisitions					$ 12,000,000
Outstanding debt assumed					5,000,000
Allocation of the purchase price paid to the fair values of the net assets
Accounts receivable					20,200,000
Prepaid and other current assets					5,900,000
Property and equipment					8,700,000
Goodwill					34,600,000
Intangible assets					49,900,000
Other long-term assets					19,000,000
Deferred tax liability					(32,600,000)
Accounts payable and other liabilities					(14,000,000)
Total					91,700,000
Increase (decrease) in intangible assets due to valuation													5,900,000
Transaction expenses incurred, not deductible for taxes purposes					$ 500,000
Amortization expense adjustment															2,100,000
Previous quarter amortziation expense															1,200,000
Accumulated amortization adjustment															2,100,000
Increase (decrease) in goodwill															19,200,000
Increase (decrease) in deferred tax liability															19,200,000
Deferred tax benefit due to TCJA													1,600,000		6,600,000
Tennessee Steel Haulers and Co \| Non-compete agreements
Allocation of the purchase price paid to the fair values of the net assets
Finite lived intangibles															12,400,000
Tennessee Steel Haulers and Co \| Customer relationships
Allocation of the purchase price paid to the fair values of the net assets
Finite lived intangibles															15,900,000
Tennessee Steel Haulers and Co \| Trade names
Allocation of the purchase price paid to the fair values of the net assets
Indefinite lived intangibles															21,500,000
RandR Trucking Holdings, LLC
ACQUISITIONS
Voting interest acquired (as a percent)						100.00%
Total consideration paid						$ 38,400,000
Cash payments for business consideration						24,600,000
Outstanding debt assumed						13,800,000
Allocation of the purchase price paid to the fair values of the net assets
Accounts receivable						5,100,000
Parts supplies						100,000
Prepaid and other current assets						1,500,000
Property and equipment						16,900,000
Goodwill						15,700,000
Intangible assets						11,000,000
Other long-term assets						200,000
Deferred tax liability						(8,900,000)
Accounts payable and other liabilities						(3,400,000)
Total						38,200,000
Transaction expenses incurred, not deductible for taxes purposes						$ 600,000
The Steelman Companies
ACQUISITIONS
Voting interest acquired (as a percent)							100.00%
Total consideration paid							$ 18,800,000
Cash payments for business consideration							$ 11,200,000
Number of shares transferred \| shares							746,170
Recognized Identifiable Assets Acquired And Liabilities Assumed Intangible Assets							$ 14,900,000
Common stock issued in acquisitions							7,600,000
Allocation of the purchase price paid to the fair values of the net assets
Accounts receivable							4,400,000
Parts supplies							100,000
Prepaid and other current assets							2,300,000
Property and equipment							11,100,000
Goodwill							9,700,000
Intangible assets							6,600,000
Other long-term assets							5,000,000
Deferred tax liability							(4,800,000)
Accounts payable and other liabilities							(15,600,000)
Total							18,800,000
Transaction expenses incurred, not deductible for taxes purposes							$ 300,000
Increase (decrease) in goodwill															1,700,000
Increase (decrease) in deferred tax liability															1,700,000
Deferred tax benefit due to TCJA															(600,000)
Schilli Transportation Services Inc
ACQUISITIONS
Voting interest acquired (as a percent)								100.00%
Total consideration paid								$ 27,400,000
Cash payments for business consideration								$ 21,000,000
Number of shares transferred \| shares								232,885
Common stock issued in acquisitions								$ 2,300,000
Outstanding debt assumed								4,000,000
Allocation of the purchase price paid to the fair values of the net assets
Accounts receivable								8,600,000
Parts supplies								1,700,000
Prepaid and other current assets								2,500,000
Property and equipment								39,900,000
Goodwill								11,100,000
Intangible assets								6,000,000
Other long-term assets								900,000
Deferred tax liability								(15,400,000)
Accounts payable and other liabilities								(27,900,000)
Total								27,400,000
Transaction expenses incurred, not deductible for taxes purposes								$ 400,000
Increase (decrease) in goodwill															2,800,000
Decrease in receivables															(900,000)
Decrease in assets held-for-sale															300,000
Decrease in fixed assets															1,600,000
Increase (decrease) in deferred tax liability															700,000
Big Freight Systems Inc
ACQUISITIONS
Voting interest acquired (as a percent)								100.00%
Total consideration paid								$ 16,700,000
Cash payments for business consideration								$ 12,400,000
Number of shares transferred \| shares								109,248
Common stock issued in acquisitions								$ 1,100,000
EBITDA multiplier								0.4
Contingent liability								1,100,000
Outstanding debt assumed								3,200,000
Allocation of the purchase price paid to the fair values of the net assets
Accounts receivable								4,900,000
Parts supplies								200,000
Prepaid and other current assets								300,000
Property and equipment								11,500,000
Goodwill								7,700,000
Intangible assets								4,200,000
Other long-term assets								100,000
Deferred tax liability								(4,800,000)
Accounts payable and other liabilities								(6,300,000)
Total								17,800,000
Transaction expenses incurred, not deductible for taxes purposes								$ 600,000
Increase (decrease) in goodwill															600,000
Foreign currency translation adjustment															$ 300,000
Acquisition 2018
ACQUISITIONS
Revenue																			163,600,000
Net income (loss)																			1,500,000
Builders
ACQUISITIONS
Voting interest acquired (as a percent)	100.00%
Total consideration paid	$ 36,300,000
Cash payments for business consideration	$ 30,000,000
Number of shares transferred \| shares	399,530
Common stock issued in acquisitions	$ 3,400,000
Outstanding debt assumed	2,900,000
Allocation of the purchase price paid to the fair values of the net assets
Accounts receivable													8,400,000				8,400,000		8,400,000
Parts supplies													300,000				300,000		300,000
Prepaid and other current assets													1,500,000				1,500,000		1,500,000
Property and equipment													29,400,000				29,400,000		29,400,000
Goodwill													14,700,000				14,700,000		14,700,000
Intangible assets	13,100,000												10,600,000				10,600,000		10,600,000
Other long-term assets													500,000				500,000		500,000
Deferred tax liability													(9,200,000)				(9,200,000)		(9,200,000)
Accounts payable and other liabilities													(19,900,000)				(19,900,000)		(19,900,000)
Total													36,300,000				36,300,000		36,300,000
Provisional intangible assets																			(2,500,000)
Transaction expenses incurred, not deductible for taxes purposes	$ 200,000
Amortization expense adjustment													200,000
Previous quarter amortziation expense													100,000
Accumulated amortization adjustment													200,000				200,000		200,000
Increase (decrease) in goodwill													400,000						2,500,000
Increase (decrease) in deferred tax liability													400,000
Builders \| Non-compete agreements
Allocation of the purchase price paid to the fair values of the net assets
Finite lived intangibles													500,000				500,000		500,000
Builders \| Customer relationships
Allocation of the purchase price paid to the fair values of the net assets
Finite lived intangibles													5,100,000				5,100,000		5,100,000
Builders \| Trade names
Allocation of the purchase price paid to the fair values of the net assets
Indefinite lived intangibles													5,000,000				5,000,000		5,000,000
Aveda
ACQUISITIONS
Total consideration paid			$ 118,700,000
Cash payments for business consideration			$ 27,300,000
Number of shares transferred \| shares			1,612,979
Common stock issued in acquisitions			$ 15,400,000
Contingent liability			21,200,000
Outstanding debt assumed			54,800,000
Allocation of the purchase price paid to the fair values of the net assets
Accounts receivable													37,300,000				37,300,000		37,300,000
Prepaid and other current assets													2,500,000				2,500,000		2,500,000
Property and equipment													89,800,000				89,800,000		89,800,000
Goodwill													7,700,000				7,700,000		7,700,000
Intangible assets			$ 9,000,000										15,000,000				15,000,000		15,000,000
Indefinite lived intangibles													15,000,000				15,000,000		15,000,000
Deferred tax liability													(6,700,000)				(6,700,000)		(6,700,000)
Accounts payable and other liabilities													(30,000,000)				(30,000,000)		(30,000,000)
Total													115,600,000				115,600,000		115,600,000
Cash per common share \| $ / shares			$ 0.45
Provisional intangible assets																			6,100,000
Transaction expenses incurred, not deductible for taxes purposes			$ 1,100,000
Increase (decrease) in goodwill												700,000	700,000						4,700,000
Increase (decrease) in deferred tax liability												700,000	700,000						4,700,000
Aveda \| Non-compete agreements
Allocation of the purchase price paid to the fair values of the net assets
Finite lived intangibles													1,500,000				1,500,000		1,500,000
Aveda \| Customer relationships
Allocation of the purchase price paid to the fair values of the net assets
Finite lived intangibles													7,200,000				7,200,000		7,200,000
Aveda \| Trade names
Allocation of the purchase price paid to the fair values of the net assets
Indefinite lived intangibles													6,300,000				6,300,000		6,300,000
Kelsey Trail
ACQUISITIONS
Voting interest acquired (as a percent)		100.00%
Total consideration paid		$ 6,200,000
Cash payments for business consideration		$ 5,300,000
Number of shares transferred \| shares		95,859
Common stock issued in acquisitions		$ 900,000
Allocation of the purchase price paid to the fair values of the net assets
Accounts receivable													2,300,000				2,300,000		2,300,000
Prepaid and other current assets													400,000				400,000		400,000
Property and equipment													9,200,000				9,200,000		9,200,000
Goodwill													3,300,000				3,300,000		3,300,000
Intangible assets		1,900,000											1,500,000				1,500,000		1,500,000
Indefinite lived intangibles													1,600,000				1,600,000		1,600,000
Deferred tax liability													(2,700,000)				(2,700,000)		(2,700,000)
Accounts payable and other liabilities													(8,000,000)				(8,000,000)		(8,000,000)
Total													6,000,000				6,000,000		6,000,000
Provisional intangible assets																			(300,000)
Transaction expenses incurred, not deductible for taxes purposes		$ 100,000
Increase (decrease) in goodwill												(900,000)	2,500,000				300,000
Increase (decrease) in deferred tax liability												$ (900,000)	2,500,000
Kelsey Trail \| Non-compete agreements
Allocation of the purchase price paid to the fair values of the net assets
Finite lived intangibles													100,000				100,000		100,000
Kelsey Trail \| Trade names
Allocation of the purchase price paid to the fair values of the net assets
Indefinite lived intangibles													1,500,000				1,500,000		1,500,000
Leavitts Freight Service [Member]
ACQUISITIONS
Voting interest acquired in asset acquisition (as a percent)	100.00%
Total consideration paid in an asset acquisition	$ 14,900,000
Leavitts Freight Service [Member] \| Fair Value, Nonrecurring [Member]
ACQUISITIONS
Finite-lived Intangible Assets, Fair Value Disclosure	5,200,000
Allocation of the purchase price paid to the fair values of the net assets
Accounts receivable.													1,900,000				1,900,000		1,900,000
Parts supply													100,000				100,000		100,000
Prepaid and other current assets													400,000				400,000		400,000
Property and equipment													8,500,000				8,500,000		8,500,000
Goodwill													5,100,000				5,100,000		5,100,000
Intangible assets													3,600,000				3,600,000		3,600,000
Accounts payable and other liabilities													(4,900,000)				(4,900,000)		(4,900,000)
Total													14,700,000				14,700,000		14,700,000
Increase (decrease) in intangible assets due to valuation																			(1,600,000)
Tax deductible transaction expenses	$ 300,000
Leavitts Freight Service [Member] \| Fair Value, Nonrecurring [Member] \| Non-compete agreements
ACQUISITIONS
Finite-lived Intangible Assets, Fair Value Disclosure													500,000				500,000		500,000
Leavitts Freight Service [Member] \| Fair Value, Nonrecurring [Member] \| Customer relationships
ACQUISITIONS
Finite-lived Intangible Assets, Fair Value Disclosure													1,300,000				1,300,000		1,300,000
Leavitts Freight Service [Member] \| Fair Value, Nonrecurring [Member] \| Trade names
ACQUISITIONS
Finite-lived Intangible Assets, Fair Value Disclosure													$ 1,800,000				$ 1,800,000		$ 1,800,000

PREPAID AND OTHER CURRENT ASSETS (Details) - USD ($) $ in Millions	Dec. 31, 2019	Dec. 31, 2018
PREPAID AND OTHER CURRENT ASSETS
Insurance	$ 10.1	$ 7.4
Licensing, permits and tolls	5.4	5.6
Other assets	3.1	4.4
Other prepaids	1.7	3.9
Assets held for sale	3.6	3.6
Highway and fuel taxes	1.6	1.4
Total	$ 21.9	$ 26.3

GOODWILL AND INTANGIBLE ASSETS (Details) - USD ($) $ in Millions	3 Months Ended			12 Months Ended
	Dec. 31, 2019	Sep. 30, 2019	Dec. 31, 2018	Dec. 31, 2019	Dec. 31, 2018
Goodwill
Balance at the beginning of the period				$ 258.4	$ 302.7
Impairment	$ (6.0)	$ (112.8)	$ (11.1)	(118.8)	(11.1)
Goodwill acquired and adjustments to previously recorded goodwill (net)					(32.1)
Adjustments to previously recorded goodwill (net)				(0.3)
Foreign currency translation adjustment				0.6	(1.1)
Balance at the end of the period	139.9		258.4	139.9	258.4
Flatbed
Goodwill
Balance at the beginning of the period				101.5	105.9
Impairment				(42.2)
Goodwill acquired and adjustments to previously recorded goodwill (net)					(4.4)
Balance at the end of the period	59.3		101.5	59.3	101.5
Specialized
Goodwill
Balance at the beginning of the period				156.9	196.8
Impairment				(76.6)	(11.1)
Goodwill acquired and adjustments to previously recorded goodwill (net)					(27.7)
Adjustments to previously recorded goodwill (net)				(0.3)
Foreign currency translation adjustment				0.6	(1.1)
Balance at the end of the period	$ 80.6		$ 156.9	$ 80.6	$ 156.9

GOODWILL AND INTANGIBLE ASSETS - Other Intangibles (Details) $ in Millions				1 Months Ended	3 Months Ended				12 Months Ended
	Mar. 10, 2020 segment	Jul. 30, 2019 segment	Jul. 29, 2019 segment	Jun. 30, 2018 USD ($)	Dec. 31, 2019 USD ($)	Sep. 30, 2019 USD ($)	Dec. 31, 2018 USD ($)	Jun. 30, 2018 USD ($)	Dec. 31, 2019 USD ($) segment	Dec. 31, 2018 USD ($) segment	Dec. 31, 2017 USD ($) segment
Intangible Assets, Net
Number of operating segments integrated \| segment	3	3
Number of operating segments \| segment		13	16						13	16	15
Goodwill impairment charge					$ 6.0	$ 112.8	$ 11.1		$ 118.8	$ 11.1
Goodwill impairment charges non-tax deductible						111.0
Impairment charge						85.6	11.1
Intangible Assets					169.7		255.1		169.7	255.1
Accumulated Amortization					(60.6)		(46.3)		(60.6)	(46.3)
Impairment						$ (85.6)	(11.1)
Intangible Assets, net					109.1		208.8		109.1	208.8
Foreign currency translation adjustment							0.2			0.2
Foreign currency translation adjustment, Intangible asset, net							0.2			0.2
Amortization of intangible assets									14.3	16.7	$ 6.7
Trade names
Intangible Assets, Net
Impairment charge								$ 2.8
Intangible Assets					59.1		90.6		59.1	90.6
Impairment								$ (2.8)
Intangible Assets, net					59.1		90.6		59.1	90.6
Non-compete agreements
Intangible Assets, Net
Intangible Assets					21.7		33.8		21.7	33.8
Accumulated Amortization					(18.4)		(12.8)		(18.4)	(12.8)
Intangible Assets, net					3.3		21.0		$ 3.3	$ 21.0
Weighted average remaining useful lives									2 years 8 months 12 days	3 years
Future estimated amortization expense
2020					1.3				$ 1.3
2021					1.0				1.0
2022					0.9				0.9
2023					0.1				0.1
Total					3.3				3.3
Customer relationships
Intangible Assets, Net
Intangible Assets					88.9		130.9		88.9	$ 130.9
Accumulated Amortization					(42.2)		(33.5)		(42.2)	(33.5)
Intangible Assets, net					46.7		$ 97.4		$ 46.7	$ 97.4
Weighted average remaining useful lives									9 years 8 months 12 days	10 years 4 months 24 days
Future estimated amortization expense
2020					5.9				$ 5.9
2021					5.9				5.9
2022					5.9				5.9
2023					5.9				5.9
2024					4.5				4.5
Thereafter					18.6				18.6
Total					$ 46.7				46.7
Flatbed
Intangible Assets, Net
Goodwill impairment charge									42.2
Specialized
Intangible Assets, Net
Goodwill impairment charge									$ 76.6	$ 11.1
Specialized \| Trade names
Intangible Assets, Net
Impairment charge				$ 2.8
Impairment				$ (2.8)

PROPERTY AND EQUIPMENT (Details) - USD ($) $ in Millions	3 Months Ended	12 Months Ended
PROPERTY AND EQUIPMENT (Details) - USD ($) $ in Millions	Sep. 30, 2019	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
PROPERTY AND EQUIPMENT
Impairment expense		$ 97.6
Property and equipment, Gross		761.4	$ 832.4
Accumulated depreciation		(322.4)	(259.7)
Property and equipment, Net		439.0	572.7
Depreciation		132.2	114.4	$ 70.2
Revenue equipment
PROPERTY AND EQUIPMENT
Property and equipment, Gross		597.0	734.0
Buildings and improvements
PROPERTY AND EQUIPMENT
Property and equipment, Gross		64.3	61.9
Assets leased and available for lease to owner operators
PROPERTY AND EQUIPMENT
Property and equipment, Gross		59.9
Accumulated depreciation		(20.5)
Furniture and fixtures, office and computer equipment and vehicles
PROPERTY AND EQUIPMENT
Property and equipment, Gross		40.2	36.5
Property and equipment
PROPERTY AND EQUIPMENT
Impairment expense	$ 97.6
Acquired Assets [Member]
PROPERTY AND EQUIPMENT
Depreciation		$ 18.2	$ 24.1	$ 8.4
Specialized
PROPERTY AND EQUIPMENT
Impairment expense	58.6
Flatbed
PROPERTY AND EQUIPMENT
Impairment expense	$ 39.0

INTEGRATION AND RESTRUCTURING (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended	12 Months Ended
	Dec. 31, 2019	Sep. 30, 2019	Sep. 30, 2019	Dec. 31, 2019	Dec. 31, 2019
Restructuring Cost and Reserve [Line Items]
Restructuring charges	$ 1.5	$ 6.9		$ 8.4
Restructuring Reserve [Roll Forward]
Costs accrued				8.4
Consolidated
Restructuring Cost and Reserve [Line Items]
Restructuring Reserve	1.8			1.8	$ 1.8
Restructuring Reserve [Roll Forward]
Costs accrued				8.4
Amounts paid or charged				(6.6)
Balance at end of the period	1.8			1.8
Consolidated \| Severance and Other Payroll
Restructuring Cost and Reserve [Line Items]
Restructuring Reserve	1.8			1.8	1.8
Restructuring Reserve [Roll Forward]
Costs accrued				4.1
Amounts paid or charged				(2.3)
Balance at end of the period	1.8			1.8
Consolidated \| Operating Lease Termination
Restructuring Reserve [Roll Forward]
Costs accrued				0.5
Amounts paid or charged				(0.5)
Consolidated \| Fixed Asset Impairment
Restructuring Reserve [Roll Forward]
Costs accrued				2.1
Amounts paid or charged				(2.1)
Consolidated \| Other
Restructuring Reserve [Roll Forward]
Costs accrued				1.7
Amounts paid or charged				(1.7)
Specialized \| Consolidated
Restructuring Cost and Reserve [Line Items]
Restructuring charges				3.9
Restructuring Reserve [Roll Forward]
Costs accrued				3.9
Amounts paid or charged				(3.9)
Specialized \| Consolidated \| Severance and Other Payroll
Restructuring Reserve [Roll Forward]
Costs accrued				0.6
Amounts paid or charged				(0.6)
Specialized \| Consolidated \| Operating Lease Termination
Restructuring Reserve [Roll Forward]
Costs accrued				0.5
Amounts paid or charged				(0.5)
Specialized \| Consolidated \| Fixed Asset Impairment
Restructuring Reserve [Roll Forward]
Costs accrued				1.4
Amounts paid or charged				(1.4)
Specialized \| Consolidated \| Other
Restructuring Reserve [Roll Forward]
Costs accrued				1.4
Amounts paid or charged				(1.4)
Flatbed \| Consolidated
Restructuring Cost and Reserve [Line Items]
Restructuring charges				1.7
Restructuring Reserve [Roll Forward]
Costs accrued				1.8
Amounts paid or charged				(1.8)
Flatbed \| Consolidated \| Severance and Other Payroll
Restructuring Reserve [Roll Forward]
Costs accrued				0.8
Amounts paid or charged				(0.8)
Flatbed \| Consolidated \| Fixed Asset Impairment
Restructuring Reserve [Roll Forward]
Costs accrued				0.7
Amounts paid or charged				(0.7)
Flatbed \| Consolidated \| Other
Restructuring Reserve [Roll Forward]
Costs accrued				0.3
Amounts paid or charged				(0.3)
Corporate \| Consolidated
Restructuring Cost and Reserve [Line Items]
Restructuring Reserve	1.8			1.8	1.8
Restructuring Reserve [Roll Forward]
Costs accrued				2.7
Amounts paid or charged				(0.9)
Balance at end of the period	1.8			1.8
Corporate \| Consolidated \| Severance and Other Payroll
Restructuring Cost and Reserve [Line Items]
Restructuring Reserve	1.8			1.8	1.8
Restructuring Reserve [Roll Forward]
Costs accrued				2.7
Amounts paid or charged				(0.9)
Balance at end of the period	$ 1.8			$ 1.8
Plan And Project Pivot [Member]
Restructuring Cost and Reserve [Line Items]
Restructuring charges		8.4	$ 8.4
Restructuring and Related Cost, Cost Incurred to Date		$ 6.9	$ 6.9		$ 1.5

ACCRUED EXPENSES AND OTHER LIABILITIES (Details) - USD ($) $ in Millions	Dec. 31, 2019	Dec. 31, 2018
ACCRUED EXPENSES AND OTHER LIABILITIES
Brokerage and escorts	$ 16.9	$ 12.6
Other accrued expenses	10.6	8.0
Owner-operator deposits	7.1	9.3
Unvouchered payables	6.1	11.7
Sales and local taxes payable	1.7	3.3
Fuel and fuel taxes	1.3	1.2
Interest	0.5	0.4
Total	$ 44.2	$ 46.5

LONG-TERM DEBT (Details) - USD ($) $ in Millions	Dec. 31, 2019	Dec. 31, 2018	Nov. 30, 2017	Feb. 28, 2017
Senior Debt
Long-term Debt, Gross	$ 704.1	$ 702.4
Less current portion	(59.4)	(63.5)
Less unamortized deferred financing costs			$ (4.8)	$ (14.2)
Long-term portion	633.3	622.7
BHE Seller notes
Senior Debt
Total	678.6
Line of credit \| BHE Seller notes
Senior Debt
Total	1.7
Term loan facility
Senior Debt
Long-term Debt, Gross	488.5	493.5
Term loan facility \| BHE Seller notes
Senior Debt
Total	488.5
Senior Debt
Senior Debt
Less current portion	(59.4)	(63.5)
Less unamortized deferred financing costs	(11.4)	(16.2)
Line of credit
Senior Debt
Long-term Debt, Gross	1.7
Equipment term loans
Senior Debt
Long-term Debt, Gross	188.4	190.7
Equipment term loans \| BHE Seller notes
Senior Debt
Total	188.4
Finance And Capital Leases [Member]
Senior Debt
Long-term Debt, Gross	$ 25.5	$ 18.2

LONG-TERM DEBT - ABL Facility (Details) - USD ($) $ in Millions				12 Months Ended
	Jun. 15, 2018	Aug. 31, 2017	Feb. 27, 2017	Dec. 31, 2019	Dec. 31, 2017
LONG-TERM DEBT
Proceeds from Term Loan Facility					$ 500.0
Outstanding letters of credit				$ 15.9
Senior Debt
LONG-TERM DEBT
Credit facility			$ 350.0
Equipment term loans \| Maximum
LONG-TERM DEBT
Interest rate (as a percent)				10.70%
Equipment term loans \| Minimum
LONG-TERM DEBT
Interest rate (as a percent)				1.50%
Term loan facility
LONG-TERM DEBT
Credit facility			$ 250.0
Term loan facility \| Credit Suisse AG
LONG-TERM DEBT
Percentage of EBITDA permitted to be added back (as a percent)				25.00%
Percentage of excess cash flow, mandatory prepayment, 2019				50.00%
Percentage of excess cash flow, mandatory prepayment, 2020				25.00%
Percentage of excess cash flow, mandatory prepayment, 2021				0.00%
Term loan facility \| Credit Suisse AG \| Commencing March 31 2018
LONG-TERM DEBT
Consolidated total leverage ratio commencing on March 31, 2018				4.00%
Term loan facility \| Credit Suisse AG \| Commencing March 31 2021
LONG-TERM DEBT
Consolidated total leverage ratio commencing on March 31, 2021				3.75%
Term loan facility \| Credit Suisse AG \| Base Rate
LONG-TERM DEBT
Floor rate (as a percent)			2.00%
Basis spread on variable rate			4.00%
Term loan facility \| Credit Suisse AG \| LIBOR
LONG-TERM DEBT
Floor rate (as a percent)			1.00%
Basis spread on variable rate			5.00%
Term loan facility \| Senior Debt \| Credit Suisse AG
LONG-TERM DEBT
Credit facility			$ 500.0
Average interest rate on term loan				7.40%
Revolving credit facility \| PNC Bank National Association \| Base Rate \| Less than 1.25 to 1.00
LONG-TERM DEBT
Fixed charge coverage ratio				2.25%
Revolving credit facility \| PNC Bank National Association \| Base Rate \| Greater than or equal to 1.25 to 1.00, but less than 1.50 to 1.00
LONG-TERM DEBT
Fixed charge coverage ratio				1.75%
Revolving credit facility \| PNC Bank National Association \| Base Rate \| Greater than or equal to 1.50 to 1.00, but less than 1.75
LONG-TERM DEBT
Fixed charge coverage ratio				1.25%
Revolving credit facility \| PNC Bank National Association \| Base Rate \| Greater than or equal to 1.75 to 1.00
LONG-TERM DEBT
Fixed charge coverage ratio				0.75%
Revolving credit facility \| PNC Bank National Association \| LIBOR \| Less than 1.25 to 1.00
LONG-TERM DEBT
Fixed charge coverage ratio				3.25%
Revolving credit facility \| PNC Bank National Association \| LIBOR \| Greater than or equal to 1.25 to 1.00, but less than 1.50 to 1.00
LONG-TERM DEBT
Fixed charge coverage ratio				2.75%
Revolving credit facility \| PNC Bank National Association \| LIBOR \| Greater than or equal to 1.50 to 1.00, but less than 1.75
LONG-TERM DEBT
Fixed charge coverage ratio				2.25%
Revolving credit facility \| PNC Bank National Association \| LIBOR \| Greater than or equal to 1.75 to 1.00
LONG-TERM DEBT
Fixed charge coverage ratio				1.75%
ABL Member
LONG-TERM DEBT
Credit facility			$ 70.0
Availability at closing				$ 86.8
Fixed charge coverage ratio Trailing Period				12 months
RLOC Utilization trailing period (in months)				12 months
Excess availability falling below amount		$ 15.0
Maximum credit amount (as a percent)		20.00%
Number of consecutive days, a financial covenant requiring the Company to maintain a minimum consolidated fixed charge coverage ratio		60 days
Minimum consolidated fixed charge coverage ratio		1.00%
ABL Member \| Credit Suisse AG
LONG-TERM DEBT
Consolidated total leverage ratio commencing on March 31, 2018				4.00%
Consolidated total leverage ratio commencing on March 31, 2021				3.75%
ABL Member \| PNC Bank National Association
LONG-TERM DEBT
Credit facility	$ 100.0
Term loan amortization period			5 years
Percentage of accounts receivable used as part of the borrowing base calculation			85.00%
Percentage of unbilled accounts receivable used as part of the borrowing base calculation			80.00%
Percentage of parts supplies used as part of the borrowing base calculation			50.00%
Facility's maximum credit amount	$ 30.0
Line of credit sublimit			$ 20.0
Outstanding letters of credit				$ 1.7
Interest rate (as a percent)				5.25%
ABL Member \| PNC Bank National Association \| Base Rate \| Less than 33.3%
LONG-TERM DEBT
Basis spread on variable rate				0.50%
ABL Member \| PNC Bank National Association \| Base Rate \| Greater than or equal to 33.3%, but less than 66.6%
LONG-TERM DEBT
Basis spread on variable rate				0.75%
ABL Member \| PNC Bank National Association \| Base Rate \| Greater than or equal to 66.6%
LONG-TERM DEBT
Basis spread on variable rate				1.00%
ABL Member \| PNC Bank National Association \| LIBOR \| Less than 33.3%
LONG-TERM DEBT
Basis spread on variable rate				1.50%
ABL Member \| PNC Bank National Association \| LIBOR \| Greater than or equal to 33.3%, but less than 66.6%
LONG-TERM DEBT
Basis spread on variable rate				1.75%
ABL Member \| PNC Bank National Association \| LIBOR \| Greater than or equal to 66.6%
LONG-TERM DEBT
Basis spread on variable rate				2.00%
ABL Member \| Letter of credit
LONG-TERM DEBT
Outstanding letters of credit				$ 13.9
Delayed Draw Feature
LONG-TERM DEBT
Credit facility			$ 100.0

LONG-TERM DEBT - Equipment Term Loans and Mortgages (Details)	12 Months Ended
	Dec. 31, 2019 USD ($) Lender	Dec. 31, 2018 USD ($)	Dec. 31, 2017 USD ($)	Nov. 30, 2017 USD ($)	Feb. 28, 2017 USD ($)
LONG-TERM DEBT
Loan balance	$ 704,100,000	$ 702,400,000
Deferred finance charges				$ 4,800,000	$ 14,200,000
Book value recorded under capital leases		16,600,000
Accumulated depreciation		7,800,000
Depreciation expense leased equipment		2,900,000	$ 2,600,000
Equipment term loans
LONG-TERM DEBT
Equipment with collateralizes term loans	185,200,000
Loan balance	$ 188,400,000	$ 190,700,000
Number of lenders \| Lender	33
Equipment term loans \| Minimum
LONG-TERM DEBT
Interest rate (as a percent)	1.50%
Equipment term loans \| Maximum
LONG-TERM DEBT
Interest rate (as a percent)	10.70%
Bank mortgage loan
LONG-TERM DEBT
Loan balance	$ 3,200,000
Interest rate (as a percent)	3.70%
Monthly installments	$ 15,776
November 2017 And 2020 \| Equipment term loans
LONG-TERM DEBT
Number of days of adjustment of interest rate and monthly payments	45 days
November 2017 And 2020 \| Equipment term loans \| Base Rate
LONG-TERM DEBT
Interest rate (as a percent)	2.50%
November 2017 And 2020 \| Equipment term loans \| Minimum
LONG-TERM DEBT
Interest rate (as a percent)	3.70%

LONG-TERM DEBT - Additional information (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2013	Dec. 31, 2017
BHE Seller notes
Long-term Debt and Capital Lease Obligations, Including Current Maturities [Abstract]
2020	$ 53.2
2021	46.3
2022	39.0
2023	34.8
2024	158.2
Thereafter	347.1
Total	678.6
Equipment term loans \| BHE Seller notes
Long-term Debt and Capital Lease Obligations, Including Current Maturities [Abstract]
2020	48.2
2021	43.8
2022	34.8
2023	32.3
2024	19.6
Thereafter	9.7
Total	$ 188.4
Senior subordinated secured debt \| Main Street Capital Corporation
Loan amount		$ 20.0
Interest rate (as a percent)		12.00%
Paid-in-kind interest (as a percent)		2.50%
Accrued, Paid-in-kind interest added to principal balance			$ 0.1
Senior subordinated secured debt \| Prudential Capital Partners
Loan amount		$ 20.0
Interest rate (as a percent)		12.00%
Paid-in-kind interest (as a percent)		2.50%
Accrued, Paid-in-kind interest added to principal balance			$ 0.1
Subordinated notes
Make-whole payment	5.00%
Subordinated notes \| LST Seller notes
Loan amount	$ 22.0
Interest rate (as a percent)	10.00%
Subordinated notes \| DTR Seller notes
Loan amount	$ 1.0
Interest rate (as a percent)	5.00%
Subordinated notes \| BHE Seller notes
Loan amount	$ 2.0
Interest rate (as a percent)	7.00%
Line of credit \| BHE Seller notes
Long-term Debt and Capital Lease Obligations, Including Current Maturities [Abstract]
2022	$ 1.7
Total	1.7
Term loan facility \| BHE Seller notes
Long-term Debt and Capital Lease Obligations, Including Current Maturities [Abstract]
2020	5.0
2021	2.5
2022	2.5
2023	2.5
2024	138.6
Thereafter	337.4
Total	$ 488.5

INCOME TAXES - Components of the Company's provision for income taxes (Details) - USD ($) $ in Millions	3 Months Ended								12 Months Ended
	Dec. 31, 2019	Sep. 30, 2019	Jun. 30, 2019	Mar. 31, 2019	Dec. 31, 2018	Sep. 30, 2018	Jun. 30, 2018	Mar. 31, 2018	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Current:
Federal									$ (0.3)	$ (0.1)	$ (0.1)
State									3.7	4.0	1.3
Total current taxes									3.4	3.9	1.2
Deferred:
Federal									(45.5)	(10.9)	(51.4)
State									(11.6)	(7.4)	(1.9)
Foreign									(0.9)	(1.5)	(0.2)
Total deferred taxes							$ 14.0		(58.0)	(19.8)	(53.5)
Provision (benefit) for income taxes	$ 5.8	$ (57.8)	$ (0.7)	$ (1.9)	$ (1.7)	$ 0.7	$ (14.5)	$ (0.4)	$ (54.6)	$ (15.9)	$ (52.3)

INCOME TAXES - Effective income tax and the U.S. statutory income tax rate (Details) - USD ($) $ in Millions	3 Months Ended								12 Months Ended
	Dec. 31, 2019	Sep. 30, 2019	Jun. 30, 2019	Mar. 31, 2019	Dec. 31, 2018	Sep. 30, 2018	Jun. 30, 2018	Mar. 31, 2018	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Effective income tax rate and the U.S. statutory income tax rate
Income tax expense (benefit) at U.S. statutory income tax rate									$ (76.1)	$ (4.4)	$ (8.8)
Federal income tax effects of:
State income tax expense									(6.2)	(2.7)	(0.3)
Foreign taxes											(0.2)
Foreign tax rate differential									(0.8)	(0.3)	0.1
Goodwill impairment									23.4
Per diem and other nondeductible expenses									2.3	4.1	3.2
Change in valuation allowance									1.2
Cumulative effect of change in effective tax rate										(12.6)	(46.1)
Tax credits									(0.3)	(0.1)	(0.1)
Other									1.9	0.1	(0.1)
Provision (benefit) for income taxes	$ 5.8	$ (57.8)	$ (0.7)	$ (1.9)	$ (1.7)	$ 0.7	$ (14.5)	$ (0.4)	$ (54.6)	$ (15.9)	$ (52.3)
Effective tax rate									15.10%	75.40%	206.80%
Federal income tax rate									21.00%	21.00%	35.00%

INCOME TAXES - Deferred tax assets and liabilities (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Deferred tax assets
Accrued expenses	$ 7.0	$ 5.3
Vacation accrual	0.6	0.6
Accounts receivable	0.8	0.4
Net operating losses	30.2	31.7
Interest expense limitation		1.3
Deferred start-up costs	1.3	1.4
Stock based compensation	1.5	1.3
Operating lease liabilities	20.6
Foreign assets	9.0	1.7
Total	71.0	43.7
Valuation allowance	(7.4)
Total deferred tax assets	63.6	43.7
Valuation allowance - foreign deferred tax assets	6.1
Deferred tax liabilities
Sales-type leases		(2.3)
Prepaid expenses	(4.7)	(4.1)
481(a) adjustment	(0.9)	(1.7)
Intangible assets	(19.4)	(44.0)
Property and equipment	(82.9)	(111.7)
Right of Use Asset	(18.9)
Foreign liabilities	6.7	6.7
Total deferred tax liabilities	133.5	170.5
Net deferred tax liability	$ (69.9)	$ (126.8)

INCOME TAXES - Additional Information (Details) - USD ($) $ in Millions	Dec. 31, 2019	Dec. 31, 2018
Operating Loss Carryforwards [Line Items]
Uncertain tax positions	$ 0.0	$ 0.0
Federal
Operating Loss Carryforwards [Line Items]
Operating Loss Carryforwards	109.0
Foreign
Operating Loss Carryforwards [Line Items]
Operating Loss Carryforwards	8.4
State
Operating Loss Carryforwards [Line Items]
Operating Loss Carryforwards	$ 4.7

RELATED PARTY TRANSACTIONS (Details)	12 Months Ended
RELATED PARTY TRANSACTIONS (Details)	Dec. 31, 2019 USD ($) shareholder	Dec. 31, 2018 USD ($)	Dec. 31, 2017 USD ($)
RELATED PARTY TRANSACTIONS
Capital expenditures	$ 439,000,000	$ 572,700,000
Main Street Capital Corporation
RELATED PARTY TRANSACTIONS
Interest Expense, Related Party			$ 500,000
Prudential Capital Partners
RELATED PARTY TRANSACTIONS
Interest Expense, Related Party			500,000
LST Seller notes
RELATED PARTY TRANSACTIONS
Interest Expense, Related Party			400,000
Vendor
RELATED PARTY TRANSACTIONS
Stock holders investment percentage	1.00%
Payment to vendor for product and subscription purchases	$ 600,000	600,000	600,000
Due to Related Parties	$ 9,000	10,000
Shareholders and minority owners
RELATED PARTY TRANSACTIONS
Number of shareholders are minority owners in VIE \| shareholder	2
Revenue from Related Parties	$ 400,000	700,000	400,000
Accounts Receivable, Related Parties	24,000	51,000
Partially Owned Shareholders And Employee
RELATED PARTY TRANSACTIONS
Revenue from Related Parties		1,000,000
Capital expenditures		800,000
Gain on sale of equipment		200,000
Carrier
RELATED PARTY TRANSACTIONS
Revenue from Related Parties	1,800,000	100,000	$ 200,000
Accounts Receivable, Related Parties	$ 19,000,000,000	$ 71,000,000,000

STOCKHOLDERS' EQUITY (Details) $ / shares in Units, $ in Millions																																				1 Months Ended		12 Months Ended			24 Months Ended
	Dec. 15, 2019 $ / shares	Nov. 27, 2019 $ / shares	Sep. 15, 2019 $ / shares	Aug. 20, 2019 $ / shares	Jun. 15, 2019 $ / shares	May 21, 2019 $ / shares	Mar. 15, 2019 $ / shares	Feb. 27, 2019 $ / shares	Dec. 15, 2018 $ / shares	Nov. 27, 2018 $ / shares	Sep. 14, 2018 $ / shares	Aug. 21, 2018 $ / shares	Aug. 01, 2018 USD ($) shares	Jul. 01, 2018 USD ($) shares	Jun. 20, 2018 $ / shares	Jun. 06, 2018 USD ($) shares	Jun. 01, 2018 $ / shares shares	May 22, 2018 $ / shares	Mar. 15, 2018 $ / shares	Feb. 27, 2018 $ / shares	Feb. 14, 2018	Jan. 16, 2018 shares	Jan. 14, 2018 $ / shares shares	Dec. 15, 2017 $ / shares	Nov. 19, 2017 $ / shares	Oct. 20, 2017 $ / shares	Oct. 17, 2017 $ / shares	Sep. 20, 2017 shares	Sep. 19, 2017 USD ($) $ / shares shares	Jul. 28, 2017 $ / shares	Jul. 18, 2017 $ / shares	Apr. 24, 2017 $ / shares	Feb. 27, 2017 USD ($) shares	Feb. 21, 2017 $ / shares	Oct. 13, 2016 $ / shares	Feb. 28, 2018 USD ($)	Feb. 28, 2017 shares	Dec. 31, 2019 USD ($) Vote item $ / shares shares	Dec. 31, 2018 USD ($) $ / shares shares	Dec. 31, 2017 USD ($) $ / shares	Dec. 31, 2019 USD ($) Vote $ / shares shares
Number of votes for each common stock \| Vote																																						1			1
Issuance of common stock (in shares)																							7,500,000						5,292,000										5,675,967
Common stock par value \| $ / shares																													$ 0.0001
Issuance of stock \| $																													$ 63.6										$ 104.5	$ 127.3
Proceeds from issuance of common stock \| $																																				$ 84.4			$ 84.4	127.9
Common stock, par value \| $ / shares																																						$ 0.0001	$ 0.0001		$ 0.0001
Purchase price paid in common stock (in shares)																																									0
Purchase price paid in common stock (in value) \| $																																							$ 19.7	64.0
2017 Omnibus Incentive Plan
Shares of common stock reserved for future issuance																																						700,000			700,000
Warrants
Total number of warrants outstanding																																						35,040,658			35,040,658
Share issued for exercise of warrants (in shares)																																						17,520,329			17,520,329
Shares that can be purchased out of each warrant																																						0.50			0.50
Exercise price per half share (in dollars per share) \| $ / shares																																						$ 5.75
Exercise price per whole share (in dollars per share) \| $ / shares																																						$ 11.50			$ 11.50
Expiration term of public warrants																																						5 years
Public Warrants
Total number of warrants outstanding																																						19,959,902			19,959,902
Redemption price per warrant \| $ / shares																																						$ 0.01
Redemption price per warrant subject to stated common stock value \| $ / shares																																						$ 24.00
Number of trading days in which the price per share should equals or exceeds $24.00 per share to call the Public Warrants for redemption \| item																																						20
Warrants exercisable period																																						30 days
Private Placement Warrants
Total number of warrants outstanding																																						15,080,756			15,080,756
Hennessy Capital Acquisition Corp II and HCAC Merger Sub Inc
Proceeds from issuance of common stock \| $																																	$ 83.4
Proceeds from convertible preferred stock \| $																																	$ 65.0
Aveda
Purchase price paid in common stock (in shares)																1,612,979
Purchase price paid in common stock (in value) \| $																$ 15.4
Kelsey Trail
Purchase price paid in common stock (in shares)														95,859
Purchase price paid in common stock (in value) \| $														$ 0.9
Builders
Purchase price paid in common stock (in shares)													399,530
Purchase price paid in common stock (in value) \| $													$ 3.4
IPO
Issuance of common stock (in shares)																													4,882,167
Selling Stockholders
Issuance of common stock (in shares)																													409,833
Gross selling price to public \| $ / shares																													$ 12.00
Selling price to public \| $ / shares																							$ 10.60						$ 11.34
Underwriting agreement
Issuance of common stock (in shares)																						1,125,000						793,800
Duration to purchase additional shares																					30 days							30 days
Series A
Proceeds from convertible preferred stock \| $																																								$ 65.0
Preferred stock, par value \| $ / shares																																						$ 0.0001			$ 0.0001
Number of shares of the company's stock issued upon initial conversion																																						8.6957			8.6957
Initial conversion rate per share (in dollars per share) \| $ / shares																																						$ 11.50			$ 11.50
Number of years of anniversary from issue date for holder elects to convert (in years)																																						7 years
Number of consecutive trading days at option by delivery of Notice of Conversion (in days)																																						10 days
Number of consecutive trading days commencing on trading day immediately following notice (in days)																																						20 days
Shares would be issuable upon conversion of currently outstanding shares (in shares)																																						5,652,173
Minimum percentage of weighted average price of common stock under preferred stock conversion on or after third anniversary (as a percent)																																						140.00%
Minimum trading days of weighted average price of common stock under preferred stock conversion on or after third anniversary (in days)																																						20 days
Maximum trading days of weighted average price of common stock under preferred stock conversion on or after third anniversary (in days)																																						30 days
Minimum percentage of weighted average price of common stock under preferred stock conversion on or after fifth anniversary (as a percent)																																						115.00%
Minimum trading days of weighted average price of common stock under preferred stock conversion on or after fifth anniversary (in days)																																						20 days
Maximum trading days of weighted average price of common stock under preferred stock conversion on or after fifth anniversary (in days)																																						30 days
Minimum trading days of weighted average price of common stock under preferred stock conversion on or after seventh anniversary (in days)																																						10 days
Maximum days for conversion of preferred stock into common stock due to fundamental changes (in days)																																						15 days
Base price for calculation of conversion rate \| $ / shares																																						$ 100.00
Percentage of closing sale price of common stock																																						66.67%			66.67%
Minimum percentage of shares of common stock owned by holder for limitation in preferred stock																																						9.99%
Maximum percentage of shares can be converted to common stock																																						19.99%
Preferred share liquidation amount per share \| $ / shares																																						$ 100			$ 100
Dividend rate (as a percent)																																						7.625%	7.625%	7.625%
Preferred stock, quarterly dividend declared (in dollars per share) \| $ / shares		$ 1.91		$ 1.91		$ 1.91		$ 1.91		$ 1.91		$ 1.91						$ 1.91		$ 1.91					$ 1.91		$ 1.91				$ 1.91	$ 0.68						$ 7.63	$ 7.63	$ 6.40
Dividend paid (in dollars per share) \| $ / shares	$ 1.91		$ 1.91		$ 1.91		$ 1.91		$ 1.91		$ 1.91				$ 1.91				$ 1.91					$ 1.91		$ 1.91				$ 1.91
Accrued convertible preferred dividends \| $																																						$ 0.0		$ 0.0	$ 0.0
Series A \| Maximum
Number of business days following tenth consecutive trading day to convert shares (in days)																																						5 days
Number of trading days from receipt of Notice of Conversion (in days)																																						2 days
Series A \| Hennessy Capital Acquisition Corp II and HCAC Merger Sub Inc
Preferred stock, issued (in shares)																																	650,000
Proceeds from convertible preferred stock \| $																																	$ 65.0
Series A \| Private placement \| Hennessy Capital Acquisition Corp II and HCAC Merger Sub Inc
Issuance of common stock (in shares)																																	650,000
Proceeds from convertible preferred stock \| $																																	$ 65.0
Series B
Preferred stock, issued (in shares)																																	64,500				64,500
Preferred stock, quarterly dividend declared (in dollars per share) \| $ / shares																																		$ 12.50						$ 12.50
Dividend paid (in dollars per share) \| $ / shares																																		$ 12.50	$ 18.75
Preferred stock, outstanding (in shares)																																					64,500
Conversion of Convertible Stock to common shares (in shares)																																					9,301,150
Earn out provision \| Hennessy Capital Acquisition Corp II and HCAC Merger Sub Inc
Common stock, par value \| $ / shares																	$ 0.0001
Purchase price paid in common stock (in shares)																	5,000,000

STOCK-BASED COMPENSATION - Aggregate (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Stock-based compensation
Aggregate stock-based compensation charges	$ 3.8	$ 3.6	$ 1.9
Stock Option
Stock-based compensation
Unrecognized stock-based compensation expense	$ 4.1
Weighted average period of recognition	2 years 9 months 18 days
Restricted Stock Units (RSUs)
Stock-based compensation
Unrecognized stock-based compensation expense	$ 5.0
Weighted average period of recognition	2 years 4 months 24 days

STOCK-BASED COMPENSATION - Options (Details) - 2017 Omnibus Incentive Plan - USD ($)	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017	Feb. 27, 2017
Stock options and restricted stock units granted under the 2017 Plan
Number of shares authorized				4,500,000
Stock option grants under the Plan
Vesting Period (in years)	5 years
Restricted stock unit grants under the Plan
Vesting Period (in years)	5 years
Director Group \| Minimum
Stock option grants under the Plan
Vesting Period (in years)	1 year
Restricted stock unit grants under the Plan
Vesting Period (in years)	1 year
Director Group \| Weighted average
Stock option grants under the Plan
Vesting Period (in years)	2 years
Restricted stock unit grants under the Plan
Vesting Period (in years)	2 years
Stock Option
Stock option grants under the Plan
# of Options Granted	631,136	491,095
Issued and Outstanding (in shares)	2,308,924	2,066,529	1,655,995
Weighted Average Exercise Price (in dollars per share)	$ 3.20	$ 9.81
Stock Option \| Director Group
Stock option grants under the Plan
# of Options Granted	150,000
Issued and Outstanding (in shares)	100,000
Vesting Period (in years)	5 years
Weighted Average Exercise Price (in dollars per share)	$ 9.98
Weighted Average Grant Date Fair Value (in dollars)	$ 4.36
Restricted stock unit grants under the Plan
Vesting Period (in years)	5 years
Stock Option \| Employee Group
Stock option grants under the Plan
# of Options Granted	2,632,730
Issued and Outstanding (in shares)	2,208,924
Weighted Average Exercise Price (in dollars per share)	$ 8.56
Weighted Average Grant Date Fair Value (in dollars)	$ 3.70
Stock Option \| Employee Group \| Minimum
Stock option grants under the Plan
Vesting Period (in years)	3 years
Restricted stock unit grants under the Plan
Vesting Period (in years)	3 years
Stock Option \| Employee Group \| Maximum
Stock option grants under the Plan
Vesting Period (in years)	5 years
Restricted stock unit grants under the Plan
Vesting Period (in years)	5 years
Director Group \| Maximum
Stock option grants under the Plan
Vesting Period (in years)	5 years
Restricted stock unit grants under the Plan
Vesting Period (in years)	5 years
Restricted Stock Units (RSUs)
Restricted stock unit grants under the Plan
# of Restricted Stock Units Granted	753,986	592,015
Issued and outstanding	1,180,882	841,361	763,591
Restricted Stock Units (RSUs) \| Director Group
Restricted stock unit grants under the Plan
# of Restricted Stock Units Granted	785,498
Issued and outstanding	730,838
Weighted Average Grant Date Fair Value	$ 2.75
Restricted Stock Units (RSUs) \| Director Group \| Minimum
Stock option grants under the Plan
Vesting Period (in years)	1 year
Restricted stock unit grants under the Plan
Vesting Period (in years)	1 year
Restricted Stock Units (RSUs) \| Director Group \| Maximum
Stock option grants under the Plan
Vesting Period (in years)	2 years
Restricted stock unit grants under the Plan
Vesting Period (in years)	2 years
Restricted Stock Units (RSUs) \| Employee Group
Stock option grants under the Plan
Vesting Period (in years)	5 years
Restricted stock unit grants under the Plan
# of Restricted Stock Units Granted	1,568,655
Issued and outstanding	450,044
Vesting Period (in years)	5 years
Weighted Average Grant Date Fair Value	$ 10.59

STOCK-BASED COMPENSATION Black Scholes option-pricing (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Fair value of stock option grants
Maximum risk free interest rate		3.00%
Weighted average fair value option granted	$ 0.8	$ 2.1
Stock Option
Fair value of stock option grants
Weighted average expected life	6 years 3 months 18 days	6 years 6 months	6 years 6 months
Minimum risk free interest rate	1.45%	2.28%	1.95%
Maximum risk free interest rate	2.58%		2.23%
Minimum expected volatility	32.50%	36.70%	40.10%
Maximum expected volatility	37.90%	39.90%	40.60%
Expected dividend yield	0.00%	0.00%	0.00%

STOCK-BASED COMPENSATION - Option Activity (Details) - USD ($) $ / shares in Units, $ in Millions	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Shares
Vested and expected to vest (in shares)		2,066,529
Weighted Average Exercise Price
Vested and expected to vest (in dollars per share)		$ 10.23
Weighted Average Remaining Contractual Terms and Aggregate Intrinsic Value
Vested and expected to vest (in years)		8 years 6 months
Weighted average fair value option granted	$ 0.8	$ 2.1
2017 Omnibus Incentive Plan \| Stock Option
Shares
Outstanding, at the beginning (in shares)	2,066,529	1,655,995
Granted (in shares)	631,136	491,095
Exercised (in shares)		(5,000)
Forfeited or expired (in shares)	(388,741)	(75,561)
Outstanding, at the end (in shares)	2,308,924	2,066,529	1,655,995
Exercisable at the end, Shares	648,331	323,737
Vested and expected to vest (in shares)	2,308,924
Weighted Average Exercise Price
Outstanding, at the beginning (in dollars per shares)	$ 10.23	$ 10.36
Granted (in dollars per shares)	3.20	9.81
Exercised (in dollars per shares)		9.98
Forfeited or expired (in dollars per shares)	9.73	10.46
Outstanding, at the end (in dollars per shares)	8.39	10.23	$ 10.36
Exercisable at the end (in dollars per shares)	10.35	$ 10.39
Vested and expected to vest (in dollars per share)	$ 8.39
Weighted Average Remaining Contractual Terms and Aggregate Intrinsic Value
Weighted Average Remaining Contractual Terms (Years)	8 years	8 years 6 months	9 years 3 months 18 days
Exercisable at the end, Weighted Average Remaining Contractual Terms (Years)	7 years 4 months 24 days	8 years 3 months 18 days
Vested and expected to vest (in years)	8 years
Aggregate Intrinsic Value, Outstanding, at the beginning (in dollars)		$ 6.5
Aggregate Intrinsic Value, Outstanding at the end (in dollars)	$ 0.2		$ 6.5
Vested and expected to vest (in dollars)	$ 0.2
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Period	10 years

STOCK-BASED COMPENSATION - Restricted Stock (Details) - 2017 Omnibus Incentive Plan - Restricted Stock Units (RSUs) - $ / shares	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Number of Units
Non-vested at the beginning (in units)	841,361	763,591
Granted (in units)	753,986	592,015
Vested (in units)	(187,956)	(128,130)
Forfeited (in units)	(226,509)	(386,115)
Non-vested at the end (in units)	1,180,882	841,361
Weighted Average Grant Date Fair Value (Per Unit)
Outstanding at the beginning (per unit)	$ 10.44	$ 9.98
Granted (per unit)	2.45	11.57
Vested (per unit)	10.35	9.86
Forfeited (per unit)	10.16	11.43
Outstanding at the end (per unit)	$ 5.44	$ 10.44
Director Group
Number of Units
Granted (in units)	785,498
Non-vested at the end (in units)	730,838

DEFINED CONTRIBUTION PLAN (Details) - USD ($) $ in Millions	12 Months Ended
DEFINED CONTRIBUTION PLAN (Details) - USD ($) $ in Millions	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
DEFINED CONTRIBUTION PLAN
Company's expense under matching requirements	$ 5.7	$ 3.7	$ 2.4
Employer contributions		$ 0.4	$ 0.2

COMMITMENTS AND CONTINGENCIES (Details) $ in Millions	Dec. 31, 2019 USD ($)
COMMITMENTS AND CONTINGENCIES
Outstanding letters of credit	$ 15.9

REPORTABLE SEGMENTS (Details) - USD ($) $ in Millions	3 Months Ended								12 Months Ended
REPORTABLE SEGMENTS (Details) - USD ($) $ in Millions	Dec. 31, 2019	Sep. 30, 2019	Jun. 30, 2019	Mar. 31, 2019	Dec. 31, 2018	Sep. 30, 2018	Jun. 30, 2018	Mar. 31, 2018	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Segment Reporting Information [Line Items]
Costs and Expenses									$ 2,049.1	$ 1,591.2	$ 839.3
Segment Reporting Information, Profit (Loss) [Abstract]
Total revenue	$ 403.0	$ 450.4	$ 450.6	$ 433.0	$ 447.0	$ 461.6	$ 376.9	$ 327.6	1,737.0	1,613.1	846.3
Operating income (loss)									(312.1)	21.9	7.0
Depreciation									132.2	114.4	70.2
Amortization of intangible assets									14.3	16.7	6.7
Impairment	6.0	306.8			11.1		2.8		312.8	13.9
Restructuring	1.5	6.9							8.4
Non-cash operating lease expense									27.2
Interest expense									50.4	45.5	29.5
Income (loss) before income tax									(362.0)	(21.1)	(25.3)
Total assets	1,140.6				1,390.9				1,140.6	1,390.9	1,125.7
Cash capital expenditures									94.7	156.3	41.7
Company freight
Segment Reporting Information, Profit (Loss) [Abstract]
Total revenue	186.3	205.2	206.9	206.2	210.2	206.9	160.0	144.6	804.6	721.7	460.8
Owner operator freight
Segment Reporting Information, Profit (Loss) [Abstract]
Total revenue	104.3	118.3	121.7	111.0	109.8	122.6	112.6	95.5	455.3	440.5	172.0
Brokerage
Segment Reporting Information, Profit (Loss) [Abstract]
Total revenue	71.9	78.6	72.8	71.4	78.0	82.2	60.1	46.1	294.7	266.4	120.9
Logistics
Segment Reporting Information, Profit (Loss) [Abstract]
Total revenue	8.5	13.5	13.1	12.4	11.6	11.6	8.9	10.7	47.5	42.8	22.1
Fuel
Segment Reporting Information, Profit (Loss) [Abstract]
Total revenue	32.0	$ 34.8	$ 36.1	$ 32.0	37.4	$ 38.3	$ 35.3	$ 30.7	134.9	141.7	70.5
Corporate/Eliminations
Segment Reporting Information, Profit (Loss) [Abstract]
Total revenue									(21.7)	(14.0)
Operating income (loss)									(59.0)	(34.1)	(26.8)
Depreciation									0.7	0.2	0.2
Restructuring									2.8
Non-cash operating lease expense									0.4
Interest expense									26.8	25.6	14.0
Income (loss) before income tax									(32.3)	(27.8)	(18.2)
Total assets	109.4				41.9				109.4	41.9	70.4
Cash capital expenditures									1.6	2.1	0.6
Corporate/Eliminations \| Company freight
Segment Reporting Information, Profit (Loss) [Abstract]
Total revenue									(13.9)	(8.8)	(5.3)
Corporate/Eliminations \| Owner operator freight
Segment Reporting Information, Profit (Loss) [Abstract]
Total revenue									(5.9)	(2.8)	(0.8)
Corporate/Eliminations \| Brokerage
Segment Reporting Information, Profit (Loss) [Abstract]
Total revenue										(0.9)	(0.2)
Corporate/Eliminations \| Logistics
Segment Reporting Information, Profit (Loss) [Abstract]
Total revenue									(0.1)	(0.1)
Corporate/Eliminations \| Fuel
Segment Reporting Information, Profit (Loss) [Abstract]
Total revenue									(1.8)	(1.4)	(0.6)
Flatbed
Segment Reporting Information, Profit (Loss) [Abstract]
Intersegment revenues and expenses									9.5	5.1	3.0
Flatbed \| Consolidated
Segment Reporting Information, Profit (Loss) [Abstract]
Total revenue									663.0	662.0
Operating income (loss)									(94.4)	32.9	18.5
Depreciation									46.5	29.9	27.4
Amortization of intangible assets									5.3	6.2	1.8
Impairment									116.7
Restructuring									1.7
Non-cash operating lease expense									10.6
Interest expense									10.7	8.6	7.1
Income (loss) before income tax									(126.1)	13.8	(0.8)
Total assets	348.1				464.8				348.1	464.8	379.5
Cash capital expenditures									38.3	38.2	8.4
Flatbed \| Consolidated \| Company freight
Segment Reporting Information, Profit (Loss) [Abstract]
Total revenue									215.3	206.2	181.8
Flatbed \| Consolidated \| Owner operator freight
Segment Reporting Information, Profit (Loss) [Abstract]
Total revenue									275.7	271.5	94.8
Flatbed \| Consolidated \| Brokerage
Segment Reporting Information, Profit (Loss) [Abstract]
Total revenue									93.9	104.2	40.9
Flatbed \| Consolidated \| Logistics
Segment Reporting Information, Profit (Loss) [Abstract]
Total revenue									2.8	3.0	0.2
Flatbed \| Consolidated \| Fuel
Segment Reporting Information, Profit (Loss) [Abstract]
Total revenue									75.3	77.1	36.4
Specialized
Segment Reporting Information, Profit (Loss) [Abstract]
Intersegment revenues and expenses									11.5	8.9	3.9
Specialized \| Consolidated
Segment Reporting Information, Profit (Loss) [Abstract]
Total revenue									1,095.7	965.1
Operating income (loss)									(158.7)	23.1	15.3
Depreciation									85.0	84.3	42.6
Amortization of intangible assets									9.0	10.5	4.9
Impairment									196.1
Restructuring									3.9
Non-cash operating lease expense									16.2
Interest expense									12.9	11.3	8.4
Income (loss) before income tax									(203.6)	(7.1)	(6.3)
Total assets	$ 683.1				$ 884.2				683.1	884.2	675.8
Cash capital expenditures									54.8	116.0	32.7
Specialized \| Consolidated \| Company freight
Segment Reporting Information, Profit (Loss) [Abstract]
Total revenue									603.2	524.3	284.3
Specialized \| Consolidated \| Owner operator freight
Segment Reporting Information, Profit (Loss) [Abstract]
Total revenue									185.5	171.8	78.0
Specialized \| Consolidated \| Brokerage
Segment Reporting Information, Profit (Loss) [Abstract]
Total revenue									200.8	163.1	80.2
Specialized \| Consolidated \| Logistics
Segment Reporting Information, Profit (Loss) [Abstract]
Total revenue									44.8	39.9	21.9
Specialized \| Consolidated \| Fuel
Segment Reporting Information, Profit (Loss) [Abstract]
Total revenue									$ 61.4	$ 66.0	34.7
Calculated under Revenue Guidance in Effect before Topic 606 [Member]
Segment Reporting Information, Profit (Loss) [Abstract]
Total revenue											846.3
Calculated under Revenue Guidance in Effect before Topic 606 [Member] \| Corporate/Eliminations
Segment Reporting Information, Profit (Loss) [Abstract]
Total revenue											(6.9)
Calculated under Revenue Guidance in Effect before Topic 606 [Member] \| Flatbed \| Consolidated
Segment Reporting Information, Profit (Loss) [Abstract]
Total revenue											354.1
Calculated under Revenue Guidance in Effect before Topic 606 [Member] \| Specialized \| Consolidated
Segment Reporting Information, Profit (Loss) [Abstract]
Total revenue											$ 499.1

EARNINGS PER SHARE (Details) - USD ($) $ / shares in Units, $ in Millions	3 Months Ended								12 Months Ended
	Dec. 31, 2019	Sep. 30, 2019	Jun. 30, 2019	Mar. 31, 2019	Dec. 31, 2018	Sep. 30, 2018	Jun. 30, 2018	Mar. 31, 2018	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Numerator
Net loss	$ (18.4)	$ (273.3)	$ (6.4)	$ (9.3)	$ (20.1)	$ 2.2	$ 13.5	$ (0.8)	$ (307.4)	$ (5.2)	$ 27.0
Convertible Cumulative Preferred Stock dividends									5.0	4.9	5.0
Net income (loss) available to common stockholders	$ (19.7)	$ (274.5)	$ (7.7)	$ (10.5)	$ (21.3)	$ 1.0	$ 12.2	$ (2.0)	$ (312.4)	$ (10.1)	$ 22.0
Weighted-average common shares outstanding:
Weighted-average shares outstanding - Basic									64,303,438	61,654,820	37,592,549
Effect of dilutive securities:
Denominator for diluted earnings per share - adjusted weighted average shares and consumed conversions									64,303,438	61,654,820	39,593,701
Basic (in dollars per share)	$ (0.31)	$ (4.25)	$ (0.12)	$ (0.16)	$ (0.33)	$ 0.01	$ 0.20	$ (0.04)	$ (4.86)	$ (0.16)	$ 0.59
Diluted earnings (loss) per common share	$ (0.31)	$ (4.25)	$ (0.12)	$ (0.16)	$ (0.33)	$ 0.01	$ 0.20	$ (0.04)	$ (4.86)	$ (0.16)	$ 0.56
Performance Shares [Member]
Effect of dilutive securities:
Equivalent shares issuable upon exercises of stock options											1,250,000
Stock Option
Effect of dilutive securities:
Equivalent shares issuable upon exercises of stock options											254,312
Restricted Stock [Member]
Effect of dilutive securities:
Equivalent shares issuable upon exercises of stock options											496,840
Series A
Preferred stock dividend rate (as a percent)									7.625%	7.625%	7.625%

QUARTERLY RESULTS (UNAUDITED) (Details) - USD ($) $ / shares in Units, $ in Millions	1 Months Ended	3 Months Ended								9 Months Ended	12 Months Ended
	Jun. 30, 2018	Dec. 31, 2019	Sep. 30, 2019	Jun. 30, 2019	Mar. 31, 2019	Dec. 31, 2018	Sep. 30, 2018	Jun. 30, 2018	Mar. 31, 2018	Sep. 30, 2019	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
Revenues:
Total revenue		$ 403.0	$ 450.4	$ 450.6	$ 433.0	$ 447.0	$ 461.6	$ 376.9	$ 327.6		$ 1,737.0	$ 1,613.1	$ 846.3
Operating expenses:
Impairment			85.6			11.1
Deferred taxes								14.0			(58.0)	(19.8)	(53.5)
Intangible Assets		169.7				255.1					169.7	255.1
Cumulative effect of change in effective tax rate												(12.6)	(46.1)
Salaries, wages and employee benefits		112.1	127.7	124.3	119.1	119.6	114.8	90.7	82.3		483.2	407.4	250.0
Fuel											138.5	141.1	93.7
Operations and maintenance		48.4	56.8	53.1	54.8	55.0	51.5	40.4	34.6		213.1	181.5	118.4
Communications		1.2	1.0	1.2	1.0	0.9	0.9	0.8	0.7		4.4	3.3	2.1
Administrative expenses		20.8	21.4	17.2	16.1	17.1	16.1	13.1	12.2		75.5	58.5	33.2
Sales and marketing		1.3	1.3	1.3	1.2	1.0	1.0	0.8	0.6		5.1	3.4	2.0
Taxes and licenses						4.9	4.7	3.9	3.7		19.2	17.2	11.0
Insurance and claims		11.8	13.4	12.2	12.5	13.5	12.7	10.4	9.2		49.9	45.8	24.0
Acquisition-related transaction expenses						0.2	0.6	1.4	0.4			2.6	3.4
Depreciation		27.0	38.3	39.7	41.5	37.4	36.8	31.7	25.2		146.5	131.1	76.9
Gain on disposition of equipment		(3.1)	(1.0)	(0.7)	(0.4)	(1.7)	(0.9)	(0.5)	(0.1)		(5.2)	(3.2)	(0.7)
Operating Expenses		403.9	767.0	445.9	432.3	455.2	447.7	368.4	319.9
Impairments		6.0	306.8			11.1		2.8			312.8	13.9
Restructuring charges		1.5	6.9								8.4
Total operating expenses											2,049.1	1,591.2	839.3
Total other expense		11.7	14.5	11.8	11.9	13.6	11.0	9.5	8.9		49.9	43.0	32.3
Benefit for income taxes		5.8	(57.8)	(0.7)	(1.9)	(1.7)	0.7	(14.5)	(0.4)		(54.6)	(15.9)	(52.3)
Net income (loss)		(18.4)	(273.3)	(6.4)	(9.3)	(20.1)	2.2	13.5	(0.8)		(307.4)	(5.2)	27.0
Less dividends to convertible preferred stockholders		(1.3)	(1.2)	(1.3)	(1.2)	(1.2)	(1.2)	(1.3)	(1.2)
Net income (loss) available to common stockholders		$ (19.7)	$ (274.5)	$ (7.7)	$ (10.5)	$ (21.3)	$ 1.0	$ 12.2	$ (2.0)		$ (312.4)	$ (10.1)	$ 22.0
Basic earnings (loss) per common share		$ (0.31)	$ (4.25)	$ (0.12)	$ (0.16)	$ (0.33)	$ 0.01	$ 0.20	$ (0.04)		$ (4.86)	$ (0.16)	$ 0.59
Diluted earnings (loss) per common share		$ (0.31)	$ (4.25)	$ (0.12)	$ (0.16)	$ (0.33)	$ 0.01	$ 0.20	$ (0.04)		$ (4.86)	$ (0.16)	$ 0.56
Calculated under Revenue Guidance in Effect before Topic 606 [Member]
Revenues:
Total revenue													$ 846.3
Company freight
Revenues:
Total revenue		$ 186.3	$ 205.2	$ 206.9	$ 206.2	$ 210.2	$ 206.9	$ 160.0	$ 144.6		$ 804.6	$ 721.7	460.8
Operating expenses:
Purchased freight											597.7	588.6	225.3
Owner operator freight
Revenues:
Total revenue		104.3	118.3	121.7	111.0	109.8	122.6	112.6	95.5		455.3	440.5	172.0
Brokerage
Revenues:
Total revenue		71.9	78.6	72.8	71.4	78.0	82.2	60.1	46.1		294.7	266.4	120.9
Logistics
Revenues:
Total revenue		8.5	13.5	13.1	12.4	11.6	11.6	8.9	10.7		47.5	42.8	22.1
Fuel
Revenues:
Total revenue		32.0	34.8	36.1	32.0	37.4	38.3	35.3	30.7		134.9	141.7	70.5
Operating expenses:
Cost of revenue		33.2	34.1	36.2	35.0	37.5	38.9	31.3	33.4
Service
Operating expenses:
Cost of revenue		139.2	155.5	156.4	146.6	158.7	$ 170.6	141.6	$ 117.7
Taxes and licenses		4.5	4.8	$ 5.0	$ 4.9
Plan And Project Pivot [Member]
Operating expenses:
Impairment		6.0	306.8
Restructuring and Related Cost, Cost Incurred to Date		1.5	6.9							$ 6.9	1.5
Restructuring charges			$ 8.4							$ 8.4
Corporate/Eliminations
Revenues:
Total revenue											(21.7)	(14.0)
Operating expenses:
Restructuring charges											2.8
Corporate/Eliminations \| Calculated under Revenue Guidance in Effect before Topic 606 [Member]
Revenues:
Total revenue													(6.9)
Corporate/Eliminations \| Company freight
Revenues:
Total revenue											(13.9)	(8.8)	(5.3)
Corporate/Eliminations \| Owner operator freight
Revenues:
Total revenue											(5.9)	(2.8)	(0.8)
Corporate/Eliminations \| Brokerage
Revenues:
Total revenue												(0.9)	(0.2)
Corporate/Eliminations \| Logistics
Revenues:
Total revenue											(0.1)	(0.1)
Corporate/Eliminations \| Fuel
Revenues:
Total revenue											(1.8)	(1.4)	$ (0.6)
Trade names
Operating expenses:
Impairment								$ 2.8
Intangible Assets		$ 59.1				$ 90.6					$ 59.1	$ 90.6
Trade names \| Specialized
Operating expenses:
Impairment	$ 2.8

SUBSEQUENT EVENTS (Details) - segment					12 Months Ended
SUBSEQUENT EVENTS (Details) - segment	Mar. 10, 2020	Mar. 09, 2020	Jul. 30, 2019	Jul. 29, 2019	Dec. 31, 2019	Dec. 31, 2018	Dec. 31, 2017
SUBSEQUENT EVENTS
Number of operating segments integrated	3		3
Number of operating segments			13	16	13	16	15
Subsequent Event
SUBSEQUENT EVENTS
Number of operating segments integrated	3
Number of operating segments	10	13