SCHNEIDER NATIONAL, INC., 10-Q filed on 4/27/2023
Quarterly Report
v3.23.1
Cover Page - shares
3 Months Ended
Mar. 31, 2023
Apr. 21, 2023
Document Information    
Document Type 10-Q  
Document Quarterly Report true  
Document Period End Date Mar. 31, 2023  
Document Transition Report false  
Entity File Number 001-38054  
Entity Registrant Name Schneider National, Inc.  
Entity Incorporation, State or Country Code WI  
Entity Tax Identification Number 39-1258315  
Entity Address, Address Line One 3101 South Packerland Drive  
Entity Address, City or Town Green Bay  
Entity Address, State or Province WI  
Entity Address, Postal Zip Code 54313  
City Area Code 920  
Local Phone Number 592-2000  
Title of 12(b) Security Class B common stock, no par value  
Trading Symbol SNDR  
Security Exchange Name NYSE  
Entity Current Reporting Status Yes  
Entity Interactive Data Current Yes  
Entity Filer Category Large Accelerated Filer  
Entity Small Business false  
Entity Emerging Growth Company false  
Entity Shell Company false  
Amendment Flag false  
Document Fiscal Year Focus 2023  
Document Fiscal Period Focus Q1  
Entity Central Index Key 0001692063  
Current Fiscal Year End Date --12-31  
Class A Common Shares    
Document Information    
Entity Common Stock, Shares Outstanding   83,029,500
Class B Common Stock    
Document Information    
Entity Common Stock, Shares Outstanding   95,389,957
v3.23.1
Consolidated Statements of Comprehensive Income (Unaudited) - USD ($)
shares in Millions, $ in Millions
3 Months Ended
Mar. 31, 2023
Mar. 31, 2022
Statement of Comprehensive Income [Abstract]    
Operating revenues $ 1,428.7 $ 1,620.5
Operating expenses:    
Purchased transportation 563.1 740.1
Salaries, wages, and benefits 337.8 337.5
Fuel and fuel taxes 113.0 110.2
Depreciation and amortization 91.8 83.8
Operating supplies and expenses—net 147.9 89.5
Insurance and related expenses 24.7 26.4
Other general expenses 35.8 97.9
Total operating expenses 1,314.1 1,485.4
Income from operations 114.6 135.1
Other expenses (income):    
Interest income (2.1) (0.4)
Interest expense 4.4 2.8
Other expense (income)—net (17.0) 9.2
Total other expenses (income)—net (14.7) 11.6
Income before income taxes 129.3 123.5
Provision for income taxes 31.3 31.4
Net income 98.0 92.1
Other comprehensive income (loss):    
Foreign currency translation adjustment—net 0.3 0.1
Net unrealized gains (losses) on marketable securities—net of tax 0.5 (1.6)
Total other comprehensive income (loss)—net 0.8 (1.5)
Comprehensive income $ 98.8 $ 90.6
Weighted average common shares outstanding 178.2 177.7
Basic earnings per share $ 0.55 $ 0.52
Weighted average diluted shares outstanding 179.1 178.5
Diluted earnings per share $ 0.55 $ 0.52
v3.23.1
Consolidated Balance Sheets (Unaudited) - USD ($)
$ in Millions
Mar. 31, 2023
Dec. 31, 2022
Current Assets:    
Cash and cash equivalents $ 389.8 $ 385.7
Marketable securities 53.3 45.9
Trade accounts receivable—net of allowance of $12.5 million and $13.7 million, respectively 591.7 643.7
Other receivables 20.8 21.3
Current portion of lease receivables—net of allowance of $1.1 million and $1.3 million, respectively 112.6 111.2
Inventories 59.5 53.0
Prepaid expenses and other current assets 138.6 89.5
Total current assets 1,366.3 1,350.3
Property and equipment:    
Transportation equipment 3,498.1 3,410.7
Land, buildings, and improvements 220.0 219.0
Other property and equipment 176.5 174.1
Total property and equipment 3,894.6 3,803.8
Less accumulated depreciation 1,518.4 1,523.8
Net property and equipment 2,376.2 2,280.0
Lease receivables 164.1 163.1
Internal use software and other noncurrent assets 335.9 296.6
Goodwill 228.2 228.2
Total noncurrent assets 3,104.4 2,967.9
Total Assets 4,470.7 4,318.2
Current Liabilities:    
Trade accounts payable 330.1 276.7
Accrued salaries, wages, and benefits 64.6 97.8
Claims accruals—current 73.7 75.5
Current maturities of debt and finance lease obligations 73.4 73.3
Other current liabilities 124.7 113.6
Total current liabilities 666.5 636.9
Noncurrent Liabilities:    
Long-term debt and finance lease obligations 141.2 141.8
Claims accruals—noncurrent 97.8 95.2
Deferred income taxes 557.0 538.2
Other noncurrent liabilities 89.4 68.9
Total noncurrent liabilities 885.4 844.1
Total Liabilities 1,551.9 1,481.0
Shareholders’ Equity:    
Additional paid-in capital 1,583.6 1,584.4
Retained earnings 1,339.4 1,257.8
Accumulated other comprehensive loss (4.2) (5.0)
Total Shareholders' Equity 2,918.8 2,837.2
Total Liabilities and Shareholders’ Equity 4,470.7 4,318.2
Supplemental Income Statement Elements    
Trade accounts receivable allowance 12.5 13.7
Lease receivables allowance 1.1 1.3
Preferred Stock    
Shareholders’ Equity:    
Preferred stock $ 0.0 $ 0.0
Preferred stock, par value (usd per share) $ 0 $ 0
Preferred stock, shares authorized (shares) 50,000,000 50,000,000
Preferred stock, shares issued (shares) 0 0
Preferred stock, shares outstanding (shares) 0 0
Class A Common Shares    
Shareholders’ Equity:    
Common stock $ 0.0 $ 0.0
Common stock, par value (usd per share) $ 0 $ 0
Common stock, shares authorized (shares) 250,000,000 250,000,000
Common stock, shares issued (shares) 83,029,500 83,029,500
Common stock, shares outstanding (shares) 83,029,500 83,029,500
Class B Common Stock    
Shareholders’ Equity:    
Common stock $ 0.0 $ 0.0
Common stock, par value (usd per share) $ 0 $ 0
Common stock, shares authorized (shares) 750,000,000 750,000,000
Common stock, shares issued (shares) 95,771,083 95,655,907
Common stock, shares outstanding (shares) 95,388,727 94,993,144
v3.23.1
Consolidated Statements of Cash Flows (Unaudited) - USD ($)
$ in Millions
3 Months Ended
Mar. 31, 2023
Mar. 31, 2022
Net cash provided by operating activities    
Net income $ 98.0 $ 92.1
Adjustments to reconcile net income to net cash provided by operating activities:    
Depreciation and amortization 91.8 83.8
Gains on sales of property and equipment—net (12.3) (60.9)
Proceeds from lease receipts 19.3 20.5
Deferred income taxes 18.7 29.7
Long-term incentive and share-based compensation expense 4.8 5.8
(Gains) losses on investments in equity securities—net (17.6) 8.4
Other noncash items—net 0.0 (6.4)
Changes in operating assets and liabilities:    
Receivables 52.5 (77.8)
Other assets (51.3) (52.6)
Payables (13.7) 56.1
Claims reserves and other receivables—net 0.8 9.1
Other liabilities (7.9) 27.8
Net cash provided by operating activities 183.1 135.6
Investing Activities:    
Purchases of transportation equipment (143.1) (60.3)
Purchases of other property and equipment (12.5) (14.4)
Proceeds from sale of property and equipment 34.7 64.8
Proceeds from sale of off-lease inventory 7.1 5.1
Purchases of lease equipment (20.9) (21.0)
Proceeds from marketable securities 2.0 2.2
Purchases of marketable securities (8.8) (3.6)
Investments in equity securities (5.0) (4.0)
Investment in note receivable (10.0) 0.0
Acquisition of business, net of cash acquired 0.0 (3.2)
Net cash used in investing activities (156.5) (34.4)
Financing Activities:    
Payments of debt and finance lease obligations (0.8) (60.4)
Dividends paid (15.7) (12.9)
Other financing activities (6.0) (0.1)
Net cash used in financing activities (22.5) (73.4)
Net increase in cash and cash equivalents 4.1 27.8
Cash and Cash Equivalents:    
Cash and cash equivalents, beginning balance 385.7 244.8
Cash and cash equivalents, ending balance 389.8 272.6
Noncash investing and financing activity:    
Transportation and lease equipment purchases in accounts payable 80.1 25.2
Dividends declared but not yet paid 16.8 16.0
Cash paid during the period for:    
Interest 3.2 4.2
Income taxes—net of refunds $ 1.8 $ 16.7
v3.23.1
Consolidated Statements Shareholders' Equity - USD ($)
$ in Millions
Total
Class A Common Shares
Class B Common Stock
Common Stock
Additional Paid-In Capital
Retained Earnings
Accumulated Other Comprehensive Income (Loss)
Balance at Dec. 31, 2021 $ 2,423.8     $ 0.0 $ 1,566.0 $ 857.8 $ 0.0
Increase (Decrease) in Stockholders' Equity              
Net income 92.1     0.0 0.0 92.1 0.0
Other comprehensive (loss) income (1.5)     0.0 0.0 0.0 (1.5)
Share-based compensation expense 5.4     0.0 5.4 0.0 0.0
Dividends declared per share   $ 0.08 $ 0.08        
Dividends declared (14.9)     0.0 0.0 (14.9) 0.0
Share issuances 0.1     0.0 0.1 0.0 0.0
Exercise of employee stock options 2.3     0.0 2.3 0.0 0.0
Shares withheld for employee taxes (2.4)     0.0 (2.4) 0.0 0.0
Balance at Mar. 31, 2022 2,504.9     0.0 1,571.4 935.0 (1.5)
Balance at Dec. 31, 2022 2,837.2     0.0 1,584.4 1,257.8 (5.0)
Increase (Decrease) in Stockholders' Equity              
Net income 98.0     0.0 0.0 98.0 0.0
Other comprehensive (loss) income 0.8     0.0 0.0 0.0 0.8
Share-based compensation expense 5.1     0.0 5.1 0.0 0.0
Dividends declared per share   $ 0.09 $ 0.09        
Dividends declared (16.4)     0.0 0.0 (16.4) 0.0
Share issuances 0.1     0.0 0.1 0.0 0.0
Exercise of employee stock options 0.1     0.0 0.1 0.0 0.0
Shares withheld for employee taxes (6.1)     0.0 (6.1) 0.0 0.0
Balance at Mar. 31, 2023 $ 2,918.8     $ 0.0 $ 1,583.6 $ 1,339.4 $ (4.2)
v3.23.1
General
3 Months Ended
Mar. 31, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
General GENERAL
Nature of Operations
Schneider National, Inc. and its subsidiaries (together “Schneider,” the “Company,” “we,” “us,” or “our”) are among the largest providers of surface transportation and logistics solutions in North America. We offer a multimodal portfolio of services and an array of capabilities and resources that leverage artificial intelligence, data science, and analytics to provide innovative solutions that coordinate the timely, safe, and effective movement of customer products. The Company offers truckload, intermodal, and logistics services to a diverse customer base throughout the continental U.S., Canada, and Mexico.
Principles of Consolidation and Basis of Presentation
The accompanying unaudited interim consolidated financial statements have been prepared in conformity with GAAP and the rules and regulations of the SEC applicable to quarterly reports on Form 10-Q. Therefore, these consolidated financial statements and footnotes do not include all disclosures required by GAAP for annual financial statements and should be read in conjunction with the consolidated financial statements and related notes included in our Annual Report on Form 10-K for the year ended December 31, 2022. Financial results for an interim period are not necessarily indicative of the results for a full year. All intercompany transactions have been eliminated in consolidation.
In the opinion of management, these statements reflect all adjustments (consisting only of normal, recurring adjustments) necessary for the fair presentation of our financial results for the interim periods presented.
Property and Equipment
Gains and losses on property and equipment are recognized at the time of sale or disposition and are classified in operating supplies and expenses—net on the consolidated statements of comprehensive income. For the three months ended March 31, 2023 and 2022, we recognized $12.3 million and $60.9 million of net gains on the sale of property and equipment, respectively. Net gains during 2022 were primarily related to the sale of the Company’s Canadian facility.
v3.23.1
Business Combinations and Asset Acquisitions
3 Months Ended
Mar. 31, 2023
Business Combination and Asset Acquisition [Abstract]  
Acquisitions ACQUISITIONS
We acquired 100% of the outstanding equity of deBoer on June 7, 2022 for a final purchase price of approximately $34.6 million inclusive of certain cash and net working capital adjustments. The purchase price allocation for deBoer was considered final as of December 31, 2022 and resulted in $6.1 million of goodwill being recorded within the Truckload reportable segment. deBoer was a regional, dedicated carrier headquartered in Blenker, WI, and the acquisition provided us the opportunity to expand our tractor and trailer fleet primarily within our dedicated Truckload operations. Operating results for deBoer are included in our consolidated results of operations from the acquisition date through July 2022 when their operations ceased and drivers and equipment were deployed primarily within our Truckload segment.
On December 31, 2021, we acquired 100% of the outstanding equity of MLS, a dedicated trucking company based in Celina, OH, and certain affiliated entities holding assets comprising substantially all of MLS’s business. MLS is a dedicated carrier in the central U.S. that complements our growing dedicated operations. The aggregate purchase price of the acquisition was approximately $268.8 million inclusive of certain net working capital and other post-acquisition adjustments. The purchase price allocation for MLS was considered final as of December 31, 2022 and resulted in $104.3 million of goodwill being recorded within the Truckload reportable segment. Operating results for MLS are included in our consolidated results of operations beginning January 1, 2022.
v3.23.1
Leases (Notes)
3 Months Ended
Mar. 31, 2023
Leases [Abstract]  
Finance Leases LEASES
As Lessee
We lease real estate and equipment under operating and finance leases. Our real estate operating leases include operating centers, distribution warehouses, offices, and drop yards. Our non-real estate operating leases and finance leases include transportation, office, yard, and warehouse equipment, in addition to truck washes. The majority of our leases include an option to extend the lease, and a small number include an option to terminate the lease early, which may include a termination payment.
Additional information related to our leases is as follows:
Three Months Ended
March 31,
(in millions)20232022
Cash paid for amounts included in the measurement of lease liabilities
Operating cash flows for operating leases$9.0 $8.3 
Operating cash flows for finance leases0.1 — 
Financing cash flows for finance leases0.8 0.3 
Right-of-use assets obtained in exchange for new lease liabilities
Operating leases$14.0 $4.3 
Finance leases0.3 1.8 
As of March 31, 2023, we had signed leases that had not yet commenced totaling $20.8 million. These leases will commence during the remainder of 2023 and have lease terms of three to seven years.
As Lessor
We finance various types of transportation-related equipment for independent third parties under lease contracts, which are generally for one to three years and are accounted for as sales-type leases with fully guaranteed residual values. Our leases contain an option for the lessee to return, extend, or purchase the equipment at the end of the lease term for the guaranteed contract residual amount. This contract residual amount is estimated to approximate the fair value of the equipment. Lease payments primarily include base rentals and guaranteed residual values.
As of March 31, 2023 and December 31, 2022, investments in lease receivables were as follows:
(in millions)March 31, 2023December 31, 2022
Future minimum payments to be received on leases$202.9 $198.4 
Guaranteed residual lease values126.1 126.1 
Total minimum lease payments to be received329.0 324.5 
Unearned income(52.3)(50.2)
Net investment in leases$276.7 $274.3 
Prior to entering a lease contract, we assess the credit quality of the potential lessee using credit checks and other relevant factors, ensuring that the inherent credit risk is consistent with our existing lease portfolio. Given our leases have fully guaranteed residual values and we can take possession of the transportation-related equipment in the event of default, we do not categorize net investment in leases by different credit quality indicators upon origination. We monitor our lease portfolio weekly by tracking amounts past due, days past due, and outstanding maintenance account balances, including performing subsequent credit checks as needed. Our net investment in leases with any portion past due as of March 31, 2023 was $53.6 million, which includes both current and future lease payments. Lease payments on our lease receivables are generally due on a weekly basis and are classified as past due when the weekly payment is not received by its due date. As of March 31, 2023, our lease payments past due were $3.4 million.
The table below provides additional information on our sales-type leases. Revenue and cost of goods sold are recorded in operating revenues and operating supplies and expenses—net in the consolidated statements of comprehensive income, respectively.
Three Months Ended
March 31,
(in millions)20232022
Revenue$60.8 $42.3 
Cost of goods sold(51.4)(36.0)
Operating profit$9.4 $6.3 
Interest income on lease receivable$9.4 $8.7 
Operating Leases LEASES
As Lessee
We lease real estate and equipment under operating and finance leases. Our real estate operating leases include operating centers, distribution warehouses, offices, and drop yards. Our non-real estate operating leases and finance leases include transportation, office, yard, and warehouse equipment, in addition to truck washes. The majority of our leases include an option to extend the lease, and a small number include an option to terminate the lease early, which may include a termination payment.
Additional information related to our leases is as follows:
Three Months Ended
March 31,
(in millions)20232022
Cash paid for amounts included in the measurement of lease liabilities
Operating cash flows for operating leases$9.0 $8.3 
Operating cash flows for finance leases0.1 — 
Financing cash flows for finance leases0.8 0.3 
Right-of-use assets obtained in exchange for new lease liabilities
Operating leases$14.0 $4.3 
Finance leases0.3 1.8 
As of March 31, 2023, we had signed leases that had not yet commenced totaling $20.8 million. These leases will commence during the remainder of 2023 and have lease terms of three to seven years.
As Lessor
We finance various types of transportation-related equipment for independent third parties under lease contracts, which are generally for one to three years and are accounted for as sales-type leases with fully guaranteed residual values. Our leases contain an option for the lessee to return, extend, or purchase the equipment at the end of the lease term for the guaranteed contract residual amount. This contract residual amount is estimated to approximate the fair value of the equipment. Lease payments primarily include base rentals and guaranteed residual values.
As of March 31, 2023 and December 31, 2022, investments in lease receivables were as follows:
(in millions)March 31, 2023December 31, 2022
Future minimum payments to be received on leases$202.9 $198.4 
Guaranteed residual lease values126.1 126.1 
Total minimum lease payments to be received329.0 324.5 
Unearned income(52.3)(50.2)
Net investment in leases$276.7 $274.3 
Prior to entering a lease contract, we assess the credit quality of the potential lessee using credit checks and other relevant factors, ensuring that the inherent credit risk is consistent with our existing lease portfolio. Given our leases have fully guaranteed residual values and we can take possession of the transportation-related equipment in the event of default, we do not categorize net investment in leases by different credit quality indicators upon origination. We monitor our lease portfolio weekly by tracking amounts past due, days past due, and outstanding maintenance account balances, including performing subsequent credit checks as needed. Our net investment in leases with any portion past due as of March 31, 2023 was $53.6 million, which includes both current and future lease payments. Lease payments on our lease receivables are generally due on a weekly basis and are classified as past due when the weekly payment is not received by its due date. As of March 31, 2023, our lease payments past due were $3.4 million.
The table below provides additional information on our sales-type leases. Revenue and cost of goods sold are recorded in operating revenues and operating supplies and expenses—net in the consolidated statements of comprehensive income, respectively.
Three Months Ended
March 31,
(in millions)20232022
Revenue$60.8 $42.3 
Cost of goods sold(51.4)(36.0)
Operating profit$9.4 $6.3 
Interest income on lease receivable$9.4 $8.7 
Sales-type Leases LEASES
As Lessee
We lease real estate and equipment under operating and finance leases. Our real estate operating leases include operating centers, distribution warehouses, offices, and drop yards. Our non-real estate operating leases and finance leases include transportation, office, yard, and warehouse equipment, in addition to truck washes. The majority of our leases include an option to extend the lease, and a small number include an option to terminate the lease early, which may include a termination payment.
Additional information related to our leases is as follows:
Three Months Ended
March 31,
(in millions)20232022
Cash paid for amounts included in the measurement of lease liabilities
Operating cash flows for operating leases$9.0 $8.3 
Operating cash flows for finance leases0.1 — 
Financing cash flows for finance leases0.8 0.3 
Right-of-use assets obtained in exchange for new lease liabilities
Operating leases$14.0 $4.3 
Finance leases0.3 1.8 
As of March 31, 2023, we had signed leases that had not yet commenced totaling $20.8 million. These leases will commence during the remainder of 2023 and have lease terms of three to seven years.
As Lessor
We finance various types of transportation-related equipment for independent third parties under lease contracts, which are generally for one to three years and are accounted for as sales-type leases with fully guaranteed residual values. Our leases contain an option for the lessee to return, extend, or purchase the equipment at the end of the lease term for the guaranteed contract residual amount. This contract residual amount is estimated to approximate the fair value of the equipment. Lease payments primarily include base rentals and guaranteed residual values.
As of March 31, 2023 and December 31, 2022, investments in lease receivables were as follows:
(in millions)March 31, 2023December 31, 2022
Future minimum payments to be received on leases$202.9 $198.4 
Guaranteed residual lease values126.1 126.1 
Total minimum lease payments to be received329.0 324.5 
Unearned income(52.3)(50.2)
Net investment in leases$276.7 $274.3 
Prior to entering a lease contract, we assess the credit quality of the potential lessee using credit checks and other relevant factors, ensuring that the inherent credit risk is consistent with our existing lease portfolio. Given our leases have fully guaranteed residual values and we can take possession of the transportation-related equipment in the event of default, we do not categorize net investment in leases by different credit quality indicators upon origination. We monitor our lease portfolio weekly by tracking amounts past due, days past due, and outstanding maintenance account balances, including performing subsequent credit checks as needed. Our net investment in leases with any portion past due as of March 31, 2023 was $53.6 million, which includes both current and future lease payments. Lease payments on our lease receivables are generally due on a weekly basis and are classified as past due when the weekly payment is not received by its due date. As of March 31, 2023, our lease payments past due were $3.4 million.
The table below provides additional information on our sales-type leases. Revenue and cost of goods sold are recorded in operating revenues and operating supplies and expenses—net in the consolidated statements of comprehensive income, respectively.
Three Months Ended
March 31,
(in millions)20232022
Revenue$60.8 $42.3 
Cost of goods sold(51.4)(36.0)
Operating profit$9.4 $6.3 
Interest income on lease receivable$9.4 $8.7 
v3.23.1
Revenue Recognition
3 Months Ended
Mar. 31, 2023
Revenue from Contract with Customer [Abstract]  
Revenue from Contract with Customer REVENUE RECOGNITION
Disaggregated Revenues
The majority of our revenues are related to transportation and have similar characteristics. The following table summarizes our revenues by type of service.
Three Months Ended
March 31,
Disaggregated Revenues (in millions)
20232022
Transportation$1,317.0 $1,499.2 
Logistics Management49.8 75.7 
Other61.9 45.6 
Total operating revenues$1,428.7 $1,620.5 
Quantitative Disclosure
The following table provides information related to transactions and expected timing of revenue recognition for performance obligations that are fixed in nature and relate to contracts with terms greater than one year as of the date shown.
Remaining Performance Obligations (in millions)
March 31, 2023
Expected to be recognized within one year
Transportation$17.1 
Logistics Management11.5 
Expected to be recognized after one year
Transportation20.6 
Logistics Management12.1 
Total$61.3 
This disclosure does not include revenues related to performance obligations that are part of a contract with an original expected duration of one year or less, nor does it include expected consideration related to performance obligations for which the Company elects to recognize revenue in the amount it has a right to invoice (e.g., usage-based pricing terms).
The following table provides information related to contract balances associated with our contracts with customers as of the dates shown.
Contract Balances (in millions)
March 31, 2023December 31, 2022
Other current assets—Contract assets$27.8 $27.0 
Other current liabilities—Contract liabilities2.8 2.6 
We generally receive payment within 40 days of completion of performance obligations. Contract assets in the table above relate to revenue in transit at the end of the reporting period. Contract liabilities relate to amounts that customers paid in advance of the associated services.
Non-monetary Consideration
Occasionally we provide freight movements to customers in exchange for non-monetary services. The fair value of non-monetary consideration on these freight movements is included in operating revenues on the consolidated statements of comprehensive income and consists primarily of transportation equipment. There was no revenue recorded for freight movements in exchange for non-monetary consideration for the three months ended March 31, 2023. During the three months ended March 31, 2022, $6.5 million was recorded for these services.
v3.23.1
Fair Value
3 Months Ended
Mar. 31, 2023
Fair Value Disclosures [Abstract]  
Fair Value FAIR VALUE
Fair value is the estimated price that would be received to sell an asset or paid to transfer a liability. Inputs to valuation techniques used to measure fair value fall into three broad levels (Levels 1, 2, and 3) as follows:
Level 1—Observable inputs that reflect quoted prices for identical assets or liabilities in active markets that we have the ability to access at the measurement date.
Level 2—Observable inputs, other than quoted prices included in Level 1, for the asset or liability or prices for similar assets and liabilities.
Level 3—Unobservable inputs reflecting the reporting entity’s estimates of the assumptions that market participants would use in pricing the asset or liability (including assumptions about risk).
Assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement.
The table below sets forth the Company’s financial assets that are measured at fair value on a recurring, monthly basis in accordance with ASC 820.
Fair Value
(in millions)Level in Fair
 Value Hierarchy
March 31, 2023December 31, 2022
Equity investment in TuSimple (1)
1$0.5 $0.6 
Marketable securities (2)
253.3 45.9 
(1)Our equity investment in TuSimple is classified as Level 1 in the fair value hierarchy as shares of TuSimple’s Class A common stock are traded on the NASDAQ. See Note 6, Investments, for additional information.
(2)Marketable securities are classified as Level 2 in the fair value hierarchy as they are valued based on quoted prices for similar assets in active markets or quoted prices for identical or similar assets in markets that are not active. See Note 6, Investments, for additional information.
The fair value of the Company’s debt was $199.7 million and $199.1 million as of March 31, 2023 and December 31, 2022, respectively. The carrying value of the Company’s debt was $205.0 million as of both March 31, 2023 and December 31, 2022. The fair value of our debt was calculated using a fixed rate debt portfolio with similar terms and maturities, which is based on the borrowing rates available to us in the applicable period. This valuation used Level 2 inputs.
The recorded values of cash, trade accounts receivable, lease receivables, and trade accounts payable approximate fair values.
v3.23.1
Investments
3 Months Ended
Mar. 31, 2023
Investments, Debt and Equity Securities [Abstract]  
Investments INVESTMENTS
Marketable Securities
Our marketable securities are classified as available-for-sale and carried at fair value in current assets on the consolidated balance sheets. While our intent is to hold our securities to maturity, sudden changes in the market or our liquidity needs may cause us to sell certain securities in advance of their maturity date.
Any unrealized gains and losses, net of tax, are included as a component of accumulated other comprehensive income on the consolidated balance sheets, unless we determine that the amortized cost basis is not recoverable. If we determine that the amortized cost basis of the impaired security is not recoverable, we recognize the credit loss by increasing the allowance for those losses. We did not have an allowance for credit losses on our marketable securities as of March 31, 2023 or December 31, 2022. Cost basis is determined using the specific identification method.
The following table presents the maturities and values of our marketable securities as of the dates shown.
 March 31, 2023December 31, 2022
(in millions, except maturities in months)MaturitiesAmortized CostFair ValueAmortized CostFair Value
U.S. treasury and government agencies8 to 95 months$22.9 $20.7 $21.9 $19.3 
Corporate debt securities4 to 121 months18.9 17.9 16.0 14.9 
State and municipal bonds1 to 151 months15.2 14.7 12.4 11.7 
Total marketable securities$57.0 $53.3 $50.3 $45.9 
Equity Investments without Readily Determinable Fair Values
The Company’s primary strategic equity investments without readily determinable fair values include Platform Science, Inc., a provider of telematics and fleet management tools; MLSI, a transportation technology development company; and ChemDirect, a business to business digital marketplace for the chemical industry. These investments are being accounted for under ASC 321, Investments - Equity Securities, using the measurement alternative, and their combined values as of March 31, 2023 and December 31, 2022 were $108.7 million and $86.0 million, respectively. If the Company identifies observable price changes for identical or similar securities of the same issuer, the equity security is measured at fair value as of the date the observable
transaction occurred using Level 3 inputs. In addition to our investment in MLSI, we also hold a $10.0 million note receivable from MLSI as of March 31, 2023. The note was funded during the first quarter of 2023, is subject to interest over its term, and matures in March 2030.
As of March 31, 2023, our cumulative upward adjustments were $69.7 million. The following table summarizes the activity related to these equity investments during the periods presented.
Three Months Ended
March 31,
(in millions)20232022
Investment in equity securities$5.0 $4.0 
Upward adjustments (1)
17.7 — 
(1)Our updated investment value in 2023 was determined using a hybrid backsolve method, a valuation approach incorporating both IPO and M&A scenarios to estimate the value based on recently issued shares.
Equity Investments with Readily Determinable Fair Values
In 2021, the Company purchased a $5.0 million non-controlling interest in TuSimple, a global self-driving technology company. Upon completion of its IPO in April 2021, our investment in TuSimple was converted into Class A common shares and is now being accounted for under ASC 321, Investments - Equity Securities. In the three months ended March 31, 2023 and 2022, the Company recognized pre-tax net losses of $0.1 million and $8.4 million, respectively. See Note 5, Fair Value, for additional information on the fair value of our investment in TuSimple.
All of our equity investments, as well our note receivable from MLSI, are included in internal use software and other noncurrent assets on the consolidated balance sheets. Subsequent gains or losses on our equity investments are recognized within other expenses (income)—net on the consolidated statements of comprehensive income.
v3.23.1
Goodwill and Other Intangibles
3 Months Ended
Mar. 31, 2023
Goodwill and Intangible Assets Disclosure [Abstract]  
Goodwill and Other Intangibles Disclosure GOODWILL AND OTHER INTANGIBLE ASSETS
Goodwill represents the excess of the purchase price of acquisitions over the fair value of the identifiable net assets acquired. Our goodwill balance as of March 31, 2023 and December 31, 2022 was $228.2 million and was comprised of $214.0 million and $14.2 million in our Truckload and Logistics segments, respectively. As of both March 31, 2023 and December 31, 2022, our Truckload segment had accumulated goodwill impairment charges of $34.6 million.
The identifiable finite lived intangible assets other than goodwill listed below are included in internal use software and other noncurrent assets on the consolidated balance sheets and relate to the acquisition of MLS. Our customer relationships and trademarks are amortized over a weighted-average amortization period of ten years.
March 31, 2023December 31, 2022
(in millions)Gross
Carrying
Amount
Accumulated AmortizationNet
Carrying
Amount
Gross
Carrying
Amount
Accumulated AmortizationNet
Carrying
Amount
Customer relationships$3.2 $0.4 $2.8 $3.2 $0.3 $2.9 
Trademarks6.8 0.9 5.9 6.8 0.7 6.1 
Total intangible assets$10.0 $1.3 $8.7 $10.0 $1.0 $9.0 
Amortization expense for intangible assets was $0.3 million for the three months ended March 31, 2023.
Estimated future amortization expense related to intangible assets is as follows:
(in millions)March 31, 2023
Remaining 2023$0.7 
20241.0 
20251.0 
20261.0 
20271.0 
2028 and thereafter4.0 
Total$8.7 
v3.23.1
Debt and Credit Facilities
3 Months Ended
Mar. 31, 2023
Debt Disclosure [Abstract]  
Debt and Credit Facilities DEBT AND CREDIT FACILITIES
As of March 31, 2023 and December 31, 2022, debt included the following:
(in millions)March 31, 2023December 31, 2022
Unsecured senior notes: principal maturities ranging from 2023 through 2025; interest payable in semiannual installments through the same timeframe; weighted average interest rate of 3.64% and 3.93% for 2023 and 2022, respectively
$205.0 $205.0 
Current maturities(70.0)(70.0)
Long-term debt$135.0 $135.0 
Our Credit Agreement (the “2022 Credit Facility”) provides borrowing capacity of $250.0 million and allows us to request an additional increase in total commitment by up to $150.0 million, for a total potential commitment of $400.0 million through November 2027. The agreement also provides a sublimit of $100.0 million to be used for the issuance of letters of credit. We had no outstanding borrowings under this agreement as of March 31, 2023 or December 31, 2022. Standby letters of credit under this agreement amounted to $0.1 million for both March 31, 2023 and December 31, 2022 and were primarily related to the requirements of certain of our real estate leases.
We also have a Receivables Purchase Agreement (the “2021 Receivables Purchase Agreement”), which allows us to borrow funds against qualifying trade receivables at rates based on one-month LIBOR up to $150.0 million and provides for the issuance of standby letters of credit through July 2024. We had no outstanding borrowings under this facility as of March 31, 2023 or December 31, 2022. As of March 31, 2023 and December 31, 2022, standby letters of credit under this agreement amounted to $77.5 million and $77.1 million, respectively, and were primarily related to the requirements of certain of our insurance obligations.
v3.23.1
Income Taxes
3 Months Ended
Mar. 31, 2023
Income Tax Disclosure [Abstract]  
Income Taxes INCOME TAXESOur effective income tax rate was 24.2% and 25.4% for the three months ended March 31, 2023 and 2022, respectively. In determining the quarterly provision for income taxes, we use an estimated annual effective tax rate adjusted for discrete items. This rate is based on our expected annual income, statutory tax rates, and best estimates of nontaxable and nondeductible income and expense items.
v3.23.1
Common Equity
3 Months Ended
Mar. 31, 2023
Equity [Abstract]  
Common Equity COMMON EQUITY
Earnings Per Share
The following table sets forth the computation of basic and diluted earnings per share for the three months ended March 31, 2023 and 2022, respectively.
Three Months Ended
March 31,
(in millions, except per share data)20232022
Numerator:
Net income available to common shareholders$98.0 $92.1 
Denominator:
Weighted average common shares outstanding178.2 177.7 
Dilutive effect of share-based awards and options outstanding0.9 0.8 
Weighted average diluted common shares outstanding (1)
179.1 178.5 
Basic earnings per common share$0.55 $0.52 
Diluted earnings per common share0.55 0.52 
(1)Weighted average diluted common shares outstanding may not sum due to rounding.
The calculation of diluted earnings per share excluded 0.5 million and 0.6 million share-based awards and options that had an anti-dilutive effect for the three months ended March 31, 2023 and 2022, respectively.
Common Shares Outstanding
The following table shows changes to our common shares outstanding for the three months ended March 31, 2023 and 2022.
Class A
Common Shares
Class B
Common Shares
Outstanding as of December 31, 202183,029,500 94,626,740 
Share issuances— 258,523 
Exercise of employee stock options— 97,420 
Shares withheld for employee taxes— (92,121)
Outstanding as of March 31, 202283,029,500 94,890,562 
Outstanding as of December 31, 202283,029,500 94,993,144 
Share issuances— 633,860 
Exercise of employee stock options— 6,000 
Shares withheld for employee taxes— (244,277)
Outstanding as of March 31, 202383,029,500 95,388,727 
In January 2023, our Board approved a share repurchase program under which the Company is authorized to repurchase up to $150.0 million of its Class A and/or Class B common shares. The program does not obligate the Company to repurchase a minimum number of shares and is intended to help offset the dilutive effect of equity grants to employees over time. Under this program, the Company may repurchase shares in privately negotiated and/or open market transactions. The Company did not repurchase any shares during the three months ended March 31, 2023.
Subsequent Event - Dividends Declared
In April of 2023, the Board of Directors declared a quarterly cash dividend for the second fiscal quarter of 2023 in the amount of $0.09 per share to holders of our Class A and Class B common stock. The dividend is payable to shareholders of record at the close of business on June 9, 2023 and will be paid on July 11, 2023.
v3.23.1
Share-based Compensation
3 Months Ended
Mar. 31, 2023
Share-Based Payment Arrangement [Abstract]  
Share-based Payment Arrangement SHARE-BASED COMPENSATION
We grant various equity-based awards relating to Class B common stock to employees under our 2017 Omnibus Incentive Plan (“the Plan”). These awards have historically consisted of restricted shares, RSUs, performance-based restricted shares (“performance shares”), PSUs, and non-qualified stock options. Performance shares and PSUs granted are earned based on attainment of threshold performance of earnings and return on capital targets, in addition to a multiplier applied based on rTSR against peers over the performance period.
Share-based compensation expense was $4.8 million and $5.1 million for the three months ended March 31, 2023 and 2022, respectively. We recognize share-based compensation expense over the awards’ vesting period. As of March 31, 2023, we had $35.6 million of pre-tax unrecognized compensation cost related to outstanding share-based compensation awards expected to be recognized over a weighted average period of 2.1 years.
Equity-based awards granted during the first quarter of 2023 had a grant date fair value of $17.5 million and are included in the table below. RSUs granted in 2023 vest ratably over a period of three years where the majority of RSUs granted prior to 2023 vest ratably over a period of four years. No restricted shares, performance shares, or non-qualified stock options were granted during the first quarter of 2023.
2023 GrantsNumber of Awards GrantedWeighted Average Grant Date Fair Value
RSUs345,369 $28.86 
PSUs237,886 31.60 
Total grants583,255 
The Monte-Carlo valuation model is used by the Company to determine the grant date fair value of PSUs, while the Company uses its stock price on the grant date as the fair value assigned to RSUs.
v3.23.1
Commitments and Contingencies
3 Months Ended
Mar. 31, 2023
Commitments and Contingencies Disclosure [Abstract]  
Commitments and Contingencies COMMITMENTS AND CONTINGENCIES

In the ordinary course of conducting our business, we become involved in certain legal matters and investigations including liability claims, taxes other than income taxes, contract disputes, employment, and other litigation matters. We accrue for anticipated costs to resolve matters that are probable and estimable. We believe the outcomes of these matters will not have a material impact on our business or our consolidated financial statements.
We record liabilities for claims against the Company based on our best estimate of expected losses. The primary claims arising for the Company through its trucking, intermodal, and logistics operations consist of accident-related claims for personal injury, collision, and comprehensive compensation, in addition to workers’ compensation, property damage, cargo, and wage and benefit claims. We maintain excess liability insurance with licensed insurance carriers for liability in excess of amounts we self-insure, which serves to largely offset the Company’s liability associated with these claims, with the exception of wage and benefit claims for which we self-insure. We review our accruals periodically to ensure that the aggregate amounts of our accruals are appropriate at any period after consideration of available insurance coverage. Although we expect that our claims accruals will continue to vary based on future developments, assuming that we are able to continue to obtain and maintain excess liability insurance coverage for such claims, we do not anticipate that such accruals will, in any period, materially impact our operating results.
As of March 31, 2023, our firm commitments to purchase transportation equipment totaled $358.2 million.
During the first quarter of 2022, the Company recorded a $5.2 million charge as a result of an adverse audit assessment by a state jurisdiction over the applicability of sales tax for prior periods on rolling stock equipment used within that state. The charge is included within operating supplies and expenses—net on the consolidated statements of comprehensive income for the three months ended March 31, 2022. The Company filed a request for appeal of the audit assessment with the state jurisdiction.
A representative of the former owners of WSL filed a lawsuit alleging that we did not fulfill certain obligations under the purchase and sale agreement and claiming that the former owners of WSL were entitled to damages including an additional payment of $40.0 million under an earn-out arrangement. On April 25, 2022, the Delaware Superior Court entered judgment in favor of the former owners of WSL, awarding $40.0 million in compensatory damages, plus prejudgment interest and the former owners’ attorneys’ fees, to which we recognized a $59.0 million charge in the three months ended March 31, 2022. The Company later settled with the former owners of WSL for a total of $57.0 million, which was included within other general expenses on the consolidated statements of comprehensive income for the year ended December 31, 2022.
v3.23.1
Segment Reporting
3 Months Ended
Mar. 31, 2023
Segment Reporting [Abstract]  
Segment Reporting SEGMENT REPORTING
We have three reportable segments – Truckload, Intermodal, and Logistics – which are based primarily on the services each segment provides.
In November 2022, the Company executed a management buyout agreement to sell its Asia operations. While Asia met the definition of an operating segment, it did not meet the quantitative threshold for separate disclosure, and the results were included in “Other” in the tables below during 2022.
The CODM reviews revenues for each segment without the inclusion of fuel surcharge revenues. For segment purposes, any fuel surcharge revenues earned are recorded as a reduction of the segment’s fuel expenses. Income from operations at the segment level reflects the measure presented to the CODM for each segment.
Separate balance sheets are not prepared by segment, and as a result, assets are not separately identifiable by segment. All transactions between reportable segments are eliminated in consolidation.
Substantially all of our revenues and assets were generated or located within the U.S.
The following tables summarize our segment information. Inter-segment revenues were immaterial for all segments, with the exception of Other, which included revenues from insurance premiums charged to other segments for workers’ compensation, auto, and other types of insurance. Inter-segment revenues included in Other revenues below were $18.2 million and $19.5 million for the three months ended March 31, 2023 and 2022, respectively.
Revenues by SegmentThree Months Ended
March 31,
(in millions)20232022
Truckload$537.0 $548.4 
Intermodal266.1 302.1 
Logistics382.2 545.7 
Other92.2 85.3 
Fuel surcharge179.2 166.0 
Inter-segment eliminations(28.0)(27.0)
Operating revenues$1,428.7 $1,620.5 
Income (Loss) from Operations by Segment Three Months Ended
March 31,
(in millions)20232022
Truckload$62.6 $119.4 
Intermodal30.0 38.9 
Logistics18.5 41.9 
Other3.5 (65.1)
Income from operations$114.6 $135.1 
Depreciation and Amortization by SegmentThree Months Ended
March 31,
(in millions)20232022
Truckload$67.2 $57.1 
Intermodal13.1 13.7 
Logistics0.1 — 
Other11.4 13.0 
Depreciation and amortization$91.8 $83.8 
v3.23.1
General (Policies)
3 Months Ended
Mar. 31, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Nature of Operations Nature of OperationsSchneider National, Inc. and its subsidiaries (together “Schneider,” the “Company,” “we,” “us,” or “our”) are among the largest providers of surface transportation and logistics solutions in North America. We offer a multimodal portfolio of services and an array of capabilities and resources that leverage artificial intelligence, data science, and analytics to provide innovative solutions that coordinate the timely, safe, and effective movement of customer products. The Company offers truckload, intermodal, and logistics services to a diverse customer base throughout the continental U.S., Canada, and Mexico.
Principles of Consolidation and Basis of Presentation
Principles of Consolidation and Basis of Presentation
The accompanying unaudited interim consolidated financial statements have been prepared in conformity with GAAP and the rules and regulations of the SEC applicable to quarterly reports on Form 10-Q. Therefore, these consolidated financial statements and footnotes do not include all disclosures required by GAAP for annual financial statements and should be read in conjunction with the consolidated financial statements and related notes included in our Annual Report on Form 10-K for the year ended December 31, 2022. Financial results for an interim period are not necessarily indicative of the results for a full year. All intercompany transactions have been eliminated in consolidation.
In the opinion of management, these statements reflect all adjustments (consisting only of normal, recurring adjustments) necessary for the fair presentation of our financial results for the interim periods presented.
Property and Equipment
Property and Equipment
Gains and losses on property and equipment are recognized at the time of sale or disposition and are classified in operating supplies and expenses—net on the consolidated statements of comprehensive income. For the three months ended March 31, 2023 and 2022, we recognized $12.3 million and $60.9 million of net gains on the sale of property and equipment, respectively. Net gains during 2022 were primarily related to the sale of the Company’s Canadian facility.
v3.23.1
Leases (Tables)
3 Months Ended
Mar. 31, 2023
Leases [Abstract]  
Schedule of Lease Information Additional information related to our leases is as follows:
Three Months Ended
March 31,
(in millions)20232022
Cash paid for amounts included in the measurement of lease liabilities
Operating cash flows for operating leases$9.0 $8.3 
Operating cash flows for finance leases0.1 — 
Financing cash flows for finance leases0.8 0.3 
Right-of-use assets obtained in exchange for new lease liabilities
Operating leases$14.0 $4.3 
Finance leases0.3 1.8 
Schedule of Investment In Lease Receivables As of March 31, 2023 and December 31, 2022, investments in lease receivables were as follows:
(in millions)March 31, 2023December 31, 2022
Future minimum payments to be received on leases$202.9 $198.4 
Guaranteed residual lease values126.1 126.1 
Total minimum lease payments to be received329.0 324.5 
Unearned income(52.3)(50.2)
Net investment in leases$276.7 $274.3 
Schedule of Sales-type Lease Income The table below provides additional information on our sales-type leases. Revenue and cost of goods sold are recorded in operating revenues and operating supplies and expenses—net in the consolidated statements of comprehensive income, respectively.
Three Months Ended
March 31,
(in millions)20232022
Revenue$60.8 $42.3 
Cost of goods sold(51.4)(36.0)
Operating profit$9.4 $6.3 
Interest income on lease receivable$9.4 $8.7 
v3.23.1
Revenue Recognition (Tables)
3 Months Ended
Mar. 31, 2023
Revenue from Contract with Customer [Abstract]  
Disaggregation of Revenue The following table summarizes our revenues by type of service.
Three Months Ended
March 31,
Disaggregated Revenues (in millions)
20232022
Transportation$1,317.0 $1,499.2 
Logistics Management49.8 75.7 
Other61.9 45.6 
Total operating revenues$1,428.7 $1,620.5 
Remaining Performance Obligations The following table provides information related to transactions and expected timing of revenue recognition for performance obligations that are fixed in nature and relate to contracts with terms greater than one year as of the date shown.
Remaining Performance Obligations (in millions)
March 31, 2023
Expected to be recognized within one year
Transportation$17.1 
Logistics Management11.5 
Expected to be recognized after one year
Transportation20.6 
Logistics Management12.1 
Total$61.3 
Contract Balances The following table provides information related to contract balances associated with our contracts with customers as of the dates shown.
Contract Balances (in millions)
March 31, 2023December 31, 2022
Other current assets—Contract assets$27.8 $27.0 
Other current liabilities—Contract liabilities2.8 2.6 
v3.23.1
Fair Value (Tables)
3 Months Ended
Mar. 31, 2023
Fair Value Disclosures [Abstract]  
Assets Measured on Recurring Basis
The table below sets forth the Company’s financial assets that are measured at fair value on a recurring, monthly basis in accordance with ASC 820.
Fair Value
(in millions)Level in Fair
 Value Hierarchy
March 31, 2023December 31, 2022
Equity investment in TuSimple (1)
1$0.5 $0.6 
Marketable securities (2)
253.3 45.9 
(1)Our equity investment in TuSimple is classified as Level 1 in the fair value hierarchy as shares of TuSimple’s Class A common stock are traded on the NASDAQ. See Note 6, Investments, for additional information.
(2)Marketable securities are classified as Level 2 in the fair value hierarchy as they are valued based on quoted prices for similar assets in active markets or quoted prices for identical or similar assets in markets that are not active. See Note 6, Investments, for additional information.
v3.23.1
Investments (Tables)
3 Months Ended
Mar. 31, 2023
Investments, Debt and Equity Securities [Abstract]  
Schedule of Marketable Securities The following table presents the maturities and values of our marketable securities as of the dates shown.
 March 31, 2023December 31, 2022
(in millions, except maturities in months)MaturitiesAmortized CostFair ValueAmortized CostFair Value
U.S. treasury and government agencies8 to 95 months$22.9 $20.7 $21.9 $19.3 
Corporate debt securities4 to 121 months18.9 17.9 16.0 14.9 
State and municipal bonds1 to 151 months15.2 14.7 12.4 11.7 
Total marketable securities$57.0 $53.3 $50.3 $45.9 
Equity Investments without Readily Determinable Fair Values
As of March 31, 2023, our cumulative upward adjustments were $69.7 million. The following table summarizes the activity related to these equity investments during the periods presented.
Three Months Ended
March 31,
(in millions)20232022
Investment in equity securities$5.0 $4.0 
Upward adjustments (1)
17.7 — 
(1)Our updated investment value in 2023 was determined using a hybrid backsolve method, a valuation approach incorporating both IPO and M&A scenarios to estimate the value based on recently issued shares.
v3.23.1
Goodwill (Tables)
3 Months Ended
Mar. 31, 2023
Goodwill and Intangible Assets Disclosure [Abstract]  
Schedule of Finite-Lived Intangible Assets
The identifiable finite lived intangible assets other than goodwill listed below are included in internal use software and other noncurrent assets on the consolidated balance sheets and relate to the acquisition of MLS. Our customer relationships and trademarks are amortized over a weighted-average amortization period of ten years.
March 31, 2023December 31, 2022
(in millions)Gross
Carrying
Amount
Accumulated AmortizationNet
Carrying
Amount
Gross
Carrying
Amount
Accumulated AmortizationNet
Carrying
Amount
Customer relationships$3.2 $0.4 $2.8 $3.2 $0.3 $2.9 
Trademarks6.8 0.9 5.9 6.8 0.7 6.1 
Total intangible assets$10.0 $1.3 $8.7 $10.0 $1.0 $9.0 
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense Estimated future amortization expense related to intangible assets is as follows:
(in millions)March 31, 2023
Remaining 2023$0.7 
20241.0 
20251.0 
20261.0 
20271.0 
2028 and thereafter4.0 
Total$8.7 
v3.23.1
Debt and Credit Facilities (Tables)
3 Months Ended
Mar. 31, 2023
Debt Disclosure [Abstract]  
Summary of Debt As of March 31, 2023 and December 31, 2022, debt included the following:
(in millions)March 31, 2023December 31, 2022
Unsecured senior notes: principal maturities ranging from 2023 through 2025; interest payable in semiannual installments through the same timeframe; weighted average interest rate of 3.64% and 3.93% for 2023 and 2022, respectively
$205.0 $205.0 
Current maturities(70.0)(70.0)
Long-term debt$135.0 $135.0 
v3.23.1
Common Equity (Tables)
3 Months Ended
Mar. 31, 2023
Equity [Abstract]  
Calculation of Basic and Diluted Earnings Per Share
The following table sets forth the computation of basic and diluted earnings per share for the three months ended March 31, 2023 and 2022, respectively.
Three Months Ended
March 31,
(in millions, except per share data)20232022
Numerator:
Net income available to common shareholders$98.0 $92.1 
Denominator:
Weighted average common shares outstanding178.2 177.7 
Dilutive effect of share-based awards and options outstanding0.9 0.8 
Weighted average diluted common shares outstanding (1)
179.1 178.5 
Basic earnings per common share$0.55 $0.52 
Diluted earnings per common share0.55 0.52 
(1)Weighted average diluted common shares outstanding may not sum due to rounding.
Schedule of Common Shares Outstanding Roll Forward
The following table shows changes to our common shares outstanding for the three months ended March 31, 2023 and 2022.
Class A
Common Shares
Class B
Common Shares
Outstanding as of December 31, 202183,029,500 94,626,740 
Share issuances— 258,523 
Exercise of employee stock options— 97,420 
Shares withheld for employee taxes— (92,121)
Outstanding as of March 31, 202283,029,500 94,890,562 
Outstanding as of December 31, 202283,029,500 94,993,144 
Share issuances— 633,860 
Exercise of employee stock options— 6,000 
Shares withheld for employee taxes— (244,277)
Outstanding as of March 31, 202383,029,500 95,388,727 
v3.23.1
Share-based Compensation (Tables)
3 Months Ended
Mar. 31, 2023
Share-Based Payment Arrangement [Abstract]  
Share-Based Compensation Grant Activity Equity-based awards granted during the first quarter of 2023 had a grant date fair value of $17.5 million and are included in the table below. RSUs granted in 2023 vest ratably over a period of three years where the majority of RSUs granted prior to 2023 vest ratably over a period of four years. No restricted shares, performance shares, or non-qualified stock options were granted during the first quarter of 2023.
2023 GrantsNumber of Awards GrantedWeighted Average Grant Date Fair Value
RSUs345,369 $28.86 
PSUs237,886 31.60 
Total grants583,255 
v3.23.1
Segment Reporting (Tables)
3 Months Ended
Mar. 31, 2023
Segment Reporting [Abstract]  
Summary of Segment Reporting Information The following tables summarize our segment information. Inter-segment revenues were immaterial for all segments, with the exception of Other, which included revenues from insurance premiums charged to other segments for workers’ compensation, auto, and other types of insurance. Inter-segment revenues included in Other revenues below were $18.2 million and $19.5 million for the three months ended March 31, 2023 and 2022, respectively.
Revenues by SegmentThree Months Ended
March 31,
(in millions)20232022
Truckload$537.0 $548.4 
Intermodal266.1 302.1 
Logistics382.2 545.7 
Other92.2 85.3 
Fuel surcharge179.2 166.0 
Inter-segment eliminations(28.0)(27.0)
Operating revenues$1,428.7 $1,620.5 
Income (Loss) from Operations by Segment Three Months Ended
March 31,
(in millions)20232022
Truckload$62.6 $119.4 
Intermodal30.0 38.9 
Logistics18.5 41.9 
Other3.5 (65.1)
Income from operations$114.6 $135.1 
Depreciation and Amortization by SegmentThree Months Ended
March 31,
(in millions)20232022
Truckload$67.2 $57.1 
Intermodal13.1 13.7 
Logistics0.1 — 
Other11.4 13.0 
Depreciation and amortization$91.8 $83.8 
v3.23.1
General (Details) - USD ($)
$ in Millions
3 Months Ended
Mar. 31, 2023
Mar. 31, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]    
Gains on sales of property and equipment—net $ 12.3 $ 60.9
v3.23.1
Business Combinations and Asset Acquisitions- Acquisition Details (Details) - USD ($)
$ in Millions
12 Months Ended
Jun. 07, 2022
Dec. 31, 2021
Dec. 31, 2022
Midwest Logistics Systems (MLS)      
Business Acquisition      
Date of acquisition   Dec. 31, 2021  
Percentage of business acquired   100.00%  
Fair value of consideration transferred   $ 268.8  
Goodwill acquired during period     $ 104.3
deBoer Transportation, Inc.      
Business Acquisition      
Date of acquisition Jun. 07, 2022    
Percentage of business acquired 100.00%    
Fair value of consideration transferred $ 34.6    
Goodwill acquired during period     $ 6.1
v3.23.1
Leases - Narrative (Details) - USD ($)
$ in Millions
3 Months Ended
Mar. 31, 2023
Dec. 31, 2022
Leases - Lessee    
Leases not yet commenced $ 20.8  
Leases - Lessor    
Lease payments 329.0 $ 324.5
Past due    
Leases - Lessor    
Lease payments 3.4  
Past Due    
Leases - Lessor    
Net investment in leases $ 53.6  
Minimum    
Leases - Lessee    
Lease terms of leases not yet commenced 3 years  
Leases - Lessor    
Terms of sales-type lease 1 year  
Maximum    
Leases - Lessee    
Lease terms of leases not yet commenced 7 years  
Leases - Lessor    
Terms of sales-type lease 3 years  
v3.23.1
Leases - Schedule of Lease Information (Details) - USD ($)
$ in Millions
3 Months Ended
Mar. 31, 2023
Mar. 31, 2022
Leases [Abstract]    
Operating cash flows for operating leases $ 9.0 $ 8.3
Operating cash flows for finance leases 0.1 0.0
Financing cash flows for finance leases 0.8 0.3
Right-of-use assets obtained in exchange for new operating lease liability 14.0 4.3
Right-of-use assets obtained in exchange for new finance lease liability $ 0.3 $ 1.8
v3.23.1
Leases - Summary of Investment in Lease Receivables (Details) - USD ($)
$ in Millions
Mar. 31, 2023
Dec. 31, 2022
Leases [Abstract]    
Future minimum payments to be received on leases $ 202.9 $ 198.4
Guaranteed residual lease values 126.1 126.1
Total minimum lease payments to be received 329.0 324.5
Unearned income (52.3) (50.2)
Net investment in leases $ 276.7 $ 274.3
v3.23.1
Leases - Schedule of Sales-type Lease Income (Details) - USD ($)
$ in Millions
3 Months Ended
Mar. 31, 2023
Mar. 31, 2022
Leases [Abstract]    
Revenue $ 60.8 $ 42.3
Cost of goods sold (51.4) (36.0)
Operating profit 9.4 6.3
Interest income on lease receivable $ 9.4 $ 8.7
v3.23.1
Revenue Recognition - Disaggregation of Revenue (Details) - USD ($)
$ in Millions
3 Months Ended
Mar. 31, 2023
Mar. 31, 2022
Disaggregation of Revenue    
Operating revenues $ 1,428.7 $ 1,620.5
Transportation    
Disaggregation of Revenue    
Operating revenues 1,317.0 1,499.2
Logistics Management    
Disaggregation of Revenue    
Operating revenues 49.8 75.7
Other    
Disaggregation of Revenue    
Operating revenues $ 61.9 $ 45.6
v3.23.1
Revenue Recognition - Revenue Remaining Performance Obligation (Details)
$ in Millions
Mar. 31, 2023
USD ($)
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction  
Remaining Performance Obligation $ 61.3
Expected to be recognized within one year | Transportation  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction  
Remaining Performance Obligation 17.1
Expected to be recognized within one year | Logistics Management  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction  
Remaining Performance Obligation 11.5
Expected to be recognized after one year | Transportation  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction  
Remaining Performance Obligation 20.6
Expected to be recognized after one year | Logistics Management  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction  
Remaining Performance Obligation $ 12.1
v3.23.1
Revenue Recognition - Contract Balances (Details) - USD ($)
$ in Millions
Mar. 31, 2023
Dec. 31, 2022
Revenue from Contract with Customer [Abstract]    
Contract assets $ 27.8 $ 27.0
Contract liabilities $ 2.8 $ 2.6
v3.23.1
Revenue Recognition- Additional Information (Details) - USD ($)
$ in Millions
3 Months Ended
Mar. 31, 2023
Mar. 31, 2022
Revenue from Contract with Customer [Abstract]    
Timing of payment after completion of performance obligations 40 days  
Noncash consideration recorded as revenue $ 0.0 $ 6.5
v3.23.1
Fair Value - Recurring Fair Value Measurements (Details) - Recurring fair value measurements - USD ($)
$ in Millions
Mar. 31, 2023
Dec. 31, 2022
Level 1 inputs    
Fair Value, Assets Measured on Recurring Basis    
Fair value of equity investment in TuSimple $ 0.5 $ 0.6
Level 2 inputs    
Fair Value, Assets Measured on Recurring Basis    
Fair value of marketable securities $ 53.3 $ 45.9
v3.23.1
Fair Value - Debt Portfolio (Details) - Unsecured Senior Notes - USD ($)
$ in Millions
Mar. 31, 2023
Dec. 31, 2022
Debt Instrument    
Total principal outstanding $ 205.0 $ 205.0
Level 2 inputs    
Debt Instrument    
Fair value of debt $ 199.7 $ 199.1
v3.23.1
Investments - Narrative (Details) - USD ($)
$ in Millions
Mar. 31, 2023
Dec. 31, 2022
Other Investments    
Credit loss allowance $ 0.0 $ 0.0
Value of investments without readily determinable fair values 108.7 $ 86.0
Mastery Logistics | Notes receivable    
Other Investments    
Notes receivable $ 10.0  
v3.23.1
Investments - Schedule of Marketable Securities (Details) - USD ($)
$ in Millions
Mar. 31, 2023
Dec. 31, 2022
Available for Sale Debt Securities    
Amortized cost $ 57.0 $ 50.3
US treasury and government agencies    
Available for Sale Debt Securities    
Amortized cost 22.9 21.9
Corporate debt securities    
Available for Sale Debt Securities    
Amortized cost 18.9 16.0
State and municipal bonds    
Available for Sale Debt Securities    
Amortized cost 15.2 12.4
Current asset    
Available for Sale Debt Securities    
Fair value 53.3 45.9
Current asset | US treasury and government agencies    
Available for Sale Debt Securities    
Fair value 20.7 19.3
Current asset | Corporate debt securities    
Available for Sale Debt Securities    
Fair value 17.9 14.9
Current asset | State and municipal bonds    
Available for Sale Debt Securities    
Fair value $ 14.7 $ 11.7
Minimum | US treasury and government agencies    
Available for Sale Debt Securities    
Maturity date Nov. 30, 2023  
Minimum | Corporate debt securities    
Available for Sale Debt Securities    
Maturity date Jul. 24, 2023  
Minimum | State and municipal bonds    
Available for Sale Debt Securities    
Maturity date Apr. 01, 2023  
Maximum | US treasury and government agencies    
Available for Sale Debt Securities    
Maturity date Feb. 15, 2031  
Maximum | Corporate debt securities    
Available for Sale Debt Securities    
Maturity date Apr. 01, 2033  
Maximum | State and municipal bonds    
Available for Sale Debt Securities    
Maturity date Oct. 01, 2035  
v3.23.1
Investments - Equity Investments without Readily Determinable Fair Values (Details) - USD ($)
$ in Millions
3 Months Ended
Mar. 31, 2023
Mar. 31, 2022
Other Investments    
Cumulative upward adjustments $ 69.7  
Investment in equity security 5.0 $ 4.0
Upward adjustments $ 17.7 $ 0.0
v3.23.1
Investments - Investment in TuSimple (Details) - TuSimple - USD ($)
$ in Millions
3 Months Ended
Mar. 31, 2023
Mar. 31, 2022
Jan. 12, 2021
Other Investments      
Investment in equity security     $ 5.0
Net loss on investment $ 0.1 $ 8.4  
v3.23.1
Intangibles- Schedule of Changes in Carrying Amount of Intangibles (Details) - Midwest Logistics Systems (MLS) - USD ($)
$ in Millions
3 Months Ended
Mar. 31, 2023
Dec. 31, 2022
Finite-Lived Intangible Assets    
Gross carrying amount $ 10.0 $ 10.0
Accumulated amortization 1.3 1.0
Net carrying amount 8.7 9.0
Customer Relationships    
Finite-Lived Intangible Assets    
Gross carrying amount 3.2 3.2
Accumulated amortization 0.4 0.3
Net carrying amount $ 2.8 2.9
Weighted average useful life 10 years  
Trademarks    
Finite-Lived Intangible Assets    
Gross carrying amount $ 6.8 6.8
Accumulated amortization 0.9 0.7
Net carrying amount $ 5.9 $ 6.1
Weighted average useful life 10 years  
v3.23.1
Intangibles- Future Amortization Expense (Details) - Midwest Logistics Systems (MLS) - USD ($)
$ in Millions
Mar. 31, 2023
Dec. 31, 2022
Finite-Lived Intangible Assets    
Remaining 2023 $ 0.7  
2024 1.0  
2025 1.0  
2026 1.0  
2027 1.0  
2028 and thereafter 4.0  
Net carrying amount $ 8.7 $ 9.0
v3.23.1
Goodwill - Additional Information (Details) - USD ($)
$ in Millions
Mar. 31, 2023
Dec. 31, 2022
Goodwill    
Goodwill $ 228.2 $ 228.2
Truckload    
Goodwill    
Goodwill 214.0 214.0
Accumulated goodwill impairment charge 34.6 34.6
Logistics    
Goodwill    
Goodwill $ 14.2 $ 14.2
v3.23.1
Intangibles- Additional Information (Details)
$ in Millions
3 Months Ended
Mar. 31, 2023
USD ($)
Midwest Logistics Systems (MLS)  
Finite-Lived Intangible Assets  
Amortization of intangible assets $ 0.3
v3.23.1
Debt and Credit Facilities - Summary of Debt (Details) - Unsecured Senior Notes - USD ($)
$ in Millions
3 Months Ended
Mar. 31, 2023
Dec. 31, 2022
Debt Instrument    
Frequency of payments semiannual  
Weighted-average interest rate 3.64% 3.93%
Total principal outstanding $ 205.0 $ 205.0
Current maturities (70.0) (70.0)
Long-term debt $ 135.0 $ 135.0
Minimum    
Debt Instrument    
Maturity year 2023  
Maximum    
Debt Instrument    
Maturity year 2025  
v3.23.1
Debt and Credit Facilities - Additional Information (Details) - USD ($)
$ in Millions
3 Months Ended
Mar. 31, 2023
Dec. 31, 2022
Credit Facility    
Debt Instrument    
Current borrowing capacity $ 250.0  
Potential increase amount 150.0  
Maximum borrowing capacity $ 400.0  
Expiration date Nov. 04, 2027  
Outstanding borrowings $ 0.0 $ 0.0
Credit Facility | Standby Letters of Credit    
Debt Instrument    
Maximum borrowing capacity 100.0  
Standby letters of credit 0.1 0.1
Receivables Purchase Agreement    
Debt Instrument    
Maximum borrowing capacity $ 150.0  
Expiration date Jul. 30, 2024  
Outstanding borrowings $ 0.0 0.0
Receivables Purchase Agreement | Standby Letters of Credit    
Debt Instrument    
Standby letters of credit $ 77.5 $ 77.1
v3.23.1
Income Taxes - Additional Information (Details)
3 Months Ended
Mar. 31, 2023
Mar. 31, 2022
Income Tax Disclosure [Abstract]    
Effective income tax rate 24.20% 25.40%
v3.23.1
Common Equity - Calculation of Basic and Diluted Earnings Per Share (Details) - USD ($)
$ / shares in Units, shares in Millions, $ in Millions
3 Months Ended
Mar. 31, 2023
Mar. 31, 2022
Basic earnings per common share    
Net income available to common shareholders $ 98.0 $ 92.1
Weighted average common shares outstanding 178.2 177.7
Diluted earnings per common share    
Dilutive effect of share-based awards and options outstanding 0.9 0.8
Weighted average diluted shares outstanding 179.1 178.5
Basic earnings per share $ 0.55 $ 0.52
Diluted earnings per share $ 0.55 $ 0.52
Anti-dilutive share-based awards and options excluded from computation of diluted earnings per share 0.5 0.6
v3.23.1
Common Equity - Schedule of common shares outstanding (Details) - shares
3 Months Ended
Mar. 31, 2023
Mar. 31, 2022
Class A Common Shares    
Class of Stock    
Common shares outstanding 83,029,500 83,029,500
Share issuances 0 0
Exercise of employee stock options 0 0
Shares withheld for employee taxes 0 0
Common shares outstanding 83,029,500 83,029,500
Class B Common Stock    
Class of Stock    
Common shares outstanding 94,993,144 94,626,740
Share issuances 633,860 258,523
Exercise of employee stock options 6,000 97,420
Shares withheld for employee taxes (244,277) (92,121)
Common shares outstanding 95,388,727 94,890,562
v3.23.1
Common Equity - Additional Information (Details) - USD ($)
$ / shares in Units, $ in Millions
3 Months Ended
Apr. 24, 2023
Mar. 31, 2023
Mar. 31, 2022
Jan. 31, 2023
Class of Stock        
Stock repurchase program - amount authorized       $ 150.0
Stock repurchase program - amount repurchased   $ 0.0    
Class A Common Shares        
Class of Stock        
Dividends declared per share   $ 0.09 $ 0.08  
Class A Common Shares | Subsequent Event | Quarterly Dividend Declared        
Class of Stock        
Dividends declared per share $ 0.09      
Class B Common Stock        
Class of Stock        
Dividends declared per share   $ 0.09 $ 0.08  
Class B Common Stock | Subsequent Event | Quarterly Dividend Declared        
Class of Stock        
Dividends declared per share $ 0.09      
v3.23.1
Share-based Compensation - Grants (Details) - 2017 Omnibus Incentive Plan
$ / shares in Units, $ in Millions
3 Months Ended
Mar. 31, 2023
USD ($)
$ / shares
shares
Share-based Compensation Arrangement by Share-based Payment Award  
Grant date fair value | $ $ 17.5
Number of units grants 583,255
Restricted Share Units  
Share-based Compensation Arrangement by Share-based Payment Award  
Number of units grants 345,369
Weighted average grant date fair value, units | $ / shares $ 28.86
Restricted Share Units | 2023 Awards  
Share-based Compensation Arrangement by Share-based Payment Award  
Vesting period 3 years
Restricted Share Units | Awards prior to 2023  
Share-based Compensation Arrangement by Share-based Payment Award  
Vesting period 4 years
Performance Share Units  
Share-based Compensation Arrangement by Share-based Payment Award  
Number of units grants 237,886
Weighted average grant date fair value, units | $ / shares $ 31.60
v3.23.1
Share-based Compensation - Additional Information (Details) - 2017 Omnibus Incentive Plan - USD ($)
$ in Millions
3 Months Ended
Mar. 31, 2023
Mar. 31, 2022
Share-based Compensation Arrangement by Share-based Payment Award    
Share-based compensation expense $ 4.8 $ 5.1
Pre-tax unrecognized compensation cost $ 35.6  
Unrecognized compensation cost, period for recognition 2 years 1 month 6 days  
v3.23.1
Commitments and Contingencies - Additional Information (Details) - USD ($)
$ in Millions
3 Months Ended 12 Months Ended
Mar. 31, 2022
Dec. 31, 2022
Mar. 31, 2023
Commitments and Contingencies Disclosure [Abstract]      
Commitments to purchase transportation equipment     $ 358.2
Loss Contingencies      
Loss contingency expense $ 5.2    
WSL      
Loss Contingencies      
Loss contingency damages sought   $ 40.0  
Loss contingency damages awarded   40.0  
Loss contingency accrual $ 59.0    
Loss contingency expense   $ 57.0  
v3.23.1
Segment Reporting - Additional Information (Details)
$ in Millions
3 Months Ended
Mar. 31, 2023
USD ($)
Segment
Mar. 31, 2022
USD ($)
Segment Reporting Information    
Number of reportable segments | Segment 3  
Operating revenues $ 1,428.7 $ 1,620.5
Other    
Segment Reporting Information    
Operating revenues 92.2 85.3
Other | Other Insurance    
Segment Reporting Information    
Operating revenues $ 18.2 $ 19.5
v3.23.1
Segment Reporting - Revenue by Segment (Details) - USD ($)
$ in Millions
3 Months Ended
Mar. 31, 2023
Mar. 31, 2022
Segment Reporting Information    
Operating revenues $ 1,428.7 $ 1,620.5
Intersegment Eliminations    
Segment Reporting Information    
Operating revenues (28.0) (27.0)
Truckload    
Segment Reporting Information    
Revenues (excluding fuel charge by segment) 537.0 548.4
Intermodal    
Segment Reporting Information    
Revenues (excluding fuel charge by segment) 266.1 302.1
Logistics    
Segment Reporting Information    
Revenues (excluding fuel charge by segment) 382.2 545.7
Other    
Segment Reporting Information    
Operating revenues 92.2 85.3
Fuel Surcharge    
Segment Reporting Information    
Operating revenues $ 179.2 $ 166.0
v3.23.1
Segment Reporting - Income From Operations (Details) - USD ($)
$ in Millions
3 Months Ended
Mar. 31, 2023
Mar. 31, 2022
Segment Reporting Information    
Income from operations $ 114.6 $ 135.1
Truckload    
Segment Reporting Information    
Income from operations 62.6 119.4
Intermodal    
Segment Reporting Information    
Income from operations 30.0 38.9
Logistics    
Segment Reporting Information    
Income from operations 18.5 41.9
Other    
Segment Reporting Information    
Income from operations $ 3.5 $ (65.1)
v3.23.1
Segment Reporting - Depreciation and Amortization Expense (Details) - USD ($)
$ in Millions
3 Months Ended
Mar. 31, 2023
Mar. 31, 2022
Segment Reporting Information    
Depreciation and amortization $ 91.8 $ 83.8
Truckload    
Segment Reporting Information    
Depreciation and amortization 67.2 57.1
Intermodal    
Segment Reporting Information    
Depreciation and amortization 13.1 13.7
Logistics    
Segment Reporting Information    
Depreciation and amortization 0.1 0.0
Other    
Segment Reporting Information    
Depreciation and amortization $ 11.4 $ 13.0