FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS (Tables)
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6 Months Ended |
Jun. 30, 2025 |
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| FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS |
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| Schedule components of cash and cash equivalents, short term investments, and restricted funds |
| | | | | | | | | | June 30 | | December 31 | | | | 2025 | | 2024 | | | | | (in thousands) | | Cash and cash equivalents | | | | | | | | Cash deposits(1) | | $ | 32,263 | | $ | 83,048 | | Money market funds(2) | | | 82,611 | | | 44,396 | | Total cash and cash equivalents | | $ | 114,874 | | $ | 127,444 | | | | | | | | | | Short-term investments | | | | | | | | Certificates of deposit(3) | | $ | 24,801 | | $ | 29,759 | |
| (1) | Recorded at cost plus accrued interest, which approximates fair value. |
| (2) | Recorded at fair value as determined by quoted market prices (see amounts presented in the table of financial assets and liabilities measured at fair value within this Note). |
| (3) | Recorded at cost plus accrued interest, which approximates fair value due to its short-term nature and is categorized in Level 2 of the fair value hierarchy. |
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| Schedule of fair value and carrying value disclosures of financial instruments |
| | | | | | | | | | | | | | | | June 30 | | December 31 | | | | 2025 | | 2024 | | | | | (in thousands) | | | | | Carrying | | | Fair | | | Carrying | | | Fair | | | | | Value | | | Value | | | Value | | | Value | | Credit Facility(1) | | $ | 25,000 | | $ | 25,000 | | $ | — | | $ | — | | Notes payable(2) | | | 216,399 | | | 217,499 | | | 189,134 | | | 187,675 | | New England Pension Fund withdrawal liability(3) | | | 18,293 | | | 16,566 | | | 18,671 | | | 16,783 | | | | $ | 259,692 | | $ | 259,065 | | $ | 207,805 | | $ | 204,458 | |
| (1) | The revolving credit facility (the “Credit Facility”) carries a variable interest rate based on Secured Overnight Financing Rate (“SOFR”), plus a margin, priced at market for debt instruments having similar terms and collateral requirements (Level 2 of the fair value hierarchy). |
| (2) | Fair value of the notes payable was determined using a present value income approach based on quoted interest rates from lending institutions with which the Company would enter into similar transactions (Level 2 of the fair value hierarchy). |
| (3) | ABF Freight’s multiemployer pension plan obligation with the New England Teamsters and Trucking Industry Pension Fund (the “New England Pension Fund”) was restructured under a transition agreement effective on August 1, 2018, which resulted in a related withdrawal liability. The fair value of the outstanding withdrawal liability is equal to the present value of the future withdrawal liability payments, discounted at an interest rate of 5.9% and 6.0% at June 30, 2025 and December 31, 2024, respectively, determined using the 20-year U.S. Treasury rate plus a spread (Level 2 of the fair value hierarchy). As of June 30, 2025, the outstanding withdrawal liability totaled $18.3 million, of which $0.8 million was recorded in accrued expenses, and the remaining portion was recorded in other long-term liabilities. |
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| Schedule of financial assets and liabilities measured at fair value on a recurring basis |
| | | | | | | | | | | | | | | | June 30, 2025 | | | | | | | Fair Value Measurements Using | | | | | | | Quoted Prices | | Significant | | Significant | | | | | | | In Active | | Observable | | Unobservable | | | | | | | Markets | | Inputs | | Inputs | | | | Total | | (Level 1) | | (Level 2) | | (Level 3) | | | | | (in thousands) | | Assets: | | | | | | | | | | | | | | Money market funds(1) | | $ | 82,611 | | $ | 82,611 | | $ | — | | $ | — | | Equity, bond, and money market mutual funds held in trust related to the Voluntary Savings Plan(2) | | | 5,749 | | | 5,749 | | | — | | | — | | | | $ | 88,360 | | $ | 88,360 | | $ | — | | $ | — | |
| | | | | | | | | | | | | | | | December 31, 2024 | | | | | | | Fair Value Measurements Using | | | | | | | Quoted Prices | | Significant | | Significant | | | | | | | In Active | | Observable | | Unobservable | | | | | | | Markets | | Inputs | | Inputs | | | | Total | | (Level 1) | | (Level 2) | | (Level 3) | | | | | (in thousands) | | Assets: | | | | | | | | | | | | | | Money market funds(1) | | $ | 44,396 | | $ | 44,396 | | $ | — | | $ | — | | Equity, bond, and money market mutual funds held in trust related to the Voluntary Savings Plan(2) | | | 5,570 | | | 5,570 | | | — | | | — | | | | $ | 49,966 | | $ | 49,966 | | $ | — | | $ | — | | Liabilities: | | | | | | | | | | | | | | Contingent consideration(3) | | $ | 2,650 | | $ | — | | $ | — | | $ | 2,650 | |
| (1) | Included in cash and cash equivalents. |
| (2) | Nonqualified deferred compensation plan investments consist of U.S. and international equity mutual funds, government and corporate bond mutual funds, and money market funds which are held in a trust with a third-party brokerage firm. Included in other long-term assets, with a corresponding liability reported within other long-term liabilities. |
| (3) | The estimated fair value of contingent consideration related to the acquisition of MoLo is determined by assessing Level 3 inputs. The Level 3 assessments utilize a Monte Carlo simulation with inputs including scenarios of estimated revenues and expenses to be achieved for the applicable performance period, volatility factors applied to the simulation, and the discount rate applied, which was 12.9% as of December 31, 2024. Fair value of the contingent consideration was qualitatively assessed as of June 30, 2025, which involved analyzing the likelihood of achieving adjusted earnings before interest, taxes, depreciation, and amortization (“adjusted EBITDA”) thresholds, as defined by the Agreement and Plan of Merger for the acquisition of MoLo. As a result, the Company reduced the contingent consideration for the MoLo acquisition to zero in second quarter 2025, reflecting the remote probability of an earnout payment based on projections of adjusted EBITDA for 2025. |
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| Schedule of changes in fair value of liabilities measured at fair value using inputs categorized in Level 3 |
| | | | | | | Contingent Consideration | | | | (in thousands) | | Balance at December 31, 2024 | | $ | 2,650 | | Change in fair value included in operating expenses | | | (2,650) | | Balance at June 30, 2025 | | $ | — | |
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