<PAGE> 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-Q
(Mark One)
[ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 1997
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from to .
------------ ------------
Commission file number 0-19858
USA Truck, Inc.
- --------------------------------------------------------------------------------
(Exact name of Registrant as specified in its charter)
DELAWARE 71-0556971
- ----------------------------------------- ----------------------------------
(State or other jurisdiction of (IRS Employer Identification No.)
incorporation or organization)
3108 INDUSTRIAL PARK ROAD
VAN BUREN, ARKANSAS 72956
- ----------------------------------------- ----------------------------------
(Address of principal executive offices) (Zip Code)
(501) 471-2500
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Registrant's telephone number, including area code
Not applicable
- --------------------------------------------------------------------------------
Former name, address and former fiscal year, if changed since last report.
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. Yes X No
---- ----
APPLICABLE ONLY TO CORPORATE ISSUERS:
Indicate the number of shares outstanding of each of the issuer's classes
of common stock, as of the latest practicable date:
9,358,868 shares of common stock, $.01 par value, were outstanding on
October 24, 1997.
<PAGE> 2
INDEX
USA TRUCK, INC.
<TABLE>
<CAPTION>
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements (unaudited) Page
------
<S> <C> <C>
Condensed Balance Sheets -- September 30, 1997 and December 31, 1996 3
Condensed Statements of Income -- Three months and nine months ended
September 30, 1997 and 1996 4
Condensed Statements of Cash Flows -- Nine months ended September 30,
1997 and 1996 5
Notes to Condensed Financial Statements -- September 30, 1997 6
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations 7
PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K. 12
</TABLE>
Page 2
<PAGE> 3
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
USA TRUCK, INC.
CONDENSED BALANCE SHEETS
<TABLE>
<CAPTION>
September 30 December 31
1997 1996
------------ -----------
(unaudited) (note)
ASSETS
<S> <C> <C>
CURRENT ASSETS:
Cash and cash equivalents $ 1,666,211 $ 1,486,946
Accounts receivable:
Trade, less allowance for doubtful accounts
(1997 - $ 162,749; 1996 - $ 113,000) 13,080,005 10,972,451
Other 737,312 1,766,443
Inventories 335,440 176,759
Deferred income taxes 1,923,069 933,091
Prepaid expenses and other current assets 1,255,282 1,489,555
------------- -------------
Total current assets 18,997,319 16,825,245
PROPERTY AND EQUIPMENT 114,863,957 94,857,962
ACCUMULATED DEPRECIATION AND AMORTIZATION (29,132,182) (28,089,739)
------------- -------------
85,731,775 66,768,223
SECURITY DEPOSITS 1,745,478 1,745,478
OTHER ASSETS 1,203,082 990,901
------------- -------------
Total assets $ 107,677,654 $ 86,329,847
============= =============
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Bank drafts payable $ 677,468 $ 606,371
Trade accounts payable 1,374,718 1,378,551
Accrued expenses 14,497,380 7,190,198
Current maturities of long-term debt 5,579,978 6,018,289
------------- -------------
Total current liabilities 22,129,544 15,193,409
LONG-TERM DEBT, LESS CURRENT MATURITIES 23,336,560 15,867,365
DEFERRED INCOME TAXES 10,750,741 9,568,464
INSURANCE AND CLAIMS ACCRUALS 1,582,614 1,276,614
STOCKHOLDERS' EQUITY:
Preferred stock, par value $.01 per share; 1,000,000 shares
authorized; none issued -- --
Common stock, par value $.01 per share; 16,000,000 shares authorized;
issued shares (1997 - 9,358,868; 1996 - 9,499,636) 93,589 94,996
Additional paid-in capital 12,477,495 13,837,785
Retained earnings 37,307,111 31,798,704
Less treasury stock, at cost (1997 - 0; 1996 - 145,000) shares -- (1,307,490)
------------- -------------
Total stockholders' equity 49,878,195 44,423,995
------------- -------------
Total liabilities and stockholders' equity $ 107,677,654 $ 86,329,847
============= =============
</TABLE>
Note: The balance sheet at December 31, 1996 has been derived from the
audited financial statements at that date but does not include all of the
information and footnotes required by generally accepted accounting principles
for complete financial statements.
See notes to condensed financial statements.
Page 3
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USA TRUCK, INC.
CONDENSED STATEMENTS OF INCOME (UNAUDITED)
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
September 30 September 30
---------------------------- ----------------------------
1997 1996 1997 1996
------------ ------------ ------------ ------------
<S> <C> <C> <C> <C>
OPERATING REVENUES $ 32,890,769 $ 27,292,778 $ 95,630,055 $ 79,957,819
OPERATING EXPENSES AND COSTS:
Salaries, wages and employee benefits 13,336,040 11,405,000 39,739,515 33,553,562
Operations and maintenance 8,441,197 7,668,594 25,733,004 22,688,497
Operating taxes and licenses 531,209 494,452 1,618,719 1,450,507
Insurance and claims 1,660,428 1,334,161 4,698,708 4,373,802
Communications and utilities 480,521 406,629 1,363,947 1,208,723
Depreciation and amortization 3,562,933 3,012,682 9,960,940 8,900,015
Other 884,485 1,004,966 2,696,783 2,887,389
------------ ------------ ------------ ------------
28,896,813 25,326,484 85,811,616 75,062,495
------------ ------------ ------------ ------------
OPERATING INCOME 3,993,956 1,966,294 9,818,439 4,895,324
OTHER (INCOME) EXPENSE:
Interest expense 420,554 175,112 958,765 578,533
Gain on disposal of assets (1,231) (7,610) (1,731) (9,770)
Other, net (192,655) (26,952) (153,990) (2,718)
------------ ------------ ------------ ------------
226,668 140,550 803,044 566,045
------------ ------------ ------------ ------------
INCOME BEFORE INCOME TAXES 3,767,288 1,825,744 9,015,395 4,329,279
INCOME TAXES 1,465,475 710,214 3,506,989 1,687,355
------------ ------------ ------------ ------------
NET INCOME $ 2,301,813 $ 1,115,530 $ 5,508,406 $ 2,641,924
============ ============ ============ ============
PER SHARE INFORMATION:
Average shares outstanding 9,515,311 9,599,680 9,522,860 9,735,902
============ ============ ============ ============
Net income per share $ 0.24 $ 0.12 $ 0.58 $ 0.27
============ ============ ============ ============
</TABLE>
See notes to condensed financial statements.
Page 4
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USA TRUCK, INC.
CONDENSED STATEMENTS OF CASH FLOWS (UNAUDITED)
<TABLE>
<CAPTION>
Nine Months Ended
September 30
----------------------------
1997 1996
------------ ------------
<S> <C> <C>
OPERATING ACTIVITIES:
Net income $ 5,508,406 $ 2,641,924
Adjustments to reconcile net income to net cash provided by
operating activities:
Depreciation and amortization 9,960,940 8,900,015
Provision for doubtful accounts 22,500 110,060
Deferred income taxes 192,299 945,902
Gain on sale of assets (1,731) (9,770)
Changes in operating assets and liabilities:
Receivables (1,100,923) 343,264
Inventories and prepaid expenses 75,592 574,688
Bank drafts, accounts payable and accrued expenses 7,642,571 1,569,711
Insurance and claims accruals 306,000 378,001
------------ ------------
Net cash provided by operating activities 22,605,654 15,453,795
INVESTING ACTIVITIES:
Purchases of property and equipment (28,589,242) (12,519,817)
Purchases of investments (217,956) --
Proceeds from sale of assets 6,363,917 1,809,960
Increase in other assets 5,775 (105,668)
------------ ------------
Net cash used by investing activities (22,437,506) (10,815,525)
FINANCING ACTIVITIES:
Borrowings under long-term debt 25,053,208 7,130,000
Proceeds from the exercise of stock options 275,046 272,050
Payments to repurchase common stock (597,378) (1,673,686)
Principal payments on long-term debt (19,063,208) (8,730,000)
Principal payments on capitalized lease obligations (5,656,551) (2,490,575)
------------ ------------
Net cash provided (used) by financing activities 11,117 (5,492,211)
------------ ------------
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS: 179,265 (853,941)
Cash and cash equivalents at beginning of period 1,486,946 1,656,392
------------ ------------
Cash and cash equivalents at end of period $ 1,666,211 $ 802,451
============ ============
</TABLE>
See notes to condensed financial statements.
Page 5
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USA TRUCK, INC.
NOTES TO CONDENSED FINANCIAL STATEMENTS (UNAUDITED)
SEPTEMBER 30, 1997
NOTE A--BASIS OF PRESENTATION
The accompanying unaudited condensed financial statements have been prepared in
accordance with generally accepted accounting principles for interim financial
information and with the instructions to Form 10-Q and Article 10 of Regulation
S-X. Accordingly, they do not include all of the information and footnotes
required by generally accepted accounting principles for complete financial
statements. In the opinion of management, all adjustments (consisting of
normal recurring accruals) considered necessary for a fair presentation have
been included. Operating results for the nine-month period ended September 30,
1997, are not necessarily indicative of the results that may be expected for
the year ended December 31, 1997. For further information, refer to the
financial statements and footnotes thereto included in the annual report on
Form 10-K of USA Truck, Inc. (the "Company") for the year ended December 31,
1996.
NOTE B--COMMITMENTS
As of October 24, 1997, the Company had remaining commitments for the purchase
of revenue equipment in the aggregate amount of approximately $6.1 million in
1997 and $33.8 million in 1998.
NOTE C--LONG-TERM DEBT
On August 15, 1997 and September 15, 1997, the Company entered into a capital
lease agreements in the aggregate amount of $4.1 million for tractors. Each
capital lease will have a repayment period of 42 months.
NOTE D--NEW ACCOUNTING PRONOUNCEMENTS
In February 1997, the Financial Accounting Standards Board issued Statement No.
128, Earnings per Share, which the Company is required to adopt on December 31,
1997. At that time, the Company will be required to change the method
currently used to compute earnings per share and to restate earnings per share
for all prior periods. Under the new requirements for calculating "basic
earnings per share" (which will replace the current term "primary earnings per
share"), the dilutive effect of stock options will be excluded. Basic earnings
per share for the quarters ended September 30, 1997 and September 30, 1996 is
expected to be unchanged when compared to primary earnings per share for those
periods.
In June 1997, the Financial Accounting Standards Board issued Statement No.
130, Reporting Comprehensive Income. The Statement establishes standards for
the reporting and display of comprehensive income and its components in the
full set of general purpose financial statements. The Statement is effective
for the Company for 1998. Reclassification of financial statements for earlier
periods for comparative purposes is required.
Page 6
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FORM 10-Q
USA TRUCK, INC.
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations
The following table sets forth the percentage relationship of certain items to
operating revenues for the periods indicated:
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
September 30 September 30
------------------ ------------------
1997 1996 1997 1996
------ ------- ------ -------
<S> <C> <C> <C> <C>
OPERATING REVENUES 100.0% 100.0% 100.0% 100.0%
OPERATING EXPENSES AND COSTS:
Salaries, wages and employee benefits 40.5 41.8 41.6 42.0
Operations and maintenance 25.7 28.1 26.9 28.4
Operating taxes and licenses 1.6 1.8 1.7 1.8
Insurance and claims 5.0 4.9 4.9 5.5
Communications and utilities 1.5 1.5 1.4 1.5
Depreciation and amoritizatioin 10.8 11.0 10.4 11.1
Other 2.7 3.7 2.8 3.6
----- ----- ----- -----
87.8 92.8 89.7 93.9
----- ----- ----- -----
OPERATING INCOME 12.2 7.2 10.3 6.1
OTHER (INCOME) EXPENSE
Interest expense 1.3 0.6 1.0 0.7
Gain on disposal of assets -- -- -- --
Other, net (0.6) (0.1) (0.2) --
----- ----- ----- -----
0.7 0.5 0.8 0.7
----- ----- ----- -----
INCOME BEFORE INCOME TAXES 11.5 6.7 9.5 5.4
INCOME TAXES 4.5 2.6 3.7 2.1
----- ----- ----- -----
NET INCOME 7.0% 4.1% 5.8% 3.3%
===== ===== ===== =====
</TABLE>
RESULTS OF OPERATIONS
Quarter Ended September 30, 1997 Compared to Quarter Ended September 30, 1996
Operating revenues increased 20.5% to $32.9 million in the third quarter of
1997 from $27.3 million for the same quarter of 1996, resulting from increased
business with existing customers and additional business from new customers,
partially offset by a 0.3% decrease in average revenue per mile. Average
revenue per mile decreased to $1.105 in 1997 from $1.108 in 1996, due to an
increase in the empty mile factor to 10.20% in 1997 from 10.04% of paid miles
in the third quarter of 1996. There was a 17.1% increase in the number of
shipments to 29,742 in 1997 from 25,408 in 1996. This volume improvement
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was made possible by an increase of 18.8% in the average number of tractors
operated from 803 in 1996 to 954 in 1997. The net effect of the volume
improvement and the Company's continuing fleet expansion was an increase of
1.7% in miles per tractor per week to 2,438 in 1997 from 2,397 in 1996.
Operating expenses and costs as a percentage of revenues decreased to 87.8%
in 1997 from 92.8% in 1996. This change resulted primarily from a decrease, on
a percentage of revenue basis, in salaries, wages and employee benefits
expenses, operations and maintenance costs, depreciation and amortization
expense and other expenses. Salaries, wages and employee benefits decreased,
relative to revenues, primarily from the favorable experience in employee
health benefits. The percentage decrease, relative to revenues, in operations
and maintenance was primarily the result of a decrease of 4.2 cents per gallon
in the average cost of fuel in the third quarter of this year compared to the
same period last year, and by an increase in fuel efficiency to 6.44 average
miles per gallon in 1997 from 6.31 in 1996. The decrease in depreciation and
amortization expense, as a percentage of revenue, reflects the 1.7% increase in
utilization as mentioned above. Other expenses decreased, in both dollars and
relative to revenues, due to a variety of factors, no single one of which
accounted for more than half of the decrease.
As a result of the foregoing factors, operating income increased 103.1% to
$4.0 million, or 12.2% of revenues, in 1997 from $2.0 million, or 7.2% of
revenues, in 1996.
Interest expense increased 140.2% to $421,000 in 1997 from $175,000 in 1996,
resulting primarily from an increase in borrowings, partially offset by a
decrease in interest rates, in the aggregate, on both short-term and long-term
debt.
As a result of the above, income before income taxes increased 106.3% to
$3.8 million, or 11.5% of revenues, in 1997 from $1.8 million, or 6.7% of
revenues, in 1996.
The Company's effective tax rate remained unchanged at 38.9% for both 1997
and 1996. The effective rates varied from the statutory Federal tax rate of
34% primarily due to state income taxes and certain non-deductible expenses.
As a result of the aforementioned factors, net income increased 106.3% to
$2.3 million ($.24 per share), or 7.0% of revenues, in 1997 from $1.1 million
($.12 per share), or 4.1% of revenues, in 1996. These amounts represent the
highest net income and net income per share for any quarter in the Company's
history. The number of shares used in the calculation of net income per share
for the third quarter of 1997 and 1996 were 9,515,311 and 9,599,680,
respectively. Total shares outstanding at September 30, 1997, were 9,358,868.
Nine-Months Ended September 30, 1997 Compared to Nine-Months Ended September
30, 1996
Operating revenues increased 19.6% to $95.6 million in 1997 from $80.0
million in 1996, resulting from increased business with existing customers and
additional business from new customers, partially offset by a slight decrease
in average revenue per mile. Average revenue per mile decreased to $1.105 in
1997 from $1.107 in 1996. The empty mile factor decreased to 10.21% in 1997
from 10.27% of paid miles in the first nine months of 1996. There was a 15.2%
increase in the number of shipments to 86,079 in 1997 from 74,741 in 1996.
This volume improvement was made possible by an increase of 15.5% in the
average number of tractors operated from 793 in 1996 to 916 in 1997. The net
effect of the volume improvement and the Company's continuing fleet expansion
was an increase of 4.3% in miles per tractor per week to 2,486 in 1997 from
2,383 in 1996.
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<PAGE> 9
Operating expenses and costs as a percentage of revenues decreased to 89.7%
in 1997 from 93.9% in 1996, for the same reasons discussed above in the
comparison of the quarter ended September 30, 1997 to the quarter ended
September 30, 1996, along with a decrease in insurance and claims expense. The
percentage decrease, relative to revenues, in insurance and claims expense was
due to a decrease in the number and severity of accidents in the first nine
months of 1997 as compared to the same period last year. For the nine-month
period, the average cost of fuel increased 0.8 cents per gallon and fuel
efficiency improved to 6.29 average miles per gallon in 1997 from 6.13 in 1996.
As a result of the foregoing factors, operating income increased 100.6% to
$9.8 million, or 10.3% of revenues, in 1997 from $4.9 million, or 6.1% of
revenues, in 1996.
Interest expense increased 65.7% to $959,000 in 1997 from $579,000 in 1996,
resulting primarily from an increase in borrowings, partially offset by a
decrease in interest rates, in the aggregate, on both short-term and long-term
debt.
As a result of the above, income before income taxes increased 108.2% to
$9.0 million, or 9.5% of revenues, in 1997 from $4.3 million, or 5.4% of
revenues, in 1996.
The Company's effective tax rate decreased slightly to 38.9% in 1997 from
39.0% in 1996. The effective rates varied from the statutory Federal tax rate
of 34% primarily due to state income taxes and certain non-deductible expenses.
As a result of the aforementioned factors, net income increased 108.5% to
$5.5 million ($.58 per share), or 5.8% of revenues, in 1997 from $2.6 million
($.27 per share), or 3.3% of revenues, in 1996. The number of shares used in
the calculation of net income per share for the nine months ended September 30,
1997 and 1996 were 9,522,860 and 9,735,902, respectively.
SEASONALITY
In the trucking industry generally, revenues are lower in the first and
fourth quarters as customers decrease shipments during the winter holiday
season and as inclement weather impedes operations. At the same time,
operating expenses increase, due primarily to decreased fuel efficiency and
increased maintenance costs. These factors historically have tended to
decrease net income in the first and fourth quarters. Future revenues could be
impacted if customers reduce shipments due to temporary plant closings, which
historically have occurred during July and December.
FUEL AVAILABILITY AND COST
The motor carrier industry is dependent upon the availability of diesel
fuel, and fuel shortages or increases in fuel taxes or fuel costs have
adversely affected, and may in the future adversely affect the profitability of
USA Truck. Fuel prices have fluctuated widely and fuel taxes have generally
increased in recent years. The Company has not experienced difficulty in
maintaining necessary fuel supplies, and in the past the Company generally has
been able to recover increases in fuel costs and fuel taxes from customers
through increased freight rates. However, during 1996, USA Truck experienced a
price increase of approximately 12 cents per gallon for the year, which the
Company was not able to fully offset through rate increases. Diesel prices
have declined somewhat during 1997, but there can be no assurance that diesel
prices will continue to decrease or remain below the higher prices experienced
in recent periods. There also can be no assurance that the Company will be
able to recover any future increases in fuel costs and fuel taxes through
increased rates.
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LIQUIDITY & CAPITAL RESOURCES
The continued growth of the Company's business has required significant
investments in new equipment. USA Truck has financed revenue equipment
purchases with cash flows from operations and through borrowings under the
Company's collateralized revolving credit agreement (the "General Line of
Credit") and conventional financing and lease-purchase arrangements. Working
capital needs have generally been met with cash flows from operations and
occasionally with borrowings under the General Line of Credit. Although the
Company has not relied significantly on the General Line of Credit to meet
working capital requirements, it does experience cyclical cash flow needs
common to the industry. The Company uses the General Line of Credit to
minimize these fluctuations and to provide flexibility in financing revenue
equipment purchases. Cash flows from operations were $22.6 million for the
nine-month period ended September 30, 1997 as compared to $15.5 million in the
comparable period of 1996.
The Company's General Line of Credit provides for available borrowings of up
to $15.0 million, including letters of credit not exceeding $5.0 million. As
of September 30, 1997, approximately $2.3 million was available under the
General Line of Credit. The General Line of Credit matures on April 30, 1999,
prior to which time, subject to certain conditions, the amount outstanding can
be converted at any time, at the Company's option, to a four-year term loan
requiring 48 equal monthly principal payments plus interest. The interest rate
on the General Line of Credit (8.50% at September 30, 1997) fluctuates between
the lender's prime rate and prime plus 1/2%, depending upon the ratio of the
Company's debt to tangible net worth. Under the General Line of Credit, the
Company has the right to borrow at a rate related to the Eurodollar rate when
this rate is less than the lender's prime rate. A quarterly commitment fee of
1/4% per annum is payable on the unused amount of the available borrowings.
The principal maturity can be accelerated if the borrowing base (based on a
percentage of receivables and otherwise unsecured equipment) does not support
the principal balance outstanding. The General Line of Credit is
collateralized by accounts receivable and all otherwise unencumbered equipment.
The Company has the option under certain conditions and at certain rates to fix
the rate and term on portions of the outstanding balance of the General Line of
Credit.
On November 13, 1996 the Company amended its lease commitment agreement (the
"TRAC Lease Commitment"), dated January 24, 1996, to extend the term and
increase the borrowing limit to an amount equal to the sum of the current
outstanding balance plus $10.0 million, resulting in a new lease commitment
with a maximum aggregate borrowing amount of $16.0 million. The TRAC Lease
Commitment facilitates the leasing of tractors. As of September 30, 1997, $6.5
million remained available under the TRAC Lease Commitment. The commitment
term ends on December 31, 1997. Each capital lease will have a repayment
period of 42 months. The interest rate on the capital leases under the TRAC
Lease Commitment fluctuates in relation to the weekly average interest rate for
2-year Constant Maturity Treasury Securities as published by the Federal
Reserve and is fixed upon execution of lease.
At September 30, 1997, the Company had debt obligations of approximately
$28.9 million, including amounts borrowed under the facilities described above,
of which approximately $5.6 million were current obligations. During the third
quarter of 1997 the Company made borrowings under the General Line of Credit of
$6.4 million, while retiring $7.3 million in debt. The retired debt had an
average interest rate of approximately 6.82%.
During the years 1997 and 1998 the Company plans to make approximately $75.7
million in capital expenditures, $30.6 million of which had been expended
through October 25, 1997. As of October 25, 1997, USA Truck was committed to
spend $6.1 million for revenue equipment during the remainder of
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1997 and $33.8 million for revenue equipment in 1998. The commitments to
purchase revenue equipment are cancelable by the Company if certain conditions
are met. The balance of the expected capital expenditures will be used for the
purchase of maintenance and office equipment and facility improvements.
The General Line of Credit, the TRAC Lease Commitment, equipment leases and
cash flows from operations should be adequate to fund the Company's operations
and expansion plans through the end of 1997. There can be no assurance,
however, that such sources will be sufficient to fund the Company's operations
and all expansion plans through such date, or that any necessary additional
financing will be available, if at all, in amounts required or on terms
satisfactory to the Company. The Company expects to continue to fund its
operations with cash flows from operations, the General Line of Credit, the
TRAC Lease Commitment and equipment leases for the foreseeable future.
In September 1995, the Board of Directors authorized the Company to
repurchase up to 500,000 shares of its outstanding common stock, on the open
market or in privately negotiated transactions, from time to time over a period
of three years. As of October 24, 1997, the Company had purchased 439,500
shares pursuant to this authorization at an aggregate purchase price of $4.4
million, including 40,500 shares purchased in 1997 at an aggregate purchase
price of $329,000. On May 7, 1997, the Board of Directors authorized the
retirement of all shares purchased prior to May 6, 1997 and not previously
retired, which resulted in the retirement of 189,500 shares of treasury stock
that had been purchased at an aggregate purchase price of $1.6 million. The
Company may continue to purchase shares in the future if, in the view of
management, the common stock is undervalued relative to the Company's
performance and prospects for continued growth. Any such purchases would be
funded with cash flows from operations or the General Line of Credit.
FORWARD-LOOKING STATEMENTS
This report contains forward-looking statements and information that are
based on management's belief as well as assumptions made by, and information
currently available to management. Although the Company believes that the
expectations reflected in such forward-looking statements are reasonable, it
can give no assurance that such expectations will be realized. Should one or
more of the risks or uncertainties underlying such expectations materialize, or
should underlying assumptions prove incorrect, actual results may vary
materially from those expected. Among the key factors that are not within the
Company's control and that may have a direct bearing on operating results are
increases in diesel prices, adverse weather conditions and the impact of
increased rate competition. The Company's results may also be significantly
affected by fluctuations in general economic conditions, as the Company's
utilization rates are directly related to business levels of shippers in a
variety of industries. Results for any specific period could also be affected
by various unforeseen events, such as unusual levels of equipment failure or
accident claims.
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USA TRUCK, INC.
PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K.
(A) Exhibits
--------
11.1 Statement Re: Computation of Earnings Per Share
27.1 Financial Data Schedule
(B) Reports on Form 8-K
-------------------
The Company did not file any reports on Form 8-K during the three
months ended September 30, 1997.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
USA TRUCK, INC.
----------------------------
(Registrant)
Date: 10/28/97 /s/ ROBERT M. POWELL
-------------------- ----------------------------
ROBERT M. POWELL
President and Chief
Executive Officer
Date: 10/28/97 /s/ JERRY D. ORLER
-------------------- ----------------------------
JERRY D. ORLER
Vice President-Finance and
Chief Financial Officer
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FORM 10-Q
INDEX TO EXHIBITS
USA TRUCK, INC.
Exhibit
Number Exhibit
---------- ------------------------------------------------
11.1 Statement Re: Computation of Earnings Per Share
27.1 Financial Data Schedule
Page 14
<PAGE> 1
EXHIBIT 11.1
STATEMENT RE: COMPUTATION OF EARNINGS PER SHARE
USA TRUCK, INC.
________________________________________________________________________________
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
September 30 September 30
------------------ -------------------
1997 1996 1997 1996
----- ----- ----- -----
<S> <C> <C> <C> <C>
Average shares outstanding 9,358,868 9,486,620 9,352,776 9,475,748
Net effect of dilutive stock options-
based on the treasury stock method
using average market price 156,443 113,060 170,084 260,154
----------- ----------- ----------- -----------
Totals 9,515,311 9,599,680 9,522,860 9,735,902
=========== =========== =========== ===========
Net income $ 2,301,813 $ 1,115,530 $ 5,508,406 $ 2,641,924
=========== =========== =========== ===========
Net income per share $ 0.24 $ 0.12 $ 0.58 $ 0.27
=========== =========== =========== ===========
</TABLE>
Page 15
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from registrant
report on Form 10-Q for the quarter ended September 30, 1997 and is qualified
in its entirety by reference to such financial statements.
</LEGEND>
<MULTIPLIER> 1
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-START> JAN-01-1997
<PERIOD-END> SEP-30-1997
<CASH> 1,666,211
<SECURITIES> 0
<RECEIVABLES> 13,817,317
<ALLOWANCES> 162,749
<INVENTORY> 335,440
<CURRENT-ASSETS> 18,997,319
<PP&E> 114,863,957
<DEPRECIATION> 29,132,182
<TOTAL-ASSETS> 107,677,654
<CURRENT-LIABILITIES> 22,129,544
<BONDS> 0
0
0
<COMMON> 93,589
<OTHER-SE> 49,784,606
<TOTAL-LIABILITY-AND-EQUITY> 107,677,654
<SALES> 95,630,055
<TOTAL-REVENUES> 95,630,055
<CGS> 0
<TOTAL-COSTS> 85,811,616
<OTHER-EXPENSES> 803,044
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 958,765
<INCOME-PRETAX> 9,015,395
<INCOME-TAX> 3,506,989
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 5,508,406
<EPS-PRIMARY> .58
<EPS-DILUTED> 0
</TABLE>
