Covenant Logistics Q3 earnings rise to $0.40 a share
Approximately 80% of fleet assets were under long-term contracts at quarter-end, and management expects a modest sequential EPS increase in Q4.
Sentiment and the balance of points
Rhea-AI Sentiment reads the wording of the document, how positive or negative its language is on a 1 to 5 scale. The balance of points shown with the takes weighs what the document actually discloses, so the two can disagree, for example when a trial that missed its main goal is described in upbeat language.
Form Type
8-K
Rhea-AI Filing Summary
Covenant Logistics Group, Inc. (CVLG) reported third-quarter 2026 revenue of $353.9 million, up 19.2% year over year, and net income of $10.7 million versus $9.1 million. Diluted earnings per share were $0.40, compared with $0.35; adjusted diluted earnings per share were $0.50, versus $0.44.
Managed Freight freight revenue increased 68.4% to $121.6 million, and segment operating income was $7.4 million versus $3.0 million. Warehousing freight revenue increased 7.8% to $26.7 million, while segment operating income fell to $1.7 million from $2.5 million; the company cited inefficiencies at new customer locations and labor inflation. Combined Truckload freight revenue excluding fuel surcharge was $166.0 million, down 3.4%.
At September 30, 2026, net indebtedness was $283.9 million, cash and cash equivalents were $5.1 million, and immediate available borrowing capacity under the ABL facility was $75.2 million. Management expects a modest sequential increase in fourth-quarter earnings per share, with asset-based operating-margin improvement partly offset by lower income from TEL. Expected net capital expenditures for the balance of 2026 are $35.0 million to $40.0 million.
2 points · 0 major0 major · 1 point
How this balance works
Rhea-AI gives every point it takes from this document a weight. Minor counts 1, Moderate 3 and Major 9, so one Major point outweighs several Minor ones. The bar adds up the weights on each side, and when neither side holds more than 65% of the total the balance reads Mixed.
It reads the document as published, with the same rules for every company, and it does not look at what the market expected or at how the stock traded, so a point can be objectively good on a day the stock falls.
Rhea-AI Sentiment measures something else, the tone of the wording.
Positive
- Moderate pointThird-quarter revenue rose 19.2% to $353.9 million.
- Moderate pointAdjusted diluted EPS increased to $0.50 from $0.44.
Negative
- Moderate pointNine-month net income was $23.7 million, down from $25.5 million.
Filing Explained
At
8-K Event Classification
2 items: 2.02, 9.01
2 items
Item 2.02
Results of Operations and Financial Condition
Financial
Disclosure of earnings results, typically an earnings press release or preliminary financials.
Item 9.01
Financial Statements and Exhibits
Exhibits
Financial statements, pro forma financial information, or exhibit attachments filed with this report.
Key Figures
Total revenue: $353.9 million
Net income: $10.7 million
Diluted earnings per share: $0.40 per diluted share
+5 more
8 metrics
Total revenue
$353.9 million
Three months ended September 30, 2026; $296.9 million in 2025; up 19.2%
Net income
$10.7 million
Three months ended September 30, 2026; $9.1 million in 2025
Diluted earnings per share
$0.40 per diluted share
Three months ended September 30, 2026; $0.35 in 2025
Adjusted earnings per diluted share
$0.50 per diluted share
Three months ended September 30, 2026; $0.44 in 2025
Managed Freight freight revenue
$121.6 million
Three months ended September 30, 2026; $72.2 million in 2025; up 68.4%
Warehousing segment operating income
$1.7 million
Three months ended September 30, 2026; $2.5 million in 2025
Net indebtedness
$283.9 million
At September 30, 2026; $296.3 million at December 31, 2025
Immediate available borrowing capacity
$75.2 million
Under the ABL credit facility at September 30, 2026
Key Terms
Adjusted operating ratio, Net Indebtedness to Capitalization Ratio, equity method investment, finance lease obligations, +1 more
5 terms
Adjusted operating ratio financial
"Adjusted operating ratio (1)"
Adjusted operating ratio measures the share of a company’s revenue that goes to run its core business after removing one-time items or non-recurring costs, calculated as operating expenses divided by operating revenue with certain adjustments. For investors it shows underlying operational efficiency — like a household tracking regular bills as a percentage of income — where a lower adjusted operating ratio means the business keeps more revenue as profit.
Net Indebtedness to Capitalization Ratio financial
"Net Indebtedness to Capitalization Ratio | 40.2%"
equity method investment financial
"our 49% equity method investment with Transport Enterprise Leasing"
An equity method investment is an accounting way to report ownership in another company when an investor has significant influence (commonly around 20–50% of voting rights). Instead of listing the other company’s full assets and debts, the investor records its share of that company’s profits or losses on its own income statement—like keeping track of your share of a neighborhood bakery’s monthly earnings. Investors care because those shared profits, losses and changes in the investee’s value directly affect the investor’s reported earnings and balance sheet, so this method can materially change a company’s financial picture and valuation.
finance lease obligations financial
"total debt and finance lease obligations, net of cash"
Long-term commitments a company has to pay for assets it uses under lease contracts that are treated like owned assets for accounting purposes; the company records both the asset and a matching liability for the current value of future lease payments. Investors watch these obligations because they increase reported debt and affect cash flow and borrowing capacity—think of them as loans disguised as rental agreements that change how risky or valuable a company appears.
committed capacity agreements technical
"transition to multi-year committed capacity agreements"
Earnings Snapshot
Total revenue: $353.9 million · Guidance included
Third quarter ended September 30, 2026
Total revenue
$353.9 million
Up 19.2% year over year
Net income
$10.7 million
Compared with $9.1 million in the 2025 quarter
Diluted earnings per share
$0.40 per diluted share
Compared with $0.35 in the 2025 quarter
Adjusted earnings per diluted share
$0.50 per diluted share
Compared with $0.44 in the 2025 quarter
Guidance
For the fourth quarter of 2026, management expects a modest sequential increase in earnings per share, with anticipated operating-margin improvement from asset-based operations partially offset by lower income from TEL.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What was CVLG's third-quarter 2026 revenue?
Covenant Logistics Group reported total revenue of $353.9 million for the quarter ended September 30, 2026, a 19.2% increase from $296.9 million in the 2025 quarter. Freight revenue excluding fuel surcharge was $315.1 million, compared with $268.8 million.
How much of CVLG's fleet was under long-term contracts?
At the end of the third quarter, approximately 80% of fleet assets were under long-term contracts. Approximately 58% of Expedited tractors were under committed-capacity agreements, compared with approximately 40% three months earlier.
What does CVLG expect for fourth-quarter 2026 earnings?
Management expects a modest sequential increase in earnings per share. It anticipates operating-margin improvement from asset-based operations, partially offset by lower income from its equity method investment in Transport Enterprise Leasing.
AI-generated analysis. How Rhea-AI works. Not financial advice.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
___________________________________________________________________
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
___________________________________________________________________
(Exact name of registrant as specified in its charter)
| | | |
| (State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
| | |
| (Address of principal executive offices) | (Zip Code) |
(423 ) 821-1212
(Registrant's telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| | |
| | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| | |
| | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| | |
| | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
| | |
| Securities registered pursuant to Section 12(b) of the Act: | |
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
| | | |
| Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). | |
| Emerging growth company | |
| If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐ | |
|
Item 2.02
|
Results of Operations and Financial Condition.
|
|
|
On October 29, 2026, Covenant Logistics Group, Inc., a Nevada corporation (the "Company"), issued a press release announcing its financial and operating results for the quarter ended September 30, 2026. A copy of the press release is attached to this report as Exhibit 99.1.
|
||
|
Item 9.01
|
Financial Statements and Exhibits.
|
|
|
(d)
|
Exhibits.
|
|
|
EXHIBIT
NUMBER
|
EXHIBIT DESCRIPTION
|
|
|
99.1
|
Covenant Logistics Group, Inc. press release, announcing its financial and operating results for the quarter ended September 30, 2026.
|
|
|
104
|
Cover Page Interactive Data File.
|
|
|
The information contained in Items 2.02 and 9.01 of this report and the exhibit hereto shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or incorporated by reference in any filing under the Securities Act of 1933, as amended (the "Securities Act"), or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
|
||
|
The information in Items 2.02 and 9.01 of this report and the exhibit hereto may contain "forward-looking statements" within the meaning of Section 27A of the Securities Act and Section 21E of the Exchange Act and such statements are subject to the safe harbor created by those sections and the Private Securities Litigation Reform Act of 1995, as amended. Such statements are made based on the current beliefs and expectations of the Company's management and are subject to significant risks and uncertainties. Actual results or events may differ from those anticipated by forward-looking statements. Please refer to the italicized paragraph at the end of the attached press release and various disclosures by the Company in its press releases, stockholder reports, and filings with the Securities and Exchange Commission for information concerning risks, uncertainties, and other factors that may affect future results.
|
||
SIGNATURE
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 hereunto duly authorized.
|
COVENANT LOGISTICS GROUP, INC.
|
||
|
(Registrant)
|
||
|
Date: October 29, 2026
|
By:
|
/s/ James S. Grant
|
|
James S. Grant
|
||
|
Executive Vice President and Chief Financial Officer
|
||
Exhibit 99.1
COVENANT LOGISTICS GROUP ANNOUNCES Third QUARTER 2026
FINANCIAL AND OPERATING RESULTS
CHATTANOOGA, TENNESSEE – October 29, 2026 - Covenant Logistics Group, Inc. (NYSE: CVLG) (“Covenant” or the “Company”) announced today financial and operating results for the third quarter ended September 30, 2026. The Company’s conference call to discuss the quarter will be held at 10:00 A.M. Eastern Time on Friday, October 30, 2026.
Chairman and Chief Executive Officer David R. Parker commented, “We were pleased with our third-quarter earnings of $0.40 per diluted share, or $0.50 per diluted share on a non-GAAP adjusted basis. This marked the first time since the second quarter of 2022 that adjusted earnings per diluted share increased both sequentially and year over year.
“The third quarter reflected strong coordination between our Truckload and Managed Freight segments as we continued to re-allocate assets to customers that are seeking long-term capacity for their needs and are willing to offer a reasonable return on our meaningful investments in professional drivers, new equipment, and advanced technology. Exiting the third quarter, approximately 80% of our fleet assets were under long-term contracts, and we continue to receive inbound demand from our customers on growing our committed capacity. I’m proud of our team’s execution, as repositioning hundreds of drivers, tractors, and trailers, and starting up several new operational and administrative systems during the quarter was a big accomplishment. Repositioning for new contracts created some disruption to utilization and added cost to the Truckload fleets. This was more than countered by higher revenue and operating income in Managed Freight, as our historical brokerage operations successfully sourced capacity for overflow Expedited freight, and the brokerage operations we acquired in the fourth quarter of 2025 had their best quarter as part of Covenant. Margin improvement reflected customer rate increases implemented during the first half of the year and lower purchased transportation costs as spot rates eased during the quarter. These improvements followed three consecutive quarters of margin compression.
“From a market perspective, freight demand is adequate in most sectors and strong in specific sectors that are aligned with U.S. economic growth. Driver capacity is tight, and the cost of recruiting, retaining, and compensating drivers is increasing significantly. Cost inflation is weighing on nearly every significant line item in our business, including wages and benefits, equipment ownership and maintenance, and technology. In this environment, rate increases have been largely offset by cost increases. However, we expect sequential improvement to continue in the fourth quarter as a higher percentage of our fleet operates under committed arrangements and we incur less repositioning cost.
“Our goal is to place substantially all of our asset-based business under long-term dedicated or other committed contracts by the end of this freight market upcycle. Consistent with our strategy, which reduced volatility during the recent freight market downturn, we intend to remain disciplined and patient in pursuing customers and markets that support sustainable long-term value creation.
“Our 49% equity method investment with Transport Enterprise Leasing (“TEL”) exceeded our expectations for a second consecutive quarter by contributing pre-tax net income of $5.7 million, or $0.16 per share, compared to $3.6 million, or $0.10 per share, in the 2025 quarter. TEL’s results benefited from the combination of equipment leasing growth, as well as higher equipment sale gains.”
Third Quarter Financial Performance:
|
|
|
Three Months Ended September 30,
|
|
|
Nine Months Ended September 30,
|
|
||||||||||
|
($000s, except per share information)
|
|
2026
|
|
|
2025
|
|
|
2026
|
|
|
2025
|
|
||||
|
Total Revenue
|
|
$
|
353,894
|
|
|
$
|
296,889
|
|
|
$
|
993,928
|
|
|
$
|
869,098
|
|
|
Freight Revenue, Excludes Fuel Surcharge
|
|
$
|
315,050
|
|
|
$
|
268,840
|
|
|
$
|
891,668
|
|
|
$
|
788,591
|
|
|
Operating Income
|
|
$
|
12,494
|
|
|
$
|
7,926
|
|
|
$
|
27,617
|
|
|
$
|
27,116
|
|
|
Adjusted Operating Income (1)
|
|
$
|
15,823
|
|
|
$
|
14,977
|
|
|
$
|
37,602
|
|
|
$
|
40,853
|
|
|
Operating Ratio
|
|
|
96.5
|
%
|
|
|
97.3
|
%
|
|
|
97.2
|
%
|
|
|
96.9
|
%
|
|
Adjusted Operating Ratio (1)
|
|
|
95.0
|
%
|
|
|
94.4
|
%
|
|
|
95.8
|
%
|
|
|
94.8
|
%
|
|
Net Income
|
|
$
|
10,704
|
|
|
$
|
9,093
|
|
|
$
|
23,659
|
|
|
$
|
25,496
|
|
|
Adjusted Net Income (1)
|
|
$
|
13,197
|
|
|
$
|
11,517
|
|
|
$
|
31,198
|
|
|
$
|
32,927
|
|
|
Earnings per Diluted Share
|
|
$
|
0.40
|
|
|
$
|
0.35
|
|
|
$
|
0.89
|
|
|
$
|
0.94
|
|
|
Adjusted Earnings per Diluted Share (1)
|
|
$
|
0.50
|
|
|
$
|
0.44
|
|
|
$
|
1.18
|
|
|
$
|
1.22
|
|
|
(1)
|
Represents non-GAAP measures.
|
Truckload Operating Data and Statistics
|
|
|
Three Months Ended September 30,
|
|
|
Nine Months Ended September 30,
|
|
||||||||||
|
($000s, except statistical information)
|
|
2026
|
|
|
2025
|
|
|
2026
|
|
|
2025
|
|
||||
|
Combined Truckload
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Revenue
|
|
$
|
204,597
|
|
|
$
|
199,652
|
|
|
$
|
598,477
|
|
|
$
|
587,531
|
|
|
Freight Revenue, excludes Fuel Surcharge
|
|
$
|
165,960
|
|
|
$
|
171,765
|
|
|
$
|
496,735
|
|
|
$
|
507,489
|
|
|
Segment Operating Income (1)
|
|
$
|
14,262
|
|
|
$
|
9,178
|
|
|
$
|
38,834
|
|
|
$
|
30,407
|
|
|
Adj. Seg. Operating Income (2)
|
|
$
|
7,853
|
|
|
$
|
9,977
|
|
|
$
|
21,316
|
|
|
$
|
25,775
|
|
|
Segment Operating Ratio (1)
|
|
|
93.0
|
%
|
|
|
95.4
|
%
|
|
|
93.5
|
%
|
|
|
94.8
|
%
|
|
Adj. Seg. Operating Ratio (2)
|
|
|
95.3
|
%
|
|
|
94.2
|
%
|
|
|
95.7
|
%
|
|
|
94.9
|
%
|
|
Average Freight Revenue per Tractor per Week
|
|
$
|
5,778
|
|
|
$
|
5,445
|
|
|
$
|
5,741
|
|
|
$
|
5,469
|
|
|
Average Freight Revenue per Total Mile
|
|
$
|
3.03
|
|
|
$
|
2.53
|
|
|
$
|
2.89
|
|
|
$
|
2.53
|
|
|
Average Miles per Tractor per Period
|
|
|
25,081
|
|
|
|
28,306
|
|
|
|
77,412
|
|
|
|
84,456
|
|
|
Weighted Average Tractors for Period
|
|
|
2,186
|
|
|
|
2,400
|
|
|
|
2,219
|
|
|
|
2,379
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Expedited
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Revenue
|
|
$
|
89,473
|
|
|
$
|
94,632
|
|
|
$
|
267,564
|
|
|
$
|
286,625
|
|
|
Freight Revenue, excludes Fuel Surcharge
|
|
$
|
70,555
|
|
|
$
|
80,184
|
|
|
$
|
216,246
|
|
|
$
|
243,662
|
|
|
Segment Operating Income (1)
|
|
$
|
7,846
|
|
|
$
|
5,079
|
|
|
$
|
19,053
|
|
|
$
|
18,135
|
|
|
Adj. Seg. Operating Income (2)
|
|
$
|
4,161
|
|
|
$
|
5,140
|
|
|
$
|
8,799
|
|
|
$
|
14,870
|
|
|
Segment Operating Ratio (1)
|
|
|
91.2
|
%
|
|
|
94.6
|
%
|
|
|
92.9
|
%
|
|
|
93.7
|
%
|
|
Adj. Seg. Operating Ratio (2)
|
|
|
94.1
|
%
|
|
|
93.6
|
%
|
|
|
95.9
|
%
|
|
|
93.9
|
%
|
|
Average Freight Revenue per Tractor per Week
|
|
$
|
7,934
|
|
|
$
|
7,082
|
|
|
$
|
7,726
|
|
|
$
|
7,281
|
|
|
Average Freight Revenue per Total Mile
|
|
$
|
2.52
|
|
|
$
|
2.10
|
|
|
$
|
2.35
|
|
|
$
|
2.11
|
|
|
Average Miles per Tractor per Period
|
|
|
41,422
|
|
|
|
44,275
|
|
|
|
128,188
|
|
|
|
134,288
|
|
|
Weighted Average Tractors for Period
|
|
|
677
|
|
|
|
861
|
|
|
|
718
|
|
|
|
858
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Dedicated
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Revenue
|
|
$
|
115,124
|
|
|
$
|
105,020
|
|
|
$
|
330,913
|
|
|
$
|
300,906
|
|
|
Freight Revenue, excludes Fuel Surcharge
|
|
$
|
95,405
|
|
|
$
|
91,581
|
|
|
$
|
280,489
|
|
|
$
|
263,827
|
|
|
Segment Operating Income (1)
|
|
$
|
6,416
|
|
|
$
|
4,099
|
|
|
$
|
19,781
|
|
|
$
|
12,272
|
|
|
Adj. Seg. Operating Income (2)
|
|
$
|
3,692
|
|
|
$
|
4,837
|
|
|
$
|
12,517
|
|
|
$
|
10,905
|
|
|
Segment Operating Ratio (1)
|
|
|
94.4
|
%
|
|
|
96.1
|
%
|
|
|
94.0
|
%
|
|
|
95.9
|
%
|
|
Adj. Seg. Operating Ratio (2)
|
|
|
96.1
|
%
|
|
|
94.7
|
%
|
|
|
95.5
|
%
|
|
|
95.9
|
%
|
|
Average Freight Revenue per Tractor per Week
|
|
$
|
4,810
|
|
|
$
|
4,529
|
|
|
$
|
4,791
|
|
|
$
|
4,446
|
|
|
Average Freight Revenue per Total Mile
|
|
$
|
3.56
|
|
|
$
|
3.07
|
|
|
$
|
3.52
|
|
|
$
|
3.08
|
|
|
Average Miles per Tractor per Period
|
|
|
17,754
|
|
|
|
19,365
|
|
|
|
53,134
|
|
|
|
56,352
|
|
|
Weighted Average Tractors for Period
|
|
|
1,509
|
|
|
|
1,539
|
|
|
|
1,501
|
|
|
|
1,521
|
|
|
(1)
|
Segment operating income and segment operating ratio exclude indirect costs not directly attributable to any one reportable segment, amortization of intangible assets, impairment of goodwill, and contingent consideration liability adjustments to match the information our Chief Operating Decision Maker uses to evaluate the operating results of our reportable segments.
|
|
(2)
|
Represents non-GAAP measures.
|
Combined Truckload Revenue
Paul Bunn, the Company’s President, commented on Combined Truckload operations, “For the quarter, total revenue in our Truckload operations increased 2.5%, to $204.6 million. The increase in total revenue consisted of $10.8 million more fuel surcharge revenue, which varies with the cost of fuel, offset by $5.8 million less freight revenue. The reduction in freight revenue is largely attributable to a 8.9% decrease in the average fleet size, offset with the improvements to pricing and freight mix discussed earlier.
Expedited Truckload Revenue
Mr. Bunn added, “Freight revenue in our Expedited segment decreased $9.6 million, or 12.0%. Average total tractors decreased by 184 units or 21.4% to 677, compared to 861 in the prior year quarter. Average freight revenue per tractor per week increased 12.0% compared to the prior year. During the quarter, our Expedited fleet continued to transition to multi-year committed capacity agreements. By the end of the quarter, approximately 58% of our Expedited tractors were serving under committed capacity agreements, compared to approximately 40% three months ago. As we progress throughout this cycle, our focus for our Expedited fleet is to serve customers who truly need our teams and are willing to agree to multi-year agreements as a sign of their commitment.
Dedicated Truckload Revenue
“For the quarter, freight revenue in our Dedicated segment increased $3.8 million, or 4.2%. Average total tractors decreased by 30 units or 1.9% to 1,509, compared to 1,539 in the prior year quarter. Average freight revenue per tractor per week increased 6.2% as a result of the expansion of our agricultural protein-related business and exiting non-specialized dedicated business that has struggled to meet profitability thresholds.”
Combined Truckload Operating Expenses
Mr. Bunn continued, “Truckload freight revenue per total mile increased approximately 19.7% year-over-year, and Truckload operating expenses increased approximately 20.8% year-over-year, each on a non-GAAP adjusted basis. Elevated expenses during the quarter reflected a combination of ongoing inflation (wages, benefits, equipment depreciation and maintenance, and technology) and quarter-specific costs (equipment repositioning, driver hiring in new locations, costs and lower utilization associated with start-ups for a large number of contracts, and the effects of extreme heat on certain Dedicated operations). As mix continues to shift toward more committed capacity contracts, we expect the repositioning and start-up costs to moderate as a percentage of revenue and for ongoing rate increases to more than outpace general inflation.
Managed Freight Segment
|
|
|
Three Months Ended September 30,
|
|
|
Nine Months Ended September 30,
|
|
||||||||||
|
($000s)
|
|
2026
|
|
|
2025
|
|
|
2026
|
|
|
2025
|
|
||||
|
Freight Revenue
|
|
$
|
121,635
|
|
|
$
|
72,220
|
|
|
$
|
311,908
|
|
|
$
|
206,620
|
|
|
Segment Operating Income (1)
|
|
$
|
7,367
|
|
|
$
|
2,960
|
|
|
$
|
12,809
|
|
|
$
|
10,962
|
|
|
Adj. Seg. Operating Income (2)
|
|
$
|
7,082
|
|
|
$
|
3,035
|
|
|
$
|
13,302
|
|
|
$
|
10,555
|
|
|
Segment Operating Ratio (1)
|
|
|
93.9
|
%
|
|
|
95.9
|
%
|
|
|
95.9
|
%
|
|
|
94.7
|
%
|
|
Adj. Seg. Operating Ratio (2)
|
|
|
94.2
|
%
|
|
|
95.8
|
%
|
|
|
95.7
|
%
|
|
|
94.9
|
%
|
|
(1)
|
Segment operating income and segment operating ratio exclude indirect costs not directly attributable to any one reportable segment, amortization of intangible assets, and contingent consideration liability adjustments to match the information our Chief Operating Decision Maker uses to evaluate the operating results of our reportable segments.
|
|
(2)
|
Represents non-GAAP measures.
|
“For the quarter, Managed Freight grew freight revenue by 68.4% year over year, primarily as a result of the integration of assets acquired during the fourth quarter of 2025. The segment operating ratio and adjusted segment operating ratio improved compared to the same quarter last year due to the combination of customer rate increases obtained during the first half of the year and sequentially easing capacity costs experienced during the quarter. As supply continues to exit the freight market, our ability to source quality carrier capacity below contractual freight pricing can be challenging at times, leading to periods of margin compression. Additionally, higher insurance and claims expense has become a greater risk in Managed Freight.
Warehousing Segment
|
|
|
Three Months Ended September 30,
|
|
|
Nine Months Ended September 30,
|
|
||||||||||
|
($000s)
|
|
2026
|
|
|
2025
|
|
|
2026
|
|
|
2025
|
|
||||
|
Freight Revenue
|
|
$
|
26,738
|
|
|
$
|
24,802
|
|
|
$
|
81,012
|
|
|
$
|
74,429
|
|
|
Segment Operating Income (1)
|
|
$
|
1,697
|
|
|
$
|
2,498
|
|
|
$
|
5,049
|
|
|
$
|
6,258
|
|
|
Adj. Seg. Operating Income (2)
|
|
$
|
888
|
|
|
$
|
1,963
|
|
|
$
|
2,984
|
|
|
$
|
4,521
|
|
|
Segment Operating Ratio (1)
|
|
|
93.7
|
%
|
|
|
90.0
|
%
|
|
|
93.8
|
%
|
|
|
91.6
|
%
|
|
Adj. Seg. Operating Ratio (2)
|
|
|
96.7
|
%
|
|
|
92.1
|
%
|
|
|
96.3
|
%
|
|
|
93.9
|
%
|
|
(1)
|
Segment operating income and segment operating ratio exclude indirect costs not directly attributable to any one reportable segment, amortization of intangible assets, and contingent consideration liability adjustments to match the information our Chief Operating Decision Maker uses to evaluate the operating results of our reportable segments.
|
|
(2)
|
Represents non-GAAP measures.
|
“For the quarter, Warehousing’s freight revenue increased $1.9 million, primarily from onboarding a significant new customer in the fourth quarter of 2025. Segment operating income and adjusted segment operating income fell short of the prior year as a result of the combination of operational inefficiencies at new customer locations and general labor inflation. Looking ahead, our focus will be on returning this segment to high single digit margins through the combination of rate increases and cost reductions.”
Capitalization, Liquidity and Capital Expenditures
Tripp Grant, the Company’s Chief Financial Officer, added the following comments: “At September 30, 2026, our total indebtedness, comprised of total debt and finance lease obligations, net of cash (“net indebtedness”), decreased by $12.4 million to approximately $283.9 million as compared to December 31, 2025. In addition, our net indebtedness to total capitalization improved to 40.2% at September 30, 2026, from 42.3% at December 31, 2025.
“At September 30, 2026, we had cash and cash equivalents totaling $5.1 million. Under our ABL credit facility, we had $35.0 million in outstanding borrowings, undrawn letters of credit outstanding of $19.8 million, and immediate available borrowing capacity of $75.2 million.
“At the end of the quarter, we had $0.2 million in assets held for sale that we anticipate disposing of within twelve months. The average age of our tractors increased to 26 months compared to 23 months a year ago. Given the mix change between our high mileage expedited fleet and lower mileage dedicated fleets, going forward, we anticipate the average age of our tractors to range from 25 to 28 months.
“Our net capital expenditures for the first three quarters of the year were approximately $18.4 million, as proceeds from fleet downsizing and selling excess used equipment kept pace with the investment in new replacement equipment. For the balance of 2026, our expectations for net capital equipment expenditures range from $35.0 million to $40.0 million.”
Outlook
Mr. Parker concluded, “Based on our growing customer pipeline, we expect Dedicated fleet growth and a stable Expedited fleet with a higher proportion of capacity under dedicated or committed contracts. We are also focused on reducing overhead and other controllable costs as a percentage of revenue, which we expect will support gradual margin expansion. For the fourth quarter of 2026, we expect a modest sequential increase in earnings per share, with anticipated operating margin improvement from our asset-based operations partially offset by lower income from our equity method investment, TEL. Longer term, we believe our strategy can materially improve Combined Truckload operating margins through continued world-class customer service and disciplined asset reallocation to operations offering higher margins and returns.”
Conference Call Information
The Company will host a live conference call tomorrow, October 30, 2026, at 10:00 a.m. Eastern time to discuss the quarter. Individuals may access the call by dialing 877-550-1505 (U.S./Canada) and 0800-524-4760 (International). An audio replay will be available for one week following the call at 800-645-7964, access code 3895#. For additional financial and statistical information regarding the Company that is expected to be discussed during the conference call, please visit our website at www.covenantlogistics.com/investors under the icon “Earnings Info.”
About Covenant Logistics Group
Covenant Logistics Group, Inc., through its subsidiaries, offers a portfolio of transportation and logistics services to customers throughout the United States. Primary services include asset-based expedited and dedicated truckload capacity, as well as asset-light warehousing, transportation management, and freight brokerage capability. In addition, Transport Enterprise Leasing is an affiliated company providing revenue equipment sales and leasing services to the trucking industry. Covenant's Class A common stock is traded on the New York Stock Exchange under the symbol, “CVLG.”
- See GAAP to Non-GAAP Reconciliation in the schedules included with this release. In addition to operating income, segment operating income, operating ratio, segment operating ratio, net income, and earnings per diluted share, we use adjusted operating income, adjusted segment operating income, adjusted operating ratio, adjusted segment operating ratio, adjusted net income, and adjusted earnings per diluted share, non-GAAP measures, as key measures of profitability. Adjusted operating income, adjusted segment operating income, adjusted operating ratio, adjusted segment operating ratio, adjusted net income, and adjusted earnings per diluted share are not substitutes for operating income, segment operating income, operating ratio, segment operating ratio, net income, and earnings per diluted share measured in accordance with GAAP. There are limitations to using non-GAAP financial measures. We believe our presentation of these non-GAAP financial measures is useful because it provides investors and securities analysts with supplemental information that we use internally for purposes of assessing profitability. Further, our Board and management use non-GAAP operating income, segment operating income, operating ratio, segment operating ratio, net income, and earnings per diluted share measures on a supplemental basis to remove items that may not be an indicator of performance from period-to-period. Although we believe that adjusted operating income, adjusted segment operating income, adjusted operating ratio, adjusted segment operating ratio, adjusted net income, and adjusted earnings per diluted share improves comparability in analyzing our period-to-period performance, they could limit comparability to other companies in our industry, if those companies define such measures differently. Because of these limitations, adjusted operating income, adjusted segment operating income, adjusted operating ratio, adjusted segment operating ratio, adjusted net income, and adjusted earnings per diluted share should not be considered measures of income generated by our business or discretionary cash available to us to invest in the growth of our business. Management compensates for these limitations by primarily relying on GAAP results and using non-GAAP financial measures on a supplemental basis.
This press release contains certain statements that may be considered forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and such statements are subject to the safe harbor created by those sections and the Private Securities Litigation Reform Act of 1995, as amended. Such statements may be identified by their use of terms or phrases such as “expects,” “estimates,” “projects,” “believes,” “anticipates,” “plans,” “could,” “continue,” “would,” “may,” “will,” "intends," “outlook,” “focus,” “seek,” “potential,” “mission,” “continue,” “goal,” “target,” “objective,” “strategy,” derivations thereof, and similar terms and phrases. Forward-looking statements are based upon the current beliefs and expectations of our management and are inherently subject to risks and uncertainties, some of which cannot be predicted or quantified, which could cause future events and actual results to differ materially from those set forth in, contemplated by, or underlying the forward-looking statements. In this press release, statements relating to equipment age, net capital equipment expenditures and related priorities, benefits, and returns, capital allocation alternatives, expectations for the general freight market, including rates, demand, and capacity, our ability to achieve our desired business mix, future margin and return on capital, future expenses and the impact of inflation, including maintenance, wages, benefits, technology, and insurance and claims, progress toward our strategic goals and the expected impact of achieving such goals, and the statements under “Outlook” are forward-looking statements. The following factors, among others could cause actual results to differ materially from those in the forward-looking statements: Our business is subject to economic, credit, business, and regulatory factors affecting the truckload industry that are largely beyond our control; We may not be successful in achieving our strategic plan; We operate in a highly competitive and fragmented industry; We may not grow substantially in the future and we may not be successful in improving our profitability; We may not make acquisitions in the future, or if we do, we may not be successful in our acquisition strategy; Global conflicts could adversely impact our business and financial results; Increases in driver compensation or difficulties attracting and retaining qualified drivers could have a materially adverse effect on our profitability and the ability to maintain or grow our fleet; Our engagement of independent contractors to provide a portion of our capacity exposes us to different risks than we face with our tractors driven by company drivers; We derive a significant portion of our revenues from our major customers; Fluctuations in the price or availability of fuel, the volume and terms of diesel fuel purchase commitments, surcharge collection, and hedging activities may increase our costs of operation; We depend on third-party providers, particularly in our Managed Freight reportable segment; We depend on the proper functioning and availability of our management information and communication systems and other information technology assets (including the data contained therein) and a system failure or unavailability, including those caused by cybersecurity breaches internally or with third-parties, or an inability to effectively upgrade such systems and assets could cause a significant disruption to our business; If we are unable to retain our key employees, our business, financial condition, and results of operations could be harmed; Seasonality and the impact of weather and climate change and other catastrophic events affect our operations and profitability; We self-insure for a significant portion of our claims, have exposure outside of our insurance coverage, could be uninsured or underinsured, and have additional exposure following the Supreme Court’s recent Montgomery decision, which could significantly increase the volatility of, and decrease the amount of, our earnings; Our self-insurance for auto liability claims and our use of a captive insurance company could adversely impact our operations; We have experienced, and may experience additional, erosion of available limits in our aggregate insurance policies; We may experience additional expense to reinstate insurance policies due to liability claims; We operate in a highly regulated industry; If our independent contractor drivers are deemed by regulators or judicial process to be employees, our business, financial condition, and results of operations could be adversely affected; Developments in labor and employment law and any unionizing efforts by employees or employees of related businesses could have a materially adverse effect on our results of operations; The Compliance Safety Accountability program adopted by the Federal Motor Carrier Safety Administration could adversely affect our profitability and operations, our ability to maintain or grow our fleet, and our customer relationships; Receipt of an unfavorable Department of Transportation safety rating at any of our motor carriers could have a materially adverse effect on our operations and profitability; Compliance with and changes to various environmental laws and regulations; Regulatory changes related to climate change could increase our costs significantly; Changes to trade regulation, export controls, duties, or tariffs; Litigation may adversely affect our business, financial condition, and results of operations; Conflicting views on environmental and societal matters may have a negative impact on our business, impose additional costs on us, and expose us to additional risks; A large-scale outbreak of avian flu or related illness among the nation’s poultry flock may adversely affect the revenues of our Dedicated segment; Our ABL credit facility and other financing arrangements contain certain covenants, restrictions, and requirements, and we may be unable to comply with such covenants, restrictions, and requirements; In the future, we may need to obtain additional financing that may not be available or, if it is available, may result in a reduction in the percentage ownership of our stockholders; Our indebtedness and finance and operating lease obligations could adversely affect our ability to respond to changes in our industry or business; Our profitability may be materially adversely impacted if our capital investments do not match customer demand or if there is a decline in the availability of funding sources for these investments; Increased prices for new revenue equipment, design changes of new engines, future uses of autonomous tractors, volatility in the used equipment market, decreased availability of new revenue equipment, and the failure of manufacturers to meet their sale or trade-back obligations to us could have a materially adverse effect on our business, financial condition, results of operations, and profitability; Our 49% owned subsidiary, Transport Enterprise Leasing, faces certain additional risks particular to its operations, any one of which could adversely affect our operating results; We could determine that our goodwill and other intangible assets are impaired, thus recognizing a related loss; Our Chairman of the Board and Chief Executive Officer and his wife control a large portion of our stock and have substantial control over us, which could limit other stockholders' ability to influence the outcome of key transactions, including changes of control; Provisions in our charter documents or Nevada law may inhibit a takeover, which could limit the price investors might be willing to pay for our Class A common stock; The market price of our Class A common stock may be volatile; We cannot guarantee the timing or amount of repurchases of our Class A common stock, or the declaration of future dividends, if any; Changes in taxation could lead to an increase of our tax exposure; If we fail to maintain effective internal control over financial reporting in the future, there could be an elevated possibility of a material misstatement, and such a misstatement could cause investors to lose confidence in our financial statements, which could have a material adverse effect on our stock price; and The effects of a widespread outbreak of an illness or disease, or any other public health crisis, as well as regulatory measures implemented in response to such events, could negatively impact the health and safety of our workforce and/or adversely impact our business and results of operations. Readers should review and consider these factors along with the various disclosures by the Company in its press releases, stockholder reports, and filings with the Securities and Exchange Commission. We disclaim any obligation to update or revise any forward-looking statements to reflect actual results or changes in the factors affecting the forward-looking information.
For further information contact:
M. Paul Bunn, President
PBunn@covenantlogistics.com
Tripp Grant, Chief Financial Officer
TGrant@covenantlogistics.com
For copies of Company information contact:
Brooke McKenzie, Executive Administrative Assistant
BMcKenzie@covenantlogistics.com
| Covenant Logistics Group, Inc. |
| Key Financial and Operating Statistics |
|
Income Statement Data
|
||||||||||||||||||||||||
|
Three Months Ended September 30,
|
Nine Months Ended September 30,
|
|||||||||||||||||||||||
|
($s in 000s,
except per share data)
|
2026
|
2025
|
% Change
|
2026
|
2025
|
% Change
|
||||||||||||||||||
|
Revenues
|
||||||||||||||||||||||||
|
Freight revenue
|
$
|
315,050
|
$
|
268,840
|
17.2
|
%
|
$
|
891,668
|
$
|
788,591
|
13.1
|
%
|
||||||||||||
|
Fuel surcharge revenue
|
38,844
|
28,049
|
38.5
|
%
|
102,260
|
80,507
|
27.0
|
%
|
||||||||||||||||
|
Total revenue
|
$
|
353,894
|
$
|
296,889
|
19.2
|
%
|
$
|
993,928
|
$
|
869,098
|
14.4
|
%
|
||||||||||||
|
Operating
expenses:
|
||||||||||||||||||||||||
|
Salaries, wages, and related expenses
|
115,501
|
109,745
|
334,903
|
323,845
|
||||||||||||||||||||
|
Fuel expense
|
38,259
|
29,506
|
104,406
|
85,663
|
||||||||||||||||||||
|
Operations and maintenance
|
20,235
|
19,352
|
56,915
|
52,168
|
||||||||||||||||||||
|
Revenue equipment rentals and purchased transportation
|
113,412
|
72,908
|
301,354
|
206,504
|
||||||||||||||||||||
|
Operating taxes and licenses
|
3,089
|
3,304
|
9,104
|
10,326
|
||||||||||||||||||||
|
Insurance and claims
|
9,791
|
14,179
|
40,575
|
46,769
|
||||||||||||||||||||
|
Communications and utilities
|
2,152
|
1,631
|
6,063
|
4,580
|
||||||||||||||||||||
|
General supplies and expenses
|
16,448
|
15,872
|
43,046
|
44,124
|
||||||||||||||||||||
|
Depreciation and amortization
|
23,458
|
22,953
|
70,253
|
67,869
|
||||||||||||||||||||
|
(Gain) loss on disposition of property and equipment, net
|
(945
|
)
|
(487
|
)
|
(308
|
)
|
134
|
|||||||||||||||||
|
Total operating
expenses
|
341,400
|
288,963
|
966,311
|
841,982
|
||||||||||||||||||||
|
Operating income
|
12,494
|
7,926
|
27,617
|
27,116
|
||||||||||||||||||||
|
Interest
expense, net
|
3,854
|
3,468
|
10,721
|
8,795
|
||||||||||||||||||||
|
Income from
equity method investment
|
(5,650
|
)
|
(3,578
|
)
|
(14,602
|
)
|
(11,622
|
)
|
||||||||||||||||
|
Income from
continuing operations before income taxes
|
14,290
|
8,036
|
31,498
|
29,943
|
||||||||||||||||||||
|
Income tax
expense
|
3,586
|
1,772
|
7,839
|
7,276
|
||||||||||||||||||||
|
Income from continuing operations
|
10,704
|
6,264
|
23,659
|
22,667
|
||||||||||||||||||||
|
Income from discontinued operations, net of tax
|
-
|
2,829
|
-
|
2,829
|
||||||||||||||||||||
|
Net income
|
$
|
10,704
|
$
|
9,093
|
$
|
23,659
|
$
|
25,496
|
||||||||||||||||
|
Basic
earnings per share (1)
|
||||||||||||||||||||||||
|
Income from
continuing operations
|
$
|
0.42
|
$
|
0.25
|
$
|
0.94
|
$
|
0.88
|
||||||||||||||||
|
Income from
discontinued operations
|
$
|
-
|
$
|
0.11
|
$
|
-
|
$
|
0.11
|
||||||||||||||||
|
Net income per
basic share
|
$
|
0.42
|
$
|
0.36
|
$
|
0.94
|
$
|
0.99
|
||||||||||||||||
|
Diluted
earnings per share (1)
|
||||||||||||||||||||||||
|
Income from continuing operations
|
$
|
0.40
|
$
|
0.24
|
$
|
0.89
|
$
|
0.83
|
||||||||||||||||
|
Income from
discontinued operations
|
$
|
-
|
$
|
0.11
|
$
|
-
|
$
|
0.10
|
||||||||||||||||
|
Net income per
diluted share
|
$
|
0.40
|
$
|
0.35
|
$
|
0.89
|
$
|
0.94
|
||||||||||||||||
|
Basic weighted
average shares outstanding (000s)
|
25,383
|
25,030
|
25,229
|
25,872
|
||||||||||||||||||||
|
Diluted weighted
average shares outstanding (000s)
|
26,603
|
26,301
|
26,559
|
27,156
|
||||||||||||||||||||
|
|
|
Segment Freight Revenues
|
|
|||||||||||||||||||||
|
|
|
Three Months Ended September 30,
|
|
|
Nine Months Ended September 30,
|
|
||||||||||||||||||
|
($s in 000's)
|
|
2026
|
|
|
2025
|
|
|
% Change
|
|
|
2026
|
|
|
2025
|
|
|
% Change
|
|
||||||
|
Expedited - Truckload
|
|
$
|
70,555
|
|
|
$
|
80,184
|
|
|
|
(12.0
|
%)
|
|
$
|
216,246
|
|
|
$
|
243,662
|
|
|
|
(11.3
|
%)
|
|
Dedicated - Truckload
|
|
|
95,405
|
|
|
|
91,581
|
|
|
|
4.2
|
%
|
|
|
280,489
|
|
|
|
263,827
|
|
|
|
6.3
|
%
|
|
Combined Truckload
|
|
|
165,960
|
|
|
|
171,765
|
|
|
|
(3.4
|
%)
|
|
|
496,735
|
|
|
|
507,489
|
|
|
|
(2.1
|
%)
|
|
Managed Freight
|
|
|
121,635
|
|
|
|
72,220
|
|
|
|
68.4
|
%
|
|
|
311,908
|
|
|
|
206,620
|
|
|
|
51.0
|
%
|
|
Warehousing
|
|
|
26,738
|
|
|
|
24,802
|
|
|
|
7.8
|
%
|
|
|
81,012
|
|
|
|
74,429
|
|
|
|
8.8
|
%
|
|
Other
|
|
|
717
|
|
|
|
53
|
|
|
|
1252.8
|
%
|
|
|
2,013
|
|
|
|
53
|
|
|
|
3698.1
|
%
|
|
Consolidated Freight Revenue
|
|
$
|
315,050
|
|
|
$
|
268,840
|
|
|
|
17.2
|
%
|
|
$
|
891,668
|
|
|
$
|
788,591
|
|
|
|
13.1
|
%
|
|
|
|
Truckload Operating Statistics
|
|
|||||||||||||||||||||
|
|
|
Three Months Ended September 30,
|
|
|
Nine Months Ended September 30,
|
|
||||||||||||||||||
|
|
|
2026
|
|
|
2025
|
|
|
% Change
|
|
|
2026
|
|
|
2025
|
|
|
% Change
|
|
||||||
|
Average freight revenue per loaded mile
|
|
$
|
3.67
|
|
|
$
|
2.99
|
|
|
|
22.7
|
%
|
|
$
|
3.50
|
|
|
$
|
2.98
|
|
|
|
17.4
|
%
|
|
Average freight revenue per total mile
|
|
$
|
3.03
|
|
|
$
|
2.53
|
|
|
|
19.8
|
%
|
|
$
|
2.89
|
|
|
$
|
2.53
|
|
|
|
14.2
|
%
|
|
Average freight revenue per tractor per week
|
|
$
|
5,778
|
|
|
$
|
5,445
|
|
|
|
6.1
|
%
|
|
$
|
5,741
|
|
|
$
|
5,469
|
|
|
|
5.0
|
%
|
|
Average miles per tractor per period
|
|
|
25,081
|
|
|
|
28,306
|
|
|
|
(11.4
|
%)
|
|
|
77,412
|
|
|
|
84,456
|
|
|
|
(8.3
|
%)
|
|
Weighted avg. tractors for period
|
|
|
2,186
|
|
|
|
2,400
|
|
|
|
(8.9
|
%)
|
|
|
2,219
|
|
|
|
2,379
|
|
|
|
(6.7
|
%)
|
|
Tractors at end of period
|
|
|
2,178
|
|
|
|
2,434
|
|
|
|
(10.5
|
%)
|
|
|
2,178
|
|
|
|
2,434
|
|
|
|
(10.5
|
%)
|
|
Trailers at end of period
|
|
|
7,011
|
|
|
|
6,851
|
|
|
|
2.3
|
%
|
|
|
7,011
|
|
|
|
6,851
|
|
|
|
2.3
|
%
|
|
|
|
Selected Balance Sheet Data
|
|
|||||
|
($s in '000's, except per share data)
|
|
9/30/2026
|
|
|
12/31/2025
|
|
||
|
Total assets
|
|
$
|
1,023,637
|
|
|
$
|
1,047,548
|
|
|
Total stockholders' equity
|
|
$
|
422,257
|
|
|
$
|
403,997
|
|
|
Total indebtedness, comprised of total debt and finance leases, net of cash
|
|
$
|
283,927
|
|
|
$
|
296,297
|
|
|
Net Indebtedness to Capitalization Ratio
|
|
|
40.2
|
%
|
|
|
42.3
|
%
|
|
Tangible book value per end-of-quarter basic share
|
|
$
|
9.63
|
|
|
$
|
8.69
|
|
| Covenant Logistics Group, Inc. | |
| Non-GAAP Reconciliation (Unaudited) | |
| Adjusted Operating Income and Adjusted Operating Ratio(1) |
|
(Dollars
in thousands)
|
Three Months Ended September 30,
|
Nine Months Ended September 30,
|
||||||||||||||||||||||
|
GAAP
Presentation
|
2026
|
2025
|
bps Change
|
2026
|
2025
|
bps Change
|
||||||||||||||||||
|
Total revenue
|
$
|
353,894
|
$
|
296,889
|
$
|
993,928
|
$
|
869,098
|
||||||||||||||||
|
Total operating
expenses
|
341,400
|
288,963
|
966,311
|
841,982
|
||||||||||||||||||||
|
Operating income
|
$
|
12,494
|
$
|
7,926
|
$
|
27,617
|
$
|
27,116
|
||||||||||||||||
|
Operating ratio
|
96.5
|
%
|
97.3
|
%
|
(80
|
)
|
97.2
|
%
|
96.9
|
%
|
30
|
|||||||||||||
|
Non-GAAP
Presentation
|
2026
|
2025
|
bps Change
|
2026
|
2025
|
bps Change
|
||||||||||||||||||
|
Total revenue
|
$
|
353,894
|
$
|
296,889
|
$
|
993,928
|
$
|
869,098
|
||||||||||||||||
|
Fuel surcharge
revenue
|
(38,844
|
)
|
(28,049
|
)
|
(102,260
|
)
|
(80,507
|
)
|
||||||||||||||||
|
Freight revenue
(total revenue, excluding fuel surcharge)
|
315,050
|
268,840
|
891,668
|
788,591
|
||||||||||||||||||||
|
Total operating
income
|
12,494
|
7,926
|
27,617
|
27,116
|
||||||||||||||||||||
|
Adjusted for:
|
||||||||||||||||||||||||
|
Amortization of
intangibles (2)
|
3,001
|
2,653
|
9,001
|
7,770
|
||||||||||||||||||||
|
Contingent
consideration liability adjustment
|
328
|
710
|
984
|
2,130
|
||||||||||||||||||||
|
Transaction
costs
|
-
|
-
|
-
|
149
|
||||||||||||||||||||
|
Employee
separation costs
|
-
|
1,375
|
-
|
1,375
|
||||||||||||||||||||
|
Lease
abandonment and customer exit costs
|
-
|
429
|
-
|
429
|
||||||||||||||||||||
|
Abandonment of
long-lived software
|
-
|
1,884
|
-
|
1,884
|
||||||||||||||||||||
|
Adjusted
operating income
|
15,823
|
14,977
|
37,602
|
40,853
|
||||||||||||||||||||
|
Adjusted
operating ratio
|
95.0
|
%
|
94.4
|
%
|
60
|
95.8
|
%
|
94.8
|
%
|
100
|
||||||||||||||
|
(1)
|
Pursuant to the
requirements of Regulation G, this table reconciles consolidated GAAP
operating income and operating ratio to consolidated non-GAAP adjusted
operating income and adjusted operating ratio.
|
|
(2)
|
"Amortization
of intangibles" reflects the non-cash amortization expense relating to
intangible assets.
|
|
Non-GAAP Reconciliation (Unaudited)
Adjusted Net Income and Adjusted EPS(1) |
|
(Dollars
in thousands)
|
Three Months Ended September 30,
|
Nine Months Ended September 30,
|
||||||||||||||
|
2026
|
2025
|
2026
|
2025
|
|||||||||||||
|
GAAP
Presentation - Net income
|
$
|
10,704
|
$
|
9,093
|
$
|
23,659
|
$
|
25,496
|
||||||||
|
Adjusted for:
|
||||||||||||||||
|
Amortization of
intangibles (2)
|
3,001
|
2,653
|
9,001
|
7,770
|
||||||||||||
|
Contingent
consideration liability adjustment
|
328
|
710
|
984
|
2,130
|
||||||||||||
|
Transaction
costs
|
-
|
-
|
-
|
149
|
||||||||||||
|
Employee
separation costs
|
-
|
1,375
|
-
|
1,375
|
||||||||||||
|
Lease
abandonment and customer exit costs
|
-
|
429
|
-
|
429
|
||||||||||||
|
Abandonment of
long-lived software
|
-
|
1,884
|
-
|
1,884
|
||||||||||||
|
Total
adjustments before taxes
|
3,329
|
3,278
|
9,985
|
9,964
|
||||||||||||
|
Provision for
income tax expense at effective rate
|
(836
|
)
|
(854
|
)
|
(2,446
|
)
|
(2,533
|
)
|
||||||||
|
Tax effected
adjustments
|
$
|
2,493
|
$
|
2,424
|
$
|
7,539
|
$
|
7,431
|
||||||||
|
Non-GAAP
Presentation - Adjusted net income
|
$
|
13,197
|
$
|
11,517
|
$
|
31,198
|
$
|
32,927
|
||||||||
|
GAAP
Presentation - Diluted earnings per share ("EPS") (3)
|
$
|
0.40
|
$
|
0.35
|
$
|
0.89
|
$
|
0.94
|
||||||||
|
Adjusted for:
|
||||||||||||||||
|
Amortization of
intangibles(2)
|
0.11
|
0.10
|
0.34
|
0.29
|
||||||||||||
|
Discontinued
operations reversal of loss contingency(4)
|
-
|
(0.14
|
)
|
-
|
(0.14
|
)
|
||||||||||
|
Contingent
consideration liability adjustment
|
0.01
|
0.03
|
0.04
|
0.08
|
||||||||||||
|
Transaction
costs
|
-
|
-
|
-
|
0.01
|
||||||||||||
|
Employee
separation costs
|
-
|
0.05
|
-
|
0.05
|
||||||||||||
|
Lease
abandonment and customer exit costs
|
-
|
0.02
|
-
|
0.02
|
||||||||||||
|
Abandonment of
long-lived software
|
-
|
0.07
|
-
|
0.07
|
||||||||||||
|
Total
adjustments before taxes
|
0.12
|
0.12
|
0.38
|
0.37
|
||||||||||||
|
Provision for
income tax expense at effective rate
|
(0.02
|
)
|
(0.03
|
)
|
(0.09
|
)
|
(0.09
|
)
|
||||||||
|
Tax effected
adjustments
|
$
|
0.10
|
$
|
0.09
|
$
|
0.29
|
$
|
0.28
|
||||||||
|
Non-GAAP
Presentation - Adjusted EPS
|
$
|
0.50
|
$
|
0.44
|
$
|
1.18
|
$
|
1.22
|
||||||||
|
(1)
|
Pursuant to the requirements of Regulation G, this table reconciles consolidated GAAP net income to consolidated non-GAAP adjusted net income and consolidated GAAP diluted earnings per share to non-GAAP consolidated Adjusted EPS.
|
|
(2)
|
"Amortization of intangibles" reflects the non-cash amortization expense relating to intangible assets.
|
|
(3)
|
Total may not sum due to rounding.
|
|
(4)
|
"Discontinued Operations reversal of loss contingency" reflects the non-cash reversal of a previously recorded loss contingency that is no longer considered probable. The original loss contingency was recorded in Q4 2020 as a result of our disposal of our former accounts receivable factoring segment, TFS.
|
|
Covenant Logistics Group, Inc
|
|
Non-GAAP Reconciliation (Unaudited)
|
|
Adjusted Operating Income and Adjusted Operating Ratio (1)
|
|
(Dollars in thousands)
|
Three Months Ended September 30, | |||||||||||||||||||||||||||||||||||||||
|
GAAP Presentation
|
2026 | 2025 | ||||||||||||||||||||||||||||||||||||||
| Expedited | Dedicated | Combined Truckload | Managed Freight | Warehousing | Expedited | Dedicated | Combined Truckload | Managed Freight | Warehousing | |||||||||||||||||||||||||||||||
|
Total revenue
|
$
|
89,473 |
$
|
115,124 |
$
|
204,597 |
$
|
121,635 |
$
|
26,945 |
$
|
94,632 |
$
|
105,020 |
$
|
199,652 |
$
|
72,220 |
$
|
24,964 | ||||||||||||||||||||
|
Total segment operating expenses (2)
|
81,627 | 108,708 | 190,335 | 114,268 | 25,248 | 89,553 | 100,921 | 190,474 | 69,260 | 22,466 | ||||||||||||||||||||||||||||||
|
Segment operating income (2)
|
$
|
7,846 |
$
|
6,416 |
$
|
14,262 |
$
|
7,367 |
$
|
1,697 |
$
|
5,079 |
$
|
4,099 |
$
|
9,178 |
$
|
2,960 |
$
|
2,498 | ||||||||||||||||||||
|
Segment operating ratio (2)
|
91.2 |
%
|
94.4 |
%
|
93.0 |
%
|
93.9 |
%
|
93.7 |
%
|
94.6 |
%
|
96.1 |
%
|
95.4 |
%
|
95.9 |
%
|
90.0 |
%
|
||||||||||||||||||||
|
Non-GAAP Presentation
|
||||||||||||||||||||||||||||||||||||||||
|
Total revenue
|
$
|
89,473 |
$
|
115,124 |
$
|
204,597 |
$
|
121,635 |
$
|
26,945 |
$
|
94,632 |
$
|
105,020 |
$
|
199,652 |
$
|
72,220 |
$
|
24,964 | ||||||||||||||||||||
|
Fuel surcharge revenue
|
(18,918 |
)
|
(19,719 |
)
|
(38,637 |
)
|
- | (207 |
)
|
(14,448 |
)
|
(13,439 |
)
|
(27,887 |
)
|
- | (162 |
)
|
||||||||||||||||||||||
|
Freight revenue (total revenue, excluding fuel surcharge)
|
70,555 | 95,405 | 165,960 | 121,635 | 26,738 | 80,184 | 91,581 | 171,765 | 72,220 | 24,802 | ||||||||||||||||||||||||||||||
|
Total segment operating income (2)
|
$
|
7,846 |
$
|
6,416 | $ | 14,262 |
$
|
7,367 |
$
|
1,697 |
$
|
5,079 |
$
|
4,099 | $ | 9,178 |
$
|
2,960 |
$
|
2,498 | ||||||||||||||||||||
|
Adjusted for:
|
||||||||||||||||||||||||||||||||||||||||
|
Other (3)
|
(3,685 |
)
|
(2,724 |
)
|
(6,409 |
)
|
(285 |
)
|
(809 |
)
|
(1,548 |
)
|
(1,054 |
)
|
(2,602 |
)
|
(212 |
)
|
(535 |
)
|
||||||||||||||||||||
|
Employee separation costs
|
- | - | - | - | - | 680 | 622 | 1,302 | 73 | - | ||||||||||||||||||||||||||||||
|
Lease abandonment and customer exit costs
|
- | - | - | - | - | 49 | 166 | 215 | 214 | - | ||||||||||||||||||||||||||||||
|
Abandonment of long-lived software
|
- | - | - | - | - | 880 | 1,004 | 1,884 | - | - | ||||||||||||||||||||||||||||||
|
Adjusted segment operating income
|
$ | 4,161 | $ | 3,692 | $ | 7,853 | $ | 7,082 | $ | 888 | $ | 5,140 | $ | 4,83 | $ | 9,977 | $ | 3,035 | $ | 1,963 | ||||||||||||||||||||
|
Adjusted segment operating ratio
|
94.1 |
%
|
96.1 |
%
|
95.3 |
%
|
94.2 |
%
|
96.7 |
%
|
93.6 |
%
|
94.7 |
%
|
94.2 |
%
|
95.8 |
%
|
92.1 |
%
|
||||||||||||||||||||
| Nine Months Ended September 30, | ||||||||||||||||||||||||||||||||||||||||
|
GAAP Presentation
|
2026 | 2025 | ||||||||||||||||||||||||||||||||||||||
| Expedited | Dedicated | Combined Truckload | Managed Freight | Warehousing | Expedited | Dedicated | Combined Truckload | Managed Freight | Warehousing | |||||||||||||||||||||||||||||||
|
Total revenue
|
$
|
267,564 |
$
|
330,913 |
$
|
598,477 |
$
|
311,908 |
$
|
81,530 |
$
|
286,625 |
$
|
300,906 |
$
|
587,531 |
$
|
206,620 |
$
|
74,894 | ||||||||||||||||||||
|
Total segment operating expenses (2)
|
248,511 | 311,132 | 559,643 | 299,099 | 76,481 | 268,490 | 288,634 | 557,124 | 195,658 | 68,636 | ||||||||||||||||||||||||||||||
|
Segment operating income (2)
|
$
|
19,053 |
$
|
19,781 |
$
|
38,834 |
$
|
12,809 |
$
|
5,049 |
$
|
18,135 |
$
|
12,272 |
$
|
30,407 |
$
|
10,962 |
$
|
6,258 | ||||||||||||||||||||
|
Segment operating ratio (2)
|
92.9 |
%
|
94.0 |
%
|
93.5 |
%
|
95.9 |
%
|
93.8 |
%
|
93.7 |
%
|
95.9 |
%
|
94.8 |
%
|
94.7 |
%
|
91.6 |
%
|
||||||||||||||||||||
|
Non-GAAP Presentation
|
||||||||||||||||||||||||||||||||||||||||
|
Total revenue
|
$
|
267,564 |
$
|
330,913 |
$
|
598,477 |
$
|
311,908 |
$
|
81,530 |
$
|
286,625 |
$
|
300,906 |
$
|
587,531 |
$
|
206,620 |
$
|
74,894 | ||||||||||||||||||||
|
Fuel surcharge revenue
|
(51,318 |
)
|
(50,424 |
)
|
(101,742 |
)
|
- | (518 |
)
|
(42,963 |
)
|
(37,079 |
)
|
(80,042 |
)
|
- | (465 |
)
|
||||||||||||||||||||||
|
Freight revenue (total revenue, excluding fuel surcharge)
|
216,246 | 280,489 | 496,735 | 311,908 | 81,012 | 243,662 | 263,827 | 507,489 | 206,620 | 74,429 | ||||||||||||||||||||||||||||||
|
Total segment operating income (2)
|
$
|
19,053 |
$
|
19,781 |
$
|
38,834 |
$
|
12,809 |
$
|
5,049 |
$
|
18,135 |
$
|
12,272 |
$
|
30,407 |
$
|
10,962 |
$
|
6,258 | ||||||||||||||||||||
|
Adjusted for:
|
||||||||||||||||||||||||||||||||||||||||
|
Other (3)
|
(10,254 |
)
|
(7,264 |
)
|
(17,518 |
)
|
493 | (2,065 |
)
|
(4,874 |
)
|
(3,308 |
)
|
(8,182 |
)
|
(694 |
)
|
(1,737 |
)
|
|||||||||||||||||||||
|
Transaction costs
|
- | - | - | - | - | - | 149 | 149 | - | - | ||||||||||||||||||||||||||||||
|
Employee separation costs
|
- | - | - | - | - | 680 | 622 | 1,302 | 73 | - | ||||||||||||||||||||||||||||||
|
Lease abandonment and customer exit costs
|
- | - | - | - | - | 49 | 166 | 215 | 214 | - | ||||||||||||||||||||||||||||||
|
Abandonment of long-lived software
|
- | - | - | - | - | 880 | 1,004 | 1,884 | - | - | ||||||||||||||||||||||||||||||
|
Adjusted segment operating incom
|
$ | 8,799 | $ | 12,517 | $ | 21,316 | $ | 13,302 | $ | 2,984 | $ | 14,870 | $ | 10,905 | $ | 25,775 | $ | 10,555 | $ | 4,521 | ||||||||||||||||||||
|
Adjusted segment operating ratio
|
95.9 |
%
|
95.5 |
%
|
95.7 |
%
|
95.7 |
%
|
96.3 |
%
|
93.9 |
%
|
95.9 |
%
|
94.9 |
%
|
94.9 |
%
|
93.9 |
%
|
||||||||||||||||||||
|
(1)
|
Pursuant to the requirements of Regulation G, this table reconciles consolidated GAAP segment operating income and segment operating ratio to consolidated non-GAAP adjusted segment operating income and adjusted segment operating ratio.
|
|
(2)
|
Segment operating expenses, segment operating income, and segment operating ratio exclude indirect costs not directly attributable to any one reportable segment, amortization of intangible assets, impairment of goodwill, and contingent consideration liability adjustments to match the information our Chief Operating Decision Maker uses to evaluate the operating results of our reportable segments. The prior year periods have been conformed to this presentation.
|
|
(3)
|
Represents indirect costs not directly attributable to any one reportable segment.
|