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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
 
[Markone]
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 2022
OR
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
Commission File Number: 0-14690
WERNER ENTERPRISES, INC.
(Exact name of registrant as specified in its charter)
 
Nebraska 47-0648386
(State or other jurisdiction of
incorporation or organization)
(I.R.S. Employer
Identification No.)
14507 Frontier Road 
Post Office Box 45308
Omaha,Nebraska68145-0308
(Address of principal executive offices) (Zip Code)
(402) 895-6640
(Registrant’s telephone number, including area code)
 
Securities registered pursuant to Section 12(b) of the Act:
 Title of each classTrading Symbol(s) Name of each exchange on which registered
Common Stock, $0.01 Par ValueWERN The Nasdaq Stock Market LLC
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      No  
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).    Yes      No  
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. 
Large Accelerated Filer   Accelerated filer 
Non-accelerated filer 
  Smaller reporting company 
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.     
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    Yes      No  
As of November 2, 2022, 63,202,053 shares of the registrant’s common stock, par value $0.01 per share, were outstanding.


WERNER ENTERPRISES, INC.
INDEX
 
  PAGE
Item 1.
Item 2.
Item 3.
Item 4.
Item 1.
Item 1A.
Item 2.
Item 6.
2

PART I
FINANCIAL INFORMATION

Cautionary Note Regarding Forward-Looking Statements:
This Quarterly Report on Form 10-Q contains historical information and forward-looking statements based on information currently available to our management. The forward-looking statements in this report, including those made in Item 2 (Management’s Discussion and Analysis of Financial Condition and Results of Operations) of Part I, are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995, as amended. These safe harbor provisions encourage reporting companies to provide prospective information to investors. Forward-looking statements can be identified by the use of certain words, such as “anticipate,” “believe,” “estimate,” “expect,” “intend,” “plan,” “project” and other similar terms and language. We believe the forward-looking statements are reasonable based on currently available information. However, forward-looking statements involve risks, uncertainties and assumptions, whether known or unknown, that could cause our actual results, business, financial condition and cash flows to differ materially from those anticipated in the forward-looking statements. A discussion of important factors relating to forward-looking statements is included in Part I, Item 1A (Risk Factors) of our Annual Report on Form 10-K for the year ended December 31, 2021 (“2021 Form 10-K”). Readers should not unduly rely on the forward-looking statements included in this Form 10-Q because such statements speak only to the date they were made. Unless otherwise required by applicable securities laws, we undertake no obligation or duty to update or revise any forward-looking statements contained herein to reflect subsequent events or circumstances or the occurrence of unanticipated events.
3

Item 1. Financial Statements.
WERNER ENTERPRISES, INC.
CONSOLIDATED STATEMENTS OF INCOME
(Unaudited)
 
  
Three Months Ended
September 30,
Nine Months Ended
September 30,
(In thousands, except per share amounts)2022202120222021
Operating revenues$827,606 $702,891 $2,428,487 $1,969,151 
Operating expenses:
Salaries, wages and benefits264,443 234,250 760,078 649,198 
Fuel111,985 64,692 325,852 174,033 
Supplies and maintenance68,009 57,067 187,690 152,628 
Taxes and licenses25,016 24,419 72,640 71,396 
Insurance and claims34,501 27,702 103,064 70,497 
Depreciation and amortization70,397 68,615 206,097 196,431 
Rent and purchased transportation187,449 161,061 569,802 458,474 
Communications and utilities3,720 3,598 11,427 9,953 
Other(14,175)(9,837)(42,858)(24,117)
Total operating expenses751,345 631,567 2,193,792 1,758,493 
Operating income76,261 71,324 234,695 210,658 
Other expense (income):
Interest expense2,778 1,284 6,004 2,823 
Interest income(392)(287)(980)(918)
Gain on investments in equity securities, net(114)(16,090)(14,403)(36,281)
Other77 50 276 146 
Total other expense (income)2,349 (15,043)(9,103)(34,230)
Income before income taxes73,912 86,367 243,798 244,888 
Income tax expense17,987 21,278 59,229 61,275 
Net income55,925 65,089 184,569 183,613 
Net income attributable to noncontrolling interest(874)(1,328)(3,479)(1,328)
Net income attributable to Werner$55,051 $63,761 $181,090 $182,285 
Earnings per share:
Basic$0.87 $0.94 $2.81 $2.69 
Diluted$0.86 $0.94 $2.79 $2.68 
Weighted-average common shares outstanding:
Basic63,386 67,475 64,433 67,776 
Diluted63,782 67,834 64,819 68,136 
See Notes to Consolidated Financial Statements (Unaudited).
4

WERNER ENTERPRISES, INC.
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(Unaudited)
 
  
Three Months Ended
September 30,
Nine Months Ended
September 30,
(In thousands)2022202120222021
Net income$55,925 $65,089 $184,569 $183,613 
Other comprehensive income (loss):
Foreign currency translation adjustments(708)(1,119)398 (822)
Change in fair value of interest rate swaps, net of tax1,857 400 6,771 2,063 
Other comprehensive income (loss)1,149 (719)7,169 1,241 
Comprehensive income57,074 64,370 191,738 184,854 
Comprehensive income attributable to noncontrolling interest(874)(1,328)(3,479)(1,328)
Comprehensive income attributable to Werner$56,200 $63,042 $188,259 $183,526 
See Notes to Consolidated Financial Statements (Unaudited).
5

WERNER ENTERPRISES, INC.
CONSOLIDATED CONDENSED BALANCE SHEETS
 
(In thousands, except share amounts)September 30,
2022
December 31,
2021
 (Unaudited) 
ASSETS
Current assets:
Cash and cash equivalents$125,683 $54,196 
Accounts receivable, trade, less allowance of $10,142 and $9,169, respectively
493,139 460,518 
Other receivables24,480 24,449 
Inventories and supplies12,849 11,140 
Prepaid taxes, licenses and permits8,510 17,549 
Other current assets65,845 63,361 
Total current assets730,506 631,213 
Property and equipment2,780,691 2,557,825 
Less – accumulated depreciation1,061,578 944,582 
Property and equipment, net1,719,113 1,613,243 
Goodwill74,404 74,618 
Intangible assets, net51,238 55,315 
Other non-current assets283,868 229,324 
Total assets$2,859,129 $2,603,713 
LIABILITIES, TEMPORARY EQUITY AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable$115,860 $93,987 
Current portion of long-term debt5,000 5,000 
Insurance and claims accruals77,663 72,594 
Accrued payroll47,619 44,333 
Accrued expenses31,553 28,758 
Other current liabilities24,939 24,011 
Total current liabilities302,634 268,683 
Long-term debt, net of current portion568,750 422,500 
Other long-term liabilities42,765 43,314 
Insurance and claims accruals, net of current portion238,689 237,220 
Deferred income taxes281,057 268,499 
Total liabilities1,433,895 1,240,216 
Commitments and contingencies
Temporary equity - redeemable noncontrolling interest38,676 35,947 
Stockholders’ equity:
Common stock, $0.01 par value, 200,000,000 shares authorized; 80,533,536 shares
issued; 63,202,053 and 65,790,112 shares outstanding, respectively
805 805 
Paid-in capital127,046 121,904 
Retained earnings1,823,927 1,667,104 
Accumulated other comprehensive loss(13,435)(20,604)
Treasury stock, at cost; 17,331,483 and 14,743,424 shares, respectively
(551,785)(441,659)
Total stockholders’ equity1,386,558 1,327,550 
Total liabilities, temporary equity and stockholders’ equity$2,859,129 $2,603,713 
See Notes to Consolidated Financial Statements (Unaudited).
6

WERNER ENTERPRISES, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
  Nine Months Ended
September 30,
(In thousands)20222021
Cash flows from operating activities:
Net income$184,569 $183,613 
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization206,097 196,431 
Deferred income taxes10,262 14,756 
Gain on disposal of property and equipment(62,659)(39,292)
Non-cash equity compensation9,120 7,999 
Insurance and claims accruals, net of current portion1,469 2,362 
Other(5,056)(1,422)
Gain on investments in equity securities, net(14,403)(36,281)
Changes in certain working capital items:
Accounts receivable, net(32,258)(69,072)
Other current assets3,922 (10,319)
Accounts payable21,061 17,236 
Other current liabilities10,592 (12,667)
Net cash provided by operating activities332,716 253,344 
Cash flows from investing activities:
Additions to property and equipment(379,902)(295,485)
Proceeds from sales of property and equipment125,830 132,755 
Net cash invested in acquisition705 (141,291)
Investment in equity securities(20,250)(10,000)
Decrease in notes receivable4,870 5,114 
Net cash used in investing activities(268,747)(308,907)
Cash flows from financing activities:
Repayments of short-term debt(3,750)(25,000)
Proceeds from issuance of short-term debt 5,000 
Repayments of long-term debt(100,000) 
Proceeds from issuance of long-term debt250,000 170,000 
Dividends on common stock(23,946)(21,057)
Repurchases of common stock(110,400)(53,266)
Tax withholding related to net share settlements of restricted stock awards(3,704)(3,773)
Other cash flows from financing activities(750)(35)
Net cash provided by financing activities7,450 71,869 
Effect of exchange rate fluctuations on cash68 (212)
Net increase in cash and cash equivalents71,487 16,094 
Cash and cash equivalents, beginning of period54,196 29,334 
Cash and cash equivalents, end of period$125,683 $45,428 
Supplemental disclosures of cash flow information:
Interest paid$5,664 $2,517 
Income taxes paid38,797 56,350 
Supplemental schedule of non-cash investing and financing activities:
Notes receivable issued upon sale of property and equipment$3,771 $4,252 
Change in fair value of interest rate swaps6,772 2,063 
Property and equipment acquired included in accounts payable7,143 3,666 
Property and equipment disposed included in other receivables190  
        Dividends accrued but not yet paid at end of period8,216 8,026 
Redeemable noncontrolling interest associated with acquisition 35,322 
See Notes to Consolidated Financial Statements (Unaudited).
7

WERNER ENTERPRISES, INC.
CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY AND
TEMPORARY EQUITY - REDEEMABLE NONCONTROLLING INTEREST
(Unaudited)
Three Months Ended September 30, 2022
(In thousands, except share and per share amounts)Common
Stock
Paid-In
Capital
Retained
Earnings
Accumulated
Other
Comprehensive
Loss
Treasury
Stock
Total
Stockholders’
Equity
Temporary Equity - Redeemable Noncontrolling Interest
BALANCE, June 30, 2022$805 $124,065 $1,777,092 $(14,584)$(543,506)$1,343,872 $38,552 
Net income attributable to Werner  55,051   55,051  
Net income attributable to noncontrolling interest      874 
Other comprehensive income   1,149  1,149  
Purchases of 215,204 shares of common stock
    (8,287)(8,287) 
Dividends on common stock ($0.13 per share)
  (8,216)  (8,216) 
Equity compensation activity, 1,692 shares
 (54)  8 (46) 
Non-cash equity compensation expense 3,035    3,035  
Distribution to noncontrolling interest      (750)
BALANCE, September 30, 2022$805 $127,046 $1,823,927 $(13,435)$(551,785)$1,386,558 $38,676 
Three Months Ended September 30, 2021
(In thousands, except share and per share amounts)Common
Stock
Paid-In
Capital
Retained
Earnings
Accumulated
Other
Comprehensive
Loss
Treasury
Stock
Total
Stockholders’
Equity
Temporary Equity - Redeemable Noncontrolling Interest
BALANCE, June 30, 2021$805 $117,069 $1,542,497 $(20,873)$(342,915)$1,296,583 $ 
Net income attributable to Werner  63,761   63,761  
Net income attributable to noncontrolling interest      1,328 
Other comprehensive loss   (719) (719) 
Purchases of 1,049,120 shares of common stock
    (47,759)(47,759) 
Dividends on common stock ($0.12 per share)
  (8,026)  (8,026) 
Equity compensation activity, 1,498 shares
 (43)  10 (33) 
Non-cash equity compensation expense 2,750    2,750  
Investment in noncontrolling interest      35,322 
Distribution to noncontrolling interest      (35)
BALANCE, September 30, 2021$805 $119,776 $1,598,232 $(21,592)$(390,664)$1,306,557 $36,615 
See Notes to Consolidated Financial Statements (Unaudited).
8

WERNER ENTERPRISES, INC.
CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY AND
TEMPORARY EQUITY - REDEEMABLE NONCONTROLLING INTEREST (CONTINUED)
(Unaudited)
Nine Months Ended September 30, 2022
(In thousands, except share and per share amounts)Common
Stock
Paid-In
Capital
Retained
Earnings
Accumulated
Other
Comprehensive
Loss
Treasury
Stock
Total
Stockholders’
Equity
Temporary Equity - Redeemable Noncontrolling Interest
BALANCE, December 31, 2021$805 $121,904 $1,667,104 $(20,604)$(441,659)$1,327,550 $35,947 
Net income attributable to Werner  181,090   181,090  
Net income attributable to noncontrolling interest      3,479 
Other comprehensive income   7,169  7,169  
Purchases of 2,710,304 shares of common stock
    (110,400)(110,400) 
Dividends on common stock ($0.38 per share)
  (24,267)  (24,267) 
Equity compensation activity, 122,245 shares
 (3,978)  274 (3,704) 
Non-cash equity compensation expense 9,120    9,120  
Distribution to noncontrolling interest      (750)
BALANCE, September 30, 2022$805 $127,046 $1,823,927 $(13,435)$(551,785)$1,386,558 $38,676 
Nine Months Ended September 30, 2021
(In thousands, except share and per share amounts)Common
Stock
Paid-In
Capital
Retained
Earnings
Accumulated
Other
Comprehensive
Loss
Treasury
Stock
Total
Stockholders’
Equity
Temporary Equity - Redeemable Noncontrolling Interest
BALANCE, December 31, 2020$805 $116,039 $1,438,916 $(22,833)$(337,887)$1,195,040 $ 
Net income attributable to Werner  182,285   182,285  
Net income attributable to noncontrolling interest      1,328 
Other comprehensive income   1,241  1,241  
Purchases of 1,179,566 shares of common stock
    (53,266)(53,266) 
Dividends on common stock ($0.34 per share)
  (22,969)  (22,969) 
Equity compensation activity, 132,091 shares
 (4,262)  489 (3,773) 
Non-cash equity compensation expense 7,999    7,999  
Investment in noncontrolling interest      35,322 
Distribution to noncontrolling interest      (35)
BALANCE, September 30, 2021$805 $119,776 $1,598,232 $(21,592)$(390,664)$1,306,557 $36,615 
See Notes to Consolidated Financial Statements (Unaudited).
9

WERNER ENTERPRISES, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
 
(1) Basis of Presentation and Recent Accounting Pronouncements
Basis of Presentation
The accompanying unaudited interim consolidated financial statements include the accounts of Werner Enterprises, Inc. and its controlled subsidiaries (collectively, the “Company” or “Werner”). Noncontrolling interest on the consolidated condensed balance sheets represents the portion of a consolidated entity in which we do not have a direct equity ownership. In these notes, the terms “we,” “us,” or “our” refer to Werner Enterprises, Inc. and its subsidiaries. All significant intercompany accounts and transactions relating to these entities have been eliminated.
These consolidated financial statements have been prepared in accordance with the U.S. Securities and Exchange Commission (SEC) instructions to Form 10-Q and, in the opinion of management, reflect all adjustments, which are all of normal recurring nature, necessary to present fairly the financial condition, results of operations and cash flows for the periods presented in conformity with U.S. generally accepted accounting principles (“GAAP”). These consolidated financial statements do not include all information and footnotes required by GAAP for complete financial statements; although in management’s opinion, the disclosures are adequate so that the information presented is not misleading.
Operating results for the three and nine months ended September 30, 2022 are not necessarily indicative of the results that may be expected for the year ending December 31, 2022. In the opinion of management, the information set forth in the accompanying consolidated condensed balance sheets is fairly stated in all material respects in relation to the consolidated balance sheets from which it has been derived.
These consolidated financial statements and notes thereto should be read in conjunction with the consolidated financial statements and accompanying notes contained in our 2021 Form 10-K.
New Accounting Pronouncements Adopted
In first quarter 2022, we adopted Accounting Standards Update (“ASU”) No. 2020-04, Reference Rate Reform (Topic 848), which provides optional guidance for a limited period of time to ease the potential burden in accounting for reference rate reform on financial reporting. The provisions of this update are effective for all entities as of March 12, 2020 through December 31, 2022 and apply only to contracts, hedging relationships, and other transactions that reference the London Interbank Offered Rate (“LIBOR”) or another reference rate expected to be discontinued because of reference rate reform. The adoption of the new guidance did not have a material impact on our consolidated financial statements.
(2) Business Acquisitions
On July 1, 2021, we acquired an 80% ownership interest in ECM Associated, LLC ("ECM”) for a final purchase price of $141.3 million after net working capital changes and net of cash acquired. ECM, through its ECM Transport, LLC (“ECM Transport”) and Motor Carrier Service, LLC (“MCS”) subsidiaries, provides regional truckload carrier services in the Mid-Atlantic, Ohio, and Northeast regions of the United States. The results of operations for ECM are included in our consolidated financial statements beginning July 1, 2021, and the noncontrolling interest is presented as a separate component of the consolidated financial statements.
On November 22, 2021, we acquired 100% of the equity interests in NEHDS Logistics, LLC (“NEHDS”) for a final purchase price of $62.3 million after including the impacts of contingent consideration and net working capital changes. The purchase price allocation for NEHDS was considered final as of March 31, 2022. NEHDS is a final mile residential delivery provider serving customers primarily in the Northeast and Midwest U.S. markets. NEHDS delivers primarily big and bulky products (primarily furniture and appliances) using 2-person delivery teams performing residential and commercial deliveries. The results of operations for NEHDS are included in our consolidated financial statements beginning November 22, 2021.
Amortization expense on intangible assets was $1.4 million and $4.1 million for the three and nine months ended September 30, 2022.
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(3) Revenue
Revenue Recognition
Revenues are recognized over time as control of the promised services is transferred to our customers, in an amount that reflects the consideration we expect to be entitled to in exchange for those services.
The following table presents our revenues disaggregated by revenue source (in thousands):
 Three Months Ended
September 30,
Nine Months Ended
September 30,
 2022202120222021
Truckload Transportation Services$621,866 $527,697 $1,793,899 $1,481,846 
Werner Logistics187,138 157,968 580,007 437,494 
Inter-segment eliminations(402)(212)(1,749)(539)
   Transportation services808,602 685,453 2,372,157 1,918,801 
Other revenues19,004 17,438 56,330 50,350 
Total revenues$827,606 $702,891 $2,428,487 $1,969,151 
The following table presents our revenues disaggregated by geographic areas in which we conduct business (in thousands). Operating revenues for foreign countries include revenues for (i) shipments with an origin or destination in that country and (ii) other services provided in that country. If both the origin and destination are in a foreign country, the revenues are attributed to the country of origin.
 Three Months Ended
September 30,
Nine Months Ended
September 30,
 2022202120222021
United States$765,559 $657,795 $2,247,307 $1,815,180 
Mexico50,681 38,187 145,433 116,268 
Other11,366 6,909 35,747 37,703 
Total revenues$827,606 $702,891 $2,428,487 $1,969,151 
Contract Balances and Accounts Receivable
A receivable is an unconditional right to consideration and is recognized when shipments have been completed and the related performance obligation has been fully satisfied. At September 30, 2022 and December 31, 2021, the accounts receivable, trade, net, balance was $493.1 million and $460.5 million, respectively. Contract assets represent a conditional right to consideration in exchange for goods or services and are transferred to receivables when the rights become unconditional. At September 30, 2022 and December 31, 2021, the balance of contract assets was $9.3 million and $9.0 million, respectively. We have recognized contract assets within the other current assets financial statement caption on the consolidated condensed balance sheets. These contract assets are considered current assets as they will be settled in less than 12 months.
Contract liabilities represent advance consideration received from customers and are recognized as revenues over time as the related performance obligation is satisfied. The balance of contract liabilities was $1.2 million at September 30, 2022 and December 31, 2021. The amount of revenues recognized in the nine months ended September 30, 2022 that was included in the December 31, 2021 contract liability balance was $1.2 million. We have recognized contract liabilities within the accounts payable and other current liabilities financial statement captions on the consolidated condensed balance sheets. These contract liabilities are considered current liabilities as they will be settled in less than 12 months.
Performance Obligations
We have elected to apply the practical expedient in Accounting Standards Codification (“ASC”) Topic 606, Revenue From Contracts With Customers, to not disclose the value of remaining performance obligations for contracts with an original expected length of one year or less. Remaining performance obligations represent the transaction price allocated to future reporting periods for freight shipments started but not completed at the reporting date that we expect to recognize as revenue in the period subsequent to the reporting date; transit times generally average approximately 3 days.
During the nine months ended September 30, 2022 and 2021, revenues recognized from performance obligations related to prior periods (for example, due to changes in transaction price) were not material.
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(4) Leases
We have entered into operating leases primarily for real estate. The leases have terms which range from 1 year to 18 years, and some include options to renew. Renewal terms are included in the lease term when it is reasonably certain that we will exercise the option to renew.
Operating leases are included in other non-current assets, other current liabilities and other long-term liabilities on the consolidated condensed balance sheets. These assets and liabilities are recognized based on the present value of future minimum lease payments over the lease term at commencement date, using our incremental borrowing rate because the rate implicit in each lease is not readily determinable. We have certain contracts for real estate that may contain lease and non-lease components which we have elected to treat as a single lease component. Lease expense for operating leases is recognized on a straight-line basis over the lease term. Variable lease expense is recognized in the period in which the obligation for those payments is incurred. Lease expense is reported in rent and purchased transportation on the consolidated statements of income.
The following table presents balance sheet and other operating lease information (dollars in thousands):
 September 30, 2022December 31, 2021
Balance Sheet Classification
Right-of-use assets (recorded in other non-current assets)$33,430 $28,458 
Current lease liabilities (recorded in other current liabilities)$7,028 $6,380 
Long-term lease liabilities (recorded in other long-term liabilities)27,573 22,634 
Total operating lease liabilities$34,601 $29,014 
Other Information
Weighted-average remaining lease term for operating leases7.26 years7.63 years
Weighted-average discount rate for operating leases2.6 %2.7 %
The following table presents the maturities of operating lease liabilities as of September 30, 2022 (in thousands):
Maturity of Lease Liabilities
2022 (remaining)$2,086 
20237,357 
20246,412 
20255,515 
20264,518 
Thereafter12,130 
Total undiscounted operating lease payments$38,018 
Less: Imputed interest(3,417)
Present value of operating lease liabilities$34,601 
Cash Flows
During the nine months ended September 30, 2022 and 2021, right-of-use assets of $12.4 million and $3.9 million, respectively, were recognized as non-cash asset additions that resulted from new operating lease liabilities. Cash paid for amounts included in the present value of operating lease liabilities was $5.9 million and $3.2 million for the nine months ended September 30, 2022 and 2021, respectively, and are included in operating cash flows.
Operating Lease Expense
Operating lease expense was $5.4 million and $15.8 million for the three and nine months ended September 30, 2022, respectively, and $4.2 million and $11.3 million for the three and nine months ended September 30, 2021, respectively. This expense included $2.2 million and $6.6 million for the three and nine months ended September 30, 2022, respectively, and $1.3 million and $3.3 million for the three and nine months ended September 30, 2021, respectively, for long-term operating leases, with the remainder for variable and short-term lease expense.
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Lessor Operating Leases
We are the lessor of tractors and trailers under operating leases with initial terms of 1 to 10 years. We recognize revenue for such leases on a straight-line basis over the term of the lease. Revenues were $3.3 million and $9.6 million for the three and nine months ended September 30, 2022, respectively, and $2.9 million and $9.0 million for the three and nine months ended September 30, 2021, respectively. The following table presents information about the maturities of these operating leases as of September 30, 2022 (in thousands):
2022 (remaining)$2,486 
20235,366 
2024266 
2025273 
2026282 
Thereafter71 
Total$8,744 
(5) Fair Value
Fair Value Measurement — Definition and Hierarchy
ASC 820-10, Fair Value Measurement, defines fair value as the price that would be received to sell an asset or paid to transfer a liability (an exit price) in an orderly transaction between market participants at the measurement date.
ASC 820-10 establishes a hierarchy for inputs used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available. Observable inputs reflect the assumptions market participants would use in pricing the asset or liability, developed based on market data obtained from sources independent of the Company. Unobservable inputs reflect our own assumptions about the assumptions market participants would use in pricing the asset or liability, developed based on the best information available in the circumstances.
The fair value hierarchy prioritizes the inputs to valuation techniques used to measure fair value into three broad levels, as follows:
Level 1 — Quoted prices (unadjusted) in active markets for identical assets or liabilities that we have the ability to access.
Level 2 — Inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. Such inputs include quoted prices in markets that are not active, quoted prices for similar assets and liabilities in active and inactive markets, inputs other than quoted prices that are observable for the asset or liability and inputs that are derived principally from or corroborated by observable market data by correlation or other means.
Level 3 — Unobservable inputs for the asset or liability, where there is little, if any, observable market activity or data for the asset or liability.
In general, and where applicable, we use quoted prices in active markets for identical assets or liabilities to determine fair value. This pricing methodology applies to our Level 1 assets and liabilities. If quoted prices in active markets for identical assets and liabilities are not available to determine fair value, then we use quoted prices for similar assets and liabilities or inputs other than the quoted prices that are observable, either directly or indirectly. This pricing methodology would apply to Level 2 assets and liabilities.
The following table presents the Company's fair value hierarchy for assets measured at fair value on a recurring basis (in thousands):
Level in
Fair Value
Hierarchy
Fair Value
September 30, 2022December 31, 2021
Other non-current assets:
Equity securities (1)
1$2,932 $17,166 

(1) Represents our investments in autonomous technology companies. For additional information regarding the valuation of these equity securities, see Note 6 – Investments.
We have no material liabilities measured at fair value on a recurring basis for the periods presented.
13

Our ownership interest in Mastery Logistics Systems, Inc. (“MLSI”) does not have a readily determinable fair value and is accounted for using the measurement alternative in ASC 321, Investments - Equity Securities. For additional information regarding the valuation of our investment in MLSI, see Note 6 – Investments.
Fair Value of Financial Instruments Not Recorded at Fair Value
Cash and cash equivalents, accounts receivable trade, and accounts payable are short-term in nature and accordingly are carried at amounts that approximate fair value. These financial instruments are recorded at or near their respective transaction prices and historically have been settled or converted to cash at approximately that value (categorized as Level 2 of the fair value hierarchy).
The carrying amounts of our long-term debt approximate fair value due to the duration of our credit arrangements and the variable interest rates (categorized as Level 2 of the fair value hierarchy).
(6) Investments
Equity Investments without Readily Determinable Fair Values
In 2020, we entered into a strategic partnership with MLSI, a transportation management systems company. We are collaborating with MLSI to develop a cloud-based transportation management system using MLSI's SaaS technology which we have agreed to license. In June 2022, we paid MLSI $20.0 million for additional shares of its preferred stock. This minority equity investment is being accounted for under ASC 321 using the measurement alternative, and is recorded in other noncurrent assets on the consolidated condensed balance sheets. As of September 30, 2022 and December 31, 2021, the value of our investment was $86.8 million and $38.2 million, respectively. We record changes in the value of this investment, based on events that occur that would indicate the value of our investment in MLSI has changed, in gain or loss on investments in equity securities on the consolidated statements of income. During second quarter 2022 and third quarter 2021, investments by third-parties resulted in the remeasurements of our investment in MLS, and in the nine months ended September 30, 2022 we recognized an unrealized gain of $28.6 million and in the three and nine months ended September 30, 2021 we recognized an unrealized gain of $28.2 million on our investment based upon the prices paid by third parties. No gains or losses were recognized in the three months ended September 30, 2022. At September 30, 2022, cumulative unrealized gains on our investment in MLSI totaled $56.8 million.
Equity Investments with Readily Determinable Fair Values
We own strategic minority equity investments in autonomous technology companies, which are being accounted for under ASC 321 and are recorded in other noncurrent assets on the consolidated condensed balance sheets. We record changes in the value of these investments, based on the share prices reported by Nasdaq, in gain or loss on investments in equity securities on the consolidated statements of income. We recognized an unrealized gain of $0.1 million and an unrealized loss of $14.2 million on these investments for the three and nine months ended September 30, 2022, respectively. We recognized an unrealized loss of $12.1 million and an unrealized gain of $8.1 million on our investments for the three and nine months ended September 30, 2021, respectively. For additional information regarding the fair value of these equity investments, see Note 5 – Fair Value.
(7) Debt and Credit Facilities
On March 25, 2022, we entered into a new credit agreement (the “Wells Credit Agreement”) with Wells Fargo Bank, National Association ("Wells Fargo"), replacing our previous credit agreement with Wells Fargo dated May 14, 2019, as amended. The Wells Credit Agreement provides for a $300.0 million unsecured revolving line of credit ("Wells Line of Credit"), with a $75.0 million maximum limit for the aggregate amount of letters of credit issued, and expires on May 14, 2024. The Wells Credit Agreement also provides for an unsecured term loan commitment not to exceed a principal amount of $100.0 million ("Wells Term Loan"), with the outstanding principal balance due and payable in full on May 14, 2024. The proceeds of the Wells Line of Credit and Wells Term Loan may be used for the Company's general corporate purposes.
Amounts drawn under the Wells Line of Credit and the outstanding principal balance of the Wells Term Loan bear interest either, at our option, (i) at a variable rate based on the daily Secured Overnight Financing Rate ("SOFR") plus 0.10% and a margin ranging between 0.675% and 0.925%, or (ii) at a fixed rate based on the Term SOFR in effect on the first day of an applicable interest period designated by us plus 0.10% in the case of one month Term SOFR, 0.15% in the case of three month Term SOFR, 0.25% in the case of six month Term SOFR, and plus, in each case, a margin ranging between 0.675% and 0.925%, payable monthly. The margin rates are based on our ratio of total funded debt to earnings before interest, income taxes, depreciation and amortization (“EBITDA”). The Wells Credit Agreement also requires us to pay Wells Fargo (i) an annualized letter of credit fee based on the face amount of each letter of credit outstanding at rates ranging between 0.55% and 0.80% per annum and (ii) a nonrefundable commitment fee on the average daily unused amount of the Wells Line of Credit (after deducting undrawn letters of credit) at rates ranging between 0.11% and 0.15% per annum. The rates for the letter of credit and nonrefundable commitment fees are based on our ratio of total funded debt to EBITDA.
14

On March 25, 2022, we also entered into a second amendment to our existing unsecured revolving line of credit agreement, dated May 14, 2019, with BMO Harris Bank N.A. (“BMO Harris”), expiring May 14, 2024 (“BMO Line of Credit”). The second amendment increased our BMO Line of Credit from $200.0 million to $300.0 million and changed the variable interest rate calculation by replacing the LIBOR with the SOFR. Amounts drawn under the BMO Line of Credit bear interest, for a selected interest period, at a variable rate based on the SOFR plus 0.10% and a margin ranging between 0.70% and 1.50%, based on our ratio of total funded debt to EBITDA, payable at the end of the applicable interest period. No changes were made to the annualized letter of credit fee, nonrefundable commitment fee, and financial covenants as a result of the second amendment. We also have a $100.0 million unsecured fixed-rate term loan commitment with BMO Harris, with quarterly principal payments of $1.25 million, which began on September 30, 2021, and a final payment of principal and interest due and payable on May 14, 2024 ("BMO Term Loan"). The outstandin