SEC Info - Patriot Transportation Holding, Inc.

Page	(sequential)		(alphabetic)	↑Top
		Alternative Formats (Word, et al.) Condensed Notes to Consolidated Financial Statements Consolidated Balance Sheets Consolidated Statements of Cash Flows Consolidated Statements of Income & Comprehensive Income Consolidated Statements of Shareholders' Equity Controls and Procedures Exhibits Management's Discussion and Analysis of Financial Condition and Results of Operations Purchase of Equity Securities by the Issuer Quantitative and Qualitative Disclosures about Market Risks Risk Factors Signatures
1	1st Page – Filing Submission
"	Consolidated Balance Sheets
"	Consolidated Statements of Income & Comprehensive Income
"	Consolidated Statements of Cash Flows
"	Consolidated Statements of Shareholders' Equity
"	Condensed Notes to Consolidated Financial Statements
"	Management's Discussion and Analysis of Financial Condition and Results of Operations
"	Quantitative and Qualitative Disclosures about Market Risks
"	Controls and Procedures
"	Risk Factors
"	Purchase of Equity Securities by the Issuer
"	Exhibits
"	Signatures

i 0001616741 i false i --09-30 i 2022 i Q3 i Non-accelerated filer i i i P5Y i P9Y1M3D i P6Y5M30D i P5Y5M30D i P4Y7M5D i P2Y7M6D 0001616741 2022-04-01 2022-06-30 0001616741 2022-08-04 0001616741 2022-06-30 0001616741 2021-09-30 0001616741 2021-04-01 2021-06-30 0001616741 2021-10-01 2022-06-30 0001616741 2020-10-01 2021-06-30 0001616741 2020-09-30 0001616741 2021-06-30 0001616741 us-gaap:CommonStockMember 2020-09-30 0001616741 us-gaap:AdditionalPaidInCapitalMember 2020-09-30 0001616741 us-gaap:RetainedEarningsMember 2020-09-30 0001616741 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2020-09-30 0001616741 us-gaap:CommonStockMember 2021-09-30 0001616741 us-gaap:AdditionalPaidInCapitalMember 2021-09-30 0001616741 us-gaap:RetainedEarningsMember 2021-09-30 0001616741 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2021-09-30 0001616741 us-gaap:CommonStockMember 2021-03-31 0001616741 us-gaap:AdditionalPaidInCapitalMember 2021-03-31 0001616741 us-gaap:RetainedEarningsMember 2021-03-31 0001616741 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2021-03-31 0001616741 2021-03-31 0001616741 us-gaap:CommonStockMember 2022-03-31 0001616741 us-gaap:AdditionalPaidInCapitalMember 2022-03-31 0001616741 us-gaap:RetainedEarningsMember 2022-03-31 0001616741 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2022-03-31 0001616741 2022-03-31 0001616741 us-gaap:CommonStockMember 2020-10-01 2021-06-30 0001616741 us-gaap:AdditionalPaidInCapitalMember 2020-10-01 2021-06-30 0001616741 us-gaap:RetainedEarningsMember 2020-10-01 2021-06-30 0001616741 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2020-10-01 2021-06-30 0001616741 us-gaap:CommonStockMember 2021-10-01 2022-06-30 0001616741 us-gaap:AdditionalPaidInCapitalMember 2021-10-01 2022-06-30 0001616741 us-gaap:RetainedEarningsMember 2021-10-01 2022-06-30 0001616741 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2021-10-01 2022-06-30 0001616741 us-gaap:CommonStockMember 2021-04-01 2021-06-30 0001616741 us-gaap:AdditionalPaidInCapitalMember 2021-04-01 2021-06-30 0001616741 us-gaap:RetainedEarningsMember 2021-04-01 2021-06-30 0001616741 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2021-04-01 2021-06-30 0001616741 us-gaap:CommonStockMember 2022-04-01 2022-06-30 0001616741 us-gaap:AdditionalPaidInCapitalMember 2022-04-01 2022-06-30 0001616741 us-gaap:RetainedEarningsMember 2022-04-01 2022-06-30 0001616741 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2022-04-01 2022-06-30 0001616741 us-gaap:CommonStockMember 2021-06-30 0001616741 us-gaap:AdditionalPaidInCapitalMember 2021-06-30 0001616741 us-gaap:RetainedEarningsMember 2021-06-30 0001616741 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2021-06-30 0001616741 us-gaap:CommonStockMember 2022-06-30 0001616741 us-gaap:AdditionalPaidInCapitalMember 2022-06-30 0001616741 us-gaap:RetainedEarningsMember 2022-06-30 0001616741 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2022-06-30 0001616741 PATI:PetroleumProductsMember 2022-06-30 0001616741 PATI:OtherProductsMember 2022-06-30 0001616741 us-gaap:RevolvingCreditFacilityMember 2021-07-01 2021-07-31 0001616741 us-gaap:RevolvingCreditFacilityMember 2022-06-30 0001616741 us-gaap:RevolvingCreditFacilityMember 2021-10-01 2022-06-30 0001616741 us-gaap:DividendPaidMember 2021-10-01 2021-12-31 0001616741 us-gaap:DividendPaidMember 2020-10-01 2020-12-31 0001616741 us-gaap:StockAppreciationRightsSARSMember 2016-12-01 2016-12-31 0001616741 us-gaap:StockAppreciationRightsSARSMember 2022-06-30 0001616741 us-gaap:StockAppreciationRightsSARSMember 2016-12-31 0001616741 us-gaap:StockAppreciationRightsSARSMember 2021-06-30 0001616741 us-gaap:EmployeeStockOptionMember 2022-06-30 0001616741 us-gaap:EmployeeStockOptionMember 2021-10-01 2022-06-30 0001616741 us-gaap:EmployeeStockOptionMember 2022-04-01 2022-06-30 0001616741 us-gaap:EmployeeStockOptionMember 2021-04-01 2021-06-30 0001616741 us-gaap:EmployeeStockOptionMember 2020-10-01 2021-06-30 0001616741 PATI:DirectorStockAwardMember 2022-04-01 2022-06-30 0001616741 PATI:DirectorStockAwardMember 2021-04-01 2021-06-30 0001616741 PATI:DirectorStockAwardMember 2021-10-01 2022-06-30 0001616741 PATI:DirectorStockAwardMember 2020-10-01 2021-06-30 0001616741 us-gaap:EmployeeStockOptionMember 2021-09-30 0001616741 us-gaap:EmployeeStockOptionMember 2020-10-01 2021-09-30 0001616741 PATI:TopTenCustomersMember 2021-10-01 2022-06-30 0001616741 PATI:TopCustomersMember 2021-10-01 2022-06-30 0001616741 PATI:TopTenCustpmersMember 2022-06-30 0001616741 PATI:TopTenCustpmersMember 2021-09-30 iso4217:USD xbrli:shares iso4217:USD xbrli:shares xbrli:pure PATI:Integer

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. i Yes [x] 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). i Yes [x] 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,” “non-accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

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 [_] i No [x]

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.

Certain matters discussed in this report contain forward-looking statements that are subject to risks and uncertainties that could cause actual results to differ materially from those indicated by such forward-looking statements.

These forward-looking statements relate to, among other things, capital expenditures, liquidity, capital resources and competition and may be indicated by words or phrases such as “anticipate”, “estimate”, “plans”, “projects”, “continuing”, “ongoing”, “expects”, “management believes”, “the Company believes”, “the Company intends” and similar words or phrases. The following factors and others discussed in the Company’s periodic reports and filings with the Securities and Exchange Commission are among the principal factors that could cause actual results to differ materially from the forward-looking statements: freight demand for petroleum products including the impact of the COVID-19 pandemic and “stay home” orders, as well as increased vehicle fuel efficiency, other impacts on the COVID-19 pandemic on our operations and financial results; the increased popularity of electric vehicles; recessionary and terrorist impacts on travel in the Company’s markets; fuel costs and the Company’s ability to recover fuel surcharges; accident severity and frequency; risk insurance markets; driver availability and cost; the impact of future regulations, including regulations regarding the transportation industry and regulations intended to reduce greenhouse gas emissions; cyber-attacks; availability and terms of financing; competition in our markets; interest rates, and inflation and general economic conditions. However, this list is not a complete statement of all potential risks or uncertainties.

These forward-looking statements are made as of the date hereof based on management’s current expectations, and the Company does not undertake an obligation to update such statements, whether as a result of new information, future events or otherwise. Additional information regarding these and other risk factors may be found in the Company’s other filings made from time to time with the Securities and Exchange Commission.

The following discussion and analysis of our financial condition and results of operations should be read in conjunction with the accompanying unaudited consolidated financial statements and related notes in Item 1 and with the audited consolidated financial statements and the related notes included in our annual report on Form 10-K. The statements in this discussion regarding industry outlook, our expectations regarding our future performance, liquidity and capital resources and other non-historical statements in this discussion are forward-looking statements. These forward-looking statements are subject to risks and uncertainties, including the risks and uncertainties described in “Forward-Looking Statements” below and “Risk Factors” on page 7 of our annual report on Form 10-K. Our actual results may differ materially from those contained in or implied by any forward-looking statements. We assume no obligation to revise or publicly release any revision to any forward-looking statements contained in this quarterly report on Form 10-Q, unless required by law.

The business of the Company, conducted through our wholly owned subsidiary, Florida Rock & Tank Lines, Inc., is to transport petroleum and other liquids and dry bulk commodities. We do not own any of the products we haul, rather, we act as a third party carrier to deliver our customers’ products from point A to point B predominately using Company employees driving Company owned tractors and tank trailers. Approximately 85% of our business consists of hauling liquid petroleum products (mostly gas and diesel fuel) from large scale fuel storage facilities to our customers’ retail outlets (e.g., convenience stores, truck stops and fuel depots) where we off-load the product into our customers’ fuel storage tanks for ultimate sale to the retail consumer. The remaining 15% of our business consists of hauling dry bulk commodities such as cement, lime and various industrial powder products, water and liquid chemicals. In June 2022, we employed 316 revenue-producing drivers who operated our fleet of 270 Company tractors (excluding 3 being placed in service), 32 owner operators and 410 trailers from our 17 terminals and 6 satellite locations in Florida, Georgia, Alabama, and Tennessee. We experience increased seasonal demand in Florida in the spring and in most of our other locations during the summer months.

Our industry is characterized by such barriers to entry as the time and cost required to develop the capabilities necessary to handle hazardous material, the resources required to recruit, train and retain drivers, substantial industry regulatory and insurance requirements and the significant capital investments required to build a fleet of equipment, establish a network of terminals and, in recent years, the cost to build and maintain sufficient information technology resources to allow us to interface with and assist our customers in the day-to-day management of their product inventories.

Our industry is experiencing a severe shortage of qualified professional drivers with a tenured safe driving career. The trend we are seeing is that more and more of the applicants are drivers with little to no experience in the tank truck business, short driving careers in other lines of trucking, poor safety records and a pattern of job instability in their work history. As a result, in many markets we serve it is difficult to grow the driver count and, in some cases, to even maintain our historical or desired driver counts.

The Company’s operations are influenced by a number of external and internal factors. External factors include levels of economic and industrial activity in the United States and the Southeast, driver availability and cost, government regulations regarding driver qualifications and limitations on the hours drivers can work, petroleum product demand in the Southeast which is driven in part by tourism and commercial aviation, and fuel costs. Internal factors include revenue mix, equipment utilization, Company imposed restrictions on hiring drivers under the age of 21 or drivers without at least one year of driving experience, auto and workers’ compensation accident frequencies and severity, administrative costs, and group health claims experience.

To measure our performance, management focuses primarily on revenue growth, revenue miles, operating revenue per mile, our preventable accident frequency rate (“PAFR”), our operating ratio (defined as our operating expenses as a percentage of our operating revenue), turnover rate (excluding drivers related to terminal closures) and average driver count (defined as average number of revenue producing drivers including owner operators under employment over the specified time period) as compared to the same period in the prior year.

Comparative Results of Operations for the Three Months ended June 30, 2022 and 2021

The Company reported net income of $771,000, or $.22 per share for the quarter ended June 30, 2022, compared to $323,000, or $.09 per share, in the same quarter last year. Net income in the prior year third quarter included $133,000, or $.04 per share, from gains on real estate sales net of income taxes.

Revenue miles were down 535,000, or 9%, over the same quarter last year due to a lower average driver count resulting primarily from the closure of our Nashville location and turnover (down ~25 drivers from the 3rd quarter of last year). Operating revenues for the quarter were $23,501,000, up $2,646,000 from the same quarter last year due to rate increases, higher fuel surcharges and an improved business mix. Operating revenue per mile was up $.86, or 24.2%.

Compensation and benefits increased $574,000, mainly due to the recent increases in driver compensation mostly offset by a lower driver count and non-driver personnel reductions. Gross fuel expense increased $1,397,000 due to higher diesel prices. Insurance and losses increased $129,000, primarily due to the negative development of a fiscal year 2020 auto liability claim. Depreciation expense was down $299,000 in the quarter. Gain on the sale of assets was $163,000 versus $46,000 in the same quarter last year.

As a result, operating profit this quarter was $913,000 compared to $452,000 in the same quarter last year. Excluding the gain on sale of land, the adjusted operating profit was $269,000 in last year’s third quarter.

Comparative Results of Operations for the Nine Months ended June 30, 2022 and 2021

The Company reported net income of $6,720,000, or $1.85 per share, compared to $585,000, or $.17 per share, in the same period last year. The first nine months’ net income included $6,281,000, or $1.73 per share, from gains on real estate sales net of income taxes. Net income in the prior year nine months included $1,170,000, or $.34 per share, from gains on real estate sales net of income taxes.

Revenue miles were down 2,207,000, or 12%, over the same period last year due to a lower average driver count (down ~49 drivers from the first nine months of last year). Operating revenues for the period were $65,000,000, up $4,189,000 from the same period last year. Operating revenue per mile was up $.72, or 21.7% due to rate increases, higher fuel surcharges and an improved business mix.

Compensation and benefits increased $882,000, mainly due to the increased driver compensation package offset by a lower driver count and non-driver personnel reductions. Gross fuel expense increased $2,713,000 as a result of higher diesel prices. Insurance and losses increased $462,000, primarily as a result of a maximum limit COVID claim ($372,500) and the negative workers’ compensation adjustment from a prior year claim ($380,000). Depreciation expense was down $832,000 in the period. SG&A expense was higher by $384,000 mainly due to a one-time transaction bonus following the sale of the Tampa property for certain members of the management team ($312,000 in SG&A and $82,000 in Corporate for a total of $394,000) and higher legal fees. Gain on the sale of land was $8,330,000 due to the sale of our former terminal location in Tampa, FL compared to $1,614,000 in the same period last year due to the sale of our former terminal location in Pensacola, FL and the sale and partial leaseback of our terminal in Chattanooga, TN. Gain on the sale of assets was $642,000 versus a loss of ($153,000) in the same period last year.

As a result, operating profit this period was $8,815,000 compared to $822,000 in the same period last year. Operating ratio was 86.4 in the first nine months versus 98.6 the same period last year. Excluding

the gain on sale of terminal sites and the one-time transaction bonus, adjusted operating profit for the first nine months was $879,000 as compared to an adjusted operating loss of ($792,000) in the same period last year. The COVID medical claim and the prior year workers’ compensation claim resulted in a total charge of $752,500 in the first nine months of fiscal 2022.

To supplement the financial results presented in accordance with GAAP, Patriot presents certain non-GAAP financial measures within the meaning of Regulation G promulgated by the Securities and Exchange Commission. Patriot uses these non-GAAP financial measures to analyze its continuing operations and to monitor, assess, and identify meaningful trends in its operating and financial performance. These measures are not, and should not be viewed as, substitutes for GAAP financial measures.

Adjusted operating profit excludes the impact of the gain on sale of terminal sites and the one-time transaction bonus related to the sale. Adjusted operating profit is presented to provide additional perspective on underlying trends in Patriot’s core operating results. A reconciliation between operating profit and adjusted operating profit is as follows:

Liquidity and Capital Resources. The Company maintains its operating accounts with Wells Fargo Bank, N.A. and these accounts directly sweep overnight against the Wells Fargo revolver. As of June 30, 2022, we had no debt outstanding on this revolver, $1,461,000 letters of credit and $13,539,000 available for additional borrowings. The Company expects our fiscal year 2022 cash generation to cover the cost of our operations and our budgeted capital expenditures

Cash Flows - The following table summarizes our cash flows from operating, investing and financing activities for each of the periods presented (in thousands of dollars):

Operating Activities - Net cash provided by operating activities (as set forth in the cash flow statement) was $3,975,000 for the nine months ended June 30, 2022, compared to $3,547,000 in the same period last year. The total of net income plus depreciation and amortization and less gains on sales of property and equipment decreased $2,291,000 versus the same period last year. These changes are described above under "Comparative Results of Operations." Fluctuations in prepaid expenses, accounts payable, and income taxes payable added $2,867,000 in cash provided by operating activities. These changes comprise the majority of the increase in net cash provided by operating activities.

Investing Activities – Investing activities include the purchase of property and equipment, any business acquisitions and proceeds from sales of property and equipment upon retirement. For the nine months ended June 30, 2022, cash provided by investing activities was $7,568,000 which included the proceeds from retirements net of the purchase of plant, property and equipment. For the nine months ended June 30, 2021, cash provided by investing activities was $1,209,000 which included the proceeds from retirements net of the purchase of plant, property and equipment.

Financing Activities – Financing activities primarily include net changes to our outstanding revolving debt, proceeds from the sale of shares of common stock through employee equity incentive plans, and dividends. For the nine months ended June 30, 2022, cash used in financing activities was $12,493,000 due to dividends paid offset by proceeds from exercised stock options. For the nine months ended June 30, 2021, cash used in financing activities was $10,132,000 primarily due to dividends paid. We had no outstanding long-term debt on June 30, 2022 or 2021.

Credit Facilities - The Company has a five-year credit agreement with Wells Fargo Bank N.A. which provides a $15 million revolving line of credit with a $10 million sublimit for stand-by letters of credit. The amounts outstanding under the credit agreement bear interest at a rate of 1.1% over the Secured Overnight Financing Rate (“SOFR”), which may change quarterly based on the Company’s ratio of consolidated total debt to consolidated total capital. A commitment fee of 0.12% per annum is payable quarterly on the unused portion of the commitment. The credit agreement contains certain conditions and financial covenants, including a minimum tangible net worth. As of June 30, 2022, the tangible net worth covenant would have limited our ability to pay dividends or repurchase stock with borrowed funds to a maximum of $1,433,000 combined.

Cash Requirements - The Company currently expects its fiscal 2022 capital expenditures to be approximately $6.0 million for replacement equipment which we expect to be fully funded by our cash generated from our operations. The amount of capital expenditures through June 30, 2022 were $2,859,000.

Impact of the COVID-19 Pandemic. The COVID-19 pandemic continues to have some impact on demand for oil and petroleum products in certain markets but that impact was far less in this quarter than had been experienced since the beginning of the pandemic. As an essential business, we have continued to operate throughout the pandemic in accordance with CDC guidance and orders issued by state and local authorities.

Summary and Outlook. Since announcing the first significant pay increase back in April of 2021,

our driver count has stabilized and we have been holding steady at +/- 355 revenue producing drivers. During the first quarter of 2022 we announced additional driver pay increases in all of our markets, with the majority effective February 4, 2022. Driver turnover has fallen to 77% through the first nine months of this year versus 100% in last fiscal year. We continue to see steady activity on driver applications and the average number of drivers in training. In July, we announced additional driver pay increases effective August 5, 2022 in about half of our markets. These increases require drivers to meet certain criteria each month in order to qualify, including minimum average log hours worked and zero unexcused absences to help drive productivity.

We continue to successfully negotiate additional rate increases with our customers as we adjust driver pay. These additional rate increases will fully offset the additional driver pay. We continue to focus on diversifying our product mix with more water and dry bulk drivers.

Our balance sheet remained stable with $9.9 million of cash and cash equivalents as of June 30, 2022, with no outstanding debt. We replaced 10 tractors in the first half of this fiscal year with plans to buy an additional 20 replacement tractors and a handful of trailers in Q4 putting our current planned capital expenditures at ~$6,000,000 for fiscal year 2022.

Interest Rate Risk - We are exposed to the impact of interest rate changes through our variable-rate borrowings under the credit agreement. Under the Wells Fargo revolving credit line, the applicable spread for borrowings at June 30, 2022 was 1.1% over SOFR.

Commodity Price Risk - The price and availability of diesel fuel are subject to fluctuations due to changes in the level of global oil production, seasonality, weather, global politics and other market factors. Historically, we have been able to recover a significant portion of fuel price increases from our customers in the form of fuel surcharges. The typical fuel surcharge table provides some margin contribution at higher diesel fuel prices but also results in some margin erosion at the lower diesel fuel prices. The price and availability of diesel fuel can be unpredictable as well as the extent to which fuel surcharges can be collected to offset such increases.

The Company maintains disclosure controls and procedures that are designed to ensure that information required to be disclosed in the Company’s reports under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to management, including the Company’s Chief Executive Officer (“CEO”) and Chief Financial Officer (“CFO”), as appropriate, to allow timely decisions regarding required disclosure.

The Company also maintains a system of internal accounting controls over financial reporting that are designed to provide reasonable assurance to the Company’s management and Board of Directors regarding the preparation and fair presentation of published financial statements.

All control systems, no matter how well designed, have inherent limitations. Therefore, even those systems determined to be effective can provide only reasonable assurance of achieving the desired control objectives.

As of June 30, 2022, the Company, under the supervision and with the participation of the Company's management, including the CEO, CFO and CAO, carried out an evaluation of the effectiveness of the design and operation of the Company's disclosure controls and procedures. Based on this evaluation, the Company’s CEO, CFO and CAO concluded that the Company's disclosure controls and procedures are effective in alerting them in a timely manner to material information required to be included in periodic SEC filings.

There have been no changes in the Company’s internal controls over financial reporting during our most recent fiscal quarter that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

In addition to the other information set forth in this report, you should carefully consider the factors discussed in Part I, “Item 1A. Risk Factors” in our Annual Report on Form 10-K for the year ended September 30, 2021, which could materially affect our business, financial condition or future results. The risks described in our Annual Report on Form 10-K are not the only risks facing our Company. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial also may materially adversely affect our business, financial condition and/or operating results.

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Report to be signed on its behalf by the undersigned thereunto duly authorized.

i Florida		i 47-2482414
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

i 200 W. Forsyth St., i 7th Floor, i Jacksonville, i florida		i 32202
(Address of principal executive offices)		(Zip Code)

Title of each class		Trading Symbol		Name of each exchange on which registered
i Common Stock, $.10 par value		i PATI		i NASDAQ

Large accelerated filer [ ]		Accelerated filer [ ]

Non-accelerated filer [ ]		Smaller reporting company [ i x]

Emerging growth company [ i ]

	Class				August 4, 2022
	Common Stock				i 3,484,004

		June 30,		September 30,
Assets		2022			2021
Current assets:
Cash and cash equivalents	$	i 9,949			i 10,899
Accounts receivable (net of allowance for doubtful accounts of $ i 66 and $ i 86, respectively)		i 5,504			i 4,930
Inventory of parts and supplies		i 1,228			i 871
Prepaid tires on equipment		i 1,400			i 1,317
Prepaid taxes and licenses		i 111			i 448
Prepaid insurance		i 3,100			i 4,614
Prepaid expenses, other		i 202			i 299
Total current assets		i 21,494			i 23,378

Property and equipment, at cost		i 73,602			i 77,181
Less accumulated depreciation		i 53,968			i 54,497
Net property and equipment		i 19,634			i 22,684

Operating lease right-of-use assets		i 2,660			i 1,949
Goodwill		i 3,637			i 3,637
Intangible assets, net		i 606			i 756
Other assets, net		i 146			i 156
Total assets	$	i 48,177			i 52,560

Liabilities and Shareholders’ Equity
Current liabilities:
Accounts payable	$	i 2,539			i 1,858
Federal and state taxes payable		i 1,675			i 263
Accrued payroll and benefits		i 2,878			i 2,939
Accrued insurance		i 1,198			i 1,105
Accrued liabilities, other		i 980			i 1,742
Operating lease liabilities, current portion		i 928			i 928
Total current liabilities		i 10,198			i 8,835

Operating lease liabilities, less current portion		i 1,928			i 1,131
Deferred income taxes		i 2,976			i 4,062
Accrued insurance		i 1,537			i 1,537
Other liabilities		i 862			i 879
Total liabilities		i 17,501			i 16,444
Commitments and contingencies		—			—
Shareholders’ Equity:
Preferred stock, i i 5,000,000 / shares authorized, of which i i 250,000 / shares are designated Series A Junior Participating Preferred Stock; $ i i 0.01 / par value; None issued and outstanding		i —			i —
Common stock, $ i i .10 / par value; ( i i 25,000,000 / shares authorized; i i 3,484,004 / and i i 3,415,643 / shares issued and outstanding, respectively)		i 348			i 342
Capital in excess of par value		i 39,906			i 39,257
Accumulated deficit		( i 9,660	)		( i 3,572	)
Accumulated other comprehensive income, net		i 82			i 89
Total shareholders’ equity		i 30,676			i 36,116
Total liabilities and shareholders’ equity	$	i 48,177			i 52,560

Patriot Transportation Holding, Inc. – ‘10-Q’ for 6/30/22

On: Monday, 8/8/22, at 2:53pm ET · For: 6/30/22 · Accession #: 1616741-22-36 · File #: 1-36605

Previous ‘10-Q’: ‘10-Q’ on 5/13/22 for 3/31/22 · Next: ‘10-Q’ on 2/14/23 for 12/31/22 · Latest: ‘10-Q’ on 8/3/23 for 6/30/23

Quarterly Report — Form 10-Q

Filing Table of Contents

‘10-Q’ — Pati June 22 Form 10Q

Document Table of Contents

This is an HTML Document rendered as filed. [ Alternative Formats ]

Dates Referenced Herein and Documents Incorporated by Reference

Preliminary Note Regarding Forward-Looking Statements		3

	Part I. Financial Information

Item 1.	Financial Statements
	Consolidated Balance Sheets	4
	Consolidated Statements of Income & Comprehensive Income	5
	Consolidated Statements of Cash Flows	6
	Consolidated Statements of Shareholders’ Equity	7
	Condensed Notes to Consolidated Financial Statements	8

Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations	13

Item 3.	Quantitative and Qualitative Disclosures about Market Risks	20

Item 4.	Controls and Procedures	20

	Part II. Other Information

Item 1A.	Risk Factors	21

Item 2.	Purchase of Equity Securities by the Issuer	21

Item 6.	Exhibits	21

Signatures		22

Exhibit 31	Certifications pursuant to Section 302 of the Sarbanes-Oxley Act of 2002	24

Exhibit 32	Certifications pursuant to Section 906 of the Sarbanes-Oxley Act of 2002	27


	Nine months ended June 30,
		2022		2021
Cash flows from operating activities:
Net income	$	i 6,720		i 585
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization		i 5,390		i 6,259
Non-cash gain of acquisition-related contingent consideration		i —		( i 16	)
Deferred income taxes		( i 1,086	)	( i 1,483	)
Gain on asset dispositions		( i 9,033	)	( i 1,476	)
Stock-based compensation		i 340		i 404
Net changes in operating assets and liabilities:
Accounts receivable		( i 574	)	( i 303	)
Inventory of parts and supplies		( i 357	)	i 10
Prepaid expenses		i 1,865		i 1,000
Other assets		i 2		i 41
Accounts payable and accrued liabilities		( i 49	)	( i 1,064	)
Income taxes payable and receivable		i 1,412		i 425
Operating lease assets and liabilities, net		( i 638	)	( i 820	)
Long-term insurance liabilities and other long-term liabilities		( i 17	)	( i 15	)
Net cash provided by operating activities		i 3,975		i 3,547

Cash flows from investing activities:
Purchase of property and equipment		( i 2,859	)	( i 739	)
Proceeds from the sale of property, plant and equipment		i 10,427		i 2,529
Cash held in escrow		i —		( i 581	)
Net cash provided by investing activities		i 7,568		i 1,209

Cash flows from financing activities:
Dividends paid		( i 12,808	)	( i 10,132	)
Proceeds from exercised stock options		i 315		i —
Net cash used in financing activities		( i 12,493	)	( i 10,132	)

Net decrease in cash and cash equivalents		( i 950	)	( i 5,376	)
Cash and cash equivalents at beginning of period		i 10,899		i 15,962
Cash and cash equivalents at end of the period	$	i 9,949		i 10,586

Supplemental disclosures of cash flow information:
Cash paid during the period for:
Interest	$	i 12		i 21
Income taxes		i 1,770		i 1,276
Non-cash investing and financing activities:
Right-of-use assets obtained in exchange for operating lease liabilities		i 1,453		i —

ITEM	Nine months 2022 vs. 2021
Operating Revenues	Up 6.9%
Revenue Miles	Down 12.1%
Revenue Per Mile	Up 21.7%
PAFR (incidents per 1M miles) goal of 2.0	1.61 vs. 1.68
Operating Ratio	86.4% vs. 98.6%
Driver Turnover Rate	77.0% vs. 100.4%
Avg. Driver Count incl. owner operators	Down 10.0%

	Three months ended June 30
(dollars in thousands)		2022		%		2021		%

Revenue miles (in thousands)		5,334				5,869

Operating revenues		23,501		100.0	%	20,855		100.0	%

Cost of operations:
Compensation and benefits		9,774		41.6	%	9,200		44.1	%
Fuel expenses		3,965		16.9	%	2,568		12.3	%
Repairs & tires		1,502		6.4	%	1,316		6.3	%
Other operating		739		3.1	%	734		3.5	%
Insurance and losses		1,918		8.1	%	1,789		8.6	%
Depreciation expense		1,363		5.8	%	1,662		8.0	%
Rents, tags & utilities		651		2.8	%	653		3.1	%
Sales, general & administrative		2,328		9.9	%	2,284		11.0	%
Corporate expenses		511		2.2	%	426		2.0	%
Gain on sale of terminal sites		—		0.0	%	(183	)	-0.9	%
Gain on disposition of PP&E		(163	)	-0.7	%	(46	)	-0.2	%
Total cost of operations		22,588		96.1	%	20,403		97.8	%

Total operating profit	$	913		3.9	%	452		2.2	%

	Nine months ended June 30
(dollars in thousands)		2022		%		2021		%

Revenue miles (in thousands)		16,105				18,312

Operating revenues		65,000		100.0	%	60,811		100.0	%

Cost of operations:
Compensation and benefits		27,820		42.8	%	26,938		44.3	%
Fuel expenses		9,843		15.1	%	7,130		11.7	%
Repairs & tires		4,163		6.4	%	4,033		6.6	%
Other operating		2,193		3.4	%	2,302		3.8	%
Insurance and losses		6,302		9.7	%	5,840		9.6	%
Depreciation expense		4,246		6.5	%	5,078		8.3	%
Rents, tags & utilities		2,032		3.1	%	2,052		3.4	%
Sales, general & administrative		6,945		10.7	%	6,561		10.8	%
Corporate expenses		1,613		2.5	%	1,516		2.5	%
Gain on sale of terminal sites		(8,330	)	-12.8	%	(1,614	)	-2.7	%
Loss (gain) on disposition of PP&E		(642	)	-1.0	%	153		0.3	%
Total cost of operations		56,185		86.4	%	59,989		98.6	%

Total operating profit	$	8,815		13.6	%	822		1.4	%

	Three months ended					Nine months ended
	June 30, 2022		June 30, 2021			June 30, 2022			June 30, 2021
Operating profit	$	913		452			8,815			822
Adjustments:
Gain on sale of terminal sites		—		(183	)		(8,330	)		(1,614	)
One-time transaction bonus		—		—			394			—
Adjusted operating profit (loss)	$	913		269			879			(792	)

	Nine months
	Ended June 30,
	2022			2021
Total cash provided by (used for):
Operating activities	$	3,975			3,547
Investing activities		7,568			1,209
Financing activities		(12,493	)		(10,132	)
Decrease in cash and cash equivalents	$	(950	)		(5,376	)

Outstanding debt at the beginning of the period		—			—
Outstanding debt at the end of the period		—			—

						(c)
						Total
						Number of
						Shares		(d)
						Purchased		Approximate
		(a)				As Part of		Dollar Value of
		Total		(b)		Publicly		Shares that May
		Number of		Average		Announced		Yet Be Purchased
		Shares		Price Paid		Plans or		Under the Plans
Period		Purchased		per Share		Programs		or Programs (1)
	April 1 through April 30		—	$	—		—	$	5,000,000

	May 1 through May 31		—	$	—		—	$	5,000,000

	June 1 through June 30		—	$	—		—	$	5,000,000

	Total		—	$	—		—

		PATRIOT TRANSPORTATION HOLDING, INC.


Date: August 8, 2022	By	ROBERT E. SANDLIN
		Robert E. Sandlin
		President and Chief Executive Officer
		(Principal Executive Officer)


	By	MATTHEW C. MCNULTY
		Matthew C. McNulty
		Vice President, Chief Operating Officer,
		Chief Financial Officer and Secretary
		(Principal Financial Officer)


	By	JOHN D. KLOPFENSTEIN
		John D. Klopfenstein
		Controller, Chief Accounting Officer and
		Treasurer
		(Principal Accounting Officer)

101.XSD	XBRL Taxonomy Extension Schema
101.CAL	XBRL Taxonomy Extension Calculation Linkbase
101.DEF	XBRL Taxonomy Extension Definition Linkbase
101.LAB	XBRL Taxonomy Extension Label Linkbase
101.PRE	XBRL Taxonomy Extension Presentation Linkbase
104.	Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

This ‘10-Q’ Filing	Date	Other Filings

	9/30/22
Filed on:	8/8/22
	8/5/22
	8/4/22
For Period end:	6/30/22
	4/1/22
	2/4/22	4, 8-K
	11/15/21
	10/1/21
	9/30/21	10-K
	7/6/21	8-K
	6/30/21	10-Q
	4/1/21
	12/30/20
	10/1/20
	12/28/18	8-K
	2/4/15	4, 4/A, 8-K
	1/30/15	3, 4, 4/A, S-8
		List all Filings