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Pam Transportation Services Inc – ‘10-Q’ for 3/31/02

On: Wednesday, 5/15/02, at 3:55pm ET · For: 3/31/02 · Accession #: 798287-2-5 · File #: 0-15057

Previous ‘10-Q’: ‘10-Q’ on 11/14/01 for 9/30/01 · Next: ‘10-Q’ on 8/9/02 for 6/30/02 · Latest: ‘10-Q’ on 10/31/23 for 9/30/23 · 16 References:

  As Of                Filer                Filing    For·On·As Docs:Size

 5/15/02  Pam Transportation Services Inc   10-Q        3/31/02    4:88K

Quarterly Report — Form 10-Q
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 10-Q        Ptsi 1st Qtr 2002 10-Q                                11     73K 
 2: EX-3.1      Articles of Incorporation/Organization or By-Laws      3±    13K 
 3: EX-3.2      Articles of Incorporation/Organization or By-Laws     13±    53K 
 4: EX-11.1     Statement re: Computation of Earnings Per Share        2±     8K

10-Q — Ptsi 1st Qtr 2002 10-Q
Document Table of Contents

Page	(sequential)	\|	(alphabetic)	Top
			Alternative Formats (Word, et al.) Changes in Securities and Use of Proceeds Exhibits and Reports on Form 8-K Financial Statements Management's Discussion and Analysis of Financial Condition and Results of Operations Other Matters Quantitative and Qualitative Disclosure about Market Risk
1	1st Page - Filing Submission
2	Item 1. Financial Statements
8	Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations
10	Item 2. Changes in Securities and Use of Proceeds
"	Item 3. Quantitative and Qualitative Disclosure about Market Risk
"	Item 5. Other Matters
"	Item 6. Exhibits and Reports on Form 8-K

10-Q 1st Page of 11 TOC ↑Top Previous Next ↓Bottom Just 1st
 
 UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

 FORM 10-Q

[  X  ]            QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (D)            
        OF THE SECURITIES EXCHANGE ACT OF 1934

     For the quarterly period ended March 31, 2002

[  _  ]            TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (D)           
        OF THE SECURITIES EXCHANGE ACT OF 1934

     For the transition period from ______to______

  Commission File Number   0-15057
                           -------

P.A.M. TRANSPORTATION SERVICES, INC.
------------------------------------
(Exact name of registrant as specified in its charter)

       Delaware                                           71-0633135
       --------                                           ----------
(State or other jurisdiction of                              (I.R.S. Employer   
incorporation or organization)                             Identification No.)

  Highway 412 West, Tontitown, Arkansas      72770
   -------------------------------------------------
   (Address of principal executive offices) (Zip Code)

Registrants telephone number, including area code:  (479) 361-9111

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by section 13 or 15(d) of the Securities Exchange Act of 1934 during
the  preceding  12  months  (or  for such shorter period that the registrant was
required  to  file  such  reports),  and  (2)  has  been  subject to such filing
requirements  for  the  past  90  days.                                         

Yes  [  X  ]          No  [  _  ]                                               

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

     Class                                    Outstanding at May 3, 2002
       -----                                 -------------------------------
Common Stock, $.01 Par Value                              11,250,207            

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PART I - FINANCIAL INFORMATION  

Item  1.  Financial Statements  

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                     P.A.M. TRANSPORTATION SERVICES, INC.                       
                               AND SUBSIDIARIES                                 
                     CONDENSED CONSOLIDATED BALANCE SHEETS                      
                                (in thousands)                                  

                                                    March 31,    December 31,   
                                                      2002           2001       
                                                      ----           ----       
                                                  (unaudited)       (note)      
                                                                                
ASSETS                                                                          
Current assets:                                                                 
     Cash and cash equivalents                     $   6,716      $     896     
     Receivables:                                                               
          Trade, net of allowance                     38,891         24,327     
          Other                                          488            744     
     Operating supplies and inventories                  409            255     
     Deferred income taxes                               392            472     
     Prepaid expenses and deposits                     6,473          3,980     
     Income taxes refundable                             170            393     
                                                   ---------      ---------     
          Total current assets                        53,539         31,067     

Property and equipment, at cost                      213,893        211,902     
     Less:  accumulated depreciation                 (74,004)       (70,190)    
                                                   ---------      ---------     
          Net property and equipment                 139,889        141,712     

Other assets:                                                                   
     Excess of cost over net assets acquired           8,102          8,102     
     Other                                             1,772          1,635     
                                                   ---------      ---------     
          Total other assets                           9,874          9,737     
                                                   ---------      ---------     
Total assets                                       $ 203,302      $ 182,516     
                                                   =========      =========     
LIABILITIES AND SHAREHOLDERS' EQUITY                                            
Current liabilities:                                                            
     Current maturities of long-term debt          $   4,849      $  17,692     
     Trade accounts payable                           15,638          7,800     
     Other current liabilities                        10,625          8,722     
                                                   ---------      ---------     
          Total current liabilities                   31,112         34,214     

Long-term debt, less current portion                  20,962         47,023     
Deferred income taxes                                 30,828         28,682     
Shareholders' equity:                                                           
Common stock                                             107             86     
Additional paid-in capital                            64,493         20,461     
Accumulated other comprehensive income (loss)           (364)          (508)    
Retained earnings                                     56,164         52,558     
                                                   ---------      ---------     
Total shareholders' equity                           120,400         72,597     
                                                   ---------      ---------     
Total liabilities and shareholders' equity        $  203,302      $ 182,516     
                                                   =========      =========     

Note:  The  balance sheet at December 31, 2001 has been derived from the audited
financial  statements  at  that date but does not include all of the information
and  footnotes required by generally accepted accounting principles for complete
financial statements.  See notes to condensed consolidated financial statements.


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                   P.A.M. TRANSPORTATION SERVICES, INC.                   
                            AND SUBSIDIARIES                              
              CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS             
                              (unaudited)                                 
                  (in thousands, except per share data)                   

                                                     Three Months Ended   
                                                          March 31,       
                                                    2002           2001   
                                                    ----           ----   
                                                                          
Operating revenues                               $  63,313      $  58,406 

Operating expenses:                                                       
  Salaries, wages and benefits                      27,981         25,747 
  Operating supplies                                12,013         10,761 
  Rent/purchased transportation                      2,794          3,906 
  Depreciation and amortization                      5,277          4,766 
  Operating taxes and licenses                       3,321          2,924 
  Insurance and claims                               3,514          2,435 
  Communications and utilities                         616            533 
  Other                                                782          1,764 
  (Gain) loss on sale of equipment                      33             25 
                                                 ---------      --------- 
                                                    56,331         52,861 
                                                 ---------      --------- 
Operating income                                     6,982          5,545 
Other income (expense)                                                    
  Interest expense                                    (972)        (1,147)
                                                 ---------      --------- 

Income before income taxes                           6,010          4,398 
                                                 ---------      --------- 

Income taxes --current                                 275            551 
             --deferred                              2,129          1,208 
                                                 ---------      --------- 
                                                     2,404          1,759 
                                                 ---------      --------- 

Net income                                       $   3,606      $   2,639 
                                                 =========      ========= 
Net income per common share:                                              
  Basic                                          $    0.40      $    0.31 
                                                 =========      ========= 
  Diluted                                        $    0.40      $    0.31 
                                                 =========      ========= 

Average common shares outstanding-Basic          8,927,546      8,473,567 
                                                 =========      ========= 
Average common shares outstanding-Diluted        8,973,551      8,519,088 
                                                 =========      ========= 

        See notes to condensed consolidated financial statements.         


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                       P.A.M. TRANSPORTATION SERVICES, INC.                          
                                 AND SUBSIDIARIES                                    
                  CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS                    
                                    (unaudited)                                      
                                  (in thousands)                                     

                                                                  Three months Ended 
                                                                       March 31,     
                                                                  2002          2001 
                                                                  ----          ---- 
                                                                                     
OPERATING ACTIVITIES                                                                 
Net income                                                   $   3,606     $   2,639 
  Adjustments to reconcile net income to net cash                                    
  provided by operating activities:                                                  
     Depreciation and amortization                               5,277         4,766 
     Non compete agreement amortization                              -            33 
     Provision for deferred income taxes                         2,129         1,208 
     (Gain)/loss on retirement of property and equipment            33            25 
     Changes in operating assets and liabilities:                                    
          Accounts receivable                                  (14,354)       (6,459)
          Prepaid expenses and other current assets             (2,561)       (3,243)
          Accounts payable                                       8,078           702 
          Accrued expenses                                       1,903         1,140 
                                                             ---------     --------- 
Net cash provided by operating activities                        4,111           811 

INVESTING ACTIVITIES                                                                 
Purchases of property and equipment                             (5,730)      (15,130)
Proceeds from sales of assets                                    2,244         1,356 
Lease payments received on direct financing leases                  46            46 
                                                             ---------     --------- 
Net cash used in investing activities                           (3,440)      (13,728)

FINANCING ACTIVITIES                                                                 
Borrowings under lines of credit                                86,752        74,809 
Repayments under lines of credit                               (95,828)      (63,070)
Borrowings of long-term debt                                     1,459         7,112 
Repayments of long-term debt                                   (31,287)       (5,871)
Proceeds from issuance of common stock                          43,890             - 
Proceeds from exercise of stock options                            163            36 
                                                             ---------     --------- 
Net cash provided by financing activities                        5,149        13,016 
                                                             ---------     --------- 
Net increase in cash and cash equivalents                        5,820            99 

Cash and cash equivalents at beginning of period             $     896     $     485 
                                                             ---------     --------- 
Cash and cash equivalents at end of period                   $   6,716     $     584 
                                                             =========     ========= 

          See  notes  to  condensed  consolidated  financial  statements.            

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                                        P.A.M. TRANSPORTATION SERVICES, INC.                                     
                                                AND SUBSIDIARIES                                                 
                             CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDER EQUITY                             
                                                   (unaudited)                                                   
                                                 (in thousands)                                                  

-----------------------------------------------------------------------------------------------------------------
                                                          Additional                   Accumulated               
                                             Common        Paid-In        Retained        Other                  
                                             Stock         Capital        Earnings     Comprehensive      Total  
-----------------------------------------------------------------------------------------------------------------
                                                                                                                 
Balances at December 31, 2001              $   86       $   20,461     $   52,558      $   (508)      $   72,597 
  Components of comprehensive income:                                                                            
    Net earnings                                                            3,606                          3,606 
    Unrealized gain on hedge, net                                                                                
    of tax of $ 95                                                                          144              144 
              ----                                                                                         ----- 
    Total comprehensive income                                                                             3,750 
                                                                                                           ----- 
  Exercise of stock options                     -              163                                           163 
  Common stock offering                        21           43,869                                        43,890 
-----------------------------------------------------------------------------------------------------------------
Balances at March 31, 2002                 $  107       $   64,493     $   56,164      $   (364)      $  120,400 
 ================================================================================================================

          See  notes  to  condensed  consolidated  financial  statements.                                        

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  P.A.M. TRANSPORTATION SERVICES, INC.
AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
MARCH 31, 2002

NOTE  A:  BASIS  OF  PRESENTATION                                               
---------------------------------                                               
The accompanying unaudited condensed consolidated financial statements have been
prepared in accordance with generally accepted accounting principles for interim
financial  information  and with the instructions to Form 10-Q and Article 10 of
Regulation  S-X.  Accordingly,  they  do  not include all of the information and
footnotes  required  by  generally  accepted  accounting principles for complete
financial  statements.  In  management's opinion, all adjustments (consisting of
normal recurring accruals) necessary for a fair presentation have been included.
Operating  results  for  the  three-month  period  ended  March 31, 2002 are not
necessarily  indicative  of  the results that may be expected for the year ended
December  31, 2002. For further information, refer to the consolidated financial
statements  and the footnotes thereto included in the Company's annual report on
Form  10-K  for  the  year  ended  December  31,  2001.                         

NOTE  B:  DERIVATIVE FINANCIAL INSTRUMENTS                                      
------------------------------------------                                      
On  January  1,  2001,  the  Company  adopted  Statement of Financial Accounting
Standards  No.  133,  "Accounting  for  Derivative  Instruments  and  Hedging   
Activities,"  issued  by  the  Financial  Accounting  Standards  Board  in 1998.
Statement  No.  133,  as amended, establishes accounting and reporting standards
requiring  the  recording  of each derivative instrument in the balance sheet as
either  an  asset or liability measured at fair value. Changes in the derivative
instrument's fair value must be recognized currently in earnings unless specific
hedge  accounting  criteria  are  met.  For  hedges which meet the criteria, the
derivative  instrument's  gains  and  losses,  to  the  extent effective, may be
recognized  in accumulated other comprehensive income (loss) rather than current
earnings.                                                                       

The  Company  had  no  transition adjustment as a result of adopting SFAS 133 on
January  1,  2001 as the Company's only derivative instruments were entered into
after  January  1, 2001. Effective February 28, 2001 the Company entered into an
interest  rate swap agreement on a notional amount of $15,000,000. The pay fixed
rate  under  the  swap  is  5.08%,  while the receive floating rate is "1-month"
LIBOR.  This interest rate swap agreement terminates on March 2, 2006. Effective
May  31,  2001  the  Company  entered  into an interest rate swap agreement on a
notional amount of $5,000,000. The pay fixed rate under the swap is 4.83%, while
the  receive floating rate is "1-month" LIBOR. This interest rate swap agreement
terminates  on  June  2,  2006.                                                 

The  Company  designates  both  of these interest rate swaps as cash flow hedges
of  its  exposure  to  variability  in future cash flows resulting from interest
payments  indexed  to  "1-month"  LIBOR.  Changes  in future cash flows from the
interest  rate  swaps will offset changes in interest rate payments on the first
$20,000,000  of  the  Company's  current  revolving  credit  facility  or future
"1-month"  LIBOR  based  borrowings that reset on the second London Business Day
prior  to  the  start  of the next interest period. The hedge locks the interest
rate  at  5.08%  or  4.83%  plus  the  pricing  spread (currently 1.15%) for the
notional  amounts  of  $15,000,000  and  $5,000,000,  respectively.             

These interest rate swap agreements meet the specific hedge accounting criteria.
The  effective  portion  of  the  cumulative gain or loss has been reported as a
component  of  accumulated  other comprehensive loss in shareholders' equity and
will  be  reclassified  into  current  earnings  by  June  2,  2006,  the latest
termination  date  for  all  current  swap  agreements.  The Company records all
derivatives at fair value as assets or liabilities in the condensed consolidated
balance  sheet,  with  classification  as  current or long-term depending on the
duration of the instrument.  At March 31, 2002, the net deferred hedging loss in
accumulated  other  comprehensive  loss  was  approximately  $364,000.          

The  measurement  of  hedge  effectiveness  is  based  upon  a comparison of the
floating-rate  leg  of  the  swap and the hedged floating-rate cash flows on the
underlying  liability.  This  method  is  based  upon  the premise that only the
floating-rate  component  of  the  swap  provides  the  cash flow hedge, and any
changes  in  the  swap's  fair  value  attributable to the fixed-rate leg is not
relevant to the variability of the hedged interest payments on the floating-rate
liability.  The  calculation  of  ineffectiveness  involves  a comparison of the
present  value of the cumulative change in the expected future cash flows on the
variable  leg  of the swap and the present value of the cumulative change in the
expected  future  interest  cash  flows  on  the  floating-rate  liability.     

NOTE  C:  COMMON STOCK OFFERING                                                 
-------------------------------                                                 
During  March  2002,  the  Company  received net proceeds of approximately $43.9
million  from  a  public  offering  of 2,100,000 shares of its common stock. The
Company  has  repaid  certain  long-term debt obligations and intends to use the
remaining  proceeds  to  fund  its  capital  expenditures and to finance general
working  capital  needs.                                                        

During  April  2002,  the  Company  received net proceeds of approximately $10.9
million  from  the  sale  of an additional 521,250 shares of its common stock in
order  to  cover broker over-allotments. The Company intends to use the proceeds
to  fund  its capital expenditures and to finance general working capital needs.

NOTE  D:  NEW ACCOUNTING PRONOUNCEMENTS                                         
---------------------------------------                                         
In  July  2001,  the  Financial  Accounting Standards Board issued SFAS No. 141,
"Business  Combinations,"  and  SFAS  No.  142,  "Goodwill  and Other Intangible
Assets,"  and  announced  the approval for issuance of SFAS No. 143, "Accounting
for  Asset  Retirement  Obligations."                                           

SFAS  No.  141 requires all business combinations completed after June 30, 2001,
to  be  accounted  for under the purchase method. This standard also establishes
for  all  business  combinations made after June 30, 2001, specific criteria for
the recognition of intangible assets separately from goodwill. SFAS No. 141 also
requires  that  the  excess  of  the  fair  value  of  acquired assets over cost
(negative  goodwill)  be recognized immediately as an extraordinary gain, rather
than  deferred  and  amortized. The Company will account for all future business
combinations  under  SFAS  No.  141.                                            

SFAS  No.  142 addresses the accounting for goodwill and other intangible assets
after  an acquisition. Goodwill and other intangibles that have indefinite lives
will no longer be amortized, but will be subject to annual impairment tests. All
other  intangible  assets  will  continue  to  be amortized over their estimated
useful  lives.  An  intangible  asset  with  an indefinite useful life should be
tested  for impairment in accordance with guidance in SFAS No. 142 which applies
a  fair-value-based test. SFAS No. 142 is required to be applied in fiscal years
beginning  after  December  15,  2001.  The  Company  ceased amortization of all
indefinite  life  intangibles upon adoption of SFAS No. 142 effective January 1,
2002,  which had a positive effect on net income of approximately $60,000 during
the  quarter  ended  March 31, 2002 as compared to quarter ended March 31, 2001.
The  Company  had  approximately  $8.1  million  in  net book value recorded for
goodwill  at  March  31,  2002.  SFAS  No. 142 also requires the completion of a
transitional goodwill impairment test within six months of adoption. At present,
the  Company  is  currently  assessing  but  has not yet determined the complete
impact,  if  any,  that  the adoption of SFAS No. 142 will have on its financial
position  and  results  of  operations.                                         

SFAS  No.  143  provides  accounting  requirements  for  retirement  obligations
associated  with  tangible  long-lived  assets,  including:  (i)  the  timing of
liability  recognition;  (ii)  initial  measurement  of  the  liability;  (iii) 
allocation  of  asset retirement cost to expense; (iv) subsequent measurement of
the  liability;  and  (v) financial statement disclosures. SFAS No. 143 requires
that  an  asset retirement cost should be capitalized as part of the cost of the
related  long-lived  asset  and  subsequently  allocated  to  expense  using  a 
systematic and rational method. This standard becomes effective for fiscal years
beginning  after  June  15, 2002. The Company will adopt the Statement effective
January  1,  2003. At this time, the Company has not yet determined what impact,
if  any,  the  adoption  of  this  Statement  will  have on either its financial
position  and  results  of  operations.                                         

In October 2001, the FASB issued SFAS No. 144, "Accounting for the Impairment or
Disposal  of Long-Lived Assets". SFAS No. 144 addresses financial accounting and
reporting  for  impairment  or  disposal  of  long-lived  assets. This Statement
supersedes  FASB Statement No. 121, "Accounting for the Impairment of Long-Lived
Assets  to  be  Disposed Of", and the accounting and reporting provisions of APB
Opinion  No.  30,  "Reporting the Results of Operations-Reporting the Effects of
Disposal of a Segment of a Business, and Extraordinary, Unusual and Infrequently
Occurring Events and Transactions", for the disposal of a segment of a business.
This  Statement  also amends ARB No. 51, "Consolidated Financial Statements", to
eliminate  the  exception to consolidation for a subsidiary for which control is
likely  to  be  temporary.  SFAS No. 144 is effective for fiscal years beginning
after December 15, 2001. The Company adopted SFAS No. 144 on January 1, 2002 and
there  was  not a material impact on the Company's financial position or results
of  operations.                                                                 

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PART I - FINANCIAL INFORMATION

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

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 MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
 CONDITION AND RESULTS OF OPERATIONS

FORWARD-LOOKING INFORMATION                                                     
----------------------------                                                    
Certain  information  included in this Quarterly Report on Form 10-Q constitutes
"forward-looking  statements"  within  the  meaning  of  the  Private Securities
Litigation  Reform  Act  of  1995.  Such  forward-looking  statements, which are
indicated  by the use of words such as "expect", "intend", "estimate", "project"
or  similar  expressions,  may  relate to future financial results and plans for
future  business  activities,  and  are  thus  prospective. Such forward-looking
statements  are  subject  to  risks, uncertainties and other factors which could
cause  actual  results  to  differ  materially  from future results expressed or
implied  by  such  forward-looking statements. Potential risks and uncertainties
include,  but  are not limited to, general economic conditions, competition, the
price  of  fuel, and the availability of drivers, as well as other uncertainties
detailed in this report  and  detailed  from time  to time  in other filings by 
the Company with the Securities and Exchange Commission.                        

THREE  MONTHS  ENDED  MARCH 31, 2002  VS. THREE  MONTHS  ENDED  MARCH  31,  2001
--------------------------------------------------------------------------------
For  the  quarter ended March 31, 2002, revenues increased 8.4% to $63.3 million
as  compared  to  $58.4  million for the quarter ended March 31, 2001.  The main
factor  contributing  to  the  increase was an increase in the average number of
tractors  from  1,468 in the first quarter of 2001 to 1,679 in the first quarter
of  2002.                                                                       

Operating  supplies  and  expenses increased from 18.4% of revenues in the first
quarter  of 2001 to 19.0% of revenues in the first quarter of 2002. The increase
relates  to increased equipment repair costs.                                   

Rent  and  purchased transportation decreased from 6.7% of revenues in the first
quarter  of  2001 to 4.4% of revenues in the first quarter of 2002. The decrease
relates  primarily  to  a  decrease  in  amounts  paid  to  other transportation
companies  in  the  form  of  brokerage  fees.                                  

Other  expenses  decreased from 3.0% of revenues in the first quarter of 2001 to
1.2%  of  revenues  in  the  first  quarter  of  2002.  The  decrease relates to
a decrease in amounts considered uncollectible as of March 31, 2002 as compared 
to uncollectible balances as of March 31, 2001.                                 

Insurance  and  claims  increased  from 4.2% of revenues in the first quarter of
2001  to 5.6% of revenues in the first quarter of 2002.  The increase relates to
increased premiums associated with the annual renewal of insurance policies.    

The  Company's  operating ratio decreased to 89.0% for the first quarter of 2002
as  compared  to 90.5% for the first quarter of 2001, as a result of the factors
described  above.                                                               

The  Company's  effective tax rate remained constant for the periods compared at
40.0%, which, combined  with  increased revenues, resulted in an increase in the
provision  for  income  taxes from $1.8 million for the first quarter of 2001 to
$2.4 million for the first quarter of 2002.                                     

Net  income increased to $3.6 million, or 5.7% of revenues, in the first quarter
of  2002  from  $2.6  million, or 4.5% of revenues in the first quarter of 2001,
representing  an  increase  in diluted net income per share to $.40 in the first
quarter  of  2002  from  $.31  in  the  first  quarter  of  2001.               

LIQUIDITY  AND  CAPITAL  RESOURCES                                              
----------------------------------                                              
During  the  first  three  months of 2002, the Company generated $4.1 million in
cash  from  operating activities. Investing activities used $3.4 million in cash
in  the  first three months of 2002. Financing activities generated $5.1 million
in  the  first three months of 2002 primarily from the issuance of common stock.

Accounts receivable at March 31, 2002 increased approximately $14.4 million from
December 31, 2001. The increase relates primarily to new trade terms between the
Company  and  its  largest  customer  which  have  the  effect  of extending the
collection  of  the  receivable  to  the  next  accounting  period.             

During  March and April 2002, the Company received net proceeds of approximately
$54.5  million  from  a public offering of 2,621,250 shares of its common stock.
The Company has repaid certain long-term debt obligations and intends to use the
remaining  proceeds  to  fund  its  capital  expenditures and to finance general
working  capital  needs.  For additional information see Note C to the condensed
consolidated  financial  statements.                                            

The  Company's principal subsidiary, P.A.M. Transport, Inc., maintains two $20.0
million  lines  of  credit  (Line  A  and  Line  B)  with  separate  financial  
institutions.  Amounts  outstanding  under Line A bear interest at LIBOR (on the
first  day  of  the  month)  plus  1.40%, are secured by accounts receivable and
mature  on  May  31,  2003. At March 31, 2002, the entire outstanding balance of
$3.1  million on Line A was comprised of letters of credit, with availability to
borrow  $16.9  million.  Amounts outstanding under Line B bear interest at LIBOR
(on  the  last  day  of  the  previous month) plus 1.15%, are secured by revenue
equipment  and  mature on November 30, 2003. At March 31, 2002, Line B was fully
utilized  with  $20.0  million  outstanding.                                    

In  addition  to cash flows from operations, the Company uses its existing lines
of  credit  on  an  interim  basis  to  finance  capital  expenditures and repay
long-term  debt.  Longer-term transactions, such as installment notes (generally
three  to  five  year  terms at fixed rates), are typically entered into for the
purchase of revenue equipment; however, the Company purchased additional revenue
equipment  during the first three months of 2002 at a cost of approximately $4.6
million  using  its  existing lines of credit. During the remainder of 2002, the
Company  plans  to  replace  400 tractors and 180 trailers, and plans to add 100
additional  trailers,  which  would  result  in  net  capital  expenditures  of 
approximately  $21.1  million.  Management  expects  that the Company's existing
working capital and its available lines of credit will be sufficient to meet the
Company's  present  capital commitments, to repay indebtedness coming due in the
current  year,  and  to  fund its operating needs during the remainder of fiscal
2002.                                                                           

During  February  2001  and  May 2001 the Company entered into separate interest
rate  swap  agreements  on  notional  amounts  of  $15,000,000  and  $5,000,000,
respectively.  The  pay  fixed  rate  under  the  swaps  are  5.08%  and  4.83%,
respectively,  while  the  receive  floating  rate  is  "1-month"  LIBOR.  The  
$15,000,000 swap agreement terminates on March 2, 2006 while the $5,000,000 swap
agreement terminates on June 2, 2006. For additional information with respect to
the  interest  rate  swap  agreements,  see Note B to the condensed consolidated
financial  statements.                                                          

NEW ACCOUNTING PRONOUNCEMENTS                                                   
-----------------------------                                                   
In  July  2001,  the  Financial  Accounting Standards Board issued SFAS No. 141,
"Business  Combinations,"  and  SFAS  No.  142,  "Goodwill  and Other Intangible
Assets,"  and  announced  the approval for issuance of SFAS No. 143, "Accounting
for  Asset  Retirement  Obligations."                                           

SFAS  No.  141 requires all business combinations completed after June 30, 2001,
to  be  accounted  for under the purchase method. This standard also establishes
for  all  business  combinations made after June 30, 2001, specific criteria for
the recognition of intangible assets separately from goodwill. SFAS No. 141 also
requires  that  the  excess  of  the  fair  value  of  acquired assets over cost
(negative  goodwill)  be recognized immediately as an extraordinary gain, rather
than  deferred  and  amortized. The Company will account for all future business
combinations  under  SFAS  No.  141.                                            

SFAS  No.  142 addresses the accounting for goodwill and other intangible assets
after  an acquisition. Goodwill and other intangibles that have indefinite lives
will no longer be amortized, but will be subject to annual impairment tests. All
other  intangible  assets  will  continue  to  be amortized over their estimated
useful  lives.  An  intangible  asset  with  an indefinite useful life should be
tested  for impairment in accordance with guidance in SFAS No. 142 which applies
a  fair-value-based test. SFAS No. 142 is required to be applied in fiscal years
beginning  after  December  15,  2001.  The  Company  ceased amortization of all
indefinite  life  intangibles upon adoption of SFAS No. 142 effective January 1,
2002,  which had a positive effect on net income of approximately $60,000 during
the  quarter  ended  March 31, 2002 as compared to quarter ended March 31, 2001.
The  Company  had  approximately  $8.1  million  in  net book value recorded for
goodwill  at  March  31,  2002.  SFAS  No. 142 also requires the completion of a
transitional goodwill impairment test within six months of adoption. At present,
the  Company  is  currently  assessing  but  has not yet determined the complete
impact,  if  any,  that  the adoption of SFAS No. 142 will have on its financial
position  and  results  of  operations.                                         

SFAS  No.  143  provides  accounting  requirements  for  retirement  obligations
associated  with  tangible  long-lived  assets,  including:  (i)  the  timing of
liability  recognition;  (ii)  initial  measurement  of  the  liability;  (iii) 
allocation  of  asset retirement cost to expense; (iv) subsequent measurement of
the  liability;  and  (v) financial statement disclosures. SFAS No. 143 requires
that  an  asset retirement cost should be capitalized as part of the cost of the
related  long-lived  asset  and  subsequently  allocated  to  expense  using  a 
systematic and rational method. This standard becomes effective for fiscal years
beginning  after  June  15, 2002. The Company will adopt the Statement effective
January  1,  2003. At this time, the Company has not yet determined what impact,
if  any,  the  adoption  of  this  Statement  will  have on either its financial
position  and  results  of  operations.                                         

In October 2001, the FASB issued SFAS No. 144, "Accounting for the Impairment or
Disposal  of Long-Lived Assets". SFAS No. 144 addresses financial accounting and
reporting  for  impairment  or  disposal  of  long-lived  assets. This Statement
supersedes  FASB Statement No. 121, "Accounting for the Impairment of Long-Lived
Assets  to  be  Disposed Of", and the accounting and reporting provisions of APB
Opinion  No.  30,  "Reporting the Results of Operations-Reporting the Effects of
Disposal of a Segment of a Business, and Extraordinary, Unusual and Infrequently
Occurring Events and Transactions", for the disposal of a segment of a business.
This  Statement  also amends ARB No. 51, "Consolidated Financial Statements", to
eliminate  the  exception to consolidation for a subsidiary for which control is
likely  to  be  temporary.  SFAS No. 144 is effective for fiscal years beginning
after December 15, 2001. The Company adopted SFAS No. 144 on January 1, 2002 and
there  was  not a material impact on the Company's financial position or results
of  operations.                                                                 

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PART II.     OTHER INFORMATION
------------------------------

Item  2.  Changes  in  Securities  and  Use  of  Proceeds                       
---------------------------------------------------------                       

At  the 2002 Annual Meeting of Stockholders of the Company held May 2, 2002, the
Company's  stockholders  approved,  among  other things, (i) an amendment to the
Company's  Certificate  of Incorporation to effect an increase in the authorized
shares  of  common  stock of the Company from 20 million to 40 million, and (ii)
amendments  to  the  Certificate  of  Incorporation and Bylaws of the Company to
cause  the Company to be governed by the anti-takeover provisions of Section 203
of  the  Delaware  General Corporation Law rather than the similar anti-takeover
provisions  adopted by the Company prior to the enactment of Section 203. A more
detailed  description  of  these matters appears in pages 10-14 of the Company's
definitive proxy statement delivered to stockholders in connection with the 2002
Annual  Meeting,  and  such  pages  are  incorporated  herein  by  reference.   

The  Company's Certificate of Incorporation and Bylaws, each as amended pursuant
to the stockholder vote at the 2002 Annual Meeting, are filed as Exhibit 3.1 and
3.2  to  this  Form  10-Q,  respectively.                                       

Item  3.  Quantitative  and  Qualitative  Disclosure  about  Market  Risk.      
--------------------------------------------------------------------------      

The  Company's  primary  market risk exposures include commodity price risk (the
price  paid  to obtain diesel fuel for our tractors) and interest rate risk. The
potential  adverse  impact of these risks and the general strategies the Company
employs  to  manage  such  risks  are  discussed  below.                        

The  following  sensitivity analyses do not consider the effects that an adverse
change  may  have on the overall economy nor do they consider additional actions
the Company may take to mitigate our exposure to such changes. Actual results of
changes  in  prices or rates may differ materially from the hypothetical results
described  below.                                                               

Commodity  Price  Risk                                                          

Prices  and  availability  of  all  petroleum products are subject to political,
economic and market factors that are generally outside of the Company's control.
Accordingly,  the  price  and  availability  of  diesel  fuel,  as well as other
petroleum  products, can be unpredictable.  Because the Company's operations are
dependent  upon  diesel  fuel,  significant increases in diesel fuel costs could
materially  and  adversely  affect  the  Company's  results  of  operations  and
financial  condition.  Based  upon  the  Company's  2001 fuel consumption, a 10%
increase  in  the  average annual price per gallon of diesel fuel would increase
the  Company's  annual  fuel  expenses  by  $3.2  million.                      

In  August  2000  and  July  2001, the Company entered into agreements to obtain
price  protection  and  reduce a portion of the Company's exposure to fuel price
fluctuations.  Under  these  agreements,  the  Company was obligated to purchase
minimum amounts of diesel fuel per month, with a price protection component, for
the  six  month  periods  ended  March  31,  2001  and  February  28, 2002.  The
agreements  also provide that if during the 48 months commencing April 2001, the
price  of  heating  oil  on  the New York Mercantile Exchange ("NY MX HO") falls
below  $.58 per gallon, the Company is obligated to pay, for a maximum of twelve
different  months  selected  by the contract holder during such 48-month period,
the difference between $.58 per gallon and NY MX HO average price, multiplied by
900,000  gallons.  Accordingly,  in any month in which the holder exercises such
right,  the Company would be obligated to pay the holder $9,000 for each cent by
which  $.58 exceeds the average NY MX HO price for that month.  For example, the
NY  MX  HO average price during February 2002 was approximately $.54, and if the
holder were to exercise its payment right, the Company would be obligated to pay
the  holder  approximately  $36,000.  In  addition,  if  during any month in the
twelve-month  period commencing January 2005, the average NY MX HO is below $.58
per  gallon,  the  Company  will  be  obligated  to  pay the contract holder the
difference  between  $.58  and  the  average  NY  MX  HO  price  for such month,
multiplied  by  1,000,000  gallons.                                             

Interest  Rate  Risk                                                            

The Company's two $20.0 million lines of credit each bear interest at a floating
rate  equal  to  LIBOR  plus a fixed percentage.  Accordingly, changes in LIBOR,
which  are  effected  by  changes  in  interest rates generally, will affect the
interest  rate on, and therefore the Company's costs under, the lines of credit.
In  an  effort  to manage the risks associated with changing interest rates, the
Company  entered  into interest rate swap agreements effective February 28, 2001
and  May  31,  2001,  on  notional  amounts  of  $15,000,000  and  $5,000,000,  
respectively.  The  "pay  fixed rates" under the $15,000,000 and $5,000,000 swap
agreements  are  5.08% and 4.83%, respectively.  The "receive floating rate" for
both  swap  agreements  is "1-month" LIBOR.  These interest rate swap agreements
terminate  on  March  2,  2006  and  June 2, 2006, respectively.  Assuming $20.0
million  of  variable  rate debt was outstanding under each of Line A and Line B
for  a  full fiscal year, a hypothetical 100 basis point increase in LIBOR would
result  in  approximately  $200,000  of  additional interest expense, net of the
effect  of  the swap agreements.  For additional information with respect to the
interest  rate  swap  agreements,  see  Note  B  to  the  Company's  condensed  
consolidated  financial  statements.                                            

Item  5.  Other  Matters                                                        
------------------------                                                        

The  2002  Annual  Meeting  of  Stockholders  of  the Company was held on May 2,
2002.  The  results  of  the  voting with respect to each matter voted on at the
meeting  is  set  forth  below:                                                 

     (1)  Proposal  to  increase  the  size  of the Board of Directors from five
members to eight  members:                                                      

Votes         Votes            Votes              
FOR         AGAINST         ABSTAINING          
---         -------         ----------          
7,338,624      317,975           1,600                

(2)  Proposal  to  elect  six  directors:                             

                             Votes         Votes
                                FOR         WITHHELD
                                ---         --------
Robert  W.  Weaver               7,267,749       389,750    
Daniel  C.  Sullivan             7,267,749       389,750    
Charles  F.  Wilkins             7,267,749       389,750    
Matthew  T.  Moroun              7,267,749       389,750    
Fredrick  P.  Calderone          7,267,749       389,750    
Manuel  J.  ("Matty")  Moroun    7,294,424       355,175    

     (3)  Proposal  to  amend  the  company's  Certificate  of  Incorporation to
increase  the  number  of  authorized shares of common stock of the company from
20,000,000  to  40,000,000:                                                     

Votes         Votes            Votes              
FOR         AGAINST         ABSTAINING          
---         -------         ----------          
7,239,647      418,551              0                 

     (4)  Proposal to amend the Company's Certificate of Incorporation to delete
Articles 12 and 13 thereof and amend the Bylaws of the Company to delete Article
XIII  thereof,  resulting  in  the  Company  being governed by the anti-takeover
provisions  of  Section  203  of  the  Delaware  General  Corporation  Law:     

Votes         Votes            Votes              
FOR         AGAINST         ABSTAINING          
---         -------         ----------          
7,341,147      316,951             100                

Item  6.    Exhibits  and  Reports  on  Form  8-K.                              
--------------------------------------------------                              

(a)    The  following  exhibits  are  filed  with  this  report:                

           3.1    -   Certificate  of  Incorporation of the Company, as amended.
3.2    -   Bylaws  of  the  Company,  as  amended         
          11.1    -   Statement  Re:  Computation of Diluted Earnings Per Share.

(b)    Reports  on  Form  8-K                                                   

         A Current Report on Form 8-K was filed on February 14, 2002 regarding a
press  release  issued  to  announce  the Company's fourth quarter 2001 results.
No  other  reports  on  Form  8-K  were  filed  during  the first quarter ending
March  31,  2002.                                                               

10-Q Last Page of 11 TOC 1st Previous Next ↓Bottom Just 11th
SIGNATURES

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

         P.A.M.  TRANSPORTATION  SERVICES,  INC.

Dated:   May 14, 2002              By: /s/ Robert  W.  Weaver                   
                       ---------------------------------
      Robert W. Weaver
                           President and Chief Executive Officer
                   (principal executive officer)

Dated:   May 14, 2002              By: /s/ Larry  J.  Goddard                   
                       ---------------------------------
      Larry J. Goddard
                             Vice President-Finance, Chief Financial
                      Officer, Secretary and Treasurer
                                  (principal accounting and financial officer)

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Dates Referenced Herein and Documents Incorporated by Reference

		Referenced-On Page
This ‘10-Q’ Filing	Date	First	Last	Other Filings

	6/2/06	7	10
	3/2/06	7	10
	11/30/03	9
	5/31/03	9
	1/1/03	7	9
	12/31/02	7		10-K
	6/15/02	7	9
Filed on:	5/15/02
	5/14/02	11
	5/3/02	1
	5/2/02	10		DEF 14A
For Period End:	3/31/02	1	10
	2/28/02	10
	2/14/02	10		8-K, SC 13G/A
	1/1/02	7	9
	12/31/01	3	9	10-K, 10-K/A, PRE 14A
	12/15/01	7	9
	6/30/01	7	9	10-Q
	5/31/01	7	10	DEF 14A
	3/31/01	7	10	10-Q
	2/28/01	7	10
	1/1/01	7
				List all Filings

16 Subsequent Filings that Reference this Filing

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 3/13/24  Pam Transportation Services Inc.  10-K       12/31/23   97:7.9M                                   RDG Filings/FA
10/31/23  Pam Transportation Services Inc.  10-Q        9/30/23   66:4.6M                                   RDG Filings/FA
 7/31/23  Pam Transportation Services Inc.  10-Q        6/30/23   64:4.3M                                   RDG Filings/FA
 5/02/23  Pam Transportation Services Inc.  10-Q        3/31/23   64:3.8M                                   RDG Filings/FA
 3/10/23  Pam Transportation Services Inc.  10-K       12/31/22   95:7.6M                                   RDG Filings/FA
10/28/22  Pam Transportation Services Inc.  10-Q        9/30/22   67:4.7M                                   RDG Filings/FA
 8/05/22  Pam Transportation Services Inc.  10-Q        6/30/22   68:4.6M                                   RDG Filings/FA
 5/06/22  Pam Transportation Services Inc.  10-Q        3/31/22   63:3.8M                                   RDG Filings/FA
 3/11/22  Pam Transportation Services Inc.  10-K       12/31/21   91:7.4M                                   RDG Filings/FA
11/05/21  Pam Transportation Services Inc.  10-Q        9/30/21   62:4.3M                                   RDG Filings/FA
 8/06/21  Pam Transportation Services Inc.  10-Q        6/30/21   63:4.2M                                   RDG Filings/FA
 6/29/21  Pam Transportation Services Inc.  S-3                    4:883K                                   RDG Filings/FA
 5/07/21  Pam Transportation Services Inc.  10-Q        3/31/21   61:3.6M                                   RDG Filings/FA
 3/05/21  Pam Transportation Services Inc.  10-K       12/31/20   95:8.4M                                   RDG Filings/FA
11/06/20  Pam Transportation Services Inc.  10-Q        9/30/20   64:4.9M                                   RDG Filings/FA
 8/06/20  Pam Transportation Services Inc.  10-Q        6/30/20   62:4.3M                                   RDG Filings/FA

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Pam Transportation Services Inc – ‘10-Q’ for 3/31/02

On: Wednesday, 5/15/02, at 3:55pm ET · For: 3/31/02 · Accession #: 798287-2-5 · File #: 0-15057

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Dates Referenced Herein and Documents Incorporated by Reference

16 Subsequent Filings that Reference this Filing

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