TFII TFI International Inc

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16

UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of February, 2024

Commission File No. 001-39224

TFI INTERNATIONAL INC.

(Translation of registrant’s name into English)

8801 Trans-Canada Highway, Suite 500

Saint-Laurent, Québec

H4S 1Z6 Canada

(Address of principal executive office)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F ☐ Form 40-F ☒

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐

 

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EXHIBIT INDEX

EXHIBIT NUMBER		EXHIBIT DESCRIPTION
99.1		News Release

 

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SIGNATURES

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

						TFI International Inc.
Date: February 8, 2024				By:		/s/ Josiane M. Langlois
						Name: Josiane M. Langlois
						Title: Vice-President, Legal Affairs & Corporate Secretary

 

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Earnings Press Release

 

Exhibit 99.1

 

For Immediate Release

TFI International Announces 2023 Fourth Quarter and Full-Year Results

 

 

Montreal, Quebec, February 8, 2024 – TFI International Inc. (NYSE and TSX: TFII), a North American leader in the transportation and logistics industry, today announced its results for the fourth quarter and full year ended December 31, 2023. All amounts are shown in U.S. dollars.

“We generated robust free cash flow during the quarter, bringing our full-year total to more than $9 per share1 and wrapping up 2023 on a favorable note as our team continues to strive for day-to-day efficiencies while delivering superior service. Despite market conditions, during the fourth quarter we were able to grow revenue over the prior year period and deliver adjusted diluted EPS of $1.71. Strategically, we capitalized on our cash flow and strong balance sheet by significantly investing during periods of weaker freight demand, committing $2 billion of capital during 2023 into announced acquisitions and share buybacks,” said Alain Bédard, Chairman, President and Chief Executive Officer. “We’re entering 2024 in an attractive position across all four business segments, with Logistics outperforming the market boosted by our recent successful acquisition of JHT, with Truckload standing to significantly benefit from our Daseke acquisition expected to close in the second quarter, and with the ongoing turnaround at LTL a top priority. This involves a renewed focus on LTL growth and quality of revenue through improved service, as evidenced by our latest cargo claims ratio of only 0.5% for US LTL, down from 1.5% a year earlier, and our second-to-none Canadian LTL cargo claims ratio of 0.1%. Looking ahead, while continuing our sharp focus on day-to-day operations, we can also seek highly strategic investment opportunities while returning excess cash to shareholders, consistent with our Board’s recently approved 14% increase to our quarterly dividend.”

SELECTED FINANCIAL DATA AND HIGHLIGHTS (UNAUDITED)

Financial highlights		Three-months ended December 31								Years ended December 31
(in millions of U.S. dollars, except per share data)		2023				2022				2023				2022
Total revenue			1,968.7				1,956.7				7,521.2				8,812.5
Revenue before fuel surcharge			1,674.1				1,616.5				6,416.9				7,357.1
Adjusted EBITDA1			320.9				305.0				1,187.9				1,425.0
Operating income			198.3				216.9				757.6				1,146.0
Net cash from operating activities			302.6				248.3				1,013.8				971.6
Net income			131.4				153.5				504.9				823.2
EPS - diluted ($)			1.53				1.74				5.80				9.02
Adjusted net income1			147.0				151.8				538.3				731.7
Adjusted EPS - diluted1 ($)			1.71				1.72				6.18				8.02
Weighted average number of shares ('000s)			85,082				86,670				85,908				89,360

 

 

 

1 This is a non-IFRS measure. For a reconciliation, refer to the "Non-IFRS and Other Financial Measures" section below.

 

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Earnings Press Release

 

FOURTH QUARTER RESULTS

Total revenue of $1.97 billion compared to $1.96 billion in the prior year period and revenue before fuel surcharge of $1.67 billion compared to $1.62 billion in the prior year period. The increase is primarily due to contributions from business acquisitions offset by reduced volumes driven by weaker end market demand.

 

Operating income of $198.3 million compared to $216.9 million the prior year period. The decrease is primarily attributable to the decline in revenues as a result of weaker market demand in the quarter and the impact of a decrease in gains from assets held for sale of $23.0 million, partially offset by contributions from business acquisitions of $24.1 million.

 

Net income of $131.4 million compares to $153.5 million in the prior year period, and net income of $1.53 per diluted share compared to $1.74 in the prior year period. Adjusted net income, a non-IFRS measure, was $147.0 million, or $1.71 per diluted share, compared to $151.8 million, or $1.72 per diluted share, the prior year period.

 

Total revenue declined for three segments relative to the prior year period with decreases of 9% for Package and Courier, 6% for Less-Than-Truckload, and 5% for Truckload, while total revenue for Logistics increased 28%. Operating income declined for Package and Courier by 8%, for Less-Than-Truckload by 19%, and for Truckload by 29% and increased for Logistics by 60% in the fourth quarter in comparison to the prior-year. Operating income in the Truckload segment decreased due to a $16.0 million gain on the sale of assets held for sale being recognized in the same prior year period, while operating income in the logistics segment increased primarily through business acquisitions.

 

FULL-YEAR RESULTS

Total revenue was $7.52 billion for 2023 versus $8.81 billion in 2022. Revenue before fuel surcharge of $6.42 billion compared to $7.36 billion the prior year. The decrease is primarily due to weaker market demand and the sale of CFI in 2022 resulting in a decrease of $333.3 million.

 

Operating income totaled $757.6 million compared to $1,146.0 million. The decrease is mainly attributable to the weaker market demand referenced above, a gain on sale of business of $73.7 million in 2022, as well as $107.3 million less gains from the sale of rolling stock, equipment, and assets held for sale and the 2022 sale of CFI which contributed $46.1 million in 2022.

 

Net income was $504.9 million, or $5.80 per diluted share, compared to $823.2 million, or $9.02 per diluted share a year earlier. Adjusted net income and adjusted diluted EPS, non-IFRS measures, were $538.3 million, or $6.18 per diluted share, compared to $731.7 million, or $8.02 per diluted share the prior year.

 

During 2023, total revenue declined 10% for Package and Courier, 16% for Less-Than-Truckload, 21% for Truckload and 4% for Logistics relative to the prior year. Operating income was down 15% for Package and Courier, 34% for Less-Than-Truckload, 35% for Truckload, and up 14% for Logistics.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1 This is a non-IFRS measure. For a reconciliation, refer to the "Non-IFRS and Other Financial Measures" section below.

 

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Earnings Press Release

 

 

SEGMENTED RESULTS

To facilitate the comparison of business level activity and operating costs between periods, the Company compares the revenue before fuel surcharge (“revenue”) and reallocates the fuel surcharge revenue to materials and services expenses within operating expenses. Note that “Total revenue” is not affected by this reallocation.

Selected segmented financial information

(unaudited) (in thousands of U.S. dollars)		Package  and  Courier				Less- Than-Truckload				Truckload				Logistics				Corporate				Eliminations				Total
Three months ended December 31, 2023
Revenue before fuel surcharge1			122,033				695,930				399,277				471,638				—				(14,764	)			1,674,114
% of total revenue2			8	%			43	%			24	%			25	%											100	%
Adjusted EBITDA3			40,939				125,064				98,770				69,230				(13,065	)			—				320,938
Adjusted EBITDA margin3,4			33.5	%			18.0	%			24.7	%			14.7	%											19.2	%
Operating income (loss)			34,711				71,447				50,657				54,654				(13,212	)			—				198,257
Operating margin3,4			28.4	%			10.3	%			12.7	%			11.6	%											11.8	%
Total assets less intangible assets3			175,336				2,134,895				1,146,497				357,251				450,340				—				4,264,319
Net capital expenditures3			9,572				37,380				4,725				1,792				129				—				53,598
Three months ended December 31, 2022
Revenue before fuel surcharge1			129,074				720,783				403,351				375,968				—				(12,681	)			1,616,495
% of total revenue2			9	%			46	%			25	%			20	%											100	%
Adjusted EBITDA3			43,935				126,307				104,007				43,473				(12,766	)			—				304,956
Adjusted EBITDA margin3,4			34.0	%			17.5	%			25.8	%			11.6	%											18.9	%
Operating income (loss)			37,563				88,240				71,842				34,204				(14,989	)			—				216,860
Operating margin3,4			29.1	%			12.2	%			17.8	%			9.1	%											13.4	%
Total assets less intangible assets3			182,605				2,107,874				1,085,629				263,017				274,595								3,913,720
Net capital expenditures3			6,045				57,273				14,248				131				58				—				77,755
Year ended December 31, 2023
Revenue before fuel surcharge1			461,930				2,777,309				1,625,592				1,604,878				—				(52,823	)			6,416,886
% of total revenue2			8	%			44	%			26	%			22	%											100	%
Adjusted EBITDA3			139,437				473,602				428,203				207,800				(61,102	)			—				1,187,940
Adjusted EBITDA margin3,4			30.2	%			17.1	%			26.3	%			12.9	%											18.5	%
Operating income (loss)			114,360				310,429				237,393				160,112				(64,659	)			—				757,635
Operating margin3,4			24.8	%			11.2	%			14.6	%			10.0	%											11.8	%
Total assets less intangible assets3			175,336				2,134,895				1,146,497				357,251				450,340				—				4,264,319
Net capital expenditures3			19,935				154,832				29,098				3,725				238				—				207,828
Year ended December 31, 2022
Revenue before fuel surcharge1			498,972				3,243,557				1,986,331				1,689,122				—				(60,918	)			7,357,064
% of total revenue2			7	%			45	%			28	%			20	%											100	%
Adjusted EBITDA3			160,838				567,759				557,058				178,690				(39,321	)			—				1,425,024
Adjusted EBITDA margin3,4			32.2	%			17.5	%			28.0	%			10.6	%											19.4	%
Operating income			134,306				470,807				366,868				140,446				33,611				—				1,146,038
Operating margin3,4			26.9	%			14.5	%			18.5	%			8.3	%											15.6	%
Total assets less intangible assets3			182,605				2,107,874				1,085,629				263,017				274,595				—				3,913,720
Net capital expenditures3			10,636				132,814				31,658				676				170				—				175,954

1 Includes intersegment revenue.

2 Segment revenue including fuel and intersegment revenue to consolidated revenue including fuel and intersegment revenue.

3 This is a non-IFRS measure. For a reconciliation, refer to the “Non-IFRS and Other Financial Measures” section below.

4 As a percentage of revenue before fuel surcharge.

 

 

CASH FLOW AND CAPITAL DEPLOYMENT

Net cash flow from operating activities was $1,013.8 million during 2023 compared to $971.6 million the prior year. The 4% increase was due to stronger working capital conversion. The Company returned $409.1 million to shareholders during the year, of which $121.1 million was through dividends and $288.0 million was through share repurchases. In addition, the Company deployed $628.7 million for business combinations and announced another $1.1 billion expected to be closed in the second quarter of 2024.

 

On December 15, 2023, the Board of Directors of TFI International declared a quarterly dividend of $0.40 per outstanding common share paid on January 15, 2024, representing a 14% increase over the $0.35 quarterly dividend declared in Q4 2022.

 

CONFERENCE CALL

TFI International will host a conference call on Friday, February 9, 2024 at 8:30 a.m. Eastern Time to discuss these results.

Interested parties can join the call by dialing 1-877-704-4453 or 1-201-389-0920. A recording of the call will be available until 11:59 p.m Eastern, Friday, February 23, 2024 by dialing 1-844-512-2921 or 1-412-317-6671 by entering passcode 13743370.

 

 

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Earnings Press Release

 

ABOUT TFI INTERNATIONAL

TFI International Inc. is a North American leader in the transportation and logistics industry, operating across the United States and Canada through its subsidiaries. TFI International creates value for shareholders by identifying strategic acquisitions and managing a growing network of wholly-owned operating subsidiaries. Under the TFI International umbrella, companies benefit from financial and operational resources to build their businesses and increase their efficiency. TFI International companies service the following segments:

 

TFI International Inc. is publicly traded on the New York Stock Exchange and the Toronto Stock Exchange under symbol TFII. For more information, visit www.tfiintl.com.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

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Earnings Press Release

 

FORWARD-LOOKING STATEMENTS

The Company may make statements in this report that reflect its current expectations regarding future results of operations, performance and achievements. These are “forward-looking” statements and reflect management’s current beliefs. They are based on information currently available to management. Words such as “may”, “might”, “expect”, “intend”, “estimate”, “anticipate”, “plan”, “foresee”, “believe”, “to its knowledge”, “could”, “design”, “forecast”, “goal”, “hope”, “intend”, “likely”, “predict”, “project”, “seek”, “should”, “target”, “will”, “would” or “continue” and words and expressions of similar import are intended to identify these forward-looking statements. Such forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from historical results and those presently anticipated or projected.

 

The Company wishes to caution readers not to place undue reliance on any forward-looking statements which reference issues only as of the date made. The following important factors could cause the Company’s actual financial performance to differ materially from that expressed in any forward-looking statement: the highly competitive market conditions, the Company’s ability to recruit, train and retain qualified drivers, fuel price variations and the Company’s ability to recover these costs from its customers, foreign currency fluctuations, the impact of environmental standards and regulations, changes in governmental regulations applicable to the Company’s operations, adverse weather conditions, accidents, the market for used equipment, changes in interest rates, cost of liability insurance coverage, downturns in general economic conditions affecting the Company and its customers, credit market liquidity, and the Company’s ability to identify, negotiate, consummate, and successfully integrate acquisitions. In addition, any material weaknesses in internal control over financial reporting that are identified, and the cost of remediation of any such material weakness and any other control deficiencies, may have adverse effects on the Company and impact future results.

 

The foregoing list should not be construed as exhaustive, and the Company disclaims any subsequent obligation to revise or update any previously made forward-looking statements unless required to do so by applicable securities laws. Unanticipated events are likely to occur. Readers should also refer to the section “Risks and Uncertainties” at the end of the 2023 Q3 MD&A for additional information on risk factors and other events that are not within the Company’s control. The Company’s future financial and operating results may fluctuate as a result of these and other risk factors.

 

NON-IFRS FINANCIAL MEASURES

This press release includes references to certain non-IFRS financial measures as described below. These non-IFRS measures do not have any standardized meanings prescribed by International Financial Reporting Standards as issued by the international Accounting Standards Board (IASB) and are therefore unlikely to be comparable to similar measures presented by other companies. Accordingly, they should not be considered in isolation, in addition to, not as a substitute for or superior to, measures of financial performance prepared in accordance with IFRS. The terms and definitions of the non-IFRS measures used in this press release and a reconciliation of each non-IFRS measure to the most directly comparable IFRS measure are provided in the exhibits.

 

For further information:

Alain Bédard

Chairman, President and CEO

TFI International Inc.

647-729-4079

abedard@tfiintl.com

 

 

 

 

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Earnings Press Release

 

 

 

TFI International Inc.	UNAUDITED CONSOLIDATED STATEMENTS OF FINANCIAL POSITION

December 31, 2023 AND 2022

 

(in thousands of U.S. dollars)		As at				As at
		December 31, 2023				December 31, 2022
Assets
Cash and cash equivalents			335,556				147,117
Trade and other receivables			894,771				1,030,726
Inventoried supplies			23,964				24,181
Current taxes recoverable			23,637				12,788
Prepaid expenses			56,269				38,501
Assets held for sale			1,802				10,250
Current assets			1,335,999				1,263,563
Property and equipment			2,415,472				2,131,955
Right-of-use assets			425,630				381,640
Intangible assets			2,019,301				1,592,110
Investments			50,209				85,964
Employee benefits			-				4,359
Other assets			16,394				19,192
Deferred tax assets			20,615				27,047
Non-current assets			4,947,621				4,242,267
Total assets			6,283,620				5,505,830
Liabilities
Trade and other payables			671,936				708,768
Current taxes payable			2,442				41,714
Provisions			66,565				43,903
Other financial liabilities			23,420				19,275
Long-term debt			174,351				37,087
Lease liabilities			127,397				115,934
Current liabilities			1,066,111				966,681
Long-term debt			1,709,831				1,278,670
Lease liabilities			332,761				297,105
Employee benefits			53,231				-
Provisions			93,335				131,736
Other financial liabilities			3,699				382
Deferred tax liabilities			433,242				368,186
Non-current liabilities			2,626,099				2,076,079
Total liabilities			3,692,210				3,042,760
Equity
Share capital			1,107,290				1,089,229
Contributed surplus			37,684				41,491
Accumulated other comprehensive loss			(200,539	)			(233,321	)
Retained earnings			1,646,975				1,565,671
Total equity			2,591,410				2,463,070
Contingencies, letters of credit and other commitments
Subsequent events
Total liabilities and equity			6,283,620				5,505,830

** The Company's financial reporting framework is IFRS as issued by the IASB.

 

 

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Earnings Press Release

 

 

TFI International Inc.	UNAUDITED CONSOLIDATED STATEMENTS OF INCOME

Years ended December 31, 2023 and 2022

 

(In thousands of U.S. dollars, except per share amounts)		2023				2022
Revenue			6,416,886				7,357,064
Fuel surcharge			1,104,281				1,455,427
Total revenue			7,521,167				8,812,491
Materials and services expenses			3,805,846				4,592,191
Personnel expenses			2,109,622				2,362,856
Other operating expenses			434,751				492,291
Depreciation of property and equipment			249,835				248,638
Depreciation of right-of-use assets			132,112				126,276
Amortization of intangible assets			60,028				55,679
Loss (gain) on sale of business			3,011				(73,653	)
Gain on sale of rolling stock and equipment			(15,510	)			(59,661	)
Gain on derecognition of right-of-use assets			(1,482	)			(210	)
Loss (gain) on sale of land and buildings			40				(43	)
Gain, net of impairment, on sale of assets held for sale			(14,721	)			(77,911	)
Total operating expenses			6,763,532				7,666,453
Operating income			757,635				1,146,038
Finance (income) costs
Finance income			(8,612	)			(1,750	)
Finance costs			89,483				82,147
Net finance costs			80,871				80,397
Income before income tax			676,764				1,065,641
Income tax expense			171,887				242,409
Net income			504,877				823,232
Earnings per share
Basic earnings per share			5.88				9.21
Diluted earnings per share			5.80				9.02

 

 

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Earnings Press Release

 

 

TFI International Inc.	UNAUDITED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

Years ended December 31, 2023 and 2022

(In thousands of U.S. dollars)		2023				2022
Net income			504,877				823,232
Other comprehensive income (loss)
Items that may be reclassified to income or loss in future years:
Foreign currency translation differences			(881	)			(10,148	)
Net investment hedge, net of tax			39,705				(72,046	)
Employee benefits, net of tax			-				292
Items that may never be reclassified to income:
Defined benefit plan remeasurement, net of tax			2,016				63,508
Items directly reclassified to retained earnings:
Unrealized gain (loss) on investments in equity securities
measured at fair value through OCI, net of tax			7,281				(5,495	)
Other comprehensive income (loss), net of tax			48,121				(23,889	)
Total comprehensive income			552,998				799,343

 

 

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Earnings Press Release

 

 

TFI International Inc.	UNAUDITED CONSOLIDATED STATEMENTS OF EQUITY

Years Ended December 31, 2023 and 2022

(In thousands of U.S. dollars)														Accumulated
														foreign				Accumulated
										Accumulated				currency				unrealized
										unrealized				translation				gain (loss)								Total equity
										loss on				differences				on invest-								attributable
										employee				and net				ments in				Retained				to owners
		Share				Contributed				benefit				investment				equity				earnings				of the
		capital				surplus				plans				hedge				securities				(deficit)				Company
Balance as at December 31, 2022			1,089,229				41,491				-				(239,120	)			5,799				1,565,671				2,463,070
Net income			-				-				-				-				-				504,877				504,877
Other comprehensive income, net of tax			-				-				-				38,824				7,281				2,016				48,121
Realized (loss) gain on equity securities			-				-				-				-				(13,323	)			13,323				-
Total comprehensive (loss) income			-				-				-				38,824				(6,042	)			520,216				552,998
Share-based payment transactions, net of tax			-				21,424				-				-				-				-				21,424
Stock options exercised, net of tax			17,179				(4,402	)			-				-				-				-				12,777
Dividends to owners of the Company			-				-				-				-				-				(124,254	)			(124,254	)
Repurchase of own shares			(28,303	)			-				-				-				-				(259,721	)			(288,024	)
Net settlement of restricted share units
and performance share units, net of tax			29,185				(20,829	)			-				-				-				(54,937	)			(46,581	)
Total transactions with owners, recorded directly in equity			18,061				(3,807	)			-				-				-				(438,912	)			(424,658	)
Balance as at December 31, 2023			1,107,290				37,684				-				(200,296	)			(243	)			1,646,975				2,591,410
Balance as at December 31, 2021			1,133,181				39,150				(292	)			(156,926	)			12,553				1,282,689				2,310,355
Net income			-				-				-				-				-				823,232				823,232
Other comprehensive income (loss), net of tax			-				-				292				(82,194	)			(5,495	)			63,508				(23,889	)
Realized (loss) gain on equity securities			-				-				-				-				(1,259	)			1,259				-
Total comprehensive income (loss)			-				-				292				(82,194	)			(6,754	)			887,999				799,343
Share-based payment transactions, net of tax			-				16,298				-				-				-				-				16,298
Stock options exercised, net of tax			22,800				(6,298	)			-				-				-				-				16,502
Issuance of shares, net of expenses			-				-				-				-				-				-				-
Dividends to owners of the Company			-				-				-				-				-				(102,615	)			(102,615	)
Repurchase of own shares			(68,536	)			-				-				-				-				(499,447	)			(567,983	)
Net settlement of restricted share units, net of tax			1,784				(7,659	)			-				-				-				(2,955	)			(8,830	)
Total transactions with owners, recorded directly in equity			(43,952	)			2,341				-				-				-				(605,017	)			(646,628	)
Balance as at December 31, 2022			1,089,229				41,491				-				(239,120	)			5,799				1,565,671				2,463,070

 

 

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Earnings Press Release

 

 

TFI International Inc.	UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS

Years Ended December 31, 2023 and 2022

(In thousands of U.S. dollars)		2023				2022
Cash flows from operating activities
Net income			504,877				823,232
Adjustments for:
Depreciation of property and equipment			249,835				248,638
Depreciation of right-of-use assets			132,112				126,276
Amortization of intangible assets			60,028				55,679
Share-based payment transactions			13,451				14,648
Net finance costs			80,871				80,397
Income tax expense			171,887				242,409
Loss (gain) on sale of business			3,011				(73,653	)
Gain on sale of property and equipment			(15,470	)			(59,704	)
Gain on derecognition of right-of-use assets			(1,482	)			(210	)
Gain, net of impairment, on sale of assets held for sale			(14,721	)			(77,911	)
Employee benefits			60,212				14,946
Provisions, net of payments			(33,696	)			26,044
Net change in non-cash operating working capital			106,631				(147,453	)
Interest paid			(70,354	)			(77,512	)
Income tax paid			(233,353	)			(224,181	)
Net cash from operating activities			1,013,839				971,645
Cash flows (used in) from investing activities
Purchases of property and equipment			(361,563	)			(350,824	)
Proceeds from sale of property and equipment			73,339				128,821
Proceeds from sale of assets held for sale			50,280				131,250
Purchases of intangible assets			(2,758	)			(6,120	)
Proceeds from sale of intangible assets			-				250
Proceeds from sale of business, net of cash disposed			-				546,228
Business combinations, net of cash acquired			(628,701	)			(158,251	)
Purchases of investments			(41,719	)			(80,551	)
Proceeds from sale of investments			89,225				12,930
Others			24,565				(311	)
Net cash (used in) from investing activities			(797,332	)			223,422
Cash flows used in financing activities
Net (decrease) increase in bank indebtedness			(6,337	)			7,490
Proceeds from long-term debt			575,000				334,164
Repayment of long-term debt			(41,371	)			(369,692	)
Net increase (decrease) in revolving facilities			25,242				(236,502	)
Repayment of lease liabilities			(128,107	)			(123,606	)
Decrease of other financial liabilities			(9,572	)			(21,108	)
Dividends paid			(121,095	)			(97,321	)
Repurchase of own shares			(288,024	)			(567,983	)
Proceeds from exercise of stock options			12,777				16,502
Share repurchase for settlement of restricted share
units and performance share units			(46,581	)			(9,186	)
Net cash used in financing activities			(28,068	)			(1,067,242	)
Net change in cash and cash equivalents			188,439				127,825
Cash and cash equivalents, beginning of year			147,117				19,292
Cash and cash equivalents, end of year			335,556				147,117

 

 

	│	10

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Earnings Press Release

 

SEGMENT INFORMATION

Geographical information (Unaudited)

Total revenue is attributed to geographical locations based on the origin of service’s location.

		Package				Less-
		and				Than-
		Courier				Truckload				Truckload				Logistics				Eliminations				Total
2023
Canada			583,198				608,545				1,139,272				271,136				(34,915	)			2,567,236
United States			-				2,760,022				796,766				1,425,880				(28,737	)			4,953,931
Total			583,198				3,368,567				1,936,038				1,697,016				(63,652	)			7,521,167
2022
Canada			650,844				667,506				1,182,198				256,714				(34,202	)			2,723,060
United States			-				3,355,657				1,268,840				1,488,941				(41,632	)			6,071,806
Mexico			-				-				-				17,625				-				17,625
Total			650,844				4,023,163				2,451,038				1,763,280				(75,834	)			8,812,491

 

Package and Courier

(unaudited)		Three months ended December 31																Years ended December 31
(in thousands of U.S. dollars)		2023				%				2022				%				2023				%				2022				%
Total revenue			156,198								172,381								583,198								650,844
Fuel surcharge			(34,165	)							(43,307	)							(121,268	)							(151,872	)
Revenue			122,033				100.0	%			129,074				100.0	%			461,930				100.0	%			498,972				100.0	%
Materials and services expenses (net of fuel    surcharge)			41,104				33.7	%			42,784				33.1	%			163,960				35.5	%			167,725				33.6	%
Personnel expenses			33,695				27.6	%			35,877				27.8	%			133,504				28.9	%			144,650				29.0	%
Other operating expenses			6,403				5.2	%			6,667				5.2	%			26,374				5.7	%			26,845				5.4	%
Depreciation of property and equipment			2,969				2.4	%			3,080				2.4	%			11,789				2.6	%			12,863				2.6	%
Depreciation of right-of-use assets			3,103				2.5	%			3,135				2.4	%			12,654				2.7	%			13,024				2.6	%
Amortization of intangible assets			156				0.1	%			157				0.1	%			627				0.1	%			645				0.1	%
Gain on sale of rolling stock and equipment			(106	)			-0.1	%			(189	)			-0.1	%			(510	)			-0.1	%			(1,087	)			-0.2	%
(Gain) loss on derecognition of right-of-use assets			(2	)			-0.0	%			-				-				(835	)			-0.2	%			1				0.0	%
Loss on sale of land and buildings and assets    held for sale			-				-				-				-				7				0.0	%			—				0.0	%
Operating income			34,711				28.4	%			37,563				29.1	%			114,360				24.8	%			134,306				26.9	%
Adjusted EBITDA1			40,939				33.5	%			43,935				34.0	%			139,437				30.2	%			160,838				32.2	%
Return on invested capital1							28.1	%							32.5	%

1 This is a non-IFRS measure. For a reconciliation, please refer to the “Non-IFRS and Other Financial Measures” section below.

 

Operational data
(unaudited)		Three months ended December 31																Years ended December 31
(Revenue in U.S. dollars)		2023				2022				Variance				%				2023				2022				Variance				%
Revenue per pound (including fuel)		$	0.48			$	0.47			$	0.01				-2.1	%		$	0.47			$	0.48			$	(0.01	)			-2.1	%
Revenue per pound (excluding fuel)		$	0.37			$	0.35			$	0.02				5.7	%		$	0.37			$	0.37			$	—				—
Revenue per package (including fuel)		$	7.03			$	7.46			$	(0.43	)			-5.8	%		$	7.27			$	7.66			$	(0.39	)			-5.1	%
Revenue per package (excluding fuel)		$	5.49			$	5.59			$	(0.10	)			-1.8	%		$	5.76			$	5.88			$	(0.12	)			-2.0	%
Tonnage (in thousands of metric tons)			148				167				(19	)			-11.4	%			563				614				(51	)			-8.3	%
Packages (in thousands)			22,230				23,107				(877	)			-3.8	%			80,245				84,915				(4,670	)			-5.5	%
Average weight per package (in lbs.)			14.67				15.93				(1.26	)			-7.9	%			15.46				15.94				(0.48	)			-3.0	%
Vehicle count, average			995				1,028				(33	)			-3.2	%			990				1,046				(56	)			-5.3	%
Weekly revenue per vehicle (incl. fuel, in thousands of U.S. dollars)		$	12.08			$	12.90			$	(0.82	)			-6.4	%		$	11.33			$	11.97			$	(0.64	)			-5.4	%

 

 

	│	11

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Earnings Press Release

 

Less-Than-Truckload

(unaudited)		Three months ended December 31																Years ended December 31
(in thousands of U.S. dollars)		2023				%				2022				%				2023				%				2022				%
Total revenue			846,410								903,713								3,368,567								4,023,163
Fuel surcharge			(150,480	)							(182,930	)							(591,258	)							(779,606	)
Revenue			695,930				100.0	%			720,783				100.0	%			2,777,309				100.0	%			3,243,557				100.0	%
Materials and services expenses (net of fuel    surcharge)			213,583				30.7	%			226,839				31.5	%			827,533				29.8	%			1,003,662				30.9	%
Personnel expenses			299,793				43.1	%			311,248				43.2	%			1,244,092				44.8	%			1,432,857				44.2	%
Other operating expenses			58,177				8.4	%			58,050				8.1	%			233,229				8.4	%			243,347				7.5	%
Depreciation of property and equipment			35,212				5.1	%			26,374				3.7	%			132,027				4.8	%			104,850				3.2	%
Depreciation of right-of-use assets			8,728				1.3	%			9,641				1.3	%			32,774				1.2	%			38,985				1.2	%
Amortization of intangible assets			2,432				0.3	%			2,065				0.3	%			8,883				0.3	%			8,831				0.3	%
Gain on sale of rolling stock and equipment			(687	)			-0.1	%			(1,601	)			-0.2	%			(1,038	)			-0.0	%			(4,056	)			-0.1	%
Gain on derecognition of right-of-use assets			—				0.0	%			(60	)			-0.0	%			(109	)			-0.0	%			(12	)			-0.0	%
(Gain) loss, net of impairment, on sale of land and
buildings and assets held for sale			7,245				1.0	%			(13	)			-0.0	%			(10,511	)			-0.4	%			(55,714	)			-1.7	%
Operating income			71,447				10.3	%			88,240				12.2	%			310,429				11.2	%			470,807				14.5	%
Adjusted EBITDA1			125,064				18.0	%			126,307				17.5	%			473,602				17.1	%			567,759				17.5	%

1 This is a non-IFRS measure. For a reconciliation, please refer to the “Non-IFRS and Other Financial Measures” section below.

 

Operational data
(unaudited)		Three months ended December 31																Years ended December 31
(Revenue in U.S. dollars)		2023				2022				Variance				%				2023				2022				Variance				%
U.S. LTL
Revenue (in thousands of dollars)1			481,102				475,389				5,713				1.2	%			1,912,623				2,186,668				(274,045	)			-12.5	%
Adjusted Operating Ratio2			91.0	%			90.4	%											92.2	%			89.9	%
Revenue per hundredweight (excluding fuel)1		$	28.81			$	30.05			$	(1.24	)			-4.1	%		$	28.61			$	29.67			$	(1.06	)			-3.6	%
Revenue per shipment (excluding fuel)1		$	342.18			$	322.74			$	19.44				6.0	%		$	322.26			$	320.20			$	2.06				0.6	%
Revenue per hundredweight (including fuel)1		$	35.52			$	39.04			$	(3.52	)			-9.0	%		$	35.31			$	38.03			$	(2.72	)			-7.2	%
Revenue per shipment (including fuel)1		$	421.89			$	419.26			$	2.63				0.6	%		$	397.72			$	410.38			$	(12.66	)			-3.1	%
Tonnage (in thousands of tons)1			835				791				44				5.6	%			3,342				3,685				(343	)			-9.3	%
Shipments (in thousands)1			1,406				1,473				(67	)			-4.5	%			5,935				6,829				(894	)			-13.1	%
Average weight per shipment (in lbs)1			1,188				1,074				114				10.6	%			1,126				1,079				47				4.4	%
Average length of haul (in miles)1			1,132				1,092				40				3.7	%			1,111				1,101				10				0.9	%
Cargo claims (% revenue)			0.5	%			1.5	%											0.5	%			0.7	%
Vehicle count, average3			3,974				4,410				(436	)			-9.9	%			4,097				4,685				(588	)			-12.6	%
Truck age4			4.7				6.6				(1.9	)			-28.8	%			4.8				7.4				(2.6	)			-35.1	%
Business days			62				62				—				0.0	%			254				253				1.0				0.4	%
Return on invested capital2			15.1	%			23.8	%
Canadian LTL
Revenue (in thousands of dollars)			138,241				123,176				15,065				12.2	%			531,784				548,012				(16,228	)			-3.0	%
Adjusted Operating Ratio2			79.9	%			75.3	%											76.6	%			74.0	%
Revenue per hundredweight (excluding fuel)		$	10.82			$	10.84			$	(0.02	)			-0.2	%		$	10.83			$	11.26			$	(0.43	)			-3.8	%
Revenue per shipment (excluding fuel)		$	237.12			$	235.97			$	1.15				0.5	%		$	235.20			$	241.95			$	(6.75	)			-2.8	%
Revenue per hundredweight (including fuel)1		$	13.90			$	14.46			$	(0.56	)			-3.9	%		$	13.82			$	14.65			$	(0.83	)			-5.7	%
Revenue per shipment (including fuel)1		$	304.68			$	314.61			$	(9.93	)			-3.2	%		$	300.32			$	314.88			$	(14.56	)			-4.6	%
Tonnage (in thousands of tons)			639				568				71				12.5	%			2,456				2,434				22				0.9	%
Shipments (in thousands)			583				522				61				11.7	%			2,261				2,265				(4	)			-0.2	%
Average weight per shipment (in lbs)			2,192				2,176				16				0.7	%			2,172				2,149				23				1.1	%
Average length of haul (in miles)			856				734				122				16.6	%			852				748				104				13.9	%
Cargo claims (% revenue)			0.1	%			0.1	%											0.2	%			0.2	%
Vehicle count, average			777				808				(31	)			-3.8	%			788				800				(12	)			-1.5	%
Truck age			4.8				5.1				(0.3	)			-5.9	%			4.8				4.8				—				0.0	%
Business days			62				62				—				0.0	%			250				250				—				0.0	%
Return on invested capital2			20.1	%			24.0	%
1  Operational statistics exclude figures from Ground Freight Pricing (“GFP”).
2  This is a non-IFRS measure. For a reconciliation please refer to the “Non-IFRS and Other Financial Measures” section below.
3  As at December 31, 2023 the active vehicle count was 3,364 (December 31, 2022 - 4,046)
4 The truck age for U.S. LTL operations has been presented for active trucks.

 

 

	│	12

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Earnings Press Release

 

 

Truckload

(unaudited)		Three months ended December 31																Years ended December 31
(in thousands of U.S. dollars)		2023				%				2022				%				2023				%				2022				%
Total revenue			479,596								502,784								1,936,038								2,451,038
Fuel surcharge			(80,319	)							(99,433	)							(310,446	)							(464,707	)
Revenue			399,277				100.0	%			403,351				100.0	%			1,625,592				100.0	%			1,986,331				100.0	%
Materials and services expenses (net of fuel    surcharge)			166,850				41.8	%			174,305				43.2	%			682,342				42.0	%			821,442				41.4	%
Personnel expenses			121,120				30.3	%			115,449				28.6	%			473,948				29.2	%			585,891				29.5	%
Other operating expenses			14,540				3.6	%			13,709				3.4	%			55,420				3.4	%			76,612				3.9	%
Depreciation of property and equipment			23,863				6.0	%			26,695				6.6	%			101,508				6.2	%			129,013				6.5	%
Depreciation of right-of-use assets			18,341				4.6	%			15,730				3.9	%			70,084				4.3	%			59,473				3.0	%
Amortization of intangible assets			5,902				1.5	%			5,699				1.4	%			23,169				1.4	%			23,944				1.2	%
Gain on sale of rolling stock and equipment			(1,768	)			-0.4	%			(3,981	)			-1.0	%			(13,828	)			-0.9	%			(54,481	)			-2.7	%
Gain on derecognition of right-of-use assets			(235	)			-0.1	%			(138	)			-0.0	%			(493	)			-0.0	%			(191	)			-0.0	%
(Gain) loss on sale of land and buildings and assets
held for sale			7				0.0	%			(15,959	)			-4.0	%			(3,951	)			-0.2	%			(22,240	)			-1.1	%
Operating income			50,657				12.7	%			71,842				17.8	%			237,393				14.6	%			366,868				18.5	%
Adjusted EBITDA1			98,770				24.7	%			104,007				25.8	%			428,203				26.3	%			557,058				28.0	%

1 This is a non-IFRS measure. For a reconciliation, please refer to the “Non-IFRS and Other Financial Measures” section below.

 

Operational data		Three months ended December 31																Years ended December 31
(unaudited)		2023				2022				Variance				%				2023				2022				Variance				%
Specialized TL
Revenue (in thousands of U.S. dollars)			323,952				325,493				(1,541	)			-0.5	%			1,323,083				1,362,390				(39,307	)			-2.9	%
Adjusted operating ratio1			87.0	%			87.4	%											85.8	%			83.1	%
Revenue per truck per week (excluding fuel)		$	4,133			$	4,197			$	(64	)			-1.5	%		$	4,232			$	4,582			$	(350	)			-7.6	%
Revenue per truck per week (including fuel)		$	5,086			$	5,455			$	(369	)			-6.8	%		$	5,174			$	5,879			$	(705	)			-12.0	%
Truck count, average			4,051				3,839				212				5.5	%			3,977				3,641				336				9.2	%
Trailer count, average			10,402				11,004				(602	)			-5.5	%			10,460				10,833				(373	)			-3.4	%
Truck age			3.4				3.6				(0.2	)			-5.6	%			3.4				3.6				(0.2	)			-5.6	%
Trailer age			12.7				11.5				1.2				10.4	%			12.7				11.5				1.2				10.4	%
Number of owner operators, average			1,223				1,193				30				2.5	%			1,208				1,126				82				7.3	%
Return on invested capital1			10.3	%			13.4	%
Canadian based Conventional TL
Revenue (in thousands of U.S. dollars)			77,815				79,101				(1,286	)			-1.6	%			311,838				322,553				(10,715	)			-3.3	%
Adjusted operating ratio1			89.0	%			81.1	%											85.6	%			78.7	%
Total mileage (in thousands)			25,917				24,498				1,419				5.8	%			102,559				93,923				8,636				9.2	%
Revenue per mile (excluding fuel)2		$	2.08			$	2.24			$	(0.16	)			-7.2	%		$	2.11			$	2.30			$	(0.19	)			-8.0	%
Revenue per mile (including fuel)2		$	2.67			$	2.94			$	(0.27	)			-9.4	%		$	2.67			$	2.97			$	(0.30	)			-9.9	%
Revenue per truck per week (excluding fuel)		$	3,094			$	3,792			$	(698	)			-18.4	%		$	3,266			$	4,102			$	(836	)			-20.4	%
Revenue per truck per week (including fuel)		$	3,973			$	4,989			$	(1,016	)			-20.4	%		$	4,133			$	5,299			$	(1,166	)			-22.0	%
Truck count, average			1,072				858				214				24.9	%			1,024				741				283				38.2	%
Trailer count, average			3,861				3,636				225				6.2	%			3,923				3,456				467				13.5	%
Truck age			3.3				3.5				(0.2	)			-5.7	%			3.3				3.5				(0.2	)			-5.7	%
Trailer age			7.9				7.3				0.6				8.2	%			7.9				7.3				0.6				8.2	%
Number of owner operators, average			267				254				13				5.0	%			250				269				(19	)			-7.1	%
Return on invested capital1			12.6	%			21.3	%
1 This is a non-IFRS measure. For a reconciliation, please refer to the “Non-IFRS Financial Measures” section below.
2 The revenue per mile calculation excludes brokerage revenues

 

Logistics

(unaudited)		Three months ended December 31																Years ended December 31
(in thousands of U.S. dollars)		2023				%				2022				%				2023				%				2022				%
Total revenue			504,493								394,071								1,697,016								1,763,280
Fuel surcharge			(32,855	)							(18,103	)							(92,138	)							(74,158	)
Revenue			471,638				100.0	%			375,968				100.0	%			1,604,878				100.0	%			1,689,122				100.0	%
Materials and services expenses (net of fuel    surcharge)			309,079				65.5	%			269,625				71.7	%			1,102,396				68.7	%			1,232,049				72.9	%
Personnel expenses			67,034				14.2	%			35,770				9.5	%			191,146				11.9	%			143,505				8.5	%
Other operating expenses			26,323				5.6	%			27,107				7.2	%			103,715				6.5	%			134,923				8.0	%
Depreciation of property and equipment			1,905				0.4	%			333				0.1	%			4,094				0.3	%			1,460				0.1	%
Depreciation of right-of-use assets			4,712				1.0	%			3,644				1.0	%			16,583				1.0	%			14,794				0.9	%
Amortization of intangible assets			8,185				1.7	%			5,292				1.4	%			27,237				1.7	%			21,990				1.3	%
Gain on sale of rolling stock and equipment			(24	)			-0.0	%			(7	)			-0.0	%			(134	)			-0.0	%			(37	)			-0.0	%
Gain on derecognition of right-of-use assets			(4	)			-0.0	%			—				—				(45	)			-0.0	%			(8	)			-0.0	%
Gain on sale of land and building			(226	)			-0.0	%			—				—				(226	)			-0.0	%			—				—
Operating income			54,654				11.6	%			34,204				9.1	%			160,112				10.0	%			140,446				8.3	%
Adjusted EBITDA1			69,230				14.7	%			43,473				11.6	%			207,800				12.9	%			178,690				10.6	%
Return on invested capital1							18.8	%							21.9	%

 

 

	│	13

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Earnings Press Release

 

1 This is a non-IFRS measure. For a reconciliation, please refer to the “Non-IFRS and Other Financial Measures” section below.

 

NON-IFRS AND OTHER FINANCIAL MEASURES

Financial data have been prepared in conformity with IFRS, including the following measures:

Operating expenses: Operating expenses include: a) materials and services expenses, which are primarily costs related to independent contractors and vehicle operation; vehicle operation expenses, which primarily include fuel, repairs and maintenance, vehicle leasing costs, insurance, permits and operating supplies; b) personnel expenses; c) other operating expenses, which are primarily composed of costs related to offices’ and terminals’ rent, taxes, heating, telecommunications, maintenance and security and other general administrative expenses; d) depreciation of property and equipment, depreciation of right-of-use assets, amortization of intangible assets and gain or loss on the sale of rolling stock and equipment, on derecognition of right-of use assets, on sale of business and on sale of land and buildings and assets held for sale; e) bargain purchase gain; and f) impairment of intangible assets.

Operating income (loss): Net income or loss before finance income and costs and income tax expense, as stated in the consolidated financial statements.

This press release includes references to certain non-IFRS financial measures as described below. These non-IFRS financial measures are not standardized financial measures under IFRS used to prepare the financial statements of the Company to which the measures relates and might not be comparable to similar financial measures disclosed by other issuers. Accordingly, they should not be considered in isolation, in addition to, not as a substitute for or superior to, measures of financial performance prepared in accordance with IFRS. The terms and definitions of non-IFRS measures used in this press release and a reconciliation of each non-IFRS measure to the most directly comparable IFRS measure are provided below.

Adjusted net income: Net income or loss excluding amortization of intangible assets related to business acquisitions, net change in the fair value and accretion expense of contingent considerations, net change in the fair value of derivatives, net foreign exchange gain or loss, impairment of intangible assets, bargain purchase gain, gain or loss on sale of land and buildings and assets held for sale, impairment of fixed assets classified as held for sale, gain or loss on the sale of business and direct attributable costs, gain or loss on the disposal of intangible assets and U.S. Tax Reform. In presenting an adjusted net income and adjusted EPS, the Company’s intent is to help provide an understanding of what would have been the net income and earnings per share in a context of significant business combinations and excluding specific impacts and to reflect earnings from a strictly operating perspective. The amortization of intangible assets related to business acquisitions comprises amortization expense of customer relationships, trademarks and non-compete agreements accounted for in business combinations and the income tax effects related to this amortization. Management also believes, in excluding amortization of intangible assets related to business acquisitions, it provides more information on the amortization of intangible asset expense portion, net of tax, that will not have to be replaced to preserve the Company’s ability to generate similar future cash flows. The Company excludes these items because they affect the comparability of its financial results and could potentially distort the analysis of trends in its business performance. Excluding these items does not imply they are necessarily non-recurring.

Adjusted net income reconciliation:

(unaudited) (in thousands of U.S. dollars, except per share data)		Three months ended December 31												Years ended December 31
		2023				2022				2021				2023				2022				2021
Net income			131,386				153,494				144,139				504,877				823,232				754,405
Amortization of intangible assets related to business acquisitions			15,598				13,969				13,128				56,160				52,003				50,498
Net change in fair value and accretion expense of contingent    considerations			31				90				1,571				165				216				1,932
Net foreign exchange (gain) loss			(1,620	)			(564	)			(939	)			(491	)			556				(1,471	)
(Gain) loss on sale of business and direct attributable costs			—				2,069				—				3,011				(69,753	)			—
Bargain purchase gain			—				—				—				—				—				(283,593	)
(Gain) loss, net of impairment, on sale of land and buildings and assets held for sale			7,026				(15,941	)			(6,638	)			(14,721	)			(77,870	)			(11,978	)
(Gain) loss on disposal of intangible assets			—				—				(5	)			—				—				1
Tax impact of adjustments			(5,401	)			(1,358	)			(2,636	)			(10,668	)			3,284				(11,446	)
Adjusted net income1			147,020				151,759				148,620				538,333				731,668				498,348
Adjusted EPS – basic1			1.73				1.75				1.60				6.27				8.19				5.36
Adjusted EPS – diluted1			1.71				1.72				1.57				6.18				8.02				5.23

Adjusted earnings per share (adjusted “EPS”) - basic: Adjusted net income divided by the weighted average number of common shares.

Adjusted EPS - diluted: Adjusted net income divided by the weighted average number of diluted common shares.

 

	│	14

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Earnings Press Release

 

Adjusted EBITDA: Net income or loss before finance income and costs, income tax expense, depreciation, amortization, impairment of intangible assets, bargain purchase gain, and gain or loss on sale of land and buildings, assets held for sale, sale of business, and gain or loss on disposal of intangible assets. Management believes adjusted EBITDA to be a useful supplemental measure. Adjusted EBITDA is provided to improve the comparability of the Company's performance.

Segmented adjusted EBITDA refers to operating income (loss) before depreciation, amortization, impairment of intangible assets, bargain purchase gain, gain or loss on sale of business, land and buildings, and assets held for sale and gain or loss on disposal of intangible assets. Management believes adjusted EBITDA to be a useful supplemental measure. Segmented adjusted EBITDA is provided to improve the comparability of the Company's segment performance.

Consolidated adjusted EBITDA reconciliation:

(unaudited) (in thousands of U.S. dollars)		Three months ended December 31												Years ended December 31
		2023				2022				2021				2023				2022				2021
Net income			131,386				153,494				144,139				504,877				823,232				754,405
Net finance costs			23,263				16,963				21,441				80,871				80,397				73,018
Income tax expense			43,608				46,403				49,399				171,887				242,409				151,806
Depreciation of property and equipment			64,053				56,587				65,294				249,835				248,638				225,007
Depreciation of right-of-use assets			34,901				32,150				31,190				132,112				126,276				112,782
Amortization of intangible assets			16,701				13,262				13,653				60,028				55,679				55,243
(Gain) loss on sale of business			—				2,069				—				3,011				(73,653	)			—
Bargain purchase gain			—				—				—				—				—				(283,593	)
(Gain) loss on sale of land and buildings			—				—				9				40				(43	)			19
(Gain) loss, net of impairment, on sale of assets held for sale			7,026				(15,972	)			(6,654	)			(14,721	)			(77,911	)			(12,209	)
(Gain) loss on sale of intangible assets			—				—				(5	)			—				—				1
Adjusted EBITDA			320,938				304,956				318,466				1,187,940				1,425,024				1,076,479

 

Segmented adjusted EBITDA reconciliation:

(unaudited) (in thousands of U.S. dollars)		Three months ended December 31								Years ended December 31
		2023				2022				2023				2022
Package and Courier
Operating income			34,711				37,563				114,360				134,306
Depreciation and amortization			6,228				6,372				25,070				26,532
Loss on sale of assets held for sale			—				—				7				—
Adjusted EBITDA			40,939				43,935				139,437				160,838
Less-Than-Truckload
Operating income			71,447				88,240				310,429				470,807
Depreciation and amortization			46,372				38,080				173,684				152,666
(Gain) loss on sale of land and buildings			(1	)			(1	)			35				—
(Gain) loss, net of impairment, on sale of assets held for sale			7,246				(12	)			(10,546	)			(55,714	)
Adjusted EBITDA			125,064				126,307				473,602				567,759
Truckload
Operating income			50,657				71,842				237,393				366,868
Depreciation and amortization			48,106				48,124				194,761				212,430
(Gain) loss on sale of land and buildings			1				1				5				(43	)
(Gain) loss on sale of assets held for sale			6				(15,960	)			(3,956	)			(22,197	)
Adjusted EBITDA			98,770				104,007				428,203				557,058
Logistics
Operating income			54,654				34,204				160,112				140,446
Depreciation and amortization			14,802				9,269				47,914				38,244
Gain on sale of assets held for sale			(226	)			—				(226	)			—
Adjusted EBITDA			69,230				43,473				207,800				178,690
Corporate
Operating loss			(13,212	)			(14,989	)			(64,659	)			33,611
Depreciation and amortization			147				154				546				721
(Gain) loss on sale of business			—				2,069				3,011				(73,653	)
Adjusted EBITDA			(13,065	)			(12,766	)			(61,102	)			(39,321	)

Adjusted EBITDA margin is calculated as adjusted EBITDA as a percentage of revenue before fuel surcharge.

Operating margin is calculated as operating income (loss) as a percentage of revenue before fuel surcharge.

 

	│	15

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Earnings Press Release

 

Adjusted operating ratio: Operating expenses before gain on sale of business, bargain purchase gain, and gain or loss on sale of land and buildings and assets held for sale, and gain or loss on disposal of intangible assets (“Adjusted operating expenses”), net of fuel surcharge revenue, divided by revenue before fuel surcharge. Although the adjusted operating ratio is not a recognized financial measure defined by IFRS, it is a widely recognized measure in the transportation industry, which the Company believes provides a comparable benchmark for evaluating the Company’s performance. Also, to facilitate the comparison of business level activity and operating costs between periods, the Company compares the revenue before fuel surcharge (“revenue”) and reallocates the fuel surcharge revenue to materials and services expenses within operating expenses.

Consolidated adjusted operating ratio reconciliation:

(unaudited) (in thousands of U.S. dollars)		Three months ended December 31												Years ended December 31
		2023				2022				2021				2023				2022				2021
Operating expenses			1,770,421				1,739,834				1,925,935				6,763,532				7,666,453				6,241,200
Gain (loss) on sale of business			—				(2,069	)			—				(3,011	)			73,653				—
Bargain purchase gain			—				—				—				—				—				283,593
Gain (loss) on sale of land and building			—				—				(9	)			(40	)			43				(19	)
Gain (loss), net of impairment, on sale of assets held for sale			(7,026	)			15,972				6,654				14,721				77,911				12,209
Gain (loss) on disposal of intangible assets			—				—				5				—				—				(1	)
Adjusted operating expenses			1,763,395				1,753,737				1,932,585				6,775,202				7,818,060				6,536,982
Fuel surcharge revenue			(294,564	)			(340,199	)			(252,491	)			(1,104,281	)			(1,455,427	)			(751,644	)
Adjusted operating expenses, net of fuel surcharge revenue			1,468,831				1,413,538				1,680,094				5,670,921				6,362,633				5,785,338
Revenue before fuel surcharge			1,674,114				1,616,495				1,888,423				6,416,886				7,357,064				6,468,785
Adjusted operating ratio			87.7	%			87.4	%			89.0	%			88.4	%			86.5	%			89.4	%

 

 

	│	16

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Earnings Press Release

 

Less-Than-Truckload and Truckload reportable segments adjusted operating ratio reconciliation and Truckload operating segments reconciliations:

(unaudited) (in thousands of U.S. dollars)		Three months ended December 31								Years ended December 31
		2023				2022				2023				2022
Less-Than-Truckload
Total revenue			846,410				903,713				3,368,567				4,023,163
Total operating expenses			774,963				815,473				3,058,138				3,552,356
Operating income			71,447				88,240				310,429				470,807
Operating expenses			774,963				815,473				3,058,138				3,552,356
Gain (loss) on sale of land and buildings			1				1				(35	)			—
Gain (loss), net of impairment, on sale of assets held for sale			(7,246	)			12				10,546				55,714
Adjusted operating expenses			767,718				815,486				3,068,649				3,608,070
Fuel surcharge revenue			(150,480	)			(182,930	)			(591,258	)			(779,606	)
Adjusted operating expenses, net of fuel surcharge revenue			617,238				632,556				2,477,391				2,828,464
Revenue before fuel surcharge			695,930				720,783				2,777,309				3,243,557
Adjusted operating ratio			88.7	%			87.8	%			89.2	%			87.2	%
Less-Than-Truckload - Revenue before fuel surcharge
U.S. based LTL			562,666				601,436				2,262,987				2,709,762
Canadian based LTL			138,241				123,176				531,784				548,012
Eliminations			(4,977	)			(3,829	)			(17,462	)			(14,217	)
			695,930				720,783				2,777,309				3,243,557
Less-Than-Truckload - Fuel surcharge revenue
U.S. based LTL			112,079				142,180				447,820				615,840
Canadian based LTL			39,388				41,051				147,247				165,185
Eliminations			(987	)			(301	)			(3,809	)			(1,419	)
			150,480				182,930				591,258				779,606
Less-Than-Truckload - Operating income (loss)
U.S. based LTL			43,627				57,819				186,231				327,793
Canadian based LTL			27,820				30,421				124,198				143,014
			71,447				88,240				310,429				470,807
U.S. based LTL
Operating expenses*			631,118				685,797				2,524,576				2,997,809
Gain (loss) on sale of land and buildings			1				-				(35	)			-
Gain (loss), net of impairment, on sale of assets held for sale			(7,247	)			-				10,549				55,054
Adjusted operating expenses			623,872				685,797				2,535,090				3,052,863
Fuel surcharge revenue			(112,079	)			(142,180	)			(447,820	)			(615,840	)
Adjusted operating expenses, net of fuel surcharge			511,793				543,617				2,087,270				2,437,023
Revenue before fuel surcharge			562,666				601,436				2,262,987				2,709,762
Adjusted operating ratio			91.0	%			90.4	%			92.2	%			89.9	%
Canadian based LTL
Operating expenses*			149,809				133,806				554,833				570,183
Gain on sale of land and buildings			-				1				-				-
Gain (loss), net of impairment, on sale of assets held for sale			1				12				(3	)			660
Adjusted operating expenses			149,810				133,819				554,830				570,843
Fuel surcharge revenue			(39,388	)			(41,051	)			(147,247	)			(165,185	)
Adjusted operating expenses, net of fuel surcharge			110,422				92,768				407,583				405,658
Revenue before fuel surcharge			138,241				123,176				531,784				548,012
Adjusted operating ratio			79.9	%			75.3	%			76.6	%			74.0	%

 

 

	│	17

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Earnings Press Release

 

 

Less-Than-Truckload and Truckload reportable segments adjusted operating ratio reconciliation and Truckload operating segments reconciliations (continued):

(unaudited) (in thousands of U.S. dollars)		Three months ended December 31								Years ended December 31
		2023				2022				2023				2022
Truckload
Total revenue			479,596				502,784				1,936,038				2,451,038
Total operating expenses			428,939				430,942				1,698,645				2,084,170
Operating income			50,657				71,842				237,393				366,868
Operating expenses			428,939				430,942				1,698,645				2,084,170
Gain (loss) on sale of land and buildings			(1	)			(1	)			(5	)			43
Gain (loss) on sale of assets held for sale			(6	)			15,960				3,956				22,197
Adjusted operating expenses			428,932				446,901				1,702,596				2,106,410
Fuel surcharge revenue			(80,319	)			(99,433	)			(310,446	)			(464,707	)
Adjusted operating expenses, net of fuel surcharge revenue			348,613				347,468				1,392,150				1,641,703
Revenue before fuel surcharge			399,277				403,351				1,625,592				1,986,331
Adjusted operating ratio			87.3	%			86.1	%			85.6	%			82.7	%
Truckload - Revenue before fuel surcharge
U.S. based Conventional TL			—				—				—				310,026
Canadian based Conventional TL			77,815				79,101				311,838				322,553
Specialized TL			323,952				325,493				1,323,083				1,362,390
Eliminations			(2,490	)			(1,243	)			(9,329	)			(8,638	)
			399,277				403,351				1,625,592				1,986,331
Truckload - Fuel surcharge revenue
U.S. based Conventional TL			—				—				—				82,059
Canadian based Conventional TL			15,287				17,307				57,447				62,929
Specialized TL			65,366				82,288				254,161				321,362
Eliminations			(334	)			(162	)			(1,162	)			(1,643	)
			80,319				99,433				310,446				464,707
Truckload - Operating income
U.S. based Conventional TL			—				—				—				46,133
Canadian based Conventional TL			8,584				30,463				45,004				84,321
Specialized TL			42,073				41,379				192,389				236,414
			50,657				71,842				237,393				366,868
U.S. based Conventional TL
Operating expenses*			—				—				—				345,952
Fuel surcharge revenue			—				—				—				(82,059	)
Adjusted operating expenses, net of fuel surcharge revenue			—				—				—				263,893
Revenue before fuel surcharge			—				—				—				310,026
Adjusted operating ratio			—				—				—				85.1	%
Canadian based Conventional TL
Operating expenses*			84,518				65,945				324,281				301,161
Gain on sale of land and buildings			—				—				—				43
Gain on sale of assets held for sale			—				15,485				—				15,486
Adjusted operating expenses			84,518				81,430				324,281				316,690
Fuel surcharge revenue			(15,287	)			(17,307	)			(57,447	)			(62,929	)
Adjusted operating expenses, net of fuel surcharge revenue			69,231				64,123				266,834				253,761
Revenue before fuel surcharge			77,815				79,101				311,838				322,553
Adjusted operating ratio			89.0	%			81.1	%			85.6	%			78.7	%
Specialized TL
Operating expenses*			347,245				366,402				1,384,855				1,447,338
Loss on sale of land and buildings			(1	)			(1	)			(5	)			—
Gain (loss) on sale of assets held for sale			(6	)			475				3,956				6,711
Adjusted operating expenses			347,238				366,876				1,388,806				1,454,049
Fuel surcharge revenue			(65,366	)			(82,288	)			(254,161	)			(321,362	)
Adjusted operating expenses, net of fuel surcharge revenue			281,872				284,588				1,134,645				1,132,687
Revenue before fuel surcharge			323,952				325,493				1,323,083				1,362,390
Adjusted operating ratio			87.0	%			87.4	%			85.8	%			83.1	%
* Operating expenses excluding intra TL eliminations

 

 

 

 

 

 

 

 

 

	│	18

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Earnings Press Release

 

 

 

Free cash flow conversion : Adjusted EBITDA less net capital expenditures, divided by the adjusted EBITDA. Management believes that this measure provides a benchmark to evaluate the performance of the Company in regard to its ability to convert its operating profit into free cash flow.

 

(unaudited) (in thousands of U.S. dollars)		Three months ended December 31								Years ended December 31
		2023				2022				2023				2022
Net income			131,386				153,494				504,877				823,232
Net finance costs			23,263				16,963				80,871				80,397
Income tax expense			43,608				46,403				171,887				242,409
Depreciation of property and equipment			64,053				56,587				249,835				248,638
Depreciation of right-of-use assets			34,901				32,150				132,112				126,276
Amortization of intangible assets			16,701				13,262				60,028				55,679
(Gain) loss on the sale of business			—				2,069				3,011				(73,653	)
(Gain) loss on sale of land and buildings			—				—				40				(43	)
(Gain) loss, net of impairment, on sale assets held for sale			7,026				(15,972	)			(14,721	)			(77,911	)
Adjusted EBITDA			320,938				304,956				1,187,940				1,425,024
Net capital expenditures			(53,598	)			(77,755	)			(207,828	)			(175,954	)
Adjusted EBITDA less net capital expenditures			267,340				227,201				980,112				1,249,070
Free cash flow conversion			83.3	%			74.5	%			82.5	%			87.7	%

 

Free cash flow: Net cash from operating activities less additions to property and equipment plus proceeds from sale of property and equipment and assets held for sale. Management believes that this measure provides a benchmark to evaluate the performance of the Company in regard to its ability to meet capital requirements.

 

(unaudited) (in thousands of U.S. dollars)		Three months ended December 31												Years ended December 31
		2023				2022				2021				2023				2022				2021
Net cash from operating activities			302,580				248,348				190,333				1,013,839				971,645				855,351
Additions to property and equipment			(80,643	)			(111,716	)			(102,595	)			(361,563	)			(350,824	)			(267,173	)
Proceeds from sale of property and equipment			11,708				17,685				22,508				73,339				128,821				92,842
Proceeds from sale of assets held for sale			10,143				33,956				10,503				50,280				131,250				19,869
Free cash flow			243,788				188,273				120,749				775,895				880,892				700,889

 

Free cash flow per share: Free cash flow divided by the average shares outstanding for the period. The free cash flow per share was $9.03 for 2023 ($9.86 for 2022). Management believes that this measure provides a benchmark to evaluate the performance of the Company in regard to its ability to meet capital requirements on a per share basis.

 

Total assets less intangible assets: Management believes that this presents a more useful basis to evaluate the return on the productive assets. The excluded intangibles relate primarily to intangibles assets acquired through business acquisitions.

 

(unaudited) (in thousands of U.S. dollars)		Package  and  Courier				Less- Than-Truckload				Truckload				Logistics				Corporate				Eliminations				Total
As at December 31, 2023
Total assets			359,177				2,329,677				2,004,163				1,140,174				450,429				-				6,283,620
Intangible assets			183,841				194,782				857,666				782,923				89				-				2,019,301
Total assets less intangible assets			175,336				2,134,895				1,146,497				357,251				450,340				-				4,264,319
As at December 31, 2022
Total assets			362,724				2,275,672				1,861,093				731,564				274,777				-				5,505,830
Intangible assets			180,119				167,798				775,464				468,547				182				-				1,592,110
Total assets less intangible assets			182,605				2,107,874				1,085,629				263,017				274,595				-				3,913,720

 

Net capital expenditures: Additions to rolling stock and equipment, net of proceeds from the sale of rolling stock and equipment and assets held for sale excluding property. Management believes that this measure illustrates the recurring net capital expenditures which is required for the respective period.

 

 

	│	19

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Earnings Press Release

 

(unaudited) (in thousands of U.S. dollars)		Package  and  Courier				Less- Than-Truckload				Truckload				Logistics				Corporate				Eliminations		Total
Three months ended December 31, 2023
Additions to rolling stock			5,940				40,970				11,821				1,624				-						60,355
Additions to equipment			4,059				310				1,887				281				129						6,666
Proceeds from the sale of rolling stock			(427	)			(3,900	)			(8,983	)			(113	)			-						(13,423	)
Proceeds from the sale of equipment			-				-				-				-				-						-
Net capital expenditures			9,572				37,380				4,725				1,792				129						53,598
Three months ended December 31, 2022
Additions to rolling stock			5,786				58,353				23,167				-				-						87,306
Additions to equipment			579				5,025				2,134				437				58						8,233
Proceeds from the sale of rolling stock			(320	)			(6,399	)			(11,252	)			(115	)			-						(18,086	)
Proceeds from the sale of equipment			-				294				199				(191	)			-						302
Net capital expenditures			6,045				57,273				14,248				131				58						77,755
Year ended December 31, 2023
Additions to rolling stock			15,318				175,640				72,000				2,729				-						265,687
Additions to equipment			6,212				3,174				6,078				1,342				238						17,044
Proceeds from the sale of rolling stock			(1,595	)			(23,871	)			(48,962	)			(334	)			-						(74,762	)
Proceeds from the sale of equipment			-				(111	)			(18	)			(12	)			-						(141	)
Net capital expenditures			19,935				154,832				29,098				3,725				238						207,828
Year ended December 31, 2022
Additions to rolling stock			9,991				134,898				141,388				-				-						286,277
Additions to equipment			2,227				10,888				3,747				1,032				170						18,064
Proceeds from the sale of rolling stock			(1,579	)			(13,067	)			(111,582	)			(165	)			-						(126,393	)
Proceeds from the sale of equipment			(3	)			95				(1,895	)			(191	)			-						(1,994	)
Net capital expenditures			10,636				132,814				31,658				676				170						175,954

 

Covenants : The following table indicates the Company’s financial covenants to be maintained under its credit facility. These covenants are measured on a consolidated rolling twelve-month basis and are calculated as prescribed by the credit agreement which, among other things, requires the exclusion of the impact of the new standard IFRS 16 Leases:

 

(unaudited) Covenants		Requirements		As at December 31, 2023
Funded debt-to- EBITDA ratio [ratio of total debt, net of cash, plus letters of credit and some other long-term liabilities to earnings before interest, income tax, depreciation and amortization (“EBITDA”), including last twelve months adjusted EBITDA from business acquisitions]		< 3.50			1.49
EBITDAR Coverage Ratio [ratio of EBITDAR (EBITDA before rent and including last twelve months adjusted EBITDAR from business acquisitions) to interest and net rent expenses]		> 1.75			5.65

 

Return on invested capital (“ROIC”): Management believes ROIC at the segment level is a useful measure in the efficiency in the use of capital funds. The Company calculates ROIC as segment operating income net of exclusions, after tax, divided by the segment average invested capital. Operating income net of exclusions, after tax, is calculated as the trailing twelve months of operating income before bargain purchase gain, gain or loss on the sale of land and buildings and assets held for sale, and amortization of intangible assets, after tax using the statutory tax rate of the Company. Average invested capital is calculated as intangibles plus total assets excluding intangibles, net of trade and other payables, income taxes payable and provisions averaged between the beginning and ending balance over a twelve-month period.

 

 

 

 

 

 

	│	20

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Earnings Press Release

 

Return on invested capital segment reconciliation:
(unaudited) (in thousands of U.S. dollars)		As at December 31
		2023				2022
Package and Courier
Operating income			114,360				134,306
Loss on sale of assets held for sale			7				—
Amortization of intangible assets			627				645
Operating income, net of exclusions			114,994				134,951
Income tax			26.5	%			26.5	%
Operating income net of exclusions, after tax			84,521				99,189
Intangible assets			183,841				180,119
Total assets, excluding intangible assets			175,336				182,605
less: Trade and other payables, income taxes payable and provisions			(53,870	)			(67,428	)
Total invested capital, current year			305,307				295,296
Intangible assets, prior year			180,119				193,765
Total assets, excluding intangible assets, prior year			182,605				186,116
less: Trade and other payables, income taxes payable and provisions, prior year			(67,428	)			(65,438	)
Total invested capital, prior year			295,296				314,443
Average invested capital			300,302				304,870
Return on invested capital			28.1	%			32.5	%
Less-Than-Truckload - Canadian based LTL
Operating income			124,198				143,014
(Gain) loss on sale of assets held for sale			3				(660	)
Amortization of intangible assets			7,531				7,713
Operating income, net of exclusions			131,732				150,067
Income tax			26.5	%			26.5	%
Operating income net of exclusions, after tax			96,823				110,299
Intangible assets			184,025				162,397
Total assets, excluding intangible assets			418,217				352,949
less: Trade and other payables, income taxes payable and provisions			(78,384	)			(77,439	)
Total invested capital, current year			523,858				437,907
Intangible assets, prior year			162,397				182,084
Total assets, excluding intangible assets, prior year			352,949				373,655
less: Trade and other payables, income taxes payable and provisions, prior year			(77,439	)			(74,241	)
Total invested capital, prior year			437,907				481,498
Average invested capital			480,883				459,703
Return on invested capital			20.1	%			24.0	%

 

 

 

	│	21

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Earnings Press Release

 

Return on invested capital segment reconciliation (continued):
(unaudited) (in thousands of U.S. dollars)		As at December 31
		2023				2022
Truckload - Canadian based Conventional TL
Operating income			45,004				84,321
Gain on sale of land and buildings			—				(43	)
Gain on sale of assets held for sale			—				(15,486	)
Amortization of intangible assets			2,133				1,958
Operating income, net of exclusions			47,137				70,750
Income tax			26.5	%			26.5	%
Operating income net of exclusions, after tax			34,646				52,001
Intangible assets			121,871				96,941
Total assets, excluding intangible assets			210,872				185,740
less: Trade and other payables, income taxes payable and provisions			(26,866	)			(40,671	)
Total invested capital, current year			305,877				242,010
Intangible assets, prior year			96,941				104,947
Total assets, excluding intangible assets, prior year			185,740				169,197
less: Trade and other payables, income taxes payable and provisions, prior year			(40,671	)			(28,473	)
Total invested capital, prior year			242,010				245,671
Average invested capital			273,944				243,841
Return on invested capital			12.6	%			21.3	%
Truckload - Specialized TL
Operating income			192,389				236,414
Loss on sale of land and buildings			5				—
Gain on sale of assets held for sale			(3,956	)			(6,711	)
Amortization of intangible assets			21,036				20,495
Operating income, net of exclusions			209,474				250,198
Income tax			26.5	%			26.5	%
Operating income net of exclusions, after tax			153,963				183,896
Intangible assets			735,795				678,522
Total assets, excluding intangible assets			935,625				906,564
less: Trade and other payables, income taxes payable and provisions			(124,538	)			(151,097	)
Total invested capital, current year			1,546,882				1,433,989
Intangible assets, prior year			678,522				658,692
Total assets, excluding intangible assets, prior year			906,564				791,293
less: Trade and other payables, income taxes payable and provisions, prior year			(151,097	)			(139,683	)
Total invested capital, prior year			1,433,989				1,310,302
Average invested capital			1,490,436				1,372,146
Return on invested capital			10.3	%			13.4	%
Logistics
Operating income			160,112				140,446
Gain on sale of assets held for sale			(226	)			—
Amortization of intangible assets			27,237				21,990
Operating income, net of exclusions			187,123				162,436
Income tax			26.5	%			26.5	%
Operating income net of exclusions, after tax			137,535				119,390
Intangible assets			782,923				468,547
Total assets, excluding intangible assets			357,251				263,550
less: Trade and other payables, income taxes payable and provisions			(220,328	)			(186,557	)
Total invested capital, current year			919,846				545,540
Intangible assets, prior year			468,547				454,612
Total assets, excluding intangible assets, prior year			263,550				292,026
less: Trade and other payables, income taxes payable and provisions, prior year			(186,557	)			(199,967	)
Total invested capital, prior year			545,540				546,671
Average invested capital			732,693				546,106
Return on invested capital			18.8	%			21.9	%

 

Return on invested capital for US LTL : Management believes ROIC at the segment level is a useful measure in the efficiency in the use of capital funds and the ROIC calculation for U.S. LTL has been modified as compared to the other segment ROICs due to the impact of the bargain purchase gain to provide more consistent comparison to other segments ROIC calculation. The modification includes reducing the total assets, excluding intangible assets by the bargain purchase gain, using the acquisition price instead of the prior year invested capital, and reducing the current year total invested capital by the total liabilities of the US.

 

 

	│	22

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Earnings Press Release

 

(unaudited) (in thousands of U.S. dollars)		As at December 31
		2023				2022
Less-Than-Truckload - U.S. based LTL
Operating income			186,231				327,793
Loss on sale of land and buildings			35				8
Gain on sale of assets held for sale			(10,549	)			(55,054	)
Amortization of intangible assets			1,353				1,118
Operating income, net of exclusions			177,070				273,865
Income tax			26.5	%			26.5	%
Operating income net of exclusions, after tax			130,146				201,291
Intangible assets			10,757				5,401
Total assets, excluding intangible assets			1,445,085				1,483,288
less: Total liabilities			(571,468	)			(637,340	)
Total invested capital, current year			884,374				851,349
Total invested capital, acquisition price			838,910				838,910
Average invested capital			861,642				845,130
Return on invested capital			15.1	%			23.8	%

 

 

 

	│	23

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