0000950170-23-002332 | 10-K | XBRL Viewer

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Document and Entity Information - USD ($) $ in Millions	12 Months Ended
Document and Entity Information - USD ($) $ in Millions	Dec. 31, 2022	Feb. 06, 2023	Jun. 30, 2022
Cover [Abstract]
Document Type	10-K
Amendment Flag	false
Document Period End Date	Dec. 31, 2022
Document Fiscal Year Focus	2022
Document Fiscal Period Focus	FY
Entity Registrant Name	Yellow Corporation
Entity Central Index Key	0000716006
Current Fiscal Year End Date	--12-31
Entity Filer Category	Accelerated Filer
Entity Current Reporting Status	Yes
Entity Shell Company	false
Entity Emerging Growth Company	false
Entity Small Business	false
Entity Common Stock, Shares Outstanding		51,808,732
Entity Public Float			$ 104.0
Document Annual Report	true
Document Transition Report	false
Trading Symbol	YELL
Entity File Number	0-12255
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	48-0948788
Entity Address, Address Line One	501 Commerce Street
Entity Address, Address Line Two	Suite 1120
Entity Address, City or Town	Nashville
Entity Address, State or Province	TN
Entity Address, Postal Zip Code	37203
City Area Code	913
Local Phone Number	696-6100
Title of 12(b) Security	Common Stock, $0.01 par value per share
Security Exchange Name	NASDAQ
Entity Interactive Data Current	Yes
Entity Well-known Seasoned Issuer	No
Entity Voluntary Filers	No
ICFR Auditor Attestation Flag	true
Documents Incorporated by Reference	DOCUMENTS INCORPORATED BY REFERENCE Pursuant to General Instruction G to Form 10-K, information required by Part III of this Form 10-K, either is incorporated herein by reference to a definitive proxy statement filed with the SEC no later than 120 days after the end of the fiscal year covered by this Form 10-K or will be included in an amendment to this Form 10-K filed with the SEC no later than 120 days after the end of the fiscal year covered by this Form 10-K.
Auditor Name	KPMG LLP
Auditor Firm ID	185
Auditor Location	Kansas City, MO

Consolidated Balance Sheets - USD ($) $ in Millions	Dec. 31, 2022	Dec. 31, 2021
Current Assets:
Cash and cash equivalents	$ 235.1	$ 310.7
Restricted amounts held in escrow	3.9	4.1
Accounts receivable, less allowances of $23.7 and $13.2, respectively	599.7	663.7
Prepaid expenses and other	75.4	65.0
Total current assets	914.1	1,043.5
Property and Equipment:
Cost	3,109.0	3,164.6
Less – accumulated depreciation	(1,940.0)	(2,032.3)
Net property and equipment	1,169.0	1,132.3
Deferred income taxes, net	0.3	1.4
Pension	34.5	40.5
Operating lease right-of-use assets	139.7	184.8
Other assets	21.7	23.1
Total Assets	2,279.3	2,425.6
Current Liabilities:
Accounts payable	188.6	178.4
Wages, vacations and employee benefits	221.4	252.5
Current operating lease liabilities	53.1	76.5
Claims and insurance accruals	116.6	125.9
Other accrued taxes	27.9	72.8
Other current and accrued liabilities	37.6	45.7
Current maturities of long-term debt	71.8	72.3
Total current liabilities	717.0	824.1
Other Liabilities:
Long-term debt, less current portion	1,466.2	1,482.2
Pension and postretirement	134.0	88.2
Operating lease liabilities	94.6	118.9
Claims and other liabilities	249.0	275.7
Commitments and contingencies
Shareholders’ Deficit:
Cumulative preferred stock, $1 par value per share - authorized 5,000,000 shares	0.0	0.0
Common stock, $0.01 par value per share - authorized 95,000,000 shares, issued 51,601,000 and 50,955,000 shares, respectively	0.5	0.5
Capital surplus	2,393.4	2,388.3
Accumulated deficit	(2,453.2)	(2,475.0)
Accumulated other comprehensive loss	(229.5)	(184.6)
Treasury stock, at cost	(92.7)	(92.7)
Total shareholders’ deficit	(381.5)	(363.5)
Total Liabilities and Shareholders’ Deficit	$ 2,279.3	$ 2,425.6

Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Millions	Dec. 31, 2022	Dec. 31, 2021
Statement of Financial Position [Abstract]
Allowance for doubtful accounts receivable	$ 23.7	$ 13.2
Preferred stock, par value (in dollars per share)	$ 1	$ 1
Preferred stock, shares authorized	5,000,000	5,000,000
Common stock, par value (in dollars per share)	$ 0.01	$ 0.01
Common stock, shares authorized	95,000,000	95,000,000
Common stock, shares issued	51,601,000	50,955,000

Consolidated Statements of Operations - USD ($)
shares in Thousands, $ in Millions

12 Months Ended

Dec. 31, 2022

Dec. 31, 2021

Dec. 31, 2020

Statement of Comprehensive Income [Abstract]

Operating Revenue

$ 5,244.7

$ 5,121.8

$ 4,513.7

Operating Expenses:

Salaries, wages and employee benefits

2,808.3

2,921.7

2,770.1

Fuel, operating expenses and supplies

1,076.6

858.1

719.1

Purchased transportation

748.5

800.2

638.8

Depreciation and amortization

143.4

143.6

134.9

Other operating expenses

308.1

293.9

239.6

(Gains) losses on property disposals, net

(38.0)

0.7

(45.3)

Total operating expenses

5,046.9

5,018.2

4,457.2

Operating Income

197.8

103.6

56.5

Nonoperating Expenses:

Interest expense

162.9

150.7

135.9

Non-union pension and postretirement benefits

10.5

59.3

(6.3)

Other, net

(2.1)

(0.4)

0.0

Nonoperating expenses, net

171.3

209.6

129.6

Income (Loss) before income taxes

26.5

(106.0)

(73.1)

Income tax expense (benefit)

4.7

3.1

(19.6)

Net Income (Loss)

$ 21.8

$ (109.1)

$ (53.5)

Average Common Shares Outstanding - Basic

51,346

50,720

41,694

Average Common Shares Outstanding - Diluted

52,233

50,720

41,694

Income (Loss) Per Share - Basic

^[1]

$ 0.42

$ (2.15)

$ (1.28)

Income (Loss) Per Share - Diluted

^[1]

$ 0.42

$ (2.15)

$ (1.28)

[1]	Earnings (loss) per share is based on unrounded figures and not the rounded figures presented.

Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Statement of Comprehensive Income [Abstract]
Net Income (Loss)	$ 21.8	$ (109.1)	$ (53.5)
Other Comprehensive (Income) Loss, Defined Benefit Plan, before Reclassification Adjustment, after Tax [Abstract]
Net actuarial gains (losses)	(62.4)	(112.7)	204.6
Settlement adjustments	12.1	64.7	2.7
Amortization of prior net losses	8.6	12.1	12.7
Amortization of prior net service credit	(0.4)	(0.4)	(0.4)
Changes in foreign currency translation, net of tax	(2.8)	0.5	0.9
Other comprehensive income (loss)	(44.9)	(35.8)	220.5
Comprehensive Income (Loss)	$ (23.1)	$ (144.9)	$ 167.0

Consolidated Statements of Cash Flows - USD ($)
$ in Millions

12 Months Ended

Dec. 31, 2022

Dec. 31, 2021

Dec. 31, 2020

Operating Activities:

Net Income (Loss)

$ 21.8

$ (109.1)

$ (53.5)

Adjustments to reconcile net income (loss) to cash flows from operating activities:

Depreciation and amortization

143.4

143.6

134.9

Lease amortization and accretion expense

95.7

^[1]

133.3

^[1]

160.9

Lease payments

(98.8)

(134.4)

(135.0)

Paid-in-kind interest

12.8

9.3

42.4

Debt-related amortization

23.6

22.9

17.5

Equity-based compensation and employee benefits expense

13.5

16.1

21.8

Non-union pension settlement charges

12.1

64.7

3.6

(Gains) losses on property disposals, net

(38.0)

0.7

(45.3)

Deferred income taxes, net

(0.4)

(0.5)

(14.9)

Other non-cash items, net

(1.2)

0.7

0.9

Changes in assets and liabilities, net:

Accounts receivable

64.0

(158.7)

(40.4)

Accounts payable

7.8

16.8

(3.6)

Other operating assets

(15.5)

(28.1)

(23.9)

Other operating liabilities

(119.5)

32.9

57.1

Net cash provided by (used in) operating activities

121.3

10.2

122.5

Investing Activities:

Acquisition of property and equipment

(191.8)

(497.6)

(140.6)

Proceeds from disposal of property and equipment

45.7

3.6

56.1

Net cash provided by (used in) investing activities

(146.1)

(494.0)

(84.5)

Financing Activities:

Issuance of long-term debt, net

0.0

325.2

374.8

Repayment of long-term debt

(48.4)

(3.8)

(31.4)

Debt issuance costs

(1.7)

(0.2)

(12.0)

Payments for tax withheld on equity-based compensation

(0.9)

(0.6)

Net cash provided by (used in) financing activities

(51.0)

320.6

330.8

Net Increase (Decrease) In Cash and Cash Equivalents and Restricted Amounts Held in Escrow

(75.8)

(163.2)

368.8

Cash and Cash Equivalents and Restricted Amounts Held in Escrow, Beginning of Period

314.8

478.0

109.2

Cash and Cash Equivalents and Restricted Amounts Held in Escrow, End of Period

239.0

314.8

478.0

Supplemental Cash Flow Information:

Interest paid

$ (127.4)

$ (116.8)

$ (67.6)

[1]	Operating lease cost represent non-cash amortization of ROU assets and accretion of the discounted lease liabilities and is segregated on the statement of consolidated cash flows.

Consolidated Statements of Shareholders' Deficit - USD ($) $ in Millions	Total	Common Stock	Capital Surplus	Accumulated Deficit	Accumulated Other Comprehensive Loss	Treasury Stock, At Cost
Beginning balance at Dec. 31, 2019	$ (441.2)	$ 0.3	$ 2,332.9	$ (2,312.4)	$ (369.3)	$ (92.7)
Equity-based compensation	4.2		4.2
Equity issuance - UST commitment fee	46.7	0.2	46.5
Net income (loss)	(53.5)			(53.5)
Amortization of prior net losses	12.7				12.7
Amortization of prior net service credit	(0.4)				(0.4)
Settlement adjustment	2.7				2.7
Net actuarial gains (losses)	204.6				204.6
Foreign currency translation, net of tax	0.9				0.9
Ending balance at Dec. 31, 2020	(223.3)	0.5	2,383.6	(2,365.9)	(148.8)	(92.7)
Equity-based compensation	4.7		4.7
Net income (loss)	(109.1)			(109.1)
Amortization of prior net losses	12.1				12.1
Amortization of prior net service credit	(0.4)				(0.4)
Settlement adjustment	64.7				64.7
Net actuarial gains (losses)	(112.7)				(112.7)
Foreign currency translation, net of tax	0.5				0.5
Ending balance at Dec. 31, 2021	(363.5)	0.5	2,388.3	(2,475.0)	(184.6)	(92.7)
Equity-based compensation	5.1		5.1
Net income (loss)	21.8			21.8
Amortization of prior net losses	8.6				8.6
Amortization of prior net service credit	(0.4)				(0.4)
Settlement adjustment	12.1				12.1
Net actuarial gains (losses)	(62.4)				(62.4)
Foreign currency translation, net of tax	(2.8)				(2.8)
Ending balance at Dec. 31, 2022	$ (381.5)	$ 0.5	$ 2,393.4	$ (2,453.2)	$ (229.5)	$ (92.7)

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

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- Definition

Total of all stockholders' equity (deficit) items, net of receivables from officers, directors, owners, and affiliates of the entity which are attributable to the parent. The amount of the economic entity's stockholders' equity attributable to the parent excludes the amount of stockholders' equity which is allocable to that ownership interest in subsidiary equity which is not attributable to the parent (noncontrolling interest, minority interest). This excludes temporary equity and is sometimes called permanent equity.

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+ Details

Description of Business

12 Months Ended

Dec. 31, 2022

Accounting Policies [Abstract]

Description of Business

1. Description of Business

Yellow Corporation (also referred to as “Yellow,” the “Company,” “we,” “us” or “our”) is a holding company that, through its operating subsidiaries, offers its customers a wide range of transportation services. We have one of the largest, most comprehensive less-than-truckload (“LTL”) networks in North America with local, regional, national and international capabilities. Through our team of experienced service professionals, we offer expertise in LTL shipments and flexible supply chain solutions, ensuring customers can ship industrial, commercial and retail goods with confidence.

Yellow Corporation provides for the movement of industrial, commercial and retail goods through our LTL subsidiaries including USF Holland LLC (“Holland”), New Penn Motor Express LLC (“New Penn”), USF Reddaway Inc. (“Reddaway”), YRC Inc. and YRC Freight Canada Company (both doing business as, and herein referred to as, “YRC Freight”). Our LTL companies provide regional, national and international services through a consolidated network of facilities located primarily across the United States and Canada. We also offer services through Yellow Logistics, Inc. (“Yellow Logistics”), our customer-specific logistics solutions provider, specializing in truckload, residential, and warehouse solutions.

The Company's labor force is subject to collective bargaining agreements, which predominantly expire on March 31, 2024.

Accounting Policies

12 Months Ended

Dec. 31, 2022

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Accounting Policies

2. Accounting Policies

Accounting policies refer to specific accounting principles and the methods of applying those principles to fairly present our financial position and results of operations in accordance with generally accepted accounting principles. The policies discussed below include those that management has determined to be the most appropriate in preparing our consolidated financial statements.

Basis of Presentation

The accompanying consolidated financial statements include the accounts of Yellow Corporation and its wholly owned subsidiaries. All significant intercompany accounts and transactions have been eliminated in consolidation. We report on a calendar year basis.

Use of Estimates

Management makes estimates and assumptions when preparing the financial statements in conformity with U.S. generally accepted accounting principles which affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates.

Segments and Disaggregation of Revenue

The Company provides LTL services through a single integrated organization based upon the joining of our national and regional operations during the enterprise transformation. The Company’s revenue is primarily derived from transporting LTL shipments in North America and specifically in the United States, but we also offer other services such as truckload services, customer specific logistics solutions, and other services (collectively "Other revenue" in table below).

The Company has determined it has one reporting segment and the composition of our revenue is summarized below with LTL shipments defined as shipments less than 10,000 pounds that move in our network.


(in millions)	Year Ended December 31, 2022		Year Ended December 31, 2021		Year Ended December 31, 2020
LTL revenue	$	4,719.3	$	4,605.9	$	4,093.3
Other revenue(a)		525.4		515.9		420.4
Total revenue	$	5,244.7	$	5,121.8	$	4,513.7

(a)

Other revenue is primarily comprised of truckload shipments.

Cash and Cash Equivalents

Cash and cash equivalents include demand deposits and highly liquid investments purchased with maturities of three months or less. Under the Company’s cash management system, checks issued but not presented to banks frequently result in book overdraft balances for accounting purposes which are classified within accounts payable in the accompanying consolidated balance sheets. The change in book overdrafts is reported as a component of operating cash flows for accounts payable as they do not represent bank overdrafts.

Fair Value of Financial Instruments

Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The levels of inputs used to measure fair value are:

•

Level 1 — Quoted prices for identical instruments in active markets;

•

Level 2 — Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations in which all significant inputs are observable in active markets; and

•

Level 3 — Valuations based on inputs that are unobservable, generally utilizing pricing models or other valuation techniques that reflect management’s judgment and estimates.

The carrying value of cash and cash equivalents, accounts receivable and accounts payable approximates their fair value due to the short-term nature of these instruments.

The fair value of our long-term debt is included in Note 5 to the Consolidated Financial Statements.

The fair value of our pension plan assets is included in Note 4 to the Consolidated Financial Statements.

Restricted cash amounts held in escrow are either cash or, at times, invested in money market accounts and are recorded at fair value based on quoted market prices and have typically been level 1 fair value assets. As of December 31, 2022 and 2021 we had $3.9 million and $4.1 million restricted amounts held in escrow, respectively.

Credit and Other Concentration Risks

We provide services and extend credit based on an evaluation of the customer’s financial condition, without requiring collateral. Exposure to losses on receivables is principally dependent on each customer’s financial condition. We monitor our exposure for credit losses and maintain allowances for anticipated losses.

At December 31, 2022, approximately 82% of our labor force was subject to collective bargaining agreements. In 2019, we agreed to a new labor agreement that, among other things, extended the expiration date of our primary labor agreement from March 31, 2019 to March 31, 2024. The agreement also updated the contribution rates under the multi-employer pension plans to which we contribute as discussed in Note 4 to the consolidated financial statements. The current agreement provides for wage and benefits increases through the term of the agreement. Finally, the agreement provides for certain changes to work rules and our use of purchased transportation.

Revenue Recognition

The Company’s revenues are primarily derived from the transportation services we provide through the delivery of goods over the duration of a shipment. The bill of lading is a legally enforceable agreement between two parties, and where collectability is probable this document serves as the contract as our basis to recognized revenue under ASC 606- Revenue Recognition. The Company has elected to expense initial direct costs as incurred because the average shipment cycle is less than one week. The Company recognizes revenue and substantially all the purchased transportation expenses on a gross basis as we control the service provided to our customer. We direct the use of the transportation service provided and remain responsible for the complete and proper shipment. We recognize revenue for our performance obligations under our customer contracts over time, as our customers receive the benefits of our services in accordance with ASC 606- Revenue Recognition.

Inherent within our revenue recognition practices are estimates for revenue associated with shipments in transit. For shipments in transit, we record revenue based on the percentage of service completed as of the period end and recognize delivery costs as incurred. The percentage of service completed for each shipment is based on how far along in the shipment cycle each shipment is in relation to standard transit days. The estimated portion of revenue for all shipments in transit is accumulated at period end and recognized as operating revenue. The significance of in transit shipments to the consolidated financial statements is limited due to the short duration, generally less than one week, of the average shipment cycle. At December 31, 2022 and 2021, our consolidated financial statements included reductions to operating revenue and accounts receivable to reflect in transit shipments of $32.3 million and $41.3 million, respectively.

Revenue-related Reserves

Given the nature of our transportation services, adjustments may arise which create variability when establishing the transaction price used to recognize revenue. We have a high volume of performance obligations with similar characteristics; therefore we primarily use historical trends to arrive at estimated reserves. Rerate reserves, which are common for LTL carriers, are established during a process to capture initial ratings that may require adjustment and may be identified based on many factors, including subsequent weight and commodity verifications. Although the majority of rerating occurs in the same month as the original rating, a portion occurs during subsequent periods. At December 31, 2022 and 2021, our consolidated financial statements included a rerate reserve as a reduction to revenue and accounts receivable of $22.5 million and $14.1 million, respectively.

Expected Credit Losses

We record an allowance for expected credit losses based on expected future losses. When estimating the expected future losses, we consider historical uncollectible amounts, known factors surrounding specific customers, as well as overall collection trends. Our allowance for expected credit losses totaled $23.7 million and $13.2 million as of December 31, 2022 and 2021, respectively.

Self-Insurance Accruals for Claims

Claims and insurance accruals, both current and long-term, primarily reflect the estimated settlement cost of claims for workers’ compensation and property damage and liability claims (also referred to as third-party liability claims), and include cargo loss and damage not covered by insurance. We establish and modify reserve estimates for workers’ compensation and third-party liability claims primarily based upon actuarial analyses prepared by independent actuaries. These reserves are discounted to present value using a risk-free rate based on the year of occurrence. The risk-free rate is the U.S. Treasury rate for maturities that match the expected payout of such claims and was 2.8%, 0.4% and 0.5% for workers’ compensation claims incurred as of December 31, 2022, 2021 and 2020, respectively. The rate was 2.7%, 0.2% and 0.5% for third-party liability claims incurred as of December 31, 2022, 2021 and 2020, respectively. The process of determining reserve requirements utilizes historical loss development factors and involves an evaluation of accident frequency and severity, claims management, changes in health care costs and certain future administrative costs. The effect of future inflation for costs is considered in the actuarial analysis. Adjustments to previously established reserves are included in operating results in the year of adjustment.

Expected aggregate undiscounted amounts and material changes to these amounts related to workers’ compensation and third-party liability claims, as of December 31 are presented below:


(in millions)	Workers’ Compensation			Third-Party Liability Claims			Total
Undiscounted settlement cost estimate at December 31, 2020	$	275.2		$	70.0			345.2
Estimated settlement cost for 2021 claims		92.4			38.1			130.5
Claim payments, net of recoveries		(94.8	)		(41.0	)		(135.8	)
Change in estimated settlement cost for prior claim years		(5.5	)		38.6			33.1
Undiscounted settlement cost estimate at December 31, 2021	$	267.3		$	105.7		$	373.0
Estimated settlement cost for 2022 claims		84.3			36.6			120.9
Claim payments, net of recoveries		(86.5	)		(76.8	)		(163.3	)
Change in estimated settlement cost for prior claim years		(20.4	)		36.9			16.5
Undiscounted settlement cost estimate at December 31, 2022	$	244.7		$	102.4		$	347.1
Discounted settlement cost estimate at December 31, 2022	$	225.7		$	99.5		$	325.2

In addition to the amounts above, accrued settlement cost amounts for cargo claims and other insurance related amounts, none of which are discounted, totaled $16.4 million and $17.1 million at December 31, 2022 and 2021, respectively.

Estimated cash payments to settle claims, exclusive of cargo claims, which were incurred on or before December 31, 2022, for the next five years and thereafter are as follows:


(in millions)	Workers’ Compensation		Third-Party Liability Claims		Total
2023	$	70.0	$	36.2	$	106.2
2024		43.3		27.7		71.0
2025		28.1		18.0		46.1
2026		18.2		10.8		29.0
2027		13.2		5.5		18.7
Thereafter		71.9		4.2		76.1
Total	$	244.7	$	102.4	$	347.1

Equity-Based Compensation

We have various equity-based employee compensation plans, which are described more fully in Note 7 to our consolidated financial statements. We recognize compensation costs for non-vested shares based on the grant date fair value. For our equity grants, with no performance requirement, we recognize compensation cost on a straight-line basis over the requisite service period based on the grant-date fair value. For our performance-based awards, the Company expenses the grant date fair value of the awards which are probable of being earned in the performance period over the respective service period.

Property and Equipment

The following is a summary of the components of our property and equipment at cost at December 31:


(in millions)	2022		2021
Land	$	230.7	$	235.4
Structures		782.8		798.0
Revenue equipment		1,455.2		1,537.1
Technology equipment and software		412.9		372.3
Other, including miscellaneous field operations equipment		227.4		221.8
Total property and equipment, at cost	$	3,109.0	$	3,164.6

We carry property and equipment at cost less accumulated depreciation. We compute depreciation using the straight-line method based on the following service lives:


		Years
Structures		10 - 30
Revenue equipment		10 - 20
Technology equipment and software		3 - 7
Other		3 - 10

For the years ended December 31, 2022, 2021 and 2020, depreciation expense was $136.9 million, $137.1 million and $133.0 million, respectively.

We charge maintenance and repairs to expense as incurred and betterments are capitalized. The cost of replacement tires is expensed at the time those tires are placed into service, as is the case with other repair and maintenance costs. Leasehold improvements are capitalized and amortized over the shorter of their useful lives or the remaining lease term.

Our capital expenditures focus primarily on the replacement of revenue equipment, investments in information technology and improvements to land and structures. In addition to purchasing new revenue equipment, we also rebuild the engines of our tractors (at certain time or mile intervals). Because rebuilding an engine increases its useful life, we capitalize these costs and depreciate over the remaining useful life of the unit. The cost of engines on newly acquired revenue equipment is capitalized and depreciated over the estimated useful life of the related equipment.

Our investment in technology equipment and software consists primarily of freight movement, automation, administrative, and related software. The Company capitalizes certain costs associated with developing or obtaining internal-use software. Capitalizable costs include external direct costs of materials and services utilized in developing or obtaining the software and payroll and payroll-related costs for employees directly associated with the development of the project.

Long-lived assets, which include property and equipment, are reviewed for impairment when events or changes in circumstances indicate that the carrying amount of the asset group may not be recoverable. If impairment indicators are present and the estimated future undiscounted cash flows expected to be generated by that asset group are less than the carrying value of the long-lived assets, the carrying value would be reduced to the estimated fair value.

In connection with its network optimization, without sacrificing geographical service coverage or anticipated impact to customers, Yellow plans to close and sell excess owned facilities that have overlapping service territories. In the fourth quarter of 2022, the Company closed on the sale of one of these terminals for a price of approximately $31.0 million and a resulting gain of approximately $28.1 million. The net proceeds were used to pay down a portion of the term loan. As a part of our ongoing enterprise transformation, the Company exited certain properties during the second half of 2022. Based on market conditions, certain owned properties which were exited are being actively marketed for sale to third parties. Of these properties, those which are actively marketed but not yet sold have immaterial net book value, but are accounted for as held-for-sale and presented within property and equipment at December 31, 2022.

Leases

The Company determines if a contractual agreement is a lease or contains a lease at inception. The Company leases certain revenue equipment and real estate, predominantly through operating leases, and we have an immaterial number of leases in which we are a lessor. Operating leases are expensed on a straight-line basis over the life of the lease beginning on the lease commencement date. The Company determines the lease term by assuming the exercise of renewal options that are reasonably certain. The lease term is used to determine whether a lease is finance or operating and is used to calculate rent expense. Additionally, the depreciable life of leased assets and leasehold improvements is limited by the expected lease term. Operating lease balances are classified as operating lease right-of-use (“ROU”) assets and current and long-term operating lease liabilities on our consolidated balance sheet. The Company elected the short-term lease recognition exemption and short-term leases, which have an initial term of 12 months or less, are not included in our ROU assets, or corresponding lease liabilities. Lastly, the Company has an immaterial amount of finance leases.

ROU assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent our obligation to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized at commencement date based on the present value of lease payments over the lease term. As most of the Company’s leases do not provide an implicit rate, we use our incremental borrowing rate adjusted for duration and other factors to represent the rate we would have to pay to borrow on a collateralized basis based on the information available at commencement date in determining the present value of lease payments. Our lease terms may include options to extend or terminate the lease and we will adjust the life of the lease when it is reasonably certain that we will exercise these options.

Key assumptions include discount rate, the impact of purchase options and renewal options on our lease term, as well as the assessment of residual value guarantees. The Company has lease agreements with lease and non-lease components, which are generally accounted for as a single lease component. We have variable lease components, including lease payments with payment escalation based on the Consumer Price Index, and other variable items, such as common area maintenance and taxes.

The Company’s revenue equipment leases generally have purchase options. However, in most circumstances we are not typically certain of exercising the purchase option as we may sign a new lease, return the equipment to the lessor, or exercise the option as circumstances dictate. At the time we determine to exercise such purchase options, we remeasure the lease liability inclusive of the updated lease terms. Our revenue equipment leases often contain residual value guarantees, but they are not reflected in our lease liabilities as our lease rates are such that residual value guarantees are not expected to be owed at the end of our leases. Wrecked units are expensed in full upon damage and paid out to the lessor.

The Company’s real estate leases will often have an option to extend the lease, but we are typically not reasonably certain of exercising options to extend as we have the ability to move to more advantageous locations over time, relocate to other leased and owned locations, or discontinue service from particular locations over time as customer demand changes. At the time we determine to exercise such renewal, we remeasure the lease liability inclusive of the updated lease terms.

Income Taxes

The Company uses the asset and liability method to reflect income taxes on these consolidated financial statements, which results in the recognition of deferred tax assets and liabilities by applying enacted tax rates to the differences between the carrying value of existing assets and liabilities and their respective tax basis and to loss carryforwards. Tax credit carryforwards are recorded as deferred tax assets. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that the change occurs. The Company assesses the recoverability of deferred tax assets, operating losses and tax credit

carryforwards and provides valuation allowances when it determines it is more likely than not that such assets, operating losses or credits will not be realized. We have not recognized deferred taxes relative to foreign subsidiaries’ earnings that are deemed to be permanently reinvested. Any related income tax associated with such earnings are not material. We account for residual income tax effects in accumulated other comprehensive income using the portfolio method and will release the residual tax effect when the entire portfolio of defined benefit pension plans is terminated.

Newly Adopted Accounting Standards

None of the recently issued accounting standards are expected to have a material impact on our consolidated financial statements and accompanying notes.

Other Accrued Taxes

12 Months Ended

Dec. 31, 2022

Other Accrued Taxes Disclosure [Abstract]

Other Accrued Taxes

3. Other Accrued Taxes

The primary components of Other accrued taxes at December 31 are as follows:


(in millions)	2022		2021
Deferred employer payroll taxes	$	—	$	42.8
Other (a)		27.9		30.0
Total	$	27.9	$	72.8

(a)

Other includes liabilities related to operating taxes and licenses, employer payroll taxes, real estate taxes, and other immaterial tax liabilities of varying types.

Under the Coronavirus Aid, Relief, and Economic Security Act (the “CARES Act”), the Company deferred payment of certain employer payroll taxes. Approximately half of these deferred payments were paid in December 2021 and the remaining amount was paid in December 2022.

Employee Benefits

12 Months Ended

Dec. 31, 2022

Retirement Benefits [Abstract]

Employee Benefits

4. Employee Benefits

Non-Union Pension Plans

Yellow Corporation and certain of our operating subsidiaries sponsor qualified defined benefit pension plans for certain employees not covered by collective bargaining agreements, which as of December 31, 2022 includes approximately 4,600 current, former and retired employees. These domestic, qualified non-union pension plans include the Yellow Corporation Pension Plan, the Roadway LLC Pension Plan, and the Yellow Retirement Pension Plan (formerly known as the YRC Retirement Pension Plan) (collectively, the "Plans"). Qualified pension benefits are based on years of service and the employees’ covered earnings. Employees covered by collective bargaining agreements participate in various multi-employer pension plans to which the Company contributes, as discussed separately below. The Plans closed to new participants effective January 1, 2004 and benefit accruals for participants were frozen July 1, 2008. Our actuarial valuation measurement date for the Plans is December 31.

Our long-term strategy has been focused on de-risking the Plans and improving the overall funded status. In prior years, the Company has worked to execute this strategy through efforts that included amending the Plans to provide an automatic commencement of benefit at age 65, regardless of employment status, in an effort to reduce our long-term pension obligations and ongoing annual pension expense, and one plan was amended to permit the payment of lump sum benefit payments for all participants. These amendments triggered immaterial non-cash settlement charges that are included in certain tabular disclosures below, due to the amount of lump sum benefit payments distributed from plan assets. The lump sum benefit payments reduce pension obligations and are funded from existing plan assets. The non-cash settlement charges result from the requirement to expense the unrecognized actuarial losses associated with the lump sum settlements, which are reflected in nonoperating expenses. These charges had no effect on total equity because the actuarial losses were already recognized in accumulated other comprehensive loss. Accordingly, the effect on retained earnings was offset by a corresponding reduction in accumulated other comprehensive loss.

On December 6, 2021, the Plans entered into a contract for a group annuity to transfer the obligation to pay the remaining retirement benefits of certain specific plan participants in the Plans to a highly rated insurance company (the “2021 Partial Pension Annuitization"). Upon issuance of the group annuity contracts, the value of each affected retiree’s benefit obligation was irrevocably guaranteed by the insurer. The plan participants did not have any changes to their benefits as a result of the transfer. By irrevocably transferring the obligations to the insurer, the Company reduced its overall pension projected benefit obligation by approximately $243 million. The purchase of group annuity contracts was funded directly by assets of the Plans of approximately $253 million.

Prior to the 2021 Partial Pension Annuitization, the Plans had approximately 8,500 participants. The 2021 Partial Pension Annuitization eliminated the Plan's obligations to pay retirement benefits to approximately 3,700 participants and resulted in annual savings for the Plans, including for Pension Benefit Guarantee Corporation premiums. Consistent with our long-term strategy, the Company and the Plans expect to continue to look for opportunities to manage the domestic, qualified non-union pension plans obligations, which may include additional settlements in future years.

As a result of the 2021 Partial Pension Annuitization, the Company recorded a non-cash, non-operating settlement loss during the fourth quarter of 2021 of approximately $54.9 million reflecting the accelerated recognition of unamortized losses in these plans from the obligation that was settled.

During the year ended December 31, 2022 our pension expense was $10.2 million, which includes a $12.1 million expense recognition of settlements from lump sum payouts during the year. Using our current plan assumptions for the discount rate of 5.70% and an assumed 7.00% return on assets we expect to record expense of $8.8 million for the year ended December 31, 2023, which excludes expenses of settlement from lump sum payments.

Funded Status

The reconciliation of the beginning and ending balances of the projected benefit obligation and the fair value of plan assets for the years ended December 31, 2022 and 2021, and the funded status at December 31, 2022 and 2021, is as follows:


(in millions)	2022			2021
Change in benefit obligation:
Benefit obligation at beginning of year	$	813.3		$	1,142.3
Interest cost		23.7			30.7
Benefits paid, including lump sum and annuity transfers		(80.3	)		(353.0	)
Actuarial (gain) loss		(171.2	)		(6.7	)
Other		—			—
Benefit obligation at year end	$	585.5		$	813.3
Change in plan assets:
Fair value of plan assets at prior year end	$	767.4		$	1,190.7
Actual return on plan assets		(199.8	)		(71.4	)
Employer contributions		0.6			1.1
Benefits paid, including lump sum and annuity transfers		(80.3	)		(353.0	)
Fair value of plan assets at year end	$	487.9		$	767.4
Funded status at year end	$	(97.6	)	$	(45.9	)

The net underfunded status of the plans of $97.6 million and $45.9 million at December 31, 2022 and 2021, respectively are recognized in the consolidated balance sheets as shown in the table below. No plan assets are expected to be returned to the Company during the year ending December 31, 2023.

Amounts recognized in the consolidated balance sheets for these pension plans at December 31 are as follows:


(in millions)	2022			2021
Noncurrent assets	$	34.5		$	40.5
Current liabilities		(0.5	)		(0.6	)
Noncurrent liabilities		(131.6	)		(85.8	)
Total	$	(97.6	)	$	(45.9	)

Amounts recognized in accumulated other comprehensive loss at December 31 consist of:


(in millions)	2022			2021
Net actuarial loss	$	248.9		$	207.3
Net prior service credit		(8.4	)		(8.9	)
Total	$	240.5		$	198.4

As shown above, included in accumulated other comprehensive loss at December 31, 2022, are unrecognized actuarial losses of $248.9 million ($239.3 million, net of tax).

Information for pension plans with an accumulated benefit obligation (“ABO”) in excess of plan assets and plan assets that exceed ABO at December 31, 2022 and 2021 is as follows:


	At December 31, 2022
(in millions)	ABO Exceeds Assets		Assets Exceed ABO		Total
Projected benefit obligation	$	553.4	$	32.1	$	585.5
Accumulated benefit obligation		553.4		32.1		585.5
Fair value of plan assets		421.5		66.4		487.9


	At December 31, 2021
(in millions)	ABO Exceeds Assets		Assets Exceed ABO		Total
Projected benefit obligation	$	759.3	$	54.0	$	813.3
Accumulated benefit obligation		759.3		54.0		813.3
Fair value of plan assets		673.2		94.2		767.4

Assumptions

Weighted average actuarial assumptions used to determine benefit obligations at December 31:


	2022			2021
Discount rate		5.70	%		3.08	%

Weighted average assumptions used to determine net periodic benefit cost for the years ended December 31:


	2022			2021			2020
Discount rate		3.08	%		2.81	%		3.56	%
Expected rate of return on assets		5.0	%		5.0	%		7.0	%
Mortality table (a)	Pri-2012 (MP-2021 Scale, Custom)			Pri-2012 (MP-2021 Scale, Custom)			Pri-2012 (MP-2020 Scale, Custom)

(a)

The 2022, 2021 and 2020 mortality tables were based on a custom mortality improvement scale to reflect expectations of underlying plan participants.

The discount rate refers to the interest rate used to discount the estimated future benefit payments to their present value, also referred to as the benefit obligation. The discount rate allows us to estimate what it would cost to settle the pension obligations as of the measurement date, December 31, and is used as the interest rate factor in the following year’s pension cost. We determine the discount rate by selecting a portfolio of high-quality noncallable bonds such that the coupons and maturities exceed or are similar to our expected benefit payments.

In determining the expected rate of return on assets, we consider our historical experience in the plans’ investment portfolio, historical market data and long-term historical relationships, as well as a review of other objective indices including current market factors such as inflation and interest rates. Due to the underfunded nature of these plans, the investment portfolio was allocated to more return seeking investments, and the Company selected an expected rate of return on assets of 7.0% effective for the 2023 valuation, compared to 5.0% for 2022. We will continue to review our long-term rate of return on an annual basis, and if and when appropriate, revise that assumption. The pension trust holds no Company securities.

Our asset allocation as of December 31, 2022 and 2021, and targeted long-term asset allocation for the plans are as follows:


	2022			2021			Target
Equities		26	%		32	%		19	%
Debt Securities		48	%		49	%		45	%
Absolute Return		26	%		19	%		36	%

Future Contributions and Benefit Payments

We expect cash contributions, if required at all, for the defined benefit pension plans that the Company sponsors to be nominal for 2023 and in years thereafter. The average remaining life expectancy of plan participants is approximately 21 years.

Expected benefit payments from the Plans to participants for each of the next five years and the total cumulative benefit payments for the following five years ended December 31 are as follows:


(in millions)	2023		2024		2025		2026		2027		2028-2032
Expected benefit payments	$	59.2	$	57.9	$	57.6	$	54.4	$	52.8	$	229.4

Pension and Other Post-retirement Costs

The components of our net periodic pension cost, other post-retirement costs and other amounts recognized in other comprehensive loss (income) before tax for the years ended December 31, 2022, 2021 and 2020 were as follows:


(in millions)	2022			2021			2020
Net periodic benefit cost:
Interest cost	$	23.7		$	30.7		$	37.1
Expected return on plan assets		(33.8	)		(48.0	)		(61.1	)
Amortization of prior net losses		8.6			12.1			14.3
Amortization of prior net service credit		(0.4	)		(0.4	)		(0.4	)
Settlement - Annuitization(s)		—			54.9			—
Settlements - All Others		12.1			9.8			3.6
Net periodic pension cost (benefit)	$	10.2		$	59.1		$	(6.5	)
Other changes in plan assets and benefit obligations recognized in other comprehensive loss (income):
Net actuarial (gains) losses and other adjustments	$	62.4		$	112.7		$	(216.7	)
Settlement - Annuitization(s)		—			(54.9	)		—
Settlements - All Others		(12.1	)		(9.8	)		(3.6	)
Amortization of prior net losses		(8.6	)		(12.1	)		(14.3	)
Amortization of prior net service credit		0.4			0.4			0.4
Total recognized in other comprehensive loss (income)	$	42.1		$	36.3		$	(234.2	)
Total recognized in net periodic benefit cost and other comprehensive loss (income)	$	52.3		$	95.4		$	(240.7	)

During the years ended December 31, 2022 and 2021, there was no income tax expense (benefit) related to pension amounts in other comprehensive income. During the year ended December 31, 2020 the income tax expense related to pension amounts in other comprehensive (income) loss was $14.6 million.

Gains and Losses

Gains and losses occur due to changes in the amount of either the projected benefit obligation or plan assets from experience being different than assumed and from changes in assumptions. We recognize an amortization of the net gain or loss as a component of net pension cost during a year if, as of the beginning of the year, that net gain or loss exceeds ten percent of the greater of the benefit obligation or the market-related value of plan assets. If an amortization is required, it equals the amount of net gain or loss that exceeds the ten percent corridor, amortized over the average remaining life expectancy of plan participants.

Fair Value Measurement

Our pension assets are stated at fair value. Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value of Level 1 assets are based on quoted market prices. The majority of the Level 1 assets presented in the table below include common stock of both U.S. and, to a lesser extent, international companies, and mutual funds, which are actively traded and priced in the market. The fair value of Level 2 assets are based on other significant observable inputs, including quoted prices for similar securities. The Level 2 assets presented in the below table consist primarily of fixed income and absolute return funds where values are based on the quoted prices of similar securities and observable market data. Level 3 assets are those where the fair value is determined based on unobservable inputs. The Level 3 assets consist primarily of private equities, and the assets are either priced at cost less cash distributions for recent asset purchases, third-party valuations or discounted cash flow methods. Assets that are not considered Level 1, 2 or 3 assets are valued at the net asset value (“NAV”) of the underlying investments held, as determined by the fund managers.

The methods and assumptions used by third-party pricing sources may include a variety of factors, such as recently executed transactions, existing contracts, economic conditions, industry or market developments, and overall credit ratings. These estimated fair values may differ significantly from the values that would have been used had a ready market for these investments existed and as such, differences could be material. The availability of observable data is monitored by plan management to assess

appropriate classification of financial instruments within the fair value hierarchy. Depending upon the availability of such inputs, specific securities may transfer between levels. In such instances, the transfer is reported at the end of the reporting period.

The tables below detail by level, within the fair value hierarchy, the pension assets at fair value as of December 31, 2022 and December 31, 2021:


	Pension Assets at Fair Value as of December 31, 2022
(in millions)	Total		Level 1		Level 2		Level 3
Equities	$	2.5	$	2.5	$	—	$	—
Private equities		19.1		—		—		19.1
Fixed income:
Corporate and other		8.2		—		—		8.2
Government		158.7		63.2		95.5		—
Interest bearing		54.2		53.0		1.2		—
Investments measured at NAV(a)		245.2		—		—		—
Total plan assets	$	487.9	$	118.7	$	96.7	$	27.3


	Pension Assets at Fair Value as of December 31, 2021
(in millions)	Total		Level 1		Level 2		Level 3
Equities	$	59.0	$	59.0	$	—	$	—
Private equities		18.6		—		—		18.6
Fixed income:
Corporate and other		81.4		—		73.4		8.0
Government		206.2		8.2		198.0		—
Interest bearing		58.9		57.5		1.4		—
Investments measured at NAV(a)		343.3
Total plan assets	$	767.4	$	124.7	$	272.8	$	26.6

(a)

Certain investments that are measured at fair value using the NAV per share (or its equivalent) practical expedient have not been categorized in the fair value hierarchy.

The table below presents the activity of our assets measured at fair value on a recurring basis using significant unobservable inputs (Level 3):


(in millions)	Private Equities			Fixed income			Total Level 3
Balance at December 31, 2020	$	36.9		$	8.4		$	45.3
Purchases		1.0			0.8			1.8
Sales		(24.4	)		(1.3	)		(25.7	)
Unrealized losses		5.1			0.1			5.2
Balance at December 31, 2021	$	18.6		$	8.0		$	26.6
Sales		(0.8	)		(1.5	)		(2.3	)
Unrealized gain		1.3			1.7			3.0
Balance at December 31, 2022	$	19.1		$	8.2		$	27.3

The following table sets forth a summary of the assets for which a reported NAV is used to estimate the fair value as of December 31, 2022:


	Fair value estimated using Net Asset Value per Share
(in millions)	Fair Value		Unfunded Commitments		Redemption Frequency	Redemption Notice Period
Private equities (a)	$	65.6	$	4.7	Redemptions not permitted
Fixed income (b)		23.6		—	Redemptions not permitted
Equities (c)		114.0		—	Daily, Monthly, Quarterly	5-60 days
Absolute return (d)		42.0		—	Monthly, Quarterly, Semi-Annually	5-180 days
Total	$	245.2

(a)

Consists of private equity investments in pharmaceuticals and companies primarily in the technology and healthcare sectors.

(b)

Consists of investment in debt securities, secured and unsecured, including collateralized loan obligations of global companies, primarily across the U.S. and Europe. While certain fixed income investments allow redemptions, others do not.

(c)

Consists of public equity investments in U.S. and non-U.S. markets.

(d)

Consists of investments in publicly traded securities including long and short positions in equities and exchange traded funds, equity index options, corporate and convertible debt securities and other derivatives on equities, commodities and interest rates.

The following table sets forth a summary of the assets for which a reported NAV is used to estimate the fair value as of December 31, 2021:


	Fair value estimated using Net Asset Value per Share
(in millions)	Fair Value		Unfunded Commitments		Redemption Frequency	Redemption Notice Period
Private equities (a)	$	122.7	$	7.5	Redemptions not permitted
Fixed income (b)		41.5		—	Monthly, Quarterly	35-90 days
Equities (c)		59.0		—	Monthly, Quarterly	3-60 days
Absolute return (d)		120.1		—	Monthly, Quarterly	5-90 days
Total	$	343.3

(a)

Consists of private equity investments in pharmaceuticals and companies primarily in the technology and healthcare sectors.

(b)

Primarily consists of investments in royalty payments from marketers of pharmaceuticals and related debt securities.

(c)

Consists of public equity investments in U.S. and non-U.S. markets.

(d)

Consists of investments in global markets, including derivative securities of equity and fixed income indexes, commodities and interest rates.

Historically, the investment strategy for private equities has consisted of direct investments or investments through limited partnerships with managers who purchase interests in non-public companies. In addition, the typical investment strategies of the fixed income and equity funds was based on fundamental and quantitative analysis and consisted of long and hedged strategies. Lastly, the general strategy of the absolute return funds consisted of alternative investment techniques, including derivative instruments and other unconventional assets, to achieve an absolute return rate.

Multi-Employer Plans

The Company contributes to various separate multi-employer health, welfare and pension plans for employees that are covered by our collective bargaining agreements (approximately 82% of total employees of the Company and its subsidiaries). The collective bargaining agreements determine the amounts of these contributions. The health and welfare plans provide medical-related benefits to active employees and retirees. The pension plans provide retirement benefits to retired participants. We recognize multi-employer pension cost within salaries, wages and employee benefits for the contractually required contributions for the period and recognize as a liability any contributions due and unpaid at period end. We do not directly manage the multi-employer plans to which we contribute. These pension plans' assets and liabilities are not included in our consolidated balance sheets. The trusts covering these plans are generally managed by trustees, half of whom the unions appoint and half of whom various contributing employers appoint.

We expensed the following amounts related to these plans for the years ended December 31:


(in millions)	2022		2021		2020
Health and welfare	$	490.0	$	485.2	$	488.7
Pension		111.1		114.5		123.6
Total	$	601.1	$	599.7	$	612.3

The following table provides additional information related to our participation in individually significant multi-employer pension plans:

Expiration Date

Funding

of Collective-

Pension Protection Zone Status(b)

Improvement or

Employer

Bargaining

Pension Fund(a)

EIN Number

2022

2021

Rehabilitation Plan

Surcharge Imposed

Agreement

Central States, Southeast and Southwest Areas Pension Fund

36-6044243

Critical and
Declining

Critical and
Declining

Yes

No

3/31/2024

Teamsters National 401(k) Savings Plan(c)

52-1967784

N/A

N/A

N/A

No

3/31/2024

Road Carriers Local 707 Pension Fund

51-6106510

Critical and
 Declining

Critical and
 Declining

Yes

No

3/31/2024

Teamsters Local 641 Pension Fund

22-6220288

Critical and
Declining

Critical and
Declining

Yes

No

3/31/2024

The determination of individually significant multi-employer plans is based on our contributions to the plans relative to our total contributions over the periods presented, as well as our contributions to the plans relative to the total contributions that the individual plans received during the periods presented.

The Pension Protection Zone Status indicated herein is based on information that the Company obtained from the plans’ Forms 5500. Unless otherwise noted, the most recent PPA zone status available for 2022 and 2021 is for the plan’s year-end during calendar years 2021 and 2020, respectively. Among other factors, plans in the critical or critical and declining zone are generally less than 65 percent funded, plans in the endangered zone are less than 80 percent funded, and plans in the green zone are at least 80 percent funded.

The policies of the Western Conference of Teamsters Pension Trust precluded the Company from reentering the plan on June 1, 2011. The plan did not assess a withdrawal liability and has not done so since June 1, 2011. Based on our most recent letter of understanding which has extended through 2024, no liability has been assessed. Contributions related to the employees previously covered by this plan are now being made to the Teamsters National 401(k) Plan.

The Company was listed in the Central States, Road Carriers Local 707 Pension Fund and Teamsters Local 641 Pension Fund’s Forms 5500 as providing more than 5 percent of the total contributions for 2022 and 2021.

We contributed a total of $111.5 million, $115.4 million and $115.0 million in cash to the multi-employer pension funds for the years ended December 31, 2022, 2021 and 2020, respectively. The following table provides the pension amounts contributed by fund for those funds that are considered to be individually significant for the years ended December 31:


(in millions)	2022		2021		2020
Central States, Southeast and Southwest Areas Pension Fund	$	63.0	$	68.4	$	69.0
Teamsters National 401(k) Savings Plan		21.7		18.9		17.5
Road Carriers Local 707 Pension Fund		1.9		1.9		1.9
Teamsters Local 641 Pension Fund		1.7		1.9		1.9

In March 2021, the American Rescue Plan Act of 2021 (the “ARPA”) was passed, which includes, among many other provisions, significant financial assistance for eligible, underfunded multi-employer pension plans. The Company believes that several multi-employer pension plans for employees covered by our collective bargaining agreements are eligible, including the Central States, Southeast and Southwest Areas Pension Fund and the Teamsters Local 641 Pension Fund. The special financial assistance provided by the ARPA is designed to cover the payments of accrued pension benefits through the 2051 plan year and is not subject to any repayment obligations. The Pension Benefit Guaranty Corporation ("PBGC") has issued the application requirements for special financial assistance and additional guidance, and has begun providing approvals to certain plans. To date we have not been impacted and based upon our understanding of these regulations and guidance, the Company does not anticipate any material short-term impacts of this financial assistance. On January 12, 2023, Central States announced that they had received $35.8 billion in funding from the American Rescue Plan. The Company is monitoring applications submitted by the relevant multi-employer pension plans.

If we fail to make our required contributions to a multi-employer plan, it would expose us to penalties including potential withdrawal liabilities. The Company has no intention of triggering such withdrawal liabilities due to contributions or otherwise.

401(k) Savings Plans

We sponsor the Yellow Corporation 401(k) Plan and the Reddaway Hourly 401(k) Plan, which are defined contribution plans primarily for employees that our collective bargaining agreements do not cover. The plans permit participants to make contributions to the plans and permit the employer of participants to make contributions on behalf of the participants. Additionally, the Reddaway Hourly 401(k) Plan allows for a non-elective employer contribution. Including non-elective

employer contributions, total employer contributions were $8.9 million in 2022, $6.7 million in 2021 and $3.7 million in 2020. Our employees covered under collective bargaining agreements may also participate in union-sponsored 401(k) plans.

Annual Incentive Awards

The Company provides an annual incentive compensation plan (Annual Incentive Plan, or AIP) to certain salaried employees across various levels of the organization which is based on factors such as operating revenues and Adjusted EBITDA achieved for the year, compared to targeted operating results. Results from operations include incentive compensation expense of $8.2 million in 2022, $33.1 million in 2021 and $10.0 million in 2020, primarily for the AIP.

- Definition

The entire disclosure for retirement benefits.

+ References

Reference 1: http://www.xbrl.org/2003/role/exampleRef
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-Name Accounting Standards Codification
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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Reference 14: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

Debt and Financing

12 Months Ended

Dec. 31, 2022

Debt Disclosure [Abstract]

Debt and Financing

5. Debt and Financing

Our outstanding debt as of December 31, 2022 and December 31, 2021 consisted of the following:


As of December 31, 2022 (in millions)	Par Value			Discount			Commitment Fee			Debt Issuance Costs			Book Value				Effective Interest Rate
UST Loan Tranche A(a)	$	325.7		$	—		$	(8.2	)	$	(2.2	)	$	315.3		(b)		6.3	%
UST Loan Tranche B		400.0			—			(11.0	)		(2.9	)		386.1		(b)		6.5	%
Term Loan (a)		569.1			(8.4	)		—			(3.9	)		556.8		(c)		9.5	%
ABL Facility		—			—			—			—			—			N/A
Secured Second A&R CDA		23.5			—			—			—			23.5				7.7	%
Unsecured Second A&R CDA		42.5			—			—			—			42.5				7.7	%
Lease financing obligations		213.9			—			—			(0.1	)		213.8		(d)		17.6	%
Total debt	$	1,574.7		$	(8.4	)	$	(19.2	)	$	(9.1	)	$	1,538.0
Current maturities of Term Loan		—			—			—			—			—
Current maturities of Secured and Unsecured Second A&R CDA		(66.0	)		—			—			—			(66.0	)
Current maturities of lease financing obligations		(5.8	)		—			—			—			(5.8	)
Long-term debt, less current portion	$	1,502.9		$	(8.4	)	$	(19.2	)	$	(9.1	)	$	1,466.2

(a)

The Par Value and the Book Value both reflect the accumulated cash funds that have been drawn, plus the accumulated paid-in-kind interest.

(b)

Variable interest rate based on the Eurodollar rate, which is currently determined by the 1, 2, 3 or 6-month USD LIBOR, with a floor of 1.0%, plus a fixed margin of 3.5%.

(c)

Variable interest rate based on the Eurodollar rate, which is currently determined by the 1, 3 or 6-month USD LIBOR, with a floor of 1.0%, plus a fixed margin of 7.5%.

(d)

Interest rate for lease financing obligations is derived from the difference between total rent payment and calculated principal amortization over the life of lease agreements. The remaining term of these obligations ranges between 2024 and 2032 with right of renewal options available.


As of December 31, 2021 (in millions)	Par Value			Discount			Commitment Fee			Debt Issuance Costs			Book Value				Effective Interest Rate
UST Loan Tranche A(a)	$	311.4		$	—		$	(12.9	)	$	(3.4	)		295.1		(b)		6.4	%
UST Loan Tranche B		400.0			—			(17.3	)		(4.5	)		378.2		(b)		6.5	%
Term Loan		612.5			(15.0	)		—			(6.6	)		590.9		(c)		9.5	%
ABL Facility		—			—			—			—			—			N/A
Secured Second A&R CDA		24.1			—			—			—			24.1				7.7	%
Unsecured Second A&R CDA		42.5			—			—			(0.1	)		42.4				7.7	%
Lease financing obligations		224.0			—			—			(0.2	)		223.8		(d)		17.4	%
Total debt	$	1,614.5		$	(15.0	)	$	(30.2	)	$	(14.8	)	$	1,554.5
Current maturities of Unsecured Second A&R CDA		(1.5	)		—			—			—			(1.5	)
Current maturities of Secured and Unsecured Second A&R CDA		(66.6	)		—			—			0.1			(66.5	)
Current maturities of lease financing obligations		(4.3	)		—			—			—			(4.3	)
Long-term debt, less current portion	$	1,542.1		$	(15.0	)	$	(30.2	)	$	(14.7	)	$	1,482.2

US Treasury Loan

On July 7, 2020, the Company and certain of its subsidiaries, as guarantors (the “Term Guarantors”), entered into the UST Tranche A Term Loan Credit Agreement (the “Tranche A UST Credit Agreement”) with The Bank of New York Mellon, as administrative agent and collateral agent and the UST Tranche B Term Loan Credit Agreement (the “Tranche B UST Credit Agreement” and together with the Tranche A UST Credit Agreement, the “UST Credit Agreements”) with The Bank of New York Mellon, as administrative agent and collateral agent, pursuant to which the United States Treasury (“UST”) committed to an aggregate of $700.0 million to the Company pursuant to the CARES Act. The obligations of the Company under the UST Credit Agreements are unconditionally guaranteed by the Term Guarantors.

The UST Credit Agreements have maturity dates of September 30, 2024, with a single payment at maturity of the outstanding balance. The Tranche A UST Credit Agreement consists of a $300.0 million term loan and bears interest at a rate of Eurodollar rate (subject to a floor of 1.0%) plus a margin of 3.5% per annum, consisting of 1.50% in cash and the remainder paid-in-kind. Proceeds from the Tranche A UST Credit Agreement were used to meet the Company’s contractual obligations and maintain working capital. The Tranche B UST Credit Agreement consists of a $400.0 million term loan and bears interest at a rate of Eurodollar rate (subject to a floor of 1.0%) plus a margin of 3.5% per annum, paid in cash. Proceeds from the Tranche B UST Credit Agreement were used predominantly for the acquisition of tractors and trailers. Obligations under the UST Credit Agreements are secured by a perfected first priority security interest in the escrow or controlled account supporting the respective UST Credit Facility, certain tractors and trailers (in the case of the Tranche B UST Credit Agreement) and a perfected junior priority security interest (subject in each case to permitted liens) in substantially all other assets of the Company and the Term Guarantors, subject to certain exceptions.

The UST Credit Agreements were funded through a series of draws made over time as the proceeds are utilized for the purposes outlined by the agreements. Funds drawn on the UST Credit Agreements we initially segregated into restricted accounts and those funds were included in “Restricted amounts held in escrow” in the December 31, 2020 consolidated balance sheet. As of December 31, 2021 and 2022 amounts had been fully withdrawn from the UST Credit Agreements. Borrowings are subject to the various requirements stated in the UST Credit Agreements.

The Company issued 15,943,753 shares of common stock as consideration related to the UST Credit Agreements, which has impacted both the capital surplus and common stock, for the par value per share. Accordingly, the fair value of those shares at issuance of approximately $46.7 million has been recorded as a commitment fee reducing the par value of debt as of December 31, 2022 and 2021 and is being amortized into interest expense on a straight-line basis over the term of the availability of the UST funds, which ends on September 30, 2024.

As a result of entering into the UST Credit Agreements, the Company incurred $12.2 million in debt issuance costs for the origination, legal and related fees. The debt issuance costs reduces the par value of the debt and is being amortized into interest expense on a straight-line basis over the term of the UST funds, which ends September 30, 2024.

Under the UST Credit Agreements and Term Loan (discussed below), the Company has a quarterly requirement to maintain a minimum trailing-twelve-month ("TTM") Adjusted EBITDA of $200.0 million through the maturity of these agreements. Management expects, based on actual and forecasted operating results, the Company will meet this covenant requirement for the next twelve months.

Adjusted EBITDA, defined in our UST Credit Agreements and the Term Loan Agreement (defined below), as amended, (collectively, the “TL Agreements”) as “Consolidated EBITDA,” is a measure that reflects our earnings before interest, taxes, depreciation, and amortization expense, and is further adjusted for, among other things, letter of credit fees, equity-based compensation expense, net gains or losses on property disposals, restructuring charges, transaction costs related to issuances of debt, non-recurring consulting fees, non-cash impairment charges, integration costs, severance, non-recurring charges, the gains or losses from permitted dispositions, discontinued operations, and certain non-cash expenses, charges and losses (provided that if any of such non-cash expenses, charges or losses represents an accrual or reserve for potential cash items in any future period, the cash payment in respect thereof in such future period will be subtracted from Adjusted EBITDA in such future period to the extent paid). Certain expenses that qualify as adjustments are capped at 10.0% of the trailing-twelve-month Adjusted EBITDA, in aggregate. Adjustments subject to the 10.0% cap include, but are not limited to, restructuring charges, integration costs, severance, and non-recurring charges. Additionally, all net gains from the disposition of properties are excluded from the definition of Adjusted EBITDA. Therefore any gains previously recognized in Adjusted EBITDA, as that term was previously

defined in our filings with the Securities and Exchange Commission (the “SEC”), in accordance with its definition in the Prior Term Loan Agreement, will not be included in the calculation of Adjusted EBITDA under the TL Agreements.

Term Loan

On September 11, 2019, the Company and certain of its subsidiaries, as guarantors (the “Term Guarantors”), amended and restated the existing credit facilities under the credit agreement dated February 13, 2014 (the “Prior Term Loan Agreement”) and entered into a $600.0 million term loan agreement (“Term Loan”) with funds managed by Apollo Global Management, LLC acting collectively as lead lender, and Alter Domus, as administrative agent and collateral agent. The obligations of the Company under the agreement governing (the “Term Loan Agreement”) are unconditionally guaranteed by the Term Guarantors.

The Term Loan has a maturity date of June 30, 2024, with a single payment due at maturity of the outstanding balance. The Term Loan initially bore interest at Eurodollar rate (subject to a floor of 1.0%) plus a margin of 7.5% per annum, payable at least quarterly in cash, subject to a 1.0% margin step down in the event the Company achieves greater than $400.0 million in trailing-twelve-month Adjusted EBITDA. Obligations under the Term Loan are secured by a perfected first priority security interest in (subject to permitted liens) assets of the Company and the Term Guarantors, including but not limited to all of the Company’s wholly owned terminals, tractors and trailers, subject to certain limited exceptions.

On April 7, 2020, the Company and certain of its subsidiaries entered into Amendment No. 1 (the “First Term Loan Amendment”) to the Term Loan Agreement as a result of expected future covenant and liquidity tightening due to unprecedented economic deterioration. Beginning the last two weeks of March 2020, our industry and the economy at-large experienced an unexpected and significant decline in economic activity due to the impact of the 2019 coronavirus disease (“COVID-19”) and the resulting business shutdown and shelter-in-place orders made across North America by various governmental entities and private enterprises. The First Term Loan Amendment principally provided additional liquidity allowing the Company to defer quarterly interest payments for the quarter ended March 31, 2020 and the quarter ending June 30, 2020 with almost all of such interest to be paid-in-kind. The First Term Loan Amendment also provided for a waiver with respect to the Adjusted EBITDA financial covenant during each fiscal quarter during the fiscal year ending December 31, 2020. The interest rate was retroactively reset to a fixed 14% during the first six months of 2020.

On July 7, 2020, the Company and the Term Guarantors entered into Amendment No. 2 (the “Second Term Loan Amendment”) to the Term Loan Agreement. The material terms of the Second Term Loan Amendment include, among other things, a consent to the refinancing and conforming changes to the description of collateral set forth in the UST Credit Agreements, permanently capitalizing previously paid-in-kind interest on borrowings under the Term Loan Agreement, and that all future interest shall accrue at Eurodollar rate plus a margin of 7.5% per annum and 6.5% per annum in the case of alternative base rate borrowings paid in cash. Additionally, the Company is subject to certain financial covenant requirements identical to those of the UST credit agreements.

ABL Facility

On February 13, 2014, we entered into our $450 million asset-based loan facility (the “ABL Facility”) from a syndicate of banks arranged by Citizens Bank N.A. (formerly known as RBS Citizens, N.A.) (the “ABL Agent”), Merrill Lynch, Pierce, Fenner & Smith and CIT Finance LLC. The Company and our subsidiaries, YRC Freight, Reddaway, Holland and New Penn are borrowers under the ABL Facility, and certain of the Company’s domestic subsidiaries are guarantors thereunder.

Availability under the ABL Facility is derived by reducing the amount that may be advanced against eligible receivables plus eligible borrowing base cash by certain reserves imposed by the ABL Agent and our outstanding letters of credit and revolving loans. Eligible borrowing base cash is cash that is deposited from time to time into a segregated restricted account and is included in “Restricted amounts held in escrow” in the accompanying consolidated balance sheet.

At our option, borrowings under the ABL Facility bear interest at either: (i) the applicable USD LIBOR rate plus 2.25%, as amended, or (ii) the base rate (as defined in the ABL Facility) plus 1.25%, as amended. Letter of credit fees equal to the applicable USD LIBOR margin in effect, 2.25% as amended, are charged quarterly in arrears on the average daily stated amount of all letters of credit outstanding during the quarter. Unused line fees are charged quarterly in arrears (such unused line fee percentage is equal to 0.375% per annum if the average revolver usage is less than 50% or 0.25% per annum if the average revolver usage is greater than 50%).

The ABL Facility is secured by a perfected first priority security interest (subject to permitted liens) in accounts receivable, cash, deposit accounts and other assets related to accounts receivable of the Company and the other loan parties and an additional second priority security interest (subject to permitted liens) in substantially all remaining assets of the borrowers and the guarantors other than the CDA collateral.

The ABL Facility contains conditions, representations and warranties, events of default and indemnification provisions that are customary for financings of this type, including, but not limited to, a springing minimum fixed charge coverage ratio covenant, borrowing base reporting, limitations on incurrence of debt, investments, liens on assets, certain sale and leaseback transactions, transactions with affiliates, mergers, consolidations, purchases and sales of assets, and restricted payments. Certain provisions relating to investments, restricted payments and capital expenditures are relaxed upon meeting specified payment conditions or debt repayment conditions.

On October 31, 2022, the Company and certain of its subsidiaries entered into Amendment No. 7 (the "ABL Treasury Amendment") in which the maturity date of the ABL Facility was extended to January 9, 2026 and it included a springing maturity commencing thirty days prior to the maturity of any of the Term Debt, the UST Tranche A Facility Indebtedness, or the UST Tranche B Facility Indebtedness. The amended facility has an increased capacity of $50 million up to $500 million and an interest rate of Secured Overnight Financing Rate ("SOFR") + 1.75%.

As of December 31, 2022, our Availability under our ABL Facility was $47.7 million, and our Managed Accessibility was $6.7 million. Availability is derived by reducing the amount that may be advanced against eligible receivables plus eligible borrowing base cash by certain reserves imposed by the ABL Agent and our $361.8 million of outstanding letters of credit. Our Managed Accessibility represents the maximum amount we would access on the ABL Facility and is adjusted for eligible receivables plus eligible borrowing base cash measured as of December 31, 2022. If eligible receivables fall below the threshold management uses to measure availability, which is 10% of the borrowing line, the Credit Agreement governing the ABL Facility permits adjustments from eligible borrowing base cash to restricted cash prior to the applicable compliance measurement date, which for the year-end 2022 is as of January 13, 2023. Cash and cash equivalents and Managed Accessibility was $241.8 million as of December 31, 2022.

As of December 31, 2021, our Availability under our ABL Facility was $93.1 million, and our Managed Accessibility was $48.1 million. Cash and cash equivalents and Managed Accessibility was $358.8 million as of December 31, 2021.

The table below summarizes cash and cash equivalents and Managed Accessibility at December 31:


(in millions)	2022		2021
Cash and cash equivalents	$	235.1	$	310.7
Less: amounts placed into restricted cash subsequent to year-end		—		—
Managed Accessibility		6.7		48.1
Total cash and cash equivalents and Managed Accessibility	$	241.8	$	358.8

Second Amended and Restated Contribution Deferral Agreement

Pursuant to the terms of the collective bargaining agreement with the IBT, the Company’s subsidiaries began making contributions to the Funds (defined below) for the month beginning June 1, 2011 at the rate of 25% of the contribution rate in effect on July 1, 2009. Certain of our subsidiaries are parties to the Amended and Restated Contribution Deferral Agreement (the “A&R CDA”) with certain multiemployer pension funds named therein (collectively, the “Funds”) pursuant to which we are permitted to continue to defer pension payments and deferred interest owed to such Funds as of July 22, 2011 (each, “Deferred Pension Payments” and “Deferred Interest”). The A&R CDA was last amended in January 2018 (herein referred to as the “Amended Second A&R CDA”). The Deferred Pension Payments and Deferred Interest bear interest at a floating rate as set forth in the Amended Second A&R CDA as well as annual scheduled amortization equal to 2.0% of the amount outstanding as of November 30 of each applicable year. The Amended Second A&R CDA further provides for first lien on certain security first priority real estate collateral and a maturity date of December 31, 2022 on the Deferred Pension Payments and Deferred Interest obligations.

On January 3, 2023, the outstanding balance of the A&R CDA was paid in full, and in compliance with the terms of the agreement.

Maturities

The principal maturities over the next five years and thereafter of total debt as of December 31, 2022 was as follows:


(in millions)	UST Tranche A(a)		UST Tranche B		Term Loan		ABL Facility		Second A&R CDA		Lease Financing Obligations(b)		Total
2023	$	—	$	—	$	—	$	—	$	66.0	$	5.8	$	71.8
2024		325.7		400.0		569.1		—		—		4.4		1,299.2
2025		—		—		—		—		—		4.1		4.1
2026		—		—		—		—		—		0.6		0.6
2027		—		—		—		—		—		—		—
Thereafter		—		—		—		—		—		199.0		199.0
Total	$	325.7	$	400.0	$	569.1	$	—	$	66.0	$	213.9	$	1,574.7

(a)

A portion of the applicable interest is paid-in-kind, which may impact the relevant principal maturities prospectively.

(b)

Lease financing obligations subsequent to 2027 of $199.0 million consist primarily of interest payments.

Fair Value Measurement

The book value and estimated fair values of our long-term debt, including current maturities and other financial instruments, are summarized as follows:


	December 31, 2022				December 31, 2021
(in millions)	Book Value		Fair Value		Book Value		Fair Value
UST Loans	$	701.4	$	703.6	$	673.3	$	636.5
Term Loan		556.8		523.6		590.9		612.9
Second A&R CDA		66.0		66.3		66.5		66.6
Lease financing obligations		213.8		213.7		223.8		223.7
Total debt	$	1,538.0	$	1,507.2	$	1,554.5	$	1,539.7

The fair values of the Term Loan and Second A&R CDA were estimated based on thinly traded, but observable prices (level two inputs for fair value measurements). The fair value of the UST Loans is estimated using certain inputs that are unobservable (level three input for fair value measurement), which are based on the discounted amount of future cash flows using our current estimated incremental rate of borrowing for similar liabilities or assets. The fair value of the lease financing obligations are estimated using a publicly traded secured loan with similar characteristics (level three input for fair value measurement).

- Definition

The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants.

+ References

Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-URI https://asc.fasb.org/topic&trid=2208564

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1B
-Subparagraph (h)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1C
-Subparagraph (c)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495334-112611

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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-SubTopic 20
-Section 50
-Paragraph 1I
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495371-112611

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1I
-Subparagraph (d)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495371-112611

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(c))
-URI https://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1B
-Subparagraph (g)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1C
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495334-112611

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1C
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495334-112611

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1E
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495348-112611

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1B
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1I
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495371-112611

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 50
-Paragraph 1B
-Subparagraph (i)
-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611

+ Details

Leases

12 Months Ended

Dec. 31, 2022

Leases [Abstract]

Leases

6. Leases


Leases (in millions)	December 31, 2022		December 31, 2021
Assets
Operating lease right-of-use assets	$	139.7	$	184.8
Liabilities
Current
Current operating lease liabilities	$	53.1	$	76.5
Noncurrent
Operating lease liabilities		94.6		118.9
Total lease liabilities	$	147.7	$	195.4


Lease Cost (in millions)	Year Ended December 31, 2022		Year Ended December 31, 2021
Operating lease cost(a)	$	95.7	$	133.3
Short-term cost(b)	27.3		30.1
Variable lease cost(b)	9.6		10.8
Total lease cost	$	132.6	$	174.2

(a)

Operating lease cost represent non-cash amortization of ROU assets and accretion of the discounted lease liabilities and is segregated on the statement of consolidated cash flows.

(b)

These costs are classified as operating expense and recorded primarily within purchased transportation.


Remaining Maturities of Lease Liabilities (in millions)	Operating Leases
2023	$	67.0
2024		34.6
2025		23.1
2026		18.8
2027		15.5
After 2027		39.6
Total lease payments	$	198.6
Less: Imputed interest		50.9
Present value of lease liabilities	$	147.7


Lease Term and Discount Rate	2022			2021
Weighted-average remaining lease term - operating leases (years)		5.4			4.0
Weighted-average discount rate - operating leases		10.7	%		11.6	%


Other Information (in millions)	Year Ended December 31, 2022		Year Ended December 31, 2021
Cash paid for amounts included in the measurement of lease liabilities
Operating cash flows from operating leases	$	95.3	$	136.3
Leased assets obtained in exchange for new operating lease liabilities		7.7		18.3

Equity-Based Compensation Plans

12 Months Ended

Dec. 31, 2022

Share-Based Payment Arrangement [Abstract]

Equity-Based Compensation Plans

7. Equity-Based Compensation Plans

We reserved 2.5 million shares for issuance to key management personnel and directors under the 2019 Incentive and Equity Award Plan, in addition to the 5.0 million shares reserved for the Amended and Restated 2011 Incentive and Equity Award Plan. As of December 31, 2022, 1.4 million shares remain available for future issuance under these plans. The plans permit the issuance of restricted stock and stock units, as well as options, stock appreciation rights, and performance stock and performance stock unit awards. Awards under the plan can be generally satisfied in cash or shares at the discretion of the Board of Directors. According to the plan provisions, the stock units provide the holders the right to receive one share of our Common Stock upon vesting (and distribution) of one stock unit. The plan requires the exercise price of any option granted may not be less than the fair market value of a share of our Common Stock on the date of grant.

Additionally, we reserved 3.0 million shares for issuance to employees under the 2020 employee stock purchase plan. As of December 31, 2022, 2.6 million shares remain available for future issuance under this plan.

Restricted Stock and Stock Units

A summary of the activity of our unvested restricted stock and stock unit awards are presented in the following table:


	Shares/units (in thousands)			Weighted Average Grant-Date Fair Value
Unvested at December 31, 2019		993		$	9.50
Granted		1,656			2.12
Vested and distributed		(820	)		5.44
Forfeited		(258	)		2.96
Unvested at December 31, 2020		1,571			4.90
Granted		1,151			7.21
Vested and distributed		(709	)		5.28
Forfeited		(239	)		3.21
Unvested at December 31, 2021		1,774			6.48
Granted		662			9.39
Vested and distributed		(580	)		5.69
Forfeited		(81	)		9.80
Unvested at December 31, 2022		1,775		$	7.65

As of December 31, 2022, all of the members of the Board of Directors have deferred receipt of the Common Stock underlying some or all of the restricted stock units they have been awarded until a later date, such as when the director ceases to serve on the Board or, under certain circumstances, upon a change of control. Thus, while some of these restricted stock units have vested, the directors have not yet received the underlying Common Stock. For the years ended December 31, 2022, 2021, and 2020, the total number of restricted stock units that are vested but for which the underlying Common Stock has not been distributed was 800,000, 570,000, and 580,000, respectively; these shares are shown as unvested in the above table.

The intrinsic value of unvested shares as of December 31, 2022 was $4.5 million. The Company records expense on a straight-line basis over the vesting term. For the years ended December 31, 2022, 2021 and 2020, the Company recorded compensation expense for restricted stock and stock unit awards of $4.9 million, $3.8 million, and $2.9 million, respectively. Unrecognized compensation expense related to restricted stock and stock unit awards of $5.8 million at December 31, 2022 is expected to be recognized over a weighted-average period of 1.4 years.

The vesting provisions for the restricted stock and stock unit awards and the related number of shares granted during the year ended December 31 are as follows:


	Shares/units (in thousands)
Vesting Terms	2022		2021		2020
33.3% within 30 days and 33.3% on the 1 and 2 year anniversary of grant date		151		494		12
20% per year for five years		150		492		—
100% immediately		77		135		129
25% immediately and 25% on the 1, 2 and 3 year anniversary of grant date		—		—		1,500
Other various vesting terms		284		30		15
Total restricted stock and stock units granted		662		1,151		1,656

The fair value of non-vested shares is determined based on the closing trading price of our shares on the grant date. The fair value of shares vested and distributed during the years ended December 31, 2022, 2021 and 2020 was $3.3 million, $3.7 million, and $4.5 million, respectively.

Income Taxes

12 Months Ended

Dec. 31, 2022

Income Tax Disclosure [Abstract]

Income Taxes

8. Income Taxes

Deferred tax assets (liabilities) were comprised of the following at December 31:


(in millions)	2022			2021(a)
Depreciation	$	(146.8	)	$	(104.5	)
Operating lease right-of-use assets		(35.1	)		(42.1	)
Other, including debt and interest		(19.5	)		(16.4	)
Deferred tax liabilities		(201.4	)		(163.0	)
Claims and insurance		90.6			88.6
Net operating loss carryforwards		229.7			202.5
Section 163(j) interest limitation carryforwards		50.3			11.2
Employee benefit accruals		66.9			55.6
Lease financing obligations		53.3			50.8
Operating lease liabilities		39.3			46.3
Employer payroll taxes		—			9.7
Other, including debt and interest		17.1			27.8
Deferred tax assets		547.2			492.5
Valuation allowance		(345.5	)		(328.1	)
Net deferred tax assets		201.7			164.4
Net deferred tax asset	$	0.3		$	1.4

Certain reclasses have been made to the 2021 balances in this table to conform to the 2022 presentation.

Yellow Corporation is the parent of an affiliated group of corporations which join in the filing of a U.S. federal consolidated income tax return. Additionally, the Company files income tax returns in each state jurisdiction which imposes an income tax. The Company also files income tax returns in Canada and its provinces and other foreign jurisdictions; our other foreign jurisdictions income tax activity is immaterial. Cash paid, net of refunds received, for income taxes is nominal for all years presented.

As of December 31, 2022, the Company has remaining federal net operating loss carryforwards of approximately $846.2 million. Deemed ownership changes that occurred in January 2014 and in prior years imposed annual and cumulative limits under the Internal Revenue Code on the utilization of these carryforwards. These limits are not expected to inhibit the Company’s ability to utilize these losses over their carry forward periods. Carryforwards of $655.0 million incurred prior to 2018 expire between 2030 and 2037. Pursuant to the Tax Cuts and Jobs Act of 2017, net operating losses incurred after 2017 are available to be carried forward indefinitely. As of December 31, 2022, the Company has only nominal amounts of general business and other credit carryforwards, which will likely not be utilized and will expire between 2027 and 2031 if not used.

As of December 31, 2022 and 2021, a valuation allowance of $345.5 million and $328.1 million, respectively, has been established for deferred tax assets because, based on available sources of future taxable income, it is more likely than not that those assets will not be realized.

A reconciliation between income taxes at the federal statutory rate and the consolidated effective tax rate follows for the years ended December 31:


	2022			2021			2020
Federal statutory rate		21.0	%		21.0	%		21.0	%
State income taxes, net		6.0	%		(1.1	%)		(1.2	%)
Foreign tax rate differential		5.6	%		(1.3	%)		(1.0	%)
Non-deductible debt costs		8.7	%		(2.2	%)		(1.6	%)
Non-deductible compensation		4.6	%		(0.5	%)		(1.0	%)
Other permanent differences		4.9	%		(0.3	%)		0.3	%
Effect of law and rate changes		(54.8	%)		(4.6	%)		(4.6	%)
Valuation allowance		21.0	%		(14.1	%)		(15.1	%)
Benefit from intraperiod tax allocation		(—	%)		—	%		20.0	%
Net change in unrecognized tax benefits		(0.1	)%		0.3	%		8.9	%
Other, net (primarily prior year return to provision)		0.8	%		(0.1	%)		1.1	%
Effective tax rate		17.7	%		(2.9	%)		26.8	%

The income tax provision (benefit) consisted of the following for the years ended December 31:


(in millions)	2022			2021			2020
Current:
Federal	$	—		$	—		$	(6.2	)
State		2.4			1.4			0.4
Foreign		2.7			2.2			1.1
Current income tax expense (benefit)		5.1			3.6			(4.7	)

Deferred:
Federal		—			—			(9.4	)
State		—			—			(5.2	)
Foreign		(0.4	)		(0.5	)		(0.3	)
Deferred income tax benefit		(0.4	)		(0.5	)		(14.9	)

Income tax expense (benefit)	$	4.7		$	3.1		$	(19.6	)

Based on the income (loss) before income taxes:
Domestic	$	19.0		$	(111.3	)	$	(77.4	)
Foreign		7.5			5.3			4.3
Income (Loss) before income taxes	$	26.5		$	(106.0	)	$	(73.1	)

The Company applies the intraperiod tax allocation rules to allocate income taxes among continuing operations, other comprehensive income (loss), and additional paid-in capital when our situation meets the criteria as prescribed in the rule. Accounting Standards Update (ASU) 2019-12, Income Taxes (Topic 740) Simplifying the Accounting for Income Taxes became effective and was adopted prospectively by the Company on January 1, 2021. ASU 2019-12 removed the exception to the intraperiod tax allocation rules on a prospective basis; as such, there was no domestic deferred benefit recognized in periods subsequent to 2020. During 2020, the Company recognized $14.6 million of deferred benefit in the consolidated statement of operations and an equal and offsetting deferred tax expense in other comprehensive income (loss) included in the consolidated statement of comprehensive income (loss) due to the application of the exception within the intraperiod tax allocation rules. This allocation had no effect on total tax provision or total valuation allowance.

Uncertain Tax Positions

A rollforward of the total amount of unrecognized tax benefits for the years ended December 31 is as follows:


(in millions)	2022			2021
Unrecognized tax benefits at January 1	$	40.4		$	40.7

Increases related to:
Tax positions taken during a prior period		0.1			—
Tax positions taken during the current period		0.3			0.3

Decreases related to:
Tax positions taken during a prior period		—			—
Lapse of applicable statute of limitations		(7.3	)		(0.6	)

Unrecognized tax benefits at December 31	$	33.5		$	40.4

At December 31, 2022 and 2021, there are $3.0 million and $3.0 million, respectively, of benefits that, if recognized, would affect the effective tax rate. The differences between these amounts and the amounts appearing in the table above represent unrecognized tax benefits which have been netted against deferred tax assets for net operating loss carryforwards and not recorded to the liability for unrecognized tax benefits. During the years ended December 31, 2022 and December 31, 2021 we paid no amounts to settle audits.

The Company experienced only nominal activity with regard to interest on uncertain tax positions for both 2022 and 2021. The Company accrued no penalties relative to uncertain tax positions in either 2022 or 2021. The Company has elected to treat interest and penalties on uncertain tax positions as “Interest expense” and “Other operating expenses”, respectively.

It is reasonably possible that the existing unrecognized tax benefits may decrease over the next twelve months by as much as $0.5 million because of developments in examinations, or from the expiration of statutes of limitation.

Tax years that remain subject to examination for our major tax jurisdictions as of December 31, 2022:


Statute remains open		2014-2021
Tax years not examined		2014-2022

In 2020, the CARES Act was enacted in response to the COVID-19 pandemic. The CARES Act contained numerous income tax provisions, such as relaxing the limitations on the deductibility of interest and the carryback of net operating losses for specific periods. The Company performed an analysis of these provisions and due to the unavailability of excess taxable income in the current or carry back periods, and the application of a valuation allowance to deferred tax assets, the Company's effective income tax rate and its tax provision are unaffected by the income tax provisions of the CARES Act.

On August 16, 2022, the United States enacted the Inflation Reduction Act (the “IRA”). The IRA included provisions related to aspects of corporate income taxes. We do not currently expect the IRA to have a significant impact on the Company’s effective income tax rate nor its provision for income taxes.

- Definition

The entire disclosure for income taxes. Disclosures may include net deferred tax liability or asset recognized in an enterprise's statement of financial position, net change during the year in the total valuation allowance, approximate tax effect of each type of temporary difference and carryforward that gives rise to a significant portion of deferred tax liabilities and deferred tax assets, utilization of a tax carryback, and tax uncertainties information.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

Shareholders' Deficit

12 Months Ended

Dec. 31, 2022

Stockholders' Equity Note [Abstract]

Shareholders' Deficit

9. Shareholders’ Deficit

The following reflects the activity in the shares of our common stock for the years ended December 31:


Common Shares (in thousands)	2022		2021		2020
Beginning balance		50,955		50,192		33,715
Equity issuance - UST commitment fee		—		—		15,944
Issuance of equity awards, net		646		763		533
Ending balance		51,601		50,955		50,192

The shares issued to the UST are subject to a voting trust agreement entered on July 9, 2020 which provides that all shares of the Company’s common stock owned by the UST shall be delivered to a voting trust and voted in proportion as all other common stock are voted, subject to certain exceptions defined therein.

- Definition

The entire disclosure for shareholders' equity comprised of portions attributable to the parent entity and noncontrolling interest, including other comprehensive income. Includes, but is not limited to, balances of common stock, preferred stock, additional paid-in capital, other capital and retained earnings, accumulated balance for each classification of other comprehensive income and amount of comprehensive income.

+ References

Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
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+ Details

Earnings (Loss) Per Share

12 Months Ended

Dec. 31, 2022

Earnings Per Share [Abstract]

Earnings (Loss) Per Share

10. Earnings (Loss) Per Share

We calculate basic earnings (loss) per share by dividing our net income (loss) available to common shareholders by our weighted-average shares outstanding at the end of the period. When appropriate, the calculation for diluted earnings (loss) per share adjusts the weighted average shares outstanding for our dilutive unvested shares and stock units using the treasury stock method. Our calculations for basic and dilutive earnings (loss) per share for the years ended December 31 are as follows:


(dollars in millions, except per share data, shares and stock units in thousands)	2022		2021			2020
Basic and dilutive net income (loss)	$	21.8	$	(109.1	)	$	(53.5	)

Basic weighted average shares outstanding		51,346		50,720			41,694
Effect of dilutive securities:
Unvested shares and stocks units(a)		887		—			—
Dilutive weighted average shares outstanding		52,233		50,720			41,694

Basic earnings (loss) per share(b)	$	0.42	$	(2.15	)	$	(1.28	)
Diluted earnings (loss) per share(b)	$	0.42	$	(2.15	)	$	(1.28	)

Includes unvested shares of Common Stock, unvested stock units, and vested stock units for which the underlying Common Stock has not been distributed.

Earnings (loss) per share is based on unrounded figures and not the rounded figures presented.

Given our net loss position for the years ended December 31, 2021 and 2020, there are no dilutive securities for these periods.

Our anti-dilutive securities for the years ended December 31 are as follows:


(shares in thousands)	2022		2021		2020
Anti-dilutive unvested shares and options		552		172		123

Commitments, Contingencies, and Uncertainties

12 Months Ended

Dec. 31, 2022

Commitments and Contingencies Disclosure [Abstract]

Commitments, Contingencies, and Uncertainties

11. Commitments, Contingencies, and Uncertainties

Legal Matters

We are involved in litigation or proceedings that arise in ordinary business activities. When possible, we insure against these risks to the extent we deem prudent, but no assurance can be given that the nature or amount of such insurance will be sufficient to fully indemnify us against liabilities arising out of pending and future legal proceedings. Many of these insurance policies contain self-insured retentions in amounts we deem prudent. Based on our current assessment of information available as of the date of these consolidated financial statements, we believe that our consolidated financial statements include adequate provisions for estimated costs and losses that may be incurred within the litigation and proceedings to which we are a party.

Related Party Transactions

12 Months Ended

Dec. 31, 2022

Related Party Transactions

12. Related Party Transactions

We are deemed a related party under the applicable accounting standards with the United States federal government as a result of entering the UST Credit Agreements in 2020 and the associated issuance of common stock to the UST. In the ordinary course of business, the Company has continued to regularly transact with various authorities associated with the United States federal government (the “U.S. government”) and to also operate in an industry subject to various U.S. government regulations. These transactions and regulatory oversight relationships include the Company providing a full range of transportation services to various U.S. government entities and the Company being subject to certain applicable U.S. government regulations such as those of the U.S. Departments of Transportation and Homeland Security, as examples.

Accounting Policies (Policies)

12 Months Ended

Dec. 31, 2022

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Basis of Presentation

Use of Estimates

Segments and Disaggregation of Revenue


(in millions)	Year Ended December 31, 2022		Year Ended December 31, 2021		Year Ended December 31, 2020
LTL revenue	$	4,719.3	$	4,605.9	$	4,093.3
Other revenue(a)		525.4		515.9		420.4
Total revenue	$	5,244.7	$	5,121.8	$	4,513.7

(a)

Other revenue is primarily comprised of truckload shipments.

Cash and Cash Equivalents

Fair Value of Financial Instruments

•

Level 1 — Quoted prices for identical instruments in active markets;

•

Level 3 — Valuations based on inputs that are unobservable, generally utilizing pricing models or other valuation techniques that reflect management’s judgment and estimates.

The carrying value of cash and cash equivalents, accounts receivable and accounts payable approximates their fair value due to the short-term nature of these instruments.

The fair value of our long-term debt is included in Note 5 to the Consolidated Financial Statements.

The fair value of our pension plan assets is included in Note 4 to the Consolidated Financial Statements.

Credit and Other Concentration Risks

Revenue Recognition

Revenue related Reserves

Revenue-related Reserves

Expected Credit Losses

Self-Insurance Accruals for Claims

Expected aggregate undiscounted amounts and material changes to these amounts related to workers’ compensation and third-party liability claims, as of December 31 are presented below:


(in millions)	Workers’ Compensation			Third-Party Liability Claims			Total
Undiscounted settlement cost estimate at December 31, 2020	$	275.2		$	70.0			345.2
Estimated settlement cost for 2021 claims		92.4			38.1			130.5
Claim payments, net of recoveries		(94.8	)		(41.0	)		(135.8	)
Change in estimated settlement cost for prior claim years		(5.5	)		38.6			33.1
Undiscounted settlement cost estimate at December 31, 2021	$	267.3		$	105.7		$	373.0
Estimated settlement cost for 2022 claims		84.3			36.6			120.9
Claim payments, net of recoveries		(86.5	)		(76.8	)		(163.3	)
Change in estimated settlement cost for prior claim years		(20.4	)		36.9			16.5
Undiscounted settlement cost estimate at December 31, 2022	$	244.7		$	102.4		$	347.1
Discounted settlement cost estimate at December 31, 2022	$	225.7		$	99.5		$	325.2

Estimated cash payments to settle claims, exclusive of cargo claims, which were incurred on or before December 31, 2022, for the next five years and thereafter are as follows:


(in millions)	Workers’ Compensation		Third-Party Liability Claims		Total
2023	$	70.0	$	36.2	$	106.2
2024		43.3		27.7		71.0
2025		28.1		18.0		46.1
2026		18.2		10.8		29.0
2027		13.2		5.5		18.7
Thereafter		71.9		4.2		76.1
Total	$	244.7	$	102.4	$	347.1

Equity-Based Compensation

Property and Equipment

The following is a summary of the components of our property and equipment at cost at December 31:


(in millions)	2022		2021
Land	$	230.7	$	235.4
Structures		782.8		798.0
Revenue equipment		1,455.2		1,537.1
Technology equipment and software		412.9		372.3
Other, including miscellaneous field operations equipment		227.4		221.8
Total property and equipment, at cost	$	3,109.0	$	3,164.6

We carry property and equipment at cost less accumulated depreciation. We compute depreciation using the straight-line method based on the following service lives:


		Years
Structures		10 - 30
Revenue equipment		10 - 20
Technology equipment and software		3 - 7
Other		3 - 10

For the years ended December 31, 2022, 2021 and 2020, depreciation expense was $136.9 million, $137.1 million and $133.0 million, respectively.

Leases

Income Taxes

Newly Adopted Accounting Standards

None of the recently issued accounting standards are expected to have a material impact on our consolidated financial statements and accompanying notes.

Accounting Policies (Tables)

12 Months Ended

Dec. 31, 2022

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Disaggregation of Revenue

he Company has determined it has one reporting segment and the composition of our revenue is summarized below with LTL shipments defined as shipments less than 10,000 pounds that move in our network.


(in millions)	Year Ended December 31, 2022		Year Ended December 31, 2021		Year Ended December 31, 2020
LTL revenue	$	4,719.3	$	4,605.9	$	4,093.3
Other revenue(a)		525.4		515.9		420.4
Total revenue	$	5,244.7	$	5,121.8	$	4,513.7

(a)

Other revenue is primarily comprised of truckload shipments.

Schedule of Undiscounted Amounts and Material Changes in Insurance Claims

Expected aggregate undiscounted amounts and material changes to these amounts related to workers’ compensation and third-party liability claims, as of December 31 are presented below:


(in millions)	Workers’ Compensation			Third-Party Liability Claims			Total
Undiscounted settlement cost estimate at December 31, 2020	$	275.2		$	70.0			345.2
Estimated settlement cost for 2021 claims		92.4			38.1			130.5
Claim payments, net of recoveries		(94.8	)		(41.0	)		(135.8	)
Change in estimated settlement cost for prior claim years		(5.5	)		38.6			33.1
Undiscounted settlement cost estimate at December 31, 2021	$	267.3		$	105.7		$	373.0
Estimated settlement cost for 2022 claims		84.3			36.6			120.9
Claim payments, net of recoveries		(86.5	)		(76.8	)		(163.3	)
Change in estimated settlement cost for prior claim years		(20.4	)		36.9			16.5
Undiscounted settlement cost estimate at December 31, 2022	$	244.7		$	102.4		$	347.1
Discounted settlement cost estimate at December 31, 2022	$	225.7		$	99.5		$	325.2

Schedule of Estimated Cash Payments to Settle Claims

Estimated cash payments to settle claims, exclusive of cargo claims, which were incurred on or before December 31, 2022, for the next five years and thereafter are as follows:


(in millions)	Workers’ Compensation		Third-Party Liability Claims		Total
2023	$	70.0	$	36.2	$	106.2
2024		43.3		27.7		71.0
2025		28.1		18.0		46.1
2026		18.2		10.8		29.0
2027		13.2		5.5		18.7
Thereafter		71.9		4.2		76.1
Total	$	244.7	$	102.4	$	347.1

Summary of Components of Property and Equipment

The following is a summary of the components of our property and equipment at cost at December 31:


(in millions)	2022		2021
Land	$	230.7	$	235.4
Structures		782.8		798.0
Revenue equipment		1,455.2		1,537.1
Technology equipment and software		412.9		372.3
Other, including miscellaneous field operations equipment		227.4		221.8
Total property and equipment, at cost	$	3,109.0	$	3,164.6

Schedule of Service Lives for Property and Equipment

We carry property and equipment at cost less accumulated depreciation. We compute depreciation using the straight-line method based on the following service lives:


		Years
Structures		10 - 30
Revenue equipment		10 - 20
Technology equipment and software		3 - 7
Other		3 - 10

Other Accrued Taxes (Tables)

12 Months Ended

Dec. 31, 2022

Other Accrued Taxes Disclosure [Abstract]

Schedule of Other Accrued Taxes

The primary components of Other accrued taxes at December 31 are as follows:


(in millions)	2022		2021
Deferred employer payroll taxes	$	—	$	42.8
Other (a)		27.9		30.0
Total	$	27.9	$	72.8

(a)

Other includes liabilities related to operating taxes and licenses, employer payroll taxes, real estate taxes, and other immaterial tax liabilities of varying types.

Employee Benefits (Tables)

12 Months Ended

Dec. 31, 2022

Retirement Benefits [Abstract]

Reconciliation of the Beginning and Ending Balances of Projected Benefit Obligation and Fair Value of Plan Assets


(in millions)	2022			2021
Change in benefit obligation:
Benefit obligation at beginning of year	$	813.3		$	1,142.3
Interest cost		23.7			30.7
Benefits paid, including lump sum and annuity transfers		(80.3	)		(353.0	)
Actuarial (gain) loss		(171.2	)		(6.7	)
Other		—			—
Benefit obligation at year end	$	585.5		$	813.3
Change in plan assets:
Fair value of plan assets at prior year end	$	767.4		$	1,190.7
Actual return on plan assets		(199.8	)		(71.4	)
Employer contributions		0.6			1.1
Benefits paid, including lump sum and annuity transfers		(80.3	)		(353.0	)
Fair value of plan assets at year end	$	487.9		$	767.4
Funded status at year end	$	(97.6	)	$	(45.9	)

Amounts Recognized for Pension Plans

Amounts recognized in the consolidated balance sheets for these pension plans at December 31 are as follows:


(in millions)	2022			2021
Noncurrent assets	$	34.5		$	40.5
Current liabilities		(0.5	)		(0.6	)
Noncurrent liabilities		(131.6	)		(85.8	)
Total	$	(97.6	)	$	(45.9	)

Amounts Recognized in Accumulated Other Comprehensive Loss

Amounts recognized in accumulated other comprehensive loss at December 31 consist of:


(in millions)	2022			2021
Net actuarial loss	$	248.9		$	207.3
Net prior service credit		(8.4	)		(8.9	)
Total	$	240.5		$	198.4

Information for Pension Plans with ABO in Excess of Plan Assets

Information for pension plans with an accumulated benefit obligation (“ABO”) in excess of plan assets and plan assets that exceed ABO at December 31, 2022 and 2021 is as follows:


	At December 31, 2022
(in millions)	ABO Exceeds Assets		Assets Exceed ABO		Total
Projected benefit obligation	$	553.4	$	32.1	$	585.5
Accumulated benefit obligation		553.4		32.1		585.5
Fair value of plan assets		421.5		66.4		487.9


	At December 31, 2021
(in millions)	ABO Exceeds Assets		Assets Exceed ABO		Total
Projected benefit obligation	$	759.3	$	54.0	$	813.3
Accumulated benefit obligation		759.3		54.0		813.3
Fair value of plan assets		673.2		94.2		767.4

Schedule of Assumptions Used

Weighted average actuarial assumptions used to determine benefit obligations at December 31:


	2022			2021
Discount rate		5.70	%		3.08	%

Weighted average assumptions used to determine net periodic benefit cost for the years ended December 31:


	2022			2021			2020
Discount rate		3.08	%		2.81	%		3.56	%
Expected rate of return on assets		5.0	%		5.0	%		7.0	%
Mortality table (a)	Pri-2012 (MP-2021 Scale, Custom)			Pri-2012 (MP-2021 Scale, Custom)			Pri-2012 (MP-2020 Scale, Custom)

(a)

The 2022, 2021 and 2020 mortality tables were based on a custom mortality improvement scale to reflect expectations of underlying plan participants.

Schedule of Asset Allocation and Targeted Long Term Asset Allocation

Our asset allocation as of December 31, 2022 and 2021, and targeted long-term asset allocation for the plans are as follows:


	2022			2021			Target
Equities		26	%		32	%		19	%
Debt Securities		48	%		49	%		45	%
Absolute Return		26	%		19	%		36	%

Schedule of Expected Benefit Payments

Expected benefit payments from the Plans to participants for each of the next five years and the total cumulative benefit payments for the following five years ended December 31 are as follows:


(in millions)	2023		2024		2025		2026		2027		2028-2032
Expected benefit payments	$	59.2	$	57.9	$	57.6	$	54.4	$	52.8	$	229.4

Schedule of Costs of Retirement Plans


(in millions)	2022			2021			2020
Net periodic benefit cost:
Interest cost	$	23.7		$	30.7		$	37.1
Expected return on plan assets		(33.8	)		(48.0	)		(61.1	)
Amortization of prior net losses		8.6			12.1			14.3
Amortization of prior net service credit		(0.4	)		(0.4	)		(0.4	)
Settlement - Annuitization(s)		—			54.9			—
Settlements - All Others		12.1			9.8			3.6
Net periodic pension cost (benefit)	$	10.2		$	59.1		$	(6.5	)
Other changes in plan assets and benefit obligations recognized in other comprehensive loss (income):
Net actuarial (gains) losses and other adjustments	$	62.4		$	112.7		$	(216.7	)
Settlement - Annuitization(s)		—			(54.9	)		—
Settlements - All Others		(12.1	)		(9.8	)		(3.6	)
Amortization of prior net losses		(8.6	)		(12.1	)		(14.3	)
Amortization of prior net service credit		0.4			0.4			0.4
Total recognized in other comprehensive loss (income)	$	42.1		$	36.3		$	(234.2	)
Total recognized in net periodic benefit cost and other comprehensive loss (income)	$	52.3		$	95.4		$	(240.7	)

Pension Assets at Fair Value

The tables below detail by level, within the fair value hierarchy, the pension assets at fair value as of December 31, 2022 and December 31, 2021:


	Pension Assets at Fair Value as of December 31, 2022
(in millions)	Total		Level 1		Level 2		Level 3
Equities	$	2.5	$	2.5	$	—	$	—
Private equities		19.1		—		—		19.1
Fixed income:
Corporate and other		8.2		—		—		8.2
Government		158.7		63.2		95.5		—
Interest bearing		54.2		53.0		1.2		—
Investments measured at NAV(a)		245.2		—		—		—
Total plan assets	$	487.9	$	118.7	$	96.7	$	27.3


	Pension Assets at Fair Value as of December 31, 2021
(in millions)	Total		Level 1		Level 2		Level 3
Equities	$	59.0	$	59.0	$	—	$	—
Private equities		18.6		—		—		18.6
Fixed income:
Corporate and other		81.4		—		73.4		8.0
Government		206.2		8.2		198.0		—
Interest bearing		58.9		57.5		1.4		—
Investments measured at NAV(a)		343.3
Total plan assets	$	767.4	$	124.7	$	272.8	$	26.6

(a)

Certain investments that are measured at fair value using the NAV per share (or its equivalent) practical expedient have not been categorized in the fair value hierarchy.

Assets Measured at Fair Value on a Recurring Basis (Level 3)

The table below presents the activity of our assets measured at fair value on a recurring basis using significant unobservable inputs (Level 3):


(in millions)	Private Equities			Fixed income			Total Level 3
Balance at December 31, 2020	$	36.9		$	8.4		$	45.3
Purchases		1.0			0.8			1.8
Sales		(24.4	)		(1.3	)		(25.7	)
Unrealized losses		5.1			0.1			5.2
Balance at December 31, 2021	$	18.6		$	8.0		$	26.6
Sales		(0.8	)		(1.5	)		(2.3	)
Unrealized gain		1.3			1.7			3.0
Balance at December 31, 2022	$	19.1		$	8.2		$	27.3

Level 3 Assets Using NAV

The following table sets forth a summary of the assets for which a reported NAV is used to estimate the fair value as of December 31, 2022:


	Fair value estimated using Net Asset Value per Share
(in millions)	Fair Value		Unfunded Commitments		Redemption Frequency	Redemption Notice Period
Private equities (a)	$	65.6	$	4.7	Redemptions not permitted
Fixed income (b)		23.6		—	Redemptions not permitted
Equities (c)		114.0		—	Daily, Monthly, Quarterly	5-60 days
Absolute return (d)		42.0		—	Monthly, Quarterly, Semi-Annually	5-180 days
Total	$	245.2

(a)

Consists of private equity investments in pharmaceuticals and companies primarily in the technology and healthcare sectors.

(b)

(c)

Consists of public equity investments in U.S. and non-U.S. markets.

(d)

The following table sets forth a summary of the assets for which a reported NAV is used to estimate the fair value as of December 31, 2021:


	Fair value estimated using Net Asset Value per Share
(in millions)	Fair Value		Unfunded Commitments		Redemption Frequency	Redemption Notice Period
Private equities (a)	$	122.7	$	7.5	Redemptions not permitted
Fixed income (b)		41.5		—	Monthly, Quarterly	35-90 days
Equities (c)		59.0		—	Monthly, Quarterly	3-60 days
Absolute return (d)		120.1		—	Monthly, Quarterly	5-90 days
Total	$	343.3

(a)

Consists of private equity investments in pharmaceuticals and companies primarily in the technology and healthcare sectors.

(b)

Primarily consists of investments in royalty payments from marketers of pharmaceuticals and related debt securities.

(c)

Consists of public equity investments in U.S. and non-U.S. markets.

(d)

Consists of investments in global markets, including derivative securities of equity and fixed income indexes, commodities and interest rates.

Schedule of Multiemployer Plans

We expensed the following amounts related to these plans for the years ended December 31:


(in millions)	2022		2021		2020
Health and welfare	$	490.0	$	485.2	$	488.7
Pension		111.1		114.5		123.6
Total	$	601.1	$	599.7	$	612.3

The following table provides additional information related to our participation in individually significant multi-employer pension plans:

Expiration Date

Funding

of Collective-

Pension Protection Zone Status(b)

Improvement or

Employer

Bargaining

Pension Fund(a)

EIN Number

2022

2021

Rehabilitation Plan

Surcharge Imposed

Agreement

Central States, Southeast and Southwest Areas Pension Fund

36-6044243

Critical and
Declining

Critical and
Declining

Yes

No

3/31/2024

Teamsters National 401(k) Savings Plan(c)

52-1967784

N/A

N/A

N/A

No

3/31/2024

Road Carriers Local 707 Pension Fund

51-6106510

Critical and
 Declining

Critical and
 Declining

Yes

No

3/31/2024

Teamsters Local 641 Pension Fund

22-6220288

Critical and
Declining

Critical and
Declining

Yes

No

3/31/2024

Pension Amounts Contributed by Fund

The following table provides the pension amounts contributed by fund for those funds that are considered to be individually significant for the years ended December 31:


(in millions)	2022		2021		2020
Central States, Southeast and Southwest Areas Pension Fund	$	63.0	$	68.4	$	69.0
Teamsters National 401(k) Savings Plan		21.7		18.9		17.5
Road Carriers Local 707 Pension Fund		1.9		1.9		1.9
Teamsters Local 641 Pension Fund		1.7		1.9		1.9

Debt and Financing (Tables)

12 Months Ended

Dec. 31, 2022

Debt Disclosure [Abstract]

Schedule of Outstanding Debt

Our outstanding debt as of December 31, 2022 and December 31, 2021 consisted of the following:


As of December 31, 2022 (in millions)	Par Value			Discount			Commitment Fee			Debt Issuance Costs			Book Value				Effective Interest Rate
UST Loan Tranche A(a)	$	325.7		$	—		$	(8.2	)	$	(2.2	)	$	315.3		(b)		6.3	%
UST Loan Tranche B		400.0			—			(11.0	)		(2.9	)		386.1		(b)		6.5	%
Term Loan (a)		569.1			(8.4	)		—			(3.9	)		556.8		(c)		9.5	%
ABL Facility		—			—			—			—			—			N/A
Secured Second A&R CDA		23.5			—			—			—			23.5				7.7	%
Unsecured Second A&R CDA		42.5			—			—			—			42.5				7.7	%
Lease financing obligations		213.9			—			—			(0.1	)		213.8		(d)		17.6	%
Total debt	$	1,574.7		$	(8.4	)	$	(19.2	)	$	(9.1	)	$	1,538.0
Current maturities of Term Loan		—			—			—			—			—
Current maturities of Secured and Unsecured Second A&R CDA		(66.0	)		—			—			—			(66.0	)
Current maturities of lease financing obligations		(5.8	)		—			—			—			(5.8	)
Long-term debt, less current portion	$	1,502.9		$	(8.4	)	$	(19.2	)	$	(9.1	)	$	1,466.2

(a)

The Par Value and the Book Value both reflect the accumulated cash funds that have been drawn, plus the accumulated paid-in-kind interest.

(b)

Variable interest rate based on the Eurodollar rate, which is currently determined by the 1, 2, 3 or 6-month USD LIBOR, with a floor of 1.0%, plus a fixed margin of 3.5%.

(c)

Variable interest rate based on the Eurodollar rate, which is currently determined by the 1, 3 or 6-month USD LIBOR, with a floor of 1.0%, plus a fixed margin of 7.5%.

(d)


As of December 31, 2021 (in millions)	Par Value			Discount			Commitment Fee			Debt Issuance Costs			Book Value				Effective Interest Rate
UST Loan Tranche A(a)	$	311.4		$	—		$	(12.9	)	$	(3.4	)		295.1		(b)		6.4	%
UST Loan Tranche B		400.0			—			(17.3	)		(4.5	)		378.2		(b)		6.5	%
Term Loan		612.5			(15.0	)		—			(6.6	)		590.9		(c)		9.5	%
ABL Facility		—			—			—			—			—			N/A
Secured Second A&R CDA		24.1			—			—			—			24.1				7.7	%
Unsecured Second A&R CDA		42.5			—			—			(0.1	)		42.4				7.7	%
Lease financing obligations		224.0			—			—			(0.2	)		223.8		(d)		17.4	%
Total debt	$	1,614.5		$	(15.0	)	$	(30.2	)	$	(14.8	)	$	1,554.5
Current maturities of Unsecured Second A&R CDA		(1.5	)		—			—			—			(1.5	)
Current maturities of Secured and Unsecured Second A&R CDA		(66.6	)		—			—			0.1			(66.5	)
Current maturities of lease financing obligations		(4.3	)		—			—			—			(4.3	)
Long-term debt, less current portion	$	1,542.1		$	(15.0	)	$	(30.2	)	$	(14.7	)	$	1,482.2

Schedule of Maturities of Long-term Debt

The principal maturities over the next five years and thereafter of total debt as of December 31, 2022 was as follows:


(in millions)	UST Tranche A(a)		UST Tranche B		Term Loan		ABL Facility		Second A&R CDA		Lease Financing Obligations(b)		Total
2023	$	—	$	—	$	—	$	—	$	66.0	$	5.8	$	71.8
2024		325.7		400.0		569.1		—		—		4.4		1,299.2
2025		—		—		—		—		—		4.1		4.1
2026		—		—		—		—		—		0.6		0.6
2027		—		—		—		—		—		—		—
Thereafter		—		—		—		—		—		199.0		199.0
Total	$	325.7	$	400.0	$	569.1	$	—	$	66.0	$	213.9	$	1,574.7

(a)

A portion of the applicable interest is paid-in-kind, which may impact the relevant principal maturities prospectively.

(b)

Lease financing obligations subsequent to 2027 of $199.0 million consist primarily of interest payments.

Schedule of Carrying Values and Estimated Fair Values of Debt Instruments

The book value and estimated fair values of our long-term debt, including current maturities and other financial instruments, are summarized as follows:


	December 31, 2022				December 31, 2021
(in millions)	Book Value		Fair Value		Book Value		Fair Value
UST Loans	$	701.4	$	703.6	$	673.3	$	636.5
Term Loan		556.8		523.6		590.9		612.9
Second A&R CDA		66.0		66.3		66.5		66.6
Lease financing obligations		213.8		213.7		223.8		223.7
Total debt	$	1,538.0	$	1,507.2	$	1,554.5	$	1,539.7

Schedule of Cash and Cash Equivalents and Managed Accessibility

The table below summarizes cash and cash equivalents and Managed Accessibility at December 31:


(in millions)	2022		2021
Cash and cash equivalents	$	235.1	$	310.7
Less: amounts placed into restricted cash subsequent to year-end		—		—
Managed Accessibility		6.7		48.1
Total cash and cash equivalents and Managed Accessibility	$	241.8	$	358.8

Leases (Tables)

12 Months Ended

Dec. 31, 2022

Leases [Abstract]

Summary of Assets and Liabilities


Leases (in millions)	December 31, 2022		December 31, 2021
Assets
Operating lease right-of-use assets	$	139.7	$	184.8
Liabilities
Current
Current operating lease liabilities	$	53.1	$	76.5
Noncurrent
Operating lease liabilities		94.6		118.9
Total lease liabilities	$	147.7	$	195.4

Summary of Lease Cost


Lease Cost (in millions)	Year Ended December 31, 2022		Year Ended December 31, 2021
Operating lease cost(a)	$	95.7	$	133.3
Short-term cost(b)	27.3		30.1
Variable lease cost(b)	9.6		10.8
Total lease cost	$	132.6	$	174.2

(a)

Operating lease cost represent non-cash amortization of ROU assets and accretion of the discounted lease liabilities and is segregated on the statement of consolidated cash flows.

(b)

These costs are classified as operating expense and recorded primarily within purchased transportation.

Summary of Remaining Maturities of Lease Liabilities


Remaining Maturities of Lease Liabilities (in millions)	Operating Leases
2023	$	67.0
2024		34.6
2025		23.1
2026		18.8
2027		15.5
After 2027		39.6
Total lease payments	$	198.6
Less: Imputed interest		50.9
Present value of lease liabilities	$	147.7

Summary of Lease Term and Discount Rate


Lease Term and Discount Rate	2022			2021
Weighted-average remaining lease term - operating leases (years)		5.4			4.0
Weighted-average discount rate - operating leases		10.7	%		11.6	%

Summary Of Other Information


Other Information (in millions)	Year Ended December 31, 2022		Year Ended December 31, 2021
Cash paid for amounts included in the measurement of lease liabilities
Operating cash flows from operating leases	$	95.3	$	136.3
Leased assets obtained in exchange for new operating lease liabilities		7.7		18.3

Equity-Based Compensation Plans (Tables)

12 Months Ended

Dec. 31, 2022

Share-Based Payment Arrangement [Abstract]

Summary of Activity of Unvested Restricted Stock and Stock Unit Awards

A summary of the activity of our unvested restricted stock and stock unit awards are presented in the following table:


	Shares/units (in thousands)			Weighted Average Grant-Date Fair Value
Unvested at December 31, 2019		993		$	9.50
Granted		1,656			2.12
Vested and distributed		(820	)		5.44
Forfeited		(258	)		2.96
Unvested at December 31, 2020		1,571			4.90
Granted		1,151			7.21
Vested and distributed		(709	)		5.28
Forfeited		(239	)		3.21
Unvested at December 31, 2021		1,774			6.48
Granted		662			9.39
Vested and distributed		(580	)		5.69
Forfeited		(81	)		9.80
Unvested at December 31, 2022		1,775		$	7.65

Summary of Vesting Provisions for Restricted Stock and Stock Unit Awards

The vesting provisions for the restricted stock and stock unit awards and the related number of shares granted during the year ended December 31 are as follows:


	Shares/units (in thousands)
Vesting Terms	2022		2021		2020
33.3% within 30 days and 33.3% on the 1 and 2 year anniversary of grant date		151		494		12
20% per year for five years		150		492		—
100% immediately		77		135		129
25% immediately and 25% on the 1, 2 and 3 year anniversary of grant date		—		—		1,500
Other various vesting terms		284		30		15
Total restricted stock and stock units granted		662		1,151		1,656

Income Taxes (Tables)

12 Months Ended

Dec. 31, 2022

Income Tax Disclosure [Abstract]

Components of Deferred Tax Assets (Liabilities)

Deferred tax assets (liabilities) were comprised of the following at December 31:


(in millions)	2022			2021(a)
Depreciation	$	(146.8	)	$	(104.5	)
Operating lease right-of-use assets		(35.1	)		(42.1	)
Other, including debt and interest		(19.5	)		(16.4	)
Deferred tax liabilities		(201.4	)		(163.0	)
Claims and insurance		90.6			88.6
Net operating loss carryforwards		229.7			202.5
Section 163(j) interest limitation carryforwards		50.3			11.2
Employee benefit accruals		66.9			55.6
Lease financing obligations		53.3			50.8
Operating lease liabilities		39.3			46.3
Employer payroll taxes		—			9.7
Other, including debt and interest		17.1			27.8
Deferred tax assets		547.2			492.5
Valuation allowance		(345.5	)		(328.1	)
Net deferred tax assets		201.7			164.4
Net deferred tax asset	$	0.3		$	1.4

Certain reclasses have been made to the 2021 balances in this table to conform to the 2022 presentation.

Reconciliation between Federal Statutory Tax Rate and Consolidated Effective Tax Rate

A reconciliation between income taxes at the federal statutory rate and the consolidated effective tax rate follows for the years ended December 31:


	2022			2021			2020
Federal statutory rate		21.0	%		21.0	%		21.0	%
State income taxes, net		6.0	%		(1.1	%)		(1.2	%)
Foreign tax rate differential		5.6	%		(1.3	%)		(1.0	%)
Non-deductible debt costs		8.7	%		(2.2	%)		(1.6	%)
Non-deductible compensation		4.6	%		(0.5	%)		(1.0	%)
Other permanent differences		4.9	%		(0.3	%)		0.3	%
Effect of law and rate changes		(54.8	%)		(4.6	%)		(4.6	%)
Valuation allowance		21.0	%		(14.1	%)		(15.1	%)
Benefit from intraperiod tax allocation		(—	%)		—	%		20.0	%
Net change in unrecognized tax benefits		(0.1	)%		0.3	%		8.9	%
Other, net (primarily prior year return to provision)		0.8	%		(0.1	%)		1.1	%
Effective tax rate		17.7	%		(2.9	%)		26.8	%

Summary of Income Tax Provision (Benefit)

The income tax provision (benefit) consisted of the following for the years ended December 31:


(in millions)	2022			2021			2020
Current:
Federal	$	—		$	—		$	(6.2	)
State		2.4			1.4			0.4
Foreign		2.7			2.2			1.1
Current income tax expense (benefit)		5.1			3.6			(4.7	)

Deferred:
Federal		—			—			(9.4	)
State		—			—			(5.2	)
Foreign		(0.4	)		(0.5	)		(0.3	)
Deferred income tax benefit		(0.4	)		(0.5	)		(14.9	)

Income tax expense (benefit)	$	4.7		$	3.1		$	(19.6	)

Based on the income (loss) before income taxes:
Domestic	$	19.0		$	(111.3	)	$	(77.4	)
Foreign		7.5			5.3			4.3
Income (Loss) before income taxes	$	26.5		$	(106.0	)	$	(73.1	)

Schedule of Unrecognized Tax Benefits [Roll Forward]

A rollforward of the total amount of unrecognized tax benefits for the years ended December 31 is as follows:


(in millions)	2022			2021
Unrecognized tax benefits at January 1	$	40.4		$	40.7

Increases related to:
Tax positions taken during a prior period		0.1			—
Tax positions taken during the current period		0.3			0.3

Decreases related to:
Tax positions taken during a prior period		—			—
Lapse of applicable statute of limitations		(7.3	)		(0.6	)

Unrecognized tax benefits at December 31	$	33.5		$	40.4

Summary of Tax Years Remain Subject to Examination

Tax years that remain subject to examination for our major tax jurisdictions as of December 31, 2022:


Statute remains open		2014-2021
Tax years not examined		2014-2022

Shareholders' Deficit (Tables)

12 Months Ended

Dec. 31, 2022

Stockholders' Equity Note [Abstract]

Schedule of Activity in Shares of Common Stock

The following reflects the activity in the shares of our common stock for the years ended December 31:


Common Shares (in thousands)	2022		2021		2020
Beginning balance		50,955		50,192		33,715
Equity issuance - UST commitment fee		—		—		15,944
Issuance of equity awards, net		646		763		533
Ending balance		51,601		50,955		50,192

Earnings (Loss) Per Share (Tables)

12 Months Ended

Dec. 31, 2022

Earnings Per Share [Abstract]

Schedule of Basic and Dilutive Earnings (Loss) Per Share

Our calculations for basic and dilutive earnings (loss) per share for the years ended December 31 are as follows:


(dollars in millions, except per share data, shares and stock units in thousands)	2022		2021			2020
Basic and dilutive net income (loss)	$	21.8	$	(109.1	)	$	(53.5	)

Basic weighted average shares outstanding		51,346		50,720			41,694
Effect of dilutive securities:
Unvested shares and stocks units(a)		887		—			—
Dilutive weighted average shares outstanding		52,233		50,720			41,694

Basic earnings (loss) per share(b)	$	0.42	$	(2.15	)	$	(1.28	)
Diluted earnings (loss) per share(b)	$	0.42	$	(2.15	)	$	(1.28	)

Includes unvested shares of Common Stock, unvested stock units, and vested stock units for which the underlying Common Stock has not been distributed.

Earnings (loss) per share is based on unrounded figures and not the rounded figures presented.

Schedule of Antidilutive Securities

Our anti-dilutive securities for the years ended December 31 are as follows:


(shares in thousands)	2022		2021		2020
Anti-dilutive unvested shares and options		552		172		123

Accounting Policies - Additional Information (Details) $ in Millions	3 Months Ended	12 Months Ended
	Dec. 31, 2022 USD ($)	Dec. 31, 2022 USD ($) Segment	Dec. 31, 2021 USD ($)	Dec. 31, 2020 USD ($)
Accounting Policies [Line items]
Number of reportable segments \| Segment		1
Restricted amounts held in escrow-current	$ 3.9	$ 3.9	$ 4.1
Percentage of workforce covered by collective bargaining agreements		82.00%
Allowance for doubtful accounts	23.7	$ 23.7	13.2
Rerate reserve as a reduction to accounts receivable	22.5	22.5	14.1
Operating revenue	32.3	$ 32.3	$ 41.3
Risk-free rate for maturities of workers' compensation claims		2.80%	0.40%	0.50%
Risk-free rate for property damage and liability claims		2.70%	0.20%	0.50%
Depreciation		$ 136.9	$ 137.1	$ 133.0
Sale of terminal	31.0
Gain from sale of terminal	28.1
Cargo Claims And Other Insurance Related Amounts
Accounting Policies [Line items]
Undiscounted amount	$ 16.4	$ 16.4	$ 17.1

Accounting Policies - Disaggregation of Revenue (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Revenue from External Customer [Line Items]
Total revenue	$ 5,244.7	$ 5,121.8	$ 4,513.7
LTL revenue
Revenue from External Customer [Line Items]
Total revenue	4,719.3	4,605.9	4,093.3
Other revenue
Revenue from External Customer [Line Items]
Total revenue	$ 525.4	$ 515.9	$ 420.4

- Definition

Amount, including tax collected from customer, of revenue from satisfaction of performance obligation by transferring promised good or service to customer. Tax collected from customer is tax assessed by governmental authority that is both imposed on and concurrent with specific revenue-producing transaction, including, but not limited to, sales, use, value-added and excise.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 41
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e9038-108599

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 5
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130545-203045

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8933-108599

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8933-108599

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 30
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8906-108599

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 22
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8736-108599

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 22
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8736-108599

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 4
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130543-203045

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 42
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e9054-108599

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 40
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e9031-108599

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 924
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SAB Topic 11.L)
-URI https://asc.fasb.org/extlink&oid=6472922&loc=d3e499488-122856

+ Details

Accounting Policies - Schedule of Undiscounted Amounts and Material Changes in Insurance Claims (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Liability For Claims And Claims Adjustment Expense [Line Items]
Undiscounted amount	$ 373.0	$ 345.2
Estimated settlement cost	120.9	130.5
Claim payments, net of recoveries	(163.3)	(135.8)
Change in estimated settlement cost for prior claim years	16.5	33.1
Undiscounted amount	347.1	373.0
Discounted settlement cost estimate	325.2
Workers’ Compensation
Liability For Claims And Claims Adjustment Expense [Line Items]
Undiscounted amount	267.3	275.2
Estimated settlement cost	84.3	92.4
Claim payments, net of recoveries	(86.5)	(94.8)
Change in estimated settlement cost for prior claim years	(20.4)	(5.5)
Undiscounted amount	244.7	267.3
Discounted settlement cost estimate	225.7
Third-Party Liability Claims
Liability For Claims And Claims Adjustment Expense [Line Items]
Undiscounted amount	105.7	70.0
Estimated settlement cost	36.6	38.1
Claim payments, net of recoveries	(76.8)	(41.0)
Change in estimated settlement cost for prior claim years	36.9	38.6
Undiscounted amount	102.4	$ 105.7
Discounted settlement cost estimate	$ 99.5

Accounting Policies - Schedule of Estimated Cash Payments to Settle Claims (Details) $ in Millions	Dec. 31, 2022 USD ($)
Liability for Claims and Claims Adjustment Expense [Line Items]
2023	$ 106.2
2024	71.0
2025	46.1
2026	29.0
2027	18.7
Thereafter	76.1
Total	347.1
Workers’ Compensation
Liability for Claims and Claims Adjustment Expense [Line Items]
2023	70.0
2024	43.3
2025	28.1
2026	18.2
2027	13.2
Thereafter	71.9
Total	244.7
Third-Party Liability Claims
Liability for Claims and Claims Adjustment Expense [Line Items]
2023	36.2
2024	27.7
2025	18.0
2026	10.8
2027	5.5
Thereafter	4.2
Total	$ 102.4

Accounting Policies - Summary of Components of Property and Equipment (Details) - USD ($) $ in Millions	Dec. 31, 2022	Dec. 31, 2021
Property, Plant and Equipment [Abstract]
Land	$ 230.7	$ 235.4
Structures	782.8	798.0
Revenue equipment	1,455.2	1,537.1
Technology equipment and software	412.9	372.3
Other, including miscellaneous field operations equipment	227.4	221.8
Total property and equipment, at cost	$ 3,109.0	$ 3,164.6

Accounting Policies - Schedule of Service Lives for Property and Equipment (Details)	12 Months Ended
	Dec. 31, 2022
Structures \| Minimum
Property Plant And Equipment [Line Items]
Property and equipment, service life	10 years
Structures \| Maximum
Property Plant And Equipment [Line Items]
Property and equipment, service life	30 years
Revenue Equipment \| Minimum
Property Plant And Equipment [Line Items]
Property and equipment, service life	10 years
Revenue Equipment \| Maximum
Property Plant And Equipment [Line Items]
Property and equipment, service life	20 years
Technology Equipment and Software \| Minimum
Property Plant And Equipment [Line Items]
Property and equipment, service life	3 years
Technology Equipment and Software \| Maximum
Property Plant And Equipment [Line Items]
Property and equipment, service life	7 years
Other \| Minimum
Property Plant And Equipment [Line Items]
Property and equipment, service life	3 years
Other \| Maximum
Property Plant And Equipment [Line Items]
Property and equipment, service life	10 years

Other Accrued Taxes - Schedule of Primary Components of Other Accrued Taxes (Details) - USD ($) $ in Millions	Dec. 31, 2022	Dec. 31, 2021
Other Accrued Taxes Disclosure [Abstract]
Deferred employer payroll taxes	$ 0.0	$ 42.8
Other	27.9	30.0
Total	$ 27.9	$ 72.8

Employee Benefits - Additional Information (Details)		3 Months Ended	12 Months Ended
Employee Benefits - Additional Information (Details)	Dec. 06, 2021 USD ($) Retiree Participant	Dec. 31, 2021 USD ($)	Dec. 31, 2023 USD ($)	Dec. 31, 2022 USD ($) Employee	Dec. 31, 2021 USD ($)	Dec. 31, 2020 USD ($)	Jan. 12, 2023 USD ($)
Defined Benefit Plan Disclosure [Line Items]
Decrease in overall pension projected benefit obligation	$ 243,000,000
Noncurrent assets	$ 253,000,000	$ 40,500,000		$ 34,500,000	$ 40,500,000
Number of plan participants \| Participant	8,500
Number of retirees and beneficiaries \| Retiree	3,700
Non-cash non-operating settlement loss as result of partial pension annuitization		54,900,000
Number of employees sponsored by defined benefit pension plans \| Employee				4,600
Pension expense				$ 10,200,000
Pension expense recognition of settlements from lump sum payouts				$ 12,100,000
Current plan assumptions for discount rate				3.08%	2.81%	3.56%
Return on assets				5.00%	5.00%	7.00%
Net overfunded (underfunded) status of plans		(45,900,000)		$ (97,600,000)	$ (45,900,000)
Plan assets expected to be returned				0
Unrecognized actuarial losses before tax		198,400,000		240,500,000	198,400,000
Net actuarial loss		207,300,000		248,900,000	207,300,000
Unrecognized actuarial losses net of tax				$ 239,300,000
Expected rate of return on assets				5.00%
Income tax expense (benefit) related to amounts in other comprehensive income				$ 0	0	$ 14,600,000
Average remaining life expectancy of plan participants				21 years
Percentage of workforce covered by collective bargaining agreements				82.00%
Employer discretionary contribution amount				$ 8,900,000	6,700,000	3,700,000
Subsequent Event
Defined Benefit Plan Disclosure [Line Items]
Multiemployer Plans Special Financial Assistance							$ 35,800,000,000
Annual Incentive Plan
Defined Benefit Plan Disclosure [Line Items]
Incentive compensation accruals		$ 33,100,000		8,200,000	33,100,000	10,000,000.0
Pension
Defined Benefit Plan Disclosure [Line Items]
Contribution to the multi-employer plan				$ 111,500,000	$ 115,400,000	$ 115,000,000.0
Forecast
Defined Benefit Plan Disclosure [Line Items]
Current plan assumptions for discount rate			5.70%
Return on assets			7.00%
Expected expense			$ 8,800,000
Expected rate of return on assets			7.00%
Minimum \| Pension
Defined Benefit Plan Disclosure [Line Items]
Minimum contribution percentage				5.00%	5.00%

Employee Benefits - Schedule of Reconciliation of Projected Benefit Obligation and Fair Value of Plan Assets (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Defined Benefit Plan, Change in Benefit Obligation [Roll Forward]
Benefit obligation at beginning of year	$ 813.3	$ 1,142.3
Interest cost	23.7	30.7
Benefits paid, including lump sum and annuity transfers	(80.3)	(353.0)
Actuarial (gain) loss	(171.2)	(6.7)
Benefit obligation at year end	585.5	813.3
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward]
Fair value of plan assets at prior year end	767.4	1,190.7
Actual return on plan assets	(199.8)	(71.4)
Employer contributions	0.6	1.1
Benefits paid, including lump sum and annuity transfers	(80.3)	(353.0)
Fair value of plan assets at year end	487.9	767.4
Funded status at year end	$ (97.6)	$ (45.9)

Employee Benefits - Amounts Recognized for Pension Plans (Details) - USD ($) $ in Millions	Dec. 31, 2022	Dec. 31, 2021	Dec. 06, 2021
Retirement Benefits [Abstract]
Noncurrent assets	$ 34.5	$ 40.5	$ 253.0
Current liabilities	(0.5)	(0.6)
Noncurrent liabilities	(131.6)	(85.8)
Total	$ (97.6)	$ (45.9)

Employee Benefits - Amounts Recognized in Accumulated Other Comprehensive Loss (Details) - USD ($) $ in Millions	Dec. 31, 2022	Dec. 31, 2021
Retirement Benefits [Abstract]
Net actuarial loss	$ 248.9	$ 207.3
Net prior service credit	(8.4)	(8.9)
Total	$ 240.5	$ 198.4

Employee Benefits - Information for Pension Plans with ABO in Excess of Plan Assets (Details) - USD ($) $ in Millions	Dec. 31, 2022	Dec. 31, 2021
Retirement Benefits [Abstract]
ABO Exceeds Assets	$ 553.4	$ 759.3
Assets Exceed ABO	32.1	54.0
Projected benefit obligation	585.5	813.3
ABO Exceeds Assets	553.4	759.3
Assets Exceed ABO	32.1	54.0
Accumulated benefit obligation	585.5	813.3
ABO Exceeds Assets	421.5	673.2
Assets Exceed ABO	66.4	94.2
Fair value of plan assets	$ 487.9	$ 767.4

Employee Benefits - Schedule of Assumptions Used (Details)	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Retirement Benefits [Abstract]
Discount rate	5.70%	3.08%
Discount rate	3.08%	2.81%	3.56%
Expected rate of return on assets	5.00%	5.00%	7.00%

Employee Benefits - Schedule of Asset Allocation and Targeted Long Term Asset Allocation (Details)	Dec. 31, 2022	Dec. 31, 2021
Equities
Defined Benefit Plan Disclosure [Line Items]
Plan investments actual allocations	26.00%	32.00%
Plan investments target allocations	19.00%
Debt Securities
Defined Benefit Plan Disclosure [Line Items]
Plan investments actual allocations	48.00%	49.00%
Plan investments target allocations	45.00%
Absolute Return
Defined Benefit Plan Disclosure [Line Items]
Plan investments actual allocations	26.00%	19.00%
Plan investments target allocations	36.00%

Employee Benefits - Schedule of Expected Benefit Payments (Details) $ in Millions	Dec. 31, 2022 USD ($)
Expected benefit payments
2023	$ 59.2
2024	57.9
2025	57.6
2026	54.4
2027	52.8
2028-2032	$ 229.4

Employee Benefits - Schedule of Costs of Retirement Plans (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Net periodic benefit cost:
Interest cost	$ 23.7	$ 30.7
Settlements - All Others	(12.1)	(64.7)	$ (2.7)
Other changes in plan assets and benefit obligations recognized in other comprehensive loss (income):
Amortization of prior net losses	$ 8.6	$ 12.1	$ 12.7
Other Postretirement Benefits Plan
Net periodic benefit cost:
Defined Benefit Plan, Net Periodic Benefit Cost (Credit), Interest Cost, Statement of Income or Comprehensive Income [Extensible Enumeration]	Other Comprehensive Income (Loss), Defined Benefit Plan, Gain (Loss) Arising During Period, after Tax	Other Comprehensive Income (Loss), Defined Benefit Plan, Gain (Loss) Arising During Period, after Tax	Other Comprehensive Income (Loss), Defined Benefit Plan, Gain (Loss) Arising During Period, after Tax
Interest cost	$ 23.7	$ 30.7	$ 37.1
Defined Benefit Plan, Net Periodic Benefit (Cost) Credit, Expected Return (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration]	Other Comprehensive Income (Loss), Net of Tax	Other Comprehensive Income (Loss), Net of Tax	Other Comprehensive Income (Loss), Net of Tax
Expected return on plan assets	$ (33.8)	$ (48.0)	$ (61.1)
Defined Benefit Plan, Net Periodic Benefit Cost (Credit), Amortization of Prior Service Cost (Credit), Statement of Income or Comprehensive Income [Extensible Enumeration]	Other Comprehensive Income (Loss), Defined Benefit Plan, Gain (Loss), Reclassification Adjustment from AOCI, after Tax	Other Comprehensive Income (Loss), Defined Benefit Plan, Gain (Loss), Reclassification Adjustment from AOCI, after Tax	Other Comprehensive Income (Loss), Defined Benefit Plan, Gain (Loss), Reclassification Adjustment from AOCI, after Tax
Amortization of prior net losses	$ 8.6	$ 12.1	$ 14.3
Defined Benefit Plan, Net Periodic Benefit Cost (Credit) Excluding Service Cost, Statement of Income or Comprehensive Income [Extensible Enumeration]	Other Comprehensive (Income) Loss, Defined Benefit Plan, Prior Service Cost (Credit), Reclassification Adjustment from AOCI, after Tax	Other Comprehensive (Income) Loss, Defined Benefit Plan, Prior Service Cost (Credit), Reclassification Adjustment from AOCI, after Tax	Other Comprehensive (Income) Loss, Defined Benefit Plan, Prior Service Cost (Credit), Reclassification Adjustment from AOCI, after Tax
Amortization of prior net service credit	$ (0.4)	$ (0.4)	$ (0.4)
Settlement - Annuitization(s)		$ 54.9
Defined Benefit Plan, Net Periodic Benefit (Cost) Credit, Settlement and Curtailment Gain (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration]	Other Comprehensive Income (Loss), Defined Benefit Plan, Settlement and Curtailment Gain (Loss), after Tax	Other Comprehensive Income (Loss), Defined Benefit Plan, Settlement and Curtailment Gain (Loss), after Tax	Other Comprehensive Income (Loss), Defined Benefit Plan, Settlement and Curtailment Gain (Loss), after Tax
Settlements - All Others	$ 12.1	$ 9.8	$ 3.6
Net periodic pension cost (benefit)	10.2	59.1	(6.5)
Other changes in plan assets and benefit obligations recognized in other comprehensive loss (income):
Net actuarial (gains) losses and other adjustments	62.4	112.7	(216.7)
Settlement - Annuitization(s)		(54.9)
Settlements - All Others	(12.1)	(9.8)	(3.6)
Amortization of prior net losses	(8.6)	(12.1)	(14.3)
Amortization of prior net service credit	0.4	0.4	0.4
Total recognized in other comprehensive loss (income)	42.1	36.3	(234.2)
Total recognized in net periodic benefit cost and other comprehensive loss (income)	$ 52.3	$ 95.4	$ (240.7)

Employee Benefits - Schedule of Pension Assets at Fair Value Hierarchy Level (Details) - USD ($) $ in Millions	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Defined Benefit Plan Disclosure [Line Items]
Pension assets at fair value	$ 487.9	$ 767.4	$ 1,190.7
Fair Value, Measurements, Recurring
Defined Benefit Plan Disclosure [Line Items]
Pension assets at fair value	487.9	767.4
Fair Value, Measurements, Recurring \| Level 1
Defined Benefit Plan Disclosure [Line Items]
Pension assets at fair value	118.7	124.7
Fair Value, Measurements, Recurring \| Level 2
Defined Benefit Plan Disclosure [Line Items]
Pension assets at fair value	96.7	272.8
Fair Value, Measurements, Recurring \| Level 3
Defined Benefit Plan Disclosure [Line Items]
Pension assets at fair value	27.3	26.6	$ 45.3
Fair Value, Measurements, Recurring \| Equities
Defined Benefit Plan Disclosure [Line Items]
Pension assets at fair value	2.5	59.0
Fair Value, Measurements, Recurring \| Equities \| Level 1
Defined Benefit Plan Disclosure [Line Items]
Pension assets at fair value	2.5	59.0
Fair Value, Measurements, Recurring \| Private Equities
Defined Benefit Plan Disclosure [Line Items]
Pension assets at fair value	19.1	18.6
Fair Value, Measurements, Recurring \| Private Equities \| Level 3
Defined Benefit Plan Disclosure [Line Items]
Pension assets at fair value	19.1	18.6
Fair Value, Measurements, Recurring \| Corporate and Other
Defined Benefit Plan Disclosure [Line Items]
Pension assets at fair value	8.2	81.4
Fair Value, Measurements, Recurring \| Corporate and Other \| Level 2
Defined Benefit Plan Disclosure [Line Items]
Pension assets at fair value		73.4
Fair Value, Measurements, Recurring \| Corporate and Other \| Level 3
Defined Benefit Plan Disclosure [Line Items]
Pension assets at fair value	8.2	8.0
Fair Value, Measurements, Recurring \| Government
Defined Benefit Plan Disclosure [Line Items]
Pension assets at fair value	158.7	206.2
Fair Value, Measurements, Recurring \| Government \| Level 1
Defined Benefit Plan Disclosure [Line Items]
Pension assets at fair value	63.2	8.2
Fair Value, Measurements, Recurring \| Government \| Level 2
Defined Benefit Plan Disclosure [Line Items]
Pension assets at fair value	95.5	198.0
Fair Value, Measurements, Recurring \| Interest Bearing
Defined Benefit Plan Disclosure [Line Items]
Pension assets at fair value	54.2	58.9
Fair Value, Measurements, Recurring \| Interest Bearing \| Level 1
Defined Benefit Plan Disclosure [Line Items]
Pension assets at fair value	53.0	57.5
Fair Value, Measurements, Recurring \| Interest Bearing \| Level 2
Defined Benefit Plan Disclosure [Line Items]
Pension assets at fair value	1.2	1.4
Fair Value, Measurements, Recurring \| Investments Measured at NAV
Defined Benefit Plan Disclosure [Line Items]
Pension assets at fair value	$ 245.2	$ 343.3

Employee Benefits - Activity of Assets Measured at Fair Value on Recurring Basis Using Significant Unobservable Inputs (Level 3) (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward]
Fair value of plan assets at prior year end	$ 767.4	$ 1,190.7
Fair value of plan assets at year end	487.9	767.4
Fair Value, Measurements, Recurring
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward]
Fair value of plan assets at prior year end	767.4
Fair value of plan assets at year end	487.9	767.4
Fair Value, Measurements, Recurring \| Private Equities
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward]
Fair value of plan assets at prior year end	18.6
Fair value of plan assets at year end	19.1	18.6
Fair Value, Measurements, Recurring \| Level 3
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward]
Purchases		1.8
Sales	(2.3)	(25.7)
Unrealized gain (loss)	3.0	5.2
Fair value of plan assets at prior year end	26.6	45.3
Fair value of plan assets at year end	27.3	26.6
Fair Value, Measurements, Recurring \| Level 3 \| Private Equities
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward]
Fair value of plan assets beginning of year	18.6	36.9
Purchases		1.0
Sales	(0.8)	(24.4)
Unrealized gain (loss)	1.3	5.1
Fair value of plan assets at year end	19.1	18.6
Fair value of plan assets at prior year end	18.6
Fair value of plan assets at year end	19.1	18.6
Fair Value, Measurements, Recurring \| Level 3 \| Fixed Income
Defined Benefit Plan, Change in Fair Value of Plan Assets [Roll Forward]
Fair value of plan assets beginning of year	8.0	8.4
Purchases		0.8
Sales	(1.5)	(1.3)
Unrealized gain (loss)	1.7	0.1
Fair value of plan assets at year end	$ 8.2	$ 8.0

Employee Benefits - Summary of Assets for Reported NAV Used to Estimate Fair Value (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Defined Benefit Plan Disclosure [Line Items]
Fair Value	$ 487.9	$ 767.4	$ 1,190.7
Fair Value, Measurements, Recurring
Defined Benefit Plan Disclosure [Line Items]
Fair Value	487.9	767.4
Fair Value, Measurements, Recurring \| Net Asset Value per Share
Defined Benefit Plan Disclosure [Line Items]
Fair Value	245.2	343.3
Fair Value, Measurements, Recurring \| Private Equities
Defined Benefit Plan Disclosure [Line Items]
Unfunded Commitments		7.5
Fair Value, Measurements, Recurring \| Private Equities \| Net Asset Value per Share
Defined Benefit Plan Disclosure [Line Items]
Fair Value	65.6	122.7
Fair Value, Measurements, Recurring \| Fixed Income \| Net Asset Value per Share
Defined Benefit Plan Disclosure [Line Items]
Fair Value	23.6	$ 41.5
Fair Value, Measurements, Recurring \| Fixed Income \| Minimum
Defined Benefit Plan Disclosure [Line Items]
Redemption Notice Period		35 days
Fair Value, Measurements, Recurring \| Fixed Income \| Maximum
Defined Benefit Plan Disclosure [Line Items]
Redemption Notice Period		90 days
Fair Value, Measurements, Recurring \| Equities \| Net Asset Value per Share
Defined Benefit Plan Disclosure [Line Items]
Fair Value	$ 114.0	$ 59.0
Fair Value, Measurements, Recurring \| Equities \| Minimum
Defined Benefit Plan Disclosure [Line Items]
Redemption Notice Period	5 days	3 days
Fair Value, Measurements, Recurring \| Equities \| Maximum
Defined Benefit Plan Disclosure [Line Items]
Redemption Notice Period	60 days	60 days
Fair Value, Measurements, Recurring \| Absolute Return \| Net Asset Value per Share
Defined Benefit Plan Disclosure [Line Items]
Fair Value	$ 42.0	$ 120.1
Fair Value, Measurements, Recurring \| Absolute Return \| Minimum
Defined Benefit Plan Disclosure [Line Items]
Redemption Notice Period	5 days	5 days
Fair Value, Measurements, Recurring \| Absolute Return \| Maximum
Defined Benefit Plan Disclosure [Line Items]
Redemption Notice Period	180 days	90 days

Employee Benefits - Summary of Expense Related to Multi-Employer Plans (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Defined Benefit Plan Disclosure [Line Items]
Expense related to multi-employer plans	$ 601.1	$ 599.7	$ 612.3
Health and Welfare
Defined Benefit Plan Disclosure [Line Items]
Expense related to multi-employer plans	490.0	485.2	488.7
Pension
Defined Benefit Plan Disclosure [Line Items]
Expense related to multi-employer plans	$ 111.1	$ 114.5	$ 123.6

Employee Benefits - Additional Information Related to Participation in Individually Significant Multi-Employer Pension Plans (Details)	12 Months Ended
	Dec. 31, 2022
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items]
Entity Tax Identification Number	48-0948788
Central States, Southeast and Southwest Areas Pension Fund
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items]
Entity Tax Identification Number	36-6044243
Expiration Date of Collective-Bargaining Agreement	Mar. 31, 2024
Teamsters National 401 (k) Savings Plan
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items]
Entity Tax Identification Number	52-1967784
Expiration Date of Collective-Bargaining Agreement	Mar. 31, 2024
Road Carriers Local 707 Pension Fund
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items]
Entity Tax Identification Number	51-6106510
Expiration Date of Collective-Bargaining Agreement	Mar. 31, 2024
Teamsters Local 641 Pension Fund
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items]
Entity Tax Identification Number	22-6220288
Expiration Date of Collective-Bargaining Agreement	Mar. 31, 2024

Employee Benefits - Schedule of Pension Amounts Contributed by Funds Considered to be Individually Significant (Details) - Pension - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items]
Contribution to the multi-employer plan	$ 111.5	$ 115.4	$ 115.0
Central States, Southeast and Southwest Areas Pension Fund
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items]
Contribution to the multi-employer plan	63.0	68.4	69.0
Teamsters National 401 (k) Savings Plan
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items]
Contribution to the multi-employer plan	21.7	18.9	17.5
Road Carriers Local 707 Pension Fund
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items]
Contribution to the multi-employer plan	1.9	1.9	1.9
Teamsters Local 641 Pension Fund
Defined Benefit Plans And Other Postretirement Benefit Plans Table Text Block [Line Items]
Contribution to the multi-employer plan	$ 1.7	$ 1.9	$ 1.9

Debt and Financing - Schedule of Outstanding Debt (Details) - USD ($)
$ in Millions

Dec. 31, 2022

Dec. 31, 2021

Debt Instrument [Line Items]

Par Value

$ 1,574.7

$ 1,614.5

Discount

(8.4)

(15.0)

Commitment Fee

(19.2)

(30.2)

Debt Issuance Costs

(9.1)

(14.8)

Book Value

1,538.0

1,554.5

Book Value, Current Maturities

(71.8)

(72.3)

Par Value, Excluding Current Maturities

1,502.9

1,542.1

Premium (Discount), Excluding Current Maturities

(8.4)

(15.0)

Commitment Fee, Excluding Current Maturities

(19.2)

(30.2)

Debt Issuance Costs, Noncurrent

(9.1)

(14.7)

Book Value, Excluding Current Maturities

1,466.2

1,482.2

Tranche A | UST Loan

Debt Instrument [Line Items]

Par Value

^[1]

325.7

311.4

Discount

^[1]

0.0

Commitment Fee

^[1]

(8.2)

(12.9)

Debt Issuance Costs

^[1]

(2.2)

(3.4)

Book Value

^[1]

$ 315.3

$ 295.1

Effective Interest Rate

^[1]

6.30%

6.40%

Tranche B | UST Loan

Debt Instrument [Line Items]

Par Value

$ 400.0

Discount

0.0

Commitment Fee

(11.0)

(17.3)

Debt Issuance Costs

(2.9)

(4.5)

Book Value

$ 386.1

$ 378.2

Effective Interest Rate

6.50%

Term Loan

Debt Instrument [Line Items]

Par Value

$ 569.1

^[1]

$ 612.5

Discount

(8.4)

^[1]

(15.0)

Commitment Fee

0.0

^[1]

0.0

Debt Issuance Costs

(3.9)

^[1]

(6.6)

Book Value

$ 556.8

^[1]

$ 590.9

Effective Interest Rate

9.50%

^[1]

9.50%

Par Value, Current Maturities

$ 0.0

Discount, Current Maturities

0.0

Commitment Fee, Current Maturities

0.0

Deferred Issuance Costs, Current

0.0

Book Value, Current Maturities

0.0

ABL Facility | 2014 ABL Facility Credit Agreement

Debt Instrument [Line Items]

Par Value

0.0

$ 0.0

0.0

0.0

0.0

0.0

Secured Second A&R CDA

Debt Instrument [Line Items]

Par Value

23.5

24.1

0.0

0.0

0.0

$ 23.5

$ 24.1

Effective Interest Rate

7.70%

Unsecured Second A&R CDA

Debt Instrument [Line Items]

$ 42.5

0.0

0.0

0.0

(0.1)

Book Value

$ 42.5

$ 42.4

Effective Interest Rate

7.70%

Par Value, Current Maturities

$ (1.5)

Discount, Current Maturities

0.0

Commitment Fee, Current Maturities

0.0

Deferred Issuance Costs, Current

0.0

Book Value, Current Maturities

(1.5)

Secured and Unsecured Second A&R CDA [Member]

Debt Instrument [Line Items]

Par Value, Current Maturities

$ 66.0

(66.6)

Discount, Current Maturities

0.0

Commitment Fee, Current Maturities

0.0

Deferred Issuance Costs, Current

0.0

0.1

Book Value, Current Maturities

(66.0)

(66.5)

Lease financing obligations

Debt Instrument [Line Items]

Par Value

213.9

224.0

Discount

0.0

Commitment Fee

0.0

Debt Issuance Costs

(0.1)

(0.2)

Book Value

$ 213.8

$ 223.8

Effective Interest Rate

17.60%

17.40%

Par Value, Current Maturities

$ 5.8

$ (4.3)

Discount, Current Maturities

0.0

Commitment Fee, Current Maturities

0.0

Deferred Issuance Costs, Current

0.0

Book Value, Current Maturities

$ (5.8)

$ (4.3)

[1]	The Par Value and the Book Value both reflect the accumulated cash funds that have been drawn, plus the accumulated paid-in-kind interest.

Debt and Financing - Schedule of Outstanding Debt (Parenthetical) (Details)		12 Months Ended
	Sep. 11, 2019	Dec. 31, 2022
Term Loan
Debt Instrument [Line Items]
Basis spread on variable rate	7.50%	14.00%
London Interbank Offered Rate (LIBOR) \| UST Loan
Debt Instrument [Line Items]
Floor interest rate		1.00%
Basis spread on variable rate		3.50%
London Interbank Offered Rate (LIBOR) \| Term Loan
Debt Instrument [Line Items]
Floor interest rate		1.00%
Basis spread on variable rate		7.50%

Debt and Financing - Additional Information (Details) - USD ($)					12 Months Ended
	Oct. 31, 2022	Jul. 07, 2020	Sep. 11, 2019	Jan. 31, 2018	Dec. 31, 2022	Dec. 31, 2019	Dec. 31, 2021	Feb. 13, 2014
Debt Instrument [Line Items]
Common stock, shares issued					51,601,000		50,955,000
Contribution rate of subsidiaries to funds						25.00%
Minimum \| 2014 ABL Facility Credit Agreement
Debt Instrument [Line Items]
Commitment fee percentage					0.25%
Maximum \| 2014 ABL Facility Credit Agreement
Debt Instrument [Line Items]
Commitment fee percentage					0.375%
2014 ABL Facility Credit Agreement
Debt Instrument [Line Items]
Principal amount issued								$ 450,000,000
Basis spread on variable rate					2.25%
2014 ABL Facility Credit Agreement \| Alternate Base Rate
Debt Instrument [Line Items]
Basis spread on variable rate					1.25%
Term Loan
Debt Instrument [Line Items]
Principal amount issued			$ 600,000,000.0
Basis spread on variable rate			7.50%		14.00%
Margin step down if certain EBITDA is achieved			1.00%
Term Loan \| Minimum
Debt Instrument [Line Items]
Adjusted EBITDA threshold for margin step down			$ 400,000,000.0
Term Loan \| Eurodollar
Debt Instrument [Line Items]
Floor interest rate			1.00%
ABL Facility \| Minimum \| 2014 ABL Facility Credit Agreement
Debt Instrument [Line Items]
Interest rate					2.25%
UST Credit Agreement
Debt Instrument [Line Items]
Principal amount issued		$ 700,000,000.0
Debt instrument maturity date		Sep. 30, 2024
Minimum adjusted EBITDA					$ 200,000,000.0
Common stock, shares issued					15,943,753
Fair value of common stock shares issued					$ 46,700,000
Debt issuance costs incurred for origination and legal fees		$ 12,200,000
Expenses qualifying as adjustment cap, percent					10.00%
Adjusted EBITDA expenses qualifying as adjustment cap, percent					10.00%
UST Credit Agreement \| Tranche A
Debt Instrument [Line Items]
Principal amount issued		$ 300,000,000.0
Percentage of paid in kind remainder		1.50%
UST Credit Agreement \| Tranche A \| Eurodollar
Debt Instrument [Line Items]
Basis spread on variable rate		3.50%
Floor interest rate		1.00%
UST Credit Agreement \| Tranche B
Debt Instrument [Line Items]
Principal amount issued		$ 400,000,000.0
UST Credit Agreement \| Tranche B \| Eurodollar
Debt Instrument [Line Items]
Basis spread on variable rate		3.50%
Floor interest rate		1.00%
Second Term Loan Amendment \| Term Loan \| Eurodollar
Debt Instrument [Line Items]
Basis spread on variable rate		7.50%
Second Term Loan Amendment \| Term Loan \| Alternate Base Rate
Debt Instrument [Line Items]
Basis spread on variable rate		6.50%
Amended Second A&R CDA
Debt Instrument [Line Items]
Debt instrument maturity date				Dec. 31, 2022
Annual amortization of amount outstanding, percent				2.00%
2014 ABL Facility Credit Agreement
Debt Instrument [Line Items]
Line of credit facility, total cash and availability					$ 47,700,000
Managed accessibility					6,700,000		$ 48,100,000
Cash, cash equivalents and managed accessibility					241,800,000		358,800,000
2014 ABL Facility Credit Agreement \| Letter of Credit
Debt Instrument [Line Items]
Letters of credit outstanding, amount					$ 361,800,000
Collateral line cap, percent					10.00%
2014 ABL Facility Credit Agreement \| ABL Facility
Debt Instrument [Line Items]
Line of credit facility, total cash and availability							$ 93,100,000
ABL Agreement \| Minimum
Debt Instrument [Line Items]
Increase in capacity of amended facility	$ 50,000,000
ABL Agreement \| Maximum
Debt Instrument [Line Items]
Increase in capacity of amended facility	$ 500,000,000
ABL Agreement \| SOFR
Debt Instrument [Line Items]
Basis spread on variable rate	1.75%

Debt and Financing - Schedule of Cash and Cash Equivalents and Managed Accessibility (Details) - USD ($) $ in Millions	Dec. 31, 2022	Dec. 31, 2021
Debt Instrument [Line Items]
Cash and cash equivalents	$ 235.1	$ 310.7
2014 ABL Facility Credit Agreement
Debt Instrument [Line Items]
Cash and cash equivalents	235.1	310.7
Less: amounts placed into restricted cash subsequent to year-end	0.0	0.0
Managed accessibility	6.7	48.1
Total cash and cash equivalents and Managed Accessibility	$ 241.8	$ 358.8

Debt and Financing - Schedule of Maturities of Long-term Debt (Details) - USD ($)
$ in Millions

Dec. 31, 2022

Dec. 31, 2021

Debt Instrument [Line Items]

$ 71.8

1,299.2

4.1

0.6

0.0

199.0

1,574.7

$ 1,614.5

Tranche A | UST Loan

Debt Instrument [Line Items]

0.0

325.7

0.0

0.0

0.0

0.0

^[1]

325.7

311.4

Tranche B | UST Loan

Debt Instrument [Line Items]

0.0

400.0

0.0

0.0

0.0

0.0

400.0

Debt Instrument [Line Items]

0.0

569.1

0.0

0.0

0.0

0.0

569.1

^[1]

612.5

ABL Facility | 2014 ABL Facility Credit Agreement

Debt Instrument [Line Items]

0.0

0.0

0.0

0.0

0.0

0.0

0.0

Debt Instrument [Line Items]

66.0

0.0

0.0

0.0

0.0

0.0

66.0

Lease Financing Obligation

Debt Instrument [Line Items]

5.8

4.4

4.1

0.6

0.0

199.0

$ 213.9

$ 224.0

[1]	The Par Value and the Book Value both reflect the accumulated cash funds that have been drawn, plus the accumulated paid-in-kind interest.

Debt and Financing - Schedule of Maturities of Long-term Debt (Parenthetical) (Details) $ in Millions	Dec. 31, 2022 USD ($)
Debt Instrument [Line Items]
Lease financing obligations subsequent to 2026	$ 199.0
Lease Financing Obligation
Debt Instrument [Line Items]
Lease financing obligations subsequent to 2026	$ 199.0

Debt and Financing - Schedule of Carrying Values and Estimated Fair Values of Debt Instruments (Details) - USD ($) $ in Millions	Dec. 31, 2022	Dec. 31, 2021
Book Value
Debt Instrument [Line Items]
Long-term debt, fair value	$ 1,538.0	$ 1,554.5
Fair Value
Debt Instrument [Line Items]
Long-term debt, fair value	1,507.2	1,539.7
UST Loan \| Book Value
Debt Instrument [Line Items]
Long-term debt, fair value	701.4	673.3
UST Loan \| Fair Value
Debt Instrument [Line Items]
Long-term debt, fair value	703.6	636.5
Term Loan \| Book Value
Debt Instrument [Line Items]
Long-term debt, fair value	556.8	590.9
Term Loan \| Fair Value
Debt Instrument [Line Items]
Long-term debt, fair value	523.6	612.9
Second A&R CDA \| Book Value
Debt Instrument [Line Items]
Long-term debt, fair value	66.0	66.5
Second A&R CDA \| Fair Value
Debt Instrument [Line Items]
Long-term debt, fair value	66.3	66.6
Lease financing obligations \| Book Value
Debt Instrument [Line Items]
Long-term debt, fair value	213.8	223.8
Lease financing obligations \| Fair Value
Debt Instrument [Line Items]
Long-term debt, fair value	$ 213.7	$ 223.7

Leases - Summary of Assets and Liabilities (Details) - USD ($) $ in Millions	Dec. 31, 2022	Dec. 31, 2021
Leases [Abstract]
Operating lease right-of-use assets	$ 139.7	$ 184.8
Current operating lease liabilities	53.1	76.5
Noncurrent operating lease liabilities	94.6	118.9
Present value of lease liabilities	$ 147.7	$ 195.4

Leases - Summary of Lease Cost (Details) - USD ($)
$ in Millions

12 Months Ended

Dec. 31, 2022

Dec. 31, 2021

Dec. 31, 2020

Leases [Abstract]

Operating lease cost

$ 95.7

^[1]

$ 133.3

^[1]

$ 160.9

Short-term cost

^[2]

27.3

30.1

Variable lease cost

^[2]

9.6

10.8

Total lease cost

$ 132.6

$ 174.2

[1]	Operating lease cost represent non-cash amortization of ROU assets and accretion of the discounted lease liabilities and is segregated on the statement of consolidated cash flows.
[2]	These costs are classified as operating expense and recorded primarily within purchased transportation.

Leases - Summary of Remaining Maturities of Lease Liabilities (Details) - USD ($) $ in Millions	Dec. 31, 2022	Dec. 31, 2021
Operating Leases
2023	$ 67.0
2024	34.6
2025	23.1
2026	18.8
2027	15.5
After 2027	39.6
Total lease payments	198.6
Less: Imputed interest	50.9
Present value of lease liabilities	$ 147.7	$ 195.4

Leases - Summary of Lease Term and Discount Rate (Details)	Dec. 31, 2022	Dec. 31, 2021
Leases [Abstract]
Weighted-Average Remaining Lease Term	5 years 4 months 24 days	4 years
Weighted-Average Discount Rate	10.70%	11.60%

Leases - Summary of Other Information (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Leases [Abstract]
Operating cash flows from operating leases	$ 95.3	$ 136.3
Leased assets obtained in exchange for new operating lease liabilities	$ 7.7	$ 18.3

Equity-Based Compensation Plans - Additional Information (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Restricted Stock and Stock Unit
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Compensation cost share based awards	$ 4.9	$ 3.8	$ 2.9
Restricted stock units vested but common shares not distributed (in shares)	800,000	570,000	580,000
Intrinsic value, outstanding	$ 4.5
Unrecognized compensation expense	$ 5.8
Period of recognition	1 year 4 months 24 days
Vested in Period, Fair Value	$ 3.3	$ 3.7	$ 4.5
2020 Employee Stock Purchase Plan
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Shares reserved for issuance (in shares)	3,000,000.0
Value of shares remain available for future issuance	$ 2.6
2019 Incentive and Equity Award Plan \| Key Management Personnel
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Shares reserved for issuance (in shares)	2,500,000
Amended and Restated 2011 Incentive and Equity Award Plan
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Shares reserved for issuance (in shares)	5,000,000.0
2011 and 2019 Incentive and Equity Award Plan
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Shares reserved for issuance (in shares)	1.4
Equity award plan. vesting rights	According to the plan provisions, the stock units provide the holders the right to receive one share of our Common Stock upon vesting (and distribution) of one stock unit.

Equity-Based Compensation Plans - Summary of Activity of Unvested Restricted Stock and Stock Unit Awards (Details) - Restricted Stock and Stock Unit - $ / shares shares in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Shares/units [Roll Forward]
Unvested Shares/units, Beginning balance	1,774	1,571	993
Granted, Shares/units	662	1,151	1,656
Vested, Shares/units	(580)	(709)	(820)
Forfeited, Shares/units	(81)	(239)	(258)
Unvested shares/units, Ending balance	1,775	1,774	1,571
Weighted Average Grant-Date Fair Value [Roll Forward]
Unvested, Weighted Average Grant-Date Fair Value, Beginning balance	$ 6.48	$ 4.90	$ 9.50
Granted, Weighted Average Grant-Date Fair Value	9.39	7.21	2.12
Vested, Weighted Average Grant-Date Fair Value	5.69	5.28	5.44
Forfeited, Weighted Average Grant-Date Fair Value	9.80	3.21	2.96
Unvested, Weighted Average Grant-Date Fair Value, Ending balance	$ 7.65	$ 6.48	$ 4.90

Equity-Based Compensation Plans - Summary of Vesting Provisions for Restricted Stock and Stock Unit Awards (Details) - Restricted Stock and Stock Unit - shares shares in Thousands	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Granted, Shares/units	662	1,151	1,656
33.3% within 30 days and 33.3% on the 1 and 2 year anniversary of grant date
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Granted, Shares/units	151	494	12
20% per year for five years
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Granted, Shares/units	150	492	0
100% immediately
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Granted, Shares/units	77	135	129
25% immediately and 25% on the 1, 2 and 3 year anniversary of grant date
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Granted, Shares/units			1,500
Other various vesting terms
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Granted, Shares/units	284	30	15

Income Taxes - Components of Deferred Tax Assets (Liabilities) (Details) - USD ($)
$ in Millions

12 Months Ended

Dec. 31, 2022

Dec. 31, 2021

^[1]

Income Tax Disclosure [Abstract]

Depreciation

$ (146.8)

$ (104.5)

Operating lease right-of-use assets

(35.1)

(42.1)

Other, including debt and interest

(19.5)

(16.4)

Deferred tax liabilities

(201.4)

(163.0)

Claims and insurance

90.6

88.6

Net operating loss carryforwards

229.7

202.5

Section 163(j) interest limitation carryforwards

50.3

11.2

Employee benefit accruals

66.9

55.6

Lease financing obligations

53.3

50.8

Operating lease liabilities

39.3

46.3

Employer payroll taxes

0.0

9.7

Other, including debt and interest

17.1

27.8

Deferred tax assets

547.2

492.5

Valuation allowance

(345.5)

(328.1)

Net deferred tax assets

201.7

164.4

Net deferred tax asset

$ 0.3

$ 1.4

[1]	Certain reclasses have been made to the 2021 balances in this table to conform to the 2022 presentation.

Income Taxes - Additional Information (Details) - USD ($)

12 Months Ended

Dec. 31, 2022

Dec. 31, 2021

Dec. 31, 2020

Income Tax Disclosure [Line Items]

Net operating loss carryforwards

$ 846,200,000

Valuation allowance

$ 345,500,000

$ 328,100,000

^[1]

Change in accounting principle, ASU adopted

true

Change in accounting principle, ASU adoption date

Jan. 01, 2021

Change in accounting principle, ASU, immaterial effect

true

Accounting standards update description

ASU 2019-12

Deferred income tax benefit

$ 0

$ 14,600,000

Unrecognized tax benefits that would impact effective tax rate

3,000,000.0

Tax audit settlement expense

Accrued penalties related to uncertain tax positions

$ 0

Amount by which unrecognized tax benefits may decrease over the next 12 months

500,000

Tax Year Prior to 2018

Income Tax Disclosure [Line Items]

Net operating loss carryforwards

$ 655,000,000.0

Tax Year 2030

Income Tax Disclosure [Line Items]

Net operating loss carryforwards, expiration year

2030

Tax Year 2037

Income Tax Disclosure [Line Items]

Net operating loss carryforwards, expiration year

2037

Tax Year 2027 | General Business and Other Credit Carryforwards

Income Tax Disclosure [Line Items]

Foreign tax credit carryforwards, subject to expiration, year

2027

Tax Year 2031 | General Business and Other Credit Carryforwards

Income Tax Disclosure [Line Items]

Foreign tax credit carryforwards, subject to expiration, year

2031

[1]	Certain reclasses have been made to the 2021 balances in this table to conform to the 2022 presentation.

Income Taxes - Reconciliation between Federal Statutory Tax Rate and Consolidated Effective Tax Rate (Details)	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Income Tax Disclosure [Abstract]
Federal statutory rate	21.00%	21.00%	21.00%
State income taxes, net	6.00%	(1.10%)	(1.20%)
Foreign tax rate differential	5.60%	(1.30%)	(1.00%)
Non-deductible debt costs	8.70%	(2.20%)	(1.60%)
Non-deductible compensation	4.60%	(0.50%)	(1.00%)
Other permanent differences	4.90%	(0.30%)	0.30%
Effect of law and rate changes	(54.80%)	(4.60%)	(4.60%)
Valuation allowance	21.00%	(14.10%)	(15.10%)
Benefit from intraperiod tax allocation	0.00%	0.00%	20.00%
Net change in unrecognized tax benefits	(0.10%)	0.30%	8.90%
Other, net (primarily prior year return to provision)	0.80%	(0.10%)	1.10%
Effective tax rate	17.70%	(2.90%)	26.80%

Income Taxes - Summary of Income Tax Provision (Benefit) (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Current:
Federal	$ 0.0	$ 0.0	$ (6.2)
State	2.4	1.4	0.4
Foreign	2.7	2.2	1.1
Current income tax expense (benefit)	5.1	3.6	(4.7)
Deferred:
Federal	0.0	0.0	(9.4)
State	0.0	0.0	(5.2)
Foreign	(0.4)	(0.5)	(0.3)
Deferred income tax benefit	(0.4)	(0.5)	(14.9)
Income tax expense (benefit)	4.7	3.1	(19.6)
Domestic	19.0	(111.3)	(77.4)
Foreign	7.5	5.3	4.3
Income (Loss) before income taxes	$ 26.5	$ (106.0)	$ (73.1)

Income Taxes - Schedule of Unrecognized Tax Benefits Roll Forward (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Unrecognized Tax Benefits [Roll Forward]
Unrecognized tax benefits at January 1	$ 40.4	$ 40.7
Increases related to: tax positions taken during a prior period	0.1	0.0
Increases related to: tax positions taken during the current period	0.3	0.3
Unrecognized Tax Benefits, Decrease Resulting from Prior Period Tax Positions	0.0	0.0
Decreases related to: lapse of applicable statute of limitations	(7.3)	(0.6)
Unrecognized tax benefits at December 31	$ 33.5	$ 40.4

Income Taxes - Summary of Tax Years Remain Subject to Examination (Details)	12 Months Ended
	Dec. 31, 2022
Earliest Tax Year
Income Tax Disclosure [Line Items]
Statute remains open	2014
Tax years not examined	2014
Latest Tax Year
Income Tax Disclosure [Line Items]
Statute remains open	2021
Tax years not examined	2022

Shareholders' Deficit - Schedule of Activity in Shares of Common Stock (Details) - shares	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Beginning balance, common shares	50,955,000	50,192,000	33,715,000
Ending balance, common shares	51,601,000	50,955,000	50,192,000
Common Stock
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Equity issuance - UST commitment fee			15,944,000
Issuance of equity awards, net	646,000	763,000	533,000

Earnings (Loss) Per Share - Schedule of Basic and Dilutive Earnings (Loss) Per Share (Details) - USD ($)
$ / shares in Units, shares in Thousands, $ in Millions

12 Months Ended

Dec. 31, 2022

Dec. 31, 2021

Dec. 31, 2020

Earnings Per Share [Abstract]

Basic and dilutive net income (loss)

$ 21.8

$ (109.1)

$ (53.5)

Basic weighted average shares outstanding

51,346

50,720

41,694

Effect of dilutive securities:

Unvested shares and stock units

^[1]

887

Dilutive weighted average shares outstanding

52,233

50,720

41,694

Basic earnings (loss) per share

^[2]

$ 0.42

$ (2.15)

$ (1.28)

Diluted earnings (loss) per share

^[2]

$ 0.42

$ (2.15)

$ (1.28)

[1]	Includes unvested shares of Common Stock, unvested stock units, and vested stock units for which the underlying Common Stock has not been distributed.
[2]	Earnings (loss) per share is based on unrounded figures and not the rounded figures presented.

- Definition

The amount of net income (loss) for the period per each share of common stock or unit outstanding during the reporting period.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 815
-SubTopic 40
-Section 65
-Paragraph 1
-Subparagraph (e)(4)
-URI https://asc.fasb.org/extlink&oid=126732423&loc=SL123482106-238011

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 250
-SubTopic 10
-Section 50
-Paragraph 3
-URI https://asc.fasb.org/extlink&oid=124431687&loc=d3e22583-107794

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 250
-SubTopic 10
-Section 50
-Paragraph 11
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=124431687&loc=d3e22694-107794

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 260
-SubTopic 10
-Section 45
-Paragraph 10
-URI https://asc.fasb.org/extlink&oid=126958026&loc=d3e1448-109256

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 250
-SubTopic 10
-Section 50
-Paragraph 4
-URI https://asc.fasb.org/extlink&oid=124431687&loc=d3e22595-107794

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 250
-SubTopic 10
-Section 50
-Paragraph 11
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Earnings (Loss) Per Share - Additional Information (Details) - shares
shares in Thousands

12 Months Ended

Dec. 31, 2022

Dec. 31, 2021

Dec. 31, 2020

Earnings Per Share [Line Items]

Unvested shares and stock units

^[1]

887

[1]	Includes unvested shares of Common Stock, unvested stock units, and vested stock units for which the underlying Common Stock has not been distributed.

Earnings (Loss) Per Share - Schedule of Anti-Dilutive Securities (Details) - shares	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Anti-Dilutive Unvested Shares and Options
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Anti-dilutive unvested shares and options	552	172	123