Werner Enterprises, Inc. (WERN)
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Wells Fargo 2024 Industrials Conference

Jun 11, 2024

Christian Wetherbee
Analyst, Wells Fargo Securities

All right. Thanks. Good afternoon. We're going to go ahead and get started again, continue, on the transport track. I'm Chris Wetherbee, from Wells Fargo Securities. Very pleased to be joining, joined by the gentleman from Werner. I have Derek Leathers, who's the Chairman and CEO to my left. And further to my left is Chris Wikoff, who is the EVP Treasurer and CFO. So, gentlemen, thanks so much for joining us. Appreciate it.

Derek Leathers
Chairman and CEO, Werner Enterprises

Thanks for having us.

Christian Wetherbee
Analyst, Wells Fargo Securities

So I think maybe the best way to kick off. I mean, we've been asking folks this as we've had conversations over the course of the morning is kind of maybe just give a general update on how you sort of see the freight market as it stands right now. And then we can dig into some specifics on what you're seeing in the market and then kind of go into some Werner specifics. But maybe that's the best place to start, Derek, if you don't mind.

Derek Leathers
Chairman and CEO, Werner Enterprises

Yeah, sure. You know, so kicking it off, obviously, it's been a couple of years of a very difficult market. In particular, on the one-way or the non-dedicated side of the business, that's where we saw such an uptick during COVID, the subsequent increase in capacity that came along with it, and a slower-than-expected bleed off of that excess capacity. As we sit here today, I think that bleed off has continued, and we've continued to see carrier exits. That has led to a situation where we're closer to the end than the beginning, but not yet really at an inflection point at this point. I think there's some recent bright spots as of late.

What we saw in Roadcheck just a few weeks ago and the sudden uptick in spot market pricing as a result of Roadcheck tells me, based on historical cycles, that that was more meaningful than we would have seen if there was, in fact, tons of extra capacity out there. Only look back one year prior, and Roadcheck was kind of a non-event. This year, it was much more similar to pre-COVID levels in terms of the impact it had on the spot market. That bodes well for kind of how close we are. But there's still some more attrition that needs to take place.

Christian Wetherbee
Analyst, Wells Fargo Securities

So let's start first on the demand side. Then we can go into capacity because capacity is an issue I want to touch on a little bit. So from a demand perspective, it's been interesting. We've watched imports into the U.S. look strong on a double-digit growth basis really for many months now, starting in the fall of last year, carrying through the beginning of this year, I guess. When you look at that specific data point, is there any way to sort of translate the growth and strength that we've seen there relative to what we've seen in terms of demand over the road?

Derek Leathers
Chairman and CEO, Werner Enterprises

Yeah. I mean, I think those imports ultimately, they do result in both truckload and intermodal volumes, obviously, as they work their way through the system. I think that's part of what's causing this, you know, feeling that it's a little tighter than it was back in back last year. I also think inventory levels in general are now more normalized. And so as people and retailers are selling through goods, they're back into a replenishment cycle that we haven't seen in a couple of years. And that can be very very meaningful as we set up for this coming fall and peak season. I think some of it, obviously, the double-digit growth, obviously, we have to hearken back to how low the lows were. So yes, it's still improvement, and it's incremental, and we're excited about it.

But it's coming off some pretty historic low levels, prior to that. You know, and lastly, the consumer has continued to hold up relatively well. They've been more resilient than we probably would have expected given interest rates and inflation. I'd like to believe that's going to continue as we go forward. We're not banking on any kind of significant uptick in consumer behavior, but nor are we assuming that the consumer suddenly goes silent. Lastly, the share, you know, issue that's been a big problem between services and products has continued to approach more normalized long-term run rates. So there was this splurge in services over products coming out of COVID, and it was pretty extreme for several of those quarters. Now it's back to not quite yet long-term run rate normalized levels, but it's getting closer all the time. That will also help in the freight economy.

Christian Wetherbee
Analyst, Wells Fargo Securities

Okay. When you think about your customers specifically, what are they telling you about their inventory levels, or what are you seeing specifically about their inventory levels now?

Derek Leathers
Chairman and CEO, Werner Enterprises

Yeah. So I'm a big believer, you know, it's a simple strategy, but a big believer in trying to work and align our company with winning customers, people that are winning in their space that are good at what they do. If they are winning customers, they're also better than average at managing inventories and things of that nature. So everybody got their inventories out of whack post-COVID, no matter how good they were as a retailer. But the really good retailers have gotten back to normalized levels. They feel like they're where they need to be, that they don't have any sort of bloat left over, and now they're back to normal replenishment. So as they sell through, they're replenishing and preparing for what could look like a more normalized fall. So those are all encouraging signs.

I think all of us are seeing a shift in what that consumer's buying. So it's further and further weighted toward non-discretionary things they have to have. And great retailers respond to that. So they shift the footprint of their stores accordingly. And they've been doing that for some time, and I think the dividends of that are starting to really show through.

Christian Wetherbee
Analyst, Wells Fargo Securities

Okay. That's helpful. Let's talk a little bit about capacity. That's been something that obviously, or at least maybe not obviously, but we've struggled with forecasting appropriately because I think your average trucker has been significantly more resilient than we would have expected and so been able to withstand lower rates for longer. What do you think about sort of the excess capacity? I don't know if you can be so precise as to say, "We think there's this much extra excess capacity in the market," but what are your general take on capacity, and are we starting to see any movement there?

Derek Leathers
Chairman and CEO, Werner Enterprises

Yeah. I mean, we believe that we're pretty darn close to equilibrium at this point just based on that uptick I talked about during Roadcheck. It's taken an awful lot longer than we would have thought. And I think that's driven predominantly by the cash reserves that carriers built during COVID. These small midsize—I mean, I remind everybody, 90% of the industry is 20 trucks or less. So if 90% of the industry is 20 trucks or less, they not only had very beneficial pricing during COVID, and they lived mostly in the spot market that was extremely frothy for a couple of year run there, but at that very same time, they also benefited from all kinds of COVID relief funds and COVID relief infusion from the government.

So they came into this downturn with more cash than they've probably ever come into a downturn, and it's taken a lot longer to bleed through that. Many are trying to hang on and survive and participate in the upcycle that will be forthcoming, and others aren't going to make it. I think we've seen more and more of them not making it. We talked a lot about net deactivations over the last couple of years. That trend has been consistently negative or or positive, depending on how you look at it, but more people leaving than coming in. But it's not been the level of uptick that we would have expected. A little bit of masking in that data that I think we all need to be cognizant of, which is in the activation side.

We know that fraud is really at all-time highs, and there's a lot of fraudulent account activations every week. So it's hard, actually, to know how many people are going out or going in. It's very easy to see what's going out. But even with fraudulent carriers that don't actually have assets registering and kind of appearing in the data, there's still a net negative capacity impact week-over-week and has been now approaching nearly two years.

Christian Wetherbee
Analyst, Wells Fargo Securities

When you think about that fraudulent, just want to make sure I'm clear on that, or we suggest that these are these are folks who are coming in, but there's not actually any trucks associated with this authorization.

Derek Leathers
Chairman and CEO, Werner Enterprises

Yeah. This is carrier A, who tomorrow wakes up as carrier B and then later carrier C. And maybe in that case, they have a few trucks. It's also truly fictional carriers that are signing up, registering, and getting authorities but don't actually have trucks to benefit from fraudulent brokerage activity or broker load solicitation. This is a problem that's more pronounced in our industry really than ever before. It's one that we, for instance, in our logistics business, work very diligently to not allow into the network and not allow into an authorized status within our company.

Christian Wetherbee
Analyst, Wells Fargo Securities

Okay. Let's talk a little bit about bid season. So let's focus on the smaller piece of the business, which is the one-way truckload side, before we expand and talk a little bit more about dedicated. But in the one-way side, as you guys are thinking bid season, we're now in June, so we're kind of progressing through. What's sort of the report card, or what's your general take on how things have played out so far in bid season?

Derek Leathers
Chairman and CEO, Werner Enterprises

Certainly better than a year ago. I mean, I'll start with that. A year ago, we were going into bids coming out maybe holding price better than most but seeing a tremendous amount of churn in every bid. So you go into a bid with $10 million worth of business, you come out with $10 million worth of business. Maybe rate was down low single digits, but 70% of the volume inside that bid was brand new volume. So highly inefficient for the shipper, the carrier, and everybody involved. A lot of excess costs that really nobody benefits from by moving assets around and having to reallocate trailers and trailer pools. This year, it's been a more stable approach. Still some pressure on price, still some pressure through the process, but much less churn.

And that is an indication also that everybody, both sides of the desk, so to speak, are realizing that we're closer to an inflection point. And so it's not a great time to go shuffle your deck dramatically, in terms of your carrier providers. And from a rate perspective, you know, we're going to be disciplined. We've been public about that. I don't think the industry has any more to give. Whether the industry chooses to or not, we don't, and we're not. And so we're going to be pretty firm. But our pricing's off year-over-year. We've given some guidance. We think we'll be within that range for Q2, down 3%-6%.

Christian Wetherbee
Analyst, Wells Fargo Securities

Mm-hmm.

Derek Leathers
Chairman and CEO, Werner Enterprises

But it's a dogfight every day to get there. We're still receiving implementation of Q1 bids that are happening in Q2. That's the negative side.

Christian Wetherbee
Analyst, Wells Fargo Securities

Yep.

Derek Leathers
Chairman and CEO, Werner Enterprises

Yet Q2 activity has trended slightly better. But those trade-offs, kind of really get you back to even or in potentially even a little less than even sequentially because that's just kind of how the implementation timeline lays out.

Christian Wetherbee
Analyst, Wells Fargo Securities

Okay. And so then the ones that are a little bit firmer, that's going to be what's going to be implemented in the third quarter and the fourth quarter is the way to think about that?

Derek Leathers
Chairman and CEO, Werner Enterprises

That's correct.

Christian Wetherbee
Analyst, Wells Fargo Securities

Okay. So is it too optimistic to think that you could see a sequential improvement in rate as we move through the back half of the year?

Chris Wikoff
EVP and CFO, Werner Enterprises

Yeah. I think that opportunity is there, Chris. I mean, just to reiterate our guidance for the first half on the one-way, you know, rate per total mile to be down 3%-6%. In the first quarter, year-over-year, we were down a little bit over 5%. Fourth quarter of last year, year-over-year, we were down close to 9%. So it's an improving trend.

Christian Wetherbee
Analyst, Wells Fargo Securities

Mm-hmm.

Chris Wikoff
EVP and CFO, Werner Enterprises

We think on a year-over-year basis, you know, Q2 will be, a bit, you know, a continued favorable trend to keep us in that first half, you know, guidance range. So as we come out of Q2 and the first half of the year bid season having over half of that one-way business, you know, completed and renewed and look to the second half, there are, you know, pockets where we think there's more opportunity going forward, for rate increases. You know, how soon we will see that be a net increase, still to be determined, but we continue to feel good that, you know, as we go throughout the year, there will be opportunity for rate increase.

Christian Wetherbee
Analyst, Wells Fargo Securities

Okay. And when you think about spot exposure in the one-way, we're in the sort of low double-digit range, is the right way to think about the spot exposure for one-way at this point?

Derek Leathers
Chairman and CEO, Werner Enterprises

Yeah. Current level right now would be kind of low double-digit range.

Christian Wetherbee
Analyst, Wells Fargo Securities

Yep.

Derek Leathers
Chairman and CEO, Werner Enterprises

Obviously, that could increase fairly quickly.

Christian Wetherbee
Analyst, Wells Fargo Securities

Okay.

Derek Leathers
Chairman and CEO, Werner Enterprises

If the market were to turn, just based on cons you know, customer behavior over the last couple of years and out-of-cycle bids and out-of-cycle rate decreases, the same can work in reverse. So we can make that number kind of the size, the scale that we feel is right at any given time. And I think we're more prepared and nimble right now and frankly eager to make sure that these rates get to more of a reinvestable level.

Christian Wetherbee
Analyst, Wells Fargo Securities

Yeah.

Derek Leathers
Chairman and CEO, Werner Enterprises

I've talked about this a lot at other conferences, but, you know, we talk a lot about sustainability, what starts with sustainable pricing. If we can't have a return that allows you to reinvest in one way, then we can talk about other sustainability initiatives all we want. It's not going to matter if truckers aren't around the truck.

Christian Wetherbee
Analyst, Wells Fargo Securities

That's a fair point. Let's talk about dedicated for a minute, and then, you know, we can come back and think about sort of how you guys are positioned as we go forward. But in terms of the dedicated side, obviously, a more stable, you know, part of your business, but there has been a degree of competition that you guys have noted. Overall, though, you know, from a margin perspective, profitability perspective, it seems like it's held in, you know, reasonably well. So maybe an update on what you're hearing from the customers on that side, sort of what the churn looks like, and, you know, what is the state of competition in dedicated right now?

Derek Leathers
Chairman and CEO, Werner Enterprises

Yeah. I'd say it's a little more erratic than we've seen in a while. I think one-way has been so much under duress that you've seen folks looking for a safe harbor. And so folks that aren't really dedicated participants that don't necessarily have kind of the experience or expertise to do dedicated have kind of shown up in dedicated bids. They've created white noise on the pricing front.

Christian Wetherbee
Analyst, Wells Fargo Securities

Mm-hmm.

Derek Leathers
Chairman and CEO, Werner Enterprises

Not a lot of transition. So our retention rate is still north of 93%. Customers aren't willing to take that big of risk necessarily, but it does create pricing noise that you've got to kind of work through. The dedicated's interesting because there's sort of a disadvantage to incumbency when it comes to a bid exercise because we know how the business actually runs. The people bidding on it just know what the RFP says. They're not generally exactly the same. And so we're going to bid based on the reality of the business and the difficult nature of it. The other bidders are going to bid based on what was put out in some bid document. And so that's a verbal kind of give and take that we have to do on every one of those with our customers.

I think that is largely passing now, and we're to a much more stable point. Dedicated held up pretty well during the downturn. It certainly had margin compression. But as we've, you know, talked about on recent calls, I mean, our trailing 12-month margin in dedicated was still double digits. It's just that one-way is under that much duress that puts us in a situation where TTS fell far outside of our long-term guidance range as a result.

Christian Wetherbee
Analyst, Wells Fargo Securities

When you think about the growth potential, I know you've given some guidance for the first half, but just broadly speaking, as you think about sort of how the rest of the second half of this year might play out, and do we get a more of a normalized year in 2025, can we talk a little bit about what you think the growth prospects of, you know, the fleet is on the dedicated side?

Chris Wikoff
EVP and CFO, Werner Enterprises

Yeah. So just to reiterate, our total full-year fleet guidance range that we updated to be down 3%-6% for the year on a year-over-year basis. Coming in and getting through the first quarter, TTS fleet on a year-to-date basis was down a little over 2%, and dedicated was down a little over 3%. So basically, what all that says is, given some of these isolated fleet losses on the dedicated side, you know, we haven't really seen that low watermark. It's going to take some time to transition for those isolated fleet losses. They are isolated. We're really not seeing that of substance, you know, as we go forward. But it's going to take some time to transition those fleets.

And so there's a bit more in terms of net reduction in the fleet, before we then start to see some growth in second half relative to first half. But the pipeline is strong, continues to be strong. We've said that many times. And, you know, we feel good about leaning into that, again, with some pricing discipline and making sure that we're committing to long-term contracts at margins that are reinvestable. But it's a strong pipeline. It's a large addressable market, and we've got a unique position there, particularly at scale with large enterprise customers and dedicated to have a right to win there. So, we will replace that, and see more opportunity in the second half relative to the first.

Christian Wetherbee
Analyst, Wells Fargo Securities

And when you say white noise on the pricing side, how does that get manifested in your business specifically? Is it more what Chris was talking about in terms of, you know, maybe some fleet attrition because you guys know how to engineer the dedicated contract? And so I'm guessing there's a level that just doesn't make sense for you guys. So would that be more just trucks aren't coming into the system at the same place, or does it actually have an impact on the pricing dynamics of the business broadly?

Derek Leathers
Chairman and CEO, Werner Enterprises

No. It's predominantly pressure on the pricing aspect of the business. We're going to model the business. We know how to model it. We know what the fleet needs to do to operate and to be able to meet the 99%-plus expectation. Other bidders may or may not. But that noise creates, you know, the infamous sort of target rate environment where people are looking for a particular target rate. We're going to examine it, you know, we're going to try to take the emotion out of it. We're going to look at it. And if it's something that we believe is a long-term opportunity that can add value to the portfolio, we're going to be interested.

But if it's simply going to be too lean, of an opportunity to make any sense for us in the short to intermediate term, we're going to be pretty cautious. And that's just our makeup. I think it has to do with knowing that we will be here long-term in dedicated. Others won't. And that shipper is somebody that I'd rather work with in a more sustainable way longer term but not sacrifice that relationship with pricing that I'm going to have to go back and change in a matter of a few months.

Christian Wetherbee
Analyst, Wells Fargo Securities

Got it. Okay. No, that makes sense. So yeah, it's you guys are going to stay disciplined on the pricing side, and we'll see ultimately where share goes. Share could bounce around a little bit to some degree.

Derek Leathers
Chairman and CEO, Werner Enterprises

That's right.

Christian Wetherbee
Analyst, Wells Fargo Securities

Okay. Is there any way to sort of look at this period of time as any other cycle that you've been through on the dedicated side? Does this sort of stand out as unique? Have you seen this sort of, you know, incremental competition coming from players who maybe aren't as skilled or at least as familiar with the dedicated market?

Derek Leathers
Chairman and CEO, Werner Enterprises

I think it's similar to other down cycles. I think the difference is, you know, it takes a long time for an overall down cycle to exist before you would even have time to get to your dedicated fleets and certainly time to then try to implement and instrument a major changeover of providers. This has been long enough where they've had time to get there.

Christian Wetherbee
Analyst, Wells Fargo Securities

Yeah.

Derek Leathers
Chairman and CEO, Werner Enterprises

So, so they're there now. We're having those discussions. Again, retention rate still very high, north of 93%. We could artificially have it much higher by simply saying yes to things that we think are poor decisions, but we've walked from where when we think walking is the right answer. I think it's largely done, by the way, because now we're close enough to the up cycle that a lot of that pressure and conversation has changed, and we're now in conversations about what does it look like in the out quarters. Would you guys going to be able to add trucks back in if we need them? What's this fall going to look like and your ability to flex? So those are all positive things. But they're still not next week things. They're not necessarily next month things.

But during the coming quarters, as we look forward, there's a lot of positive signs that we see that get us kind of excited.

Christian Wetherbee
Analyst, Wells Fargo Securities

So that's a great transition. So let's talk about how the business sort of will evolve and adjust to a potential improving cycle. So I want to be optimistic and assume that that's kind of coming at some point around the corner. So within dedicated, what are the levers that you guys pull as you think about the potential exposure to the next cycle that gives you leverage to the next cycle?

Derek Leathers
Chairman and CEO, Werner Enterprises

Yeah. I think it's a great question. So I think one of the misnomers is that somehow dedicated is this major anchor around our neck in an up cycle. And it really isn't. And the beauty of it not being an anchor around our neck is it's also not one for our customer. Our customers, as the market improves, then they want to add trucks back into dedicated. We can add those trucks back in, but the fixed costs are what they are. So I'm talking here infrastructure costs, labor in labor costs, those things inside the office. We already have a team and a staff and everything in place. Those incremental trucks come back in at an improved profitability level. So that's one thing.

The more the larger opportunity is in dedicated. It's all about how good are you at filling backhaul lanes. We're pretty good at it, but we're a lot better at it when freight is more robust. Those lanes that we're already filling today are going to be filled immediately at a higher rate per mile. The customer actually benefits from that too. We're both happy. Then more importantly, we can also add more backhaul lanes in place in a more robust freight market. There's lots of little levers that you can pull in dedicated to see that same improvement. Whereas on the one-way side, it's a more linear approach. Rates simply will go up, and they will go up at some point fairly dramatically. That's how that improvement takes place there.

And then Chris can talk to all the things we're doing on the other side of the, you know, so we've talked about how the revenue line gets better and more robust, but it's also about managing cost.

Chris Wikoff
EVP and CFO, Werner Enterprises

Yeah. So, you know, within dedicated, you know, there's that top-line ability to leverage. There's also gains that will continue to improve margin as that used equipment market, you know, improves over time. And we do think that, you know, that that will improve, for various reasons. And then there's the structural changes that we've made, the operational efficiency and the investment in technology, which we're pleased with the progress to date. And that will continue to be sustainable, in an up market where, you know, top line is growing. We're able to leverage an up cycle, but, you know, able to keep our our, fixed cost, you know, relatively stable because of doing things better, faster, cheaper, and some of these structural changes that we've made.

Derek Leathers
Chairman and CEO, Werner Enterprises

When we think about upside leverage, it kind of gets overlooked. But in Q1, we were up 11% miles per truck in the one-way, trucking part of our business. Those miles don't do a whole lot for you at the rate levels that are out there today. But those same miles are worth gold as that rate environment improves. We're able to take that same network and essentially with several hundred less trucks deliver the same amount of loaded miles year-over-year in Q1 than we did a year ago. It's a matter of this market getting a little tighter, rates getting back to a reinvestable level, and us continuing to execute well combined with all of the cost-cutting initiatives that Chris and his team have been working on. That was $43 million last year.

We've got a stated goal of $40 million this year that we're out executing on at this point, and we're going to continue to push that envelope further north. The dominance of that is sustainable and structural. It doesn't come back when the market gets better. Not all of it. Some of it, about a third of it, probably will, come back because you've got to scale up as the market gets stronger. But we're pretty excited about this sort of new version of ourselves coming out of a very tough, tough period.

Christian Wetherbee
Analyst, Wells Fargo Securities

What is the utilization opportunity? That's a great point about the first quarter. Obviously, utilization was quite good, offsetting some, you know, fleet decline, in terms of the miles that you can get. How much more opportunity is there, at least within the one-way truckload market or segment, rather, to improve that productivity?

Derek Leathers
Chairman and CEO, Werner Enterprises

Well, I think the big steps have been taken, and that's after a multi-year journey of lower and lower productivity, not just at Werner, but also across the industry. And so I don't want to sit here and say we're going to keep seeing that type of level set upward because the comps are getting tougher. We started making those improvements last year. Each quarter got a little better. Those comps are going to get tougher, but it's really now about holding those gains. All this engineering work the team has done, all this sort of dense lane analysis and trying to get our trucks into high productivity environments, we need to hold serve on that and then let rate and other items kind of take care of the lift that will come along with it.

I don't think you're going to see the same kind of step-level changes in productivity looking forward.

Christian Wetherbee
Analyst, Wells Fargo Securities

Okay. All right. That makes sense. And so when you put that together and think about the environment that we're in right now, you know, obviously, it's challenging fourth quarter, challenging first quarter from an earnings perspective, an EPS perspective. You guys have talked a little bit about this in the past, but I guess as we think about moving forward, what are the key things to look at maybe just for Q2 or we can extend beyond that into the back half of the year in terms of incremental earnings relative to the first quarter?

Chris Wikoff
EVP and CFO, Werner Enterprises

Yeah. So I mean, there's some positivity on the fringe, some modest favorable trends, as we've mentioned, but it's still difficult out there. I mean, it's taken, you know, we're in the market that we're in, and we've gotten here through, you know, 1,000 cuts, and it's going to be a number of small incremental, you know, positive improvements to get to a better market. So, as we look forward and see some of these trends for the second half, that's encouraging. But we're still getting through, you know, a difficult period. You know, as we look at second quarter relative to first quarter, there can be some modest sequential improvement, but it's a number of puts and takes. There were some headwinds in the first quarter that, you know, will not repeat.

On the logistics side, you know, while we were disappointed with the results in the first quarter, we have optimism about a pathway back to black there, you know, calling back some of the top line at a better yield as well as some of the ongoing cost-saving initiatives, integration technology that in the near term will continue to show value in logistics. On the TTS side, there's just a number of, you know, puts and takes that really translate to that being a bit neutral. Gains in the near term is going to continue to be a bit neutral. So, you know, there's a lot there, puts and takes, and we would look to sequential improvement, but very modest.

Christian Wetherbee
Analyst, Wells Fargo Securities

Okay. Got it. That makes sense. I wanted to ask a little bit about, you know, you guys have been more acquisitive over the course of the last several years. So I want to kind of bring that into the discussion a little bit. How do you think about that from here? I, you know, I think that the report card would suggest you guys have done relatively well with these acquisitions and rolling them in and having them contribute. So where is the focus now? If there is a focus, what looks interesting to you guys in the market?

Derek Leathers
Chairman and CEO, Werner Enterprises

Yeah. I guess I'll go back to the fact, yeah, we've acquired four companies over the last couple of years, last few years. They, if you, if you look at it through the lens of controlling the controllable, we've retained the drivers, retained the management, retained the customers, and added in business into those networks, which was the purpose of why we wanted to acquire them. So ECM in the Northeast has become something of a darling with a lot of the core Werner customers as it relates to the high-quality service they provide and their ability to execute in a market that's very difficult to execute in. Baylor does high-service sort of, high-value type goods as a specialty and in particular, some focus on the medical fields. And that's been well received by our customer base.

NEHDS's final mile was a drumbeat kind of issue for many of our core customers wanting us to be able to participate in home delivery and appliance and big and bulky. That's. We've retained the culture, the drivers, the management. And the Reed acquisition was probably in some senses in some sense, maybe the best of all of the above. It was larger. It was a little better, you know, maybe a little more professionally managed prior to the acquisition. As a result, it was more readily integratable.

As we look forward, we're going to have the same kind of ground rules, which is, first off, right now, coming out of this cycle and into an up cycle, I really believe the opportunity for us is to focus organically, focus on the efficiencies and cost-cutting that we've been doing, make sure that we are nimble as it relates to our ability to place one-way assets into the market at the right price quickly. And all of that takes a lot of execution and a lot of focus. So that's a different way of saying, you know, it's going to have to be something special for us to make a move right now in the short term, but it's always going to be something that we think adds to our portfolio, that enhances our ability to create a sticky long-term relationship with the customer across multiple verticals.

It's going to be accretive, and it's going to be something that we think we can build upon that whatever those the core bones are. So it makes us a pretty selective acquirer. But we're going to be in the market. We're going to be eyes wide open. We'll continue to look for something that up to and including something transformational if the right opportunity came along.

Christian Wetherbee
Analyst, Wells Fargo Securities

Okay. Do you feel like the pace of activity is, you know, more or less as it stands right now? It sounds like your hurdle is fairly high, maybe even higher than it's been over the last couple of years or quarters.

Derek Leathers
Chairman and CEO, Werner Enterprises

Yeah. I think our hurdle is a little high as we're going down this tech journey and as we work the integration of the four we've acquired. Opportunities are abundant. They tend to take a similar look at this point in the cycle. Lots of regional small carriers, lots of, you know, $80 million revenue, $120 million revenue. That is not the place that we find a lot of intrigue right now. When the market turns, we have a vertically integrated school network. We can produce future drivers that are high quality at a pretty rapid rate if that's the path we wanted to take. And so I'd rather see us do that organically than kind of rolling up a bunch of small carriers.

but on the logistics side, you know, there's places in our portfolio, where, like we did with ReedTMS, where we got much more significantly exposed to food and beverage versus our traditional retail. They had a skill set in that. They're very good at it. That's proven to be true. There's other avenues out there that we will keep our eyes on. And if the right opportunity came along, we would certainly act, whether that be intermodal or additional verticals within truckload brokerage, you know, potentially, obviously, in our core franchise of dedicated. There's providers out there that do a really nice job that maybe have kind of capped out their ability to grow from here, and they would certainly be a welcome conversation relative to coming on board at Werner.

Christian Wetherbee
Analyst, Wells Fargo Securities

What would you characterize as transformational? Just kind of curious because you noted that.

Derek Leathers
Chairman and CEO, Werner Enterprises

Well, I think something I mean, the largest one we've done to date from a revenue perspective was Reed at, call it $3.5 or $350 million, roughly, if I recall. I think something that's, you know, north of $500 million, would certainly be in my mind something that's a pretty steep hill to climb, but one that we actually believe we could execute on well. On the top end, I wouldn't put a top on it.

Christian Wetherbee
Analyst, Wells Fargo Securities

Okay. Got it. So that size. Okay. Makes sense. So maybe kind of I wanted to take what we've been talking about and then project forward and think about what this next up cycle could look like. So and I think there's been, you know, an interesting ride or journey that we've gone on within this sector where we saw, you know, profits, pricing and profits driven significantly higher through the pandemic and then kind of a reset as we've been going through these last couple of years. And I think there's some question about what the next cycle could look like. Does it look as good? Is the earnings potential of these companies and yours in particular, you know, similar to what we saw through last cycle, better, a little less?

You know, I guess how would you think about the building blocks of the earnings power of the business through the next cycle?

Chris Wikoff
EVP and CFO, Werner Enterprises

Yeah. I'll take that one. Specifically, maybe starting in TTS.

Christian Wetherbee
Analyst, Wells Fargo Securities

Yeah.

Chris Wikoff
EVP and CFO, Werner Enterprises

You know, when we have talked frequently about long-term target margins, OI margins of 12%-17% versus the more recent run rate of where we've been at. Obviously, there's a gap to fill over the long term, but we continue to feel very optimistic about our ability to execute a roadmap that gets us back there. You mentioned building blocks, Chris. That's exactly how we would describe it. I think there's less than a handful, you know, specifically four building blocks that in aggregate is about 500-700 basis points of OI improvement in TTS from our recent baseline. About half of that really being in rate improvement on the one-way side. So, 5%-10% rate improvement can yield, call it 300 basis points of OI improvement.

The other half of that equation and the other building blocks is on the dedicated side. It's incremental demand and volume on existing business. So it's bringing back these low single-digit trucks to existing fleets that have just been softened with volume over the last year plus. And all of that, as it adds back, you know, comes with a higher contribution margin to the bottom line in addition to more value in the backhaul, as Derek mentioned earlier. Then there's the gains equation as that market improves and then these, you know, structural changes that we made and tech-enabled savings and synergy, both top line and bottom line.

So those building blocks: rate, dedicated demand and volume and backhaul value, the gains and used equipment market improving, and then structural changes and tech is really how we see the building blocks and roadmap to getting back to 12%-17%.

Christian Wetherbee
Analyst, Wells Fargo Securities

Got it. And that would be on a bigger fleet than what you have today, presumably?

Derek Leathers
Chairman and CEO, Werner Enterprises

Well, it could be, but I'm just to be blunt, I mean, we're not going to chase freight and rate at the same time. So I've always found in my career it's a lot smarter to go get rate when the market is supportive of it and not try to be also chasing freight at the exact same time. So, in other words, not chasing a bunch of share gain until we get margins where they need to be or at least directionally headed there in an aggressive fashion.

Christian Wetherbee
Analyst, Wells Fargo Securities

Okay. So rate's got to be the focus as we continue to think about this. And then over time, I guess we'll see what ultimately the fleet looks like, probably depending on the duration strength, you know, of what this next cycle might be.

Derek Leathers
Chairman and CEO, Werner Enterprises

Correct.

Christian Wetherbee
Analyst, Wells Fargo Securities

I guess anything, you know, as you think about, maybe really wrapping up because it's a point that we think a lot about with you guys, gains on sales. So we've talked about that. I think you guys have given very clear guidance about how to think about the second quarter. I just broadly, as you think about that as an earnings contributor, whether it's the back half of the year or as you think about, you know, 2025 as a more normalized year, what do you think those kind of should look like going forward?

Derek Leathers
Chairman and CEO, Werner Enterprises

Yeah. I mean, if you look at our long-term history run rate, you know, gains on sale, we're in that 10%-15% type range of EPS. Obviously, during COVID, that ramped up to times being well north of 20%. I don't think you're going to see that type of number again, but I think getting and currently we're, you know, unfortunately, we're probably at the right 10%-15% range only because EBIT is lower than it needs to be. But as we normalize, earnings and get back into that 12-17, I think gains will take its natural place in that same kind of parameter of 10%-15%. We're good at it. We're good at selling. We've got a great fleet truck sales group that sells and disposes of all of our own trucks and trailers ourselves.

We don't focus a lot on trades. We send virtually zero to auction. I think it's a competitive advantage. I think it's real earnings. It shouldn't be discounted. And it's going to play a role in part of this equation. We have a lot of emissions and other things coming at us in the next several years. New trucks are going to be somewhat restricted in terms of the ability to get them. I think the used market will come back and be more robust. It's not my belief alone that way. I mean, every, you know, third party that publishes data on this has pretty bullish views for what used truck pricing looks like in the back half, and especially into 2025 and 2026. We concur with those views.

And so we think it if anything, there's an opportunity to the upside of the long-term range, but probably still lower than what we saw during COVID.

Christian Wetherbee
Analyst, Wells Fargo Securities

Yeah. Okay. That makes sense. I think we are exactly out of time. So thanks very much, gentlemen, for joining us. I really appreciate it. Thanks for your time.

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