EX-99.1
3
exhibit991cts.htm
EXHIBIT 99.1
Exhibit 99.1 CTS
Forward Air Corporation Closes Central States Trucking Acquisition
GREENEVILLE, Tenn.--(BUSINESS WIRE)-Feb. 6, 2014-- Forward Air Corporation (NASDAQ:FWRD) today announced that its planned acquisition of all of the stock of Central States Trucking Co. and Central States Logistics, Inc. (collectively referred to as "CST" in this release) from Central States Inc. has formally closed. CST provides industry leading container and intermodal drayage services primarily within the Midwest region of the United States. CST also provides linehaul service within the airport-to-airport space as well as dedicated contract and Container Freight Station warehouse services.
Forward Air acquired CST for the aggregate purchase price of $95.6 million, which is approximately eight times 2013 adjusted EBITDA. The transaction is being funded by Forward Air's cash reserves and is expected to be accretive to its 2014 earnings.
Advisors
Raymond James served as financial advisor to Forward Air.
About Forward Air Corporation
Forward Air Corporation operates three business segments, Forward Air, Inc., Forward Air Solutions, Inc. and Total Quality, Inc.
Forward Air, Inc. is a high-service-level contractor to the air cargo industry providing time-definite ground transportation services through a network of terminals located on or near major airports in 85 cities in the United States and Canada. It provides these services as a cost-effective alternative to air transportation of cargo that must be delivered at a specific time but is relatively less time-sensitive than traditional air freight or when air transportation is not economical.
Forward Air Solutions, Inc. is a provider of pool distribution services. Pool distribution involves the consolidation and shipment of several smaller less-than-truckload shipments to a common area or region. Once at the regional destination, the loads are deconsolidated, then grouped with other shipments with common delivery points, and delivered in a very precise, time-sensitive manner. Our pool distribution network consists of terminals and service locations in 19 cities within the Mid-Atlantic, Southeast, Midwest and Southwest.
Total Quality, Inc. utilizes industry-leading temperature-controlled equipment, 24-hour monitoring and tracking technology and layered security features to provide our customers with the highest level of service. In addition to our core pharmaceutical services, we provide brokerage transportation services. Headquartered in central Michigan, we service the United States, Canada and Mexico.
Important Information
This press release contains "forward-looking statements", as defined in Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements are statements other than historical information or statements of current condition and relate to future events or our future financial performance, including, without limitation, statements as to CST or the anticipated benefits of the transaction. Some forward-looking statements may be identified by use of such terms as "believes", "anticipates", "intends", "plans", "estimates", "projects" or "expects." Such forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. The following is a list of factors, among others, that could cause actual results to differ materially from those contemplated by the forward-looking statements: economic factors such as recessions, inflation, higher interest rates and downturns in customer business cycles, our inability to maintain our historical growth rate because of a decreased volume of freight moving through our network or decreased average revenue per pound of freight moving through our network, increasing competition and pricing pressure, surplus inventories, loss of a major customer, the creditworthiness of our customers and their ability to pay for services rendered, our ability to secure terminal facilities in desirable locations at reasonable
rates, the inability of our information systems to handle an increased volume of freight moving through our network, changes in fuel prices, claims for property damage, personal injuries or workers' compensation, employment matters including rising health care costs, enforcement of and changes in governmental regulations, environmental and tax matters, the handling of hazardous materials, the availability and compensation of qualified independent owner-operators and freight handlers needed to serve our transportation needs and our inability to successfully integrate acquisitions. As a result of the foregoing, no assurance can be given as to future financial condition, cash flows or results of operations. We undertake no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.
Source: Forward Air Corporation
Forward Air Corporation
Rodney L. Bell, 423-636-7000
rbell@forwardair.com

EX - 99 . 1 3 exhibit991cts . htm EXHIBIT 99 . 1 Exhibit 99 . 1 CTS Forward Air Corporation Closes Central States Trucking Acquisition GREENEVILLE , Tenn . -- ( BUSINESS WIRE ) - Feb. 6 , 2014 -- Forward Air Corporation ( NASDAQ : FWRD ) today announced that its planned acquisition of all of the stock of Central States Trucking Co . and Central States Logistics , Inc . ( collectively referred to as " CST " in this release ) from Central States Inc . has formally closed . CST provides industry leading container and intermodal drayage services primarily within the Midwest region of the United States . CST also provides linehaul service within the airport - to - airport space as well as dedicated contract and Container Freight Station warehouse services . Forward Air acquired CST for the aggregate purchase price of $ 95.6 million , which is approximately eight times 2013 adjusted EBITDA . The transaction is being funded by Forward Air 's cash reserves and is expected to be accretive to its 2014 earnings . Advisors Raymond James served as financial advisor to Forward Air . About Forward Air Corporation Forward Air Corporation operates three business segments , Forward Air , Inc . , Forward Air Solutions , Inc . and Total Quality , Inc . Forward Air , Inc . is a high - service - level contractor to the air cargo industry providing time - definite ground transportation services through a network of terminals located on or near major airports in 85 cities in the United States and Canada . It provides these services as a cost - effective alternative to air transportation of cargo that must be delivered at a specific time but is relatively less time - sensitive than traditional air freight or when air transportation is not economical . Forward Air Solutions , Inc . is a provider of pool distribution services . Pool distribution involves the consolidation and shipment of several smaller less - than - truckload shipments to a common area or region . Once at the regional destination , the loads are deconsolidated , then grouped with other shipments with common delivery points , and delivered in a very precise , time - sensitive manner . Our pool distribution network consists of terminals and service locations in 19 cities within the Mid - Atlantic , Southeast , Midwest and Southwest . Total Quality , Inc . utilizes industry - leading temperature - controlled equipment , 24 - hour monitoring and tracking technology and layered security features to provide our customers with the highest level of service . In addition to our core pharmaceutical services , we provide brokerage transportation services . Headquartered in central Michigan , we service the United States , Canada and Mexico . Important Information This press release contains " forward - looking statements " , as defined in Section 27A of the Securities Act of 1933 , as amended , and Section 21E of the Securities Exchange Act of 1934 , as amended . Forward - looking statements are statements other than historical information or statements of current condition and relate to future events or our future financial performance , including , without limitation , statements as to CST or the anticipated benefits of the transaction . Some forward - looking statements may be identified by use of such terms as " believes " , " anticipates " , " intends " , " plans " , " estimates " , " projects " or " expects . " Such forward - looking statements involve known and unknown risks , uncertainties and other factors that may cause our actual results , performance or achievements to be materially different from any future results , performance or achievements expressed or implied by such forward - looking statements . The following is a list of factors , among others , that could cause actual results to differ materially from those contemplated by the forward - looking statements : economic factors such as recessions , inflation , higher interest rates and downturns in customer business cycles , our inability to maintain our historical growth rate because of a decreased volume of freight moving through our network or decreased average revenue per pound of freight moving through our network , increasing competition and pricing pressure , surplus inventories , loss of a major customer , the creditworthiness of our customers and their ability to pay for services rendered , our ability to secure terminal facilities in desirable locations at reasonable rates , the inability of our information systems to handle an increased volume of freight moving through our network , changes in fuel prices , claims for property damage , personal injuries or workers ' compensation , employment matters including rising health care costs , enforcement of and changes in governmental regulations , environmental and tax matters , the handling of hazardous materials , the availability and compensation of qualified independent owner - operators and freight handlers needed to serve our transportation needs and our inability to successfully integrate acquisitions . As a result of the foregoing , no assurance can be given as to future financial condition , cash flows or results of operations . We undertake no obligation to update or revise any forward - looking statements , whether as a result of new information , future events or otherwise . Source : Forward Air Corporation Forward Air Corporation Rodney L . Bell , 423 - 636 - 7000 rbell@forwardair.com
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