Denies Baseless Forward Air Claims; Reiterates
Compelling Benefits to Shareholders by Creating the Premier Global
Expedited LTL Provider
DALLAS, Nov. 13,
2023 /PRNewswire/ -- Omni Logistics ("Omni"), a
technology-driven provider of global multimodal logistics solutions
and specialized services, today responded to the press release
issued by Forward Air Corporation (NASDAQ: FWRD) ("Forward Air")
regarding the companies' previously announced transaction.
Omni categorically denies the claims made in Forward Air's
Counterclaim. Omni has complied with all the required provisions of
the Agreement and Plan of Merger between Omni and Forward Air dated
August 10, 2023 (the "Merger
Agreement"). Omni has also worked diligently and cooperatively with
Forward throughout the merger process to close the deal. Any
attempt by Forward Air to suggest otherwise is baseless. Omni
believes the Merger Agreement is legally binding and intends to
enforce the Merger Agreement and close the transaction as
expeditiously as possible.
Omni also notes that Forward Air has yet to provide any
refutation of the strategic rationale of the planned combination.
Every day Forward Air delays in fulfilling its legally binding
obligations under the Merger Agreement, it incurs significant costs
that are ultimately borne by its shareholders.
The benefits of the transaction are highly compelling for
shareholders:
- Uniting with Omni is the most efficient, impactful, and
low-risk path to achieve Forward Air's desired value creation
strategy as the category leader in expedited LTL: As Omni
detailed in its October 31 letter,
and as Forward Air articulated in its most recent earnings call,
the structural and fast-moving evolution occurring in the logistics
industry makes it imperative that third-party logistics providers
have direct relationships with shippers. This is why Forward Air
picked Omni as its strategic combination partner over other
strategies. Forward Air's management and Board have supported that
rationale, as evidenced by comments from Forward Air CEO when the
transaction was announced in August that this combination
represents the "best way in the fastest way" to achieve that
strategy.
- Through a combination with Omni, Forward Air can access
everything it seeks to execute its business strategy: A
global platform focused on the crucial expedited segment, a
blue-chip client base in high-growth sectors, a highly seasoned
commercial engine, deeply experienced leaders, and a sterling
reputation of customer service and trust, with material synergies
available.
- Omni's interests are aligned with Forward's
shareholders: Upon the closing of the transaction, Omni's
shareholders will become significant holders of Forward Air. Omni
agreed to structure the transaction this way because its
shareholders strongly believe in the value this partnership can
create, and intend to be in it for the long haul. Omni is one of
the most highly regarded private companies headquartered in
the United States and regularly
received inbound inquiries from leading global logistics
corporations expressing interest in combining with Omni. When
Forward Air reached out regarding a potential merger, the
industrial logic was uniquely compelling and fit perfectly with
Omni's near-term strategy of removing layers of costs from the 3PL
service offerings available in the market today.
Omni remains committed to delivering a transformational outcome
for Forward Air and its shareholders to maximize the potential of
the combined company.
Omni is advised by Alston & Bird, LLP; King & Spalding
LLP; Wachtell, Lipton, Rosen & Katz; Potter Anderson &
Corroon LLP; Goldman Sachs & Co. LLC; and J.P. Morgan
Securities LLC.
About Omni Logistics
Omni Logistics is a global multimodal provider of air, ocean,
and ground services. Every supply chain solution is designed
according to each customer's specific freight needs, challenges,
and objectives, regardless of mode, time requirements, or cost.
Leveraging the expertise and advanced training of an expansive
global workforce in more than 100 locations, Omni Logistics focuses
on removing supply chain inefficiencies and providing low
cost-per-unit solutions to more than 7,000 customers worldwide. In
addition to operating a full portfolio of multimodal solutions both
domestically and internationally, Omni Logistics manages a robust
portfolio of supplemental services for enterprises dependent on the
efficient movement of high value freight.
Forward-Looking Statements
This press release includes forward-looking statements that are
based on information currently available to management,
management's beliefs, as well as on a number of assumptions
concerning future events. Forward-looking statements are not a
guarantee of performance and are subject to a number of
uncertainties and other factors, which could cause the actual
results to differ materially from those currently expected. In
providing forward-looking statements, the company does not intend,
and is not undertaking any obligation or duty, to update these
statements as a result of new information, future events or
otherwise.
Media Contact
Jeremy Fielding / Nathan Riggs / Mark
Fallati
Kekst CNC
KekstOmni@kekstcnc.com
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SOURCE Omni Logistics, LLC