Forward Air Corporation and Omni Logistics, LLC, a private company that is majority owned by Ridgemont Equity Partners and EVE Partners, LLC, today announced that they have entered into a definitive agreement under which Forward and Omni will combine in a cash-and-stock transaction, creating a combined company that generated approximately $3.7 billion of combined company adjusted revenue for the twelve months ended June 30, 2023.
Under the terms of the agreement, Omni shareholders will receive $150 million in cash and Forward common stock and preferred stock as described below.
Omni, headquartered in Dallas, Texas, is an asset-light, high-touch logistics and supply chain management company with deep customer relationships in high-growth end markets.
Omni delivers domestic and international freight forwarding, fulfillment services, customs brokerage, distribution, and value-added services for time-sensitive freight to U.S.-based customers operating both domestically and internationally.
The combination of Forward and Omni creates a scaled, premier, high-value, less-than-truckload (“LTL”) enterprise focused on providing customers with multimodal solutions for complex, high-service, and high-value freight needs.
Tom Schmitt, Chairman, President and Chief Executive Officer of Forward, said, “The combination of Omni with Forward creates a company positioned to achieve the full potential of our LTL business, provide a broad offering of complementary services to our customers, and deliver meaningful value for our shareholders.
“Bringing together our organizations is a key stepping stone of the fourth and final phase of our Grow Forward journey to focus on high-value freight, develop an efficient operating network, implement strategic pricing discipline, and drive an expanded customer base.
“It accelerates our ability to make high-value, competitively priced freight accessible to more customers, all of whom will benefit from Forward’s renowned Precision Execution.
“Importantly, Forward and Omni already share a relentless focus on delivering best-in-class service to our customers, and we are excited to advance that reputation together.
“We also believe the combination will allow us to unlock significant growth through enhanced scale, execution, and operational synergies.
“We look forward to benefitting from Omni’s unique capabilities and expertise and to bringing even greater value into the expedited freight marketplace.”
Craig Carlock, Lead Independent Director of Forward, said, “By uniting these two complementary businesses, the combined company will be well-positioned to meet the unique and evolving needs of a diverse and growing customer base while delivering enhanced value for our shareholders.
“We are eager to welcome J.J. Schickel as President and a member of our Board following transaction close and expect to benefit from his insights both as a Forward customer and operator.
“The Forward Board is confident in the value potential inherent in this combination and excited for the benefits it will bring to our key stakeholders.”
J.J. Schickel, Chief Executive Officer of Omni, stated, “Omni has a proven track record of solving highly complex supply chain challenges through deep industry expertise, advanced proprietary technology, and a multi-disciplinary commercial engine that delivers bottom-line value to customers.
“We are excited to have found in Forward a like-minded partner who shares our commitment to strong customer relationships and unrivaled service, central tenets of our success in growing our customer base from 300 to 7,000 over the last five years.
“I am very proud of what Omni accomplishes daily for our customers and am thrilled to bring our companies and teams together to achieve the full potential of our combined force.”