Forward Air amends agreement to acquire Omni Logistics, ends litigation

Forward Air announced an agreement with Omni Logistics, a private company that is majority owned by Ridgemont Equity Partners and EVE Partners, to amend the terms of the existing merger agreement relating to their previously announced acquisition. This agreement ends the litigation between the parties, which will now be dismissed. Under the terms of the amended merger agreement, Omni shareholders will receive $20M in cash, instead of the $150M initially agreed, and 35% of Forward’s pro forma common equity on a fully-diluted, as-converted basis, as compared to the 37.7% of Forward’s pro forma common equity on a fully-diluted, as-converted basis contemplated by the original agreement. Forward and Omni’s agreement resolves previously announced transaction litigation between them. The parties are targeting a transaction closing by the end of the week. “We have always believed in the power of this acquisition and are pleased to have found a way forward,” said Tom Schmitt, Chairman, President and CEO of Forward. “In recent days, we have engaged constructively with Omni to set a path forward that ends our legal dispute. The revised agreement enables Forward to accelerate its long-term Grow Forward strategy and positions the combined company as the premier provider of choice in high-quality freight transportation. We believe this highly compelling acquisition will deliver significant long-term shareholder value and we look forward to swiftly closing the transaction so we can begin to capitalize on the many exciting opportunities ahead.”