ButcherJoseph & Co. | June 09, 2022
ButcherJoseph & Co. (“ButcherJoseph”) advised Smith Transport, Inc. (“Smith” or the “Company”), an asset-based truckload carrier headquartered in Roaring Spring, Pennsylvania, on its sale to Heartland Express, Inc. (NASDAQ: HTLD) (“Heartland”). The transaction closed in June of 2022.
Heartland acquired 100% of the equity of Smith and related companies for a cash-free, debt-free enterprise value of approximately $170 million. Smith was an S corporation for tax purposes, and the transaction included an election under Section 338(h)(10) of the Internal Revenue Code, resulting in tax deduction benefits over periods of one to fifteen years. The purchase agreement contains customary terms and conditions. The Roaring Spring, Pennsylvania property was acquired from its owners in a separate transaction for $14 million in cash and includes both the trucking terminal and 375,000 square feet of warehouse space that is leased to tenants.
Barry Smith, Smith’s Founder and Chairman Emeritus, added, Building Smith Transport has been my life’s work, and I could not have found a better home than Heartland for the Smith family. They offer us long-term stability and the opportunity to grow as part of an industry leader, while retaining our own culture and identity. I look forward to being part of the team to ensure a smooth transition.
“As an employee-owned company, our goal was to find the best value and the best home for our people for years to come. We had long thought Heartland was a great fit because of their regional presence, respect for professional drivers, and unsurpassed customer service that mirrors our own philosophies. With the ability to pay cash and invest in our headquarters, and the desire for Smith to remain an independent brand operated by the same people, the choice was clear. I’m excited to work with Mike Gerdin and the Heartland team to make this a success for everyone.”
-Todd Smith, Smith’s President
ButcherJoseph Managing Partner Joe Strycharz commented, “We’re delighted to have been able to advise Smith Transport in a transaction that met the Company’s strategic objective to remain an independent brand operated by the same people who helped build the company and its culture. The team conducted a thorough process to identify the right buyer and negotiate terms that met the needs of the employee stakeholders involved. Like Heartland, Smith is a dynamic company driven by a commitment to excellence. We couldn’t be happier with the outcome and look forward to the continued growth and future success of both Smith and Heartland.”
About Smith Transport
Founded in 1982, Smith Transport, Inc. is an asset-based truckload carrier headquartered in Roaring Spring, Pennsylvania, with terminal locations in Pennsylvania, Georgia, and Indiana. Smith primarily provides dry van transportation and other specialized services in the eastern United States. Smith’s customer base includes many Fortune 500 companies including expedited transportation integrators, retailers, beverage manufacturers, and home supply companies, several of whom have been customers for over 20 years. Smith operates a fleet of approximately 850 company tractors, with an average age of less than three years, and approximately 2,000 dry van trailers. The modern fleet is not expected to require any out of cycle investment.
About Heartland Express
Heartland Express, Inc. is an irregular route truckload carrier based in North Liberty, Iowa, serving customers with shipping lanes throughout the United States. Heartland focuses on medium to short haul regional freight, offering shippers industry-leading on-time service so they can achieve their strategic goals for their customers. Since its initial public offering in 1986, Heartland has grown from approximately $20 million in revenue to one of North America’s largest, most profitable, and best capitalized truckload carriers. Heartland has been recognized 18 times by Forbes Magazine as one of the Top 200 Best Small Companies in America, 17 times as one of the Best Truckload Carriers in America by Logistics Management Magazine, and as one of America’s Most Trusted Companies by Newsweek Magazine in 2022.
About ButcherJoseph & Co.
ButcherJoseph & Co. is a boutique investment banking firm specializing in ESOPs, mergers and acquisitions, private debt & capital sourcing and valuation advisory services for middle market companies. Its industry recognized team of professionals has executed 200+ transactions exceeding $15 billion in total value. ButcherJoseph is headquartered in St. Louis with a presence in Washington, DC and offices in Chicago, Charlotte, Scottsdale, and Nashville.
Scudder Law Firm, P.C., L.L.O. served as merger and acquisition transaction and legal advisor to Heartland, while Utz & Lattan, LLC served as Heartland’s special ESOP counsel. Morgan, Lewis & Bockius LLP served as transaction counsel and McGuireWoods served as special counsel to Smith. Moore & Van Allen PLLC served as counsel to the ESOP trustee.
TenderEasy | July 12, 2022
TenderEasy, Alpega’s cloud-based freight procurement solution, is glad to announce its latest partnership with Upply, an AI-driven benchmarking provider offering road, sea and air freight data prices across the globe.
The partnership delivers live benchmarking data to TenderEasy’s users through full integration of Upply’s data into TenderEasy‘s platform, providing them with the necessary information to understand the current prices in the market, as well as their evolution over time. This gives the customer the possibility and the power to decide when a tender is competitive and what steps to take in the potential negotiation rounds with carriers.
“Partnerships and integrations like this one adds value to everyone planning or running a freight RFQ. In such a volatile market, we at TenderEasy want to ensure users have the latest insights to decide if, where and when to run a tender”,
-Johan Vagerstam, co-founder of TenderEasy and Director Product Management at Alpega.
Partnerships in the digital ecosystems are key to provide cutting-edge software and platforms. Even more in the transportation industries today where prices fluctuate on a weekly basis and capacities are difficult to find and secure. Our partnership with TenderEasy aims at sharing market data and making it available directly to supply chain experts in their procurement solutions for them to take the best decisions.comments Thomas Larrieu, CEO at Upply.
Hydron | June 13, 2022
Mo Chen, Co-Founder of San Diego-based autonomous driving company TuSimple (Nasdaq: TSP), has started a new company, Hydron, committed to developing, manufacturing, and selling hydrogen-powered trucks equipped with L4 autonomous driving technology. Chen is set on transforming long-haul freight transportation through hydrogen-powered autonomous trucks making trucking safer, cleaner, and more efficient, minimizing the carbon footprint of class 8 heavy-duty trucks globally.Chen, a Canadian entrepreneur, co-founded self-driving technology company TuSimple with business partner Xiaodi Hou in 2015. Tusimple quickly attracted the attention of global logistics giant UPS, who invested in the company back in 2019 before TuSimple went public through a traditional IPO raising $1.3 billion in total funding. In December of 2021, TuSimple cemented its status as the leader in the development of AI-powered autonomous driving software by becoming the first and only company to successfully operate long-haul heavy-duty trucks autonomously on open public roads without a human in the vehicle and without remote intervention.
"The path to commercializing autonomous vehicles requires the complex integration of both hardware and software, The biggest challenge in bringing autonomous driving to the market at scale is not software development, but access to reliable mass production hardware, and now with Hydron, we will be able to provide automotive-grade hardware specifically for autonomous networks."
-Mo Chen, Chief Executive Officer at Hydron.
Hydron plans to become a leading provider of hydrogen-powered autonomous trucks and refueling infrastructure through partnerships to become a complete solution provider for autonomous driving companies, commercial fleets, and leading carriers. Hydron also plans to collaborate with partners to build a manufacturing facility in North America to better meet the U.S. supply chain challenges. The first generation of Hydron trucks is expected to enter mass production in Q3 of 2024, with a complete set of sensors, computing units, and redundant actuators to meet L4 autonomous driving requirements.
Hydron is a privately held independent company and is not affiliated with TuSimple.
Hydron, Inc. is a Southern California-based company committed to the development, manufacturing, and sales of purpose-built autonomous ready trucks powered by hydrogen fuel cells. Hydron aims to become the leading provider of hydrogen-powered autonomous trucks and refueling infrastructure and will focus on the North American, European, and Middle Eastern markets.
Universal Logistics Holdings, Inc | June 20, 2022
Universal Logistics Holdings, Inc. (NASDAQ: ULH) announced the preliminary results of its modified "Dutch auction" tender offer to repurchase up to 100,000 shares of its outstanding common stock, which expired at 5:00 p.m., Eastern Time, on Wednesday, June 15, 2022.
Based on the preliminary count by Computershare Trust Company, N.A. ("Computershare"), the depositary for the tender offer, approximately 164,189 shares were properly tendered and not properly withdrawn at or below the expected final purchase price of $28.00 per share, including shares that were tendered through notices of guaranteed delivery.
In accordance with the terms and conditions of the tender offer, the Company expects to acquire 164,189 shares at a final purchase price of $28.00 per share, for an aggregate purchase price of approximately $4.6 million. These shares represent approximately 0.62% of the Company's issued and outstanding shares as of May 12, 2022. The total amount of shares expected to be purchased in the tender offer includes the Company's right to increase the tender offer by up to two percent of the Company's outstanding shares and also includes a total of 5,000 shares tendered by Mr. H.E. "Scott" Wolfe, a director of the Company. The determination of the final number of shares to be purchased and the final price per share is subject to confirmation by Computershare of the proper delivery of the shares validly tendered and not withdrawn.
The number of shares to be purchased and the price per share are preliminary and are subject to verification by Computershare and subject to change for a number of reasons, including if some or all of the shares tendered through notices of guaranteed delivery are not delivered within the applicable two trading day settlement period. The actual number of shares to be purchased and the final price per share will be announced following the expiration of the guaranteed delivery period and completion of the confirmation process by Computershare. The final results are not expected to be announced until at least June 21, 2022. Promptly after the announcement, Computershare will issue payment for the shares validly tendered and accepted for payment under the tender offer and will return shares tendered and not purchased in the tender offer.
The Company may purchase additional shares in the future in the open market subject to market conditions and through private transactions, tender offers or otherwise. Under applicable securities laws, however, the Company may not repurchase any shares until June 30, 2022. Whether the Company makes additional repurchases in the future will depend on many factors, including the number of shares purchased in this tender offer, its business and financial performance and situation, the business and market conditions at the time, including the price of the shares, and other factors the Company considers relevant.
The Company has retained Georgeson LLC as the information agent for the tender offer. All questions regarding the tender offer should be directed to the information agent at 866-695-6074 (toll free).
Universal Logistics Holdings, Inc. is a holding company that, through its consolidated subsidiaries, is a leading asset-light provider of customized transportation and logistics solutions throughout the United States, and in Mexico, Canada, and Colombia. The Company's operating subsidiaries offer customers a broad array of services across their entire supply chain, including truckload, brokerage, intermodal, dedicated, and value-added services.