- Cox Automotive, a division of Cox Enterprises, Inc.™, acquires
FleetNet America® for $100
million
- ArcBest's board has increased the company's share repurchase
program authorization to $125
million
FORT
SMITH, Ark., Feb. 28,
2023 /PRNewswire/ -- ArcBest® (Nasdaq:
ARCB), a leader in supply chain logistics, has reached an
agreement, following a process that began in early 2022, to sell
FleetNet America®, a provider of fleet maintenance and
repair services, to Cox Automotive Mobility Solutions, Inc., a
division of Cox Enterprises, Inc.
"FleetNet has been a valuable part of ArcBest, giving us insight
and expertise in equipment maintenance and repair. As an integrated
logistics company, it is no longer core to our growth strategy,"
said Judy R. McReynolds, ArcBest
chairman, president and CEO. "We've enjoyed working with the
wonderful team at FleetNet and have benefitted greatly from their
innovative mindset."
The sale is effective February 28,
2023. Terms of the transaction include a cash payment
at closing of $100 million, subject
to certain tax and other customary adjustments, customary
representations and warranties of the seller, FleetNet and Cox
Enterprises. On a preliminary basis, ArcBest expects to
receive proceeds, net of tax and transaction expenses, of
approximately $75 million and to
record an estimated after-tax gain of approximately $50 million on this transaction.
In addition, ArcBest announced that its board of directors has
increased the total amount available under the company's common
stock repurchase program to $125
million.
"The sale of FleetNet and our strong balance sheet puts us in a
great position to accelerate our return of capital to ArcBest's
shareholders," added McReynolds.
Additional Information
Stephens Inc. acted as financial advisor to ArcBest for the
transaction. Vinson & Elkins acted as legal advisor to ArcBest.
BakerHostetler acted as legal advisor to Cox Automotive.
About ArcBest
ArcBest® (Nasdaq: ARCB) is a multibillion-dollar
integrated logistics company that helps keep the global supply
chain moving. Founded in 1923, and now with over 15,000 employees
across more than 250 campuses and service centers, the company is a
logistics powerhouse fueled by the simple notion of finding a way
to get the job done. Through innovative thinking, agility and
trust, ArcBest leverages its full suite of shipping and
logistics solutions to meet customers' critical needs, each and
every day. For more information, visit arcb.com.
The following is a "safe harbor" statement under the Private
Securities Litigation Reform Act of 1995: Certain
statements and information in this report may constitute
"forward-looking statements" within the meaning of the Private
Securities Litigation Reform Act of 1995, including, among others,
statements regarding (i) our expectations about our intrinsic value
or our prospects for growth and value creation and (ii) our
financial outlook, position, strategies, goals, and expectations.
Terms such as "anticipate," "believe," "could," "estimate,"
"expect," "forecast," "foresee," "intend," "may," "plan,"
"predict," "project," "scheduled," "should," "would," and similar
expressions and the negatives of such terms are intended to
identify forward-looking statements. These statements are based on
management's beliefs, assumptions, and expectations based on
currently available information, are not guarantees of future
performance, and involve certain risks and uncertainties (some of
which are beyond our control). Although we believe that the
expectations reflected in these forward-looking statements are
reasonable as and when made, we cannot provide assurance that our
expectations will prove to be correct. Actual outcomes and results
could materially differ from what is expressed, implied, or
forecasted in these statements due to a number of factors,
including, but not limited to: unfavorable terms of, or the
inability to reach agreement on, future collective bargaining
agreements or a workforce stoppage by our employees covered
under ABF Freight's collective bargaining agreement; the
effects of a widespread outbreak of an illness or disease,
including the COVID-19 pandemic, or any other public health crisis,
as well as regulatory measures implemented in response to such
events; external events which may adversely affect us or the third
parties who provide services for us, for which our business
continuity plans may not adequately prepare us, including, but not
limited to, acts of war or terrorism, or military conflicts; data
privacy breaches, cybersecurity incidents, and/or failures of our
information systems, including disruptions or failures of services
essential to our operations or upon which our information
technology platforms rely; interruption or failure of
third-party software or information technology systems or
licenses; untimely or ineffective development and
implementation of, or failure to realize the potential benefits
associated with, new or enhanced technology or processes, including
the pilot test program at ABF Freight and our investments in
human-centered remote operation software; the loss or
reduction of business from large customers; the timing and
performance of growth initiatives and the ability to manage our
cost structure; the cost, integration, and performance of any
recent or future acquisitions, including the acquisition of MoLo
Solutions, LLC, and the inability to realize the anticipated
benefits of the acquisition within the expected time period or at
all; maintaining our corporate reputation and intellectual property
rights; nationwide or global disruption in the supply chain
resulting in increased volatility in freight volumes; competitive
initiatives and pricing pressures; increased prices for and
decreased availability of new revenue equipment, decreases in value
of used revenue equipment, and higher costs of equipment-related
operating expenses such as maintenance, fuel, and related taxes;
availability of fuel, the effect of volatility in fuel prices and
the associated changes in fuel surcharges on securing increases in
base freight rates, and the inability to collect fuel surcharges;
relationships with employees, including unions, and our ability to
attract, retain, and upskill employees; union employee wages
and benefits, including changes in required contributions to
multiemployer plans; availability and cost of reliable
third-party services; our ability to secure independent owner
operators and/or operational or regulatory issues related to our
use of their services; litigation or claims asserted against
us; governmental regulations; environmental laws and
regulations, including emissions-control regulations; default
on covenants of financing arrangements and the availability and
terms of future financing arrangements; our ability to
generate sufficient cash from operations to support significant
ongoing capital expenditure requirements and other business
initiatives; self-insurance claims and insurance premium
costs; potential impairment of goodwill and intangible assets;
general economic conditions and related shifts in market demand
that impact the performance and needs of industries we serve and/or
limit our customers' access to adequate financial resources;
increasing costs due to inflation and rising interest rates;
seasonal fluctuations, adverse weather conditions, natural
disasters, and climate change; and other financial,
operational, and legal risks and uncertainties detailed from time
to time in ArcBest Corporation's public filings with the Securities
and Exchange Commission ("SEC").
For additional information regarding known material factors that
could cause our actual results to differ from those expressed in
these forward-looking statements, please see our filings with the
SEC, including our Annual Report on Form 10-K, Quarterly Reports on
Form 10-Q, and Current Reports on Form 8-K.
Readers are cautioned not to place undue reliance on
forward-looking statements, which speak only as of the date hereof.
We undertake no obligation to publicly update or revise any
forward-looking statements after the date they are made, whether as
a result of new information, future events, or otherwise.
Investor Relations
Contact: David Humphrey
|
Media Contact: Autumnn
Mahar
|
Title: Vice President –
Investor Relations
|
Title: Senior Manager,
PR and Social
|
Phone:
479-785-6200
|
Phone:
479-494-8221
|
Email:
dhumphrey@arcb.com
|
Email:
amahar@arcb.com
|
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SOURCE ArcBest