Arcbest Corporation · NASDAQ:ARCB

Arcbest — Merger or Acquisition (September 2021)

15 slides from Arcbest's merger presentation, Sep 29, 2021

  1. Slide 1: MoLo Solutions Acquisition

    MOLO SOLUTIONS ACQUISITION September 29, 2021

  2. Slide 2: Safe harbor statement

    The following is a “safe harbor” statement under the Private Securities Litigation Reform Act of 1995 : Certain statements and information contained in this presentation that are not based on historical facts may constitute “forward - looking statements” within the meaning of the Private Securities

  3. Slide 3: Continuing Growth Momentum and Strategy Advancement at ArcBest

    CONTINUING GROWTH MOMENTUM AND STRATEGY ADVANCEMENT AT ARCBEST 3 Year - to - Date September 2021 Revenue Growth (1) : Consolidated 32% Asset - Based 24% Asset - Light ArcBest 55% (2) Year - to - Date September 2021 Asset - Based Operating Ratio of 89.6% (3) ​ (As of 6/30/21) Cash Balance: $423M ($18

  4. Slide 4: Acquisition Highlights

    1 Provides expanded access to truckload capacity partners 2 Accelerates growth of the Asset - Light business 3 Expands revenue opportunities 4 Enhances shareholder value 5 Strengthens shared culture of customer obsession 6 Accretive to earnings in the first full year of ownership ACQUISITION HIGHLIG

  5. Slide 5: About MoLo and Key Leadership Accolades

    Key Leadership Accolades Matthew Vogrich – President & COO ▪ 4+ years of supply chain experience at IBM prior to founding MoLo ▪ Focused on driving MoLo’s operational excellence ▪ Entrepreneur of the Year 2021 ® Ernst & Young Midwest award winner 5 Andrew Silver – CEO ▪ Previously served as Managing

  6. Slide 6: Combined Company to Benefit from Enhanced Scale

    6 6 COMBINED COMPANY TO BENEFIT FROM ENHANCED SCALE Leading Customer Delivery Platform in Growing Domestic Transportation Management Marketplace [$91 Billion*] ​ + ​ Revenue (6) ​ Employees ​ Expertise ​ Carriers ​ Customers $600M Asset - Light ~500 ~500 TL brokerage and entrepreneurial mindset ~45,

  7. Slide 7: Transaction Overview

    TRANSACTION OVERVIEW 7 • $235M at close (funded with A rcBest cash) • Substanti al earnout potential based on future adjusted EBITDA performance (7) (2023 - 2025) • Treated as an asset purchase for tax purposes ​ PRICE • Subject to regulatory clearances and customary closing conditions • Transaction

  8. Slide 8: Earnout Agreement

    8 EARNOUT AGREEMENT Mutually aligns our respective interests in significantly growing our truckload brokerage and related capabilities over the long - term *Incremental Adjusted EBITDA (7) at 100% Target – 2023: $25 Million; 2024: $33 Million; 2025: $44 Million (millions, except %) Threshold Target*

  9. Slide 9: MoLo Acquisition Advances Strategy

    9 MOLO ACQUISITION ADVANCES STRATEGY 56% 44% 66% 34% ▪ Cash Balance: $423M ($ 185 M Net Cash) ▪ Debt Maintenance: 0.7X Debt to LTM EBITDAR (4) ▪ Total Liquidity: $662M • Cash Balance: $188M ($50M Net Debt ) • Debt Maintenance: 0.7X Debt to LTM EBITDAR (4) • Total Liquidity: $427M ​ $2.3B ​ $1.8B ​ A

  10. Slide 10: MoLo Acquisition Delivers on ArcBest Three-Point Strategy

    10 MOLO ACQUISITION DELIVERS ON ARCBEST THREE - POINT STRATEGY * 1 2 3 More Balanced Business Mix Accelerate Asset - Light growth Continue to grow Asset - Based business Optimize Cost Structure Advance adoption of innovative technologies Expand Revenue Opportunities Deepen customer relationships Sec

  11. Slide 11: MoLo Acquisition Further Advances Our Digital Business Capabilities

    11 • Customer engagement focus: - Voice of the customer - Customer analytics • Online access to all ArcBest services through arcb.com • Robust API/EDI connectivity • Serving shippers and capacity providers in the channels they desire • Seamless access to multiple service options quoted on one shipme

  12. Slide 12: Acquisition Highlights

    1 Provides expanded access to truckload capacity partners 2 Accelerates growth of the Asset - Light business 3 Expands revenue opportunities 4 Enhances shareholder value 5 Strengthens shared culture of customer obsession 6 Accretive to earnings in the first full year of ownership ACQUISITION HIGHLIG

  13. Slide 13: Additional Information

    13 ADDITIONAL INFORMATION

  14. Slide 14: Footnotes

    14 FOOTNOTES The following footnotes apply throughout the presentation. 1) Preliminary, expected year - to - date revenue per day through September 30, 2021,​ compared to the same prior year period. 2) Represents the Asset - Light ArcBest segment (not including FleetNet). 3) Preliminary, expected ye

  15. Slide 15: Reconciliations of GAAP to Non-GAAP Financial Measures

    15 RECONCILIATIONS OF GAAP TO NON - GAAP FINANCIAL MEASURES (Unaudited) Note: ArcBest Corporation reports its financial results in accordance with generally accepted accounting principles (“GAAP”) . H owever, management believes that certain non - GAAP performance measures utilized for internal anal

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