Knight-swift Transportation Holdings Inc. · NYSE:KNX
Knight-swift Transportation — Swift Transportation — Merger or Acquisition (August 2013)
14 slides from Knight-swift Transportation's merger presentation, Aug 7, 2013
Slide 1: Acquisition of Central Refrigerated
Acquisition of Central Refrigerated August 6, 2013
Slide 2: Forward Looking Statement Disclosure
Forward Looking Statement Disclosure This report contains statements that may constitute forward-looking statements, which are based on information currently available, usually identified by words such as "anticipates," "believes," "estimates", "plans," "projects," "expects," "hopes," "intends," "wi
Slide 3: Overview
Overview Transaction Highlights Bill Post, Chairman Central Refrigerated "At a Glance" Richard Stocking, President Strategic Rationale Richard Stocking, President Refrigerated Market Opportunity Strategic Fit Synergy Opportunity Process Summary Bill Post, Chairman Shareholder Value Opportunity Ginni
Slide 4: Transaction Highlights
Transaction Highlights 4 Transaction overview Swift acquired 100% of Central Refrigerated for total implied enterprise value of $225 million $189 million in cash and assumption of $36 million in capital lease obligations Implied transaction multiples on LTM June basis: 4.9x EBITDAR; 4.5x EBITDA, 10.
Slide 5: Central Refrigerated "At a Glance"
Central Refrigerated "At a Glance" Based in West Valley City, Utah 1,800 employees, including 1,322 company drivers 1,019 owner operators under contract 5th largest refrigerated carrier in the US with 2,065 tractors, 3,394 trailers as of June 2013 215.3 million trucking miles LTM June 2013 Comprehen
Slide 6: Refrigerated Market Opportunity
(CHART) Refrigerated Market Opportunity Total market size estimated at ~$7-8 billion ~2 million units, expected growth of ~4-5% per year Capacity shortage supporting secular pricing opportunity Growth driven primarily by food and beverage industry, particularly given increasing consumer awareness an
Slide 7: Strategic Fit
(CHART) Strategic Fit 7 2012 CENTRAL Refrigerated Revenue mix ($485 million) ($485 million) ($485 million) (CHART) PF 2012 SWIFT Revenue mix ($4.0 Billion) $25 - $150 million > $150 million < $25 million Annual Revenue u u u u u u u u u u u u u
Slide 8: Synergy Opportunity
Synergy Opportunity Combination of Central Refrigerated's strong irregular route business with Swift's brand and scale Existing relationship between Swift and Central Refrigerated to facilitate cultural and operational integration Sharing of best practices (operations, strategy, maintenance, claims
Slide 9: Transaction Background
Transaction Background Customer demand precipitated Swift's review of alternatives to expand its refrigerated service offering Existing scale and service breadth insufficient to meet customer requirements Special Committee of the Board of Directors comprised of 4 independent directors was establishe
Slide 10: Shareholder Value Opportunity
Shareholder Value Opportunity $225 million purchase price based on enterprise value Represents 4.9x EBITDAR, 4.5x EBITDA, 10.2x P/E based on LTM June 2013 84% cash / 16% debt assumption Cash portion funded through borrowings on current credit facilities $100 million on A/R facility, $89 million on r
Slide 11: Questions & Answers
11 Questions & Answers
Slide 12: Appendix
12 Appendix
Slide 13: Central Refrigerated EBITDA & EBITDAR
Central Refrigerated EBITDA & EBITDAR 13
Slide 14: Central Refrigerated 2012 Adjusted OR
Central Refrigerated 2012 Adjusted OR 14
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