Radiant Logistics, Inc. · AMEX:RLGT

Radiant Logistics — Merger or Acquisition (January 2015)

26 slides from Radiant Logistics's merger presentation, Jan 23, 2015

  1. Slide 1: Acquisition Update – Wheels Group Inc. January 2015

    (NYSE-MKT: RLGT) Acquisition Update – Wheels Group Inc. January 2015

  2. Slide 2: Disclaimer

    This presentation may include forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 as amended, and Section 21E of the Securities Exchange Act of 1934. We have based these forward-looking statements on our current expectations and projections about future events.

  3. Slide 3: Radiant Logistics – Investment Highlights

    Radiant Logistics – Investment Highlights Non-Asset Based Transportation and 3rd Party Logistics (3PL) Provider Low capital intensity offers strong cash flow characteristics and significant flexibility in responding to changing industries and economic conditions Dense Geographical Footprint Approx.

  4. Slide 4: Market Overview

    Market Overview Over the past ten years, the global freight forwarding industry has experienced market growth CAGR of 8% Higher than U.S. trade growth (6%) and average growth in U.S. GDP (2%) over the same period Growth has been driven by : Globalization of international trade Perceived competitive

  5. Slide 5: The Radiant Network Brands

    The Radiant Network Brands Radiant has significant experience executing and integrating attractive acquisition targets, and has built a strong network brand portfolio Radiant Acquisition History ALBS Logistics $12MM $60MM $92MM $25MM $20MM $28MM Incremental Revenues: ISLA Intl Phoenix Cartage//Don C

  6. Slide 6: Opportunity to support the logistics entrepreneur in transition

    Structural changes resulting from industry deregulation (1) and the natural “graying” of industry pioneers provides an opportunity to support the logistics entrepreneur in transition Uniquely positioned to bring value to the logistics entrepreneur Leveraging our status as a public company to provide

  7. Slide 7: Radiant – Geographic Footprint

    Radiant – Geographic Footprint Radiant has one of the largest network footprints in its industry with approx. 100 stations in the U.S. 14 company owned and 84 agent owned stations in major port & logistics centers in 27 states Network of independent carriers and international agents around the world

  8. Slide 8: Radiant – Customer Base

    Radiant – Customer Base Over 3,000 individual customers No single agency station accounts for more than 5% of net revenues Top 5 agency stations account for less than 20% of net revenues Top 10 customers account for only 20% of net revenues Best in class customer service Aviation & Automotive Milita

  9. Slide 9: Radiant – Financial Performance

    Radiant – Financial Performance Since its inception, Radiant has delivered consistent revenue and earnings growth Gross Revenue Net Revenue Breakdown EBITDA 38% CAGR Fiscal years ending June 30th Margin expansion potential through conversion of agencies to company-owned locations and reaching critic

  10. Slide 10: Radiant – Share Price Performance

    Radiant – Share Price Performance A focused approach towards organic and M&A growth has translated into significant shareholder value creation in the last 5 years Radiant Logistics Share Price Performance

  11. Slide 11: Transaction Summary

    Transaction Summary Structure Board-approved plan of arrangement under which Wheels and Radiant amalgamate and Wheels shareholders receive a consideration of cash and common shares of Radiant Consideration CAD $0.77per Wheels share with an option to receive a portion of the consideration in Radiant

  12. Slide 12: Wheels – Investment Highlights

    Wheels (TSX-V:WGI) – Investment Highlights Strong Track Record of Profitable Organic Growth Double digit organic revenue growth since 1988 (18% with acquisitions; 14% organic) Market leading position in Canada with a significant footprint in the U.S. Broad Intermodal and Truck Brokerage Capabilities

  13. Slide 13: Well Established North American Platform

    Founded in 1988, leading non-asset third party logistics (3PL) Dominant player in Canada, significant foot print in the U.S. Non-asset model enabling highly scalable growth, flexibility to shift modes, markets, services Canada Headquarters: Mississauga, Ontario U.S. Headquarters: Woodridge, IL Emplo

  14. Slide 14: Extensive Network of Over 6,000 Partners

    Extensive network of over 6,000 qualified transportation partners: One of the largest highway supplier bases in Canada Carrier selection expertise Direct and deep relationships with all Class I railroads in Canada and the United States Ensures dependable service and favourable pricing for customers

  15. Slide 15: Wheels – Business Overview

    Wheels – Business Overview Wheels’ strategic focus is on 3PL accounts, providing a single source solution for supply chain management, analysis and optimization Multi-mode capability targets the customer’s full wallet spend Highway Intermodal Boxcar Ocean Air Courier Full Load LTL Dry Van Temp. Cont

  16. Slide 16: Wheels – Financial Performance

    Wheels – Financial Performance Note: 2010 – 2011 are FYs ending Jan. 31st 2011 – 2012, respectively; 2012 is 11 months ending Dec. 31st 2012; FY is calendar year thereafter; TTM period ends September 30, 2014 Well-established North American platform Gross Revenue Gross Revenue Breakdown Adjusted EBI

  17. Slide 17: Transaction Rationale

    Transaction Rationale Service Verticals Free-Standing Forwarders Agent-Based Forwarding Networks Agent Conversions The transaction will bring geographic and service line expansion

  18. Slide 18: Pro-Forma Financial Summary

    Pro-Forma Financial Summary Pro-Forma Gross Revenue Pro-Forma EBITDA Fiscal years ending June 30th; management estimates for baseline Radiant contribution of USD $19.5M plus Wheels contribution of USD $10.0M USD; Wheels financials converted to $USD using an FX rate of 1.15; full year contribution fr

  19. Slide 19: Benefits to Shareholders

    Benefits to Shareholders Accelerated Growth Cross-sales opportunities between brokerage and forwarding service lines Particular focus on leveraging Radiant’s extensive U.S. footprint to sell Canadian competencies. Further differentiates the Radiant platform in terms of attracting additional agent st

  20. Slide 20: Pro-Forma Management Team

    Pro-Forma Management Team Bohn Crain Chairman & CEO Founder, Chairman and CEO of Radiant since October 2005 20 years of industry and capital markets experience in transportation and logistics, including over 10 years at CSX Bachelor of Business Administration (Accounting) from the University of Texa

  21. Slide 21: Preliminary Projections for FYE 2016

    Preliminary Projections for FYE 2016

  22. Slide 22: Adjusted Net Income and Adjusted EPS

    Adjusted Net Income and Adjusted EPS

  23. Slide 23: Understanding Our Debt

    Understanding Our Debt (Dollars in Millions) estimated as of 3.31.15 Senior Credit Facilty (estimated) 95 Other Debt Lease termination 0.4 Total debt before acquistion of Wheels 99 Cash and cash equivalents (based on 9.30.14 balances) (3.1) Debt, net of cash before Wheels Acquisiton” 68 Term Loan (I

  24. Slide 24: (Dollars in Millions)

    (Dollars in Millions) Normalized Run-Rate EBITDA Valuation Multiple (10x-14x) Enterprise Value Less: Debt Redeemable Perpetual Preferred Value of Common Equity Fully Diluted Outstanding Price per Share @14x 29.5 14x 413.0 (75.0) (75.0) (21.0) (21.0) 258.0 317.0 40.6 40.6 6.35, 7.81

  25. Slide 25: Leveraging the Platform to Create Shareholder Value

    Leveraging the Platform to Create Shareholder Value

  26. Slide 26: Thank You

    THANK YOU It’s the Network that Delivers! ®

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