Universal Logistics Holdings, Inc. · NASDAQ:ULH
Universal Logistics — Universal Truckload Services — Merger or Acquisition (July 2012)
22 slides from Universal Logistics's merger presentation, Jul 26, 2012
Slide 1: Universal Truckload Services Acquisition of LINC Logistics Company
Exhibit 99.2 Universal Acquisition LINC Logistics Truckload of Company Services, Inc.
Slide 2: Today's Presenters
Today’s Donald Robert H.E. President David 1Chief“Scott” Financial Crittenden Sigler Cochran Presenters andWolfe Chief Officer Executive Officer
Slide 3: Disclosure
Today’s presentation Disclosure “estimates,” uncertainties 2Services’ reports or that similar and could and filings expressions cause discussion with future the are will activities Securities intended contain and and toforward-looking results identify Exchange ofthese operations Commission. forward-
Slide 4: Why Acquire LINC Logistics
Why Enhances Access Higher Cost Upgrades Ability More Numerous Creates Elevation Improved Increased 3A s measured synergies We critical percentage to significantly Are buying growth of Universal’s higher sell position cross-selling Universal Acquiring component by aidentified more listing growth pow
Slide 5: Transformational Acquisition
Transformational 4L EBITDA LTM PF 2-Yr. Leading Strong One management Flexible, Significant Positioned Diversified Investment Tomorrow Today TMCombined of1Q12 Revenue Combined relationships the asset-light asset-light Margin: largest, for and Highlights Revenue: EBITDA: PF revenue companies EBITDA g
Slide 6: Diversified Combined Revenue Base
Diversified 5U Combined LINC Service Revenue End Represents niversal Market 1byLTM Revenue 1 periodBase ended 3/31/12
Slide 7: Leading Provider of 3PL Services
Leading 6T 3PL Based Asset Non- ransportation Provider Provider Provider of 3PL Services
Slide 8: Transaction Summary
7Transaction Summary
Slide 9: Transaction Summary
8Type 100% Issuance Financing Purchase 0.700 Equity Enterprise (~6.5x Expected 3Q LINC Based 2Q11 Acquisition Transaction Outsourcing Automotive Steel Solid Market 2012 prices Industry period. Universal stock currently on multiple value Demand of Price midpoint new Close value 14.5 expected of Summa
Slide 10: Transformed Company with Expanded Service Offering
Transformed 9A Ability Elevation Full Significant Mix throughout Expanded Diversified Base Immediately Served 2013 Attractive Deep Profile Demonstrated LINC Nationwide Management Experienced $135M $85M Strong Given ccess Service of and EPS expertise management pro the cash Balance contractual to pro
Slide 11: LINC Company Overview
LINC Flexible, 10 financial Customized, 90+% durations Significant Historically contracts Attractive Historical customers) 2011 Company Business Headquarters: Employees: Facilities: CEO: CFO: 1) Off- In-Transit Prepare Receiving Processing/ Material Assembly LINC’s Site Revenue David H.E. Logistics
Slide 12: LINC's Solutions and Integral Role in Value Chains
LINC’s and Processing, Receiving, In-Plant Suppliers 11 Transport Product Finished Expedited Freight Dedicated IT Significant High Visibility Chain Supply Improved Opportunities S = C + Solutions Source CMA Sub Sequencing Kitting Repacking In-plant Material Part RCM Shuttle ingle ross-docking Integr
Slide 13: Investment Highlights
Investment Highlights 12
Slide 14: Diversified Customer Base and Cross-Selling Opportunities
Customer Diversified LINC Universal 13 Provider 3PL Significant Selling Across Transportation Automotive AZ Tube Midwest Alliance Portfolio Value-Added Opportunity Services Customer Opportunities ofGrowth Cross- Asset-Light Full-Service Services Services Opportunities
Slide 15: Full-Service Transportation and 3PL Offering
Full-Service Refrigerated Intermodal Truckload Low High Complexity 14 Rail Heavy Local Specialized Expedited Freight Customs Returnable Shuttle Central Kitting Material Sequencing LINC UACL Service Collection Haul Transportation & Forwarding Materials Handling Clearance Repacking Container Equipment
Slide 16: End Market Growth Drivers
End Market 3PL Logistics Third-Party 15 Armstrong& Growth Automotive Average Steel Fixed Hydraulic Energy natural Long-term market /asset prices Metals gas expected age fracturing goal fields investment expected has Growth production of Associates passenger grown totoreduce continue, Drivers has to1
Slide 17: Financial Highlights
Financial Highlights 16
Slide 18: Combined Adjusted Revenue and EBITDA
Combined Adjusted Revenue 17 Cash Net $12.3 $26.5 $28.4 $46.9 $82.0 $78.7 $84.2 $69.1 $87.0 $1,019 $991 $852 ($ Reconciliation $2.5 inCapital millions) FlowEBITDA Financial from Expenditures toOperations Non-GAAP 1 Data measure of EBITDA can be found in the Appendix of this presentation
Slide 19: Improved Financial Metrics
Improved 18 LTM EBITDA ROIC Free Cash 3/31/12 defined adjusted Financial Flow Adjusted Free Net Return asMargin (adjusted CapEx for Cash Metrics on non-recurring EBITDA = Invested Flow as (Adjusted EBIT) %Margin ofMargin Capital Adj. / (average and EBITDA– 3EBITDA one 11,2 total time net 1 debt expe
Slide 20: Pro Forma Capitalization and Liquidity
Pro Standalone Universal 19 Adjusted Multiple 3/31/12 LTM Combined Cash EBITDA Total -0$17.8 Net 1.8x $152.9 Liquidity 1.6x $135.1 (0.5x) ($17.8) $84.9 $45.5 Includes .0xForma debt Adjusted and EBITDA debtcash, of PF short 2Capitalization PFcash termequivalents, investmentsmarketable and 1 marketabl
Slide 21: Appendix
Appendix 20
Slide 22: Non-GAAP EBITDA Reconciliation
Universal LINC ($ (Unaudited) NON-GAAP Net Interest Other Income Depreciation EBITDA Adjustments Adjusted Note: 1) inIncome Preliminary millions) Certain Non-Operating Logistics Taxes Expense, $EBITDA Truckload 26.4 13.1 $(Unaudited) for and RECONCILIATION numbers 12.7 10.3 8.7 0.7 Year 13-Weeks est
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