Express-1 Expedited Solutions, Inc. (NYSE Amex: XPO) (“Express-1” or “Company”) and Bradley S. Jacobs today announced that they have entered into an agreement under which Jacobs and minority co-investors will invest an aggregate of up to $150 million in cash in Express-1, including an investment by Jacobs Private Equity LLC of up to $135 million, in each case including amounts payable upon exercise of the warrants described below.
Bradley S. Jacobs (Photo: Business Wire)
Express-1 is a non-asset-based, third-party logistics (“3PL”) transportation services provider offering expedited transportation solutions, domestic and international freight forwarding, and premium truckload brokerage services to retail, commercial, manufacturing and industrial customers. Jacobs will become the majority shareholder in Express-1 and chairman of its board of directors. In addition, he will lead the Company as chief executive officer. Jacobs previously built two multi-billion dollar, publicly traded companies: United Rentals, Inc. (NYSE: URI), the world's largest equipment rental company, and United Waste Systems, Inc., the fifth largest solid waste company in the United States at the time of its sale. Jacobs said, “I plan to build a multi-billion dollar transportation brokerage business over the next several years. Express-1 is an ideal platform, with prominent positions in expedited services, freight brokerage and freight forwarding. I’m excited about leading the company into its next phase of growth.” Mike Welch, chief executive officer of Express-1 Expedited Solutions, Inc., said, “We’re very pleased that Brad has decided to make such a significant commitment to advancing Express-1's position in the industry. We view his decision as a strong vote of confidence in the caliber of our employees and our operations.” Under the terms of the agreement, the investors will receive convertible preferred stock, convertible into approximately 43 million shares of the Company’s common stock at a price of $1.75 a share, and warrants to purchase an additional approximately 43 million shares of the Company’s common stock at an exercise price of $1.75 per share. These figures will be adjusted for a 4:1 reverse stock split that the Company will implement upon the closing of the transaction. The purchase of the convertible preferred stock will represent an initial investment of $75 million, and the exercise of the warrants will represent an additional investment of up to $75 million. The transaction, which has been approved by the Company’s board of directors, is subject to the receipt of shareholder approval and other customary closing conditions.