Fleet Management

XPO Logistics to Buy Con-way in $3 Billion Deal

September 09, 2015

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XPO Logistics announced late Wednesday that it is buying Con-way Inc. in a $3 billion deal that will make XPO the second largest LTL provider in North America and expand its global contract logistics platform.

This year, XPO has already conducted three acquisitions—UX Specialized Logistics, Bridge Terminal Transport, and Norbert Dentressangle. Those helped push its third quarter revenue to $1.2 billion, yet its net loss widened to $78.8 million, or on an adjusted basis, $13.6 million.

Headquartered in Ann Arbor, Mich., Con-way is a Fortune 500 company with a transportation and logistics network of 582 locations and approximately 30,000 employees serving over 36,000 customers. All of the acquired operations (Con-way Freight, Menlo Logistics, Con-way Truckload and Con-way Multimodal) will merge with the XPO Logistics subsidiary that resulted from the Norbert Dentressangle deal and be rebranded as XPO Logistics.

Bradley Jacobs, chairman and chief executive of XPO Logistics, will retain these positions and lead the combined company. Douglas Stotlar, Con-way's president and chief executive officer, will serve in a limited role as an independent advisor to the combined company through the first quarter of 2016.  

If approved, the transaction is expected to close in October. XPO's offer of $47.60 per Con-way share in cash represents a premium of nearly 34% to the stock's close on Wednesday. The deal also includes $290 million of net debt.

Jacobs noted that "LTL is a non-commoditized, high-value-add business that's used by nearly all of our customers. Con-way is a premier platform that we will run with a fresh set of eyes as part of our broader offering. Importantly, we'll gain strategic ownership of assets that will benefit our company and our customers during periods of tight capacity."

XPO expects to increase annual operating profit from the acquired operations by $170 million to $210 million through cost savings and operational improvements executed over the next two years.

The combination will strengthen XPO's position in the e-commerce sector, which is projected to grow at a pace of 18% to 21% annually. XPO and Con-way both have e-fulfillment contract logistics platforms in North America and Europe.

It also will grow XPO's global ground transportation network to approximately 19,000 owned tractors and 46,000 owned trailers, 10,000 trucks contracted through independent owner operators, and access to more than 50,000 independent carriers. In North America, XPO will have approximately 11,000 owned tractors and 33,000 owned trailers, 6,000 trucks contracted through independent owner operators, and access to more than 38,000 independent carriers.

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