Forward Air and Omni Logistics have agreed to end a legal dispute over Forward’s planned acquisition of Omni.
The companies have agreed to amend the terms of the existing agreement. This will end the litigation between Omni, a global multimodal provider of air, ocean and ground services, and Forward Air, a provider of transportation services across the US, Canada and Mexico.
Under the terms of the amended merger agreement, Omni shareholders will receive $20m in cash, instead of the $150m initially agreed, and 35% of Forward’s pro forma common equity (on a fully-diluted, as-converted basis), as compared to the 37.7% of Forward’s pro forma common equity (on a fully-diluted, as-converted basis) contemplated by the original agreement.
“We have always believed in the power of this acquisition and are pleased to have found a way forward,” said Tom Schmitt, chairman, president and chief executive of Forward. “In recent days, we have engaged constructively with Omni to set a path forward that ends our legal dispute.”
Schmitt added: “The revised agreement enables Forward to accelerate its long-term Grow Forward strategy and positions the combined company as the premier provider of choice in high-quality freight transportation.
“We believe this highly compelling acquisition will deliver significant long-term shareholder value and we look forward to swiftly closing the transaction so we can begin to capitalize on the many exciting opportunities ahead.”
The parties are targeting a transaction closing by the end of the week.
The acquisition agreement between the companies was announced in August last year, however, Omni Logistics later filed a lawsuit against Forward Air in a bid to enforce the agreement.
Forward Air then filed a counterclaim against Omni’s lawsuit. Forward claimed that Omni had not complied with obligations under the Merger Agreement and it therefore wanted to scrap the deal.
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