Mergers & Acquisitions

Ag Transportation Holdings LLC acquired the equity of bulk carrier Ag Trucking and its affiliates in a transaction that included founder rollover equity and institutional capital. Scudder Hornung-Scherr represented Ag Holdings and its principals in the acquisition and related senior and subordinated financing.

Arnold Transportation combined with LinkAmerica Corporation in a transformative transaction. Scudder Hornung-Scherr represented Arnold and its owner, U.S. Xpress, in the transaction and related revolving and term loan financing.

Scudder Hornung-Scherr represented AVC Partners, LLC, in its sale of Peoplease LLC to a private equity arm of a multi-billion dollar single family office. Peoplease LLC is a full-service professional employer organization specializing in warehousing, staffing, and transportation. Terms of the deal were not disclosed.

Butler Machinery Company acquired the agriculture equipment dealership assets of Henkens Equipment, Johnson Farms, and Nebraska Machinery. Scudder Hornung-Scherr represented Butler in negotiating, documenting, and closing the transaction.

Central Freight Lines acquired the $225 million revenue Southwest Division of Viking Freight System. Scudder Hornung-Scherr represented Central Freight in negotiating the acquisition, arranging financing, capitalizing the acquiror, and preparing management contracts. Scudder Hornung-Scherr subsequently represented Central Freight in its acquisitions of four additional trucking companies.

Scudder Hornung-Scherr represented a family office serving as the controlling shareholder and largest lender to Central Freight Lines in connection with an ongoing distressed workout with Central’s senior secured lender and subsequent refinancing, liquidation, and sale of related company-leased real estate portfolio.

Central Refrigerated Service, Inc. acquired the assets of $200 million revenue Simon Transportation in a Chapter 11 sale. Scudder Hornung-Scherr represented Central Refrigerated Service, as stalking horse bidder, in negotiating with the creditors, drafting the acquisition agreements, and obtaining approval of the purchase.

Swift Transportation acquired Central Refrigerated Transportation, a leading provider of refrigerated trucking services, in a transaction valued at $225 million. Scudder Hornung-Scherr represented Central Refrigerated in the transaction.

Comcar Logistics, LLC sold certain assets to Echo/CL Holdings, LLC, a non-asset based freight broker in the North American commercial freight transportation market. Scudder Hornung-Scherr represented Comcar in this transaction.

Concentrek Inc. was sold to Uti Worldwide, Inc by Knight Transportation and private investors. Scudder Hornung-Scherr represented Concentrek and its owners in the transaction.

Covenant Transportation Group, Inc. (Nasdaq: CVTI) acquired $90 million revenue Star Transportation, Inc. Scudder Hornung-Scherr represented Covenant in negotiating, documenting, and closing the transaction. Scudder Hornung-Scherr has represented Covenant in ten other acquisitions.

Scudder Hornung-Scherr represented Heartland Express, Inc. (Nasdaq: HTLD) in its acquisitions of $152 million revenue Millis Transfer, Inc., a dry van truckload transportation company. Scudder Hornung-Scherr represented Heartland Express, Inc. in negotiating, documenting, and closing the purchase.

Scudder Hornung-Scherr represented Heartland Express, Inc. (Nasdaq: HTLD) in its acquisition of $325 million revenue Interstate Distributor Co., a dry van truckload transportation company. Scudder Hornung-Scherr facilitated the introduction between Heartland and Interstate and represented Heartland Express, Inc. in negotiating, documenting, and closing the transaction.

Scudder Hornung-Scherr represented Heartland Express, Inc. (Nasdaq: HTLD) in its acquisition of $430 million revenue Gordon Trucking, Inc. Scudder Hornung-Scherr represented Heartland Express, Inc. in negotiating, documenting, and closing the transaction. Scudder Hornung-Scherr prepared valuations based on comparable transactions and assisted with related financing for the transaction.

Scudder Hornung-Scherr represented Heartland Express, Inc. (Nasdaq: HTLD) in its acquisition of $204 million revenue Smith Transport, Inc., a dry van truckload carrier. Scudder Hornung-Scherr represented Heartland Express, Inc. in negotiating, documenting, and closing the purchase.

Heartland Express, Inc. (Nasdaq: HTLD) acquired $575 million revenue Contract Freighters, Inc., a dry van and temperature-controlled truckload company, and the related CFI Logistica operations in Mexico from TFI International Inc. (NYSE: TFII). Scudder Hornung-Scherr represented Heartland Express, Inc. in negotiating, documenting, and closing the purchase. Scudder Hornung-Scherr prepared valuations based on comparable transactions and assisted with related financing for the transaction.

Knight Transportation, Inc. (NYSE: KNX) acquired Fastway Systems, Edwards Bros. Inc., Roads West Transportation Inc., and Barr-Nunn Transportation. Scudder Hornung-Scherr represented Knight in these transactions.

Merger of Knight Transportation, Inc. (NYSE: KNX) and Swift Transportation Company (NYSE: SWFT) in an all-stock transaction. The transaction reflected a combined enterprise value of $6 billion and created the industry's largest full truckload company. Scudder Hornung-Scherr represented the Jerry Moyes family in the transaction. The Moyes family held a controlling interest in Swift prior to the transaction.

Knight-Swift Transportation Holdings Inc. (NYSE: KNX) acquired $100 million revenue Abilene Motor Express, and a warehousing-related company. Scudder Hornung-Scherr represented Knight-Swift in these transactions.

Scudder Hornung-Scherr represented Knight-Swift Transportation Holdings Inc. in negotiating, documenting, and closing its $1.3 billion acquisition of AAA Cooper Transportation, a leading less-than-truckload carrier.

Scudder Hornung-Scherr represented Knight-Swift Transportation Holdings Inc. in negotiating, documenting, and closing its acquisition of Midwest Motor Express and Midnite Express, providers of regional less-than-truckload and full truckload services, from a private equity ownership group.

Scudder Hornung-Scherr represented Knight-Swift Transportation Holdings Inc. (NYSE: KNX) in its acquisition of UTXL, Inc., a third-party logistics company specializing in over-the-road full truckload and multi-stop loads in any length of haul throughout the United States, Canada, and Mexico, for a purchase price of $22.5 million.

Roadrunner Transportation Systems, Inc. acquired Marisol International LLC, a non-asset based international logistics company, for a purchase price of $66 million. Scudder Hornung-Scherr represented Marisol International LLC and its principals in negotiating, documenting, and closing the transaction.

MindVision Software was acquired by Digital River Inc. following an auction process. Scudder Hornung-Scherr served as mergers and acquisitions counsel to MindVision, assisting in preparation of the auction materials, evaluating the bids, and negotiating the transaction. Terms were not disclosed.

Mittler Supply, Inc. was acquired by Praxair, Inc. following an auction process. Scudder Hornung-Scherr served as special mergers and acquisitions counsel to Mittler, assisting in preparation of the auction materials, evaluating the bids, and negotiating the transaction. Terms were not disclosed.

Muir Wood, LLC, a provider of mental health and substance abuse treatment, was acquired by Avesi Partners, a private equity fund. Scudder Hornung-Scherr represented Muir Wood, LLC in negotiating, documenting, and closing the transaction.

Scudder Hornung-Scherr has represented Nebraska Angels, Inc., which makes minority investment in start-up companies.

Scudder Hornung-Scherr represented NonstopDelivery, LLC ("NSD"), a leading last mile logistics provider specializing in a full range of home and business delivery solutions, in Hub Group, Inc.'s acquisition of NSD.

Out West Express, LLC, a truckload transportation provider specializing in Mexican cross-border logistics, was acquired by Cox Transportation Services, LLC. Scudder Hornung-Scherr represented Out West Express, LLC in negotiating, documenting, and closing the transaction.

Panther Expedited Services, Inc., an asset-light provider of expedited ground and freight forwarding services, was acquired by Arkansas Best Corporation in a competitive auction. Scudder Hornung-Scherr served as acquisition counsel to Panther. Scudder Hornung-Scherr had previously represented Panther in acquiring a portion of the assets of Con-way Expedite & Brokerage Inc., the stock of Integres Global Logistics, Inc. and the equity of Elite Worldwide Logistics.

Perfect Commerce, Inc. (f/k/a eScout LLC) acquired Perfect Commerce and took its name in a stock-for-stock merger. The transaction paired two leading venture capital-backed electronic procurement companies. Scudder Hornung-Scherr represented the acquirer.

Pinnacle Workforce Logistics (f/k/a RoadLink Workforce Solutions, L.L.C.) acquired certain assets of JG Transport, Inc. JG Transport is a regional provider of warehouse logistics and staffing services, including key service agreement with major national customers. This acquisition enhanced geographic coverage of Pinnacle's business and ability to serve new customers. Scudder Hornung-Scherr represented Pinnacle in this acquisition.

Premier Trailer Leasing acquired the assets of Trailer Fleet International LLC. This acquisition included nearly 3,000 trailers and multiple facilities, expanding Premier's service capabilities. Scudder Hornung-Scherr represented Premier in this acquisition.

Premier Trailer Leasing, Inc. was acquired by Redwood Capital Investments, LLC from Garrison Investment Group. Premier Trailer Leasing, Inc. is a leading provider of trailer leasing and rental assets. Scudder Hornung-Scherr represented Garrison and Premier in this transaction.

Assisted the owner of a multi‐generational agricultural products business in developing a marketing memorandum to describe the company’s three operating divisions, identifying likely buyers, conducting in‐person presentations with multiple buyers at various Idaho and Texas locations, then negotiating, documenting, and closing the sale of one division to a Colorado buyer for $65 million, and performing the same services for sale of the client’s two remaining divisions and closing a sale to an Oregon subsidiary of a California buyer, leading our client to write a letter stating “I want to express my appreciation and extreme gratitude to [Scudder Hornung-Scherr] for the effort that you put forth in this sale that, I believe, resulted in achieving the greatest value for the assets of Rangen, Inc.“

RoadLink sold its intermodal drayage and workforce solutions business units. Previously RoadLink USA, Inc. had acquired through its subsidiaries the assets of the following intermodal trucking companies: Reserve Transportation Services, Unity Distribution Group, West Coast Trucking, Inc., and American Freight Systems. Scudder Hornung-Scherr represented RoadLink in these transactions.

Saddle Creek Corporation acquired the assets of ServiceCraft, LLC and the outstanding stock of ProLog Logistics. Scudder Hornung-Scherr represented Saddle Creek Corporation in these transactions.

Swift Transportation Co., Inc. (NYSE: SWFT) was taken private by Saint Corporation in a transaction valued at $3.6 billion, including debt assumed and Moyes family’s rollover equity. Scudder Hornung-Scherr represented Saint Corporation and its owner, Jerry Moyes, in the transaction.

Swift Transportation Co., Inc. (NYSE: SWFT) acquired from a Wal-Mart subsidiary the $145 million revenue Merit Distribution and certain dedicated fleets serving Wal-Mart grocery distribution centers. Scudder Hornung-Scherr represented Swift in the transaction.

TFI International Inc. purchase of DLS Worldwide: In 2020 TFI International Inc. purchased the DLS Worldwide Logistics business from R.R. Donnelley & Sons Company for $225 million. DLS provides third-party logistics services (3PL) through a third-party network of internal sales personnel, commissioned sales agents and agent-stations. Scudder Hornung-Scherr represented TFI in this Transaction.

Scudder Hornung-Scherr represented TFI International Inc. (NYSE and TSX: TFI) in its acquisition of UPS Ground Freight, Inc., the LTL division of UPS, for $800 million. Scudder Hornung-Scherr also represented TFI in connection with associated freight-related commercial agreements with UPS.

Scudder Hornung-Scherr represented Transportation Partners & Logistics, LLC (“TP&L”), a leading provider of logistics, transportation, and supply chain management solutions serving renewable energy and industrial markets, in a private equity firm’s acquisition of a majority interest in TP&L.

Scudder Hornung-Scherr has advised Transcard, LLC, a prepaid, payroll, gift, and reloadable card provider, on contractual, strategic, corporate, and financing matters under consideration by the company.

Scudder Hornung-Scherr represented one of the founding companies in contributing its non-asset based brokerage business in exchange for equity of Transplace and two of the equity holders in the sale of Transplace to a private equity buyer.

New Mountain Lake Acquisition Company successfully completed a cash tender offer to take private U.S. Xpress Enterprises, Inc. at $20.10 per share in an approximately $350 million enterprise value transaction. New Mountain Lake was controlled by the founders of U.S. Xpress. Scudder Hornung-Scherr represented New Mountain Lake in the tender offer and related financing.

U.S. Xpress Enterprises, Inc. closed an 80% equity investment in Arnold Transportation Services, an approximately $200 million revenue company, and placed over $85 million of equity and debt financing to fund the acquisition. Scudder Hornung-Scherr represented U.S. Xpress in structuring and negotiating the transaction and financing. Scudder Hornung-Scherr also handled U.S. Xpress’s acquisitions of Total Transportation, C&C Trucking, and Abilene Motor Express and advised on the disposition of its airport-to-airport business to Forward Air.

Scudder Hornung-Scherr represented U.S. Xpress Enterprises, Inc. in its acquisition of a majority interest in the assets of Haulynx, Inc., a transportation technology company providing ELDs and a mobile device load-matching and routing application.

Germany-based DB Schenker acquired publicly traded USA Truck, Inc. (Former Nasdaq: USAK), a long-haul trucking and logistics/supply chain provider, for a purchase price of $435 million. Scudder Hornung-Scherr represented USA Truck, Inc. in negotiating, documenting, and closing the transaction, including obtaining approval under the Hart-Scott-Rodino Act and from the Committee on Foreign Investment in the United States.

Scudder Hornung-Scherr represented USA Truck, Inc. in its acquisition of Davis Transfer Company and related entities.

WareOnEarth Communications, a technology company primarily serving the U.S. government, closes sale transaction. Scudder Hornung-Scherr served as counsel for the sellers. Terms were not disclosed.