お知らせ • Sep 16
RXO, Inc. (NYSE:RXO) completed the acquisition of Coyote Logistics, LLC from United Parcel Service of America, Inc., UPS Corporate Finance S.ár.l and UPS SCS (UK) Ltd.
RXO, Inc. (NYSE:RXO) entered into a definitive agreement to acquire Coyote Logistics, LLC from United Parcel Service of America, Inc., UPS Corporate Finance S.ár.l and UPS SCS (UK) Ltd. for $1 billion on June 21, 2024. Under the terms of the agreement, RXO will pay $1.025 billion in cash on a cash-free, debt-free basis. RXO will continue to serve UPS’s brokered transportation needs under a contract that runs through January 2030. The transaction will be funded with a mix of equity and debt, including a $300 million equity investment from MFN Partners and a $250 million equity investment from Orbis Investments, two of RXO’s largest shareholders. On September 9, 2024 RXO announced that it intends to make an offering of $350 million of shares of its common stock and RXO intends to use the net proceeds from the offering to finance a portion of the pending acquisition of Coyote Logistics. The transaction is backstopped by fully committed financing and is expected to be neutral to leverage. For the period ending December 31, 2023, Coyote Logistics, LLC reported total revenue of $3.2 billion and EBITDA of $86 million. Transaction represents multiple ~11.9X 2023 pre-synergies adjusted EBITDA.
RXO’s Board of Directors has unanimously approved the transaction, which is subject to customary closing conditions and regulatory approvals and is expected to close by the end of 2024. As of August 7, 2024, the transaction is expected to close in the first half of the fourth quarter of 2024. The completion of the Transaction is conditioned upon the expiration or termination of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended. On August 1, 2024, the waiting period under the HSR Act with respect to the Transaction expired at 11:59 p.m., Eastern Time. The transaction is expected to be immediately and significantly accretive to RXO’s adjusted diluted earnings per share and adjusted free cash flow. RXO expects annualized cost synergies of at least $25 million.
Goldman Sachs & Co. LLC acted as financial advisor for RXO, Inc. Steven Williams, David Huntington, Brian Kim, Kristiina Leskinen, David Sobel, Nathan Mitchell, Jonathan Ashtor, Elana Bensoul, Scott Sontag, Cian O’Connor, Alyssa Wolpin, Caroline Inker, Joshua Soven, Steven Herzog, Daniel Levi, Lawrence Witdorchic, Annie Herdman, Chad de Souza, Todd Hahn, Peter Fisch and William O'Brien of Paul, Weiss, Rifkind, Wharton & Garrison LLP acted as legal advisors for RXO, Inc. J.P. Morgan Securities LLC acted as financial advisor for United Parcel Service, Inc. Rahul Patel, John Hyman, Josh Kamin, Thomas Knox, Jeff Spigel, Salomé Cisnal de Ugarte, Scott Petty, John Sweet, Sam Choy, Sydney Jones Lampard, Tessa Cranfield, Jesse Pauker, Steve Cave, Les Oakes, Michael Taylor and Courtney Trombly of King & Spalding acted as legal advisors for United Parcel Service, Inc. Equiniti Trust Company, LLC acted as transfer agent for RXO.
RXO, Inc. (NYSE:RXO) completed the acquisition of Coyote Logistics, LLC from United Parcel Service of America, Inc., UPS Corporate Finance S.ár.l and UPS SCS (UK) Ltd. on September 16, 2024.