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ECM also bolsters Werner’s presence in Ohio and the Mid-Atlantic and Northeast regions of the country and provides it more exposure to the growing 200- to 300-mile length of haul market.
ECM TRANSPORT DRIVERS
The deal increases Werner’s fleet (previously 7,800 units) by roughly 6% and adds 500 drivers to the roster. The company said it remains committed to a long-term goal of net debt-to-EBITDA in the range of 0.5x to 1.0x.
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ECM TRANSPORT PRO
Werner’s debt leverage increases to 0.4x on a pro forma basis as of the end of the first quarter. The new term loan bears an interest rate of 1.28%. In a separate filing with the Securities and Exchange Commission, Werner announced it amended its existing credit agreement with BMO Harris Bank ( NYSE: BMO), raising borrowing capacity to $300 million, which includes the new term loan in addition to the existing $200 million revolving credit facility. The deal was financed with cash on hand, existing credit facilities and a new $100 million fixed-rate term loan, which matures in May 2024. Werner ended the first quarter slightly leveraged, carrying $92 million in net debt, or 0.2x net debt-to-last-12-months’ EBITDA. The company sold its freight forwarding segment earlier in the year, refocusing its efforts on its core TL, brokerage and logistics offerings. Shortly after it was announced that Leathers would succeed founder CL Werner as chairman, the company’s longer-term capital deployment strategy began to include acquisitions as a potential means of growth. “The addition of ECM’s skilled drivers, nondriver associates and terminal network strengthens our portfolio by adding short-haul expertise in a segment in which consumer demand and supply chain needs are growing,” said Derek Leathers, chairman, president and CEO. Acquisition priceĬombining fleet management, procurement savingsĪccretive year one according to management ~$0.20 in annual EPS In 2020, Werner reported consolidated revenue of $2.4 billion with an adjusted operating margin of 10.2%, which includes brokerage and logistics operations that carry significantly lower margins than Werner’s asset-based TL operations (12.8%). The purchase price implies the deal was done at approximately 8x operating income and roughly 5x earnings before interest, taxes, depreciation and amortization (EBITDA).
ECM TRANSPORT DRIVER
Drivers will see no changes to daily operations as driver leaders and leadership remain in place and they will be able to continue to operate their current equipment. Management expects little attrition of customers or drivers as the fleet will continue to operate under the current ECM banner. Werner reported adjusted earnings of $2.59 per share in 2020. On a Friday call with analysts, management said the deal is likely to add roughly 20 cents per share to annual earnings. With a 19.8% operating margin, the deal is expected to be accretive to Werner’s earnings in the first year. The group generated revenue of $108 million in 2020 with 500 trucks and 2,000 trailers out of its network of eight terminals and 18 drop yard facilities. The ECM group of companies includes regional truckload carriers Cheswick, Pennsylvania-based ECM Transport, which operates a fleet of 450 trucks, and Motor Carrier Services of Pennsylvania, which has 50 trucks and is headquartered in Northwood, Ohio. The Omaha, Nebraska-based carrier has the option to purchase the remaining 20% of ECM after five years. Transportation and logistics provider Werner Enterprises ( NASDAQ: WERN) announced Thursday after the market close that it had acquired an 80% equity stake in ECM Transport Group for $142.4 million.
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