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Forward Air Corporation Reports First Quarter 2025 Results

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Consolidated Financial Results Improved Year-Over-Year

Operational Execution Leads to Sequential Pricing and Margin Improvement at the Expedited Freight Segment

Strong Liquidity Position Increased to $393 Million

GREENEVILLE, Tenn.--(BUSINESS WIRE)-- Forward Air Corporation (NASDAQ:FWRD) (the “Company”, “Forward”, “we”, “our”, or “us”) today reported financial results for the three months ended March 31, 2025 as presented in the tables below.

“Our team made progress in the first quarter by focusing our efforts on meeting customers’ needs with award-winning service and solid operational execution,” said Shawn Stewart, Chief Executive Officer. “I am proud of our team’s ability to manage through a backdrop of economic and tariff uncertainty. Income from operations improved by $70 million and Consolidated EBITDA improved by $6 million compared to a year ago.”

“An area of emphasis has been improving pricing at the Expedited Freight segment. We began taking corrective actions late last year and finished implementing the strategy in February. The preliminary pricing results are meeting internal expectations with first quarter revenue per hundredweight, excluding fuel surcharge, up 4.3 percent compared to the fourth quarter 2024, and up 2.5 percent compared to a year ago. The segment’s reported EBITDA margin in the first quarter was 10.4 percent, a nearly a 400-basis point sequential improvement compared to the fourth quarter 2024. We continue to keep our focus on the customer, execute our strategy, grow the company and enhance shareholder value,” concluded Stewart.

Jamie Pierson, Chief Financial Officer added, “For the first quarter 2025, we reported consolidated revenue of $613 million compared to $542 million a year ago. Income from operations improved to $5 million compared to a $66 million loss from operations last year. For year-over-year comparison purposes the Omni acquisition closed on January 25, 2024 so the prior year numbers do not include the first 24 days of Omni’s results for that year.

“For the first quarter, Consolidated EBITDA ("Consolidated EBITDA"), a non-GAAP measure calculated pursuant to our Senior Secured Term Loan Credit Agreement (the "Credit Agreement"), was $69 million. The last twelve months Consolidated EBITDA as of March 31, 2025, was $313 million, which resulted in an approximate $66 million cushion per the terms of the Credit Agreement’s consolidated first lien net leverage ratio covenant.”

“Liquidity at the end of the first quarter was $393 million compared to $382 million at the end of the fourth quarter 2024. The increase was driven by operating cash flow partially offset by interest payments and transaction and integration professional fees. I am pleased with the cash flow performance in the first quarter and with the increase in liquidity to nearly $400 million,” concluded Pierson.

 

 

Three Months Ended

 

(in thousands, except per share data)

 

March 31, 2025

 

March 31, 2024

 

Change

 

Percent Change

Operating revenue

 

$

613,281

 

 

$

541,813

 

 

$

71,468

 

13.2

%

Income (loss) from operations

 

$

4,763

 

 

$

(65,732

)

 

$

70,495

 

107.2

%

Operating margin

 

 

0.8

%

 

 

(12.1

)%

 

1,290 bps

Net loss

 

$

(61,191

)

 

$

(88,794

)

 

$

27,603

 

31.1

%

Net loss per basic and diluted share

 

$

(1.68

)

 

$

(2.81

)

 

$

1.13

 

40.2

%

Cash provided (used in) by operating activities

 

$

27,615

 

 

$

(51,719

)

 

$

79,334

 

153.4

%

 

 

 

 

 

 

 

 

 

Non-GAAP Financial Measures: 1

 

 

 

 

 

 

 

 

Consolidated EBITDA

 

$

68,959

 

 

$

63,360

 

 

$

5,599

 

8.8

%

Free cash flow

 

$

16,400

 

 

$

(55,840

)

 

$

72,240

 

129.4

%

 

 

 

 

 

 

 

 

 

1 Reconciliation of these non-GAAP financial measures are provided in the financial tables below.

 

 

 

 

 

 

 

 

 

Review of Financial Results

Forward will hold a conference call to discuss first quarter 2025 results on Wednesday, May 7, 2025 at 4:30 p.m. ET. The Company’s conference call will be available online on the Investor Relations portion of the Company’s website at ir.forwardaircorp.com, or by dialing (800) 267-6316, Access Code: FWRDQ125.

A replay of the conference call will be available on the Investor Relations portion of the Company’s website at www.forwardaircorp.com, which we use as a primary mechanism to communicate with our investors. Investors are urged to monitor the Investor Relations portion of the Company’s website to easily find or navigate to current and pertinent information about us.

About Forward Air Corporation

Forward is a leading asset-light provider of transportation services across the United States, Canada and Mexico. We provide expedited less-than-truckload services, including local pick-up and delivery, shipment consolidation/deconsolidation, warehousing, and customs brokerage by utilizing a comprehensive national network of terminals. In addition, we offer truckload brokerage services, including dedicated fleet services, and intermodal, first- and last-mile, high-value drayage services, both to and from seaports and railheads, dedicated contract and Container Freight Station warehouse and handling services. Forward also operates a full portfolio of multimodal solutions, both domestically and internationally, via Omni Logistics. Omni Logistics is a global provider of air, ocean and ground services for mission-critical freight. We are more than a transportation company. Forward is a single resource for your shipping needs. For more information, visit our website at www.forwardaircorp.com.

Forward Air Corporation

Condensed Consolidated Statements of Comprehensive Loss

(Unaudited, in thousands, except per share data)

 

 

 

 

 

 

Three Months Ended

 

March 31, 2025

 

March 31, 2024

Operating revenues:

 

 

 

Expedited Freight

$

249,381

 

 

$

273,295

 

Omni Logistics

 

323,470

 

 

 

224,838

 

Intermodal

 

62,492

 

 

 

56,292

 

Corporate

 

142

 

 

 

 

Eliminations and other operations

 

(22,204

)

 

 

(12,612

)

Operating revenues

 

613,281

 

 

 

541,813

 

Operating expenses:

 

 

 

Purchased transportation

 

304,262

 

 

 

277,015

 

Salaries, wages and employee benefits

 

141,915

 

 

 

128,867

 

Operating leases

 

48,792

 

 

 

38,803

 

Depreciation and amortization

 

37,360

 

 

 

31,786

 

Insurance and claims

 

15,007

 

 

 

12,881

 

Fuel expense

 

5,649

 

 

 

5,246

 

Other operating expenses

 

55,533

 

 

 

112,947

 

Total operating expenses

 

608,518

 

 

 

607,545

 

Income (loss) from operations:

 

 

 

Expedited Freight

 

15,634

 

 

 

19,498

 

Omni Logistics

 

3,375

 

 

 

(28,585

)

Intermodal

 

5,542

 

 

 

3,586

 

Other Operations

 

(19,788

)

 

 

(60,231

)

Income (loss) from operations

 

4,763

 

 

 

(65,732

)

Other expense:

 

 

 

Interest expense, net

 

(45,547

)

 

 

(40,753

)

Foreign exchange loss

 

(922

)

 

 

(668

)

Other income, net

 

104

 

 

 

9

 

Total other expense

 

(46,365

)

 

 

(41,412

)

Net loss before income taxes

 

(41,602

)

 

 

(107,144

)

Income tax (benefit) expense

 

19,589

 

 

 

(18,350

)

Net loss

 

(61,191

)

 

 

(88,794

)

Net loss attributable to non-controlling interest

 

(10,554

)

 

 

(27,082

)

Net loss attributable to Forward Air

$

(50,637

)

 

$

(61,712

)

 

 

 

 

Basic and diluted loss per share attributable to Forward Air

$

(1.68

)

 

$

(2.81

)

 

 

 

 

Net loss

$

(61,191

)

 

$

(88,794

)

Other comprehensive income (loss):

 

 

 

Foreign currency translation adjustments

 

265

 

 

 

(151

)

Comprehensive loss

 

(60,926

)

 

 

(88,945

)

Comprehensive loss attributable to non-controlling interest

 

(10,554

)

 

 

(27,082

)

Comprehensive loss attributable to Forward Air

$

(50,372

)

 

$

(61,863

)

Expedited Freight Segment Information

(In thousands)

(Unaudited)

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended

 

March 31, 2025

 

Percent of
Revenue

 

March 31, 2024

 

Percent of
Revenue

 

Change

 

Percent
Change

Operating revenues:

 

 

 

 

 

 

 

 

 

 

 

Network 1

$

190,162

 

76.3

%

 

$

214,493

 

78.5

%

 

$

(24,331

)

 

(11.3

)%

Truckload

 

39,255

 

15.7

 

 

 

37,055

 

13.6

 

 

 

2,200

 

 

5.9

 

Other

 

19,964

 

8.0

 

 

 

21,747

 

7.9

 

 

 

(1,783

)

 

(8.2

)

Total operating revenues

 

249,381

 

100.0

 

 

 

273,295

 

100.0

 

 

 

(23,914

)

 

(8.8

)

 

 

 

 

 

 

 

 

 

 

 

 

Operating expenses:

 

 

 

 

 

 

 

 

 

 

 

Purchased transportation

 

120,680

 

48.4

 

 

 

127,760

 

46.7

 

 

 

(7,080

)

 

(5.5

)

Salaries, wages and employee benefits

 

52,577

 

21.1

 

 

 

62,553

 

22.9

 

 

 

(9,976

)

 

(15.9

)

Operating leases

 

15,433

 

6.2

 

 

 

14,982

 

5.5

 

 

 

451

 

 

3.0

 

Depreciation and amortization

 

10,379

 

4.2

 

 

 

10,290

 

3.8

 

 

 

89

 

 

0.9

 

Insurance and claims

 

10,308

 

4.1

 

 

 

10,652

 

3.9

 

 

 

(344

)

 

(3.2

)

Fuel expense

 

2,471

 

1.0

 

 

 

2,581

 

0.9

 

 

 

(110

)

 

(4.3

)

Other operating expenses

 

21,899

 

8.7

 

 

 

24,979

 

9.2

 

 

 

(3,080

)

 

(12.3

)

Total operating expenses

 

233,747

 

93.7

 

 

 

253,797

 

92.9

 

 

 

(20,050

)

 

(7.9

)

Income from operations

$

15,634

 

6.3

%

 

$

19,498

 

7.1

%

 

$

(3,864

)

 

(19.8

)%

 

 

 

 

 

 

 

 

 

 

 

 

1 Network revenue is comprised of all revenue, including linehaul, pickup and/or delivery, and fuel surcharge revenue, excluding accessorial and Truckload revenue.

Expedited Freight Operating Statistics

 

 

 

Three Months Ended

 

March 31, 2025

 

March 31, 2024

 

Percent Change

 

 

 

 

 

 

Business days

 

63

 

 

64

 

(1.6

)%

 

 

 

 

 

 

Tonnage 1,2

 

 

 

 

 

Total pounds

 

610,635

 

 

684,995

 

(10.9

)

Pounds per day

 

9,693

 

 

10,703

 

(9.4

)

 

 

 

 

 

 

Shipments 1,2

 

 

 

 

 

Total shipments

 

727

 

 

828

 

(12.2

)

Shipments per day

 

11.5

 

 

12.9

 

(10.9

)

 

 

 

 

 

 

Weight per shipment

 

840

 

 

827

 

1.6

 

 

 

 

 

 

 

Revenue per hundredweight 3

$

31.19

 

$

31.32

 

(0.4

)

Revenue per hundredweight, ex fuel 3

$

24.76

 

$

24.15

 

2.5

 

 

 

 

 

 

 

Revenue per shipment 3

$

262.04

 

$

259.14

 

1.1

 

Revenue per shipment, ex fuel 3

$

208.03

 

$

199.78

 

4.1

 

 

 

 

 

 

 

1 In thousands

2 Excludes accessorial and Truckload and products

3 Includes intercompany revenue between the Network and Truckload revenue streams

Omni Logistics Segment Information

(In thousands)

(Unaudited)

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended

 

March 31,
2025

 

Percent of
Revenue

 

March 31,
2024

 

Percent of
Revenue

 

Change

 

Percent
Change

Operating revenue

$

323,470

 

100.0

%

 

$

224,838

 

 

100.0

%

 

$

98,632

 

43.9

%

 

 

 

 

 

 

 

 

 

 

 

 

Operating expenses:

 

 

 

 

 

 

 

 

 

 

 

Purchased transportation

 

185,734

 

57.4

 

 

 

144,424

 

 

64.2

 

 

 

41,310

 

28.6

 

Salaries, wages and employee benefits

 

56,783

 

17.6

 

 

 

48,775

 

 

21.7

 

 

 

8,008

 

16.4

 

Operating leases

 

27,090

 

8.4

 

 

 

19,127

 

 

8.5

 

 

 

7,963

 

41.6

 

Depreciation and amortization

 

22,230

 

6.9

 

 

 

16,869

 

 

7.5

 

 

 

5,361

 

31.8

 

Insurance and claims

 

2,615

 

0.8

 

 

 

2,053

 

 

0.9

 

 

 

562

 

27.4

 

Fuel expense

 

1,017

 

0.3

 

 

 

304

 

 

0.1

 

 

 

713

 

234.5

 

Other operating expenses

 

24,626

 

7.6

 

 

 

21,871

 

 

9.8

 

 

 

2,755

 

12.6

 

Total operating expenses

 

320,095

 

99.0

 

 

 

253,423

 

 

112.7

 

 

 

66,672

 

26.3

 

Income (loss) from operations

$

3,375

 

1.0

%

 

$

(28,585

)

 

(12.7

)%

 

$

31,960

 

111.8

%

 

 

 

 

 

 

 

 

 

 

 

 

Intermodal Segment Information

(In thousands)

(Unaudited)

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended

 

March 31,
2025

 

Percent of
Revenue

 

March 31,
2024

 

Percent of
Revenue

 

Change

 

Percent
Change

Operating revenue

$

62,492

 

100.0

%

 

$

56,292

 

100.0

%

 

$

6,200

 

 

11.0

%

 

 

 

 

 

 

 

 

 

 

 

 

Operating expenses:

 

 

 

 

 

 

 

 

 

 

 

Purchased transportation

 

20,176

 

32.3

 

 

 

17,443

 

31.0

 

 

 

2,733

 

 

15.7

 

Salaries, wages and employee benefits

 

15,931

 

25.5

 

 

 

15,082

 

26.8

 

 

 

849

 

 

5.6

 

Operating leases

 

5,778

 

9.2

 

 

 

4,692

 

8.3

 

 

 

1,086

 

 

23.1

 

Depreciation and amortization

 

4,720

 

7.6

 

 

 

4,627

 

8.2

 

 

 

93

 

 

2.0

 

Insurance and claims

 

2,791

 

4.5

 

 

 

2,606

 

4.6

 

 

 

185

 

 

7.1

 

Fuel expense

 

2,155

 

3.4

 

 

 

2,361

 

4.2

 

 

 

(206

)

 

(8.7

)

Other operating expenses

 

5,399

 

8.6

 

 

 

5,895

 

10.5

 

 

 

(496

)

 

(8.4

)

Total operating expenses

 

56,950

 

91.1

 

 

 

52,706

 

93.6

 

 

 

4,244

 

 

8.1

 

Income from operations

$

5,542

 

8.9

%

 

$

3,586

 

6.4

%

 

$

1,956

 

 

54.5

%

 

 

 

 

 

 

 

 

 

 

 

 

Intermodal Operating Statistics

 

 

 

Three Months Ended

 

March 31, 2025

 

March 31, 2024

 

Percent Change

Drayage shipments

 

64,449

 

 

62,659

 

2.9

%

Drayage revenue per shipment

$

883

 

$

822

 

7.4

%

Forward Air Corporation

Condensed Consolidated Balance Sheets

(In thousands)

(Unaudited)

 

March 31, 2025

 

December 31, 2024

Assets

 

 

 

Current assets:

 

 

 

Cash and cash equivalents

$

116,311

 

 

$

104,903

 

Restricted cash and restricted cash equivalents

 

363

 

 

 

363

 

Accounts receivable, less allowance of $3,264 in 2025 and $3,269 in 2024

 

336,398

 

 

 

322,291

 

Prepaid expenses

 

29,398

 

 

 

29,053

 

Other current assets

 

10,895

 

 

 

15,890

 

Total current assets

 

493,365

 

 

 

472,500

 

 

 

 

 

Property and equipment, net of accumulated depreciation and amortization of $302,998 in 2025 and $292,855 in 2024

 

331,208

 

 

 

326,188

 

Operating lease right-of-use assets

 

408,642

 

 

 

410,084

 

Goodwill

 

522,712

 

 

 

522,712

 

Other acquired intangibles, net of accumulated amortization of $235,999 in 2025 and $212,905 in 2024

 

976,122

 

 

 

999,216

 

Other long term assets

 

71,793

 

 

 

71,941

 

Total assets

$

2,803,842

 

 

$

2,802,641

 

 

 

 

 

Liabilities and Shareholders' Equity

 

 

 

Current liabilities:

 

 

 

Accounts payable

$

111,510

 

 

$

105,692

 

Accrued expenses

 

143,533

 

 

 

119,836

 

Other current liabilities

 

68,197

 

 

 

45,148

 

Current portion of debt and finance lease obligations

 

17,446

 

 

 

16,930

 

Current portion of operating lease liabilities

 

97,578

 

 

 

96,440

 

Total current liabilities

 

438,264

 

 

 

384,046

 

 

 

 

 

Finance lease obligations, less current portion

 

34,332

 

 

 

30,858

 

Long-term debt, less current portion

 

1,678,647

 

 

 

1,675,930

 

Liabilities under tax receivable agreement

 

13,295

 

 

 

13,295

 

Operating lease liabilities, less current portion

 

324,957

 

 

 

325,640

 

Other long-term liabilities

 

52,164

 

 

 

48,835

 

Deferred income taxes

 

35,177

 

 

 

38,169

 

 

 

 

 

Shareholders' equity:

 

 

 

Preferred stock, $0.01 par value: Authorized shares - 5,000,000; no shares issued or outstanding in 2025 and 2024

 

 

 

 

 

Preferred stock, Class B, $0.01 par value: Authorized shares - 15,000; issued and outstanding shares - 9,511 in 2025 and 10,088 in 2024

 

 

 

 

 

Common stock, $0.01 par value: Authorized shares - 50,699,707; issued and outstanding shares - 30,413,067 in 2025 and 29,761,197 in 2024

 

304

 

 

 

298

 

Additional paid-in capital

 

546,556

 

 

 

542,392

 

Accumulated deficit

 

(389,759

)

 

 

(338,230

)

Accumulated other comprehensive loss

 

(2,467

)

 

 

(2,732

)

Total Forward Air shareholders' equity

 

154,634

 

 

 

201,728

 

Noncontrolling interest

 

72,372

 

 

 

84,140

 

Total shareholders' equity

 

227,006

 

 

 

285,868

 

Total liabilities and shareholders' equity

$

2,803,842

 

 

$

2,802,641

 

Forward Air Corporation

Condensed Consolidated Statements of Cash Flows

(In thousands)

(Unaudited)

 

Three Months Ended

 

March 31, 2025

 

March 31, 2024

Operating activities:

 

 

 

Net loss

$

(61,191

)

 

$

(88,794

)

Adjustments to reconcile net loss to net cash provided by (used in) operating activities:

 

 

 

Depreciation and amortization

 

37,360

 

 

 

31,786

 

Share-based compensation expense

 

2,958

 

 

 

1,567

 

Provision for revenue adjustments

 

647

 

 

 

1,038

 

Deferred income tax expense (benefit)

 

(2,792

)

 

 

2,945

 

Other

 

3,799

 

 

 

4,169

 

Changes in operating assets and liabilities, net of effects from the purchase of acquired businesses:

 

 

 

Accounts receivable

 

(21,145

)

 

 

(20,495

)

Other receivables

 

(434

)

 

 

5,367

 

Other current and noncurrent assets

 

767

 

 

 

(7,104

)

Accounts payable and accrued expenses

 

67,646

 

 

 

17,802

 

Net cash provided by (used in) operating activities

 

27,615

 

 

 

(51,719

)

 

 

 

 

Investing activities:

 

 

 

Proceeds from sale of property and equipment

 

691

 

 

 

849

 

Purchases of property and equipment

 

(11,906

)

 

 

(4,970

)

Purchases of a business, net of cash acquired

 

 

 

 

(1,565,242

)

Other

 

(24

)

 

 

(89

)

Net cash used in investing activities

 

(11,239

)

 

 

(1,569,452

)

 

 

 

 

Financing activities:

 

 

 

Repayments of finance lease obligations

 

(4,431

)

 

 

(4,562

)

Proceeds from credit facility

 

25,000

 

 

 

 

Payments on credit facility

 

(25,000

)

 

 

(80,000

)

Payment of debt issuance costs

 

 

 

 

(60,591

)

Payment of earn-out liability

 

 

 

 

(12,247

)

Payment of minimum tax withholdings on share-based awards

 

(894

)

 

 

(1,326

)

Net cash used in financing activities

 

(5,325

)

 

 

(158,726

)

Effect of exchange rate changes on cash

 

357

 

 

 

94

 

Net increase (decrease) in cash, cash equivalents, restricted cash, and restricted cash equivalents

 

11,408

 

 

 

(1,779,803

)

Cash, cash equivalents, restricted cash and restricted cash equivalents at beginning of period

 

105,266

 

 

 

1,952,073

 

Cash, cash equivalents, restricted cash and restricted cash equivalents at end of period

$

116,674

 

 

$

172,270

 

 

 

 

 

Forward Air Corporation Reconciliation of Non-GAAP Financial Measures

In this press release, the Company includes financial measures that are derived on the basis of methodologies other than in accordance with accounting principles generally accepted in the United States (GAAP). The Company believes that meaningful analysis of its financial performance requires an understanding of the factors underlying that performance, including an understanding of items that are non-operational. Management uses these non-GAAP financial measures in making financial, operating, compensation and planning decisions as well as evaluating the Company’s performance.

For the three months ended March 31, 2025 and 2024, this press release contains the following non-GAAP financial measures: Consolidated EBITDA, Reported EBITDA and free cash flow.

All non-GAAP financial measures are presented on a continuing operations basis.

The Company believes that Consolidated EBITDA and Reported EBITDA improves comparability from period to period by removing the impact of its capital structure (interest and financing expenses), asset base (depreciation and amortization) and tax impacts. The Company believes that free cash flow is an important measure of its ability to repay maturing debt or fund other uses of capital that it believes will enhance shareholder value.

The Company is also providing Consolidated EBITDA calculated in accordance with our credit agreement as we believe it provides investors with important information regarding our financial condition and compliance with our obligations under our credit agreement.

Non-GAAP financial measures should be viewed in addition to, and not as an alternative to or substitute for, the Company’s financial results prepared in accordance with GAAP. The Company has included, for the periods indicated, a reconciliation of the non-GAAP financial measure to the most directly comparable GAAP financial measure. Investors and other readers are encouraged to review the related U.S. GAAP financial measures and the reconciliations of the non-GAAP measures to their most directly comparable U.S. GAAP measures set forth below.

The following is a reconciliation of net income to Consolidated EBITDA for the three months ended March 31, 2025 and 2024 (in thousands):

 

 

Three Months Ended

 

 

March 31, 2025

 

March 31, 2024

Net (loss) income

 

$

(61,191

)

 

$

(88,794

)

Interest expense

 

 

45,547

 

 

 

40,753

 

Income tax (benefit) expense

 

 

19,589

 

 

 

(18,350

)

Depreciation and amortization

 

 

37,360

 

 

 

31,786

 

Reported EBITDA

 

 

41,305

 

 

 

(34,605

)

Transaction and integration costs

 

 

13,926

 

 

 

61,924

 

Severance costs

 

 

1,574

 

 

 

7,556

 

Optimization project costs

 

 

1,031

 

 

 

 

Pro forma synergies

 

 

 

 

 

10,507

 

Pro forma savings

 

 

 

 

 

11,447

 

Other

 

 

11,123

 

 

 

6,531

 

Consolidated EBITDA

 

$

68,959

 

 

$

63,360

 

The following is a reconciliation of net cash provided by operating activities to free cash flow for the three months ended March 31, 2025 and 2024 (in thousands):

 

 

Three Months Ended

 

 

March 31, 2025

 

March 31, 2024

Net cash provided by (used in) operating activities

 

$

27,615

 

 

$

(51,719

)

Proceeds from sale of property and equipment

 

 

691

 

 

 

849

 

Purchases of property and equipment

 

 

(11,906

)

 

 

(4,970

)

Free cash flow

 

$

16,400

 

 

$

(55,840

)

Note Regarding Forward-Looking Statements

This press release contains “forward-looking statements” within the meaning of the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995. Forward-looking statements can be identified by words such as: “anticipate,” “intend,” “plan,” “goal,” “seek,” “believe,” “project,” “estimate,” “expect,” “strategy,” “future,” “likely,” “may,” “should,” “will” and similar references to future periods. Forward-looking statements included in this press release relate to the Company’s expectations for long-term growth; ability to achieve and expand synergistic service offerings; expectations regarding the corrective pricing actions that the Company has taken as well as the impact that may have on the business and the Company’s expectations regarding the Company’s financial performance, including Consolidated EBITDA, and the impact it may have on the business and results of operations.

Forward-looking statements are neither historical facts nor assurances of future performance. Instead, they are based only on our current beliefs, expectations and assumptions regarding the future of our business, future plans and strategies, projections, anticipated events and trends, the economy and other future conditions. Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict and many of which are outside of our control. Our actual results and financial condition may differ materially from those indicated in the forward-looking statements. Therefore, you should not unduly rely on any of these forward-looking statements. The following is a list of factors, among others, that could cause actual results to differ materially from those contemplated by the forward-looking statements: economic factors such as recessions, inflation, higher interest rates and downturns in customer business cycles, the Company's ability to achieve the expected strategic, financial and other benefits of the acquisition of Omni Logistics, the risk that the businesses will not be integrated successfully or that integration may be more difficult, time-consuming or costly than expected, the risk that operating costs, customer loss, management and employee retention and business disruption (including, without limitation, difficulties in maintaining relationships with employees, customers, clients or suppliers) as a result of the acquisition of Omni Logistics may be greater than expected, continued weakening of the freight environment, future debt and financing levels, our ability to deleverage, including, without limitation, through capital allocation or divestitures of non-core businesses, our ability to secure terminal facilities in desirable locations at reasonable rates, more limited liquidity than expected which limits our ability to make key investments, the creditworthiness of our customers and their ability to pay for services rendered, our inability to maintain our historical growth rate because of a decreased volume of freight or decreased average revenue per pound of freight moving through our network, the availability and compensation of qualified Leased Capacity Providers and freight handlers as well as contracted, third-party carriers needed to serve our customers’ transportation needs, our inability to manage our information systems and inability of our information systems to handle an increased volume of freight moving through our network, the occurrence of cybersecurity risks and events, market acceptance of our service offerings, claims for property damage, personal injuries or workers’ compensation, enforcement of and changes in governmental regulations, environmental, tax, insurance and accounting matters, the handling of hazardous materials, changes in fuel prices, loss of a major customer, increasing competition, and pricing pressure, our dependence on our senior management team and the potential effects of changes in employee status, seasonal trends, the occurrence of certain weather events, restrictions in our charter and bylaws and the risks described in our Annual Report on Form 10-K for the year ended December 31, 2024, and as may be identified in our subsequent Quarterly Reports on Form 10-Q and Current Reports on Form 8-K.

We caution readers that any forward-looking statement made by us in this press release is based only on information currently available to us and they should not place undue reliance on these forward-looking statements, which reflect management's opinion as of the date on which it is made. We undertake no obligation to publicly update any forward- looking statement, whether written or oral, that may be made from time to time, whether as a result of new information, future developments or otherwise unless required by law.

Forward Air Corporation

Investors:

Tony Carreño

investorrelations@forwardair.com

Media:

Justin Moss

(404) 362-8933

jmoss@forwardair.com

Source: Forward Air Corporation

Forward Air

NASDAQ:FWRD

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Integrated Freight & Logistics
Arrangement of Transportation of Freight & Cargo
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United States
GREENEVILLE