Announces Conference Call to Discuss Acquisition
MINNEAPOLIS--(BUSINESS WIRE)--Sep. 25, 2012--
C.H. Robinson Worldwide, Inc. (“C.H. Robinson”) (Nasdaq: CHRW), today
announced that it has reached a stock purchase agreement to acquire
Phoenix International, Inc. (“Phoenix”) for $571.5 million in cash and
approximately $63.5 million in newly-issued C.H. Robinson stock.
The agreement is subject to certain customary closing conditions,
including regulatory approval. Closing of the acquisition is expected to
occur in the fourth quarter of 2012. C.H. Robinson will use existing
cash and plans to enter into a revolving credit facility with major
banks to finance the cash portion of the purchase price. The acquisition
is expected to be modestly accretive in the first year.
Phoenix is a privately-held international freight forwarder. In its most
recently completed fiscal year, as of June 30, 2012, Phoenix generated
gross revenues of approximately $807 million, net revenues of
approximately $161 million and adjusted operating income of
approximately $48 million.
Phoenix primarily provides international freight forwarding services,
including ocean, air, and customs brokerage, currently serving
approximately 15,000 customers globally. Phoenix has approximately 2,000
employees, located in 76 offices in 15 countries. The company is
headquartered in Chicago, Illinois.
“Phoenix is a high quality growth company that brings additional
expertise and scale to a key part of our long term growth strategy,”
said John Wiehoff, C.H. Robinson chairman and chief executive officer.
“Along with their proven track record of success, Phoenix has strong
customer and carrier relationships, a talented management team and
excellent people, and a performance-based company culture that is very
similar to Robinson’s.”
Wiehoff continued, “We see significant long-term opportunity in
international forwarding as global trade expands, scale and technology
continue to become more important, and shippers increasingly look to
transportation providers to provide global services. Together, Robinson
and Phoenix will be in a strong competitive position to capitalize on
those growth opportunities and continue expanding our market share.”
Bill McInerney, executive chairman of Phoenix, founded the
company in 1979. Following the completion of the acquisition, McInerney
plans to retire. Other key executive management will assume management
positions with C.H. Robinson. Phoenix chief executive officer Stéphane
Rambaud, 48, will lead the combined international freight forwarding
services of C.H. Robinson and Phoenix.
“It was our top priority to ensure that Phoenix be acquired by an
organization that is strongly positioned for success, while sharing
similar cultural values of service and performance,” said McInerney.
“Joining with C.H. Robinson enables Phoenix to offer its customers a
broader menu of services, leverage combined volumes more efficiently,
and provide employees with even greater career path
opportunities. Although I will not be part of the enterprise going
forward, I share the enthusiasm for the future that has so excited the
Phoenix leadership team and I believe strongly that C.H. Robinson offers
exactly the premier global logistics network that was needed.”
Conference Call Information:
C.H. Robinson Phoenix International Acquisition Conference Call
Tuesday, September 25, 2012 8:30- 9:00 a.m. Eastern Time
Presentation slides and a simultaneous live audio webcast of the
conference call may be accessed through the Investor Relations link on
C.H. Robinson’s website at www.chrobinson.com
To participate in the conference call by telephone, please call ten
minutes early by dialing: 1-877-941-6009
Callers should reference the conference ID, which is 4566721
Webcast replay available through Investor Relations link at www.chrobinson.com
Telephone audio replay available until 12:59 a.m. Eastern Time on
September 28: 1-800-406-7325; passcode: 4566721#
Founded in 1905, C.H. Robinson Worldwide, Inc., is a global provider of
multimodal transportation services and logistics solutions, serving over
37,000 customers through a network of 234 offices in North America,
Europe, Asia, South America, and Australia. C.H. Robinson is one of the
largest third-party logistics companies in the world, with annual total
revenues of over $10 billion. For more information about our company,
visit our Web site at www.chrobinson.com.
Except for the historical information contained herein, the matters set
forth in this release are forward-looking statements that represent our
expectations, beliefs, intentions or strategies concerning future
events. These forward-looking statements are subject to certain risks
and uncertainties that could cause actual results to differ materially
from our historical experience or our present expectations, including,
but not limited to such factors as changes in economic conditions,
including changes in market demand and pressures on the pricing for our
services; competition and growth rates within the third party logistics
industry; freight levels and availability of truck capacity or
alternative means of transporting freight, and changes in relationships
with existing truck, rail, ocean and air carriers; changes in our
customer base due to possible consolidation among our customers; our
ability to integrate the operations of acquired companies with our
historic operations successfully; risks associated with litigation and
insurance coverage; risks associated with operations outside of the
U.S.; risks associated with the potential impacts of changes in
government regulations; risks associated with the produce industry,
including food safety and contamination issues; fuel prices and
availability; and the impact of war on the economy; and other risks and
uncertainties detailed in our Annual and Quarterly Reports. In addition,
such forward-looking statements relate to the expected closing date of
the acquisition and the anticipated benefits of the acquisition. Actual
results could differ materially from those projected in these
forward-looking statements as a result of (i) unexpected delays in
obtaining regulatory approvals; (ii) the inability of either C.H.
Robinson or Phoenix to satisfy the conditions to the consummation of the
acquisition; (iii) unforeseen difficulties in integrating the operations
of Phoenix; or (iv) unanticipated negative reaction to the proposed
transaction by customers or suppliers. Any forward looking statement
speaks only as of the date on which such statement is made, and we
undertake no obligation to update such statements to reflect events or
circumstances arising after such date.
Source: C.H. Robinson Worldwide, Inc.
C.H. Robinson Worldwide, Inc.
Angie Freeman, vice president, 1-952-937-7847
"Safe Harbor" Statement under the Private Securities Litigation Reform Act of 1995: Statements in this press release regarding C.H. Robinson Worldwide Inc's business which are not historical facts are "forward-looking statements" that involve risks and uncertainties. For a discussion of such risks and uncertainties, which could cause actual results to differ from those contained in the forward-looking statements, see "Risk Factors" in the Company's Annual Report or Form 10-K for the most recently ended fiscal year.