Forward Air’s $2.25 Billion of High‑Yield Notes and Credit Facilities to Finance the Acquisition of Omni Logistics
January 31, 2024
Cravath represented Forward Air Corporation in connection with $1.525 billion of senior secured credit facilities and $725 million of 144A/Reg. S high‑yield senior secured notes in connection with its acquisition of Omni Logistics. Forward Air Corporation is a leading asset‑light freight and logistics company. The acquisition closed on January 25, 2024.
The Cravath team representing Forward Air Corporation included partners Joseph D. Zavaglia, Douglas Dolan and Kelly M. Smercina, of counsel Isaac C. Beerman and associates Ori Oren, Matthew C. Weinstein, Elise Zhou and Colin L. Halvey on capital markets and banking matters; associates Carlos Nicholas Obando and Tristan Baylor on tax matters; partner Matthew Morreale on environmental matters; and practice area attorney David Crampton on executive compensation and benefits matters.
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J.D., 2004, Brooklyn Law SchoolValedictorian, summa cum laude
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B.B.A., 2001, College of Insurancecum laude
- New York
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J.D., 2014, New York University School of Lawmagna cum laude
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B.A., 2011, Cornell University
- New York
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J.D., 2014, University of Michigan Law SchoolOrder of the Coif, summa cum laude
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B.A., 2011, University of Notre DamePhi Beta Kappa, summa cum laude
- New York
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J.D., 2010, Harvard Law School
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B.A., 2006, University of North Carolina at Chapel HillPhi Beta Kappa, cum laude
- New York
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J.D., 1997, Columbia Law SchoolHarlan Fiske Stone Scholar
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M.S., 1994, University of Pennsylvania
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B.A., 1990, University of Pennsylvania
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B.A.S., 1990, University of Pennsylvania
- New York
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Related News & Insights
Deals & Cases
January 24, 2024
Forward Air’s Amended Agreement to Acquire Omni Logistics, Resolving Previously Announced Litigation
On January 22, 2024, Forward Air Corporation (“Forward”) announced an agreement with Omni Logistics, LLC (“Omni”), a private company that is majority owned by Ridgemont Equity Partners and EVE Partners, LLC, to amend the terms of the existing merger agreement relating to their previously announced acquisition. This agreement ends the litigation between the parties, which will now be dismissed. Under the terms of the amended merger agreement, Omni shareholders will receive $20 million in cash, instead of the $150 million initially agreed, and 35% of Forward’s pro forma common equity (on a fully‑diluted, as‑converted basis), as compared to the 37.7% of Forward’s pro forma common equity (on a fully‑diluted, as‑converted basis) contemplated by the original agreement. Cravath is representing Forward in connection with the transaction and related litigation.
Deals & Cases
August 10, 2023
Forward Air’s Combination with Omni Logistics
On August 10, 2023, Forward Air Corporation (“Forward”), a provider of transportation services, and Omni Logistics, LLC (“Omni”), a private logistics and supply chain management company that is majority owned by Ridgemont Equity Partners and EVE Partners, LLC, announced that they have entered into a definitive agreement under which Forward and Omni will combine in a cash-and-stock transaction, creating a combined company that generated approximately $3.7 billion of combined company adjusted revenue for the twelve months ended June 30, 2023. Cravath is representing Forward in connection with the transaction.
