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July 6, 2021 2:00 PM, EDT

Knight-Swift Transportation Acquires AAA Cooper

Knight-Swift Knight-Swift Transportation Holdings Inc.

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Knight-Swift Transportation Holdings on July 6 announced it had acquired less-than-truckload specialist AAA Cooper Transportation.

The acquisition was valued by the companies at $1.35 billion. AAA Cooper is expected to generate approximately $780 million in revenue and $80 million in operating income for full-year 2021. Knight-Swift sees the deal as a growth opportunity and way to enter into the LTL market. 

PLENTY OF LTL FREIGHT TO MOVE: Sector enters summer with strong tailwinds

“We have long had interest in the LTL space and admired the success of AAA Cooper,” Knight-Swift CEO Dave Jackson said in a statement. “We feel honored to be stewards of the AAA Cooper brand.”
 

Dave Jackson

Jackson

Knight-Swift said it had three main requirements for acquiring its first LTL operation: The company needed to have significant market share, be profitable and have management depth to operate independently and maintain a good company culture.

 “We were excited to have identified AAA Cooper as a partner that meets all three requirements,” Jackson said. “I couldn’t be happier to finally find the right time for both of us to create a partnership. This transaction firmly positions us as a meaningful player in the LTL space, where we intend to grow both organically and through future acquisitions.” 

AAA Cooper has a network of about 70 facilities throughout the Southeast and Midwest. Its fleet includes nearly 3,000 tractors and 7,000 trailers. The Dothan, Ala.-based carrier will continue to operate independently, with CEO Reid Dove retaining his leadership role. Dove also has been appointed to the Knight-Swift board of directors.
 

“Joining the Knight-Swift team is an exciting combination for the AAA Cooper team members and customers,” Dove said. “It will allow us to pursue new opportunities and accelerate our growth.”

The purchase price consisted of $1.3 billion in cash, $10 million in Knight-Swift shares and about $40 million in assumed debt. Cash for the transaction was funded from a $1.2 billion term loan provided by Bank of America, as well as existing liquidity.

“This is the fusion of two excellent companies in their respective sectors of the transportation industry, which makes this a win for our people, our customers and for the newly expanded Knight-Swift team,” Dove said.

Amit Mehrotra

Mehrotra

Knight-Swift received generally positive reactions from analysts after announcing the acquisition. Deutsche Bank research analyst Amit Mehrotra called the decision to enter into the LTL market big. He had predicted at the beginning of the year that the carrier would make a transformative acquisition.

“From a synergy perspective, we think it’s significant,” Mehrotra said. “For example, LTL companies typically have many more customers than TL companies, potentially allowing KNX’s TL operations to benefit from a broader customer base. We also see benefits on driver recruitment and retention.”

Stephens Inc. said the decision provides a new growth platform for the company. The investment bank is looking for Knight-Swift to leverage the existing AAA Cooper footprint to grow its LTL business into other parts of the U.S. once integrated.

“It’s no secret that KNX has been increasingly focused on potential transactions to gain entrance into the LTL market as it looks to add an incremental platform for revenue growth and diversify its story for investors away from the more cyclical asset-based truckload market,” Stephens analyst Jack Atkins said in a report. “It got that with AAA Cooper, which is a strong nonunion LTL carrier that can be scaled in the future for growth.”

Seidl

Cowen and Co. was surprised that Knight-Swift decided to dive into the LTL space now given the current environment. Still, the investment bank and financial services company expressed confidence in both businesses and their management teams. 

“We see KNX as a strong leader that will enable its new LTL segment to grow behind investment into new terminals, offer top-line synergies as it leverages network optimization and customer base, and bottom-line synergies through economies of scale and technology deployment,” Cowen analyst Jason Seidl wrote in the report. “With supply chain tightness and e-commerce growth, LTL trends have proved favorable, which we expect will continue through the rest of the calendar year.”

Scudder Law Firm was Knight-Swift’s transaction and legal adviser, and Maynard Cooper & Gale served AAA Cooper in the same capacity. SJ Consulting Group Inc. also provided advisory services to Knight-Swift in connection with the transaction.

Knight-Swift ranks No. 6 on the Transport Topics Top 100 list of the largest for-hire carriers in North America. AAA Cooper ranks No. 53 on the TT 100 for-hire list.

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