Knight Transportation, Inc. (NYSE:KNX)(“Knight”), one of North America’s
largest and most diversified truckload transportation companies, today
issued the following statement regarding USA Truck, Inc.’s (NASDAQ:USAK)
rejection of Knight’s $9.00 per share, all-cash, premium proposal:
We are disappointed that USA Truck has once again rejected Knight’s
all-cash, premium proposal. Since making our proposal public, we have
had discussions with several of USA Truck’s largest shareholders that
have indicated their support for our proposal and have encouraged us to
continue to take the necessary steps to acquire USA Truck. We continue
to believe that a combination of Knight and USA Truck is better
positioned to deliver value for and is in the best interest of all of
Knight and USA Truck’s stakeholders, and we are prepared to take the
necessary steps to make this combination a reality.
Knight also announced today that it has filed with the U.S. Securities
and Exchange Commission an amendment to its Schedule 13D, originally
filed on September 26, 2013, disclosing an increased ownership position
of 1,192,364 shares of USA Truck common stock, representing
approximately 11.3% of USA Truck’s shares outstanding.
As previously announced on September 26, 2013, Knight proposed to
acquire all of the outstanding shares of USA Truck for $9.00 per share
in cash, valuing the equity of USA Truck at approximately $95 million.
The total value of the proposed transaction is approximately $242
million, including USA Truck’s approximately $147 million of outstanding
net indebtedness. The proposal represents a significant premium of
approximately 39% to USA Truck’s closing price on September 25, 2013,
the last trading day prior to public announcement of Knight’s proposal;
a premium of approximately 50% to USA Truck’s average closing price for
the ten trading day period prior to Knight’s announcement; and a premium
of approximately 58% to USA Truck’s closing price on August 27, 2013,
the last trading day prior to Knight’s August 28, 2013, proposal letter
to USA Truck’s Board of Directors.
Evercore is acting as financial advisor to Knight and Fried, Frank,
Harris, Shriver & Jacobson LLP is acting as Knight’s legal advisor.
About Knight Transportation
Knight Transportation, Inc. is a provider of multiple truckload
transportation services using a nationwide network of service centers in
the U.S. to serve customers throughout North America. In addition to
operating one of the country’s largest tractor fleets, Knight also
partners with third-party equipment providers to provide a broad range
of truckload services to its customers while creating quality driving
jobs for our driving associates and successful business opportunities
for owner-operators.
Forward-Looking Statements
Some statements set forth in this press release, including those
regarding Knight’s proposal to acquire USA Truck and the expected impact
of an acquisition of USA Truck on Knight and its financial results and
operations, contain forward-looking statements that are subject to
change. Statements including words such as “believe”, “expect”, or
similar words as well as statements in the future tense are
forward-looking statements. These forward-looking statements are subject
to risks and uncertainties that could cause actual events or actual
future results to differ materially from the expectations set forth in
the forward-looking statements. Some of the factors which could cause
results to differ materially from the expectations expressed in these
forward-looking statements include the following: the possibility that
an acquisition of USA Truck by Knight may not be completed; the risk
that, if the acquisition is completed, Knight may face difficulty or be
unable to enhance the performance of USA Truck’s operations or
successfully integrate USA Truck’s operations; and other factors
identified from time-to-time in Knight’s filings with the Securities and
Exchange Commission. All forward-looking statements in this press
release are qualified by these cautionary statements and are made only
as of the date of this news release.
Copyright Business Wire 2013