Covenant Transportation Group’s Acquisition of Landair Holdings


Vinson & Elkins advised Covenant Transportation Group, Inc. in connection with its acquisition of Landair Holdings, Inc.

Covenant Transportation Group, Inc. (NASDAQ/GS:CVTI) has completed the acquisition of Landair Holdings, Inc. of Greeneville, Tennessee, the holding company for Landair Transport, Inc. and Landair Logistics, Inc. Landair is a leading dedicated and for-hire truckload carrier, as well as a supplier of 3PL transportation, warehousing and logistics inventory management services.

Under the terms of the agreement, CTG purchased 100% of Landair’s outstanding stock in exchange for approximately $83.0 million in cash. At closing, Landair also had approximately $15.5 million of debt which CTG has refinanced. The acquisition was funded by cash on hand of approximately $45.5 million accumulated from positive operating cash flows since the end of February 2018 and approximately $53.0 million of previously unencumbered used revenue equipment financing. At March 31, 2018, CTG’s net balance sheet debt-to-EBITDA ratio was approximately 1.5x. Following the transaction, CTG’s pro forma net balance sheet debt-to-EBITDA is expected to be approximately 1.9x-2.0x. Net balance sheet debt is defined as total balance sheet debt and capital lease obligations, net of cash and cash equivalents.

Landair is a leading dedicated and for-hire truckload carrier, as well as a supplier of 3PL transportation, warehousing and logistics inventory management services.

Covenant Transportation Group, Inc. operates as a truckload carrier. The Company, led by David R Parker, Joey B Hogan and M Paul Bunn, in 2017 recorded $705 Million Revenues.

The V&E corporate team was led by partner Alan Bogdanow (Picture), counsel Lanchi Huynh and associates Michael Gibson and Alex Turner.

Involved fees earner: Alan Bogdanow – Vinson & Elkins LLP; Michael Gibson – Vinson & Elkins LLP; Alex Turner – Vinson & Elkins LLP; Lanchi Huynh – Vinson & Elkins LLP;

Law Firms: Vinson & Elkins LLP;

Clients: Covenant Transportation Group, Inc. ;