Operational Execution Leads to Sequential Pricing and Margin Improvement at the Expedited Freight Segment
Strong Liquidity Position Increased to $393 Million
GREENEVILLE, Tenn.- (BUSINESS WIRE) - May 7, 2025 - Forward Air Corporation (NASDAQ:FWRD) (the “Company”, “Forward”, “we”, “our”, or “us”) today reported financial results for the three months ended March 31, 2025 as presented in the tables below.
“Our team made progress in the first quarter by focusing our efforts on meeting customers’ needs with award-winning service and solid operational execution,” said Shawn Stewart, Chief Executive Officer. “I am proud of our team’s ability to manage through a backdrop of economic and tariff uncertainty. Income from operations improved by $70 million and Consolidated EBITDA improved by $6 million compared to a year ago.”
“An area of emphasis has been improving pricing at the Expedited Freight segment. We began taking corrective actions late last year and finished implementing the strategy in February. The preliminary pricing results are meeting internal expectations with first quarter revenue per hundredweight, excluding fuel surcharge, up 4.3 percent compared to the fourth quarter 2024, and up 2.5 percent compared to a year ago. The segment’s reported EBITDA margin in the first quarter was 10.4 percent, a nearly a 400-basis point sequential improvement compared to the fourth quarter 2024. We continue to keep our focus on the customer, execute our strategy, grow the company and enhance shareholder value,” concluded Stewart.
Jamie Pierson, Chief Financial Officer added, “For the first quarter 2025, we reported consolidated revenue of $613 million compared to $542 million a year ago. Income from operations improved to $5 million compared to a $66 million loss from operations last year. For year-over-year comparison purposes the Omni acquisition closed on January 25, 2024 so the prior year numbers do not include the first 24 days of Omni’s results for that year.
“For the first quarter, Consolidated EBITDA ("Consolidated EBITDA"), a non-GAAP measure calculated pursuant to our Senior Secured Term Loan Credit Agreement (the "Credit Agreement"), was $69 million. The last twelve months Consolidated EBITDA as of March 31, 2025, was $313 million, which resulted in an approximate $66 million cushion per the terms of the Credit Agreement’s consolidated first lien net leverage ratio covenant.”
“Liquidity at the end of the first quarter was $393 million compared to $382 million at the end of the fourth quarter 2024. The increase was driven by operating cash flow partially offset by interest payments and transaction and integration professional fees. I am pleased with the cash flow performance in the first quarter and with the increase in liquidity to nearly $400 million,” concluded Pierson.
Three Months Ended
(in thousands, except per share data)
March 31, 2025
March 31, 2024
Change
Percent Change
Operating revenue
$
613,281
$
541,813
$
71,468
13.2
%
Income (loss) from operations
$
4,763
$
(65,732)
$
70,495
107.2
%
Operating margin
0.8
%
(12.1)
%
1,290 bps
Net loss
$
(61,191)
$
(88,794)
$
27,603
31.1
%
Net loss per basic and diluted share
$
(1.68)
$
(2.81)
$
1.13
40.2
%
Cash provided (used in) by operating activities
$
27,615
$
(51,719)
$
79,334
153.4
%
Non-GAAP Financial Measures: 1
Consolidated EBITDA
$
68,959
$
63,360
$
5,599
8.8
%
Free cash flow
$
16,400
$
(55,840)
$
72,240
129.4
%
1 Reconciliation of these non-GAAP financial measures are provided in the financial tables below.
Review of Financial Results
Forward will hold a conference call to discuss first quarter 2025 results on Wednesday, May 7, 2025 at 4:30 p.m. ET. The Company’s conference call will be available online on the Investor Relations portion of the Company’s website at ir.forwardaircorp.com, or by dialing (800) 267-6316, Access Code: FWRDQ125.
A replay of the conference call will be available on the Investor Relations portion of the Company’s website at www.forwardaircorp.com, which we use as a primary mechanism to communicate with our investors. Investors are urged to monitor the Investor Relations portion of the Company’s website to easily find or navigate to current and pertinent information about us.
About Forward Air Corporation
Forward is a leading asset-light provider of transportation services across the United States, Canada and Mexico. We provide expedited less-than-truckload services, including local pick-up and delivery, shipment consolidation/deconsolidation, warehousing, and customs brokerage by utilizing a comprehensive national network of terminals. In addition, we offer truckload brokerage services, including dedicated fleet services, and intermodal, first- and last-mile, high-value drayage services, both to and from seaports and railheads, dedicated contract and Container Freight Station warehouse and handling services. Forward also operates a full portfolio of multimodal solutions, both domestically and internationally, via Omni Logistics. Omni Logistics is a global provider of air, ocean and ground services for mission-critical freight. We are more than a transportation company. Forward is a single resource for your shipping needs. For more information, visit our website at www.forwardaircorp.com.
2
Forward Air Corporation
Condensed Consolidated Statements of Comprehensive Loss
(Unaudited, in thousands, except per share data)
Three Months Ended
March 31, 2025
March 31, 2024
Operating revenues:
Expedited Freight
$
249,381
$
273,295
Omni Logistics
323,470
224,838
Intermodal
62,492
56,292
Corporate
142
—
Eliminations and other operations
(22,204)
(12,612)
Operating revenues
613,281
541,813
Operating expenses:
Purchased transportation
304,262
277,015
Salaries, wages and employee benefits
141,915
128,867
Operating leases
48,792
38,803
Depreciation and amortization
37,360
31,786
Insurance and claims
15,007
12,881
Fuel expense
5,649
5,246
Other operating expenses
55,533
112,947
Total operating expenses
608,518
607,545
Income (loss) from operations:
Expedited Freight
15,634
19,498
Omni Logistics
3,375
(28,585)
Intermodal
5,542
3,586
Other Operations
(19,788)
(60,231)
Income (loss) from operations
4,763
(65,732)
Other expense:
Interest expense, net
(45,547)
(40,753)
Foreign exchange loss
(922)
(668)
Other income, net
104
9
Total other expense
(46,365)
(41,412)
Net loss before income taxes
(41,602)
(107,144)
Income tax (benefit) expense
19,589
(18,350)
Net loss
(61,191)
(88,794)
Net loss attributable to non-controlling interest
(10,554)
(27,082)
Net loss attributable to Forward Air
$
(50,637)
$
(61,712)
Basic and diluted loss per share attributable to Forward Air
$
(1.68)
$
(2.81)
Net loss
$
(61,191)
$
(88,794)
Other comprehensive income (loss):
Foreign currency translation adjustments
265
(151)
Comprehensive loss
(60,926)
(88,945)
Comprehensive loss attributable to non-controlling interest
(10,554)
(27,082)
Comprehensive loss attributable to Forward Air
$
(50,372)
$
(61,863)
3
Expedited Freight Segment Information
(In thousands)
(Unaudited)
Three Months Ended
March 31, 2025
Percent of Revenue
March 31, 2024
Percent of Revenue
Change
Percent Change
Operating revenues:
Network 1
$
190,162
76.3
%
$
214,493
78.5
%
$
(24,331)
(11.3)
%
Truckload
39,255
15.7
37,055
13.6
2,200
5.9
Other
19,964
8.0
21,747
7.9
(1,783)
(8.2)
Total operating revenues
249,381
100.0
273,295
100.0
(23,914)
(8.8)
Operating expenses:
Purchased transportation
120,680
48.4
127,760
46.7
(7,080)
(5.5)
Salaries, wages and employee benefits
52,577
21.1
62,553
22.9
(9,976)
(15.9)
Operating leases
15,433
6.2
14,982
5.5
451
3.0
Depreciation and amortization
10,379
4.2
10,290
3.8
89
0.9
Insurance and claims
10,308
4.1
10,652
3.9
(344)
(3.2)
Fuel expense
2,471
1.0
2,581
0.9
(110)
(4.3)
Other operating expenses
21,899
8.7
24,979
9.2
(3,080)
(12.3)
Total operating expenses
233,747
93.7
253,797
92.9
(20,050)
(7.9)
Income from operations
$
15,634
6.3
%
$
19,498
7.1
%
$
(3,864)
(19.8)
%
1 Network revenue is comprised of all revenue, including linehaul, pickup and/or delivery, and fuel surcharge revenue, excluding accessorial and Truckload revenue.
4
Expedited Freight Operating Statistics
Three Months Ended
March 31, 2025
March 31, 2024
Percent Change
Business days
63
64
(1.6)
%
Tonnage 1,2
Total pounds
610,635
684,995
(10.9)
Pounds per day
9,693
10,703
(9.4)
Shipments 1,2
Total shipments
727
828
(12.2)
Shipments per day
11.5
12.9
(10.9)
Weight per shipment
840
827
1.6
Revenue per hundredweight 3
$
31.19
$
31.32
(0.4)
Revenue per hundredweight, ex fuel 3
$
24.76
$
24.15
2.5
Revenue per shipment 3
$
262.04
$
259.14
1.1
Revenue per shipment, ex fuel 3
$
208.03
$
199.78
4.1
1 In thousands
2 Excludes accessorial and Truckload and products
3 Includes intercompany revenue between the Network and Truckload revenue streams
5
Omni Logistics Segment Information
(In thousands)
(Unaudited)
Three Months Ended
March 31, 2025
Percent of Revenue
March 31, 2024
Percent of Revenue
Change
Percent Change
Operating revenue
$
323,470
100.0
%
$
224,838
100.0
%
$
98,632
43.9
%
Operating expenses:
Purchased transportation
185,734
57.4
144,424
64.2
41,310
28.6
Salaries, wages and employee benefits
56,783
17.6
48,775
21.7
8,008
16.4
Operating leases
27,090
8.4
19,127
8.5
7,963
41.6
Depreciation and amortization
22,230
6.9
16,869
7.5
5,361
31.8
Insurance and claims
2,615
0.8
2,053
0.9
562
27.4
Fuel expense
1,017
0.3
304
0.1
713
234.5
Other operating expenses
24,626
7.6
21,871
9.8
2,755
12.6
Total operating expenses
320,095
99.0
253,423
112.7
66,672
26.3
Income (loss) from operations
$
3,375
1.0
%
$
(28,585)
(12.7)
%
$
31,960
111.8
%
6
Intermodal Segment Information
(In thousands)
(Unaudited)
Three Months Ended
March 31, 2025
Percent of Revenue
March 31, 2024
Percent of Revenue
Change
Percent Change
Operating revenue
$
62,492
100.0
%
$
56,292
100.0
%
$
6,200
11.0
%
Operating expenses:
Purchased transportation
20,176
32.3
17,443
31.0
2,733
15.7
Salaries, wages and employee benefits
15,931
25.5
15,082
26.8
849
5.6
Operating leases
5,778
9.2
4,692
8.3
1,086
23.1
Depreciation and amortization
4,720
7.6
4,627
8.2
93
2.0
Insurance and claims
2,791
4.5
2,606
4.6
185
7.1
Fuel expense
2,155
3.4
2,361
4.2
(206)
(8.7)
Other operating expenses
5,399
8.6
5,895
10.5
(496)
(8.4)
Total operating expenses
56,950
91.1
52,706
93.6
4,244
8.1
Income from operations
$
5,542
8.9
%
$
3,586
6.4
%
$
1,956
54.5
%
Intermodal Operating Statistics
Three Months Ended
March 31, 2025
March 31, 2024
Percent Change
Drayage shipments
64,449
62,659
2.9
%
Drayage revenue per shipment
$
883
$
822
7.4
%
7
Forward Air Corporation
Condensed Consolidated Balance Sheets
(In thousands)
(Unaudited)
March 31, 2025
December 31, 2024
Assets
Current assets:
Cash and cash equivalents
$
116,311
$
104,903
Restricted cash and restricted cash equivalents
363
363
Accounts receivable, less allowance of $3,264 in 2025 and $3,269 in 2024
336,398
322,291
Prepaid expenses
29,398
29,053
Other current assets
10,895
15,890
Total current assets
493,365
472,500
Property and equipment, net of accumulated depreciation and amortization of $302,998 in 2025 and $292,855 in 2024
331,208
326,188
Operating lease right-of-use assets
408,642
410,084
Goodwill
522,712
522,712
Other acquired intangibles, net of accumulated amortization of $235,999 in 2025 and $212,905 in 2024
976,122
999,216
Other long term assets
71,793
71,941
Total assets
$
2,803,842
$
2,802,641
Liabilities and Shareholders' Equity
Current liabilities:
Accounts payable
$
111,510
$
105,692
Accrued expenses
143,533
119,836
Other current liabilities
68,197
45,148
Current portion of debt and finance lease obligations
17,446
16,930
Current portion of operating lease liabilities
97,578
96,440
Total current liabilities
438,264
384,046
Finance lease obligations, less current portion
34,332
30,858
Long-term debt, less current portion
1,678,647
1,675,930
Liabilities under tax receivable agreement
13,295
13,295
Operating lease liabilities, less current portion
324,957
325,640
Other long-term liabilities
52,164
48,835
Deferred income taxes
35,177
38,169
Shareholders' equity:
Preferred stock, $0.01 par value: Authorized shares - 5,000,000; no shares issued or outstanding in 2025 and 2024
—
—
Preferred stock, Class B, $0.01 par value: Authorized shares - 15,000; issued and outstanding shares - 9,511 in 2025 and 10,088 in 2024
—
—
Common stock, $0.01 par value: Authorized shares - 50,699,707; issued and outstanding shares - 30,413,067 in 2025 and 29,761,197 in 2024
304
298
Additional paid-in capital
546,556
542,392
Accumulated deficit
(389,759)
(338,230)
Accumulated other comprehensive loss
(2,467)
(2,732)
Total Forward Air shareholders' equity
154,634
201,728
Noncontrolling interest
72,372
84,140
Total shareholders' equity
227,006
285,868
Total liabilities and shareholders' equity
$
2,803,842
$
2,802,641
8
Forward Air Corporation
Condensed Consolidated Statements of Cash Flows
(In thousands)
(Unaudited)
Three Months Ended
March 31, 2025
March 31, 2024
Operating activities:
Net loss
$
(61,191)
$
(88,794)
Adjustments to reconcile net loss to net cash provided by (used in) operating activities:
Depreciation and amortization
37,360
31,786
Share-based compensation expense
2,958
1,567
Provision for revenue adjustments
647
1,038
Deferred income tax expense (benefit)
(2,792)
2,945
Other
3,799
4,169
Changes in operating assets and liabilities, net of effects from the purchase of acquired businesses:
Accounts receivable
(21,145)
(20,495)
Other receivables
(434)
5,367
Other current and noncurrent assets
767
(7,104)
Accounts payable and accrued expenses
67,646
17,802
Net cash provided by (used in) operating activities
27,615
(51,719)
Investing activities:
Proceeds from sale of property and equipment
691
849
Purchases of property and equipment
(11,906)
(4,970)
Purchases of a business, net of cash acquired
—
(1,565,242)
Other
(24)
(89)
Net cash used in investing activities
(11,239)
(1,569,452)
Financing activities:
Repayments of finance lease obligations
(4,431)
(4,562)
Proceeds from credit facility
25,000
—
Payments on credit facility
(25,000)
(80,000)
Payment of debt issuance costs
—
(60,591)
Payment of earn-out liability
—
(12,247)
Payment of minimum tax withholdings on share-based awards
(894)
(1,326)
Net cash used in financing activities
(5,325)
(158,726)
Effect of exchange rate changes on cash
357
94
Net increase (decrease) in cash, cash equivalents, restricted cash, and restricted cash equivalents
11,408
(1,779,803)
Cash, cash equivalents, restricted cash and restricted cash equivalents at beginning of period
105,266
1,952,073
Cash, cash equivalents, restricted cash and restricted cash equivalents at end of period
$
116,674
$
172,270
9
Forward Air Corporation Reconciliation of Non-GAAP Financial Measures
In this press release, the Company includes financial measures that are derived on the basis of methodologies other than in accordance with accounting principles generally accepted in the United States (GAAP). The Company believes that meaningful analysis of its financial performance requires an understanding of the factors underlying that performance, including an understanding of items that are non-operational. Management uses these non-GAAP financial measures in making financial, operating, compensation and planning decisions as well as evaluating the Company’s performance.
For the three months ended March 31, 2025 and 2024, this press release contains the following non-GAAP financial measures: Consolidated EBITDA, Reported EBITDA and free cash flow.
All non-GAAP financial measures are presented on a continuing operations basis.
The Company believes that Consolidated EBITDA and Reported EBITDA improves comparability from period to period by removing the impact of its capital structure (interest and financing expenses), asset base (depreciation and amortization) and tax impacts. The Company believes that free cash flow is an important measure of its ability to repay maturing debt or fund other uses of capital that it believes will enhance shareholder value.
The Company is also providing Consolidated EBITDA calculated in accordance with our credit agreement as we believe it provides investors with important information regarding our financial condition and compliance with our obligations under our credit agreement.
Non-GAAP financial measures should be viewed in addition to, and not as an alternative to or substitute for, the Company’s financial results prepared in accordance with GAAP. The Company has included, for the periods indicated, a reconciliation of the non-GAAP financial measure to the most directly comparable GAAP financial measure. Investors and other readers are encouraged to review the related U.S. GAAP financial measures and the reconciliations of the non-GAAP measures to their most directly comparable U.S. GAAP measures set forth below.
The following is a reconciliation of net income to Consolidated EBITDA for the three months ended March 31, 2025 and 2024 (in thousands):
Three Months Ended
March 31, 2025
March 31, 2024
Net (loss) income
$
(61,191)
$
(88,794)
Interest expense
45,547
40,753
Income tax (benefit) expense
19,589
(18,350)
Depreciation and amortization
37,360
31,786
Reported EBITDA
41,305
(34,605)
Transaction and integration costs
13,926
61,924
Severance costs
1,574
7,556
Optimization project costs
1,031
—
Pro forma synergies
—
10,507
Pro forma savings
—
11,447
Other
11,123
6,531
Consolidated EBITDA
$
68,959
$
63,360
The following is a reconciliation of net cash provided by operating activities to free cash flow for the three months ended March 31, 2025 and 2024 (in thousands):
10
Three Months Ended
March 31, 2025
March 31, 2024
Net cash provided by (used in) operating activities
$
27,615
$
(51,719)
Proceeds from sale of property and equipment
691
849
Purchases of property and equipment
(11,906)
(4,970)
Free cash flow
$
16,400
$
(55,840)
11
Note Regarding Forward-Looking Statements
This press release contains “forward-looking statements” within the meaning of the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995. Forward-looking statements can be identified by words such as: “anticipate,” “intend,” “plan,” “goal,” “seek,” “believe,” “project,” “estimate,” “expect,” “strategy,” “future,” “likely,” “may,” “should,” “will” and similar references to future periods. Forward-looking statements included in this press release relate to the Company’s expectations for long-term growth; ability to achieve and expand synergistic service offerings; expectations regarding the corrective pricing actions that the Company has taken as well as the impact that may have on the business and the Company’s expectations regarding the Company’s financial performance, including Consolidated EBITDA, and the impact it may have on the business and results of operations.
Forward-looking statements are neither historical facts nor assurances of future performance. Instead, they are based only on our current beliefs, expectations and assumptions regarding the future of our business, future plans and strategies, projections, anticipated events and trends, the economy and other future conditions. Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict and many of which are outside of our control. Our actual results and financial condition may differ materially from those indicated in the forward-looking statements. Therefore, you should not unduly rely on any of these forward-looking statements. The following is a list of factors, among others, that could cause actual results to differ materially from those contemplated by the forward-looking statements: economic factors such as recessions, inflation, higher interest rates and downturns in customer business cycles, the Company's ability to achieve the expected strategic, financial and other benefits of the acquisition of Omni Logistics, the risk that the businesses will not be integrated successfully or that integration may be more difficult, time-consuming or costly than expected, the risk that operating costs, customer loss, management and employee retention and business disruption (including, without limitation, difficulties in maintaining relationships with employees, customers, clients or suppliers) as a result of the acquisition of Omni Logistics may be greater than expected, continued weakening of the freight environment, future debt and financing levels, our ability to deleverage, including, without limitation, through capital allocation or divestitures of non-core businesses, our ability to secure terminal facilities in desirable locations at reasonable rates, more limited liquidity than expected which limits our ability to make key investments, the creditworthiness of our customers and their ability to pay for services rendered, our inability to maintain our historical growth rate because of a decreased volume of freight or decreased average revenue per pound of freight moving through our network, the availability and compensation of qualified Leased Capacity Providers and freight handlers as well as contracted, third-party carriers needed to serve our customers’ transportation needs, our inability to manage our information systems and inability of our information systems to handle an increased volume of freight moving through our network, the occurrence of cybersecurity risks and events, market acceptance of our service offerings, claims for property damage, personal injuries or workers’ compensation, enforcement of and changes in governmental regulations, environmental, tax, insurance and accounting matters, the handling of hazardous materials, changes in fuel prices, loss of a major customer, increasing competition, and pricing pressure, our dependence on our senior management team and the potential effects of changes in employee status, seasonal trends, the occurrence of certain weather events, restrictions in our charter and bylaws and the risks described in our Annual Report on Form 10-K for the year ended December 31, 2024, and as may be identified in our subsequent Quarterly Reports on Form 10-Q and Current Reports on Form 8-K.
We caution readers that any forward-looking statement made by us in this press release is based only on information currently available to us and they should not place undue reliance on these forward-looking statements, which reflect management's opinion as of the date on which it is made. We undertake no obligation to publicly update any forward- looking statement, whether written or oral, that may be made from time to time, whether as a result of new information, future developments or otherwise unless required by law.
