Echo will acquire all of the outstanding membership units of Command for approximately $420 million, subject to post-closing adjustments for working capital and cash, the company said. Command is headquartered in Skokie, IL, with satellite locations in Houston, St. Louis and Kansas City.
Echo has obtained commitments from Morgan Stanley, Credit Suisse and PNC of up to $500 million to fund the purchase price of the transaction and for general corporate purposes, according to the company.
“By bringing together the strengths of Echo and Command, this transaction will create a leading provider of technology-enabled transportation management solutions with enhanced scale in the TL market,” Echo said. “In 2014, Echo and Command had combined revenue of $1,734 million. In addition, upon completion of the transaction, the combined company will have more than 1,680 sales representatives in 34 offices across the United States and an expansive nationwide carrier network of truckload carriers. The combined company will be able to offer greater capacity and a broader network to both transactional and Managed Transportation clients, as well as a broader suite of services for both companies’ existing clients.”
“Since the founding of Echo in 2005, we have achieved remarkable growth and become a best-in-class transportation solutions provider by focusing on superior technology and exceptional service across all modes of transportation,” Echo CEO Doug Waggoner said. “Through this highly complementary combination, we are taking the next step in our evolution to create a stronger company that we believe is even better positioned for long-term success. We believe the combined company’s expanded platform will create immediate and substantial value for stockholders, as well as for clients, carriers and employees.”
“Together with Command, we will significantly enhance our national scale and density in the highly fragmented TL market,” Waggoner continued. “We will also leverage the unique technology of both companies to continue offering best-in-class services and comprehensive solutions that make our companies the provider of choice for our respective clients. Importantly, as we merge our cultures together, we will be supported by the industry’s most talented transportation professionals, and the combination will provide greater career development and advancement opportunities for employees. This transaction is about growth for our company, our clients and our people.”
Waggoner went on to say that Echo looks forward to working closely with Paul Loeb, Command CEO. Loeb will join the Echo Board of Directors in connection with the closing of the transaction, according to Waggoner.
“This is an exciting step forward for Command’s clients and employees,” Loeb said. “This combination is a logical and compelling way to provide our clients with an expanded carrier network, multi-modal solutions, and a robust platform to provide managed transportation services. Importantly, we are joining a strong organization that shares our commitment to excellence, innovation and best-in-class client service. I look forward to working together with Doug and the Echo team to achieve a seamless combination while driving the continued growth of our combined businesses.”
Following the transaction, Command will be a wholly-owned subsidiary of Echo, and the combined company will be called Echo and remain headquartered in Chicago. “Both companies have highly experienced leadership teams that are leaders in the technology enabled transportation management industry,” according to Echo.
Upon completion of the transaction, Waggoner will continue as CEO. In addition Loeb will be appointed to the Echo Board of Directors, and the board will be expanded to seven directors, the company said.