Quinn, Fuller offer to take U.S. Xpress private

U.S. Xpress Enterprises Co-Chairmen Patrick Quinn and Max Fuller late on Friday, June 22, announced that they plan, through their Mountain Lake Acquisition Co. (MLAC), to take the Chattanooga, Tenn., truckload carrier private by acquiring all the outstanding shares of Class A common stock that they don’t already own.

MLAC said it has obtained a commitment letter from SunTrust Bank and SunTrust Capital Markets to provide $432 million to fund the transaction. The company has retained Stifel Nicolaus as its financial adviser in connection with determining the offer price.

In a June 22 letter to the U.S. Xpress board of directors, Quinn and Fuller said their offer of $20 a share represents a 41 percent premium over the $14.23 per share closing price on June 21 and a 44 percent premium over the $13.88 average reported closing price for the 30 days ended June 21.

“We intend to pursue the transaction through a tender offer we expect to be commenced as soon as practicable,” Quinn, who is listed as MLAC president, and Fuller, who is listed as CEO, said in the letter. Those are the same titles Quinn and Fuller hold at U.S. Xpress, which they founded in 1985.

Quinn and Fuller and “certain affiliated entities” own about 28 percent of the outstanding Class A common stock, as well as 100 percent of Class B common stock, for an aggregate of about 42 percent of all common stock. Because Class B stock is entitled to two votes per share, however, Quinn, Fuller and their affiliated entities represent more than 50 percent of the voting power of all the company’s outstanding common stock.

U.S. Xpress Enterprises is the fourth-largest publicly owned truckload carrier in the United States, measured by revenue.