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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date
of Report (Date of earliest event reported): October 5, 2009
EXPRESS-1 EXPEDITED SOLUTIONS, INC.
(Exact Name of Registrant as Specified in Its Charter)
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Delaware
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001-32172
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03-0450326 |
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(State or other jurisdiction of
incorporation or
organization)
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(Commission File Number)
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(I.R.S. Employer
Identification No.) |
3399 Lakeshore Drive, Suite 505, Saint Joseph, Michigan, 49085
(Address of principal executive offices zip code)
(269) 429-9761
(Registrants telephone number, including area code)
Not applicable
(former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the
filing obligation of the registrant under any of the following provisions (see General Instruction
A.2. below):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR 240.13e-4(c)).
ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT
ITEM 2.02 COMPLETION OF ACQUISITION OR DISPOSITION OF ASSETS
Express-1 Expedited Solutions, Inc. (XPO), through a subsidiary of its wholly owned subsidiary
Concert Group Logistics, Inc., has acquired substantially all of the assets of LRG International,
Inc., a Florida based international forwarding company (LRG). As consideration LRG was paid
$2,000,000 in cash at closing, will be paid $500,000 on the one year anniversary of the closing,
and, if certain financial targets are achieved by the division during 2010 and 2011, will be
entitled to earn-out payments totaling up to $900,000 over the two year period. The earn-out
payments may be made in cash, shares of XPOs common stock, or a combination of the two, in the
discretion of XPO.
A copy of the press release announcing the closing of the transaction is attached hereto as Exhibit
99.1.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
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Exhibit No. |
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Exhibit Description |
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99.1 |
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Press Release dated October 5, 2009. |
SIGNATURE
Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly
caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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Dated October 5, 2009 |
Express-1 Expedited Solutions, Inc.
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By: |
/s/ Mike Welch
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Mike Welch |
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Chief Executive Officer |
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exv99w1
Exhibit 99.1
For Immediate Release
October 5, 2009
Express-1 Expedited Solutions (XPO) Acquires LRG International Inc. to
Expand International Services to a Global Logistics Market
St. Joseph, MI October 5, 2009 Express-1 Expedited Solutions (XPO) a Saint Joseph, Michigan
based leader in transportation logistics, is pleased to announce that it has completed the
acquisition of LRG International Inc., an international forwarding company that specializes in
ocean and air freight services. The acquisition will immediately expand the international scope of
the XPO business mix. LRG will be rolled into the Companys Concert Group Logistics (CGL)
operations.
Commenting on the acquisition, the Companys CEO, Michael Welch, said, We are very excited about
the acquisition of a company with the reputation of LRG. This acquisition is evidence that we are
committed to advancing the size and capabilities of our CGL logistics network. LRG is a non-asset
based International Freight Forwarder which will offer XPO strong growth.
This is an important acquisition for us. Adding LRG and its highly experienced team to CGL brings
new strength to our customers who ship internationally, said Gerry Post, president of CGL. It
enhances our service offering, expands our foreign network and strengthens our ocean and air
capabilities enabling us to move upon the global frontier with strong resources and capabilities.
The addition of LRG to CGLs network will assist CGL in developing a logistics platform that allows
for expansion into Europe, Asia and other major geographic regions throughout the world. Together
CGL and LRG will combine their expertise to penetrate new markets and offer faster, safer and
reliable logistics services to new and existing customers.
Becoming part of a recognized industry leader like XPO is a special opportunity for LRG, its
customers and business partners worldwide, said Henrik Jorgensen, president of LRG. Our knowledge
and experience in handling and shipping both imports and exports will be a strong asset to XPOs
global logistics and transportation portfolio. We are extremely excited to partner with such a
dynamic organization that places a high priority on employee and customer satisfaction.
With LRGs international freight expertise, CGLs leading-edge technological capabilities, and
their mutual focus on customer satisfaction, both organizations expect immediate results. They now
have the tools necessary to grow quickly both domestically and internationally and the ability to
better manage all of their processes especially international shipping from origin through
destination.
I am excited for CGL to be working side-by-side with an organization that shares the same vision
of taking transportation services to the next level, said Post. Speaking on behalf of the entire
CGL team, we are pleased to be a part of this strategic partnership and look forward to growing and
expanding our opportunities together.
About Express-1 Expedited Solutions
Express-1 Expedited Solutions, Inc. is a non-asset based services organization focused on premium
transportation through its business segments, Express-1, Inc. (Buchanan, Michigan), Concert Group
Logistics, Inc. (CGL) (Downers Grove, Illinois), and Bounce Logistics, Inc. (South Bend, Indiana).
These segments are focused on premium services that include: same-day, timesensitive
transportation as well as domestic and international freight forwarding. Serving more than 2,000
customers, the Companys premium transportation offerings are provided through one of four
operations centers; Buchanan, Michigan; South Bend, Indiana; Downers Grove, Illinois and Rochester
Hills, Michigan. The operations are handled by experienced inside sales staff using the latest in
operational software. The Company services customers throughout the lower 48 states and portions of
Canada and Mexico. The Companys operating model can be described as non-asset or asset light, as
independent contractors and capacity obtained through brokerage agreements fulfill the trucking
services for most of its shipments. Express-1 Expedited Solutions, Inc. is publicly traded on the
NYSE AMEX Equities Exchange (formerly AMEX) under the symbol XPO. For more information about the
Company, visit www.express-1.com.
For More Information Contact:
Mike Welch
Mike.Welch@Express-1.com
269-429-9761