Alta Fox Calls for Immediate Strategic Review at Forward Air Corporation

By: Alta Fox Capital Management, LLC via Business Wire

October 07, 2024 at 08:00 AM EDT

Alta Fox Capital Management, LLC (together with its affiliates, “Alta Fox” or “we”) today issued the following letter to the Board of Directors (the “Board”) of Forward Air Corporation (NASDAQ: FWRD) (“Forward Air” or the “Company”):

October 7, 2024

Forward Air Corporation

1915 Snapps Ferry Road, Building N

Greeneville, Tennessee 37745

Attn: The Board of Directors

Members of the Board:

Alta Fox owns over 3% of the outstanding common shares of Forward Air. Do not confuse our stake as a vote of confidence in the Company's Board and leadership. On the contrary, we view your disastrous track record of ignoring shareholders’ views as abhorrent. However, you have an opportunity now to do the right thing by listening to resounding investor feedback and executing a formal sales process that maximizes value for all shareholders. Taking this step will not only unlock the Company’s full potential, but also help reverse damage from the poor decisions that have plagued your tenure. This is your moment to take a step forward and show you are capable of acting in shareholders' best interests.

If any member of this Board still doubts the need for a sales process, consider the facts. First, investors holding approximately 25% of Forward Air’s outstanding shares have publicly voiced support for exploring strategic alternatives.¹ Second, several private equity firms hold significant positions in the Company, further underscoring external confidence in a sale scenario. Third, the recent 80% share price rally is not a reflection of your management prowess – rather the market signaling its anticipation of a takeover premium. As fiduciaries, you are obligated to capitalize on this momentum and maximize shareholder value without delay.

Let’s be clear: the debacle of the Omni Logistics LLC acquisition was a failure of your leadership. Replacing the CEO and tinkering with Board composition does not absolve the majority of you who stood by while shareholder value has been destroyed. Your misguided capital allocation and reckless oversight have caused irreparable damage to Forward Air. Do not compound your failures by continuing to ignore your shareholders and risk further tarnishing your credibility as public company directors – even after this saga concludes.

We expect a public announcement from Forward Air regarding the initiation of a formal strategic review imminently. Should this Board fail to act, each of you should expect to be held accountable at the upcoming Annual Meeting of Shareholders for the lasting damage your inaction will have on the Company and its stakeholders.

Sincerely,

Connor Haley

Managing Partner

Alta Fox Capital Management, LLC

______________________________

¹ Publicly disclosed holdings of four independent shareholders: Alta Fox Capital Management, LLC, Ancora Holdings Group, LLC, Clearlake Capital Group, LP and Irenic Capital Management, LP.