XPO Logistics to Acquire New Breed Logistics and Completes Acquisition of Atlantic Central Logistics

New Breed is the leading U.S. provider of complex, technology-enabled contract logistics for blue chip companies in high-growth sectors

ACL expands XPO's last mile services in e-commerce logistics

Combined transaction value of approximately $652 million is expected to add more than $660 million of revenue and $83 million of EBITDA annually

GREENWICH, Conn. - July 29, 2014 - XPO Logistics, Inc. ("XPO Logistics" or "XPO" or the "Company") (NYSE: XPO) today announced that it has entered into a definitive agreement to acquire New Breed Holding Company ("New Breed"), the preeminent U.S. provider of non-asset based, complex, technology-enabled contract logistics for blue chip customers. The company further announced that it has completed the acquisition of Atlantic Central Logistics ("ACL"), a non-asset based provider of last mile logistics with 14 East Coast locations.

New Breed Acquisition

On July 29, 2014, the company agreed to acquire New Breed for a purchase price of $615 million on a cash-free, debt-free basis, and assuming a normalized level of working capital. At the closing, New Breed's chief executive officer, Louis DeJoy, will use $30 million of proceeds from the transaction to purchase restricted stock from the company. New Breed had revenue of approximately $597 million and adjusted EBITDA of approximately $77 million for the trailing 12 months ended June 30, 2014. The value of the transaction represents a consideration of approximately 8.0 times trailing 12 months adjusted EBITDA. The transaction is expected to close in the third quarter of 2014, subject to Hart-Scott-Rodino clearance and other customary conditions.

Founded in 1968, New Breed became focused on technology-oriented supply chain innovations under the leadership of Mr. DeJoy, who became chairman and chief executive officer in 1983. Mr. DeJoy transformed New Breed from a regional business with 10 employees into the preeminent U.S. provider of complex, industry-defining contract logistics services. Once the transaction is complete, Mr. DeJoy will lead XPO's contract logistics business as its chief executive from the current operations center in High Point, N.C.

New Breed specializes in services for omni-channel distribution, reverse logistics, transportation management, freight bill audit and payment, lean manufacturing support, aftermarket support and supply chain optimization. It handpicks its customers in industries with high-growth outsourcing opportunities for complex supply chain requirements. New Breed processes over 275,000 orders per day - typically premium, high-value products - through 71 facilities, and employs approximately 6,800 people. After closing, XPO expects to have approximately 10,000 employees and more than 200 locations.