TFI International Acquires Assets of MCT Transportation

Strong Customer and Network Synergies with TFI’s Existing U.S. Truckload Operating Companies

Montreal, Quebec, June 29, 2020 – TFI International Inc. (NYSE and TSX: TFII), a North American leader in the transportation and logistics industry, today announced the acquisition of substantially all the assets of MCT Transportation, LLC (“MCT Transportation”). Originally Midwest Coast Transport, MCT Transportation was a refrigerated and dry van subsidiary of Comcar Industries, Inc., which along with its other subsidiaries filed Chapter 11 petitions in the U.S. Bankruptcy Court on May 17, 2020. TFI International paid total consideration of U.S. $9.6 million for the assets acquired including accounts receivable, along with U.S. $2.8 million for two real estate properties.

Headquartered in Sioux Falls, South Dakota, MCT Transportation provides quality transportation for major companies in the packaged food, agricultural, medical and automobile industries, primarily throughout the Southeast and Midwest regions of the U.S., and generated 2019 revenue before fuel surcharge of approximately U.S. $45 million. Its highly professional driving team operates more than 130 tractors in addition to 90 owner-operator tractors, plus 340 reefer trailers and 275 dry van trailers. MCT Transportation, which will become part of TFI International’s Truckload segment, had four terminal locations, including two acquired by TFI, in Florida and Arkansas.

“We are excited to welcome the MCT team to TFI International to help enhance our truckload capabilities in the U.S.,” stated Alain Bédard, Chairman, President and Chief Executive Officer of TFI International. “MCT brings a host of capabilities including key regionalized lanes in the Midwest and Southeast, specialized Florida-originating outbound lanes, and dedicated Midwest-West lanes. Importantly, MCT has strong overlap with our existing customers allowing us to provide service across an expanded region, as well as overlap in multiple facilities which we can leverage to drive significant efficiencies.”

TFI International Acquires Assets of CT Transportation

U.S. Flatbed Carrier Acquisition Further Strengthens TFI’s U.S. Specialized Truckload Operations

Enhances Ability to Serve TFI’s Canadian Flatbed Group Customers in U.S.

Montreal, Quebec, June 29, 2020 – TFI International Inc. (NYSE and TSX: TFII), a North American leader in the transportation and logistics industry, today announced the acquisition of substantially all the assets of CT Transportation, LLC (“CT Transportation”). Originally Coastal Transport & Trading Company, CT Transportation was the flatbed subsidiary of Comcar Industries, Inc., which along with its other subsidiaries filed Chapter 11 petitions in the U.S. Bankruptcy Court on May 17, 2020. TFI International paid total consideration of U.S. $15 million for the assets acquired.

Founded in 1939 and headquartered in Savannah, GA, CT Transportation operates more than 270 tractors and 560 trailers, with 11 terminals from Maryland to Florida, and generated revenue before fuel surcharge of approximately U.S. $50 million in 2019. Its approximately 250 drivers provide quality transportation of drywall, lumber, tiles, cement board and other materials to major building product manufacturers and home improvement distributors throughout the Southeast and Mid-Atlantic regions of the U.S. CT Transportation will become part of TFI International’s Truckload segment and operate under the business name Coastal Transport.

“We welcome Steve Reid and his team to TFI International and are excited to bring onboard several attractive assets of CT Transportation,” stated Alain Bédard, Chairman, President and Chief Executive Officer of TFI International. “The Mid-Atlantic and Southeast U.S. are a key regional focus of ours, and given that we share many of the same valued customers, CT is an excellent strategic fit with our existing flatbed operations in Canada. Following our recent acquisitions of Schilli, Aulick and Gusgo, CT is another key addition to our expanding specialized Truckload operations and we couldn’t be more pleased with this compelling opportunity.”

TFI International Completes Previously Announced Gusgo Transport Acquisition

Montreal, Quebec, June 18, 2020 – TFI International Inc. (NYSE and TSX: TFII), a North American leader in the transportation and logistics industry, today announced that it has closed on the previously announced acquisition of privately held Gusgo Transport, a container transport and storage company operating out of Vaughan, Ontario. As stated previously, the acquired business will become part of TFI International’s Truckload segment.

TFI International Declares Quarterly Dividend

Montreal, Quebec, June 15, 2020 – The Board of Directors of TFI International Inc. (NYSE and TSX: TFII), a North American leader in the transportation and logistics industry, declared a quarterly dividend of CAD $0.26 per outstanding common share of its capital payable on July 15, 2020 to shareholders of record at the close of business on June 30, 2020.

This dividend is designated as an eligible dividend pursuant to subsection 89(14) of the Income Tax Act (Canada) and any applicable provincial legislation pertaining to eligible dividends.

TFI International Signs Agreement to Acquire Gusgo Transport

Transaction to Enhance Container Transport and Storage Capabilities

Adds Density, Geographic Reach and New Customers

 

Montreal, Quebec, June 12, 2020 – TFI International Inc. (NYSE and TSX: TFII), a North American leader in the transportation and logistics industry, today announced that it has signed a definitive agreement to acquire privately held Gusgo Transport, a container transport and storage company operating out of Vaughan, Ontario.  The business to be acquired includes Gusgo Transport, Seatainer Transport and Seatainer Terminals.  Founded in 1969, Gusgo is a customs-bonded carrier, providing its customers with reliable and cost-effective local and cross-border container transportation.  With its 4 company trucks and 48 owner operators, Gusgo delivers both dry and temperature controlled commodities in approximately a five hundred mile radius around the Greater Toronto Area including delivery points throughout Ontario, Quebec, New York, Pennsylvania, Ohio and Michigan.  Gusgo operates over 250 container chassis, and has capacity for storing 6,000 containers at its Vaughan location.  Upon completion of the transaction expected before the end of June, Gusgo will become part of TFI International’s Truckload segment.

“We look forward to welcoming Gusgo’s talented team to the TFI International family,” stated Alain Bédard, Chairman, President and Chief Executive Officer of TFI International.  “With its 50-year history of providing superior, reliable service, Gusgo is a superb cultural fit with TFI’s customer-centric approach.  Operationally, we see numerous synergies across our combined real estate footprint, as well as for our equipment sales, purchases, and overall utilization.  In addition, by joining the TFI group of companies, Gusgo will be able to leverage our growing resources across North America to enhance its own growth and profitability.  This exciting transaction is another important step in the ongoing expansion of our Specialized Truckload operations, and we look forward to watching Gusgo’s continued growth under the TFI International umbrella.”

TFI International Announces 2020 First Quarter Results

  • Record first quarter operating income of $118.5 million, an increase of 13% over the same quarter last year
  • Net cash from operating activities of $191.7 million, as compared to $160.7 million in Q1 2019
  • Net income of $75.8 million increased from $65.1 million in Q1 2019
  • Adjusted net income1, a non-IFRS measure, of $71.3 million increased from $67.1 million in Q1 2019
  • Diluted EPS of $0.88 compared to $0.74 in Q1 2019
  • Adjusted diluted EPS1, a non-IFRS measure, of $0.83 compared to $0.77 in Q1 2019

Montreal, Quebec, April 21, 2020TFI International Inc. (NYSE and TSX: TFII), a North American leader in the transportation and logistics industry, today announced its results for the first quarter ended March 31, 2020.

“During these unprecedented times, our utmost priority is the health and wellbeing of our customers, our workforce, and the communities we serve throughout North America. TFI is a remarkably strong company with a solid foundation, and through our relentless focus on the fundamentals we produced record first quarter results and have continued to perform, despite the weaker economic landscape,” said Alain Bédard, Chairman, President and Chief Executive Officer. “During the first quarter, our operating income climbed 13% over the prior year period, and we again generated robust net cash from operating activities. We also achieved a major milestone with our public listing on the New York Stock Exchange, which was both well-timed and well-received, further strengthening our financial position. In early March as the pandemic began to spread, we quickly implemented cost-saving measures with an eye toward helping TFI emerge even stronger when conditions normalize. Looking ahead, as our highly engaged workforce continues to serve our customers and as we execute on our strategies to create long-term shareholder value, our thoughts remain with the many families impacted by today’s economic disruption.”

Financial highlights
(in millions of dollars, except per share data)
Quarters ended Mar. 31
2020 2019*
Total revenue 1,240.5 1,230.8
Revenue before fuel surcharge 1,112.7 1,097.4
Adjusted EBITDA1 200.5 187.6
Operating income 118.5 104.9
Net cash from operating activities 191.7 160.7
Adjusted net income1 71.3 67.1
Adjusted EPS – diluted1 ($) 0.83 0.77
Net income 75.8 65.1
EPS – diluted ($) 0.88 0.74
Weighted average number of shares (‘000s) 84,658 85,174

* Recasted for changes in presentation, see note 18 in the unaudited condensed consolidated interim financial statements.
1 This is a non-IFRS measure. For a reconciliation, please refer to the “Non-IFRS Financial Measures” section below.

FIRST QUARTER RESULTS

Total revenue of $1.24 billion was up 1% and, net of fuel surcharge, revenue of $1.11 billion was also up 1% compared to the prior year period.

Operating income grew 13% to $118.5 million from $104.9 million the prior year period, primarily driven by acquisitions, strong execution across the organization, an asset-light approach, and cost efficiencies.

Net income was $75.8 million, an increase of 16% compared to net income of $65.1 million the prior year period, and net income of $0.88 per diluted share was up relative to $0.74 per diluted share the prior year period. Adjusted net income, a non-IFRS measure, was $71.3 million, or $0.83 per diluted share, as compared to $67.1 million, or $0.77 per diluted share, the prior year period.

Revenue grew 1% for Truckload and 20% for Logistics, driven from acquisitions, and declined 5% for Package and Courier and 13% for Less-Than-Truckload, relative to the prior year period. Operating income was higher for Truckload and Logistics, while operating income for Package and Courier and Less-Than-Truckload declined.

SEGMENTED RESULTS

(in millions of dollars) Quarters ended Mar. 31
2020 2019*
$ $
Revenue1
  Package and Courier 139.5 146.9
  Less-Than-Truckload 180.2 208.0
  Truckload 533.5 527.1
  Logistics 268.8 224.3
  Eliminations (9.3) (8.9)
Total 1,112.7 1,097.4
$ % of Rev.1 $ % of Rev.1
Operating income (loss)
  Package and Courier 15.5 11.1% 21.0 14.3%
  Less-Than-Truckload 17.7 9.8% 27.6 13.3%
  Truckload 63.0 11.8% 50.7 9.6%
  Logistics 26.0 9.7% 15.2 6.8%
  Corporate (3.7) (9.6)
Total 118.5 10.6% 104.9 9.6%

Note: due to rounding, totals may differ slightly from the sum.
* Recasted for changes in presentation, see note 18 in the unaudited condensed consolidated interim financial statements.
1 Revenue before fuel surcharge.

CASH FLOW

Net cash from operating activities was $191.7 million during Q1 2020 versus $160.7 million the prior year quarter. The 19% increase was due to stronger operating performance and the deferral of certain tax payments due to economic stimulus measures initiated in response to COVID-19. The Company returned $65.5 million to shareholders during the quarter, of which $21.7 million was through dividends and $43.8 million was through share repurchases.

On February 13, 2020 the Company issued common shares in the United States and Canada as part of its initial public offering in the United States raising net proceeds of $288.5 million.

On March 16, 2020, the Board of Directors of TFI International declared a quarterly dividend of $0.26 per outstanding common share payable on April 15, 2020, representing an 8% increase over the $0.24 quarterly dividend declared in Q1 2019.

COST SAVING MEASURES

In March as Coronavirus spread, TFI quickly acted to implement temporary cost saving measures spanning all operating companies and its entire workforce, including a wage reduction of 5-15% for executives, a 15% reduction in directors’ fees, a workweek reduction for more than a thousand full-time employees, and a reduction-in-force which management expects to be temporary. Employees subject to a reduction-in-force will be eligible for a salary recovery program upon their return to the Company. Management also suspended all capital expenditures to which it had not already committed, to be re-evaluated as conditions allow.

CONFERENCE CALL

TFI International will host a conference call on Wednesday, April 22, 2020 at 8:30 a.m. Eastern Time to discuss these results. Interested parties can join the call by dialing 1-877-223-4471. A recording of the call will be available until midnight, May 6, 2020, by dialing 1-800-585-8367 or 416-621-4642 and entering passcode 7078728.

FORWARD-LOOKING STATEMENTS

Except for historical information provided herein, this press release may contain information and statements of a forward-looking nature concerning the future performance of TFI International. These statements are based on assumptions and uncertainties as well as on management’s best possible evaluation of future events. Such factors may include, without excluding other considerations, fluctuations in quarterly results, evolution in customer demand for TFI International’s products and services, the impact of price pressures exerted by competitors, and general market trends or economic changes. As a result, readers are advised that actual results may differ from expected results.

NON-IFRS FINANCIAL MEASURES

This press release includes references to certain non-IFRS financial measures as described below. These non-IFRS measures do not have any standardized meanings prescribed by International Financial Reporting Standards (IFRS) and are therefore unlikely to be comparable to similar measures presented by other companies. Accordingly, they should not be considered in isolation, in addition to, not as a substitute for or superior to, measures of financial performance prepared in accordance with IFRS. The terms and definitions of the non-IFRS measures used in this press release and a reconciliation of each non-IFRS measure to the most directly comparable IFRS measure are provided below.

Adjusted EBITDA

Adjusted EBITDA is calculated as net income or loss before finance income and costs, income tax expense, depreciation, amortization, bargain purchase gain, and gain or loss on sale of land and buildings and assets held for sale. Management believes adjusted EBITDA to be a useful supplemental measure. Adjusted EBITDA is provided to assist in determining the ability of the Company to assess its performance.

Adjusted EBITDA
(unaudited, in millions of dollars)
Quarters ended Mar. 31
2020 2019*
Net income 75.8 65.1
Net finance costs 19.2 19.1
Income tax expense 23.5 20.7
Depreciation of property and equipment 57.1 52.4
Depreciation of right-of-use assets 25.7 24.5
Amortization of intangible assets 15.6 15.8
Bargain purchase gain (5.6)
Gain on sale of land and buildings and assets held for sale (10.7) (10.1)
Adjusted EBITDA 200.5 187.6

* Recasted for change in presentation, see note 18 in the unaudited condensed consolidated interim financial statements.

Note: due to rounding, totals may differ slightly from the sum.

Adjusted net income and adjusted earnings per share (adjusted “EPS”), basic or diluted

Adjusted net income is calculated as net income excluding amortization of intangible assets related to business acquisitions, net change in the fair value and accretion expense of contingent considerations, net change in the fair value of derivatives, net foreign exchange gain or loss, bargain purchase gain, and gain or loss on sale of land and buildings and assets held for sale. Adjusted earnings per share, basic or diluted, is calculated as adjusted net income divided by the weighted average number of common shares, basic or diluted. The Company uses adjusted net income and adjusted earnings per share to measure its performance from one period to the next, without the variation caused by the impact of the items described above. The Company excludes these items because they affect the comparability of its financial results and could potentially distort the analysis of trends in its business performance. Excluding these items does not imply they are necessarily non-recurring.

Adjusted net income
(unaudited, in millions of dollars, except per share data)
Quarters ended
Mar. 31
2020 2019
Net income 75.8 65.1
Amortization of intangible assets related to business acquisitions, net of tax 11.1 11.3
Net change in fair value and accretion expense of contingent considerations, net of tax 0.1 0.1
Net change in fair value of derivatives, net of tax 0.5 (0.0)
Net foreign exchange gain, net of tax (1.2) (0.5)
Bargain purchase gain (5.6)
Gain on sale of land and buildings and assets held for sale, net of tax (9.2) (8.7)
Adjusted net income 73.1 67.1
Adjusted earnings per share – basic 0.84 0.79
Adjusted earnings per share – diluted 0.83 0.77

Note: due to rounding, totals may differ slightly from the sum.

TFI International Reports on Shareholders’ Voting Results for the Election of Directors

Montreal, Quebec, April 21, 2020 – The Board of Directors of TFI International Inc. (NYSE and TSX: TFII), a North American leader in the transportation and logistics industry, held its Annual Meeting of shareholders earlier today. All candidates proposed as directors were duly elected to the Board of Directors of TFI International by a majority of the votes cast by shareholders represented by proxy at the Meeting, as follows:

NAME FOR WITHHELD
Number % Number %
Leslie Abi-Karam 65,543,552 99.93 44,009 0.07
Alain Bédard 61,580,712 93.89 4,006,849 6.11
André Bérard 60,898,905 92.85 4,688,656 7.15
Lucien Bouchard 61,890,250 94.36 3,697,311 5.64
Diane Giard 65,431,630 99.76 155,931 0.24
Richard Guay 59,976,773 91.45 5,610,788 8.55
Debra Kelly-Ennis 65,433,149 99.76 154,412 0.24
Neil D. Manning 63,749,023 97.20 1,838,538 2.80
Arun Nayar 65,392,543 99.70 195,018 0.30
Joey Saputo 61,597,135 93.92 3,990,426 6.08

TFI International Notice Regarding Annual Meeting of Shareholders

Shareholders asked to participate by telephone, at (877) 223-4471

Montreal, Quebec, April 16, 2020 – TFI International Inc. (NYSE and TSX: TFII), a North American leader in the transportation and logistics industry, reminds shareholders that its Annual Meeting of shareholders (the “Meeting”) will be held on Tuesday, April 21, 2020 at 1:30 p.m. (eastern time).

In light of the COVID-19 pandemic, and in order to comply with governmental decrees prohibiting indoor meetings, the Meeting will be available by way of telephone conference call. The toll-free dial-in number is (877) 223-4471. Please dial in 10 minutes prior to the start of the Meeting. During the telephone Meeting, shareholders will have an opportunity to ask questions to TFI International’s management.

TFI International has taken measures to conduct the Meeting in full compliance with applicable government decrees relating to COVID-19, including remote participation by the chairman of the Meeting, the scrutineers for the Meeting, and others. TFI International urges shareholders to participate in the Meeting by telephone.

Shareholders are asked to vote their shares prior to the Meeting by returning their proxy form or voting instruction form, voting online or using the toll-free telephone number set out on the proxy or voting instruction form. The deadline for proxy voting is 5:00 p.m. (eastern time) on Monday, April 20, 2020.

At the Meeting, shareholders will elect the directors of TFI International and appoint its auditor.

TFI International to Hold Annual Meeting of Shareholders and Report First Quarter Results

Montreal, Quebec, March 25, 2020 – TFI International Inc. (NYSE and TSX: TFII), a North American leader in the transportation and logistics industry, today announced that it will hold its Annual Meeting of shareholders on Tuesday, April 21, 2020 at 1:30 p.m. (eastern time) at the Company’s head office, 8801 Trans-Canada Highway, Suite 500, Saint-Laurent, Quebec. The meeting will also be available by way of telephone conference call. The dial-in number for the meeting is (877) 223-4471. In light of the COVID-19 pandemic, shareholders are asked to participate in the meeting by telephone and to vote their shares prior to the meeting by returning their proxy form or voting instruction form, voting online or using the toll-free telephone number set out on the proxy or voting instruction form. During the telephone meeting, shareholders will be able to ask questions but will not be able to vote. In light of government directives relating to COVID-19, attendance for the meeting at the Company’s head office will be strictly limited to the Company’s registered shareholders and duly-appointed proxyholders.

Also on Tuesday, April 21, the Company will issue its financial results for the first quarter ended March 31, 2020 via news release after the market close. The Company will then hold a conference call for analysts and investors with Alain Bédard, Chairman, President and Chief Executive Officer, on Wednesday, April 22 at 8:30 a.m. Eastern Time, to discuss the quarterly results. Business media are also invited to listen to the call. Please dial in 10 minutes prior to the start of the call.

Details of quarterly results conference call:
Date: Wednesday, April 22, 2020
Time: 8:30 a.m. Eastern Time
Call-in number: (877) 223-4471

A recording of the call will be available until midnight, May 6th, 2020, by dialing (800) 585-8367 or (416) 621-4642 and entering passcode 7078728.

Finally, TFI International Inc.’s 2019 Annual Report is now available on the Company’s website at:
https://tfiintl.com/en/presentations-and-reports/.

TFI International Declares Quarterly Dividend

Montreal, Quebec, March 16, 2020 – The Board of Directors of TFI International Inc. (NYSE and TSX: TFII), a North American leader in the transportation and logistics industry, declared a quarterly dividend of CAD $0.26 per outstanding common share of its capital payable on April 15, 2020 to shareholders of record at the close of business on March 31, 2020.

This dividend is designated as an eligible dividend pursuant to subsection 89(14) of the Income Tax Act (Canada) and any applicable provincial legislation pertaining to eligible dividends.