Transportation & Logistics Industry Update

TRANSPORTATION & LOGISTICS

INDUSTRY UPDATE │ JANUARY 2016

www.harriswilliams.com

Investment banking services are provided by Harris Williams LLC, a registered broker-dealer and member of FINRA and SIPC, and Harris Williams & Co. Ltd, which is authorised and regulated by the Financial Conduct Authority. Harris Williams & Co. is a trade name under which Harris Williams LLC and Harris Williams & Co. Ltd conduct business.

0 TRANSPORTATION & LOGISTICS INDUSTRY UPDATE │ JANUARY 2016

WHAT WE’RE READING

CONTENTS LOGISTICS | MERGERS HIT NINE-YEAR HIGH IN 2015 . M&A TRANSACTIONS Transportation and logistics companies of all sizes felt the urge to merge in 2015, as . PUBLIC MARKETS OVERVIEW the number of deals large and small sent acquisition activity to nearly frenzied . STOCK PRICE PERFORMANCE levels by year-end. Hardly a week went by last year without breaking news of a buyout, or new majority shareholder, or a fold-in acquisition in non-asset and asset- . OUR GROUP based sectors of logistics and transportation. The number of logistics-related mergers and acquisitions hit a nine-year high in the first nine months of 2015, according to global research firm PwC. CONTACTS Journal of Commerce LOGISTICS | WAREHOUSE SPACE GREW TIGHTER IN 4Q UNITED STATES

Empty warehouses are becoming endangered species. Real-estate brokerage Frank Mountcastle CBRE Inc. reports that the availability rate for industrial property – which means Managing Director warehouses and distribution centers – fell to 9.4% in the fourth quarter of 2015, [email protected] capping 23 consecutive quarters of falling availability, the longest such stretch +1 (804) 915-0124 since CBRE started following it in 1989. Jason Bass Wall Street Journal Managing Director [email protected] TRUCKING | FREIGHT GROWTH SEEN DESPITE DRIVER WOES +1 (804) 915-0132 Joe Conner Trucking companies are likely to see a continuation of moderate business growth Managing Director in 2016 as the shortage of qualified drivers keeps a lid on fleet expansion, analysts [email protected] said. On government issues, with a new highway funding plan signed into law, +1 (804) 915-0151 limited action is expected in Congress during a presidential election year, and Jeff Burkett industry officials said they are turning their attention to regulatory activity at the Director federal and state levels. “It’s going to be a heavy regulatory year,” said Dave [email protected] Osiecki, chief of national advocacy for American Trucking Associations. +1 (804) 932-1334 Transport Topics Jershon Jones Director MARINE | OCEAN IMPORTS TO REMAIN FLAT FOR SEVERAL MONTHS [email protected] +1 (804) 932-1356 Retail imports at U.S. ports are declining in line with a seasonal post-holiday lull and are unlikely to grow beyond historic norms as store operators continue to cope Jeff Kidd Vice President with stubbornly high inventories, a retail group said Friday. Beginning in November, [email protected] import volumes at the nation’s major seaports fell below 1.5 million 20-foot +1 (804) 915-0178 equivalent units, a standard measure for cargo containers, according to the Global Port Tracker report by the National Retail Federation and Hackett Associates LLC. EUROPE Wall Street Journal Jeffery Perkins Managing Director RAIL | U.S. FREIGHT RAIL TRAFFIC ENDS 2015 WITH A WHIMPER [email protected] +49 (0) 69 3650638 00 U.S. freight rail traffic was down 9.7 percent year-over-year in the week ending Dec. 26 as a double-digit drop in carload traffic offset a 1.6 percent gain in intermodal volume, the Association of American Railroads reported…For the first 51 weeks of 2015, U.S. railroads reported cumulative volume of 14,058,461 carloads, down 5.8 percent, and 13,522,726 intermodal units, up 1.6 percent. Total combined U.S. traffic for the first 51 weeks was 27,581,187 carloads and intermodal units, a decrease of 2.3 percent from last year. Journal of Commerce AIR | DECLINE IN AIR FREIGHT VOLUMES BOTTOMS OUT

The International Air Transport Association (IATA) released data for global air freight markets showing air cargo volumes (measured in Freight Tonne Kilometers) were down 1.2% in November 2015, compared to November 2014. Total cargo volumes, however, expanded compared to October 2015, and were higher than the low point in August. This indicates that the decline in cargo demand may be bottoming out. IATA www.harriswilliams.com

PAGE | 1 TRANSPORTATION & LOGISTICS INDUSTRY UPDATE │ JANUARY 2016

M&A TRANSACTIONS

RECENT M&A TRANSACTIONS1,2

Date Sector Target Business Description Acquirer 1/14/2016 Logistics EZ Alternative Transport Provides bulk chemical hauling services. Heniff Transportation Systems

1/12/2016 Logistics Enroute Systems Provides SaaS transportation management systems. Pitney Bowes Inc. Corporation

1/11/2016* Logistics Consolidated Aviation Provides cargo handling services throughout the United States and Worldwide Flight Services, Services LLC South America. Inc.

12/29/2015* Logistics Sinotrans & CSC Holdings Provides integrated logistics solutions for customers in China and China Merchants Group Co. Ltd. internationally. Limited

12/9/2015 Logistics United Transportation Provides motor fuel delivery services. Sentinel Transportation LLC Co LLC, Motor Fuel Delivery Fleet 12/7/2015* Marine Neptune Orient Lines Owns and operates charter vessels and other related assets and CMA CGM S.A. Limited provides global cargo container transportation services.

12/1/2015 Logistics Optimal Freight, LLC Provides truckload, less-than-truckload, intermodal, air, ocean, and Transport America, Inc. freight management services.

12/1/2015 Logistics Bear Transportation Provides less-than-truckload and truckload freight brokerage ABF Logistics II, Inc. Services, LP services.

11/18/2015 Logistics The Secor Group, Inc. Provides moving, storage, and logistics services. The Suddath Companies

11/9/2015* Equipment TAL International Group, Leases intermodal transportation equipment and provides maritime Triton Container Inc. container management services worldwide. International Limited

11/4/2015 Logistics Juno Logistics Provides non-asset based, global third party logistics. Sojitz Logistics Corporation

11/2/2015 Logistics Copper Logistics, Inc. Provides domestic and international asset-light freight forwarding Radiant Logistics, Inc. services.

11/2/2015 Logistics Dunbar Armored, Inc., Provides armored logistics services and cash management solutions. Loomis AB Global Logistics Operations 10/29/2015* Logistics TransForce Waste Provides an extended range of services for residual materials GFL Environmental Inc. Management Segment management in the residential, municipal, industrial, commercial, and institutional sectors. 10/28/2015 Rail Pacific Imperial Owns and operates shortline and freight railroad in California. Conatus Capital Group, Railroad, Inc. Inc.

10/21/2015 Logistics Courier Advisory Group Provides courier and managed delivery services for pharmacy, R.R. Donnelley Logistics, Inc. medical, retail, optical, and banking industries. Inc.

10/20/2015 Logistics Unishippers Global Provides non-asset based, third party logistics services to small to Ridgemont Equity Partners Logistics, LLC midsized businesses.

10/13/2015 Equipment Great Western Leasing Provides full-service, integrated solutions to the flatbed and Argosy Capital; Argosy & Sales, Inc. specialized trailer industry. Investment Partners V, L.P.; Headhaul Capital 10/9/2015* Logistics UTi Worldwide Inc. Operates as a non-asset-based supply chain services and solutions DSV A/S company. *Denotes pending transactions

PAGE | 2 TRANSPORTATION & LOGISTICS INDUSTRY UPDATE │ JANUARY 2016

PUBLIC MARKETS OVERVIEW

TEV / LTM EBITDA TEV / 2016E EBITDA

Logistics Providers 9.2x Logistics Providers 7.7x

Marine 8.1x Rail & Rail Services 7.4x

Rail & Rail Services 7.5x Marine 6.6x

Transportation Trucking 4.6x 4.6x Equipment Transportation 4.4x Equipment Trucking 4.3x

AVERAGE REVENUE GROWTH (2012 – 2015E) AVERAGE REVENUE GROWTH (2015E – 2017P)

Rail & Rail Services 7.3% Trucking 5.3%

Trucking 7.2% Logistics Providers 4.9%

Transportation Logistics Providers 4.8% 2.8% Equipment

Transportation 4.1% Marine Equipment 2.2%

Marine (2.7%) Rail & Rail Services (0.6%)

AVERAGE EBITDA GROWTH (2012 – 2015E) AVERAGE EBITDA GROWTH (2015R – 2017P)

Marine 11.0% Trucking 16.7%

Rail & Rail 11.1% Logistics Providers 8.8% Services

Logistics Transportation 8.7% 8.2% Providers Equipment

Transportation 3.8% Equipment Trucking 6.4%

Marine 2.9% Rail & Rail Services 2.4%

PAGE | 3 TRANSPORTATION & LOGISTICS INDUSTRY UPDATE │ JANUARY 2016

STOCK PRICE PERFORMANCE

MEDIAN % CHANGE (1 MONTH) MEDIAN % CHANGE (12 MONTH)

S&P 500 S&P 500 (4.4%) (5.9%)

Logistics Providers Logistics Providers (4.7%) (18.5%)

Rail & Rail Services Trucking (8.4%) (33.3%)

Marine (41.8%) Rail & Rail Services (9.9%)

Transportation Equipment Transportation Equipment (11.2%) (42.0%)

Trucking Marine (16.1%) (43.4%)

TRAILING TWELVE MONTHS

(Indexed to December 12, 2014)

20%

10%

(10%)

(20%)

(30%)

(40%)

(50%) Jan-12-2015 Apr-12-2015 Jul-12-2015 Oct-12-2015 Jan-12-2016

Logistics Providers Trucking Rail and Rail Services Marine Transportation Equipment S&P 500 Index

PAGE | 4 TRANSPORTATION & LOGISTICS INDUSTRY UPDATE │ JANUARY 2016

OUR GROUP

Harris Williams & Co. is a leading advisor to the transportation and logistics M&A market. Our Transportation & Logistics Group serves companies in a broad range of attractive niches, including third-party logistics (3PL), truck, rail, marine and air transportation, transportation equipment, and the automotive and heavy duty vehicle market.

RECENTLY CLOSED T&L TRANSACTIONS

a portfolio company of a portfolio company of a portfolio company of a portfolio company of a portfolio company of

has been acquired by has acquired

has been acquired by has been acquired by has been acquired by has been acquired by a portfolio company of

RCL Services Group

in partnership with a portfolio company of and a portfolio company of a portfolio company of a portfolio company of a portfolio company of has sold and

to has been acquired by has been acquired by has been acquired by has been acquired by has been acquired by

DEEP EXPERIENCE ACROSS T&L SECTORS

THIRD-PARTY LOGISTICS

RAIL & RAIL SERVICES

MARINE TRANSPORTATION

TRANSPORTATION EQUIPMENT

NICHE TRANSPORTATION

AUTOMOTIVE & HEAVY DUTY VEHICLE

AIR TRANSPORTATION

PAGE | 5 TRANSPORTATION & LOGISTICS INDUSTRY UPDATE │ JANUARY 2016

OUR FIRM

Harris Williams & Co. has a broad range of industry expertise, which creates powerful opportunities. Our clients benefit from our deep-sector experience, integrated industry intelligence and collaboration across the firm, and our commitment to learning what makes them unique. For more information, visit our website at www.harriswilliams.com/industries.

Aerospace, Defense Building Products Business Consumer Energy, Power & Government & Materials Services & Infrastructure Services

Healthcare Industrials Specialty Technology, Transportation & Life Sciences Distribution Media & Telecom & Logistics

HARRIS WILLIAMS & CO. OFFICE LOCATIONS

UNITED STATES EUROPE

Boston Richmond (Headquarters) Frankfurt Two International Place 1001 Haxall Point Bockenheimer Landstrasse 33-35 24th Floor 9th Floor 60325 Frankfurt Boston, Massachusetts 02110 Richmond, Virginia 23219 Germany Phone: +1 (617) 482-7501 Phone: +1 (804) 648-0072 Phone: +49 069 3650638 00

Cleveland San Francisco London 1900 East 9th Street 575 Market Street 63 Brook Street 20th Floor 31st Floor London W1K 4HS, England Cleveland, Ohio 44114 San Francisco, California 94105 Phone: +44 (0) 20 7518 8900 Phone: +1 (216) 689-2400 Phone: +1 (415) 288-4260 Minneapolis 222 South 9th Street Suite 3350 NETWORK OFFICES Minneapolis, Minnesota 55402 Phone: +1 (612) 359-2700 Beijing New Delhi Hong Kong Shanghai Mumbai

PAGE | 6 TRANSPORTATION & LOGISTICS INDUSTRY UPDATE │ JANUARY 2016

PUBLIC COMPARABLES

Stock Performance Stock Price Change from 52-Week TEV / LTM EBITDA as of TEV / EBITDA EBITDA ($ in millions except per share data) TEV Current Prior Month Prior Year High % of High Jan-15 Jul-15 Current 2016E 2017P Transportation & Logistics Logistics Providers Agility Public Warehousing Company K.S.C.P. $1,605 $1.40 (15.2%) (41.6%) $2.60 53.8% 9.9x 8.4x 6.1x NA NA Air Transport Services Group, Inc. $908 $9.54 5.1% 16.9% $10.96 87.0% 4.8x 5.2x 4.7x 4.3x 4.1x Atlas Air Worldwide Holdings, Inc. $2,247 $33.74 (12.5%) (29.1%) $59.47 56.7% 8.5x 7.3x 5.8x 6.0x 5.9x CH Robinson Worldwide Inc. $9,763 $61.75 (0.4%) (14.3%) $76.18 81.1% 14.1x 12.0x 11.0x 10.1x 9.6x Deutsche Post AG $34,862 $25.84 (4.0%) (17.5%) $33.97 76.1% 9.3x 11.2x 10.2x 6.6x 6.2x DSV A/S $7,796 $38.23 (0.5%) 24.3% $42.30 90.4% 12.7x 13.9x 15.7x 14.3x 13.1x Echo Global Logistics, Inc. $785 $20.45 (0.4%) (22.9%) $34.35 59.5% 17.1x NM 17.9x 8.6x 7.0x Expeditors International of Washington Inc. $7,040 $42.99 (7.7%) (1.1%) $51.80 83.0% 11.4x 10.6x 9.4x 8.9x 8.4x FedEx Corporation $41,497 $132.97 (7.8%) (23.0%) $185.19 71.8% 7.4x 7.2x 5.7x 5.4x 5.0x Forward Air Corp. $1,377 $43.00 (1.1%) (8.6%) $57.65 74.6% 11.1x 12.7x 10.2x 8.2x 7.4x Hub Group Inc. $1,024 $29.82 (14.0%) (16.2%) $44.00 67.8% 9.7x 10.7x 7.2x 7.1x 6.7x JB Hunt Transport Services Inc. $8,706 $67.35 (8.0%) (16.7%) $93.50 72.0% 11.1x 10.7x 8.4x 7.6x 6.8x Kuehne + Nagel International AG $14,923 $128.47 (4.7%) (4.9%) $149.01 86.2% 15.5x 14.1x 14.4x 13.7x 13.0x Landstar System Inc. $2,424 $56.87 (0.2%) (16.6%) $73.60 77.3% 12.1x 11.4x 9.0x 8.7x 8.1x Panalpina World Transport Holding Ltd. $2,223 $105.72 (7.1%) (21.3%) $148.31 71.3% 19.1x 16.5x 15.5x 9.9x 8.4x Roadrunner Transportation Systems, Inc. $792 $8.96 (8.9%) (59.9%) $28.51 31.4% 10.6x 10.1x 6.1x 5.8x 5.5x Ryder System, Inc. $8,071 $50.46 (10.2%) (43.5%) $100.64 50.1% 5.6x 5.5x 4.6x 4.2x 4.0x TransForce Inc. $2,798 $16.05 (4.4%) (36.3%) $22.26 72.1% 9.6x 8.5x 7.2x 7.7x 7.5x United Parcel Service, Inc. $90,584 $91.66 (6.0%) (16.4%) $114.40 80.1% 15.4x 11.4x 10.8x 8.7x 8.2x Universal Truckload Services Inc. $597 $13.13 0.0% (47.7%) $27.63 47.5% 8.5x 7.5x 5.4x 5.3x 5.1x UTi Worldwide Inc. $1,298 $7.04 1.4% (40.9%) $14.18 49.7% NM NM NM NM 10.6x World Fuel Services Corp. $3,006 $38.43 (3.6%) (18.5%) $58.50 65.7% 11.9x 12.3x 9.9x 8.9x 8.1x XPO Logistics, Inc. $5,081 $22.58 (17.0%) (40.4%) $50.96 44.3% NM NM 16.0x 4.1x 3.5x Median (4.7%) (18.5%) 71.8% 11.1x 10.7x 9.2x 7.7x 7.2x Trucking ArcBest Corporation $417 $18.70 (10.8%) (55.0%) $43.68 42.8% 6.6x 4.6x 2.4x 2.2x 2.1x Celadon Group Inc. 802 7.62 (26.9%) (65.7%) 29.15 26.1% 7.8x 8.8x 6.5x 4.7x 4.4x Covenant Transportation Group, Inc. 516 16.24 (11.8%) (42.6%) 36.82 44.1% 8.1x 5.6x 4.4x 4.0x 3.7x Heartland Express, Inc. 1,312 16.16 (4.8%) (38.3%) 27.80 58.1% 11.0x 8.4x 6.5x 5.7x 5.4x Knight Transportation Inc. 1,878 21.85 (9.1%) (33.0%) 34.73 62.9% 11.2x 8.7x 6.5x 6.1x 5.6x Marten Transport Ltd. 586 16.64 2.0% (21.5%) 24.92 66.8% 6.4x 5.8x 4.7x 4.0x 3.7x Old Dominion Freight Line Inc. 4,784 54.50 (7.7%) (26.5%) 80.96 67.3% 11.2x 9.2x 7.3x 6.6x 5.9x P.A.M. Transportation Services, Inc. 258 23.23 (14.1%) (55.1%) 67.61 34.4% 8.2x 8.6x 4.2x NA NA Saia, Inc. 575 19.95 (6.6%) (61.0%) 52.53 38.0% 9.1x 6.7x 3.7x 3.7x 3.5x Swift Transportation Company 3,271 13.27 (3.6%) (52.6%) 28.90 45.9% 9.2x 7.5x 5.3x 5.0x 4.8x Universal Truckload Services Inc. 597 13.13 0.0% (47.7%) 27.63 47.5% 8.5x 7.5x 5.4x 5.3x 5.1x USA Truck Inc. 228 15.56 (6.3%) (44.2%) 32.14 48.4% 6.7x 5.4x 3.8x 4.3x NA Werner Enterprises Inc. 1,632 22.30 (9.5%) (25.6%) 33.42 66.7% 6.9x 5.7x 4.5x 4.0x 3.8x YRC Worldwide Inc. 1,242 11.40 (21.3%) (41.7%) 21.37 53.3% 7.8x 5.0x 4.1x 3.3x 3.0x Median (8.4%) (43.4%) 48.0% 8.1x 7.1x 4.6x 4.3x 4.1x

PAGE | 7 TRANSPORTATION & LOGISTICS INDUSTRY UPDATE │ JANUARY 2016

PUBLIC COMPARABLES

Stock Performance Stock Price Change from 52-Week TEV / LTM EBITDA as of TEV / EBITDA EBITDA ($ in millions except per share data) TEV Current Prior Month Prior Year High % of High Jan-15 Jul-15 Current 2016E 2017P Transportation & Logistics Rail and Rail Services American Railcar Industries, Inc. $1,288 $40.76 (16.2%) (20.1%) $67.31 60.6% 6.4x 5.4x 5.1x 5.2x 5.3x Canadian National Railway Company 47,819 51.75 (2.1%) (22.6%) 62.61 82.7% 12.4x 10.9x 10.1x 10.1x 9.5x Canadian Pacific Railway Limited 22,844 112.20 (9.4%) (37.4%) 172.60 65.0% 14.2x 12.5x 9.8x 9.3x 8.8x CSX Corp. 32,086 23.52 (8.6%) (31.6%) 37.67 62.4% 9.0x 8.3x 6.6x 6.6x 6.3x FreightCar America Inc. 90 17.48 (16.5%) (35.1%) 32.07 54.5% 14.7x 5.2x 2.2x 1.7x 2.1x Genesee & Wyoming Inc. 5,040 47.90 (6.5%) (42.5%) 105.49 45.4% 10.7x 10.7x 8.5x 8.2x 7.8x The Greenbrier Companies, Inc. 1,122 24.07 (17.3%) (54.4%) 66.50 36.2% 7.2x 5.0x 2.1x 2.4x 3.7x Kansas City Southern 10,158 69.77 (6.5%) (38.9%) 120.63 57.8% 13.4x 11.8x 9.4x 8.9x 8.0x Norfolk Southern Corporation 32,025 75.97 (15.1%) (26.4%) 112.05 67.8% 8.7x 8.2x 7.7x 7.7x 7.3x Trinity Industries Inc. 6,249 21.19 (10.6%) (21.2%) 37.15 57.0% 5.4x 4.8x 4.1x 4.6x 5.0x Union Pacific Corporation 76,138 74.81 (3.2%) (34.9%) 124.52 60.1% 10.5x 9.1x 7.3x 7.2x 6.7x Westinghouse Air Brake Technologies Corporation 6,302 62.79 (10.5%) (26.0%) 105.10 59.7% 14.4x 14.4x 9.6x 8.9x 8.4x Median (9.9%) (33.3%) 59.9% 10.6x 8.7x 7.5x 7.4x 7.0x Marine Aegean Marine Petroleum Network Inc. $914 $6.83 (22.2%) (52.1%) $15.71 43.5% 14.9x 12.8x 9.1x 6.7x 6.4x Costamare Inc. 2,157 8.20 (20.0%) (49.6%) 20.50 40.0% 9.1x 9.3x 6.8x 6.3x 6.7x Diana Shipping Inc. 550 2.49 (37.0%) (63.4%) 8.27 30.1% 14.8x NM 15.2x NM 11.4x Kirby Corporation 3,305 46.04 (15.8%) (44.2%) 84.24 54.7% 8.3x 8.3x 5.5x 5.7x 5.5x Matson, Inc. 2,122 38.26 (13.7%) 10.6% 53.18 71.9% 8.1x 8.3x 8.1x 6.5x 6.3x Neptune Orient Lines Limited 5,049 0.86 (1.3%) 27.8% 0.86 99.2% 19.7x NM NM NM NM Nordic American Tankers Limited 1,448 13.96 (2.2%) 20.2% 17.45 80.0% 20.0x 11.1x 8.9x 7.0x 8.2x Rand Logistics, Inc. 229 1.19 (40.2%) (69.7%) 3.98 29.9% 8.2x 7.7x 7.6x 6.8x 6.2x SEACOR Holdings Inc. 1,378 45.59 (16.4%) (34.7%) 78.95 57.7% 7.4x 9.6x 7.7x 6.9x 6.6x Wilh. Wilhelmsen ASA 1,764 3.76 (0.4%) (39.5%) 5.76 65.2% 15.9x 12.5x 9.4x 4.1x 3.9x Median (16.1%) (41.8%) 56.2% 11.9x 9.5x 8.1x 6.6x 6.4x Transportation Equipment Accuride Corp. $341 $1.22 (43.8%) (74.2%) $5.47 22.3% 7.2x 6.0x 4.4x 4.6x 4.3x Dana Holding Corporation 2,652 12.55 (11.2%) (42.0%) 23.48 53.4% 5.8x 5.6x 4.0x 3.9x 3.7x Gentherm Incorporated 1,500 41.97 (9.7%) 12.2% 57.95 72.4% 10.2x 13.4x 10.0x 9.1x 8.1x Spartan Motors Inc. 87 3.00 (15.5%) (43.5%) 5.69 52.7% 16.7x 11.9x 9.1x 8.0x 5.9x Wabash National Corp. 859 10.87 2.0% (8.5%) 15.21 71.5% 6.7x 5.9x 4.3x 4.2x 4.9x Median (11.2%) (42.0%) 53.4% 7.2x 6.0x 4.4x 4.6x 4.9x

PAGE | 8 TRANSPORTATION & LOGISTICS INDUSTRY UPDATE │ JANUARY 2016

PUBLIC COMPARABLES

Revenue Avg. Revenue Growth EBITDA Avg. EBITDA Growth ($ in millions) 2012 2013 2014 2015E 2016P 2017P '12-15E '15E-17P 2012 2013 2014 2015E 2016P 2017P '12-15E '15E-17P Transportation & Logistics Logistics Providers Agility Public Warehousing Company K.S.C.P. $5,039 $4,873 $4,633 NA NA NA NA NA $254 $296 $265 NA NA NA NA NA Air Transport Services Group, Inc. 607 580 590 592 624 658 (0.8%) 5.4% 163 158 179 193 209 223 5.8% 7.4% Atlas Air Worldwide Holdings, Inc. 1,632 1,643 1,785 1,843 1,861 1,913 4.1% 1.9% 296 307 344 379 372 379 8.6% 0.0% CH Robinson Worldwide Inc. 11,359 12,752 13,470 13,585 14,324 15,137 6.1% 5.6% 751 731 797 920 966 1,013 7.0% 4.9% Deutsche Post AG 73,191 75,621 68,547 65,008 67,610 70,017 (3.9%) 3.8% 4,129 5,116 4,469 4,382 5,253 5,656 2.0% 13.6% DSV A/S 7,937 8,439 7,896 7,478 7,771 8,083 (2.0%) 4.0% 519 543 486 519 549 576 0.0% 5.3% Echo Global Logistics, Inc. 758 884 1,173 1,528 1,886 2,322 26.3% 23.3% 27 27 36 66 87 111 35.0% 29.8% Expeditors International of Washington Inc. 5,992 6,080 6,565 6,727 7,007 7,333 3.9% 4.4% 571 600 644 769 792 839 10.4% 4.4% FedEx Corporation 42,680 44,287 45,567 47,609 49,900 52,016 3.7% 4.5% 5,367 6,112 6,417 6,891 7,604 8,342 8.7% 10.0% Forward Air Corp. 584 652 781 959 1,036 1,102 18.0% 7.2% 104 107 127 144 167 186 11.6% 13.6% Hub Group Inc. 3,124 3,374 3,571 3,542 3,706 3,888 4.3% 4.8% 134 138 135 125 143 147 (2.4%) 8.5% JB Hunt Transport Services Inc. 4,058 4,527 5,083 6,185 6,787 7,414 15.1% 9.5% 759 830 926 1,055 1,144 1,269 11.6% 9.7% Kuehne + Nagel International AG 18,699 19,290 17,618 20,249 21,467 22,356 2.7% 5.1% 979 1,070 987 1,050 1,090 1,155 2.4% 4.9% Landstar System Inc. 2,735 2,628 3,145 3,315 3,421 3,718 6.6% 5.9% 223 201 250 269 281 301 6.4% 5.7% Panalpina World Transport Holding Ltd. 7,227 7,589 6,752 6,153 6,357 6,583 (5.2%) 3.4% 92 161 150 176 218 258 24.3% 21.1% Roadrunner Transportation Systems, Inc. 1,073 1,361 1,873 1,999 2,020 2,135 23.0% 3.3% 81 99 121 129 135 146 16.8% 6.1% Ryder System, Inc. 6,257 6,419 6,639 6,581 6,893 7,245 1.7% 4.9% 1,396 1,459 1,628 1,799 1,893 2,014 8.8% 5.8% TransForce Inc. 2,822 2,620 2,817 3,093 3,010 3,063 3.1% (0.5%) 392 318 361 371 376 369 (1.8%) (0.3%) United Parcel Service, Inc. 54,127 55,438 58,232 58,600 61,714 65,232 2.7% 5.5% 3,201 8,868 6,864 9,756 10,428 11,035 45.0% 6.4% Universal Truckload Services Inc. 1,037 1,033 1,192 1,122 1,157 1,202 2.7% 3.5% 96 105 115 108 110 116 4.2% 3.4% UTi Worldwide Inc. 4,914 4,608 4,436 4,284 3,646 3,872 (4.5%) (4.9%) 213 146 84 96 40 124 (23.2%) 13.5% World Fuel Services Corp. 38,945 41,562 43,386 31,516 31,704 33,151 (6.8%) 2.6% 287 301 319 305 350 374 2.1% 10.8% XPO Logistics, Inc. 279 702 2,357 7,481 15,274 16,578 NM NM (25) (20) 95 493 1,250 1,446 NM NM Total $295,078 $306,963 $308,106 $299,449 $319,174 $335,019 4.8% 4.9% $20,009 $27,672 $25,797 $29,996 $33,460 $36,078 8.7% 8.8% Trucking ArcBest Corporation $2,066 $2,300 $2,613 $2,670 $2,791 $2,895 8.9% 4.1% $70 $104 $155 $173 $182 $194 35.2% 6.0% Celadon Group Inc. 475 489 615 888 1,082 1,135 23.2% 13.0% 103 100 97 136 170 179 10.0% 14.7% Covenant Transportation Group, Inc. 527 539 579 703 726 766 10.1% 4.4% 71 65 89 126 130 138 21.0% 4.6% Heartland Express, Inc. 546 582 871 742 756 776 10.8% 2.2% 138 149 208 226 225 239 18.0% 2.8% Knight Transportation Inc. 752 792 926 1,197 1,241 1,345 16.8% 6.0% 184 192 239 294 303 328 16.8% 5.6% Marten Transport Ltd. 638 659 673 672 735 798 1.7% 9.0% 101 110 115 134 148 158 9.7% 8.6% Old Dominion Freight Line Inc. 2,135 2,338 2,788 2,980 3,165 3,449 11.8% 7.6% 396 460 587 668 739 816 19.0% 10.5% P.A.M. Transportation Services, Inc. 298 313 317 NA NA NA NA NA 41 50 55 NA NA NA NA NA Saia, Inc. 1,099 1,139 1,272 1,225 1,232 1,274 3.7% 2.0% 107 126 145 151 149 166 12.3% 4.7% Swift Transportation Company 3,976 4,118 4,299 4,244 4,431 4,615 2.2% 4.3% 573 577 583 629 642 676 3.2% 3.7% Universal Truckload Services Inc. 1,037 1,033 1,192 1,122 1,157 1,202 2.7% 3.5% 96 105 115 108 110 116 4.2% 3.4% USA Truck Inc. 512 555 602 520 552 NA 0.5% NA 20 35 60 59 53 NA 44.3% NA Werner Enterprises Inc. 2,036 2,029 2,139 2,108 2,200 2,294 1.2% 4.3% 318 296 318 391 407 435 7.1% 5.5% YRC Worldwide Inc. 4,851 4,865 5,069 4,832 4,930 5,122 (0.1%) 3.0% 198 199 197 352 393 415 NM NM Total $20,948 $21,752 $23,955 $23,903 $24,996 $25,672 7.2% 5.3% $2,415 $2,567 $2,962 $3,448 $3,651 $3,860 16.7% 6.4%

PAGE | 9 TRANSPORTATION & LOGISTICS INDUSTRY UPDATE │ JANUARY 2016

PUBLIC COMPARABLES

Revenue Avg. Revenue Growth EBITDA Avg. EBITDA Growth ($ in millions) 2012 2013 2014 2015E 2016P 2017P '12-15E '15E-17P 2012 2013 2014 2015E 2016P 2017P '12-15E '15E-17P Transportation & Logistics Rail and Rail Services American Railcar Industries, Inc. $712 $751 $733 $853 $821 $757 6.2% (5.8%) $145 $179 $204 $270 $250 $242 NM (5.4%) Canadian National Railway Company 9,952 9,954 10,478 9,123 9,189 9,666 (2.9%) 2.9% 4,624 4,568 4,900 4,611 4,723 5,010 (0.1%) 4.2% Canadian Pacific Railway Limited 5,568 5,631 5,582 4,863 4,902 5,169 (4.4%) 3.1% 1,774 2,194 2,434 2,338 2,449 2,592 9.6% 5.3% CSX Corp. 11,763 12,026 12,669 11,868 11,276 12,161 0.3% 1.2% 4,523 4,577 4,764 4,812 4,727 5,089 2.1% 2.8% FreightCar America Inc. 677 290 599 812 719 660 6.2% (9.8%) 41 (8) 17 55 52 39 10.7% NM Genesee & Wyoming Inc. 875 1,569 1,639 2,001 2,153 2,190 31.8% 4.6% 277 534 574 584 607 641 28.3% 4.8% The Greenbrier Companies, Inc. 1,736 1,685 2,121 2,652 2,771 2,157 15.2% (9.8%) 152 145 237 431 471 319 NM NM Kansas City Southern 2,239 2,369 2,577 2,419 2,481 2,638 2.6% 4.4% 872 962 1,106 1,080 1,153 1,271 7.4% 8.5% Norfolk Southern Corporation 11,040 11,245 11,624 10,562 10,600 10,952 (1.5%) 1.8% 4,046 4,179 4,531 4,008 4,172 4,425 (0.3%) 5.1% Trinity Industries Inc. 3,812 4,365 6,170 6,424 5,873 5,668 19.0% (6.1%) 730 963 1,400 1,651 1,381 1,289 31.3% (11.6%) Union Pacific Corporation 19,686 20,684 22,560 22,052 22,079 23,283 3.9% 2.8% 8,505 9,223 10,657 10,233 10,601 11,356 6.4% 5.3% Westinghouse Air Brake Technologies Corporation 2,391 2,566 3,044 3,318 3,490 3,558 11.5% 3.6% 436 485 588 672 710 740 15.5% 4.9% Total $70,451 $73,136 $79,795 $76,947 $76,354 $78,858 7.3% (0.6%) $26,125 $28,000 $31,412 $30,745 $31,294 $33,013 11.1% 2.4% Marine Aegean Marine Petroleum Network Inc. $7,259 $6,335 $6,662 $4,438 $5,005 $4,831 (15.1%) 4.3% $85 $75 $98 $116 $136 $145 11.2% 11.6% Costamare Inc. 386 414 484 491 501 476 8.3% (1.5%) 238 258 318 340 334 324 12.7% (2.4%) Diana Shipping Inc. 221 164 176 143 131 151 (13.5%) 2.8% 124 53 50 31 22 49 (36.9%) 24.9% Kirby Corporation 2,113 2,242 2,566 2,180 2,117 2,222 1.1% 0.9% 509 582 647 576 578 609 4.2% 2.8% Matson, Inc. 1,560 1,637 1,714 1,903 2,079 2,154 6.9% 6.4% 175 172 203 316 327 341 21.8% 4.0% Neptune Orient Lines Limited 9,512 8,831 8,617 6,029 5,854 6,113 (14.1%) 0.7% 96 131 294 304 433 519 NM 30.7% Nordic American Tankers Limited 131 244 351 294 287 265 NM NM 13 (21) 60 220 201 173 NM NM Rand Logistics, Inc. 109 119 129 149 144 149 11.1% (0.2%) 28 25 29 35 34 37 8.1% 2.3% SEACOR Holdings Inc. 1,308 1,247 1,319 1,074 1,088 1,173 (6.4%) 4.5% 165 194 241 160 199 209 (0.9%) 14.1% Wilh. Wilhelmsen ASA 395 325 285 2,330 2,368 2,396 NM NM 227 154 140 350 430 444 NM NM Total $22,993 $21,559 $22,303 $19,031 $19,575 $19,929 (2.7%) 2.2% $1,658 $1,624 $2,080 $2,449 $2,694 $2,850 2.9% 11.0% Transportation Equipment Accuride Corp. $795 $643 $705 $690 $679 $701 (4.6%) 0.8% $65 $43 $75 $82 $72 $82 8.1% 0.2% Dana Holding Corporation 7,224 6,769 6,617 6,042 6,006 6,258 (5.8%) 1.8% 753 706 705 670 669 714 (3.8%) 3.2% Gentherm Incorporated 555 662 811 860 946 1,046 15.7% 10.3% 67 84 135 149 166 185 30.3% 11.3% Spartan Motors Inc. 471 470 507 536 553 578 4.5% 3.8% 16 6 9 8 11 15 (19.5%) 35.2% Wabash National Corp. 1,462 1,636 1,863 1,993 1,954 1,883 10.9% (2.8%) 108 142 161 214 209 176 NM (9.1%) Total $10,506 $10,179 $10,504 $10,122 $10,137 $10,466 4.1% 2.8% $1,008 $981 $1,084 $1,122 $1,127 $1,172 3.8% 8.2%

PAGE | 10 TRANSPORTATION & LOGISTICS INDUSTRY UPDATE │ JANUARY 2016

TRANSPORTATION & LOGISTICS

SOURCES

1. Capital IQ.

2. MergerMarket.

DISCLOSURES

Harris Williams & Co. (www.harriswilliams.com) is a preeminent middle market investment bank focused on the advisory needs of clients worldwide. The firm has deep industry knowledge, global transaction expertise, and an unwavering commitment to excellence. Harris Williams & Co. provides sell-side and acquisition advisory, restructuring advisory, board advisory, private placements, and capital markets advisory services.

THIS REPORT MAY CONTAIN REFERENCES TO REGISTERED TRADEMARKS, SERVICE MARKS AND COPYRIGHTS OWNED BY THIRD-PARTY INFORMATION PROVIDERS. NONE OF THE THIRD-PARTY INFORMATION PROVIDERS IS ENDORSING THE OFFERING OF, AND SHALL NOT IN ANY WAY BE DEEMED AN ISSUER OR UNDERWRITER OF, THE SECURITIES, FINANCIAL INSTRUMENTS OR OTHER INVESTMENTS DISCUSSED IN THIS REPORT, AND SHALL NOT HAVE ANY LIABILITY OR RESPONSIBILITY FOR ANY STATEMENTS MADE IN THE REPORT OR FOR ANY FINANCIAL STATEMENTS, FINANCIAL PROJECTIONS OR OTHER FINANCIAL INFORMATION CONTAINED OR ATTACHED AS AN EXHIBIT TO THE REPORT. FOR MORE INFORMATION ABOUT THE MATERIALS PROVIDED BY SUCH THIRD PARTIES, PLEASE CONTACT US AT THE ABOVE ADDRESSES OR NUMBERS.

The information and views contained in this report were prepared by Harris Williams & Co. (“Harris Williams”). It is not a research report, as such term is defined by applicable law and regulations, and is provided for informational purposes only. It is not to be construed as an offer to buy or sell or a solicitation of an offer to buy or sell any financial instruments or to participate in any particular trading strategy. The information contained herein is believed by Harris Williams to be reliable, but Harris Williams makes no representation as to the accuracy or completeness of such information. Harris Williams and/or its affiliates may be market makers or specialists in, act as advisers or lenders to, have positions in and effect transactions in securities of companies mentioned herein and also may provide, may have provided, or may seek to provide investment banking services for those companies. In addition, Harris Williams and/or its affiliates or their respective officers, directors and employees may hold long or short positions in the securities, options thereon or other related financial products of companies discussed herein. Opinions, estimates and projections in this report constitute Harris Williams’ judgment and are subject to change without notice. The financial instruments discussed in this report may not be suitable for all investors, and investors must make their own investment decisions using their own independent advisors as they believe necessary and based upon their specific financial situations and investment objectives. Also, past performance is not necessarily indicative of future results. No part of this material may be copied or duplicated in any form or by any means, or redistributed, without Harris Williams’ prior written consent.

PAGE | 11