Radiant Logistics (RLGT) 8-K Radiant Logistics Announces Results for the Third

Exhibit 99.1

RADIANT LOGISTICS ANNOUNCES RESULTS FOR THE THIRD

fiscal quarter ENDED March 31, 2017

Reports quarterly revenues of $181.8 million, net revenues of $45.7 million and adjusted EBITDA of $6.5 million

BELLEVUE, WA May 10, 2017 – Radiant Logistics, Inc. (NYSE MKT: RLGT), a third party logistics and multi-modal transportation services company, today reported financial results for the three and nine months ended March 31, 2017.

Third Fiscal Quarter Financial Highlights (Quarter Ended March 31, 2017)

• Revenues were $181.8 million, up $3.5 million or 2.0% compared to revenues of $178.3 million for the comparable prior year period.

• Net revenues were $45.7 million, up $3.9 million or 9.3% compared to net revenues of $41.8 million for the comparable prior year period.

• Net income attributable to common stockholders was $0.4 million, or $0.01 per basic and fully diluted share for the third fiscal quarter ended March 31, 2017, compared to a net loss of $2.2 million, or $0.05 per basic and fully diluted share for the comparable prior year period.

• Adjusted net income attributable to common stockholders was $3.4 million, or $0.07 per basic and fully diluted share for the third fiscal quarter ended March 31, 2017, compared to adjusted net income of $1.8 million, or $0.04 per basic and fully diluted share for the comparable prior year period. Periods are calculated by applying a normalized tax rate of 36% and excluding other items not considered part of regular operating activities.

• Adjusted EBITDA increased 39.5% to $6.5 million for the third fiscal quarter ended March 31, 2017, compared to adjusted EBITDA of $4.7 million for the comparable prior year period. Normalizing these results to exclude non-recurring transition costs associated with the interim operation of Service by Air’s back-office operations, adjusted EBITDA would have been $6.9 million for the third fiscal quarter ended March 31, 2017 compared to $5.2 million for the comparable prior year period.

Acquisition Update

On April 1, 2017, the Company announced it acquired, through its wholly owned subsidiary, Wheels International Inc., Lomas Logistics, a division of L.V. Lomas Limited. Lomas Logistics operates as a third party logistics provider serving companies across a diverse range of industries including consumer goods, healthcare, food and technology and operates from locations in Ontario and British Columbia, Canada.  

Based on unaudited and pro forma historic financial statements provided by L.V. Lomas, Lomas Logistics, generated approximately CAD$1.3 million in net income before tax and CAD$2.3 million in normalized EBITDA on approximately CAD$17.3 million in revenues for calendar year 2016.

CEO Comments

“We are very pleased to report another solid quarter with continued margin expansion and earnings growth in our seasonally slowest quarter ended March 31, 2017,” said Bohn Crain, Founder and CEO. “We posted adjusted EBITDA of $6.5 million for the quarter March 31, 2017, up $1.8 million or 39.5% over the comparable prior year period. In the aggregate, net transportation margins improved 190 basis points to 24.5% up from 22.6%. While our U.S. brokerage business was negatively impacted by the continued margin pressures associated with excess truck capacity in the current market environment, this was more than off-set by the margin improvement we enjoyed in our much larger forwarding operations. We also saw meaningful improvement in Canada where net transportation margins improved 430 basis points to 17.8% up from 13.5%.  Our Adjusted EBITDA margins also continued to show improvement up 310 basis points to 14.2% up from 11.1%. As we have previously discussed, our incremental cost of supporting that next dollar of gross margin is very small and we are very excited about our opportunity to drive further Adjusted EBITDA margin expansion as we continue to scale the business as we leverage the benefits of our on-going technology investments.

Crain Continued: “For the nine months ended March 31, 2017 we also generated $15.5 million in cash from operations, have very low leverage on our balance sheet and had approximately $46.6 million in availability under our existing credit facility at the end of the quarter. We continue our disciplined approach of putting this low-cost capital to work and continue to look for acquisition candidates that bring critical mass from a geographic standpoint, purchasing power and/or complementary service offerings to the current platform. In this regard, we recently completed our acquisition of Canada-based Lomas Logistics. In addition, we have a number of additional acquisition candidates under consideration and we look forward to providing further updates as these opportunities progress.”

Third Fiscal Quarter Ended March 31, 2017 – Financial Results

For the three months ended March 31, 2017, Radiant reported net income attributable to common stockholders of $0.4 million on $181.8 million of revenues, or $0.01 per basic and fully diluted share. For the three months ended March 31, 2016, Radiant reported a net loss attributable to common stockholders of $2.2 million on $178.3 million of revenues, or $0.05 per basic and fully diluted share.

For the three months ended March 31, 2017, Radiant reported adjusted net income attributable to common stockholders of $3.4 million, or $0.07 per basic and fully diluted share. For the three months ended March 31, 2016, Radiant reported adjusted net income attributable to common stockholders of $1.8 million, or $0.04 per basic and fully diluted share. Periods are calculated by applying a normalized tax rate of 36% and excluding other items not considered part of regular operating activities.

For the three months ended March 31, 2017, Radiant reported Adjusted EBITDA of $6.5 million, compared to $4.7 million for the comparable prior year period. Normalizing these results to exclude non-recurring transition costs associated with the interim operation of Service by Air’s back-office operations, Adjusted EBITDA would have been $6.9 million and $5.2 million for the three months ended March 31, 2017 and 2016, respectively.

A reconciliation of Radiant’s adjusted net income and adjusted EBITDA to the most directly comparable GAAP measure for the three and nine months ending March 31, 2017 and 2016 appears at the end of this release.

Nine Months Ended March 31, 2017 – Financial Results

For the nine months ended March 31, 2017, Radiant reported net income attributable to common stockholders of $3.8 million on $575.8 million of revenues, or $0.08 per basic and fully diluted share. For the nine months ended March 31, 2016, Radiant reported net loss attributable to common stockholders of $4.9 million on $600.1 million of revenues, or $0.10 per basic and fully diluted share.

For the nine months ended March 31, 2017, Radiant reported adjusted net income attributable to common stockholders of $12.4 million or $0.25 per basic and fully diluted share. For the nine months ended March 31, 2016, Radiant reported adjusted net income attributable to common stockholders of $9.0 million or $0.19 per basic and fully diluted share. Periods are calculated by applying a normalized tax rate of 36% and excluding other items not considered part of regular operating activities.

For the nine months ended March 31, 2017, Radiant reported Adjusted EBITDA of $22.7 million, compared to $19.0 million for the comparable prior year period. Normalizing these results to exclude non-recurring transition costs associated with the interim operation of Service by Air’s back-office operations, Adjusted EBITDA would have been $23.9 million and $20.9 million for the nine months ended March 31, 2017 and 2016, respectively.

Earnings Call and Webcast Access Information

Radiant Logistics, Inc. will host a conference call on Wednesday, May 10, 2017 at 4:30 PM Eastern to discuss the contents of this release. The conference call is open to all interested parties, including individual investors and press. Bohn Crain, Founder and CEO will host the call.

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Conference Call Details

DATE/TIME: Wednesday, May 10, 2017 at 4:30 PM Eastern

DIAL-IN US (877) 407-8031; Intl. (201) 689-8031

REPLAY May 11, 2017 at 9:30 AM Eastern to May 24, 2017 at 11:59 PM Eastern, US (877) 481-4010;

Intl. (919) 882-2331 (Replay ID number: 10369)

Webcast Details

This call is also being webcast and may be accessed via Radiant’s web site at www.radiantdelivers.com or through www.InvestorCalendar.com.

About Radiant Logistics (NYSE MKT: RLGT)

Radiant Logistics, Inc. (www.radiantdelivers.com) is a third party logistics and multimodal transportation services company delivering advanced supply chain solutions through a network of company-owned and strategic operating partner locations across North America. Through its comprehensive service offering, Radiant provides domestic and international freight forwarding services, truck and rail brokerage services and other value-added supply chain management services, including customs brokerage, order fulfillment, inventory management and warehousing to a diversified account base including manufacturers, distributors and retailers using a network of independent carriers and international agents positioned strategically around the world.

This announcement contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Actual results may differ significantly from management's expectations. These forward-looking statements involve risks and uncertainties that include, among others, risks related to: trends in the domestic and global economy; our ability to attract new and retain existing agency relationships; acquisitions and integration of acquired entities; availability of capital to support our acquisition strategy; our ability to maintain and improve back office infrastructure and transportation and accounting information systems in a manner sufficient to service our revenues and network of operating locations;the ability of the Wheels operation to maintain and grow its revenues and operating margins in a manner consistent with recent operating results and trends; our ability to maintain positive relationships with our third-party transportation providers, suppliers and customers; outcomes of legal proceedings; competition; management of growth; potential fluctuations in operating results; and government regulation. More information about factors that potentially could affect our financial results is included Radiant Logistics, Inc.'s filings with the Securities and Exchange Commission, including its most recent Annual Report on Form 10-K and subsequent filings.

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Investor Contact: Stonegate, Inc. Casey Stegman 972-850-2001 casey@stonegateinc.com   Media Contact: Radiant Logistics, Inc. Ryan McBride (425) 943-4533 rmcbride@radiantdelivers.com

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RADIANT LOGISTICS, INC.

Consolidated Balance Sheets

(In thousands, except share and per share data)	March 31,			June 30,
	2017			2016
ASSETS
Current assets:
Cash and cash equivalents	$	12,933		$	4,768
Accounts receivable, net of allowance of $1,954 and $1,806, respectively		97,479			101,035
Employee and other receivables		369			635
Income tax deposit		1,585			1,525
Prepaid expenses and other current assets		6,048			5,410
Total current assets		118,414			113,373
Technology and equipment, net		13,133			12,453
Acquired intangibles, net		65,758			71,941
Goodwill		62,888			62,888
Deposits and other assets		2,891			2,814
Total long-term assets		131,537			137,643
Total assets	$	263,084		$	263,469
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable and accrued transportation costs	$	71,911		$	75,071
Commissions payable		9,065			8,280
Other accrued costs		4,628			5,331
Due to former shareholders of acquired operations		—			50
Current portion of notes payable		2,463			2,416
Current portion of contingent consideration		4,735			3,387
Current portion of transition and lease termination liability		1,301			1,838
Other current liabilities		94			138
Total current liabilities		94,197			96,511
Notes payable, net of current portion		30,206			28,903
Contingent consideration, net of current portion		665			4,098
Transition and lease termination liability, net of current portion		318			658
Deferred rent liability		854			851
Deferred tax liability		11,954			12,525
Other long-term liabilities		882			742
Total long-term liabilities		44,879			47,777
Total liabilities		139,076			144,288
Stockholders' equity:
Preferred stock, $0.001 par value, 5,000,000 shares authorized; 839,200 shares issued and    outstanding, liquidation preference of $20,980		1			1
Common stock, $0.001 par value, 100,000,000 shares authorized; 48,932,533 and 48,857,506    shares issued, and 48,840,735 and 48,857,506 shares outstanding, respectively		30			30
Additional paid-in capital		115,195			114,392
Treasury stock, at cost, 91,798 and 0 shares, respectively		(253	)		—
Deferred compensation		—			(1	)
Retained earnings		8,427			4,581
Accumulated other comprehensive income		528			98
Total Radiant Logistics, Inc. stockholders’ equity		123,928			119,101
Non-controlling interest		80			80
Total stockholders’ equity		124,008			119,181
Total liabilities and stockholders’ equity	$	263,084		$	263,469

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RADIANT LOGISTICS, INC.

Consolidated Statements of Operations and Comprehensive Income (Loss)

(In thousands, except share and per share data)	Three Months Ended March 31,						Nine Months Ended March 31,
	2017			2016			2017			2016
Revenues	$	181,771		$	178,299		$	575,785		$	600,116
Cost of transportation		136,062			136,498			430,943			460,005
Net revenues		45,709			41,801			144,842			140,111
Operating partner commissions		21,421			18,955			67,729			62,944
Personnel costs		12,505			13,185			38,238			40,907
Selling, general and administrative expenses		5,575			5,865			16,924			18,957
Depreciation and amortization		3,005			3,037			9,039			9,261
Transition and lease termination costs		446			789			1,307			5,109
Impairment of acquired intangible assets		—			—			—			3,680
Change in contingent consideration		737			442			1,793			628
Total operating expenses		43,689			42,273			135,030			141,486
Income (loss) from operations		2,020			(472	)		9,812			(1,375	)
Other income (expense):
Interest income		6			30			17			44
Interest expense		(614	)		(1,370	)		(1,873	)		(4,104	)
Foreign exchange gain (loss)		(35	)		(80	)		354			389
Other		85			(15	)		393			102
Total other expense:		(558	)		(1,435	)		(1,109	)		(3,569	)
Income (loss) before income tax expense		1,462			(1,907	)		8,703			(4,944	)
Income tax benefit (expense)		(540	)		208			(3,281	)		1,601
Net income (loss)		922			(1,699	)		5,422			(3,343	)
Less: Net income attributable to non-controlling interest		(15	)		(20	)		(42	)		(53	)
Net income (loss) attributable to Radiant Logistics, Inc.		907			(1,719	)		5,380			(3,396	)
Less: Preferred stock dividends		(511	)		(511	)		(1,534	)		(1,534	)
Net income (loss) attributable to common stockholders	$	396		$	(2,230	)	$	3,846		$	(4,930	)
Other comprehensive income (loss):
Foreign currency translation gain (loss)		(109	)		(759	)		430			663
Comprehensive income (loss)	$	287		$	(2,989	)	$	4,276		$	(4,267	)
Net income (loss) per common share - basic and diluted	$	0.01		$	(0.05	)	$	0.08		$	(0.10	)
Weighted average shares outstanding:
Basic shares		48,817,330			48,745,727			48,822,882			48,282,964
Diluted shares		50,169,571			48,745,727			49,834,591			48,282,964

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RADIANT LOGISTICS, INC.

Reconciliation of Net Income to Adjusted Net Income, EBITDA,
Adjusted EBITDA and Normalized Adjusted EBITDA

(unaudited)

As used in this report, Adjusted Net Income, EBITDA, Adjusted EBITDA and Normalized Adjusted EBITDA are not measures of financial performance or liquidity under United States Generally Accepted Accounting Principles (“GAAP”). Adjusted Net Income, EBITDA, Adjusted EBITDA and Normalized Adjusted EBITDA are presented herein because they are important metrics used by management to evaluate and understand the performance of the ongoing operations of Radiant’s business. For Adjusted Net Income, management uses a 36% tax rate for calculating the provision for income taxes before preferred dividend requirement to normalize Radiant’s tax rate to that of its competitors and to compare Radiant’s reporting periods with different effective tax rates. In addition, in arriving at Adjusted Net Income, the Company adjusts for certain non-cash charges and significant items that are not part of regular operating activities. These adjustments include depreciation and amortization, change in contingent consideration, amortization of loan fees, write-off of loan fees, impairment of acquired intangible assets, acquisition related costs, transition costs, lease termination costs, legal costs and non-recurring costs.

Adjusted EBITDA means earnings before preferred stock dividends, interest, income taxes, depreciation and amortization, which is then further adjusted for changes in contingent consideration, expenses specifically attributable to acquisitions, lease termination costs, extraordinary items, share-based compensation expense, legal costs, non-recurring costs, write off of loan fees, impairment of acquired intangible assets and foreign exchange losses or gains. Normalized Adjusted EBITDA represents the Adjusted EBITDA but also adds back transition costs associated with the SBA back-office that is projected to be eliminated.

We believe that these non-GAAP financial measures, as presented, represent a useful method of assessing the performance of our operating activities, as they reflect our earnings trends without the impact of certain non-cash charges and other non-recurring charges. These non-GAAP financial measures are intended to supplement the GAAP financial information by providing additional insight regarding results of operations to allow a comparison to other companies, many of whom use similar non-GAAP financial measures to supplement their GAAP results. However, these non-GAAP financial measures will not be defined in the same manner by all companies and may not be comparable to other companies. Adjusted Net Income, EBITDA, Adjusted EBITDA and Normalized Adjusted EBITDA should not be considered in isolation or as a substitute for any of the consolidated statements of operations prepared in accordance with GAAP, or as an indication of Radiant’s operating performance or liquidity.

	Three Months Ended March 31,						Nine Months Ended March 31,
Reconciliation of net income (loss) to adjusted net income:	2017			2016			2017			2016
Net income (loss) attributable to common stockholders	$	396		$	(2,230	)	$	3,846		$	(4,930	)
Adjustments to net income:
Income tax expense (benefit)		540			(208	)		3,281			(1,601	)
Depreciation and amortization		3,005			3,037			9,039			9,261
Change in contingent consideration		737			442			1,793			628
Lease termination costs		—			235			25			2,343
Acquisition related costs		308			694			525			2,106
Legal costs		25			277			138			959
Non-recurring costs		—			145			14			250
Amortization of loan fees		79			101			239			302
Transition costs associated with acquisitions		446			554			1,282			1,931
Loss on impairment of acquired intangible assets		—			—			—			3,680
Adjusted net income before income taxes		5,536			3,047			20,182			14,929
Provision for income taxes at 36% before preferred dividend    requirement		(2,177	)		(1,281	)		(7,818	)		(5,927	)
Adjusted net income	$	3,359		$	1,766		$	12,364		$	9,002
Adjusted net income per common share - basic and diluted	$	0.07		$	0.04		$	0.25		$	0.19
Weighted average shares outstanding:
Basic shares		48,817,330			48,745,727			48,822,882			48,282,964
Diluted shares		50,169,571			48,745,727			49,834,591			48,282,964

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	Three Months Ended March 31,						Nine Months Ended March 31,
Reconciliation of net income (loss) to normalized adjusted EBITDA	2017			2016			2017			2016
Net income (loss) attributable to common stockholders	$	396		$	(2,230	)	$	3,846		$	(4,930	)
Preferred stock dividends		511			511			1,534			1,534
Net income (loss) attributable to Radiant Logistics, Inc.		907			(1,719	)		5,380			(3,396	)
Income tax expense (benefit)		540			(208	)		3,281			(1,601	)
Depreciation and amortization		3,005			3,037			9,039			9,261
Net interest expense		608			1,340			1,856			4,060
EBITDA		5,060			2,450			19,556			8,324
Share-based compensation		323			327			983			1,085
Change in contingent consideration		737			442			1,793			628
Acquisition related costs		308			694			525			2,106
Legal costs		25			277			138			959
Non-recurring costs		—			145			14			250
Lease termination costs		—			235			25			2,343
Loss on impairment of acquired intangible assets		—			—			—			3,680
Foreign exchange loss (gain)		35			80			(354	)		(389	)
Adjusted EBITDA		6,488			4,650			22,680			18,986
Transition costs		446			554			1,263			1,931
Normalized adjusted EBITDA	$	6,934		$	5,204		$	23,943		$	20,917
Adjusted EBITDA as a % of Net Revenues		14.2	%		11.1	%		15.7	%		13.6	%
Normalized Adjusted EBITDA as a % of Net Revenues		15.2	%		12.4	%		16.5	%		14.9	%

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