Vitran (VTNC) 8-K Other Events

News Announcement

CONTACT:
Richard Gaetz, President/CEO Sean Washchuk, VP Finance/CFO Vitran Corporation Inc.	Robert Rinderman, Steven Hecht Jaffoni & Collins Incorporated 212/835-8500 or VTNC@jcir.com
416/596-7664
FOR IMMEDIATE RELEASE

VITRAN REPORTS RECORD Q4 DILUTED EPS OF $0.39 AND FY ’05 EPS OF $1.40
- - 2005 Fourth Quarter LTL OR Improves 210 Basis Points to 92.6 -
- - Earnings Increase Streak Continues at 17 Straight Quarters -

TORONTO, ONTARIO (February 9, 2006) – Vitran Corporation Inc. (NASDAQ: VTNC, TSX: VTN), a North American transportation and logistics firm, today announced record quarterly financial results for the 2005 fourth quarter and for the year ended December 31, 2005 (all figures reported in $U.S.).

Vitran achieved its best-ever results for a fourth quarter period including, net income of $5.0 million, earnings per diluted share of $0.39 and revenue of $113.0 million. In the comparable 2004 three-month period, Vitran posted revenue of $96.5 million, net income of $4.4 million, or $0.34 per diluted share, which included a one-time tax benefit of $0.05 per diluted share reflecting the recognition of a loss carry-forward of approximately $0.7 million.

Vitran President and Chief Executive Officer Rick Gaetz, stated, “We are proud of once again achieving record quarterly operating results, and the consistency of Vitran’s performance – recording our 17^th successive quarter of prior year quarter of net income improvement.

“Following the end of our fourth quarter, we announced the closing of the Sierra West Express acquisition, marking our initial move into the Western U.S. and consistent with Vitran’s long-range plan of operating a premier, regional LTL freight transportation network covering North America.”

In the past nine months, Vitran secured two key regional U.S. LTL acquisitions– Chris Truck Line in the Southwest and Sierra West Express in the West – and management continues to seek additional accretive U.S. acquisitions to further extend Vitran’s North American footprint. At December 31, 2005, the Company had $14.6 million in cash on hand and an additional $26.8 million of available credit.

For the year ended December 31, 2005, Vitran achieved record results – net income of $17.9 million, or $1.40 per diluted share, on revenue of $428.2 million. In the year earlier period, the Company reported net income of $14.9 million, or $1.17 per diluted share, on revenue of $374.6 million.

Segmented Results
Income from operations at Vitran’s LTL (less-than-truckload) segment rose 66 percent during the 2005 fourth quarter to $6.9 million, as revenue grew 29 percent at the Company’s U.S. LTL business unit and six percent in Canada. The LTL segment’s OR (operating ratio) improved significantly on both a quarterly and a year-over-year basis. Vitran’s Q4 ’05 LTL OR improved to 92.6, compared to 94.7 in the year-ago period. The LTL segment’s OR for the full year was 93.1, compared to 94.2 in the twelve months ended December 31, 2004.

The U.S. LTL business unit achieved a nine percent increase in revenue per shipment, and an eight percent rise in revenue per hundredweight over the prior year quarter. The Canadian LTL business unit posted a 10 percent increase in revenue per shipment and a 13 percent increase in revenue per hundredweight for the 2005 Q4 compared to the same period a year ago.

During the 2005 fourth quarter, Vitran’s Logistics segment recorded a 16 percent increase in income from operations, a 15 percent increase in revenue and a 94.5 OR, unchanged from the prior year Q4. The Truckload segment reported operating income of $0.4 million, revenue of $8.4 million and an OR of 95.1, during the period.

Management’s EPS Guidance
On January 3, 2006, Vitran management established full-year 2006 diluted earnings per share (EPS) guidance of between $1.63 and $1.73.

Share Buyback Renewed
Vitran also announced its intention to renew its normal course issuer bid to acquire up to 632,381 (approximately five percent) of its outstanding common shares by way of open market purchases through the facilities of, and in accordance with, the Rules and Policies of the Toronto Stock Exchange (TSX). The shares will be repurchased for cancellation. As at February 8, 2006, Vitran had 12,647,636 common shares outstanding. The bid will commence on February 13, 2006 and end February 12, 2007. During Vitran’s previous bid, which expired on February 8, 2006, the Company purchased 59,800 common shares on the TSX at an average price of CDN$18.70 per share. Vitran’s management believes such purchases to be a prudent use of funds.

About Vitran Corporation Inc.
Vitran Corporation Inc. is a North American group of transportation companies offering
less-than-truckload, logistics, truckload, and freight brokerage services. To find out more about Vitran Corporation Inc. (NASDAQ:VTNC, TSX:VTN), visit the website atwww.vitran.com.

Statements in the press release regarding management’s future expectation, beliefs, goals, plans, or prospects constitute forward-looking statements that involve risks and uncertainties, which may cause actual results to differ materially from the statements made. For this purpose, any statements that are contained herein that are not statements or historical fact may be deemed to be forward-looking statements made pursuant to the safe harbor provisions of the United States Private Securities Litigation Reform Act of 1995. Without limiting the foregoing, the words “believes”, “anticipates”, “plans” “intends”, “will”, “should”, ”expects”, “projects”, and similar expressions are intended to identify forward-looking statements. You are cautioned that such statements are subject to a multitude of risks and uncertainties that could cause actual results, including earnings per share guidance, future circumstances or events to differ materially from those projected in the forward-looking statements. These risks include, but are not limited to, economic factors, demand for the Company’s services, fuel price fluctuations, the availability of employee drivers and independent contractors, risks associated with geographic expansion, capital requirements, claims exposure and insurance costs, competition, government regulation changes, environmental hazards and other risks detailed from time-to-time in the Company’s public disclosure documents or other filing with the Canadian and United States securities commissions or other securities regulatory bodies. The forward-looking statements are made as of the date hereof, and the Company disclaims any intention and has no obligation or responsibility, except as required by law, to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

(tables follow)

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VITRAN CORPORATION INC.
CONSOLIDATED BALANCE SHEETS
(in thousands of United States dollars)

	Dec. 31, 2005		Dec. 31, 2004
Assets
Current assets:
Cash	$	14,592	$	7,375
Marketable securities		—		33,087
Accounts receivable		46,587		40,124
Inventory, deposits and prepaid expenses		8,396		5,924
Future income tax assets		1,442		3,667
		71,017		90,177
Capital assets		66,807		37,563
Intangible assets		2,456		—
Goodwill		61,448		45,304
	$	201,728	$	173,044
Liabilities and Shareholders’ Equity
Current liabilities:
Accounts payable & accrued liabilities	$	41,362	$	33,377
Income and other taxes payable		1,124		2,399
Current portion of long-term debt		5,845		3,030
		48,331		38,806
Long-term debt		8,588		11,507
Future income tax liabilities		5,007		3,546
Shareholders’ equity:
Common stock		63,604		60,798
Contributed surplus		956		323
Retained earnings		72,310		54,972
Cumulative translation adjustment		2,932		3,092
		139,802		119,185
	$	201,728	$	173,044

(Statements of Income follows)

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VITRAN CORPORATION INC.
CONSOLIDATED STATEMENTS OF INCOME
(in thousands of United States dollars, except share and per share amounts)

	Three Months						Twelve Months
	Ended December 31,						Ended December 31,
	(unaudited)
		2005			2004			2005			2004
Revenues	$	112,975		$	96,523		$	428,192		$	374,595
Operating expenses		95,013			82,787			357,960			319,295
Selling, general and administrative
expenses		8,870			7,632			37,881			31,263
Other expense (income)		(8	)		(4	)		(41	)		(146	)
		103,875			90,415			395,800			350,412
Income from operations before
depreciation and amortization		9,100			6,108			32,392			24,183
Depreciation and amortization expense		2,163			1,371			6,965			5,206
Income from operations before undernoted		6,937			4,737			25,427			18,977
Interest expense (income), net		89			(36	)		298			51
Income from operations before income taxes		6,848			4,773			25,129			18,926
Income taxes		1,836			408			7,191			3,983
Net income	$	5,012		$	4,365		$	17,938		$	14,943
Income per share:
Basic	$	0.40		$	0.35		$	1.43		$	1.22
Diluted	$	0.39		$	0.34		$	1.40		$	1.17
Weighted average number of shares
Basic		12,618,416			12,417,594			12,516,265			12,285,400
Diluted		12,930,661			12,771,235			12,848,360			12,740,477

(Statements of Cash Flows follows)

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VITRAN CORPORATION INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands of United States dollars)

	Three months			Three months			Twelve months			Twelve months
	Ended			Ended			Ended			Ended
	Dec. 31, 2005			Dec. 31, 2004			Dec. 31, 2005			Dec. 31, 2004
	(unaudited)
Cash provided by (used in):
Operations:
Net income	$	5,012		$	4,365		$	17,938		$	14,943
Items not involving cash from operations:
Depreciation and amortization expense		2,163			1,371			6,965			5,206
Future income taxes		1,008			(291	)		3,685			1,266
Stock based compensation expense		180			146			654			323
Gain on sale of fixed assets		(8	)		(4	)		(41	)		(146	)
		8,355			5,587			29,201			21,592
Change in non-cash working capital components		4,659			382			(2,034	)		(6,839	)
		13,014			5,969			27,167			14,753
Investing:
Purchase of capital assets		(5,212	)		(2,249	)		(22,863	)		(6,242	)
Proceeds on sale of capital assets		9			6			97			248
Acquisition of subsidiary		—			—			(28,192	)		—
Marketable securities		—			(3,542	)		31,974			(3,981	)
		(5,203	)		(5,785	)		(18,984	)		(9,975	)
Financing:
Revolving credit facility		(2,127	)		—			2,947			—
Repayment of long-term debt		(1,320	)		(5,570	)		(3,030	)		(11,716	)
Issue of Common Shares upon exercise of
stock options		222			38			282			1,440
Repurchase of Common Shares		—			—			(921	)		—
		(3,225	)		(5,532	)		(722	)		(10,276	)
Effect of translation adjustment on cash		(803	)		227			(244	)		456
Increase (decrease) in cash position		3,783			(5,121	)		7,217			(5,042	)
Cash position, beginning of period		10,809			12,496			7,375			12,417
Cash position, end of period	$	14,592		$	7,375		$	14,592		$	7,375
Change in non-cash working capital components:
Accounts receivable	$	6,298		$	4,740		$	(3,419	)	$	(4,439	)
Inventory, deposits and prepaid expenses		(1,042	)		316			(1,963	)		(77	)
Income and other taxes recoverable/payable		374			(530	)		(1,275	)		(1,608	)
Accounts payable and accrued liabilities		(971	)		(4,144	)		4,623			(715	)
	$	4,659		$	382		$	(2,034	)	$	(6,839	)

(additional financial information follows)

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LTL Statistical Information — U.S. and CDN Divisions

For the quarter ended
December 31, 2005

	U.S. LTL			Q. over Q.				CDN LTL		Q. over Q.
($U.S.) Division			% Change ($CDN)				Division				% Change
Revenue (000’s)	$	54,763			28.9	Revenue (000's)		$	45,355		6.0
No. of Shipments		433,217			18.4	No. of Shipments			210,021		(3.7	)
Weight (000’s lbs)		612,545			19.0	Weight (000's lbs)			395,608		(6.0	)
Revenue per shipment	$	126.41			8.9	Revenue per shipment		$	215.95		10.0
Revenue per CWT	$	8.94			8.3	Revenue per CWT		$	11.46		12.7

For the twelve months ended
December 31, 2005
	U.S. LTL		Yr. over Yr.			CDN LTL		Yr. over Yr.
($U.S.)	Division		% Change		($CDN)	Division		% Change
Revenue (000’s)	$	204,223		18.5	Revenue (000's)	$	179,163		6.1
No. of Shipments		1,683,529		11.7	No. of Shipments		855,663		(5.8	)
Weight (000’s lbs)		2,346,745		9.0	Weight (000's lbs)		1,656,295		(4.9	)
Revenue per shipment	$	121.31		6.1	Revenue per shipment	$	209.39		12.6
Revenue per CWT	$	8.70		8.8	Revenue per CWT	$	10.82		11.5

Supplementary Segmented Financial Information
(000’s of $U.S.)

For the quarter							For the quarter
ended December 31,							ended December 31,
2005							2004
	Revenue		Inc. from		OR%			Revenue		Inc. from		OR%
		—	Operations			—			—	Operations			—
LTL		93,501		6,873		92.6	LTL		78,073		4,144		94.7
LOG		11,118		609		94.5	LOG		9,628		527		94.5
TL		8,356		408		95.1	TL		8,822		468		94.7

For the twelve							For the twelve
months ended Dec.							months ended Dec.
31, 2005								31, 2004
	Revenue		Inc. from		OR%				Revenue		Inc. from		OR%
		—	Operations			—				—	Operations			—
LTL		352,693		24,494		93.1	LTL			303,017		17,604		94.2
LOG		40,261		2,141		94.7	LOG			35,499		1,668		95.3
TL		35,238		2,308		93.5	TL			36,079		1,968		94.5

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