For Immediate Release
SWIFT AND M.S. CARRIERS CLOSE MERGER
Phoenix, Arizona and Memphis, Tennessee, June 29, 2001 - - Swift
Transportation Co., Inc. (Nasdaq: SWFT) and M.S. Carriers, Inc. (Nasdaq: MSCA)
today announced that they have completed their merger.
Swift's Chairman, President, and Chief Executive Officer, Jerry Moyes
stated: "It has been almost one year since Mike Starnes and I first discussed
merging Swift and M.S. Carriers. Over that time we have never wavered in our
commitment to bringing our two companies together and building the premier
truckload carrier in North America. We have used the past several months to
carefully plan our integration efforts, and we expect a smooth transition.
With the merger, Swift expects to generate over $2 billion in revenue for
2001. The Company's 15,000 tractors and 45,000 trailers will offer customers
tremendous capacity throughout the continental United States, and to and from
Mexico and Canada. Among publicly traded truckload carriers, Swift believes the
merged company is:
* 1st in revenue (excluding intermodal)
* 1st in net earnings
* 1st in number of tractors
* 1st in number of trailers (excluding containers)
* 1st in stockholders' equity
* 1st in market capitalization
As I stated last December, we believed M.S. Carriers offered the best
strategic fit of any potential merger partner. I believe in the merger even more
strongly today and wish to welcome the M.S. Carriers customers, employees, and
stockholders to our company."
M.S. Carriers stockholders will receive 1.7 shares of Swift common stock
for each share of M.S. Carriers common stock, with cash paid in lieu of the
issuance of fractional shares. Swift common stock is traded on the Nasdaq
National Market under the symbol "SWFT." The merger became effective at 8:00
p.m. Eastern time today. M.S. Carriers terminated registration of its common
stock with the Securities and Exchange Commission and delisted from the Nasdaq
National Market at the close of business today.
M.S. Carriers stockholders who hold their own stock certificates will
receive in the mail exchange materials from Mellon Investor Services, the
exchange agent. M.S. Carriers stockholders who hold shares through a broker will
exchange their shares through their broker. If you have any questions about the
exchange procedures, please call Mellon Investor Services at 1-800-777-3674.
Swift announced it closed its offering of 1.2 million shares of common
stock at $16.00. The underwriters exercised in full their over-allotment option
to purchase an additional 120,000 shares.
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This press release contains statements that may constitute forward-looking
statements, usually identified by words such as "anticipates," "believes,"
"estimates," "projects," "expects," or similar expressions. These statements are
made pursuant to the safe harbor provisions of the Private Securities Litigation
Reform Act of 1995. Such statements include, but are not limited to, statements
concerning the merger with M.S. Carriers, financial and operating expectations,
and other information. Such statements are based upon the current beliefs and
expectations of Swift's management and are subject to significant risks and
uncertainties. Actual results may differ from those set forth in the
forward-looking statements. As to Swift's business and financial performance
generally, the following factors, among others, could cause actual results to
differ materially from those in forward-looking statements: excess capacity in
the trucking industry; significant increases or rapid fluctuations in fuel
prices, interest rates, fuel taxes, tolls, license and registration fees,
insurance premiums and driver compensation, to the extent not offset by
increases in freight rates or fuel surcharges; difficulty in attracting and
retaining qualified drivers and owner operators, especially in light of the
current shortage of qualified drivers and owner operators; recessionary economic
cycles and downturns in customers' business cycles, particularly in market
segments and industries (such as retail and manufacturing) in which Swift has a
significant concentration of customers; seasonal factors such as harsh weather
conditions that increase operating costs; increases in driver compensation to
the extent not offset by increases in freight rates; the inability of Swift to
continue to secure acceptable financing arrangements; the ability of Swift to
continue to identify and combine acquisition candidates that will result in
successful combinations; an unanticipated increase in the number of claims for
which Swift is self insured; competition from trucking, rail and intermodal
competitors; and a significant reduction in or termination of Swift's trucking
services by a key customer. With respect to the merger transaction, these
uncertainties include: the risk that the businesses will not be integrated
successfully or that integration costs will exceed our estimates; the risk that
the revenue and other synergies and costs savings anticipated from the merger
may not be fully realized or may take longer to realize than expected; the
difficulty the stock market may have in valuing the business model of the
combined company; and disruption from the merger making it more difficult to
maintain relationships with customers, employees, or suppliers. Additional
factors that could cause results to differ materially from those described in
the forward-looking statements can be found in the registration statements on
Form S-3 and Form S-4 filed by Swift and the 2000 Annual Report on Form 10-K of
Swift and M.S. Carriers. Swift is under no obligation to (and expressly
disclaims any such obligation to) update or alter its forward-looking statements
whether as a result of new information, future events, or otherwise.
Swift can be reached on the Web at www.swifttrans.com, and M.S. Carriers'
web address is www.mscarriers.com
Contact:
For Swift: For M.S. Carriers:
William F. Riley, III Joseph Barrow
Senior Executive Vice President - or - Senior Vice President - Finance and
and CFO Administration, CFO, and Secretary-
Treasurer
602/269-9700 901/332-2500
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