visions of the future, last mile delivery final

8
November 2016 Transportation & Logistics VISIONS OF THE FUTURE: LAST MILE DELIVERY

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Page 1: Visions of the Future, Last Mile Delivery FINAL

1

November 2016

Transportation amp Logistics

VISIONS OF THE FUTURE LAST MILE DELIVERY

2

Recently the Value Chain Innovation Initiative at the Stanford Graduate School of Business hosted a one-day symposium titled ldquoThe Future of Last Mile Deliveryrdquo As one would expect in the heart of Silicon Valley panelists discussed futuristic drones autonomous vehicles robots and other cutting-edge technologies Almost as intriguing e-commerce incumbents like UPS and Walmart shared how they are deploying technology and strategy in the last mile

For a guy like me who used to own and manage an old-school white-glove delivery company-box trucks 9 locations around the country burly guys carrying 500 pound treadmills up flights of stairs ndash this was fascinating stuff Five themes emerged

Amazon is on Everyonersquos Mind Clearly Amazon is the Lord Voldemort of last mile logistics mdash ldquohe who must not be namedrdquo but still on everyonersquos mind Companies large and small use Amazon as a reference point for e-commerce ful-fillment logistics innovation Amazonrsquos drone strategy burgeoning as-set-based delivery infrastructure Flex on-demand delivery pilot and other last-mile initiatives are under the microscope Whether in the room at Stanford or in the headlines there is a palpable feeling the rest of the market is searching frantically at times for a solution to stem Amazonrsquos market share tide

A quick unscientific scan of recent headlines further tells the story ldquoWalmart Is Teaming Up With Uber To Take On Amazonrdquo[1] ldquoGoogle Express takes aim at Amazon in NHrdquo[2] and ldquoWal-Mart Kroger Strive to Counter Amazonrsquos Grocery Challengerdquo[3] Most dramatically per-haps Walmart recently threw down a $33 billion marker with its pur-chase of e-commerce startup Jetcom While some publicly discount Amazonrsquos chance for success logistics service providers (large and small) worrymdashwill they be the next to suffer under Amazonrsquos com-petitive assault

Retail Locations are Becoming Fulfillment Centers Where does the ldquolast milerdquo begin Well in many cases the origin point is changing In the ldquoold daysrdquo product was shipped through a traditional distribution network ultimately to a regional or local ware-house Most delivery companies lived from the warehouse dock to the doorstep At least one side of the trip was a relatively controlled and consistent environment

In the new world Amazon has made ldquospeed of deliveryrdquo a competitive benchmark Retailers like Target Home Depot Walmart and others are converting their store networks into localized fulfillment centers ldquoOmnichannelrdquo is the new buzzword Shop purely online select on-line pick up in store or shop in a store like your grandmother did ndash give consumers every option

Visions of the FutureLAST MILE DELIVERY

3

The resulting evolution of the last mile can be seen clearly with Goo-gle Express This multi-vendor platform built and powered by Goo-gle brings together fifty-odd retailers who have signed on to go to battle with Amazon As part of the service Google is racing to build a last-mile capability that rivals Amazonrsquos Google wants to stitch that delivery capability together with shopping technology and ultimately pull consumers outside the Amazon ecosystem Success will depend in large part on whether Google and its partners can move product quickly and cost-effectively into consumersrsquo homes with goods in many cases pulled from the shelves of nearby physical stores for pick up by Googlersquos delivery providers

The shift from a warehouse pickup to in-store fulfillment radically changes life for the delivery provider and also impacts the retailer Significant questions abound Where to park particularly in dense urban environments how and where to stage deliveries inside the re-tail environment how to ensure supply chain security The answers will determine who can do the delivery what type of vehicle he or she drives and how the process is managed

There Will Be No Singular ldquoLast Milerdquo Revolution Spend a couple hours listening to smart people talk last mile delivery and one consensus emerges there will be no single answer to this problem Instead a new and complex multimodal delivery ecosys-tem is evolving to meet the exploding demand for home delivery

But drones will deliver everything Well no Drones are very cool Companies from Amazon to Google from the established to the emerging are betting drone platforms will be an important compo-nent of next-generation delivery networks For example start-up Matternet has teamed with delivery van manufacturer Mercedes Benz on one commercialization project They provide an intriguing vision of the future with drones as a kind of ldquoforce multiplierrdquo deployed from the roofs of vans[4] Clearly though drones will not deliver all product or package formats in all last-mile environments to any customer mdash at least not any time soon Even drone advocates acknowledge the reality Weight and size limitations as well as many other parameters initially restrict drone viability to smaller single packages Current drone prototypes may

be emerging as a solution for the 4 pound parcel (in some settings) but are a long way from delivering a mattress or a pool table Further it is hard to imagine drones picking up thousands of home-delivery orders per day from a complex multi-variable environment like the local Costco or Target

What about on-demand and crowd-sourced models Will they be the answer to the last mile dilemma Again yes and no On-demand resources already are being leveraged as one component of flexible last mile delivery systems Amazon itself is experimenting with its Flex platform in this regard[5] With Uberrsquos launch of UberRUSH and UberEATS itrsquos quite clear that Uber has eyes on broadening from pas-senger transportation into a consumer delivery network[6][7] In ad-dition several start-up providers mdash Deliv Roadie Shipbird etc - are chasing this dream as well

On-demand delivery matches well with relatively low-volume delivery needs particularly with distributed pickup points Think retail stores in a metropolitan area each with relatively light daily order volume Or food delivery with steep spikes around meal time and little activity during other parts of the day

By contrast from an efficiency standpoint passenger vehicles are ill-suited to handling a large volume of deliveries moving from a ter-minal or cross dock into a given neighborhood Even for deliveries fulfilled from a retail store supply chain security and operational dis-traction become issues as order volume escalates A store with hun-dreds or thousands of outbound orders per day will be challenged to have dozens of different independent contractor drivers walk in the front door to pick up items Far more likely is a model in which orders are aggregated and picked up en masse

Asset-Based Networks Serve Baseline Demand Remarkably Well

The truth is traditional last mile delivery networks such as UPS and FedEx are remarkably effective and efficient mdash at least for traditional parcel shipments (up to 150 pounds) For smaller lighter packages generally weighing less than 4 pounds both carriers leverage the US Postal Service for final mile delivery through their respective UPS SurePost and FedEx SmartPost platforms According to ShipMatrix the Postal Service led home parcel delivery in 2015 ldquowith a 565 share of parcel volume delivered to residences followed by UPS with 29 FedEx with 12 and lsquootherrsquo with 25rdquo[8]

Together UPS and FedEx move approximately 30 million shipments per day ShipMatrix estimates that UPS FedEx and the USPS collec-tively delivered 60 million packages just on Christmas Eve 2015 alone Even under this massive onslaught FedEx delivered 96 of its packag-es on time and UPS 98[9] According to one analyst estimate Ama-zon ldquopays the USPS $2 per package which is about half what it would pay UPS and FedExrdquo[10] So for roughly $2 to $4 per package the three large market incumbents deliver millions and millions of packages on time per day

4

Underneath the competitive ceiling set by UPS and FedEx a handful of regional parcel delivery companies have built more targeted deliv-ery networks in most cases with backing from private equity Compa-nies like OnTrac LazerShip LSO Dicom and Dynamex may ultimately coalesce into one or more additional national options for ecommerce last-mile fulfillment

Two large questions hang over the network-based delivery market First will Amazon fundamentally remake the traditional model Am-azonrsquos cutting edge programs ndash drones etcmdashget much of the atten-tion These initiatives suggest radical change is coming However at base Amazon seems to be relying heavily on deploying assets in a rel-atively traditional way albeit with a focus on more heavily automated infrastructure than earlier iterations

Amazonrsquos billion-dollar fulfillment center infrastructure is a prime example (pun intended) Amazon developed its own sortation and

routing capabilities inside these facilities to disintermediate UPS and FedEx and instead directly move freight into the USPS network In this way Amazon can be seen as an evolutionary force and not a rev-olutionary force in last mile logisticsmdashthey do some of what UPS or FedEx once did with more technology and less people presumably faster and cheaper but in a similar fashion

The second question is less sexy but potentially as consequential What happens if the US Postal Service is forced to retrench or shift away from package delivery Even as it moves a massive and grow-ing volume of packages the USPS also generates massive growing and unsustainable financial losses[11] The Postal Servicemdashin theory a self-funding organization not supported by taxpayer dollarsmdashis sub-sidizing ecommerce growth Its current $15 billion line of credit with the US Treasury is tapped out The USPS needs a major capital in-fusion A change to the USPSrsquo operating structure or strategy could have significant collateral impacts across the market

The fifth theme from ldquoThe Future of Last Mile Deliveryrdquo symposium was unspoken but no less clear Underlying every presentation with-out exception was the simple reality that technology and capital are being deployed to take people out of the supply chain Autonomous vehicles delivering products robots making and cooking pizzas while in route for delivery airborne drones completing automated inven-tory counts inside massive distribution warehouses on-demand delivery even Big Brown with its ldquoOrionrdquo projectmdashit is all about efficiency of execution

UPSrsquo well-documented optimization project is a great case in point[12] According to Jack Levis senior director of process management at UPS fundamental economics drive this program If UPS can shave one mile per day off the average driverrsquos route in its network the

company estimates it saves $50 million per year If the company can shave 1 minute of driver time from the average day it will save $146 million More math lies at the core of the detailed prescriptive analyt-ics platform UPS has developed An average driver delivers 120 pack-ages per day The number of possible combinations one might use for routing is breathtakingly large The simple truth is that a human driver canrsquot optimize this route effectively The PBS video embedded above featuring David Pogue underscores this practical reality

UPS has publicly stated that it expects to save $300 million to $400 million annually once Orion is fully deployed in 2017 Or put another way the company will deliver more packages with the same number of employees

Technology and Capital Will Replace Humans

5

Concluding Thoughts Much of the drama in the last mile will play out among very large com-panies like Amazon Google UPS FedEx and others That said middle market transportation and logistics companies also will play signifi-cant roles in the broader market evolution Headwaters Transpor-tation amp Logistics team members bring together broad transactional expertise and deep operational experience working in the last mile

Strategy tactics and execution drive value creation We always look for opportunities to engage with business leaders decision makers and thought leaders in the transportation and logistics space Please reach out if you wish to share industry insights have a need for capital to grow your transportation or logistics business or are considering an acquisition strategy or a company sale

What is UPS Orion The Wall Street Journal described it as follows The 1000 page Orion algorithm is an exercise in heuristics written by a team of 50 UPS engineers in Timonium Md Instead of searching for the optimal or best possible answer heuristics is the search for the best answer one can find the results continually refined over time based on experience Orion consists of many components including a ldquotraveling salesmanrdquo algorithm a familiar tool that calculates the most effi-cient path between a variety of points and geographic mapping What makes Orion unique is the way it puts these elements together striving for a balance between an optimum result and consistency

Disclosure This newsletter is a periodic compilation of certain economic and corporate information as well as completed and announced merger and acquisition activity Information contained in this newsletter should not be construed as a recommendation to sell or buy any security Any reference to or omission of any reference to any company in this newsletter should not be construed as a recommendation to buy sell or take any other action with respect to any security of any such company We are not soliciting any action with respect to any security or company based on this newsletter The newsletter is published solely for the general information of clients and friends of Headwaters MB LLC It does not take into account the particular investment objectives financial situation or needs of individual recipients Certain transactions including those involving early-stage companies give rise to substantial risk and are not suitable for all investors This newsletter is based upon information that we consider reliable but we do not represent that it is accurate or complete and it should not be relied upon as such Prediction of future events is inherently subject to both known and unknown risks and other factors that may cause actual results to vary materially We are under no obligation to update the information contained in this newslet-ter Opinions expressed are our present opinions only and are subject to change without notice Additional information is available upon request The companies mentioned in this newsletter may be clients of Headwaters MB LLC The decisionsto include any company in this newsletter is unrelated in all respects to any service that Headwaters MB LLC may provide to such company This newsletter may not be copied or reproduced in any form or redistributed without the prior written consent of Headwaters MB LLC The information contained herein should not be construed as legal advice

About Headwaters MB Headwaters MB is an independent middle-market investment banking firm providing strategic merger and acquisition corporate fi-nance and merchant banking services through proprietary sources of capital Named ldquoInvestment Bank of the Yearrdquo by the MampA Advisor in 2014 amp 2015 Headwaters MB is headquartered in Denver CO with six regional offices across the United States and partnerships with 18 firms covering 30 countries For more information visit wwwheadwatersmbcom

To learn more about how the Headwaters MB team can help you grow from opportunities in the Transportation amp Logistics sector please contact

B u r ke S m i t hM a n a g i n g D i re c t o r

3 1 0 8 7 2 0 0 3 8b s m i t h h e a d w a t e r s m b c o m

To d d B o m b e rg M a n a g i n g D i re c t o r

3 1 09 2 09 9 4 9 t b o m b e rg h e a d w a t e r s m b c o m

A n a n t Va s h i V i c e P re s i d e n t3 0 3 5 7 2 6 01 4

a v a s h i h e a d w a t e r s m b c o m

6

In June 2016 Schneider (estimated revenues of $43 billion) simultaneously acquired Watkins amp Shepard (estimated revenues of $160 million) and Lodeso[13] Watkins amp Shepard specialized in ldquofirst to final milerdquo delivery of hard-to-handle items such as ecommerce furniture carpet and floor coverings Lodeso operated a technology platform and agent-based network of final mile delivery contractors around the country According to Schneider the combined transaction positioned the company as ldquothe nationrsquos leading first-to-final-mile-delivery provider of LTL truckload and logistics for high-value home furnishings and over-dimensional goodsrdquo[14] Terms were not disclosed[13]

In May 2015 Canadian publicly traded company TransForce (TSXTFI) bolstered its US last-mile delivery platform with the acquisition of Hazen Final Mile (estimated revenue of $45mm) from Hazen Transport[15] Hazen Final Mile operated nearly 500 daily routes in 17 major US markets utilizing more than 300 owner operators TransForce planned to fold Hazen Final Mile into its US same-day logistics subsidiary Dynamex purchased by TransForce in 2010 for $244mm [13]

In August 2013 XPO Logistics acquired 3PD for $365 million At the time 3PD was North Americarsquos largest non-asset third party provider of last mile logistics for heavy goods with estimated revenues of $332 million[13] 3PD served its retailer customers through a network of 900 independent carriers and delivered 45 million shipments per year

In October 2016 General Logistics Systems (GLS) acquired Golden State Overnight (GSO) from The Halifax Group for $90 million GSO generated revenue of $113mm at the time of acquisition GLS is a European parcel services business [13] GSO was a provider of overnight delivery services in California Nevada Arizona and New Mexico

Wind Point Partners portfolio company Dicom Transportation Group (Estimated 2014 revenue $230mm) acquired Eastern Connection (EC) (estimated 2015 revenue of $45mm) in September 2015[16] Terms of the deal were not disclosed Dicom is a provider of business-to-business expedited transportation services based in Montreal QC Eastern Connection was a regional asset-light provider of B2B pickup and delivery services in the Northeast United States

In Feb 2015 LSO a portfolio company of Eagle Merchant Partners acquired Express Courier International a same-day carrier in the southeast and mid-south region According to Rick Jones CEO of LSO the combination of LSO and Express created the largest regional parcel carrier in the southern United States ldquoThe powerful combination of Express and LSO provides the rare opportunity to deliver a unique set of product and service offeringsmdashfrom same day to daymdashdefinite guaranteed deliveriesrdquo[17]

Big Heavy Bulky Regional Parcel Consolidation

Notable Last-Mile MampA Deals

In 2013 Platinum Equity acquired Exel Direct from Deutsche Post DHL for $305mm and HomeDirect from Transportation Resource Partners Platinum combined the businessesmdashrebranded as MXDmdashto establish a premier provider of high-touch ldquowhite gloverdquo delivery services[13] With the acquisition MXD gained a more complete range of services including dedicated transport line haul reverse logistics warehousing and distribution deluxing and assembly

7

Sources1 Walmart Is Teaming Up With Uber To Take On Amazon (nd) Retrieved October 26 2016 from httptimecom4356274

walmart-amazon-uber-lyft-deliveries2 Google Express takes aim at Amazon in NH | New Hampshire (nd) Retrieved October 26 2016 from httpwwwunion-

leadercombusinessGoogle-Express-takes-aim-at-Amazon-0929163 HADDON H amp NASSAUER S (2016 October 12) Wal-Mart Kroger Strive to Counter Amazonrsquos Grocery Challenge Re-

trieved from httpwwwwsjcomarticlesgrocers-make-new-push-into-online-market-14762702314 Announcing Matternet ONE (nd) Retrieved October 26 2016 from httpsmttrnetproduct5 R (2016) How Amazon Is Making Package Delivery Even Cheaper Retrieved October 26 2016 from httpfortune

com20160218amazon-flex-deliveries6 H (2016) Uber partners with Nordstrom Google T-Mobile SAP for UberRUSH package delivery service Retrieved Octo-

ber 26 2016 from httpwwwgeekwirecom2016uberrush-partners-with-nordstrom-t-mobile-others-for-package-deliv-ery-service

7 Uber launches global assault on takeaway meals market (2016) Retrieved October 26 2016 from httpwwwreuterscomarticleus-food-delivery-idUSKCN11W2LX

8 Mobile B G (nd) The USPS Ups Its Ecommerce Parcel Game Retrieved October 26 2016 from httpmultichannelmer-chantcomopsandfulfillmentusps-ups-ecommerce-parcel-game-24082016

9 Mobile B G (nd) UPS Bests FedEx in On-Time Performance during Christmas Week - Multichannel Merchant Re-trieved October 26 2016 from httpmultichannelmerchantcomnewsups-bests-fedex-time-performance-christmas-week-04012016

10 Its Amazons World The USPS Just Delivers in It (nd) Retrieved October 26 2016 from httpwwwbloombergcomnewsarticles2015-07-30it-s-amazon-s-world-the-usps-just-delivers-in-it

11 Stynes T (2016) US Postal Service Revenue Rises on Shipping Growth but Losses Mount Retrieved October 26 2016 from httpwwwwsjcomarticlesu-s-postal-service-revenue-rises-on-shipping-growth-but-losses-mount-1470752985

12 Rosenbush S (2015) At UPS the Algorithm Is the Driver Retrieved October 26 2016 from httpwwwwsjcomarticlesat-ups-the-algorithm-is-the-driver-1424136536

13 SampP Capital IQ (nd) Retrieved October 26 2016 from httpswwwcapitaliqcom14 Schneider Simultaneously Acquires Watkins amp Shepard and Lodeso (nd) Retrieved October 27 2016 from httpsschnei-

dercomnewsschneider-simultaneously-acquires-watkinsmdashshepard-and-lodeso15 American Shipper - May 2015 (nd) Retrieved October 27 2016 from httpdigitalamericanshippercomi499905-

may-2015916 (2015 September) Todays Trucking September 201517 Press Releases (nd) Retrieved October 27 2016 from httpwwweaglemerchantpartnerscomnewsphp

8

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50 California Street Suite 1500San Francisco CA 94111(415) 766-3860

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S M A R T A D V I C E B Y Y O U R S I D E W O R L D W I D E

WWWHEADWATERSMBCOM

Page 2: Visions of the Future, Last Mile Delivery FINAL

2

Recently the Value Chain Innovation Initiative at the Stanford Graduate School of Business hosted a one-day symposium titled ldquoThe Future of Last Mile Deliveryrdquo As one would expect in the heart of Silicon Valley panelists discussed futuristic drones autonomous vehicles robots and other cutting-edge technologies Almost as intriguing e-commerce incumbents like UPS and Walmart shared how they are deploying technology and strategy in the last mile

For a guy like me who used to own and manage an old-school white-glove delivery company-box trucks 9 locations around the country burly guys carrying 500 pound treadmills up flights of stairs ndash this was fascinating stuff Five themes emerged

Amazon is on Everyonersquos Mind Clearly Amazon is the Lord Voldemort of last mile logistics mdash ldquohe who must not be namedrdquo but still on everyonersquos mind Companies large and small use Amazon as a reference point for e-commerce ful-fillment logistics innovation Amazonrsquos drone strategy burgeoning as-set-based delivery infrastructure Flex on-demand delivery pilot and other last-mile initiatives are under the microscope Whether in the room at Stanford or in the headlines there is a palpable feeling the rest of the market is searching frantically at times for a solution to stem Amazonrsquos market share tide

A quick unscientific scan of recent headlines further tells the story ldquoWalmart Is Teaming Up With Uber To Take On Amazonrdquo[1] ldquoGoogle Express takes aim at Amazon in NHrdquo[2] and ldquoWal-Mart Kroger Strive to Counter Amazonrsquos Grocery Challengerdquo[3] Most dramatically per-haps Walmart recently threw down a $33 billion marker with its pur-chase of e-commerce startup Jetcom While some publicly discount Amazonrsquos chance for success logistics service providers (large and small) worrymdashwill they be the next to suffer under Amazonrsquos com-petitive assault

Retail Locations are Becoming Fulfillment Centers Where does the ldquolast milerdquo begin Well in many cases the origin point is changing In the ldquoold daysrdquo product was shipped through a traditional distribution network ultimately to a regional or local ware-house Most delivery companies lived from the warehouse dock to the doorstep At least one side of the trip was a relatively controlled and consistent environment

In the new world Amazon has made ldquospeed of deliveryrdquo a competitive benchmark Retailers like Target Home Depot Walmart and others are converting their store networks into localized fulfillment centers ldquoOmnichannelrdquo is the new buzzword Shop purely online select on-line pick up in store or shop in a store like your grandmother did ndash give consumers every option

Visions of the FutureLAST MILE DELIVERY

3

The resulting evolution of the last mile can be seen clearly with Goo-gle Express This multi-vendor platform built and powered by Goo-gle brings together fifty-odd retailers who have signed on to go to battle with Amazon As part of the service Google is racing to build a last-mile capability that rivals Amazonrsquos Google wants to stitch that delivery capability together with shopping technology and ultimately pull consumers outside the Amazon ecosystem Success will depend in large part on whether Google and its partners can move product quickly and cost-effectively into consumersrsquo homes with goods in many cases pulled from the shelves of nearby physical stores for pick up by Googlersquos delivery providers

The shift from a warehouse pickup to in-store fulfillment radically changes life for the delivery provider and also impacts the retailer Significant questions abound Where to park particularly in dense urban environments how and where to stage deliveries inside the re-tail environment how to ensure supply chain security The answers will determine who can do the delivery what type of vehicle he or she drives and how the process is managed

There Will Be No Singular ldquoLast Milerdquo Revolution Spend a couple hours listening to smart people talk last mile delivery and one consensus emerges there will be no single answer to this problem Instead a new and complex multimodal delivery ecosys-tem is evolving to meet the exploding demand for home delivery

But drones will deliver everything Well no Drones are very cool Companies from Amazon to Google from the established to the emerging are betting drone platforms will be an important compo-nent of next-generation delivery networks For example start-up Matternet has teamed with delivery van manufacturer Mercedes Benz on one commercialization project They provide an intriguing vision of the future with drones as a kind of ldquoforce multiplierrdquo deployed from the roofs of vans[4] Clearly though drones will not deliver all product or package formats in all last-mile environments to any customer mdash at least not any time soon Even drone advocates acknowledge the reality Weight and size limitations as well as many other parameters initially restrict drone viability to smaller single packages Current drone prototypes may

be emerging as a solution for the 4 pound parcel (in some settings) but are a long way from delivering a mattress or a pool table Further it is hard to imagine drones picking up thousands of home-delivery orders per day from a complex multi-variable environment like the local Costco or Target

What about on-demand and crowd-sourced models Will they be the answer to the last mile dilemma Again yes and no On-demand resources already are being leveraged as one component of flexible last mile delivery systems Amazon itself is experimenting with its Flex platform in this regard[5] With Uberrsquos launch of UberRUSH and UberEATS itrsquos quite clear that Uber has eyes on broadening from pas-senger transportation into a consumer delivery network[6][7] In ad-dition several start-up providers mdash Deliv Roadie Shipbird etc - are chasing this dream as well

On-demand delivery matches well with relatively low-volume delivery needs particularly with distributed pickup points Think retail stores in a metropolitan area each with relatively light daily order volume Or food delivery with steep spikes around meal time and little activity during other parts of the day

By contrast from an efficiency standpoint passenger vehicles are ill-suited to handling a large volume of deliveries moving from a ter-minal or cross dock into a given neighborhood Even for deliveries fulfilled from a retail store supply chain security and operational dis-traction become issues as order volume escalates A store with hun-dreds or thousands of outbound orders per day will be challenged to have dozens of different independent contractor drivers walk in the front door to pick up items Far more likely is a model in which orders are aggregated and picked up en masse

Asset-Based Networks Serve Baseline Demand Remarkably Well

The truth is traditional last mile delivery networks such as UPS and FedEx are remarkably effective and efficient mdash at least for traditional parcel shipments (up to 150 pounds) For smaller lighter packages generally weighing less than 4 pounds both carriers leverage the US Postal Service for final mile delivery through their respective UPS SurePost and FedEx SmartPost platforms According to ShipMatrix the Postal Service led home parcel delivery in 2015 ldquowith a 565 share of parcel volume delivered to residences followed by UPS with 29 FedEx with 12 and lsquootherrsquo with 25rdquo[8]

Together UPS and FedEx move approximately 30 million shipments per day ShipMatrix estimates that UPS FedEx and the USPS collec-tively delivered 60 million packages just on Christmas Eve 2015 alone Even under this massive onslaught FedEx delivered 96 of its packag-es on time and UPS 98[9] According to one analyst estimate Ama-zon ldquopays the USPS $2 per package which is about half what it would pay UPS and FedExrdquo[10] So for roughly $2 to $4 per package the three large market incumbents deliver millions and millions of packages on time per day

4

Underneath the competitive ceiling set by UPS and FedEx a handful of regional parcel delivery companies have built more targeted deliv-ery networks in most cases with backing from private equity Compa-nies like OnTrac LazerShip LSO Dicom and Dynamex may ultimately coalesce into one or more additional national options for ecommerce last-mile fulfillment

Two large questions hang over the network-based delivery market First will Amazon fundamentally remake the traditional model Am-azonrsquos cutting edge programs ndash drones etcmdashget much of the atten-tion These initiatives suggest radical change is coming However at base Amazon seems to be relying heavily on deploying assets in a rel-atively traditional way albeit with a focus on more heavily automated infrastructure than earlier iterations

Amazonrsquos billion-dollar fulfillment center infrastructure is a prime example (pun intended) Amazon developed its own sortation and

routing capabilities inside these facilities to disintermediate UPS and FedEx and instead directly move freight into the USPS network In this way Amazon can be seen as an evolutionary force and not a rev-olutionary force in last mile logisticsmdashthey do some of what UPS or FedEx once did with more technology and less people presumably faster and cheaper but in a similar fashion

The second question is less sexy but potentially as consequential What happens if the US Postal Service is forced to retrench or shift away from package delivery Even as it moves a massive and grow-ing volume of packages the USPS also generates massive growing and unsustainable financial losses[11] The Postal Servicemdashin theory a self-funding organization not supported by taxpayer dollarsmdashis sub-sidizing ecommerce growth Its current $15 billion line of credit with the US Treasury is tapped out The USPS needs a major capital in-fusion A change to the USPSrsquo operating structure or strategy could have significant collateral impacts across the market

The fifth theme from ldquoThe Future of Last Mile Deliveryrdquo symposium was unspoken but no less clear Underlying every presentation with-out exception was the simple reality that technology and capital are being deployed to take people out of the supply chain Autonomous vehicles delivering products robots making and cooking pizzas while in route for delivery airborne drones completing automated inven-tory counts inside massive distribution warehouses on-demand delivery even Big Brown with its ldquoOrionrdquo projectmdashit is all about efficiency of execution

UPSrsquo well-documented optimization project is a great case in point[12] According to Jack Levis senior director of process management at UPS fundamental economics drive this program If UPS can shave one mile per day off the average driverrsquos route in its network the

company estimates it saves $50 million per year If the company can shave 1 minute of driver time from the average day it will save $146 million More math lies at the core of the detailed prescriptive analyt-ics platform UPS has developed An average driver delivers 120 pack-ages per day The number of possible combinations one might use for routing is breathtakingly large The simple truth is that a human driver canrsquot optimize this route effectively The PBS video embedded above featuring David Pogue underscores this practical reality

UPS has publicly stated that it expects to save $300 million to $400 million annually once Orion is fully deployed in 2017 Or put another way the company will deliver more packages with the same number of employees

Technology and Capital Will Replace Humans

5

Concluding Thoughts Much of the drama in the last mile will play out among very large com-panies like Amazon Google UPS FedEx and others That said middle market transportation and logistics companies also will play signifi-cant roles in the broader market evolution Headwaters Transpor-tation amp Logistics team members bring together broad transactional expertise and deep operational experience working in the last mile

Strategy tactics and execution drive value creation We always look for opportunities to engage with business leaders decision makers and thought leaders in the transportation and logistics space Please reach out if you wish to share industry insights have a need for capital to grow your transportation or logistics business or are considering an acquisition strategy or a company sale

What is UPS Orion The Wall Street Journal described it as follows The 1000 page Orion algorithm is an exercise in heuristics written by a team of 50 UPS engineers in Timonium Md Instead of searching for the optimal or best possible answer heuristics is the search for the best answer one can find the results continually refined over time based on experience Orion consists of many components including a ldquotraveling salesmanrdquo algorithm a familiar tool that calculates the most effi-cient path between a variety of points and geographic mapping What makes Orion unique is the way it puts these elements together striving for a balance between an optimum result and consistency

Disclosure This newsletter is a periodic compilation of certain economic and corporate information as well as completed and announced merger and acquisition activity Information contained in this newsletter should not be construed as a recommendation to sell or buy any security Any reference to or omission of any reference to any company in this newsletter should not be construed as a recommendation to buy sell or take any other action with respect to any security of any such company We are not soliciting any action with respect to any security or company based on this newsletter The newsletter is published solely for the general information of clients and friends of Headwaters MB LLC It does not take into account the particular investment objectives financial situation or needs of individual recipients Certain transactions including those involving early-stage companies give rise to substantial risk and are not suitable for all investors This newsletter is based upon information that we consider reliable but we do not represent that it is accurate or complete and it should not be relied upon as such Prediction of future events is inherently subject to both known and unknown risks and other factors that may cause actual results to vary materially We are under no obligation to update the information contained in this newslet-ter Opinions expressed are our present opinions only and are subject to change without notice Additional information is available upon request The companies mentioned in this newsletter may be clients of Headwaters MB LLC The decisionsto include any company in this newsletter is unrelated in all respects to any service that Headwaters MB LLC may provide to such company This newsletter may not be copied or reproduced in any form or redistributed without the prior written consent of Headwaters MB LLC The information contained herein should not be construed as legal advice

About Headwaters MB Headwaters MB is an independent middle-market investment banking firm providing strategic merger and acquisition corporate fi-nance and merchant banking services through proprietary sources of capital Named ldquoInvestment Bank of the Yearrdquo by the MampA Advisor in 2014 amp 2015 Headwaters MB is headquartered in Denver CO with six regional offices across the United States and partnerships with 18 firms covering 30 countries For more information visit wwwheadwatersmbcom

To learn more about how the Headwaters MB team can help you grow from opportunities in the Transportation amp Logistics sector please contact

B u r ke S m i t hM a n a g i n g D i re c t o r

3 1 0 8 7 2 0 0 3 8b s m i t h h e a d w a t e r s m b c o m

To d d B o m b e rg M a n a g i n g D i re c t o r

3 1 09 2 09 9 4 9 t b o m b e rg h e a d w a t e r s m b c o m

A n a n t Va s h i V i c e P re s i d e n t3 0 3 5 7 2 6 01 4

a v a s h i h e a d w a t e r s m b c o m

6

In June 2016 Schneider (estimated revenues of $43 billion) simultaneously acquired Watkins amp Shepard (estimated revenues of $160 million) and Lodeso[13] Watkins amp Shepard specialized in ldquofirst to final milerdquo delivery of hard-to-handle items such as ecommerce furniture carpet and floor coverings Lodeso operated a technology platform and agent-based network of final mile delivery contractors around the country According to Schneider the combined transaction positioned the company as ldquothe nationrsquos leading first-to-final-mile-delivery provider of LTL truckload and logistics for high-value home furnishings and over-dimensional goodsrdquo[14] Terms were not disclosed[13]

In May 2015 Canadian publicly traded company TransForce (TSXTFI) bolstered its US last-mile delivery platform with the acquisition of Hazen Final Mile (estimated revenue of $45mm) from Hazen Transport[15] Hazen Final Mile operated nearly 500 daily routes in 17 major US markets utilizing more than 300 owner operators TransForce planned to fold Hazen Final Mile into its US same-day logistics subsidiary Dynamex purchased by TransForce in 2010 for $244mm [13]

In August 2013 XPO Logistics acquired 3PD for $365 million At the time 3PD was North Americarsquos largest non-asset third party provider of last mile logistics for heavy goods with estimated revenues of $332 million[13] 3PD served its retailer customers through a network of 900 independent carriers and delivered 45 million shipments per year

In October 2016 General Logistics Systems (GLS) acquired Golden State Overnight (GSO) from The Halifax Group for $90 million GSO generated revenue of $113mm at the time of acquisition GLS is a European parcel services business [13] GSO was a provider of overnight delivery services in California Nevada Arizona and New Mexico

Wind Point Partners portfolio company Dicom Transportation Group (Estimated 2014 revenue $230mm) acquired Eastern Connection (EC) (estimated 2015 revenue of $45mm) in September 2015[16] Terms of the deal were not disclosed Dicom is a provider of business-to-business expedited transportation services based in Montreal QC Eastern Connection was a regional asset-light provider of B2B pickup and delivery services in the Northeast United States

In Feb 2015 LSO a portfolio company of Eagle Merchant Partners acquired Express Courier International a same-day carrier in the southeast and mid-south region According to Rick Jones CEO of LSO the combination of LSO and Express created the largest regional parcel carrier in the southern United States ldquoThe powerful combination of Express and LSO provides the rare opportunity to deliver a unique set of product and service offeringsmdashfrom same day to daymdashdefinite guaranteed deliveriesrdquo[17]

Big Heavy Bulky Regional Parcel Consolidation

Notable Last-Mile MampA Deals

In 2013 Platinum Equity acquired Exel Direct from Deutsche Post DHL for $305mm and HomeDirect from Transportation Resource Partners Platinum combined the businessesmdashrebranded as MXDmdashto establish a premier provider of high-touch ldquowhite gloverdquo delivery services[13] With the acquisition MXD gained a more complete range of services including dedicated transport line haul reverse logistics warehousing and distribution deluxing and assembly

7

Sources1 Walmart Is Teaming Up With Uber To Take On Amazon (nd) Retrieved October 26 2016 from httptimecom4356274

walmart-amazon-uber-lyft-deliveries2 Google Express takes aim at Amazon in NH | New Hampshire (nd) Retrieved October 26 2016 from httpwwwunion-

leadercombusinessGoogle-Express-takes-aim-at-Amazon-0929163 HADDON H amp NASSAUER S (2016 October 12) Wal-Mart Kroger Strive to Counter Amazonrsquos Grocery Challenge Re-

trieved from httpwwwwsjcomarticlesgrocers-make-new-push-into-online-market-14762702314 Announcing Matternet ONE (nd) Retrieved October 26 2016 from httpsmttrnetproduct5 R (2016) How Amazon Is Making Package Delivery Even Cheaper Retrieved October 26 2016 from httpfortune

com20160218amazon-flex-deliveries6 H (2016) Uber partners with Nordstrom Google T-Mobile SAP for UberRUSH package delivery service Retrieved Octo-

ber 26 2016 from httpwwwgeekwirecom2016uberrush-partners-with-nordstrom-t-mobile-others-for-package-deliv-ery-service

7 Uber launches global assault on takeaway meals market (2016) Retrieved October 26 2016 from httpwwwreuterscomarticleus-food-delivery-idUSKCN11W2LX

8 Mobile B G (nd) The USPS Ups Its Ecommerce Parcel Game Retrieved October 26 2016 from httpmultichannelmer-chantcomopsandfulfillmentusps-ups-ecommerce-parcel-game-24082016

9 Mobile B G (nd) UPS Bests FedEx in On-Time Performance during Christmas Week - Multichannel Merchant Re-trieved October 26 2016 from httpmultichannelmerchantcomnewsups-bests-fedex-time-performance-christmas-week-04012016

10 Its Amazons World The USPS Just Delivers in It (nd) Retrieved October 26 2016 from httpwwwbloombergcomnewsarticles2015-07-30it-s-amazon-s-world-the-usps-just-delivers-in-it

11 Stynes T (2016) US Postal Service Revenue Rises on Shipping Growth but Losses Mount Retrieved October 26 2016 from httpwwwwsjcomarticlesu-s-postal-service-revenue-rises-on-shipping-growth-but-losses-mount-1470752985

12 Rosenbush S (2015) At UPS the Algorithm Is the Driver Retrieved October 26 2016 from httpwwwwsjcomarticlesat-ups-the-algorithm-is-the-driver-1424136536

13 SampP Capital IQ (nd) Retrieved October 26 2016 from httpswwwcapitaliqcom14 Schneider Simultaneously Acquires Watkins amp Shepard and Lodeso (nd) Retrieved October 27 2016 from httpsschnei-

dercomnewsschneider-simultaneously-acquires-watkinsmdashshepard-and-lodeso15 American Shipper - May 2015 (nd) Retrieved October 27 2016 from httpdigitalamericanshippercomi499905-

may-2015916 (2015 September) Todays Trucking September 201517 Press Releases (nd) Retrieved October 27 2016 from httpwwweaglemerchantpartnerscomnewsphp

8

Headquarters1225 17th StreetSuite 1725Denver CO 80202(303) 572-6000

DENVER SAN FRANCISCO

50 California Street Suite 1500San Francisco CA 94111(415) 766-3860

CHICAGO

233 South Wacker Dr84th FloorChicago IL 60606(312) 283-1783

NEWPORT BEACH

620 Newport Center DrSuite 360Newport Beach CA 92660(949) 706-8440

GREENWICH

2 Greenwich Office Park2nd FloorGreenwich CT 06831(203) 813-3880

NEW YORK

420 Lexington AvenueSuite 1718New York NY 10170(212) 381-0640

IndiaItaly

JapanMexico

PeruPolandRussia

South AfricaSpain

SwitzerlandThailandTurkey

UKUSA

AustraliaBenelux

BrazilChile

DenmarkFrance

Germany

INVESTMENT BANK OF THE YEAR

bull Established in 2001

bull Award-winning service deep sector expertise

bull 90+ experienced professionals in 6 offices across North America

bull Focus on privately owned mid-market companies

bull International reach 30 countries 50 offices 250 professionals

bull Independent and employee-owned

S M A R T A D V I C E B Y Y O U R S I D E W O R L D W I D E

WWWHEADWATERSMBCOM

Page 3: Visions of the Future, Last Mile Delivery FINAL

3

The resulting evolution of the last mile can be seen clearly with Goo-gle Express This multi-vendor platform built and powered by Goo-gle brings together fifty-odd retailers who have signed on to go to battle with Amazon As part of the service Google is racing to build a last-mile capability that rivals Amazonrsquos Google wants to stitch that delivery capability together with shopping technology and ultimately pull consumers outside the Amazon ecosystem Success will depend in large part on whether Google and its partners can move product quickly and cost-effectively into consumersrsquo homes with goods in many cases pulled from the shelves of nearby physical stores for pick up by Googlersquos delivery providers

The shift from a warehouse pickup to in-store fulfillment radically changes life for the delivery provider and also impacts the retailer Significant questions abound Where to park particularly in dense urban environments how and where to stage deliveries inside the re-tail environment how to ensure supply chain security The answers will determine who can do the delivery what type of vehicle he or she drives and how the process is managed

There Will Be No Singular ldquoLast Milerdquo Revolution Spend a couple hours listening to smart people talk last mile delivery and one consensus emerges there will be no single answer to this problem Instead a new and complex multimodal delivery ecosys-tem is evolving to meet the exploding demand for home delivery

But drones will deliver everything Well no Drones are very cool Companies from Amazon to Google from the established to the emerging are betting drone platforms will be an important compo-nent of next-generation delivery networks For example start-up Matternet has teamed with delivery van manufacturer Mercedes Benz on one commercialization project They provide an intriguing vision of the future with drones as a kind of ldquoforce multiplierrdquo deployed from the roofs of vans[4] Clearly though drones will not deliver all product or package formats in all last-mile environments to any customer mdash at least not any time soon Even drone advocates acknowledge the reality Weight and size limitations as well as many other parameters initially restrict drone viability to smaller single packages Current drone prototypes may

be emerging as a solution for the 4 pound parcel (in some settings) but are a long way from delivering a mattress or a pool table Further it is hard to imagine drones picking up thousands of home-delivery orders per day from a complex multi-variable environment like the local Costco or Target

What about on-demand and crowd-sourced models Will they be the answer to the last mile dilemma Again yes and no On-demand resources already are being leveraged as one component of flexible last mile delivery systems Amazon itself is experimenting with its Flex platform in this regard[5] With Uberrsquos launch of UberRUSH and UberEATS itrsquos quite clear that Uber has eyes on broadening from pas-senger transportation into a consumer delivery network[6][7] In ad-dition several start-up providers mdash Deliv Roadie Shipbird etc - are chasing this dream as well

On-demand delivery matches well with relatively low-volume delivery needs particularly with distributed pickup points Think retail stores in a metropolitan area each with relatively light daily order volume Or food delivery with steep spikes around meal time and little activity during other parts of the day

By contrast from an efficiency standpoint passenger vehicles are ill-suited to handling a large volume of deliveries moving from a ter-minal or cross dock into a given neighborhood Even for deliveries fulfilled from a retail store supply chain security and operational dis-traction become issues as order volume escalates A store with hun-dreds or thousands of outbound orders per day will be challenged to have dozens of different independent contractor drivers walk in the front door to pick up items Far more likely is a model in which orders are aggregated and picked up en masse

Asset-Based Networks Serve Baseline Demand Remarkably Well

The truth is traditional last mile delivery networks such as UPS and FedEx are remarkably effective and efficient mdash at least for traditional parcel shipments (up to 150 pounds) For smaller lighter packages generally weighing less than 4 pounds both carriers leverage the US Postal Service for final mile delivery through their respective UPS SurePost and FedEx SmartPost platforms According to ShipMatrix the Postal Service led home parcel delivery in 2015 ldquowith a 565 share of parcel volume delivered to residences followed by UPS with 29 FedEx with 12 and lsquootherrsquo with 25rdquo[8]

Together UPS and FedEx move approximately 30 million shipments per day ShipMatrix estimates that UPS FedEx and the USPS collec-tively delivered 60 million packages just on Christmas Eve 2015 alone Even under this massive onslaught FedEx delivered 96 of its packag-es on time and UPS 98[9] According to one analyst estimate Ama-zon ldquopays the USPS $2 per package which is about half what it would pay UPS and FedExrdquo[10] So for roughly $2 to $4 per package the three large market incumbents deliver millions and millions of packages on time per day

4

Underneath the competitive ceiling set by UPS and FedEx a handful of regional parcel delivery companies have built more targeted deliv-ery networks in most cases with backing from private equity Compa-nies like OnTrac LazerShip LSO Dicom and Dynamex may ultimately coalesce into one or more additional national options for ecommerce last-mile fulfillment

Two large questions hang over the network-based delivery market First will Amazon fundamentally remake the traditional model Am-azonrsquos cutting edge programs ndash drones etcmdashget much of the atten-tion These initiatives suggest radical change is coming However at base Amazon seems to be relying heavily on deploying assets in a rel-atively traditional way albeit with a focus on more heavily automated infrastructure than earlier iterations

Amazonrsquos billion-dollar fulfillment center infrastructure is a prime example (pun intended) Amazon developed its own sortation and

routing capabilities inside these facilities to disintermediate UPS and FedEx and instead directly move freight into the USPS network In this way Amazon can be seen as an evolutionary force and not a rev-olutionary force in last mile logisticsmdashthey do some of what UPS or FedEx once did with more technology and less people presumably faster and cheaper but in a similar fashion

The second question is less sexy but potentially as consequential What happens if the US Postal Service is forced to retrench or shift away from package delivery Even as it moves a massive and grow-ing volume of packages the USPS also generates massive growing and unsustainable financial losses[11] The Postal Servicemdashin theory a self-funding organization not supported by taxpayer dollarsmdashis sub-sidizing ecommerce growth Its current $15 billion line of credit with the US Treasury is tapped out The USPS needs a major capital in-fusion A change to the USPSrsquo operating structure or strategy could have significant collateral impacts across the market

The fifth theme from ldquoThe Future of Last Mile Deliveryrdquo symposium was unspoken but no less clear Underlying every presentation with-out exception was the simple reality that technology and capital are being deployed to take people out of the supply chain Autonomous vehicles delivering products robots making and cooking pizzas while in route for delivery airborne drones completing automated inven-tory counts inside massive distribution warehouses on-demand delivery even Big Brown with its ldquoOrionrdquo projectmdashit is all about efficiency of execution

UPSrsquo well-documented optimization project is a great case in point[12] According to Jack Levis senior director of process management at UPS fundamental economics drive this program If UPS can shave one mile per day off the average driverrsquos route in its network the

company estimates it saves $50 million per year If the company can shave 1 minute of driver time from the average day it will save $146 million More math lies at the core of the detailed prescriptive analyt-ics platform UPS has developed An average driver delivers 120 pack-ages per day The number of possible combinations one might use for routing is breathtakingly large The simple truth is that a human driver canrsquot optimize this route effectively The PBS video embedded above featuring David Pogue underscores this practical reality

UPS has publicly stated that it expects to save $300 million to $400 million annually once Orion is fully deployed in 2017 Or put another way the company will deliver more packages with the same number of employees

Technology and Capital Will Replace Humans

5

Concluding Thoughts Much of the drama in the last mile will play out among very large com-panies like Amazon Google UPS FedEx and others That said middle market transportation and logistics companies also will play signifi-cant roles in the broader market evolution Headwaters Transpor-tation amp Logistics team members bring together broad transactional expertise and deep operational experience working in the last mile

Strategy tactics and execution drive value creation We always look for opportunities to engage with business leaders decision makers and thought leaders in the transportation and logistics space Please reach out if you wish to share industry insights have a need for capital to grow your transportation or logistics business or are considering an acquisition strategy or a company sale

What is UPS Orion The Wall Street Journal described it as follows The 1000 page Orion algorithm is an exercise in heuristics written by a team of 50 UPS engineers in Timonium Md Instead of searching for the optimal or best possible answer heuristics is the search for the best answer one can find the results continually refined over time based on experience Orion consists of many components including a ldquotraveling salesmanrdquo algorithm a familiar tool that calculates the most effi-cient path between a variety of points and geographic mapping What makes Orion unique is the way it puts these elements together striving for a balance between an optimum result and consistency

Disclosure This newsletter is a periodic compilation of certain economic and corporate information as well as completed and announced merger and acquisition activity Information contained in this newsletter should not be construed as a recommendation to sell or buy any security Any reference to or omission of any reference to any company in this newsletter should not be construed as a recommendation to buy sell or take any other action with respect to any security of any such company We are not soliciting any action with respect to any security or company based on this newsletter The newsletter is published solely for the general information of clients and friends of Headwaters MB LLC It does not take into account the particular investment objectives financial situation or needs of individual recipients Certain transactions including those involving early-stage companies give rise to substantial risk and are not suitable for all investors This newsletter is based upon information that we consider reliable but we do not represent that it is accurate or complete and it should not be relied upon as such Prediction of future events is inherently subject to both known and unknown risks and other factors that may cause actual results to vary materially We are under no obligation to update the information contained in this newslet-ter Opinions expressed are our present opinions only and are subject to change without notice Additional information is available upon request The companies mentioned in this newsletter may be clients of Headwaters MB LLC The decisionsto include any company in this newsletter is unrelated in all respects to any service that Headwaters MB LLC may provide to such company This newsletter may not be copied or reproduced in any form or redistributed without the prior written consent of Headwaters MB LLC The information contained herein should not be construed as legal advice

About Headwaters MB Headwaters MB is an independent middle-market investment banking firm providing strategic merger and acquisition corporate fi-nance and merchant banking services through proprietary sources of capital Named ldquoInvestment Bank of the Yearrdquo by the MampA Advisor in 2014 amp 2015 Headwaters MB is headquartered in Denver CO with six regional offices across the United States and partnerships with 18 firms covering 30 countries For more information visit wwwheadwatersmbcom

To learn more about how the Headwaters MB team can help you grow from opportunities in the Transportation amp Logistics sector please contact

B u r ke S m i t hM a n a g i n g D i re c t o r

3 1 0 8 7 2 0 0 3 8b s m i t h h e a d w a t e r s m b c o m

To d d B o m b e rg M a n a g i n g D i re c t o r

3 1 09 2 09 9 4 9 t b o m b e rg h e a d w a t e r s m b c o m

A n a n t Va s h i V i c e P re s i d e n t3 0 3 5 7 2 6 01 4

a v a s h i h e a d w a t e r s m b c o m

6

In June 2016 Schneider (estimated revenues of $43 billion) simultaneously acquired Watkins amp Shepard (estimated revenues of $160 million) and Lodeso[13] Watkins amp Shepard specialized in ldquofirst to final milerdquo delivery of hard-to-handle items such as ecommerce furniture carpet and floor coverings Lodeso operated a technology platform and agent-based network of final mile delivery contractors around the country According to Schneider the combined transaction positioned the company as ldquothe nationrsquos leading first-to-final-mile-delivery provider of LTL truckload and logistics for high-value home furnishings and over-dimensional goodsrdquo[14] Terms were not disclosed[13]

In May 2015 Canadian publicly traded company TransForce (TSXTFI) bolstered its US last-mile delivery platform with the acquisition of Hazen Final Mile (estimated revenue of $45mm) from Hazen Transport[15] Hazen Final Mile operated nearly 500 daily routes in 17 major US markets utilizing more than 300 owner operators TransForce planned to fold Hazen Final Mile into its US same-day logistics subsidiary Dynamex purchased by TransForce in 2010 for $244mm [13]

In August 2013 XPO Logistics acquired 3PD for $365 million At the time 3PD was North Americarsquos largest non-asset third party provider of last mile logistics for heavy goods with estimated revenues of $332 million[13] 3PD served its retailer customers through a network of 900 independent carriers and delivered 45 million shipments per year

In October 2016 General Logistics Systems (GLS) acquired Golden State Overnight (GSO) from The Halifax Group for $90 million GSO generated revenue of $113mm at the time of acquisition GLS is a European parcel services business [13] GSO was a provider of overnight delivery services in California Nevada Arizona and New Mexico

Wind Point Partners portfolio company Dicom Transportation Group (Estimated 2014 revenue $230mm) acquired Eastern Connection (EC) (estimated 2015 revenue of $45mm) in September 2015[16] Terms of the deal were not disclosed Dicom is a provider of business-to-business expedited transportation services based in Montreal QC Eastern Connection was a regional asset-light provider of B2B pickup and delivery services in the Northeast United States

In Feb 2015 LSO a portfolio company of Eagle Merchant Partners acquired Express Courier International a same-day carrier in the southeast and mid-south region According to Rick Jones CEO of LSO the combination of LSO and Express created the largest regional parcel carrier in the southern United States ldquoThe powerful combination of Express and LSO provides the rare opportunity to deliver a unique set of product and service offeringsmdashfrom same day to daymdashdefinite guaranteed deliveriesrdquo[17]

Big Heavy Bulky Regional Parcel Consolidation

Notable Last-Mile MampA Deals

In 2013 Platinum Equity acquired Exel Direct from Deutsche Post DHL for $305mm and HomeDirect from Transportation Resource Partners Platinum combined the businessesmdashrebranded as MXDmdashto establish a premier provider of high-touch ldquowhite gloverdquo delivery services[13] With the acquisition MXD gained a more complete range of services including dedicated transport line haul reverse logistics warehousing and distribution deluxing and assembly

7

Sources1 Walmart Is Teaming Up With Uber To Take On Amazon (nd) Retrieved October 26 2016 from httptimecom4356274

walmart-amazon-uber-lyft-deliveries2 Google Express takes aim at Amazon in NH | New Hampshire (nd) Retrieved October 26 2016 from httpwwwunion-

leadercombusinessGoogle-Express-takes-aim-at-Amazon-0929163 HADDON H amp NASSAUER S (2016 October 12) Wal-Mart Kroger Strive to Counter Amazonrsquos Grocery Challenge Re-

trieved from httpwwwwsjcomarticlesgrocers-make-new-push-into-online-market-14762702314 Announcing Matternet ONE (nd) Retrieved October 26 2016 from httpsmttrnetproduct5 R (2016) How Amazon Is Making Package Delivery Even Cheaper Retrieved October 26 2016 from httpfortune

com20160218amazon-flex-deliveries6 H (2016) Uber partners with Nordstrom Google T-Mobile SAP for UberRUSH package delivery service Retrieved Octo-

ber 26 2016 from httpwwwgeekwirecom2016uberrush-partners-with-nordstrom-t-mobile-others-for-package-deliv-ery-service

7 Uber launches global assault on takeaway meals market (2016) Retrieved October 26 2016 from httpwwwreuterscomarticleus-food-delivery-idUSKCN11W2LX

8 Mobile B G (nd) The USPS Ups Its Ecommerce Parcel Game Retrieved October 26 2016 from httpmultichannelmer-chantcomopsandfulfillmentusps-ups-ecommerce-parcel-game-24082016

9 Mobile B G (nd) UPS Bests FedEx in On-Time Performance during Christmas Week - Multichannel Merchant Re-trieved October 26 2016 from httpmultichannelmerchantcomnewsups-bests-fedex-time-performance-christmas-week-04012016

10 Its Amazons World The USPS Just Delivers in It (nd) Retrieved October 26 2016 from httpwwwbloombergcomnewsarticles2015-07-30it-s-amazon-s-world-the-usps-just-delivers-in-it

11 Stynes T (2016) US Postal Service Revenue Rises on Shipping Growth but Losses Mount Retrieved October 26 2016 from httpwwwwsjcomarticlesu-s-postal-service-revenue-rises-on-shipping-growth-but-losses-mount-1470752985

12 Rosenbush S (2015) At UPS the Algorithm Is the Driver Retrieved October 26 2016 from httpwwwwsjcomarticlesat-ups-the-algorithm-is-the-driver-1424136536

13 SampP Capital IQ (nd) Retrieved October 26 2016 from httpswwwcapitaliqcom14 Schneider Simultaneously Acquires Watkins amp Shepard and Lodeso (nd) Retrieved October 27 2016 from httpsschnei-

dercomnewsschneider-simultaneously-acquires-watkinsmdashshepard-and-lodeso15 American Shipper - May 2015 (nd) Retrieved October 27 2016 from httpdigitalamericanshippercomi499905-

may-2015916 (2015 September) Todays Trucking September 201517 Press Releases (nd) Retrieved October 27 2016 from httpwwweaglemerchantpartnerscomnewsphp

8

Headquarters1225 17th StreetSuite 1725Denver CO 80202(303) 572-6000

DENVER SAN FRANCISCO

50 California Street Suite 1500San Francisco CA 94111(415) 766-3860

CHICAGO

233 South Wacker Dr84th FloorChicago IL 60606(312) 283-1783

NEWPORT BEACH

620 Newport Center DrSuite 360Newport Beach CA 92660(949) 706-8440

GREENWICH

2 Greenwich Office Park2nd FloorGreenwich CT 06831(203) 813-3880

NEW YORK

420 Lexington AvenueSuite 1718New York NY 10170(212) 381-0640

IndiaItaly

JapanMexico

PeruPolandRussia

South AfricaSpain

SwitzerlandThailandTurkey

UKUSA

AustraliaBenelux

BrazilChile

DenmarkFrance

Germany

INVESTMENT BANK OF THE YEAR

bull Established in 2001

bull Award-winning service deep sector expertise

bull 90+ experienced professionals in 6 offices across North America

bull Focus on privately owned mid-market companies

bull International reach 30 countries 50 offices 250 professionals

bull Independent and employee-owned

S M A R T A D V I C E B Y Y O U R S I D E W O R L D W I D E

WWWHEADWATERSMBCOM

Page 4: Visions of the Future, Last Mile Delivery FINAL

4

Underneath the competitive ceiling set by UPS and FedEx a handful of regional parcel delivery companies have built more targeted deliv-ery networks in most cases with backing from private equity Compa-nies like OnTrac LazerShip LSO Dicom and Dynamex may ultimately coalesce into one or more additional national options for ecommerce last-mile fulfillment

Two large questions hang over the network-based delivery market First will Amazon fundamentally remake the traditional model Am-azonrsquos cutting edge programs ndash drones etcmdashget much of the atten-tion These initiatives suggest radical change is coming However at base Amazon seems to be relying heavily on deploying assets in a rel-atively traditional way albeit with a focus on more heavily automated infrastructure than earlier iterations

Amazonrsquos billion-dollar fulfillment center infrastructure is a prime example (pun intended) Amazon developed its own sortation and

routing capabilities inside these facilities to disintermediate UPS and FedEx and instead directly move freight into the USPS network In this way Amazon can be seen as an evolutionary force and not a rev-olutionary force in last mile logisticsmdashthey do some of what UPS or FedEx once did with more technology and less people presumably faster and cheaper but in a similar fashion

The second question is less sexy but potentially as consequential What happens if the US Postal Service is forced to retrench or shift away from package delivery Even as it moves a massive and grow-ing volume of packages the USPS also generates massive growing and unsustainable financial losses[11] The Postal Servicemdashin theory a self-funding organization not supported by taxpayer dollarsmdashis sub-sidizing ecommerce growth Its current $15 billion line of credit with the US Treasury is tapped out The USPS needs a major capital in-fusion A change to the USPSrsquo operating structure or strategy could have significant collateral impacts across the market

The fifth theme from ldquoThe Future of Last Mile Deliveryrdquo symposium was unspoken but no less clear Underlying every presentation with-out exception was the simple reality that technology and capital are being deployed to take people out of the supply chain Autonomous vehicles delivering products robots making and cooking pizzas while in route for delivery airborne drones completing automated inven-tory counts inside massive distribution warehouses on-demand delivery even Big Brown with its ldquoOrionrdquo projectmdashit is all about efficiency of execution

UPSrsquo well-documented optimization project is a great case in point[12] According to Jack Levis senior director of process management at UPS fundamental economics drive this program If UPS can shave one mile per day off the average driverrsquos route in its network the

company estimates it saves $50 million per year If the company can shave 1 minute of driver time from the average day it will save $146 million More math lies at the core of the detailed prescriptive analyt-ics platform UPS has developed An average driver delivers 120 pack-ages per day The number of possible combinations one might use for routing is breathtakingly large The simple truth is that a human driver canrsquot optimize this route effectively The PBS video embedded above featuring David Pogue underscores this practical reality

UPS has publicly stated that it expects to save $300 million to $400 million annually once Orion is fully deployed in 2017 Or put another way the company will deliver more packages with the same number of employees

Technology and Capital Will Replace Humans

5

Concluding Thoughts Much of the drama in the last mile will play out among very large com-panies like Amazon Google UPS FedEx and others That said middle market transportation and logistics companies also will play signifi-cant roles in the broader market evolution Headwaters Transpor-tation amp Logistics team members bring together broad transactional expertise and deep operational experience working in the last mile

Strategy tactics and execution drive value creation We always look for opportunities to engage with business leaders decision makers and thought leaders in the transportation and logistics space Please reach out if you wish to share industry insights have a need for capital to grow your transportation or logistics business or are considering an acquisition strategy or a company sale

What is UPS Orion The Wall Street Journal described it as follows The 1000 page Orion algorithm is an exercise in heuristics written by a team of 50 UPS engineers in Timonium Md Instead of searching for the optimal or best possible answer heuristics is the search for the best answer one can find the results continually refined over time based on experience Orion consists of many components including a ldquotraveling salesmanrdquo algorithm a familiar tool that calculates the most effi-cient path between a variety of points and geographic mapping What makes Orion unique is the way it puts these elements together striving for a balance between an optimum result and consistency

Disclosure This newsletter is a periodic compilation of certain economic and corporate information as well as completed and announced merger and acquisition activity Information contained in this newsletter should not be construed as a recommendation to sell or buy any security Any reference to or omission of any reference to any company in this newsletter should not be construed as a recommendation to buy sell or take any other action with respect to any security of any such company We are not soliciting any action with respect to any security or company based on this newsletter The newsletter is published solely for the general information of clients and friends of Headwaters MB LLC It does not take into account the particular investment objectives financial situation or needs of individual recipients Certain transactions including those involving early-stage companies give rise to substantial risk and are not suitable for all investors This newsletter is based upon information that we consider reliable but we do not represent that it is accurate or complete and it should not be relied upon as such Prediction of future events is inherently subject to both known and unknown risks and other factors that may cause actual results to vary materially We are under no obligation to update the information contained in this newslet-ter Opinions expressed are our present opinions only and are subject to change without notice Additional information is available upon request The companies mentioned in this newsletter may be clients of Headwaters MB LLC The decisionsto include any company in this newsletter is unrelated in all respects to any service that Headwaters MB LLC may provide to such company This newsletter may not be copied or reproduced in any form or redistributed without the prior written consent of Headwaters MB LLC The information contained herein should not be construed as legal advice

About Headwaters MB Headwaters MB is an independent middle-market investment banking firm providing strategic merger and acquisition corporate fi-nance and merchant banking services through proprietary sources of capital Named ldquoInvestment Bank of the Yearrdquo by the MampA Advisor in 2014 amp 2015 Headwaters MB is headquartered in Denver CO with six regional offices across the United States and partnerships with 18 firms covering 30 countries For more information visit wwwheadwatersmbcom

To learn more about how the Headwaters MB team can help you grow from opportunities in the Transportation amp Logistics sector please contact

B u r ke S m i t hM a n a g i n g D i re c t o r

3 1 0 8 7 2 0 0 3 8b s m i t h h e a d w a t e r s m b c o m

To d d B o m b e rg M a n a g i n g D i re c t o r

3 1 09 2 09 9 4 9 t b o m b e rg h e a d w a t e r s m b c o m

A n a n t Va s h i V i c e P re s i d e n t3 0 3 5 7 2 6 01 4

a v a s h i h e a d w a t e r s m b c o m

6

In June 2016 Schneider (estimated revenues of $43 billion) simultaneously acquired Watkins amp Shepard (estimated revenues of $160 million) and Lodeso[13] Watkins amp Shepard specialized in ldquofirst to final milerdquo delivery of hard-to-handle items such as ecommerce furniture carpet and floor coverings Lodeso operated a technology platform and agent-based network of final mile delivery contractors around the country According to Schneider the combined transaction positioned the company as ldquothe nationrsquos leading first-to-final-mile-delivery provider of LTL truckload and logistics for high-value home furnishings and over-dimensional goodsrdquo[14] Terms were not disclosed[13]

In May 2015 Canadian publicly traded company TransForce (TSXTFI) bolstered its US last-mile delivery platform with the acquisition of Hazen Final Mile (estimated revenue of $45mm) from Hazen Transport[15] Hazen Final Mile operated nearly 500 daily routes in 17 major US markets utilizing more than 300 owner operators TransForce planned to fold Hazen Final Mile into its US same-day logistics subsidiary Dynamex purchased by TransForce in 2010 for $244mm [13]

In August 2013 XPO Logistics acquired 3PD for $365 million At the time 3PD was North Americarsquos largest non-asset third party provider of last mile logistics for heavy goods with estimated revenues of $332 million[13] 3PD served its retailer customers through a network of 900 independent carriers and delivered 45 million shipments per year

In October 2016 General Logistics Systems (GLS) acquired Golden State Overnight (GSO) from The Halifax Group for $90 million GSO generated revenue of $113mm at the time of acquisition GLS is a European parcel services business [13] GSO was a provider of overnight delivery services in California Nevada Arizona and New Mexico

Wind Point Partners portfolio company Dicom Transportation Group (Estimated 2014 revenue $230mm) acquired Eastern Connection (EC) (estimated 2015 revenue of $45mm) in September 2015[16] Terms of the deal were not disclosed Dicom is a provider of business-to-business expedited transportation services based in Montreal QC Eastern Connection was a regional asset-light provider of B2B pickup and delivery services in the Northeast United States

In Feb 2015 LSO a portfolio company of Eagle Merchant Partners acquired Express Courier International a same-day carrier in the southeast and mid-south region According to Rick Jones CEO of LSO the combination of LSO and Express created the largest regional parcel carrier in the southern United States ldquoThe powerful combination of Express and LSO provides the rare opportunity to deliver a unique set of product and service offeringsmdashfrom same day to daymdashdefinite guaranteed deliveriesrdquo[17]

Big Heavy Bulky Regional Parcel Consolidation

Notable Last-Mile MampA Deals

In 2013 Platinum Equity acquired Exel Direct from Deutsche Post DHL for $305mm and HomeDirect from Transportation Resource Partners Platinum combined the businessesmdashrebranded as MXDmdashto establish a premier provider of high-touch ldquowhite gloverdquo delivery services[13] With the acquisition MXD gained a more complete range of services including dedicated transport line haul reverse logistics warehousing and distribution deluxing and assembly

7

Sources1 Walmart Is Teaming Up With Uber To Take On Amazon (nd) Retrieved October 26 2016 from httptimecom4356274

walmart-amazon-uber-lyft-deliveries2 Google Express takes aim at Amazon in NH | New Hampshire (nd) Retrieved October 26 2016 from httpwwwunion-

leadercombusinessGoogle-Express-takes-aim-at-Amazon-0929163 HADDON H amp NASSAUER S (2016 October 12) Wal-Mart Kroger Strive to Counter Amazonrsquos Grocery Challenge Re-

trieved from httpwwwwsjcomarticlesgrocers-make-new-push-into-online-market-14762702314 Announcing Matternet ONE (nd) Retrieved October 26 2016 from httpsmttrnetproduct5 R (2016) How Amazon Is Making Package Delivery Even Cheaper Retrieved October 26 2016 from httpfortune

com20160218amazon-flex-deliveries6 H (2016) Uber partners with Nordstrom Google T-Mobile SAP for UberRUSH package delivery service Retrieved Octo-

ber 26 2016 from httpwwwgeekwirecom2016uberrush-partners-with-nordstrom-t-mobile-others-for-package-deliv-ery-service

7 Uber launches global assault on takeaway meals market (2016) Retrieved October 26 2016 from httpwwwreuterscomarticleus-food-delivery-idUSKCN11W2LX

8 Mobile B G (nd) The USPS Ups Its Ecommerce Parcel Game Retrieved October 26 2016 from httpmultichannelmer-chantcomopsandfulfillmentusps-ups-ecommerce-parcel-game-24082016

9 Mobile B G (nd) UPS Bests FedEx in On-Time Performance during Christmas Week - Multichannel Merchant Re-trieved October 26 2016 from httpmultichannelmerchantcomnewsups-bests-fedex-time-performance-christmas-week-04012016

10 Its Amazons World The USPS Just Delivers in It (nd) Retrieved October 26 2016 from httpwwwbloombergcomnewsarticles2015-07-30it-s-amazon-s-world-the-usps-just-delivers-in-it

11 Stynes T (2016) US Postal Service Revenue Rises on Shipping Growth but Losses Mount Retrieved October 26 2016 from httpwwwwsjcomarticlesu-s-postal-service-revenue-rises-on-shipping-growth-but-losses-mount-1470752985

12 Rosenbush S (2015) At UPS the Algorithm Is the Driver Retrieved October 26 2016 from httpwwwwsjcomarticlesat-ups-the-algorithm-is-the-driver-1424136536

13 SampP Capital IQ (nd) Retrieved October 26 2016 from httpswwwcapitaliqcom14 Schneider Simultaneously Acquires Watkins amp Shepard and Lodeso (nd) Retrieved October 27 2016 from httpsschnei-

dercomnewsschneider-simultaneously-acquires-watkinsmdashshepard-and-lodeso15 American Shipper - May 2015 (nd) Retrieved October 27 2016 from httpdigitalamericanshippercomi499905-

may-2015916 (2015 September) Todays Trucking September 201517 Press Releases (nd) Retrieved October 27 2016 from httpwwweaglemerchantpartnerscomnewsphp

8

Headquarters1225 17th StreetSuite 1725Denver CO 80202(303) 572-6000

DENVER SAN FRANCISCO

50 California Street Suite 1500San Francisco CA 94111(415) 766-3860

CHICAGO

233 South Wacker Dr84th FloorChicago IL 60606(312) 283-1783

NEWPORT BEACH

620 Newport Center DrSuite 360Newport Beach CA 92660(949) 706-8440

GREENWICH

2 Greenwich Office Park2nd FloorGreenwich CT 06831(203) 813-3880

NEW YORK

420 Lexington AvenueSuite 1718New York NY 10170(212) 381-0640

IndiaItaly

JapanMexico

PeruPolandRussia

South AfricaSpain

SwitzerlandThailandTurkey

UKUSA

AustraliaBenelux

BrazilChile

DenmarkFrance

Germany

INVESTMENT BANK OF THE YEAR

bull Established in 2001

bull Award-winning service deep sector expertise

bull 90+ experienced professionals in 6 offices across North America

bull Focus on privately owned mid-market companies

bull International reach 30 countries 50 offices 250 professionals

bull Independent and employee-owned

S M A R T A D V I C E B Y Y O U R S I D E W O R L D W I D E

WWWHEADWATERSMBCOM

Page 5: Visions of the Future, Last Mile Delivery FINAL

5

Concluding Thoughts Much of the drama in the last mile will play out among very large com-panies like Amazon Google UPS FedEx and others That said middle market transportation and logistics companies also will play signifi-cant roles in the broader market evolution Headwaters Transpor-tation amp Logistics team members bring together broad transactional expertise and deep operational experience working in the last mile

Strategy tactics and execution drive value creation We always look for opportunities to engage with business leaders decision makers and thought leaders in the transportation and logistics space Please reach out if you wish to share industry insights have a need for capital to grow your transportation or logistics business or are considering an acquisition strategy or a company sale

What is UPS Orion The Wall Street Journal described it as follows The 1000 page Orion algorithm is an exercise in heuristics written by a team of 50 UPS engineers in Timonium Md Instead of searching for the optimal or best possible answer heuristics is the search for the best answer one can find the results continually refined over time based on experience Orion consists of many components including a ldquotraveling salesmanrdquo algorithm a familiar tool that calculates the most effi-cient path between a variety of points and geographic mapping What makes Orion unique is the way it puts these elements together striving for a balance between an optimum result and consistency

Disclosure This newsletter is a periodic compilation of certain economic and corporate information as well as completed and announced merger and acquisition activity Information contained in this newsletter should not be construed as a recommendation to sell or buy any security Any reference to or omission of any reference to any company in this newsletter should not be construed as a recommendation to buy sell or take any other action with respect to any security of any such company We are not soliciting any action with respect to any security or company based on this newsletter The newsletter is published solely for the general information of clients and friends of Headwaters MB LLC It does not take into account the particular investment objectives financial situation or needs of individual recipients Certain transactions including those involving early-stage companies give rise to substantial risk and are not suitable for all investors This newsletter is based upon information that we consider reliable but we do not represent that it is accurate or complete and it should not be relied upon as such Prediction of future events is inherently subject to both known and unknown risks and other factors that may cause actual results to vary materially We are under no obligation to update the information contained in this newslet-ter Opinions expressed are our present opinions only and are subject to change without notice Additional information is available upon request The companies mentioned in this newsletter may be clients of Headwaters MB LLC The decisionsto include any company in this newsletter is unrelated in all respects to any service that Headwaters MB LLC may provide to such company This newsletter may not be copied or reproduced in any form or redistributed without the prior written consent of Headwaters MB LLC The information contained herein should not be construed as legal advice

About Headwaters MB Headwaters MB is an independent middle-market investment banking firm providing strategic merger and acquisition corporate fi-nance and merchant banking services through proprietary sources of capital Named ldquoInvestment Bank of the Yearrdquo by the MampA Advisor in 2014 amp 2015 Headwaters MB is headquartered in Denver CO with six regional offices across the United States and partnerships with 18 firms covering 30 countries For more information visit wwwheadwatersmbcom

To learn more about how the Headwaters MB team can help you grow from opportunities in the Transportation amp Logistics sector please contact

B u r ke S m i t hM a n a g i n g D i re c t o r

3 1 0 8 7 2 0 0 3 8b s m i t h h e a d w a t e r s m b c o m

To d d B o m b e rg M a n a g i n g D i re c t o r

3 1 09 2 09 9 4 9 t b o m b e rg h e a d w a t e r s m b c o m

A n a n t Va s h i V i c e P re s i d e n t3 0 3 5 7 2 6 01 4

a v a s h i h e a d w a t e r s m b c o m

6

In June 2016 Schneider (estimated revenues of $43 billion) simultaneously acquired Watkins amp Shepard (estimated revenues of $160 million) and Lodeso[13] Watkins amp Shepard specialized in ldquofirst to final milerdquo delivery of hard-to-handle items such as ecommerce furniture carpet and floor coverings Lodeso operated a technology platform and agent-based network of final mile delivery contractors around the country According to Schneider the combined transaction positioned the company as ldquothe nationrsquos leading first-to-final-mile-delivery provider of LTL truckload and logistics for high-value home furnishings and over-dimensional goodsrdquo[14] Terms were not disclosed[13]

In May 2015 Canadian publicly traded company TransForce (TSXTFI) bolstered its US last-mile delivery platform with the acquisition of Hazen Final Mile (estimated revenue of $45mm) from Hazen Transport[15] Hazen Final Mile operated nearly 500 daily routes in 17 major US markets utilizing more than 300 owner operators TransForce planned to fold Hazen Final Mile into its US same-day logistics subsidiary Dynamex purchased by TransForce in 2010 for $244mm [13]

In August 2013 XPO Logistics acquired 3PD for $365 million At the time 3PD was North Americarsquos largest non-asset third party provider of last mile logistics for heavy goods with estimated revenues of $332 million[13] 3PD served its retailer customers through a network of 900 independent carriers and delivered 45 million shipments per year

In October 2016 General Logistics Systems (GLS) acquired Golden State Overnight (GSO) from The Halifax Group for $90 million GSO generated revenue of $113mm at the time of acquisition GLS is a European parcel services business [13] GSO was a provider of overnight delivery services in California Nevada Arizona and New Mexico

Wind Point Partners portfolio company Dicom Transportation Group (Estimated 2014 revenue $230mm) acquired Eastern Connection (EC) (estimated 2015 revenue of $45mm) in September 2015[16] Terms of the deal were not disclosed Dicom is a provider of business-to-business expedited transportation services based in Montreal QC Eastern Connection was a regional asset-light provider of B2B pickup and delivery services in the Northeast United States

In Feb 2015 LSO a portfolio company of Eagle Merchant Partners acquired Express Courier International a same-day carrier in the southeast and mid-south region According to Rick Jones CEO of LSO the combination of LSO and Express created the largest regional parcel carrier in the southern United States ldquoThe powerful combination of Express and LSO provides the rare opportunity to deliver a unique set of product and service offeringsmdashfrom same day to daymdashdefinite guaranteed deliveriesrdquo[17]

Big Heavy Bulky Regional Parcel Consolidation

Notable Last-Mile MampA Deals

In 2013 Platinum Equity acquired Exel Direct from Deutsche Post DHL for $305mm and HomeDirect from Transportation Resource Partners Platinum combined the businessesmdashrebranded as MXDmdashto establish a premier provider of high-touch ldquowhite gloverdquo delivery services[13] With the acquisition MXD gained a more complete range of services including dedicated transport line haul reverse logistics warehousing and distribution deluxing and assembly

7

Sources1 Walmart Is Teaming Up With Uber To Take On Amazon (nd) Retrieved October 26 2016 from httptimecom4356274

walmart-amazon-uber-lyft-deliveries2 Google Express takes aim at Amazon in NH | New Hampshire (nd) Retrieved October 26 2016 from httpwwwunion-

leadercombusinessGoogle-Express-takes-aim-at-Amazon-0929163 HADDON H amp NASSAUER S (2016 October 12) Wal-Mart Kroger Strive to Counter Amazonrsquos Grocery Challenge Re-

trieved from httpwwwwsjcomarticlesgrocers-make-new-push-into-online-market-14762702314 Announcing Matternet ONE (nd) Retrieved October 26 2016 from httpsmttrnetproduct5 R (2016) How Amazon Is Making Package Delivery Even Cheaper Retrieved October 26 2016 from httpfortune

com20160218amazon-flex-deliveries6 H (2016) Uber partners with Nordstrom Google T-Mobile SAP for UberRUSH package delivery service Retrieved Octo-

ber 26 2016 from httpwwwgeekwirecom2016uberrush-partners-with-nordstrom-t-mobile-others-for-package-deliv-ery-service

7 Uber launches global assault on takeaway meals market (2016) Retrieved October 26 2016 from httpwwwreuterscomarticleus-food-delivery-idUSKCN11W2LX

8 Mobile B G (nd) The USPS Ups Its Ecommerce Parcel Game Retrieved October 26 2016 from httpmultichannelmer-chantcomopsandfulfillmentusps-ups-ecommerce-parcel-game-24082016

9 Mobile B G (nd) UPS Bests FedEx in On-Time Performance during Christmas Week - Multichannel Merchant Re-trieved October 26 2016 from httpmultichannelmerchantcomnewsups-bests-fedex-time-performance-christmas-week-04012016

10 Its Amazons World The USPS Just Delivers in It (nd) Retrieved October 26 2016 from httpwwwbloombergcomnewsarticles2015-07-30it-s-amazon-s-world-the-usps-just-delivers-in-it

11 Stynes T (2016) US Postal Service Revenue Rises on Shipping Growth but Losses Mount Retrieved October 26 2016 from httpwwwwsjcomarticlesu-s-postal-service-revenue-rises-on-shipping-growth-but-losses-mount-1470752985

12 Rosenbush S (2015) At UPS the Algorithm Is the Driver Retrieved October 26 2016 from httpwwwwsjcomarticlesat-ups-the-algorithm-is-the-driver-1424136536

13 SampP Capital IQ (nd) Retrieved October 26 2016 from httpswwwcapitaliqcom14 Schneider Simultaneously Acquires Watkins amp Shepard and Lodeso (nd) Retrieved October 27 2016 from httpsschnei-

dercomnewsschneider-simultaneously-acquires-watkinsmdashshepard-and-lodeso15 American Shipper - May 2015 (nd) Retrieved October 27 2016 from httpdigitalamericanshippercomi499905-

may-2015916 (2015 September) Todays Trucking September 201517 Press Releases (nd) Retrieved October 27 2016 from httpwwweaglemerchantpartnerscomnewsphp

8

Headquarters1225 17th StreetSuite 1725Denver CO 80202(303) 572-6000

DENVER SAN FRANCISCO

50 California Street Suite 1500San Francisco CA 94111(415) 766-3860

CHICAGO

233 South Wacker Dr84th FloorChicago IL 60606(312) 283-1783

NEWPORT BEACH

620 Newport Center DrSuite 360Newport Beach CA 92660(949) 706-8440

GREENWICH

2 Greenwich Office Park2nd FloorGreenwich CT 06831(203) 813-3880

NEW YORK

420 Lexington AvenueSuite 1718New York NY 10170(212) 381-0640

IndiaItaly

JapanMexico

PeruPolandRussia

South AfricaSpain

SwitzerlandThailandTurkey

UKUSA

AustraliaBenelux

BrazilChile

DenmarkFrance

Germany

INVESTMENT BANK OF THE YEAR

bull Established in 2001

bull Award-winning service deep sector expertise

bull 90+ experienced professionals in 6 offices across North America

bull Focus on privately owned mid-market companies

bull International reach 30 countries 50 offices 250 professionals

bull Independent and employee-owned

S M A R T A D V I C E B Y Y O U R S I D E W O R L D W I D E

WWWHEADWATERSMBCOM

Page 6: Visions of the Future, Last Mile Delivery FINAL

6

In June 2016 Schneider (estimated revenues of $43 billion) simultaneously acquired Watkins amp Shepard (estimated revenues of $160 million) and Lodeso[13] Watkins amp Shepard specialized in ldquofirst to final milerdquo delivery of hard-to-handle items such as ecommerce furniture carpet and floor coverings Lodeso operated a technology platform and agent-based network of final mile delivery contractors around the country According to Schneider the combined transaction positioned the company as ldquothe nationrsquos leading first-to-final-mile-delivery provider of LTL truckload and logistics for high-value home furnishings and over-dimensional goodsrdquo[14] Terms were not disclosed[13]

In May 2015 Canadian publicly traded company TransForce (TSXTFI) bolstered its US last-mile delivery platform with the acquisition of Hazen Final Mile (estimated revenue of $45mm) from Hazen Transport[15] Hazen Final Mile operated nearly 500 daily routes in 17 major US markets utilizing more than 300 owner operators TransForce planned to fold Hazen Final Mile into its US same-day logistics subsidiary Dynamex purchased by TransForce in 2010 for $244mm [13]

In August 2013 XPO Logistics acquired 3PD for $365 million At the time 3PD was North Americarsquos largest non-asset third party provider of last mile logistics for heavy goods with estimated revenues of $332 million[13] 3PD served its retailer customers through a network of 900 independent carriers and delivered 45 million shipments per year

In October 2016 General Logistics Systems (GLS) acquired Golden State Overnight (GSO) from The Halifax Group for $90 million GSO generated revenue of $113mm at the time of acquisition GLS is a European parcel services business [13] GSO was a provider of overnight delivery services in California Nevada Arizona and New Mexico

Wind Point Partners portfolio company Dicom Transportation Group (Estimated 2014 revenue $230mm) acquired Eastern Connection (EC) (estimated 2015 revenue of $45mm) in September 2015[16] Terms of the deal were not disclosed Dicom is a provider of business-to-business expedited transportation services based in Montreal QC Eastern Connection was a regional asset-light provider of B2B pickup and delivery services in the Northeast United States

In Feb 2015 LSO a portfolio company of Eagle Merchant Partners acquired Express Courier International a same-day carrier in the southeast and mid-south region According to Rick Jones CEO of LSO the combination of LSO and Express created the largest regional parcel carrier in the southern United States ldquoThe powerful combination of Express and LSO provides the rare opportunity to deliver a unique set of product and service offeringsmdashfrom same day to daymdashdefinite guaranteed deliveriesrdquo[17]

Big Heavy Bulky Regional Parcel Consolidation

Notable Last-Mile MampA Deals

In 2013 Platinum Equity acquired Exel Direct from Deutsche Post DHL for $305mm and HomeDirect from Transportation Resource Partners Platinum combined the businessesmdashrebranded as MXDmdashto establish a premier provider of high-touch ldquowhite gloverdquo delivery services[13] With the acquisition MXD gained a more complete range of services including dedicated transport line haul reverse logistics warehousing and distribution deluxing and assembly

7

Sources1 Walmart Is Teaming Up With Uber To Take On Amazon (nd) Retrieved October 26 2016 from httptimecom4356274

walmart-amazon-uber-lyft-deliveries2 Google Express takes aim at Amazon in NH | New Hampshire (nd) Retrieved October 26 2016 from httpwwwunion-

leadercombusinessGoogle-Express-takes-aim-at-Amazon-0929163 HADDON H amp NASSAUER S (2016 October 12) Wal-Mart Kroger Strive to Counter Amazonrsquos Grocery Challenge Re-

trieved from httpwwwwsjcomarticlesgrocers-make-new-push-into-online-market-14762702314 Announcing Matternet ONE (nd) Retrieved October 26 2016 from httpsmttrnetproduct5 R (2016) How Amazon Is Making Package Delivery Even Cheaper Retrieved October 26 2016 from httpfortune

com20160218amazon-flex-deliveries6 H (2016) Uber partners with Nordstrom Google T-Mobile SAP for UberRUSH package delivery service Retrieved Octo-

ber 26 2016 from httpwwwgeekwirecom2016uberrush-partners-with-nordstrom-t-mobile-others-for-package-deliv-ery-service

7 Uber launches global assault on takeaway meals market (2016) Retrieved October 26 2016 from httpwwwreuterscomarticleus-food-delivery-idUSKCN11W2LX

8 Mobile B G (nd) The USPS Ups Its Ecommerce Parcel Game Retrieved October 26 2016 from httpmultichannelmer-chantcomopsandfulfillmentusps-ups-ecommerce-parcel-game-24082016

9 Mobile B G (nd) UPS Bests FedEx in On-Time Performance during Christmas Week - Multichannel Merchant Re-trieved October 26 2016 from httpmultichannelmerchantcomnewsups-bests-fedex-time-performance-christmas-week-04012016

10 Its Amazons World The USPS Just Delivers in It (nd) Retrieved October 26 2016 from httpwwwbloombergcomnewsarticles2015-07-30it-s-amazon-s-world-the-usps-just-delivers-in-it

11 Stynes T (2016) US Postal Service Revenue Rises on Shipping Growth but Losses Mount Retrieved October 26 2016 from httpwwwwsjcomarticlesu-s-postal-service-revenue-rises-on-shipping-growth-but-losses-mount-1470752985

12 Rosenbush S (2015) At UPS the Algorithm Is the Driver Retrieved October 26 2016 from httpwwwwsjcomarticlesat-ups-the-algorithm-is-the-driver-1424136536

13 SampP Capital IQ (nd) Retrieved October 26 2016 from httpswwwcapitaliqcom14 Schneider Simultaneously Acquires Watkins amp Shepard and Lodeso (nd) Retrieved October 27 2016 from httpsschnei-

dercomnewsschneider-simultaneously-acquires-watkinsmdashshepard-and-lodeso15 American Shipper - May 2015 (nd) Retrieved October 27 2016 from httpdigitalamericanshippercomi499905-

may-2015916 (2015 September) Todays Trucking September 201517 Press Releases (nd) Retrieved October 27 2016 from httpwwweaglemerchantpartnerscomnewsphp

8

Headquarters1225 17th StreetSuite 1725Denver CO 80202(303) 572-6000

DENVER SAN FRANCISCO

50 California Street Suite 1500San Francisco CA 94111(415) 766-3860

CHICAGO

233 South Wacker Dr84th FloorChicago IL 60606(312) 283-1783

NEWPORT BEACH

620 Newport Center DrSuite 360Newport Beach CA 92660(949) 706-8440

GREENWICH

2 Greenwich Office Park2nd FloorGreenwich CT 06831(203) 813-3880

NEW YORK

420 Lexington AvenueSuite 1718New York NY 10170(212) 381-0640

IndiaItaly

JapanMexico

PeruPolandRussia

South AfricaSpain

SwitzerlandThailandTurkey

UKUSA

AustraliaBenelux

BrazilChile

DenmarkFrance

Germany

INVESTMENT BANK OF THE YEAR

bull Established in 2001

bull Award-winning service deep sector expertise

bull 90+ experienced professionals in 6 offices across North America

bull Focus on privately owned mid-market companies

bull International reach 30 countries 50 offices 250 professionals

bull Independent and employee-owned

S M A R T A D V I C E B Y Y O U R S I D E W O R L D W I D E

WWWHEADWATERSMBCOM

Page 7: Visions of the Future, Last Mile Delivery FINAL

7

Sources1 Walmart Is Teaming Up With Uber To Take On Amazon (nd) Retrieved October 26 2016 from httptimecom4356274

walmart-amazon-uber-lyft-deliveries2 Google Express takes aim at Amazon in NH | New Hampshire (nd) Retrieved October 26 2016 from httpwwwunion-

leadercombusinessGoogle-Express-takes-aim-at-Amazon-0929163 HADDON H amp NASSAUER S (2016 October 12) Wal-Mart Kroger Strive to Counter Amazonrsquos Grocery Challenge Re-

trieved from httpwwwwsjcomarticlesgrocers-make-new-push-into-online-market-14762702314 Announcing Matternet ONE (nd) Retrieved October 26 2016 from httpsmttrnetproduct5 R (2016) How Amazon Is Making Package Delivery Even Cheaper Retrieved October 26 2016 from httpfortune

com20160218amazon-flex-deliveries6 H (2016) Uber partners with Nordstrom Google T-Mobile SAP for UberRUSH package delivery service Retrieved Octo-

ber 26 2016 from httpwwwgeekwirecom2016uberrush-partners-with-nordstrom-t-mobile-others-for-package-deliv-ery-service

7 Uber launches global assault on takeaway meals market (2016) Retrieved October 26 2016 from httpwwwreuterscomarticleus-food-delivery-idUSKCN11W2LX

8 Mobile B G (nd) The USPS Ups Its Ecommerce Parcel Game Retrieved October 26 2016 from httpmultichannelmer-chantcomopsandfulfillmentusps-ups-ecommerce-parcel-game-24082016

9 Mobile B G (nd) UPS Bests FedEx in On-Time Performance during Christmas Week - Multichannel Merchant Re-trieved October 26 2016 from httpmultichannelmerchantcomnewsups-bests-fedex-time-performance-christmas-week-04012016

10 Its Amazons World The USPS Just Delivers in It (nd) Retrieved October 26 2016 from httpwwwbloombergcomnewsarticles2015-07-30it-s-amazon-s-world-the-usps-just-delivers-in-it

11 Stynes T (2016) US Postal Service Revenue Rises on Shipping Growth but Losses Mount Retrieved October 26 2016 from httpwwwwsjcomarticlesu-s-postal-service-revenue-rises-on-shipping-growth-but-losses-mount-1470752985

12 Rosenbush S (2015) At UPS the Algorithm Is the Driver Retrieved October 26 2016 from httpwwwwsjcomarticlesat-ups-the-algorithm-is-the-driver-1424136536

13 SampP Capital IQ (nd) Retrieved October 26 2016 from httpswwwcapitaliqcom14 Schneider Simultaneously Acquires Watkins amp Shepard and Lodeso (nd) Retrieved October 27 2016 from httpsschnei-

dercomnewsschneider-simultaneously-acquires-watkinsmdashshepard-and-lodeso15 American Shipper - May 2015 (nd) Retrieved October 27 2016 from httpdigitalamericanshippercomi499905-

may-2015916 (2015 September) Todays Trucking September 201517 Press Releases (nd) Retrieved October 27 2016 from httpwwweaglemerchantpartnerscomnewsphp

8

Headquarters1225 17th StreetSuite 1725Denver CO 80202(303) 572-6000

DENVER SAN FRANCISCO

50 California Street Suite 1500San Francisco CA 94111(415) 766-3860

CHICAGO

233 South Wacker Dr84th FloorChicago IL 60606(312) 283-1783

NEWPORT BEACH

620 Newport Center DrSuite 360Newport Beach CA 92660(949) 706-8440

GREENWICH

2 Greenwich Office Park2nd FloorGreenwich CT 06831(203) 813-3880

NEW YORK

420 Lexington AvenueSuite 1718New York NY 10170(212) 381-0640

IndiaItaly

JapanMexico

PeruPolandRussia

South AfricaSpain

SwitzerlandThailandTurkey

UKUSA

AustraliaBenelux

BrazilChile

DenmarkFrance

Germany

INVESTMENT BANK OF THE YEAR

bull Established in 2001

bull Award-winning service deep sector expertise

bull 90+ experienced professionals in 6 offices across North America

bull Focus on privately owned mid-market companies

bull International reach 30 countries 50 offices 250 professionals

bull Independent and employee-owned

S M A R T A D V I C E B Y Y O U R S I D E W O R L D W I D E

WWWHEADWATERSMBCOM

Page 8: Visions of the Future, Last Mile Delivery FINAL

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Headquarters1225 17th StreetSuite 1725Denver CO 80202(303) 572-6000

DENVER SAN FRANCISCO

50 California Street Suite 1500San Francisco CA 94111(415) 766-3860

CHICAGO

233 South Wacker Dr84th FloorChicago IL 60606(312) 283-1783

NEWPORT BEACH

620 Newport Center DrSuite 360Newport Beach CA 92660(949) 706-8440

GREENWICH

2 Greenwich Office Park2nd FloorGreenwich CT 06831(203) 813-3880

NEW YORK

420 Lexington AvenueSuite 1718New York NY 10170(212) 381-0640

IndiaItaly

JapanMexico

PeruPolandRussia

South AfricaSpain

SwitzerlandThailandTurkey

UKUSA

AustraliaBenelux

BrazilChile

DenmarkFrance

Germany

INVESTMENT BANK OF THE YEAR

bull Established in 2001

bull Award-winning service deep sector expertise

bull 90+ experienced professionals in 6 offices across North America

bull Focus on privately owned mid-market companies

bull International reach 30 countries 50 offices 250 professionals

bull Independent and employee-owned

S M A R T A D V I C E B Y Y O U R S I D E W O R L D W I D E

WWWHEADWATERSMBCOM