Transportation and Logistics Systems Inc. (TLSS) recently stated that it has reached an agreement to buy all of SalSon Logistics' outstanding shares. According to the Jupiter, Florida-based e-commerce fulfillment business, the $90 million purchase price includes $50 million in cash, 19.9% of TLSS stock, and $20 million in seller financing.
The equity sale agreement will give TLSS a 60-year-old third-party logistics company that is anticipated to support its expansion plan.
“This would be a game-changing acquisition for TLSS,” CEO John Mercadante told Modern Shipper (a news editorial brand). “Moreover, SalSon’s business provides an amazing platform and extensive infrastructure that would greatly enhance the company’s ability to execute its acquisition and organic growth strategy.”
SalSon has offices in Florida, Georgia, New York, South Carolina, Texas, and Virginia, as well as the Port of Newark. The 3PL offers services such as warehousing, transloading, dedicated carriage, and drayage. More than 1,200 employees work for the company, which has 1 million square feet of warehouse space and a specialized fleet of 550 tractors and 1,500 trailers.
SalSon is currently profitable, according to the news statement, with annual revenue of almost $100 million.
In the first quarter, TLSS began expanding its service platform and entering new markets through acquisition. The company bought Double D Trucking and Cougar Express in part to replace unprofitable Amazon contracts.
“SalSon Logistics represents the type of business operation that would provide the infrastructure suitable as a foundation for significant growth through subsequent acquisition opportunities, as well as for organic growth potential,” the press release read. “This acquisition could improve the growth potential of TLSS because, with SalSon as the core foundational operation of the Company, synergistic targets that complement this business could bring immediate value when more acquisitions are secured.”
The agreement is dependent on TLSS obtaining appropriate debt financing for the cash portion of the acquisition, which could be problematic given the company's previous losses and present negative net worth. SalSon's assets are expected to support the finance package required to complete the transaction.
“We are in one of the most exciting and opportunistic times in the logistics space,” said Anthony Berritto, president of SalSon, in a press release. “So by joining forces with TLSS, a publicly-traded company, I strongly believe that together, we can accelerate our mutual goal of growth through strategic acquisition, as well as more readily capitalize upon organic growth opportunities presently available in the industry.”
Berritto is expected to run SalSon and all of TLSS’ existing fulfillment services subsidiaries following the deal. “Berritto has agreed in principle to do so, but if the parties do not reach an agreement on employment terms, the Company does not intend to complete the transaction,” the release read.