Irenic to vote against Forward Air legacy directors

Published 14/05/2025, 18:58
Irenic to vote against Forward Air legacy directors

NEW YORK - Irenic Capital Management, LP, an investment management firm, announced its intention to vote against certain legacy members of the board of directors at Forward Air Corporation (NASDAQ: FWRD), a company currently trading at $18.12 per share with a market capitalization of $551 million. The decision aligns with Ancora Holdings Group’s similar stance regarding the upcoming 2025 Annual Meeting of Shareholders of the transportation and logistics services company, which has seen its stock price decline by nearly 48% over the past six months.According to InvestingPro analysis, Forward Air’s overall financial health score is currently rated as WEAK, with multiple challenges facing the company.

Irenic’s disagreement with the legacy directors stems from an incident in 2023 when Forward Air acquired Omni Logistics LLC without a shareholder vote, a move Irenic believes bypassed necessary corporate governance protocols. This action, according to Irenic, compromised the shareholder franchise and the fundamental principles of board-led governance. InvestingPro data reveals that the company now operates with a significant debt burden, with a debt-to-equity ratio of 13.92 and potential difficulties making interest payments.

The investment firm, while expressing respect for the individual directors in question, asserts that their past actions, which effectively overruled shareholder authority, disqualify them from continuing to serve on the company’s board today.

Irenic Capital Management, founded by Adam Katz and Andy Dodge, specializes in working with publicly traded companies to optimize operations, capital allocation, and management incentives to enhance value for shareholders.

This stance by Irenic is based on a press release statement issued by the firm. The Annual Meeting date has not been specified in the release. Forward Air Corporation has not yet responded to Irenic’s public position.

In other recent news, Forward Air Corporation reported its first-quarter 2025 earnings, revealing a significant miss on both earnings per share (EPS) and revenue compared to analyst forecasts. The company’s EPS was reported at -$1.68, missing the forecast of -$0.44, while revenue for the quarter was $613 million, below the anticipated $651.3 million. Despite these results, Forward Air’s revenue increased by 13.2% year-over-year, driven by its acquisition of Omni Logistics. Stifel analysts revised the price target for Forward Air shares to $21 from $22, maintaining a Hold rating, after the company’s adjusted EBITDA surpassed expectations. Jefferies also adjusted its price target to $35 from $45, maintaining a Buy rating, citing trade and macroeconomic uncertainties. Forward Air’s management has announced an ambitious plan to double the company’s revenue to $5 billion within five years, requiring a compound annual growth rate of 15%. The company is focusing on expanding its service offerings and optimizing its network to improve profitability.

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