ISS RECOMMENDS IN FAVOR OF ROADRUNNERS RIGHTS
OFFERING AND RELATED PROPOSALS
DOWNERS
GROVE, Ill., Dec. 6, 2018
Roadrunner Transportation Systems, Inc. (Roadrunner or the company) (NYSE: RRTS) today announced that Institutional Shareholder Services Inc. (ISS), a leading independent proxy
advisory firm, has recommended that Roadrunner shareholders vote
FOR
the companys rights offering and related proposals. Specifically, ISS recommended in favor of the approval of the companys rights offering,
the standby purchase agreement between the company and funds affiliated with Elliott Management Corporation (Elliott) to provide a backstop commitment, and the other proposals that are conditions to Elliotts obligations under the
agreement.
In voicing its support for the proposals, ISS stated: The combination of the rights offering and the standby purchase agreement ensures
that existing common shareholders will have the opportunity to avoid dilution of their ownership interest, while also ensuring that the company can raise sufficient funds to redeem the outstanding preferred shares. The board and financial advisor
Barclays Capital appear to have conducted a robust process of soliciting interest from other potential investors and concluded that no superior financing proposals were forthcoming.
The company encourages its shareholders to vote in favor of all proposals on the agenda. Shareholders who have questions, or need assistance should contact
the proxy solicitor, Innisfree M&A Incorporated, toll-free at 1-888-750-5834.
About Roadrunner Transportation Systems, Inc.
Roadrunner Transportation Systems is a leading asset-right transportation and asset-light logistics service provider offering a full suite of solutions under
the Roadrunner
®
, Active On-Demand
®
and Ascent Global Logistics
®
brands. The
Roadrunner brand offers less-than-truckload, temperature controlled and intermodal services. Active On-Demand offers premium mission critical air and ground transportation solutions. Ascent Global Logistics offers domestic freight management, retail
consolidation, international freight forwarding and customs brokerage. For more information, please visit Roadrunners websites,
www
.r
r
t
s
.
c
o
m
and www.ascentgl.com.
###
Contact:
Innisfree M&A Incorporated
Scott Winter / Jonathan
Salzberger
212-750-5833
Reputation Partners
Marilyn Vollrath
414-376-8834
ir@rrts.com