Forward Air pauses intermodal sale, keeps door open for fair-value bids

Forward Air has paused the sale of its intermodal unit, telling analysts Monday that the business is "back on track" and that it will still listen to offers reflecting "fair value."

The announcement came alongside a third-quarter report that beat on almost every line. Consolidated revenue climbed 7% year over year to $674 million. Consolidated adjusted EBITDA jumped 31% to $101 million. Shares of FWRD rose 7.7% in after-hours trading Monday.

Why was the intermodal sale paused?

The intermodal divestment was never Forward's first choice. The company launched a strategic review at the start of 2025 — contemplating the sale of parts or all of the business — as investor pressure built after its contested merger with Omni Logistics.

That whole-company sale derailed on the Q2 call in August, when Forward disclosed the potential loss of a contract logistics customer worth roughly $250 million, about 10% of annual revenue. Management pivoted to selling intermodal and two smaller Omni businesses instead. Both Omni units have now been sold.

Then the big account came back. Forward recently signed a two-year agreement through 2028 that retains a significant portion of the once at-risk contract. The customer can transition some business away between November and March, but revenue from the retained portion is expected to grow and exceed what the account generated in 2025.

With the revenue base stabilized, management sees no urgency to sell intermodal at a discount. Hence the pause, and the standing invitation to bidders who meet the fair-value bar.

What did Q3 deliver by segment?

• Expedited (including LTL): revenue up 31% y/y to $337 million. Tonnage rose 16%, on 8% shipment growth and 7% higher weight per shipment. Adjusted EBITDA climbed 52%, with margin expanding 190 basis points to 13.3%.
• Omni Logistics: revenue down 8% y/y to $312 million, but adjusted EBITDA up 8% to $35 million and margin up 170 bps to 11.3%.
• Intermodal: revenue up 9% y/y to $63 million, with an 8.2% EBITDA margin, 110 bps better y/y.

Pricing tells a subtler story. Expedited yield ex-fuel fell 3% y/y, but that was largely mechanical: heavier shipments dilute the per-hundredweight metric. Revenue per shipment ex-fuel rose 4%. Freight is getting heavier, and Forward is getting paid more per move.

Where does the balance sheet stand?

Operating cash flow of $51 million was $28 million lower y/y, though the quarter absorbed transaction and integration costs. Liquidity rose $45 million sequentially to $446 million, helped by the Omni asset sales.

The leverage picture improved too. Net debt of $1.6 billion now equals 4.7 times trailing-twelve-month adjusted EBITDA of $342 million — down from 5.2x at the end of Q2, and comfortably under the 5.75x debt covenant. Each quarter of EBITDA growth and each asset sale dollar buys Forward more room to maneuver.

What does this change for shippers?

For intermodal customers, it means continuity. The unit stays under Forward's ownership, with improving margins and no forced sale timeline that might have triggered service disruption or a rushed handover. For the retained contract logistics customer, the two-year deal through 2028 sets a firm migration window — November to March — rather than an open-ended exit.

Forward's numbers also offer a rare clean read on airport-to-airport ground transportation run in an LTL configuration, and its post-merger restructuring continues to illustrate the financial friction that comes with large-scale logistics consolidation.

Whether the pause becomes permanent depends on the market: if intermodal keeps compounding margin gains while leverage falls, management's bargaining position — and its definition of fair value — only gets stronger.