Executive Summary

Q4 2024 revenue was $632.8M, down 3.5% sequentially vs Q3 2024 ($655.9M) but up 87.0% year over year; Consolidated EBITDA was $69.3M (10.9% margin), and GAAP diluted EPS from continuing operations was -$1.23. Operating income was $75.9M, favorably impacted by a -$79.1M goodwill impairment adjustment recognized as a purchase accounting true-up within the one-year window post-Omni acquisition .
Liquidity ended the quarter at $382M (cash $105M + revolver availability), net first lien leverage at 5.5x with ~$59M covenant cushion after the December 2024 credit amendment reduced the revolver size to $300M .
What worked: Omni Logistics delivered its best quarterly reported EBITDA since the transaction; Intermodal maintained steady performance; integration/cost actions delivered >$100M annualized savings in 2024 .
What went wrong: Expedited Freight was pressured by a pre-acquisition pricing strategy focused on volume over profitability; management implemented corrective pricing actions late Q4 with full run-rate impact targeted by end of February 2025 .
Guidance and estimates: Management reaffirmed FY2024 Consolidated EBITDA guidance at $300–$310M (credit agreement basis) and declined to issue 2025 guidance; S&P Global consensus estimates were unavailable via our data connection for this recap (note explicitly unavailable) .

What Went Well and What Went Wrong

What Went Well

Omni Logistics reported its best quarterly reported EBITDA since the transaction; segment Q4 operating income was $88.5M and reported EBITDA increased sequentially, supported by stronger warehouse/value-added services and improving air/ocean volume despite soft pricing .
Intermodal stability with improved operating income and margin year over year; Q4 revenue $59.8M (+0.7% YoY), operating margin 9.9% vs 8.5% YoY .
Integration and cost actions: Management executed >$100M annualized cost savings in 2024, exceeding the $75M integration synergy commitment, and emphasized moving from integration to transformation in 2025 .

What Went Wrong

Expedited Freight margin compression driven by legacy pricing strategy; Q4 operating margin fell to 2.7% (from 9.6% YoY), revenue per hundredweight declined 5.8% YoY and shipments per day fell 9.0% YoY .
Consolidated free cash flow was -$35.1M in Q4 as cash from operations was -$30.5M, reflecting interest payments and seasonal dynamics despite H2 cash trends improving vs H1 .
GAAP net loss from continuing operations was -$35.4M due to high interest expense ($48.4M) and tax expense ($67.0M), notwithstanding the favorable goodwill impairment adjustment to operating results .

Financial Results

Consolidated Quarterly Trend (oldest → newest)

Metric	Q2 2024	Q3 2024	Q4 2024
Revenue ($USD Millions)	$643.7	$655.9	$632.8
Operating Income ($USD Millions)	$(1,095.8)	$22.7	$75.9
Operating Margin (%)	(170.2)%	3.5%	12.0%
Net Income from Continuing Ops ($USD Millions)	$(966.5)	$(34.2)	$(35.4)
Diluted EPS – Continuing Ops ($USD)	$(23.29)	$(2.62)	$(1.23)
Consolidated EBITDA ($USD Millions; Credit Agreement)	$81.3	$77.0	$69.3
Consolidated EBITDA Margin (%)	13.1%	13.8%	10.9%
Free Cash Flow ($USD Millions)	$(59.1)	$43.3	$(35.1)

Notes: Q2 operating income and margins include the $1.093B Omni goodwill impairment charge; Q4 operating income includes a -$79.1M goodwill impairment adjustment (favorable) .

Year-over-Year Snapshot (Q4 2024 vs Q4 2023)

Metric	Q4 2023	Q4 2024
Revenue ($USD Millions)	$338.4	$632.8
Operating Margin (%)	0.9%	12.0%
Net Income from Continuing Ops ($USD Millions)	$(14.7)	$(35.4)
Diluted EPS – Continuing Ops ($USD)	$(0.58)	$(1.23)
Consolidated EBITDA ($USD Millions; Credit Agreement)	$94.0	$69.3

Segment Breakdown (Q4 2024 and YoY)

Segment	Revenue ($USD Millions)	Op Margin (%)	YoY Revenue Δ
Expedited Freight	$265.9	2.7%	(4.7%)
Omni Logistics	$325.6	27.2% (includes -$79.1M goodwill impairment)	N/A (not in Q4’23)
Intermodal	$59.8	9.9%	+0.7%

KPIs

KPI (Expedited)	Q4 2023	Q4 2024
Shipments per Day (000s)	13.4	12.2
Weight per Shipment (lbs)	815	856
Revenue per Hundredweight ($)	$31.52	$29.70
Revenue per Hundredweight, ex-fuel ($)	$23.99	$23.74
Revenue per Shipment ($)	$256.90	$254.30
Revenue per Shipment, ex-fuel ($)	$195.52	$203.26

KPI (Intermodal)	Q4 2023	Q4 2024
Drayage Shipments	65,776	63,920
Drayage Revenue/Shipment ($)	$821	$847

Guidance Changes

Metric	Period	Previous Guidance	Current Guidance	Change
Consolidated EBITDA (Credit Agreement)	FY 2024	$310–$325M (Q2 2024)	$300–$310M (updated Q3 2024, reaffirmed Jan 6, 2025)	Lowered then Maintained
Expedited Freight Yield	1H 2025 run-rate timing	N/A	Full run-rate impact from corrective pricing expected by end of Feb 2025; anticipate yield improvement thereafter	New qualitative update
Formal 2025 Guidance	FY 2025	N/A	Not provided; management declined to guide	Maintained “no guidance” stance

Credit facility amendment: Revolver reduced to $300M; first lien net leverage covenant increased/extended (6.75x through Q3’25, stepping down thereafter), providing additional flexibility; liquidity at $382M at Q4 end .

Earnings Call Themes & Trends

Topic	Previous Mentions (Q2 & Q3)	Current Period (Q4)	Trend
Integration synergies/cost actions	Targeting $75M run-rate by Q1’25; added ~$20M headcount savings in June; cumulative cost-outs building	>$100M annualized savings executed in 2024; moving to “transformation” phase	Improving execution; transition to transformation
Pricing strategy (Expedited)	Identified class-based tariff underpricing; planned corrective actions	Actions implemented late Q4; full run-rate expected by end of Feb; shedding unprofitable freight; expect yield improvement	Turning point; near-term volume softness, yield/mix improvement targeted
Liquidity/leverage	Liquidity $445–$460M in Q2/Q3; net leverage ~5.2–5.4x; covenant cushion ~$32–$40M	Liquidity $382M; net leverage 5.5x; ~$59M cushion post amendment	Flexibility enhanced via covenant changes; revolver reduced
Omni performance/mix	Sequential improvement; air/ocean normalization; strong warehouse/VAS	Best quarterly reported EBITDA since transaction; air/ocean volumes up amid soft pricing; strong tech-related warehousing/VAS	Continued improvement; operational stride
Transformation priorities	Product-focused reporting in ground/air/ocean/contract logistics/brokerage; systems rationalization	2025 focus on IT simplification, global shared services, go-to-market under new CCO	Building foundation; leadership additions
Tariffs/macro	Macro softness; limited guidance; cautious seasonality	Limited expected impact from recent tariff chatter; diversified Asia exposure and commodity mix	Monitoring; no major direct risk cited

Management Commentary

“We delivered full year 2024 Consolidated EBITDA results near the top end of our guidance range, and we more than delivered on the previously committed $75 million of integration synergies… more than $100 million in annualized savings.” — CEO Shawn Stewart .
“For the fourth quarter 2024, we reported consolidated revenue of $633 million and income from continuing operations of $76 million which includes a goodwill impairment adjustment of $79 million that favorably impacted the quarter.” — CFO Jamie Pierson .
“We implemented corrective pricing actions during the fourth quarter and are beginning to see results… We expect to see the full run rate of these actions by the end of February.” — CFO Jamie Pierson .
“Our priorities in 2025 include technology system simplification and rationalization, global shared service efficiencies and expanding synergistic service offerings.” — CEO Shawn Stewart .
“We ended the fourth quarter with $382 million [liquidity]… a $40 million reduction to the credit facility… and $60 million in interest payments made in the fourth quarter.” — CFO Jamie Pierson .

Q&A Highlights

Tariffs and trade: Management expects limited impact from recent tariff developments given Omni’s diversified ex-China exposure and commodity mix not aligned with listed items; monitoring Canada/Mexico developments but sees minimal direct risk .
Competitive landscape: Management emphasized differentiation via technology, best-in-class service and visibility tools rather than rate-driven tactics as peers attempt to stand up networks .
Cash flow/leverage: Interest burden ~$170M/year; asset-light CapEx; H2 2024 combined operating cash flow was positive ~$20M despite Q4 seasonality; post-amendment covenant cushion ~$59M .
Expedited Freight margin drivers: Mix shifted from dense freight to class-based tariffs; corrective pricing rolled out end-Nov and early Feb; expect yield improvement and shedding low-margin freight ahead .
Omni drivers: Sequential EBITDA improvement supported by warehouse/VAS exposure to tech, with air/ocean volumes up; back-office integration remains a focus .

Estimates Context

S&P Global consensus estimates for EPS/Revenue/EBITDA for Q4 2024 and prior quarters were unavailable via our data connection at the time of this analysis; therefore, explicit beat/miss vs Street is not shown in this recap. Values could not be retrieved from S&P Global due to access limits.

Key Takeaways for Investors

Near-term: Expect headline volumes to remain soft while corrective pricing actions in Expedited Freight drive yield/margin improvement; watch for confirmation of full run-rate by end of February and Q2 yield uplift .
Medium-term: Transformation initiatives (IT rationalization, shared services, product-based go-to-market) should improve efficiency and cross-selling across ground/air/ocean/contract logistics; leadership build-out (new CCO) is a positive .
Omni Logistics: Continued sequential EBITDA gains with strong warehouse/VAS exposure to tech and improving air/ocean volumes; operational stride is supportive into 2025 despite pricing softness .
Balance sheet/liquidity: Post-amendment covenant flexibility and $382M liquidity provide runway; deleveraging through operational improvements and potential asset actions remains a priority .
Watch the mix: Expedited Freight KPI trends (weight per shipment up, shipments/day down, rev/CWT down) signal mix and pricing shifts; sustained improvement in revenue per shipment ex-fuel is encouraging .
Strategic alternatives: Active Board review announced Jan 6, 2025; management will not comment during the process; outcome could be a catalyst depending on the path chosen .
Execution risk: Turnaround complexity and interest burden (~$170M/year) require disciplined execution; management’s monthly covenant monitoring and enhanced forecasting processes are mitigating steps .

All data points above are sourced from Forward Air’s Q4 2024 8-K, press release, earnings slides, and earnings call transcript, and prior-quarter materials as cited.

FORWARD AIR CORP (FWRD)·Q4 2024 Earnings Summary