Roadrunner Transportation Systems Announces Exercise of Over-Allotment Option

  Roadrunner Transportation Systems Announces Exercise of Over-Allotment

Business Wire

CUDAHY, Wis. -- August 27, 2013

Roadrunner Transportation Systems, Inc. (NYSE: RRTS), a leading asset-light
transportation and logistics services provider, announced today that the
underwriters for its recently announced public offering of common stock
exercised in full their over-allotment option to purchase an additional
645,000 shares of common stock from selling stockholders at a price of $27.00
per share to the public. The Company will not receive any proceeds from the
sale of the additional shares by the selling stockholders. The closing of the
sale of the additional shares is expected to occur on August 30, 2013.

Robert W. Baird & Co. Incorporated, Morgan Stanley & Co. LLC and Deutsche Bank
Securities Inc. served as the book-running managers for the offering. BB&T
Capital Markets, a division of BB&T Securities, LLC, served as co-managing
underwriter for the offering. The offering is being made only by means of a
prospectus and related prospectus supplement, copies of which may be obtained
from the offices of Robert W. Baird & Co. Incorporated, 777 East Wisconsin
Avenue, 28th Floor, Milwaukee, Wisconsin 53202-5391, by calling
1-800-792-2473, or by e-mailing; from the offices of
Morgan Stanley & Co. LLC, 180 Varick Street, 2nd Floor, New York, New York
10014, Attn: Prospectus Department, by calling 1-866-718-1649, or by e-mailing; or from the offices of Deutsche Bank Securities
Inc., Attn: Prospectus Group, 60 Wall Street, New York, New York 10005-2836,
by calling 1-800-503-4611, or by e-mailing Electronic
copies of the prospectus and the prospectus supplement are available on the
Securities and Exchange Commission’s Web site at

The shares are being offered pursuant to an effective registration statement.
This press release does not constitute an offer to sell these securities or a
solicitation of an offer to buy these securities, nor shall there be any
offer, solicitation or sale of these securities in any state or jurisdiction
in which such an offer, solicitation or sale would be unlawful prior to
registration or qualification under the securities laws of any such state or

About Roadrunner Transportation Systems, Inc.

The Company is a leading asset-light transportation and logistics service
provider offering a full suite of solutions, including customized and
expedited less-than-truckload, truckload and logistics, transportation
management solutions, intermodal solutions, freight consolidation, inventory
management, expedited services, international freight forwarding, customs
brokerage, and comprehensive global supply chain solutions.

Safe Harbor Statement

This press release contains forward-looking statements that relate to future
events or performance. These statements often include words such as “believe,”
“expect,” “anticipate,” “intend,” “plan,” “estimate,” or similar expressions.
In particular, this press release may contain forward-looking statements about
the Company's expectations with respect to the offering and the over-allotment
option. These statements reflect the Company's current expectations, and the
Company does not undertake to update or revise these forward-looking
statements, even if experience or future changes make it clear that any
projected results expressed or implied in this or other Company statements
will not be realized. Furthermore, readers are cautioned that these statements
involve risks and uncertainties, many of which are beyond the Company's
control, which could cause actual results to differ materially from the
forward-looking statements. These risks and uncertainties include, but are not
limited to, risks related to market conditions; the volatility of the market
price of the Company's common stock; the use of proceeds from this offering;
the significant influence over the Company by its principal stockholders;
provisions in the Company's certification of incorporation, bylaws and
Delaware law; the effects of significant liability claims and the cost of
maintaining the Company’s insurance; the effects of increased premium costs;
the cost of compliance with and the effects of governmental and environmental
regulations; the integration of acquired companies; the Company’s
international operations; the Company’s ability to service its debt
obligations; the unpredictability of and potential fluctuation in the price
and availability of fuel; general economic, political and other risks that are
out of the Company’s control; competition in the transportation industry; and
other "Risk Factors" set forth in the Company's most recent SEC filings.


Roadrunner Transportation Systems, Inc.
Peter Armbruster
Chief Financial Officer
Vollrath Associates, Inc.
Marilyn Vollrath
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