FedEx files for Freight spin-off, names board for standalone company

FedEx Corp. says it has filed a registration statement with the U.S. Securities and Exchange Commission for the planned spin-off of its FedEx Freight business, marking a key step toward launching the unit as an independent less-than-truckload carrier.

“Today’s Form 10 filing reflects the strong progress we are making toward the launch of FedEx Freight as a focused, industry-leading LTL company,” FedEx Corp. president and chief executive officer Raj Subramaniam said in a release. “This separation will create two world-class companies, positioning both FedEx and FedEx Freight to better serve customers and unlock long-term value for all stockholders.”

John Smith, incoming president and chief executive officer of FedEx Freight, said the filing underscores the company’s readiness to operate independently.

“FedEx Freight is built on a strong foundation, powered by our expansive network, differentiated service model and 39,000 highly skilled and dedicated team members,” Smith said. “Today’s filing is a key milestone in our journey toward being an independent company, positioned to deliver greater value as the premier LTL freight carrier in North America.”

FedEx said the spin-off is expected to be completed June 1, subject to final board approval and other customary conditions. Shares of the new company are expected to trade on the New York Stock Exchange under the ticker symbol FDXF. The transaction is intended to be tax-free for FedEx and its shareholders for U.S. federal income tax purposes, with limited exceptions.

The company also outlined the initial FedEx Freight board, which will be chaired by R. Brad Martin, executive chairman of FedEx Corp. John Smith will serve as a director alongside members with backgrounds in transportation, supply chain management, finance, technology and corporate governance, including former executives from Walmart, Lowe’s, UPS, Delta Air Lines and IBM.

FedEx Freight will host an investor day April 8 in New York City, with a live webcast available through FedEx’s investor relations website. Goldman Sachs & Co. LLC is acting as financial adviser, with Skadden, Arps, Slate, Meagher & Flom LLP serving as legal counsel.