Furthermore, Omni accuses Forward Air Corp. of requesting a post-signing hypothetical financial forecast as controversy continued to swirl. This request was based on Forward Air Corp.’s stipulations, which aimed to model a scenario of an earnings quarter with no growth. Omni contends that this scenario was unrealistic and had not been discussed before signing. In response, Omni provided a significantly higher estimate for the same period. However, Forward Air Corp. purportedly used the uncorrected outlook to claim a post-deal revision of financials and a breach of the agreement.
Omni’s legal action in Delaware asserts that Forward Air Corp. had initially indicated its preparedness to close the deal while stockholder litigation was pending in a Tennessee court. However, Schmitt reversed this position following the dismissal of the lawsuit on October 25. He declared that the deal was off, citing alleged breaches by Omni.
In an October 26 Securities and Exchange Commission filing, Forward Air Corp. contended that Omni had not met certain obligations under the merger agreement. With unmet closing conditions, Forward Air Corp. believed it was not obligated to proceed with the deal.
