I recently heard someone say that there might be only one carrier in one hundred worthy of being an acquisition target. That depends, of course, on varying perspectives. If you're looking to buy or sell a trucking company you'll need to focus on the needs and goals of your specific transportation group -- to either find or create both a strategic and a financial fit.
It's not a new concept to put a failing or lackluster company on the market in a distressed industry. But there has to be a reason and you have to be smart about it. Not everyone will jump at the opportunity to purchase a challenged company. If you want to deal from a position of strength, you may want to consider timing your sale based on economic, strategic, and financial strategies that will allow for an exit strategy on your terms.

From a Strategic Perspective
What industry, niche, or potential does your company bring to the table? Are you a regional retail van fleet; a regional flatbed fleet serving the building materials sector; a specialized fleet set up to serve the Wind power, Petrochemical, or Refinery areas? Be aware that a heavy asset based transportation purchase is NOT at the top of most Capital Venture of Investment Capital lists. They prefer 3PL and Brokerage operations that are considered non-asset or asset light. Why? Take a look at the ROI. With a high variable cost situation, as the venture succeeds, so go the returns. If the venture goes through a slowdown, there are no concerns about liquidating capital assets in a market flooded with similar capital assets.

Brokerage, Logistics, and 3PL providers are realizing greater returns on those initiatives because many asset based carriers are unsophisticated about their costs, have no effective marketing initiative and often haul the freight at depressed (below cost) rates. Most TL asset based carriers are:

• purchasing trucks, trailers, bricks & mortar,
• participating in ineffective driver retention programs,
• are unaware of their costs,
• don't use technology effectively, if they have it at all.

Many carriers have brokerages, and in all fairness, it could be the only division that is making a significant contribution to profitability by percentage. As a Broker, with a software program, computer, and phone, I can net a higher percentage before taxes than a fleet of 100 - 500 trucks. A carrier with that capability has a profit center that can be split off or easily sold if times get worse than they are now and is therefore better positioned to be considered for VC funding. The more revenue with fewer capital assets reduces the debt-to-income ratio when combined for evaluation of operating ratio - a standard in the industry that's an indicator of profitability. It's also a tool that can be used to provide better positioning during negotiations; pricing can either be negotiated by leaving the brokerage out of the sale, or included as a value-add to enhance the overall value to the purchaser or lender.
From a Financial Perspective
What is your company's financial performance? As an investor, I'll want to know your track record. What are your projections? Do you have a business plan? Do you have contracts in place that will provide some semblance of a guarantee? If not, I would need to visit each customer to see they do business with you, and why/if they'll continue if a new owner takes over.
It's also important to determine the retention and compensation package for the Principal somewhere near the beginning of the process. Do not leave it too late in the process when it can become a potential deal breaker. I've seen it happen. A questionable deal was coming together and a third party arbitrator proposed a compensation plan that made absolutely no sense to the seller. Unfortunately, this arbitrator had no M&A experience and no hands-on trucking or legal experience, but was in a position to collect fees along the way.
At this point, there are as many valuation formulas as there are vacant trucks. I would advise that valuation determinations be based on financials, revenue, retained revenue, fixed costs, and net before tax profits. Should you consider add-backs (the funds necessary to make the deal) such as employee incentives to remain with the company? Professional services for preparation of due diligence? Broker fees?
By evaluating these strategic and financial strategies, you'll be a better fit for a larger universe of potential buyers. By combining these efforts, you can then formulate a targeted marketing strategy that will focus on:

1. Price
2. Potential Buyers, Including Competitors
3. Auction
4. Stock or Asset Sale
5. Timing of Sale
6. Tax, payment, and indemnification issues

Intellectual Property of the Purchase
There are several components to knowing exactly what's included in the purchase price and what it takes to purchase it. Intellectual Property such as software, domain names, works of authorship, trademarks, company name(s), customer lists, algorithms, even the way a company does business should all be investigated. For example, an employee who writes a software program that's used in daily operations - even while in the employ of the company - may actually be the owner of the software program. Does the trucking company owner, or perceived owner, have the right to transfer those properties if they are valued as part of a transfer of company ownership?
Always, always, always the best advice is to seek out experienced industry professionals for advice. Law firms engaged in this type activity on a regular basis are well positioned to assist in making sure your sale or acquisition is structured for success.