Parties Met for Mediation, Waiting on Hearing Date

– Posted November 16, 2017

In September, Swift requested Plaintiffs’ attorneys to engage in the first settlement mediation—this is the first movement toward settlement negotiation since the case was filed. The parties held a mediation on October 21 in San Francisco, with a private mediator—Mark Rudy. While positions were discussed, no resolution was reached at that time and no further on-going discussions are currently planned. This is typical of complex cases such as this one. While GSD does not expect a quick settlement, we are confident of our chances of ultimate success in this case.

We are still awaiting a hearing date from the 9th Circuit Court of Appeals for oral argument, and will update the website when it is known.

New Moon Mining Station

2017.09.19.21.51.16.png

For those of you interested, here is a screenshot of my Moon Mining station I have setup of the test server. 1.7 billion ISK worth of minerals just got blown out of my moon! That is phenomenal. That could definitely make setting up one on the regular server worth the trouble and expense.  I am still testing everything out but I had to show this off.

Retention bonus

April 10, 2017
Dear Swift Owner/Operator Driver,
We are pleased to announce a special “Capacity Retention Bonus” being offered to Swift Owner/Operator
Drivers in recognition of your service, contributions, and commitment to the success of Swift
Transportation. As announced today, this Capacity Retention Bonus is offered as part of the
establishment of common ownership of Swift and Knight Transportation.
Those eligible will include all Swift Independent Contractors with Independent Contractor Operating
Agreements (ICOA’s) effective as of, May 1, 2017, and who are still under contract and working at the
close of the common ownership transaction, anticipated to be in 3-4 months.
Owner/Operators will receive a $250 fuel credit for Owner/Operators who are still under contract during
this transaction period, beginning May 1st, through closing, in approximately 3-4 months. The fuel credit
will be paid approximately two weeks after the close date of the common ownership transaction between
Knight and Swift, in approximately 3-4 months.
We recognize and appreciate your contributions to our company. You play a critical role in the success of
Swift Transportation.
If you have any questions, please speak directly to Terminal Leadership or the Rapid Response team.
Thank you!
Richard Stocking

Full Anouncement Letter

April 10, 2017
Dear Swift Owner/Operator:
This morning, we announced that Swift Transportation and Knight Transportation have reached an
agreement to operate under common ownership. Both companies will continue to run independently and
will maintain separate brands. Bringing together these two long-standing, industry-leading trucking
companies means a combined strength of resources, allowing us to improve safety and better our
customer and driver experiences. The joint press release we issued this morning provides further details
about the transaction. It is now available, along with FAQs, on our O/O portal and on our website.
Swift is offering an Independent Contractor Capacity Retention Bonus to all eligible Swift independent
contractors in recognition of your commitment to the success of this business. Those eligible will include
all independent contractors with active ICOAs – Independent Contractor Operating Agreements –
between May 1, 2017 and the close of the transaction. It is anticipated the transaction will close in the
third quarter of 2017. Please see Independent Contractor Capacity Retention Bonus letter for more
details.
Also, I want you to know that I have chosen to pursue other opportunities following the close of the
transaction. Likewise, our CFO, Ginnie Henkels, has chosen to step down at that time. I want to assure
you that Knight’s leadership team is committed to the same principles and level of integrity that we live by
every day, and I have confidence that they will continue working toward our vision.
Once the transaction is completed, Kevin Knight, Knight’s current Executive Chairman, will assume the
role of Swift President. Ginnie and I will continue at Swift until the close of the transaction to ensure a
seamless transition. I’m proud of all we have accomplished together, and promise that I will continue to
root all of you on in the future.
For the sake of open communication and transparency, I invite all of you to join Ginnie and me on a
Company-wide conference call, this afternoon, at 4:30 PM (ET)/1:30 PM (PT). The call-in number is (844)
236-5642, in the U.S., and (562) 508-4617, outside the U.S. The event passcode is 4785913.
To maximize efficiency, I will address the organization and then answer your pre-submitted questions.
Please submit all questions in the form of an email to AskRichard@Swifttrans.com, prior to 3:00 PM
(ET)/12:00 PM (PT), today. That will allow me to answer as many questions as possible.
If you receive any questions from other Independent Contractors, please refer them to the press release
on our website or have them email communications@Swifttrans.com.
I thank you for your continued hard work and dedication to SWIFT and I want you to know that I am
confident that SWIFT’s future holds even greater opportunities for you, in the future.
Sincerely,
Richard Stocking
President & CEO

Additional Information and Where to Find It
Investors and security holders are urged to carefully review and consider each of Swift Transportation
Company’s (the “Company”) and Knight Transportation, Inc.’s (“Knight”) public filings with the Securities
and Exchange Commission (the “SEC”), including but not limited to their Annual Reports on Form 10-K,
their proxy statements, their Current Reports on Form 8-K and their Quarterly Reports on Form 10-Q. The
documents filed by the Company with the SEC may be obtained free of charge at Company’s website at
http://investor.swifttrans.com/ or at the SEC’s website at http://www.sec.gov. These documents may also be
obtained free of charge from the Company by requesting them in writing to 2200 S. 75th Ave., Phoenix,
AZ 85043, or by telephone at 1-800-800-2200. The documents filed by Knight with the SEC may be
obtained free of charge at Knight’s website at http://www.knighttrans.com or at the SEC’s website at
http://www.sec.gov. These documents may also be obtained free of charge from Knight by requesting them in
writing to 20002 N 19th Ave, Phoenix, AZ 85027, or by telephone at 602-269-9700.
In connection with the proposed transaction, the Company intends to file a registration statement on Form
S-4 with the SEC which will include a joint proxy statement of Knight and the Company and a prospectus
of the Company, and each party will file other documents regarding the proposed transaction with the
SEC. BEFORE MAKING ANY VOTING OR INVESTMENT DECISION, INVESTORS AND SECURITY
HOLDERS OF THE COMPANY AND KNIGHT ARE URGED TO CAREFULLY READ THE ENTIRE
REGISTRATION STATEMENT AND JOINT PROXY STATEMENT/PROSPECTUS, WHEN THEY
BECOME AVAILABLE, AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THESE
DOCUMENTS AND ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SEC, BECAUSE THEY
WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION. A definitive
joint proxy statement/prospectus will be sent to the shareholders of each party seeking the required
shareholder approval. Investors and security holders will be able to obtain the registration statement and
the joint proxy statement/prospectus free of charge from the SEC’s website or from the Company or
Knight as described above. The contents of the websites referenced above are not deemed to be
incorporated by reference into the registration statement or the joint proxy statement/prospectus.
Certain Information Regarding Participants
The Company and its directors and executive officers may be deemed participants in the solicitation of
proxies in connection with the proposed transaction. You can find information about the Company’s
directors and executive officers in its definitive proxy statement for the 2016 Annual Meeting of
Stockholders, which was filed with the SEC on April 22, 2016, and in other documents filed with the SEC
by the Company and its directors and executive officers. Additional information regarding the interests of
these directors and executive officers in the proposed transaction will be included in the registration
statement, joint proxy statement/prospectus or other documents filed with the SEC if any when they
become available. You may obtain these documents (when they become available) free of charge at the
SEC’s web site at http://www.sec.gov and from the Company as described above.
No Offer or Solicitations
This document shall not constitute an offer to sell or the solicitation of an offer to buy any securities, nor
shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be
unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offering
of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of
the U.S. Securities Act of 1933, as amended.

O/O FAQ letter

OWNER/OPERATOR FAQ
What was announced?
Swift Transportation and Knight Transportation have entered an agreement to operate under common
ownership. The Swift holding company will be renamed Knight-Swift Transportation Holdings Inc., and the
common ownership structure will enable both companies to share best practices, while running the
businesses independently and maintaining separate brands. There is no immediate impact in how we do
business and we will continue working toward building our brand and realizing our vision.
Richard Stocking and Ginnie Henkels have chosen to pursue other opportunities following the close of the
transaction though will stay on until then to ensure a seamless transition. Once the transaction is
completed, which we expect to occur in the third quarter of 2017, the combined company will be led by
Dave Jackson as CEO and by Adam Miller as CFO, with. Kevin Knight serving as the Executive
Chairman. Knight’s Executive Chairman, Kevin Knight, will assume the role of President of Swift (which
will operate as a subsidiary of the combined company post-closing) and. Knight’s President and CEO,
Dave Jackson, will remain President of Knight (which will also operate as a subsidiary of the combined
company post-closing.
How long will all of this take?
We anticipate the transaction will be complete in the third quarter of 2017.
Will this affect my Independent Contractor Operating Agreement (i.e., “ICOA”) with Swift?
Your ICOA will remain the same.
Will there be an incentive to stay?
Yes. As outlined in the Independent Contractor Capacity Incentive Letter, eligible Owner/Operators will
receive a $250 fuel credit. Owner/Operators will be eligible if you are under contract by May 1st, 2017 and
remain under contract through the close of transaction, anticipated to be 3-4
months. The incentive will be awarded approximately two weeks after the close date of the transaction.
Will my Driver Leader change?
No. There will be no change to Fleet Leadership.  You will continue to work with your Swift Driver Leader,
your terminal/on-site team and all the support departments within Swift.

Will Swift Independent Contractors have access to Knight terminals and vice versa?
Swift Independent Contractors will only access Swift terminals and support departments and
Knight Independent Contractors will only access Knight service centers.
How will freight distribution be different? Will Swift Independent Contractors pick up Knight loads
and vice versa?
As both companies will continue to operate independently there will be no combining or mingling of
freight.  Swift Independent Contractors will only pick up and haul freight for Swift customers and
Knight Independent Contractors will only pick up and haul freight for Knight customers.
Will both companies share equipment?
Swift and Knight will continue to operate all equipment separately.
What do I do if I am contacted by other Independent Contractors?
If you receive any questions from other Independent Contractors, please refer them to the press release
on our website or have them email communications@swifttrans.com.
Where can I go for more information?
For the sake of open communication and transparency, Richard Stocking and Ginnie Henkels invite all of
you to a Company-wide conference call, this afternoon, at 4:30 PM (ET)/1:30 PM (PT). The call-in number
is (844) 236-5642, in the U.S., and (562) 508-4617, outside the U.S. The event passcode is 4785913.
To maximize efficiency, Richard will address the organization and then answer your pre-submitted
questions. Please submit all questions in the form of an email to AskRichard@swifttrans.com, prior to
3:00 PM (ET)/12:00 PM (PT), today.

Trucking Co. Driver Contract Row Paused For 9th Circ. Review

Law360, New York (February 27, 2017, 6:28 PM EST) — An Arizona federal judge agreed Friday to hit pause on a proposed class action alleging Swift Transportation Co. Inc. misclassified its drivers as independent contractors until the Ninth Circuit hears the trucking giant’s challenge to a recent ruling that its drivers’ contractor agreements were contracts of employment.
Senior U.S. District Judge John W. Sedwick granted Swift’s request to stay all proceedings in the long-running dispute, including a pending motion to certify the class, until the Ninth Circuit considers the judge’s Jan. 5 denial of the trucking company’s motion to compel arbitration.

Swift is challenging Judge Sedwick’s decision to weigh the terms of the contracts between the five truck driver plaintiffs and Swift, as well as the terms of the lease agreements between the plaintiffs and Interstate Equipment Leasing — Swift’s equipment and truck leasing affiliate — in concluding that Swift’s drivers’ contractor agreements were contracts of employment, making them exempt from the Federal Arbitration Act.

“Here, while the court believes its conclusion is correct, it recognizes that the appeal presents serious legal questions as to how a court should properly determine whether a contract of employment existed,” Judge Sedwick said. “Indeed, the Ninth Circuit stated that the issue was one of first impression.”

Judge Sedwick in January ruled that the plaintiffs had contracts of employment making them exempt from the Federal Arbitration Act and the Arizona Arbitration Act, and rejected Swift’s bid to force the fight into arbitration. The judge weighed factors such as the extent of Swift’s control over the drivers, the payment structure, opportunity for profit and loss, autonomy, duration of relationship, and type of work to be done by the drivers to determine an employment relationship existed.

In a separate order also issued Friday, Judge Sedwick denied the plaintiffs’ request for a temporary restraining order and preliminary injunction blocking Swift from requiring current contract drivers, known as lease operators, to sign a new independent contractor operating agreement before March 1. The plaintiffs had argued that some of the language in that new agreement was problematic, particularly two new provisions the company inserted that set forth payment and indemnification obligations in the event of a “reclassification decision” in this case.

They claimed that the two challenged provisions in the new agreement are misleading and confusing to current lease operators because they suggest that participating in the instant class action could mean that they’d end up having to pay damages and attorneys’ fees, according to the order. That kind of misunderstanding potentially undermines the plaintiffs’ prospects for getting putative class members to participate, the drivers claimed.

The judge agreed that the provisions were misleading and confusing, and required Swift to correct some of the language in a notice it was sending out to those contract drivers.

“Here, an employee who signs an agreement does not understand the legal subtleties that could affect how those provisions are applied after the resolution of this class action and may well believe that he now has to avoid participation in the case or risk financial harm,” the judge said in the order.

The judge said two paragraphs in the new agreement seemed to suggest that an improper method of damage calculation and fee shifting could lead to class members owing Swift money regardless of the outcome of this litigation. As such, the judge ordered Swift to send out a corrective notice explaining that the payment obligations and indemnification provisions will not apply to the calculation of remedies and attorneys’ fees that may be awarded in this case.

The judge declined to issue an injunction blocking Swift from engaging in future contact with putative class members regarding matters in this suit, as the plaintiffs had requested, saying it was “unnecessarily restrictive,” according to the order.

Swift is now hoping for the Ninth Circuit to back its push for the dispute, which dates back to 2009, to be heard in arbitration. Swift is the largest truckload motor carrier in North America with more than 45 terminals in the U.S. and Mexico. It has maintained that its drivers are properly classified as independent contractors, and their contractor agreements contained a clear provision that any disputes over the agreements would be taken up in arbitration.

The district court had previously granted the company’s arbitration request in 2010, prompting the drivers to appeal to the Ninth Circuit. That earlier appeal resulted in a split decision last year, with the panel sending the dispute back down to the district court to have it first figure out whether the drivers’ contractor agreements constituted contracts of employment before deciding whether the fight was even exempted from arbitration under the FAA.

Counsel or representatives for the parties were not immediately available for comment on Monday.

The plaintiffs are represented by Dan Getman of Getman & Sweeney PLLC, attorney Edward Tuddenham, and Susan Martin, Daniel Bonnett and Jennifer Kroll of Martin & Bonnett PLLC.

Swift Transportation and the other defendants are represented by Paul S. Cowie, Kevin M. Cloutier, Robert Mussig and Anna M. Stancu of Sheppard Mullin Richter & Hampton LLP.

The case is Virginia Van Dusen et al v. Swift Transportation Co., Inc. et al, case number 2:10-cv-00899, in the U.S. District Court of Arizona.