8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

April 30, 2013

Date of report (Date of earliest event reported)

ROADRUNNER TRANSPORTATION SYSTEMS, INC.

(Exact Name of Registrant as Specified in Charter)

DELAWARE	001-34734	20-2454942
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)
4900 S. PENNSYLVANIA AVE. CUDAHY, WISCONSIN		53110
(Address of Principal Executive Offices)		(Zip Code)

(414) 615-1500

(Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 8.01.	Other Events.
	On April 30, 2012, we announced our acquisition of all of the outstanding capital stock and the Charleston, South Carolina property of Wando Trucking, Inc., a provider of intermodal transportation and related services in the Southeast, for approximately $9.0 million. The acquisition was financed with borrowings under our third amended and restated credit agreement described in Item 2.03 of our Current Report on Form 8-K filed with the Securities and Exchange Commission on August 8, 2012. A copy of the press release announcing this event is attached as Exhibit 99.1 and is hereby incorporated by reference into this Item 8.01.
	In addition, on April 30, 2012, we announced our acquisition of all of the outstanding capital stock of Adrian Carriers, Inc. and C.B.A. Container Sales, Ltd., a logistics service provider offering container management and intermodal solutions based in Milan, Illinois, for a total purchase price of approximately $14.2 million, plus an earn-out capped at $6.5 million. The acquisition was financed with borrowings under our third amended and restated credit agreement described in Item 2.03 of our Current Report on Form 8-K filed with the Securities and Exchange Commission on August 8, 2012. A copy of the press release announcing this event is attached as Exhibit 99.2 and is hereby incorporated by reference into this Item 8.01.

Item 9.01.		Financial Statements and Exhibits.
	(a)	Financial Statements of Business Acquired.
		Not applicable.
	(b)	Pro Forma Financial Information.
		Not applicable.
	(c)	Shell Company Transactions.
		Not applicable.
	(d)	Exhibits.
Exhibit
Number
99.1		Press Release, dated April 30, 2013 entitled “Roadrunner Transportation Systems Announces Acquisition of Wando Trucking"
99.2		Press Release, dated April 30, 2013 entitled “Roadrunner Transportation Systems Announces Acquisition of Adrian Carriers"

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	ROADRUNNER TRANSPORTATION SYSTEMS, INC.
Date: April 30, 2013	By:	/s/ Peter R. Armbruster
		Peter R. Armbruster
		Chief Financial Officer

EXHIBIT INDEX

Exhibit
Number	Description
99.1	Press Release, dated April 30, 2013 entitled “Roadrunner Transportation Systems Announces Acquisition of Wando Trucking"
99.2	Press Release, dated April 30, 2013 entitled “Roadrunner Transportation Systems Announces Acquisition of Adrian Carriers"

EX-99.1

FOR IMMEDIATE RELEASE

ROADRUNNER TRANSPORTATION SYSTEMS ANNOUNCES

ACQUISITION OF WANDO TRUCKING

Cudahy, WI - April 30, 2013- Roadrunner Transportation Systems, Inc. (NYSE: RRTS) announced today that it has acquired all of the outstanding stock and the Charleston, South Carolina property of Wando Trucking (“Wando”), a provider of intermodal transportation and related services in the Southeast. Wando primarily transports imports and exports including raw rubber, building materials, paper, and plastics from the ports of Charleston, South Carolina and Savannah, Georgia. The purchase price was approximately $9.0 million. The acquisition was financed with borrowings under Roadrunner's credit facility.

Brian van Helden, President of Roadrunner's Truckload and Logistics business segment, said, “The Wando acquisition enhances the scale of our intermodal services in the Southeast and provides better access to the ports of Charleston and Savannah. We look forward to supporting and expanding Wando's strong customer relationships and service record as we pursue continued growth in the business.”

During calendar year 2012, Wando generated approximately $13.0 million in revenues. Wando is expected to be accretive to Roadrunner's earnings in 2013.

About Roadrunner Transportation Systems, Inc.

Roadrunner 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, and domestic and international air. For more information, please visit Roadrunner's website, www.rrts.com.

Safe Harbor Statement

This release contains forward-looking statements that relate to future events or performance, including statements regarding the impact of the Wando acquisition on the scale of Roadrunner's intermodal services in the Southeast, the growth of Wando's business, and Roadrunner's expectation that Wando will be accretive to Roadrunner's earnings in 2013. These statements reflect Roadrunner's current expectations, and Roadrunner 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 Roadrunner'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 the integration of acquired companies, competition in the transportation industry, the impact of the current economic environment, Roadrunner's dependence upon purchased power, the unpredictability of and potential fluctuation in the price and availability of fuel, the effects of governmental and environmental regulations, insurance in excess of prior experience levels, and other "Risk Factors" set forth in Roadrunner's most recent SEC filings.

Contact

Roadrunner Transportation Systems, Inc.

Peter Armbruster

Chief Financial Officer

414-615-1648

Vollrath Associates, Inc.

Marilyn Vollrath

414-221-0217

ir@rrts.com

# # #

EX-99.2

FOR IMMEDIATE RELEASE

ROADRUNNER TRANSPORTATION SYSTEMS ANNOUNCES

ACQUISITION OF ADRIAN CARRIERS

Cudahy, WI - April 30, 2013- Roadrunner Transportation Systems, Inc. (NYSE: RRTS), announced today that it has acquired all of the outstanding stock of Adrian Carriers (“Adrian”), a logistics service provider offering container management and intermodal solutions based in Milan, Illinois, for a total purchase price of approximately $14.2 million, plus an earn-out capped at $6.5 million. Adrian manages the transportation of containerized import and export freight throughout the United States, and is at the forefront of technical development of container management systems and software. The acquisition was financed with borrowings under Roadrunner's credit facility.

Mark DiBlasi, President and CEO of Roadrunner, said, “The acquisition of Adrian expands our TMS capabilities within intermodal services and container management. In addition, Adrian's service offering, combined with its superior reputation, enables us to cross-sell our current intermodal services. Gary Adrian and his team will remain in place and are excited about the growth opportunities we collectively envision.”

“Adrian's high quality offering and longstanding customer relationships are an excellent addition to our TMS platform and will provide immediate growth opportunities across our network,” said Scott Dobak, President of Roadrunner's Less-than-Truckload and Transportation Management Solutions business segments.

Gary Adrian, President and CEO of Adrian added, “The strategic fit with Roadrunner is excellent from Adrian's standpoint. Joining the Roadrunner team will enable us to more efficiently and rapidly achieve our growth objectives and provide enhanced value and services to our customers.”

In 2012, Adrian generated revenues of approximately $32.5 million. Adrian is expected to be accretive to Roadrunner's earnings in 2013.

About Roadrunner Transportation Systems, Inc.

Roadrunner 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, and domestic and international air. For more information, please visit Roadrunner's website, www.rrts.com.

Safe Harbor Statement

This release contains forward-looking statements that relate to future events or performance, including statements regarding the impact of the Adrian acquisition on Roadrunner's cross-selling opportunities and its operating network, the growth of Adrian's business and Roadrunner's expectation that Adrian will be accretive to Roadrunner's earnings in 2013. These statements reflect Roadrunner's current expectations, and Roadrunner 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 Roadrunner'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 the integration of acquired companies, competition in the transportation industry, the impact of the current economic environment, Roadrunner's dependence upon purchased power, the unpredictability of and potential fluctuation in the price and availability of fuel, the effects of governmental and environmental regulations, insurance in excess of prior experience levels, and other "Risk Factors" set forth in Roadrunner's most recent SEC filings.

Contact

Roadrunner Transportation Systems, Inc.

Peter Armbruster,

Chief Financial Officer

414-615-1648

Vollrath Associates, Inc.

Marilyn Vollrath

414-221-0210

ir@rrts.com

# # #