Selling a refrigerated carrier in Canada

An owner who has decided to sell a refrigerated carrier is selling a record as much as a fleet. Be ready to show that cold freight moved without incident, that the carrier stands in good order with its regulator, and that the people and equipment behind that record come with the deal. The work divides into steps that can be done in order: read your own file first, settle how the regulatory pieces move, protect confidentiality, then prepare the documents. What follows sets out that sequence for a Canadian reefer carrier, and links to the broader trucking sale guide for points common to all carriers.

Read your own record before a buyer does

Pull your safety record first. In Ontario, the carrier-only Level 2 CVOR abstract gives detailed data on collisions, convictions and inspections for a five-year period, and the Government of Ontario says it is available to the carrier only. It also says Level 2 abstracts are sent about 15 days after an order is received, and that a carrier can review its CVOR record online at any time for free. Order it early and look for anything you would want to explain. If you operate in Alberta, review your Safety Fitness Certificate and any carrier audit. Do the same with your internal records: temperature logs, claims, and maintenance on every reefer unit. Write a short note on each open item: what happened, what changed and who owns the fix. Keep one shared folder for buyers so that every party reads the same documents and no one is told something different.

Find out how your authority moves in a sale

Before you pick a sale structure, ask the regulator whether a certificate stays with the company or must be reissued under each structure you are considering. Alberta, for example, says a carrier that changes its operating status must comply with different regulatory requirements, and that a changed corporate name must be amended on the Safety Fitness Certificate. Transport Canada explains that the federal government only has authority over extra-provincial truck and bus carriers, and that provincial and territorial regulations otherwise govern the industry. Operating authority and safety ratings in a carrier sale covers that question in more detail.

Settle the food-safety side

Not every reefer carrier needs a food licence. The Safe Food for Canadians Regulations do not apply to a person who conveys a food commodity if their sole concern, in respect of it, is its conveyance, subject to exceptions. The Canadian Food Inspection Agency says certain food businesses need a licence under those regulations. Work out which side your operation falls on. If you hold a licence, ask the agency how a change of ownership or other change is handled, since it publishes steps for making changes. Do not assume the licence moves with the trucks. Put the answer in writing and keep it in the sale file, with the facts of your deal that you gave the agency. If the answer is that a new application is needed, start it before you sign a closing date.

Keep the sale quiet

Decide who is told, in what order and under what written confidentiality terms before any buyer sees detail. Share customer names and rates late, and only after a buyer has signed. If a key account requires approval of a change in control, ask early how that works and who at the shipper handles it. Plan the same for drivers, so that they hear about a sale from you.

Get the paper ready

BDC notes that an accountant helps prepare year-end and interim financial statements, projections and other documents buyers ask to see in due diligence, and that a lawyer familiar with business transitions supplies information to buyers and negotiates the purchase agreement. BDC also suggests reviewing your records with your accountant to make sure they are up to date, that interim statements are accurate and that projections are realistic. For a reefer carrier, add the claims history, shipper audit results, equipment list with service records, and your regulator records. Have the lease and any equipment financing documents ready too, so a buyer can see what encumbers the trailers.

• Order your own carrier safety record and fix or explain anything in it.
• Ask your regulator, in writing, how certificates and any food licence are handled on your chosen deal structure.
• Assemble temperature logs, claims files and per-unit reefer service records.
• Prepare a customer list by revenue and the audit status of each food shipper.
• Set a confidentiality plan for staff and shippers before the first buyer conversation.