KeyBanc Capital Markets Industrial, Automotive, and Transportation ConferenceMay 2012

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The following information contains, or may be deemed to contain, “forward-looking statements” (as defined in the U.S. Private Securities Litigation Reform Act of 1995). Forward-looking statements can be identified by, among other things, the use of forward-looking language, such as “believes,” “expects,” “estimates,” “may,” “will,” “should,” “could,” “seeks,” “plans,” “intends,” “anticipates” or “scheduled to” or the negatives of those terms, or other variations of those terms or comparable language, or by discussions of strategy, goals, potential opportunities, targets or other intentions. By their nature, forward-looking statements involve risks and uncertainties because they relate to events and depend on circumstances that may or may not occur in the future. The future results of the Company may vary from the results expressed in, or implied by, the following forward-looking statements, possibly to a material degree. For a discussion of some of the important factors that could cause the Company’s results to differ from those expressed in, or implied by, the following forward-looking statements, please refer to the Company’s Annual Report on Form 10‑K for the year ended December 31, 2011 and its Quarterly Reports on Form 10-Q, as well as other reports filed with the Securities and Exchange Commission that are incorporated by reference into the prospectus supplement related to this offering. The Company undertakes no obligation to update or revise any forward-looking statements.

This presentation contains certain supplemental measures of performance that are not required by, or presented in accordance with, U.S. GAAP. Such measures should not be considered as alternatives to GAAP measures and reconciliations of such measures to the nearest GAAP measure can be found in the Appendix hereto.

The Company has filed a registration statement (including a prospectus) with the SEC for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement, the preliminary prospectus supplement relating to this offering and other documents the issuer has filed with the SEC and that are incorporated by reference therein for more complete information about the Company and this offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the Company, any underwriter or any dealer participating in the offering will arrange to send you the prospectus and the preliminary prospectus supplement if you request it by calling Goldman, Sachs & Co. at 1-866-471-2526.

Forward Looking Statements and Disclaimer

Business Overview

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Investment Highlights

Diverse Group of Blue-Chip

Customers in Attractive Markets

SignificantOrganic and

Acquisition-Driven Growth

Opportunities

Strong Profitability and Free Cash

Flow Generation

Logistics and Intermodal Leader for

the Chemical and Energy Markets

Asset-Light and High ROIC

Business Model

Leading Management Team

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Leading North American bulk chemical distribution network

(1) LTM 3/31/2012 Operating Revenues excludes fuel surcharge of $122 million. (2) Segment Operating Income excludes Depreciation and Amortization and other income/expense.

Quality Distribution at a Glance

LTM Segment Op. Income(2) = $59 millionLTM Operating Revenues(1) = $638 million

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Logistics

High growth rate transportation for oil and gas frac shale market

EnergyIntermodal

Leading North American intermodal container and depot services network

Bulk Chemical Logistics Leader

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Largest Bulk Carrier Network in North AmericaOverview

Estimated End-Market Breakdown (2)Chemical & Food Grade Transportation Market (1)

(1) Bulk Transporter’s Tank Truck Carrier 2010 Annual Gross Revenue Report and Management estimates.(2) Based on Management estimates.

Paper & Packaging

16%

Refining & Water Treatment

13%

Paint & Coatings

12%

Consumer11%

Construction9%

Energy9%

Adhesives & Sealants

9%

Agriculture8%

Electronics & Other8%

Ink & Printing

5%

Quality Distribution15%

Dana10%

Trimac8%

Ruan 5%

Superior5%A&R

5%Groendyke

5%Foodliner

4%

Schneider4%

All others39%

Estimated Market Size: $4.0 Billion (1)

Legend

QCIDriver Safety School

Mexican Partner

Asset light business model

Largest nationwide network

Market forces advantageous for largest carriers

Locations within close proximity of customers

Local operational excellence and account management

Strong presence in U.S., Canada, and Mexico

No major exposure to any single end-market

Bulk Chemical Intermodal Leader (Boasso)

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Key Locations

Estimated North American Intermodal Container Market

Largest North American ISO tank container services provider

Core asset-light infrastructure business

Nine strategically located terminals

Provides:

Transportation

Tank cleaning, heating and testing

Maintenance and storage

Maintains recurring, high ROIC

Customers include leading tank operators and shippers

Recently acquired Greensville Transport Company

Greensville (Norfolk)

Overview

U.S. Chemical Imports and Exports

Source: Bureau of the Census, U.S. International Trade in Goods & Services

Sum of U.S. Chemical Imports and Exports

2011

Source: Management estimates

Logistics Leader in Emerging Energy Market

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Overview

Key North American Shale Plays

Source: EIA 2012 Outlook, DOE, Independent Oil and Gas Association of Pennsylvania

Entered emerging, fast-growing market in late 2010

LTM 3/31/2012 Energy revenues of $41 million

Operating multi-year logistics contract – major E&P co.

Serving multiple customers in the Marcellus Shale

Primarily hauling fresh and disposal water

Added oil hauling affiliate in Eagle Ford Shale in Q4 2011

Acquired Trojan Vac in Eagle Ford Shale in Q2 2012

Recently signed definitive agreement to purchase Wylie Bice Trucking and RM Resources in Bakken Shale

Compelling market economics

Estimated 3x equipment utilization vs. core

Generates higher operating margins

Results in high ROIC

Highly fragmented market

Horn River Basin

Montney Shale

Bakken Shale

Niobrara Shale Arkoma Woodford Shale

Marcellus Shale

Fayetteville Shale

Haynesville Shale

Mississippian

Cana Woodford Shale

Granite Wash

Bone Spring

Bone SpringEagle Ford Shale

Natural Gas

Oil / Liquids

U.S. Natural Gas Production by Type

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Core carrier to top chemical and E&P companies across diverse markets

Blue Chip Customer Relationships in Attractive Markets

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Bolt-on/Strategic Acquisitions Numerous potential targets Opportunistic investments Chemical, energy, and intermodal

market focus

Opportunistic Growth New affiliate additions Private fleet conversions

Energy Market Diversifies revenue stream Opportunity for high-returns Rapidly growing marketplace

Organic Growth - Chemicals Increase volume to current customers Favorable pricing environment Low natural gas prices driving growth EOBR implementation nearly complete

Multiple Opportunities for Growth

Increase EPS

and ROIC

Growth strategies help drive earnings expansion

Strong free cash flow helps enable investment and debt reduction

Intermodal Growth (Boasso) Capitalize on international trade Fast growing shipping mode

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Energy Market Growth Opportunity

Source: United States Energy Information Administration; United States EPA GWPC; ALL Consulting; EIA, Texas Railroad Commission, Arkansas Oil & Gas Commission.(1) Based on industry forecasts and management estimates.

Frac Shale Market Represents an Estimated $2+ Billion Market Opportunity(1)

Significant Shale Gas Deposits in the U.S. Marcellus Potential Growth

Bakken Potential GrowthEagle Ford Potential Growth

(Bcfe/d)

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Growth in Chemical Production by MarketU.S. Chemical Forecasted Capital Exp Spending

Dow plans to build new ethylene unit and propylene unit

Formosa plans $1.5 billion ethylene plant

Chevron Phillips announced new PE plants and ethane cracker

Bayer considering ethane cracker in Marcellus Shale

Shell considering “world scale” chemical plant in Marcellus

Multiple trucking industry LNG and CNG truck purchase announcements

Source: American Chemistry Council Year-end 2011 Situation and Outlook

Natural Gas Provides North American Energy Cost Advantage

Investment Plans Stemming from Shale Gas Favorable North American Energy Cost Advantage

0

50

100

150

200

250

300

Jan-07 Jan-08 Jan-09 Jan-10 Jan-11 Jan-12

Crude Oil Ethanol Natural Gas

Indexed Price

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Shale Gas Driving Growth Across All QLTY Segments

Logistics solutions across the Energy and Chemicals supply chain

QLTY Chemical Logistics

Expanding Domestic Chemical Production

QLTY Intermodal (Boasso)

Greater Intermodal Export Volumes

QLTY Energy Logistics

Increased Hauling of Water & Oil from Shale Gas Wells

Shale GasExploration

Low NaturalGas Prices

U.S. ChemicalIndustry

More Competitive

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Boasso’s Growth Opportunity

High growth segment of liquid bulk chemical transportation

− ISOs carry more than 50% of intermodal volumes

− ISO volumes continue to grow y-o-y

Key gateway in the international chemical supply chain

Benefits from increased chemical plants in U.S.

Organic and acquisition growth opportunities

Greensville Transport acquisition closed in November 2011

− Acquired for $8.6 million

North America Intermodal Volumes(1)

Source: Intermodal Association of North America(1) Based on data provided by IANA website as of December 2011.

Boasso is a leader in the fast growing international chemical shipping market

Potential New Markets

Norfolk, Virginia

St. Louis, Missouri

Long Beach, California

ISO Containers53%

Other Intermodal47%

Cincinnati, Ohio

Memphis, Tennessee

Tampico, Mexico

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Growth Through Acquisitions

Gross Revenue of Food & Chemical Transporters

Rank % Market

Share

AverageRevenue

($ in mm)

1 to 10 64.7% $260

11 to 20 21.2% 85

21 to 30 9.8% 40

31 to 43 4.3% 13

Total Estimated Industry Revenue: $4 billion

Acquisition Targets

Energy / water carriers

Chemical carriers

Intermodal carriers or depot providers (Boasso)

Dry bulk carriers

Transloading facility operators

Disciplined Acquisition Criteria

Meets or exceeds ROIC hurdle rate

Accretive to earnings and cash flow in year 1

Low integration risk

Achieve synergies and potentially affiliate targets

Leverage existing low cost bank revolver

Highly fragmented industry provides numerous bolt-on opportunities

Source: Bulk Transporter May 2011 and Management estimates.

Recent Acquisition Activity

Greensville Transport (Intermodal) – $8.0 million revenue - Closed Nov. 2011

− Acquired for $8.6 million

− Excellent tuck-in acquisition – filled hole in Boasso’s Northeast offering

− Norfolk location expected to benefit from Panama Canal expansion

Trojan Vacuum Services (Energy Logistics) – $13.5 million revenue - Closed April 2012

− Acquired for $8.9 million

− Expanded Eagle Ford shale presence in Texas

− Exclusive access to disposal well assets of Seller

Wylie Bice/RM Resources (Energy Logistics) - $105 million revenue - Pending

− $79.3 million purchase price – expected to close in Q2

− Entry into lucrative oil rich Bakken shale

− Asset light business model - high owner/operator fleet

− Trucking and disposal well asset acquisition16

Anticipated improvement in chemical market fundamentals

Driver shortage keeping capacity outlook rational

Carriers have reduced fleet size

Higher cost of equipment

High average age of equipment

Increased government regulations – CSA 2010

U.S. Chemicals Revenues(1)

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Positioned to Capitalize on Anticipated Improvement in Chemical Fundamentals

Industry Trends Lead to Capacity Tightening

Pricing environment remains favorable as capacity shortage evolves

($ in billions)

CAGR: 5%

(1) Defined as sum of Bloomberg consensus calendar year sales estimates for companies in the S&P 500 Chemicals Index and the S&P 400 Chemicals Index.

U.S. Chemicals Revenues(1)

Market leadership position creates competitive advantage

EOBR completion may help improve driver retention

Organic growth – new terminal expansion:

New Orleans

Houston

Continued rate improvement

Continued Robust Sales Pipeline for QLTY

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Management has a breadth of transportation experience

Leading Management Team

Experienced management team with strong operational background

Successfully navigated downturn and poised to benefit from recovery

Demonstrated ability to make accretive acquisitions and divest non-core assets

Improving free cash flow and efficiently deploying capital

Name Title Years at QLTY Years in Industry

Gary Enzor CEO 7 11

Steve Attwood COO 4 8

Joe Troy CFO 2 2

Randy Strutz President, Quality Carriers, Inc. 2 11

Mark Bitting President , Energy Resources 14 21

Scott Giroir President, Boasso America 25 25

Financial Highlights

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Solid Business and Financial Profile

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Favorable earnings and cash flow characteristics

Fewer, stronger affiliates

From high of 53 to 29 affiliates today

94% of terminals operated by affiliates

High growth, high-margin intermodal business

High-margin growth opportunity in shale markets

Upward earnings and cash flow momentum

No cash taxes until approximately 2014 –

$77.0 million of NOLs¹

Extended debt maturity profile

No debt due until 2016

Improved credit profile

LTM Q1 2012 net leverage of 3.8x

Simplified Business Modelwith Attractive Growth Prospects Strong Financial Profile

Investing in Energy Business

Net capex spending will rise in 2012

High ROIC profile expected to generate rapid payback

(1) As of 12/31/12.

Summary of First Quarter 2012 Results

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Top line revenues up ~6.5% (excluding FSC)

− $10 million in new energy business

− Solid growth in intermodal

− Driver turnover adversely impacting core

Strong earnings and cash-flow vs. Q1 2011

− Leveraging overhead; favorable insurance expense

− Consolidated Adjusted EBITDA up ~13%

Solid liquidity profile (3/31/12)

− $116.2 million of borrowing capacity available

− Liquidity will decline in Q2 to complete acquisitions and meet debt service requirements

Note: A reconciliation of Consolidated EBITDA and Adjusted EPS can be found in the Appendix.

($ in millions)

Consolidated Adjusted EBITDA

13%

Consolidated Adjusted EPS

71%

Q1 2011 Q1 2012

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Strong Margin and Earnings Growth

Consolidated Adjusted EBITDA(2)

(1) Excluding fuel surcharge of $145 million, $54 million, $81 million, $118 million and $122 million in 2008, 2009, 2010, 2011 and LTM 3/31/2012, respectively.(2) A reconciliation of Consolidated Adjusted EBITDA and Consolidated Adjusted EPS can be found in the appendix.

($ in millions)

Operating Revenues(1): $670 $560 $606 $628 $638

Consolidated Adjusted EPS(2)

Continued improvement in Consolidated Adjusted EPS

($ in millions, except per share amounts)

CAGR: >100%

Despite downturn, Adjusted EBITDA margins have improved each year

CAGR: 11%

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Quality Distribution Debt Maturity Schedule

Capital Structure Enhancement

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Targeting < 3.5x Total Debt / Adjusted EBITDA by end of 2012

Enhanced capital structure has led to operational flexibility

Raised $17.6 million of equity in Feb 2011 to de-lever and improve liquidity

Refinanced ABL credit facility in Aug 2011

− New $250 million ABL facility broadened borrowing capacity

− Facility matures in 2016

Covenants enable the ability to opportunistically buy back $22.5 million of 2018 second secured notes

Recently raised $30.5 million in equity to further improve balance sheet and leverage

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Total Debt / Adjusted EBITDAQuality Distribution Debt Maturity Schedule

($ in millions) 6.3x 6.4x

5.1x

4.1x3.8x

2008 2009 2010 2011 LTM 3/31/2012

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QLTY Valuation Gap

Comparison of QLTY versus Industry(1)

Note: The companies making up the two groups above are:Asset-light Logistics: C.H. Robinson Worldwide, Echo Global Logistics, Expeditors International of Washington, Forward Air and UTi Worldwide.

(1) Other companies may calculate figures and statistics (or the components thereof) used herein differently than we do and, as a result, such figures and statistics may not be directly comparable across companies. In addition, most of QLTY’s competitors are not public, and these companies may not be directly comparable QLTY. You should not place undue reliance on such comparisons.

(2) Enterprise value is sourced from CapitalIQ and is based on the stock price as of 5/13/12 and the most recently available balance sheet data.(3) Reflects data for the most recently publicly available LTM period, sourced from CapitalIQ for all companies and $76.4 million for QLTY for the LTM 3/31/12 period.(4) Net Capex is calculated as gross capital expenditures less proceeds from asset disposals and is sourced from company filings. Data is for the most recently available LTM period for each company.(5) Revenues are sourced from CapitalIQ for the most recently available LTM period and have not been adjusted for fuel surcharges for all companies including QLTY.(1) Tangible assets for each company are calculated as total assets less intangible assets as of the date of the most recently available balance sheet, sourced from CapitalIQ.(2) ROIC is calculated as the most recently publicly available LTM EBIT sources from CapitalIQ (adjusted EBIT of $59.8 million as of 12/31/11 for QLTY) less taxes (assuming 39.0% tax rate) divided by

most recently publicly available sum total debt and book value of equity.(3) Excludes $19.5 million of energy business growth capex for LTM 3/31/2012.

QLTY multiple still does not reflect its transition to a high ROIC, asset-light business model

Tangible Assets(6)/ LTM Revenue(5):

EV(2) / LTM EBITDA(3):EV(2) / LTM Adjusted EBITDA(3): LTM Net Capex as Percentage of LTM Revenue(4)(5)

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ROIC(7):

Energy Capex

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Investment Highlights

Diverse Group of Blue-Chip

Customers in Attractive Markets

SignificantOrganic and

Acquisition-Driven Growth

Opportunities

Strong Profitability and Free Cash

Flow Generation

Logistics and Intermodal Leader for

the Chemical and Energy Markets

Asset-Light and High ROIC

Business Model

Leading Management Team

Q&A

Appendix

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Adjusted EBITDA Reconciliation

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Source: Company filings and management.Note: Numbers may not add up due to rounding.

  Year Ended December 31, LTM

$ in millions 2007A 2008A 2009A 2010A 2011A 3/31/2012A

Net income (loss) ($7.6) $12.1 ($180.5) ($7.4) $23.4 $27.4

Adjustments

Interest expense, net 30.5 35.1 28.0 35.5 28.9 28.3

Provision for (benefit from) income taxes (2.1) 4.9 37.2 0.4 1.9 2.2

Depreciation and amortization 17.5 21.0 20.2 16.0 14.4 14.7

Adverse insurance claims development 4.8 – – – – –

Refinancing costs – – 2.3 – – –

Loss (gain) on early debt extinguishment 2.0 (16.2) (1.9) 7.4 3.2 1.5

Costs related to unconsummated financial transactions 1.6 – – 0.7 – –

Gain on pension settlement – (3.4) – – – –

Gain on asset sales – (2.1) (7.1) – – –

Restructuring (credit)/costs 0.3 5.3 3.5 7.8 (0.5) (0.5)

Impairment of goodwill and intangibles – – 148.6 – – –

Employee non-cash compensation 1.6 1.3 1.1 2.3 2.9 2.8

Adjusted EBITDA $48.6 $58.0 $51.6 $62.7 $74.2 $76.4

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Adj. Net Income and Adj. EPS Reconciliation

Source: Company filings and management.Note: Numbers may not add up due to rounding.

  Year Ended December 31, LTM

($ in millions, except per share data) 2007A 2008A 2009A 2010A 2011A 3/31/2012A

Net income (loss) ($7.6) $12.1 ($180.5) ($7.4) $23.4 $27.4

Adjustments to net income (loss):

Provision for income taxes (2.1) 4.9 37.2 0.4 1.9 2.2

Refinancing costs – – 2.3 1.7 – –

Loss (gain) on early debt extinguishment 2.0 (16.2) (1.9) 7.4 3.2 1.5

Costs related to unconsummated financial transactions 1.6 – – 0.7 – –

Gain on asset sales – (2.1) (7.1) – – –

Restructuring (credit)/costs 0.3 5.3 3.5 7.8 (0.5) (0.5)

Impairment of goodwill and intangibles – – 148.6 – – –

Gain on pension settlement – (3.4) – – – –

Adverse insurance claims development 4.8 – – – – –

Income / (Loss) before income taxes, as adjusted (1.0) 0.6 2.2 10.6 28.0 30.6

Provision for / (Benefit From) income taxes at 39% (0.4) 0.2 0.9 4.1 10.9 11.9

Net income / (Loss) , tax effected and adjusted (0.6) 0.4 1.3 6.5 17.1 18.7

Average Diluted Shares Outstanding 19.3 19.5 20.4 21.7 24.4 25.4

Adjusted EPS ($0.03) $0.02 $0.07 $0.30 $0.70 $0.73

Energy Logistics Asset-Light Business Model

Fresh water is used for hydraulic fracturing process

Recovered fracking fluid stored on-site prior to disposal

QLTY affiliates transport fresh water to frac shale sites

QLTY affiliates transport recovered fracking fluid to disposal sites

Business Characteristics

Diversification of customer base and industry exposure

Customers: Blue-chip E&P companies

Equipment utilization ~3x chemical (24/7 operations)

Company deploying capital in the business to capture growth

Expects to successfully affiliate and continue to reduce capital employed

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Asset-Light Business Model

Responsibilities

Equipment

Revenue Split(1)

Sales force Insurance Technology/Back Office Regulatory oversight Weekly cash settlements

Trailers

− Average new cost of ~$60,000

− Useful life of 15-30 years

− Leased to affiliates at attractive economics

Affiliates

Driver Tractor operations Trailer maintenance Terminals Fuel

Tractors

− Average new cost of ~$110,000

− Useful life of 5-7 years

Required to lease trailers from QLTY

QLTY revenue split 15%

(+) Trailer rent: 8%

Net revenue: 23%

Source: Management estimates.Note: Represents scenario where affiliate does not own trailers.(1) Represents typical revenue sharing and trailer rent arrangement with the affiliate.

Affiliate revenue split 85%

(-) Trailer rent: (8%)

Net revenue: 77%

Business Model

Asset light – low net capex Control of customer relationships Highly variable cost structure Purchasing synergies from scale

Non-competes drive high retention Responsible for maintaining trailer assets Key affiliates generally well-capitalized for

growth

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