SC 13D/A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

SCHEDULE 13D

Information To Be Included in Statements Filed Pursuant to § 240.13d-1(a) and

Amendments Thereto Filed Pursuant to § 240.13d-2(a)*

(Amendment No. 6)

VITRAN CORPORATION INC.

(Name of Issuer)

Common Stock, no par value

(Title of Class of Securities)

92850E107

(CUSIP Number)

Howard A. Kenny

Morgan, Lewis & Bockius LLP

101 Park Avenue

New York, NY 10178

(212) 309-6843

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

October 31, 2013

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because off §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.  ¨

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §240.13d-7 for other parties to whom copies are to be sent.

* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

CUSIP No. 92850E107 13D Page 2 of 5 Pages

1	NAME OF REPORTING PERSONS TRANSFORCE INC.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)  ¨        (b)  ¨
3	SEC USE ONLY
4	SOURCE OF FUNDS*     BK
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)    ¨
6	CITIZENSHIP OR PLACE OF ORGANIZATION     CANADA
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		7	SOLE VOTING POWER     0
		8	SHARED VOTING POWER     3,278,232
		9	SOLE DISPOSITIVE POWER     0
		10	SHARED DISPOSITIVE POWER     3,278,232
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON     3,278,232
12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*    ¨
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)     19.95%(1)
14	TYPE OF REPORTING PERSON*     CO

(1) The percentage owned is based on 16,432,241 shares of common stock outstanding as of July 30, 2013, as reported by the Issuer in its Form 10-Q filed with the Commission on August 6, 2013.

CUSIP No. 92850E107 13D Page 3 of 5 Pages

1	NAME OF REPORTING PERSONS TFI HOLDINGS INC.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)  ¨        (b)  ¨
3	SEC USE ONLY
4	SOURCE OF FUNDS*     AF
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)    ¨
6	CITIZENSHIP OR PLACE OF ORGANIZATION     CANADA
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		7	SOLE VOTING POWER     0
		8	SHARED VOTING POWER     3,278,232
		9	SOLE DISPOSITIVE POWER     0
		10	SHARED DISPOSITIVE POWER     3,278,232
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON     3,278,232
12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*    ¨
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)     19.95%(1)
14	TYPE OF REPORTING PERSON*     CO

(1) The percentage owned is based on 16,432,241 shares of common stock outstanding as of July 30, 2013, as reported by the Issuer in its Form 10-Q filed with the Commission on August 6, 2013.

Page 4 of 5 Pages

Item 1. Security and Issuer

Item 1 is hereby amended and restated in its entirety as follows:

This statement on Schedule 13D originally filed on December 31, 2012, as amended by Amendment No. 1 filed on January 23, 2013, Amendment No. 2 filed on January 29, 2013, Amendment No. 3 filed on March 12, 2013, Amendment No. 4 filed on May 31, 2013 Amendment No. 5 filed on September 26, 2013 and Amendment No. 6 filed on November 1, 2013 (as so amended, the “Schedule 13D”), is being filed by the undersigned with respect to common stock, without par value (the “Common Stock”), of Vitran Corporation Inc., an Ontario, Canada corporation (the “Issuer”). The Issuer’s principal executive office is located at 185 The West Mall, Suite 701, Toronto, Ontario, Canada, M9C 5L5.

Item 2. Identity and Background

Item 2 is hereby amended and restated in its entirety as follows:

(a-f) This Schedule 13D is being filed by TransForce Inc. (“TransForce”), a Canada public company and TFI Holdings Inc. (“TFI”), a Canada company and a direct wholly-owned subsidiary of TransForce. TransForce’s and TFI’s principal place of business 8801 Trans-Canada Highway, Suite 500, Saint-Laurent, Quebec, H4S 1Z6. TransForce is a leader in the transportation and logistics industry operating across Canada and the United States.

TFI beneficially owns all 3,278,232 shares of the Common Stock. Due to TransForce’s ownership of 100% of TFI, TransForce may be deemed to beneficially own all shares of the Common Stock held by TFI.

During the last five years, neither TFI nor TransForce has been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).

During the last five years, neither TFI nor TransForce has been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and was not and is not as a result of any such proceeding subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.

Current information concerning the identity and background of each of the directors and executive officers of TFI and TransForce is set forth in Annex A hereto, which is incorporated by reference in response to this Item 2. To the best of each of TFI and TransForce’s knowledge, during the past five years, none of the directors and executive officers identified on Annex A hereto has been (i) convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or (ii) a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and, as a result of such proceeding subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.

Item 3. Source and Amount of Funds or Other Consideration

Item 3 is hereby amended and restated in its entirety as follows:

TransForce, through its direct wholly-owned subsidiary, TFI, acquired an aggregate of 2,063,478 shares of Common Stock in open market purchases, including 1,490,300 shares acquired through open market purchases on the Toronto Stock Exchange and 573,178 shares acquired through open market purchases on NASDAQ, for an aggregate purchase price of C$10,540,943.53 between December 17, 2012 and May 28, 2013. On March 7, 2013, TFI sold 500,000 shares of Common Stock in an open market transaction on NASDAQ for a price per share of U.S. $6.20 (an aggregate purchase price of U.S. $3,100,000).

The purchase of shares of the Common Stock was funded through borrowings under TransForce’s general C$800 million credit facility (the “Credit Facility”) with a bank syndicate of 14 lenders led by National Bank Financial as Sole Bookrunner and Co-Lead Arranger, RBC Capital Markets and Bank of America Merrill Lynch in their capacity as co-lead arrangers and National Bank of Canada acting as Administrative Agent.

On October 31, 2013, TransForce entered into a Share Purchase Agreement (the “Share Purchase Agreement”) with Clarke Inc., a Nova Scotia, Canada corporation (“Clarke”) and Quinpool Holdings Partnership, a Nova Scotia partnership and direct wholly-owned subsidiary of Clarke (“Quinpool”), providing for the purchase of 1,714,754 shares of Common Stock from Quinpool at a purchase price of U.S.$4.77 per share. The purchase of the shares was funded through borrowings under the Credit Facility. The shares will be held by TFI. On October 31, 2013, in a separate agreement, TransForce agreed to acquire two freight transportation subsidiaries of Clarke for a purchase price of C$88 million, subject to regulatory approval.

Page 5 of 5 Pages

Item 4. Purposes of Transactions

Item 4 is hereby amended and restated in its entirety as follows:

The information contained in Item 3 above is incorporated herein by reference.

Pursuant to a letter dated September 25, 2013 (the “Letter”), TransForce notified the Issuer of its interest in acquiring all of the issued and outstanding shares of the Issuer, except for shares already owned by TransForce and/or its affiliates, for cash consideration of $4.50 per share on the terms and subject to the conditions set forth in a letter of intent dated the same date (the “Letter of Intent”).

The Letter of Intent sets forth the terms of TransForce’s offer to acquire such shares (the “Acquisition”). The Letter of Intent requests a countersignature from the Issuer by 7:00 a.m. Eastern time on September 30, 2013. On September 29, 2013, the Issuer informed TransForce that it would not execute the Letter at that time.

The foregoing description of the Letter and the Letter of Intent is qualified in its entirety by the terms of the Letter and the Letter of Intent, which are filed as Exhibit B and Exhibit C hereto, respectively, and incorporated herein by reference.

TransForce and TFI intend to review their investment in the Issuer from time to time and, depending upon market conditions and other factors that TransForce and/or TFI may deem material in making an investment decision, TransForce and/or TFI may purchase Common Stock in open market or private transactions, sell all or any portion of the Common Stock currently owned or hereafter acquired by each of TFI or TransForce, either in open market or private transactions, or take other steps to increase or decrease or hedge their investment in the Issuer. In addition, TransForce and TFI may propose, consider or pursue transactions that could result in TransForce acquiring all or a controlling amount of the Issuer’s Common Stock or its business or assets.

On October 31, 2013, TransForce entered into the Share Purchase Agreement described in Item 3 above. TransForce expects that the purchase of the shares pursuant to the Share Purchase Agreement and the entry into the Lock-Up Agreement will support the Acquisition or a similar transaction if TransForce elects to pursue such a Transaction in the future, but TransForce has not committed to pursue any such transaction at this time.

Except as described above, TFI, TransForce and the other persons named in Item 2 above currently have no plans or proposals that relate to or would result in any of the actions specified in clause (a) through (j) of Item 4 of Schedule 13D.

Item 5. Interest in Securities of the Issuer

Item 5 is hereby amended and restated in its entirety as follows:

(a) TransForce, through its direct wholly-owned subsidiary, TFI, acquired an aggregate of 2,063,478 shares of Common Stock between December 17, 2012 and May 28, 2013, as described in Item 3 above.

On March 7, 2013, TFI sold 500,000 shares of Common Stock in an open market transaction as described in Item 3 above.

On October 31, 2013, TFI acquired 1,714,754 shares of Common Stock pursuant to the Share Purchase Agreement described in Item 3 above and Item 6 below.

As a result, as of the date hereof, each of TransForce and TFI may be deemed to beneficially own 3,278,232 shares of Common Stock.

Such shares collectively constitute approximately 19.95% of the total number of shares of Common Stock of the Issuer outstanding as of July 30, 2013, as reported by the Issuer in its Form 10-Q filed with the Commission on August 6, 2013. Except for such shares, neither TFI, TransForce, nor any of the other persons identified in Item 2 above own any shares of Common Stock.

(b) TFI and TransForce have the shared power to vote or to direct the vote and the shared power to dispose or direct the disposition of 3,278,232 shares of the Common Stock.

(c) Except as described above, during the past 60 days, there were no transactions in shares of Common Stock, or any securities directly or indirectly convertible into or exchangeable for shares of Common Stock, by any of the persons identified in Item 2 above.

(d) Not applicable

Item 6. Contracts, Arrangements, Understandings or Relationships with respect to the Issuer

On October 31, 2013, TransForce entered into the Share Purchase Agreement, providing for the purchase of 1,714,754 shares of Common Stock at a purchase price of U.S.$4.77 per share from Quinpool. The shares will be held by TFI. The foregoing description of the Share Purchase Agreement is qualified in its entirety by reference to the text of the agreement filed as Exhibit D hereto.

On October 31, 2013, concurrently with the execution of the Share Purchase Agreement, TransForce, Clarke and Quinpool entered into a lock-up agreement (the “Lock-Up Agreement”) pursuant to which Clarke and Quinpool agreed that, if TransForce makes an offer to acquire all or substantially all of the outstanding shares of Common Stock of the Issuer, Clarke and Quinpool will support such offer and deposit under the offer all 418,837 shares owned by them following the sale pursuant to the Share Purchase Agreement and any subsequently acquired shares of Common Stock acquired by them. TransForce does not have the power to vote or direct the vote or to dispose or direct the disposition of such shares. Clarke and Quinpool also agreed not to support any competing acquisition proposal or transfer its shares. The Lock-Up Agreement will terminate if TransForce does not make such offer on or prior to December 29, 2013. The Lock-Up Agreement contains customary representations and warranties. The foregoing description of the Lock-Up Agreement is qualified in its entirety by reference to the text of the agreement filed as Exhibit E hereto.

Item 7. Materials to Be Filed as Exhibits

The Joint Filing Agreement by and between TransForce Inc. and TFI Holdings Inc., dated as of December 30, 2012, is hereby incorporated herein by reference to Exhibit A to the original statement on Schedule 13D filed with the Commission on December 31, 2012.

The Letter dated September 25, 2013 by TransForce Inc. to Vitran Corporation Inc. is incorporated herein by reference to as Exhibit B to Amendment No. 5.

The Letter of Intent dated September 25, 2013 presented by TransForce Inc. to Vitran Corporation Inc. is incorporated herein by reference to as Exhibit C to Amendment No. 5.

The Share Purchase Agreement dated October 31, 2013, by and between TransForce Inc., Clarke Inc. and Quinpool Holdings Partnership is filed as Exhibit D hereto.

The Lock-Up Agreement dated October 31, 2013, by and between TransForce Inc., Clarke Inc. and Quinpool Holdings Partnership is filed as Exhibit E hereto.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Dated: November 1, 2013

TRANSFORCE INC.
By:	/s/ Josiane-Melanie Langlois
	Name:	Josiane-Melanie Langlois
	Title:	Vice-President, Legal Affairs & Corporate Secretary
TFI HOLDINGS INC.
By:	/s/ Josiane-Melanie Langlois
	Name:	Josiane-Melanie Langlois
	Title:	Vice-President, Legal Affairs & Corporate Secretary

INDEX TO EXHIBITS

Exhibit	Name
A	Joint Filing Agreement by and between TransForce Inc. and TFI Holdings Inc., dated as of December 30, 2012 (incorporated by reference to Exhibit A to the original statement on Schedule 13D filed with the Commission on December 31, 2012.)
B	Letter dated September 25, 2013 by TransForce Inc. to Vitran Corporation Inc. (incorporated by reference to Exhibit B to Amendment No. 5 to the statement on Schedule 13D filed with the Commission on September 26, 2013.)
C	Letter of Intent dated September 25, 2013 presented by TransForce Inc. to Vitran Corporation Inc. (incorporated by reference to Exhibit C to Amendment No. 5 to the statement on Schedule 13D filed with the Commission on September 26, 2013.)
D	Share Purchase Agreement dated October 31, 2013, by and between TransForce Inc., Clarke Inc. and Quinpool Holdings Partnership.
E	Lock-Up Agreement dated October 31, 2013, by and between TransForce Inc., Clarke Inc. and Quinpool Holdings Partnership.

ANNEX A

Annex A

Certain Information Regarding Directors and Executive Officers of

TransForce Inc. and TFI Holdings Inc

Transforce Inc.

Directors

Name	Principal Business Address	Name of Employer	Principal Occupation	Citizenship
Alain Bédard	8801 Trans-Canada Highway, Suite 500, Saint-Laurent, Quebec, H4S 1Z6	TransForce Inc.	President and CEO, acting CFO, Chairman of the Board	Canadian
André Bérard	8801 Trans-Canada Highway, Suite 500, Saint-Laurent, Quebec, H4S 1Z6	TransForce Inc.	Corporate Director	Canadian
Lucien Bouchard	8801 Trans-Canada Highway, Suite 500, Saint-Laurent, Quebec, H4S 1Z6	Davies Ward Phillips and Vineberg LLP	Attorney	Canadian
Richard Guay	8801 Trans-Canada Highway, Suite 500, Saint-Laurent, Quebec, H4S 1Z6	TransForce Inc.	Consultant and Corporate Director	Canadian
Neil D. Manning	8801 Trans-Canada Highway, Suite 500, Saint-Laurent, Quebec, H4S 1Z6	TransForce Inc.	Corporate Director	Canadian
Vincent Musacchio	8801 Trans-Canada Highway, Suite 500, Saint-Laurent, Quebec, H4S 1Z6	Gabriella Holdings Inc.	Banking	Canadian
Ronald D. Rogers	8801 Trans-Canada Highway, Suite 500, Saint-Laurent, Quebec, H4S 1Z6	TransForce Inc.	Corporate Director	Canadian
Joey Saputo	8801 Trans-Canada Highway, Suite 500, Saint-Laurent, Quebec, H4S 1Z6	Montreal Impact and Saputo Stadium	Sports Management	Canadian

Executive Officers

Name	Title	Principal Business Address	Name of Employer	Principal Occupation	Citizenship
Alain Bédard	President and CEO	8801 Trans-Canada Highway, Suite 500, Saint-Laurent, Quebec, H4S 1Z6	TransForce Inc.	Management	Canadian
Jean-Francois Dodier	Executive Vice President	8801 Trans-Canada Highway, Suite 500, Saint-Laurent, Quebec, H4S 1Z6	TransForce Inc.	Management	Canadian
Marc Fox	Executive Vice President	8801 Trans-Canada Highway, Suite 500, Saint-Laurent, Quebec, H4S 1Z6	TransForce Inc.	Management	Canadian

James Houston	Executive Vice President	8801 Trans-Canada Highway, Suite 500, Saint-Laurent, Quebec, H4S 1Z6	TransForce Inc.	Management	Canadian
Brian Kohut	Executive Vice President	8801 Trans-Canada Highway, Suite 500, Saint-Laurent, Quebec, H4S 1Z6	TransForce Inc.	Management	Canadian
Rob O’Reily	Executive Vice President	8801 Trans-Canada Highway, Suite 500, Saint-Laurent, Quebec, H4S 1Z6	TransForce Inc.	Management	Canadian
Martin Quesnel	Vice President- Finance	8801 Trans-Canada Highway, Suite 500, Saint-Laurent, Quebec, H4S 1Z6	TransForce Inc.	Finance	Canadian
Johanne Dean	Vice President – Marketing and Communications	8801 Trans-Canada Highway, Suite 500, Saint-Laurent, Quebec, H4S 1Z6	TransForce Inc.	Marketing and Communications	Canadian
Sylvain Desaulniers	Vice President- Human Resources	8801 Trans-Canada Highway, Suite 500, Saint-Laurent, Quebec, H4S 1Z6	TransForce Inc.	Human Resources	Canadian

Josiane-Melanie Langlois	Vice President- Legal Affairs, Corporate Secretary	8801 Trans-Canada Highway, Suite 500, Saint-Laurent, Quebec, H4S 1Z6	TransForce Inc.	Notary	Canadian
Chantal Martel	Vice President – Compliance and Insurance	8801 Trans-Canada Highway, Suite 500, Saint-Laurent, Quebec, H4S 1Z6	TransForce Inc.	Compliance Officer	Canadian
Ken Tourangeau	Vice President- Administration	8801 Trans-Canada Highway, Suite 500, Saint-Laurent, Quebec, H4S 1Z6	TransForce Inc.	Administration	Canadian
Louis Gagnon	Vice President – Business Development	8801 Trans-Canada Highway, Suite 500, Saint-Laurent, Quebec, H4S 1Z6	TransForce Inc.	Business Development	Canadian

TFI Holdings, Inc.

Directors

Name	Principal Business Address	Name of Employer	Principal Occupation	Citizenship
Alain Bédard	8801 Trans-Canada Highway, Suite 500, Saint-Laurent, Quebec, H4S 1Z6	TransForce Inc.	President and CEO	Canadian
Josiane-Melanie Langlois	8801 Trans-Canada Highway, Suite 500, Saint-Laurent, Quebec, H4S 1Z6	TransForce Inc.	Notary	Canadian

Executive Officers

Name	Title	Principal Business Address	Name of Employer	Principal Occupation	Citizenship
Alain Bédard	President & Chief Executive Officer	8801 Trans-Canada Highway, Suite 500, Saint-Laurent, Quebec, H4S 1Z6	TransForce Inc.	President and CEO	Canadian
Josiane-Melanie Langlois	Vice President – Legal Affairs & Corporate Secretary	8801 Trans-Canada Highway, Suite 500, Saint-Laurent, Quebec, H4S 1Z6	TransForce Inc.	Notary	Canadian

EX-99.D

Exhibit D

SHARE PURCHASE AGREEMENT

THIS AGREEMENT made this 31^st day of October, 2013.

BETWEEN:	CLARKE INC. (“Clarke”) and QUINPOOL HOLDINGS PARTNERSHIP (“Quinpool”) (collectively, the “Vendors”)
AND:	TRANSFORCE INC. (the “Purchaser” and together with the Vendor, the “Parties”)

1. SALE AND PURCHASE OF SHARES

The Vendors hereby sell, transfer and assign to the Purchaser and the Purchaser hereby purchases from the Vendors, all of the Vendors’ right, title and interest in and to one million seven hundred fourteen thousand seven hundred fifty-four (1,714,754) common shares (collectively, the “Shares”) of the capital stock of Vitran Corporation Inc. (“Vitran”) for a purchase price of USD$8,179,376.58 dollars, receipt of which is hereby acknowledged by the Vendors, representing USD$4.77 per Share, which the Vendors acknowledge and confirm represents the average price that the Vendors paid to acquire the Shares.

2. REPRESENTATIONS AND WARRANTIES OF THE VENDORS

The Vendors represent and warrant to and in favour of the Purchaser as follows, and acknowledge that the Purchaser is relying upon such representations and warranties listed in Schedule A hereto in connection with the entry into of this Agreement by the Purchaser.

3. MISCELLANEOUS

3.1 Further Assurances. Each of the Parties upon the request of the other Party, shall do, execute, acknowledge and deliver or cause to be done, executed, acknowledged or delivered all such further acts, deeds, documents, assignments, transfers, conveyances, powers of attorney and assurances as may be reasonably necessary or desirable to complete the transaction contemplated by this Agreement.

3.2 Successors in Interest. This Agreement and the provisions hereof shall inure to the benefit of and be binding upon the Parties and their respective successors and assigns.

3.3 Counterparts. This Agreement may be executed in one or more counterparts, each of which when so executed shall be deemed an original, and such counterparts together shall constitute one and the same instrument. Delivery of this Agreement may be made by facsimile or e-mail transmission, and pages delivered by facsimile or e-mail transmission, including executed pages, shall be deemed to be original pages.

3.4 Interpretation. This Agreement shall be construed and interpreted in accordance with the laws of the Province of Québec and the laws of Canada applicable therein.

3.5 Schedule. Schedule A is incorporated by reference into and form part of this Agreement.

3.6 Language. This Agreement has been drafted in English at the express request of the Parties. Cette convention a été rédigée en anglais à la demande expresse des parties.

IN WITNESS WHEREOF, the Parties have executed this Agreement at the date first mentioned above.

CLARKE INC.
per:	/s/ George Armoyan
QUINPOOL HOLDINGS PARTNERSHIP, by its managing partner Clarke Inc.
per:	/s/ George Armoyan
TRANSFORCE INC.
per:	/s/ Alain Bédard

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Schedule A

Representation and warranties of the Seller

(a) Due Constitution. Clarke is a duly-constituted and validly-subsisting corporation under the laws of Canada and Quinpool is a duly-constituted and validly-subsisting partnership under the laws of Nova Scotia.

(b) Due Authorization, Execution and Delivery. Each of the Vendors has all necessary corporate power and authority to enter into and deliver this Agreement and to carry out its obligations hereunder, and the execution and delivery of this Agreement and the consummation of the transactions contemplated hereunder have been duly authorized by all necessary corporate action on the part of the Vendors. This Agreement has been duly executed and delivered by the Vendors and constitutes a legal, valid and binding obligation of the Vendors enforceable against them in accordance with its terms except as the enforceability thereof may be limited by (i) bankruptcy, insolvency, reorganization, moratorium or similar laws affecting creditors’ rights generally, (ii) general equitable principles, or (iii) limitations under applicable laws in respect of rights of indemnity, contribution and waiver of contribution.

(c) Non-Contravention. The execution of this Agreement and the performance by the Vendors of their obligations hereunder do not (and would not with the giving of notice, the lapse of time or the happening of any other event or condition) result in a breach or a violation of, or conflict with in any manner, or allow any other person to exercise any rights under any of the terms or provisions of any agreement, contract or indenture to which either of the Vendors is a party or by which the Vendors’ property or the Shares are bound, and will not result in the violation by the Vendors of any applicable laws.

(d) No Finder. No broker or finder acted directly for the Vendors in connection with this Agreement or the transaction contemplated hereby, and no broker or finder is entitled to any brokerage or finder’s fee or other commission or fee from the Vendors in respect thereof.

(e) Title and Encumbrances. The Vendors are the beneficial owners of the Shares, and the Shares are transferred to and acquired by the Purchaser with good and marketable title, free and clear of any and all encumbrances. The Shares are not subject to any securityholders’ agreement, voting trust or similar agreement or any right or privilege (whether by law, pre-emptive or contractual) capable of becoming a securityholders’ agreement, voting trust or other agreement affecting the Shares or the ability of the Vendors to exercise all ownership rights thereto, including the voting of any Shares.

(f) No Other Agreement. No person other than the Purchaser has or will have any agreement, option, right or privilege capable of becoming an agreement for the purchase of the Shares from the Vendors.

(g) No Proceeding Pending. There is no claim, action, lawsuit, arbitration, mediation or other proceeding to which either of the Vendors is a party or in respect of which either of the Vendors has been served written notice, or to the Vendors’ actual knowledge, pending or threatened against either of the Vendors, that relates or could relate to this Agreement or otherwise materially impairs or would reasonably be expected to materially impair the ability of either of the Vendors to consummate the transactions contemplated hereby or the title of the Vendors to any of the Shares.

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(h) Consents. There is no requirement of the Vendors to make any filing with, give any notice to, or obtain any permit, licence, sanction, ruling, order, exemption or consent, approval or waiver of, any governmental entity or other person as a condition to the execution and delivery by the Vendors and enforcement against the Vendors of this Agreement.

(i) Only Shares of Vitran held by the Vendor. The only shares of the capital stock of Vitran held directly or indirectly by the Vendors are the Shares and an additional four hundred eighteen thousand eight hundred thirty-seven (418,837) common shares.

(j) Residency. Neither of the Vendors is a “non-resident of Canada” for the purposes of the Income Tax Act (Canada).

(k) Multilateral Instrument 62-104 Take-Over Bids and Issuer Bids. The Vendors have not acquired any of the Shares in order that the Purchaser might make use of the take-over bid exemption, to the extent applicable, set out in section 4.2 of Multilateral Instrument 62-104 Take-Over Bids and Issuer Bids.

(l) Survival of Representations and Warranties. The Vendors further agree that the foregoing representations and warranties will survive the purchase by the Purchaser of the Shares and will continue in full force and effect notwithstanding any subsequent disposition by the Purchaser of the Shares.

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EX-99.E

Exhibit E

LOCK UP AGREEMENT

THIS AGREEMENT made this 31^st day of October, 2013.

BETWEEN:	CLARKE INC. (“Clarke”), a corporation incorporated under the laws of Canada, having its head office at 6009 Quinpool Road, 9th Floor, Halifax, Nova Scotia B3K 5J7 and QUINPOOL HOLDINGS PARTNERSHIP (“Quinpool”), a partnership constituted under the laws of Nova Scotia (collectively, the “Vendors”)
AND:	TRANSFORCE INC., a corporation incorporated under the laws of Canada, having its head office at 8801 TransCanada Highway, Suite 500, Ville St. Laurent, Québec H4S 1Z6 (the “Offeror” and together with the Vendors, the “Parties”)

WHEREAS:

A. The Offeror and Vendors are concurrently herewith entering into a Share Purchase Agreement pursuant to which the Offeror will acquire one million seven hundred fourteen thousand seven hundred fifty-four (1,714,754) common shares of Vitran Corporation Inc. (“Vitran”) from the Vendors;

B. Following such purchase and sale, the Vendors will be the registered and/or direct or indirect beneficial owner of, and exercise control or direction over, four hundred eighteen thousand eight hundred thirty-seven (418,837) common shares of Vitran (the “Remaining Shares”); and

C. This Agreement sets out the terms and conditions of the Vendors’ agreement to (i) support any offer made by the Offeror to acquire all or substantially all of the outstanding shares of Vitran not then owned by the Offeror (the “Offer”), and (ii) deposit or cause to be deposited irrevocably under the Offer the Remaining Shares and all other common shares of Vitran subsequently legally or beneficially acquired by the Vendors or over which the Vendors may have control or direction, including common shares acquired upon exercise, if any, of stock options and common share purchase warrants (collectively, the “Vendors’ Shares”).

NOW THEREFORE, THE PARTIES AGREE AS FOLLOWS:

1. OFFER

The Offeror may make the Offer at a price per share and on terms and conditions to be determined by the Offeror, but nothing in this Agreement shall require the Offeror to do so. In the event that the Offeror makes the Offer, the Offeror will make a public announcement to that effect in accordance with applicable securities laws and notify the Vendors.

2. REPRESENTATIONS AND WARRANTIES OF THE VENDORS

The Vendors represent and warrant to and in favour of the Offeror as follows as at the date hereof and immediately prior to the time at which the Vendors’ Shares are taken up and paid for under the Offer, and acknowledge that the Offeror is relying upon such representations and warranties in connection with the entry into of this Agreement by the Offeror:

(a) Due Constitution. Clarke is a duly-constituted and validly-subsisting corporation under the laws of Canada and Quinpool is a duly-constituted and validly-subsisting partnership under the laws of Nova Scotia.

(b) Due Authorization, Execution and Delivery. Each of the Vendors has all necessary corporate power and authority to enter into and deliver this Agreement and to carry out its obligations hereunder, and the execution and delivery of this Agreement and the consummation of the transactions contemplated hereunder have been duly authorized by all necessary corporate action on the part of the Vendors. This Agreement has been duly executed and delivered by the Vendors and constitutes a legal, valid and binding obligation of the Vendors enforceable against them in accordance with its terms except as the enforceability thereof may be limited by (i) bankruptcy, insolvency, reorganization, moratorium or similar laws affecting creditors’ rights generally, (ii) general equitable principles or (iii) limitations under applicable laws in respect of rights of indemnity, contribution and waiver of contribution.

(c) Ownership, etc. The Vendors (i) are the legal and beneficial owner of, or (ii) exercise control and direction over (but are not the holder of record of), all of the Remaining Shares. Following the purchase and sale contemplated by the Share Purchase Agreement, the only securities of Vitran that will be legally or beneficially owned by the Vendors, or over which the Vendors will exercise control or direction as of the date hereof, including securities which by their terms are exercisable, convertible or exchangeable for common shares of Vitran, are the Remaining Shares. The Vendors have no agreement or option, or right or privilege (whether by law, pre-emptive or contractual) capable of becoming an agreement or option, for the purchase or acquisition by the Vendors or transfer to the Vendors of additional securities of Vitran.

(d) Good Title. In the event of an Offer, the Vendors’ Shares will be transferred to and acquired by the Offeror pursuant to the Offer with good and marketable title, free and clear of any and all encumbrances. The Vendors’ Shares are not subject to any securityholders’ agreement, voting trust or similar agreement or any right or privilege (whether by law, pre-emptive or contractual) capable of becoming a securityholders’ agreement, voting trust or other agreement affecting the Vendors’ Shares or the ability of the Vendors to exercise all ownership rights thereto, including the voting of any Vendors’ Shares.

(e) No Other Agreement. No person other than the Offeror has or will have any agreement, option, right or privilege capable of becoming an agreement for the purchase of the Vendors’ Shares from the Vendors.

(f) No Proceeding Pending. There is no claim, action, lawsuit, arbitration, mediation or other proceeding to which either of the Vendors is a party or in respect of which either of the Vendors has been served written notice, or to the Vendors’ actual knowledge, pending or threatened against either of the Vendors, that relates or could relate to this Agreement or otherwise materially impairs or would reasonably be expected to materially impair the ability of either of the Vendors to consummate the transactions contemplated hereby or the title of the Vendors to any of the Vendors’ Shares.

(g) Non-Contravention. The execution of this Agreement and the performance by the Vendors of their obligations hereunder do not (and would not with the giving of notice, the lapse of time or the happening of any other event or condition) result in a breach or a

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violation of, or conflict with in any manner, or allow any other person to exercise any rights under any of the terms or provisions of any agreement, contract or indenture to which either of the Vendors is a party or by which the Vendors’ property or the Vendors’ Shares are bound, and will not result in the violation by the Vendors of any applicable laws.

3. REPRESENTATIONS AND WARRANTIES OF THE OFFEROR

The Offeror represents and warrants in favour of the Vendors as follows as at the date hereof and immediately prior to the time, if any, at which the Vendors’ Shares are taken up and paid for under the Offer, and acknowledges that the Vendors are relying upon these representations and warranties in connection with the entry into of this Agreement by the Vendors:

(a) Due Constitution. The Offeror is a duly-constituted and validly-subsisting corporation under the laws of Canada.

(b) Due Authorization, Execution and Delivery. The Offeror has all necessary corporate power and authority to enter into and deliver this Agreement and to carry out its obligations hereunder, and the execution and delivery of this Agreement and the consummation of the transactions contemplated hereunder have been duly authorized by all necessary corporate action on the part of the Offeror. This Agreement has been duly executed and delivered by the Offeror and constitutes a legal, valid and binding obligation of the Offeror enforceable against it in accordance with its terms except as the enforceability thereof may be limited by (i) bankruptcy, insolvency, reorganization, moratorium or similar laws affecting creditors’ rights generally, (ii) general equitable principles or (iii) limitations under applicable laws in respect of rights of indemnity, contribution and waiver of contribution

(c) Non-Contravention. The execution of this Agreement and the performance by the Offeror of its obligations hereunder do not (and would not with the giving of notice, the lapse of time or the happening of any other event or condition) result in a breach or a violation of, or conflict with in any manner, or allow any other person to exercise any rights under any of the terms or provisions of any agreement, contract or indenture to which the Offeror is a party or by which its property is bound, and will not result in the violation by the Offeror of any applicable laws.

(d) Sufficient Funds. In the event that the Offeror makes the Offer, it will have sufficient funds, or adequate arrangements (in compliance with applicable securities laws) for financing will be in place to ensure that it will have sufficient funds, to pay the offer price in respect of all of the outstanding shares of Vitran not then owned by the Offeror.

4. COVENANTS OF THE SELLER

4.1 General

The Vendors covenant that from the date hereof until the termination of this Agreement pursuant to section 6, the Vendors will:

(a) not, directly or indirectly, (i) make, solicit, assist, initiate, knowingly encourage or otherwise facilitate (including by way of furnishing non-public information or entering into any form of written or oral agreement, arrangement or understanding) any inquiries,

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proposals or offers regarding any proposal to acquire all or substantially all of the outstanding shares of Vitran or all or substantially all of its assets (an “Acquisition Proposal”), (ii) engage in any discussions or negotiations regarding, or provide any information with respect to, or otherwise co-operate in any way with, or assist or participate in, knowingly encourage or otherwise facilitate, any effort or attempt by any person to make any Acquisition Proposal, or (iii) otherwise cooperate in any way with any effort or attempt by any other person or group to do or seek to do any of the foregoing;

(b) immediately cease and cause to be terminated any solicitation, encouragement, discussion or negotiation with any persons (other than the Offeror and any of its affiliates or financial or professional advisors) conducted heretofore by the Vendors or their financial or professional advisors with respect to any potential Acquisition Proposal;

(c) promptly notify the Offeror of any Acquisition Proposal of which the Vendors become aware; such notification shall be made orally and in writing and shall include a description of the material terms and conditions of any such Acquisition Proposal;

(d) not grant an option on, sell, transfer, pledge, encumber, grant any encumbrance on or otherwise convey or enter into any forward sale, repurchase agreement or other monetization transaction with respect to any of the Vendors’ Shares, or any right or interest therein (legal or equitable), to any person or group (except to the Offeror or any of its affiliates) or agree to do any of the foregoing;

(e) not grant or agree to grant any proxy, power of attorney or other right to vote the Vendors’ Shares, or enter into any voting agreement, voting trust, vote pooling or other agreement with respect to the right to vote, call meetings of securityholders or give consents or approval of any kind with respect to any of the Vendors’ Shares;

(f) not requisition or join in any requisition of any meeting of holders of Vitran’s common shares;

(g) not take any other action of any kind, directly or indirectly, that (i) would make any representation or warranty of the Vendors contained herein untrue or incorrect, or (ii) might reasonably be regarded as likely to reduce the success of, or delay or interfere with the completion of, the Offer;

(h) not vote or cause to be voted any of the Vendors’ Shares or support any proposed action by Vitran or its shareholders or any other person or group in a manner that is intended to or would reasonably be regarded as likely to prevent, impede, delay, interfere, postpone or discourage the successful completion of the Offer;

(i) not to exercise any rights of appraisal or rights of dissent that the Vendors may have with respect to the Vendors’ Shares and the Vendors hereby waive any such rights;

(j) not do indirectly that which it may not do directly in respect of the restrictions on its rights with respect to the Vendors’ Shares pursuant to this section 4;

(k) not commence or participate in, and shall, and hereby agree to, take all actions necessary to opt out of any class in any class action with respect to, any claim, derivative or otherwise, against Vitran or the Offeror or any of their subsidiaries (or any of their respective successors) relating to the Offer;

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(l) promptly notify the Offeror of the number of any new common shares, stock options or common share purchase warrants of Vitran acquired by the Vendors after the date hereof and any of such new common shares, stock options or common share purchase warrants shall be deemed Vendors’ Shares and subject to the terms of this Agreement as though owned by the Vendors as of the date hereof; and

(m) execute any and all documents and perform any and all commercially-reasonable acts required by this Agreement to satisfy all of its obligations hereunder.

4.2 Alternative Transaction

If the Offeror concludes after the date of this Agreement that it is necessary or desirable to proceed with a transaction other than the Offer in order to acquire all or substantially all of the shares of Vitran not then owned by the Offeror or all or substantially all of Vitran’s assets (an “Alternative Transaction”), then the Vendors irrevocably covenant to support the completion of such Alternative Transaction, including, if applicable, by voting the Vendors’ Shares in favour of any resolution or resolutions approving such Alternative Transaction. In the event of any proposed Alternative Transaction, the references in this Agreement to the Offer shall be deemed to be changed to “Alternative Transaction” and all terms, covenants, representations and warranties of this Agreement shall be and shall be deemed to have been made in the context of the Alternative Transaction.

5. DEPOSIT AND NON-WITHDRAWAL

5.1 Deposit

The Vendors irrevocably and unconditionally agree to deposit or cause to be deposited with the depositary under the Offer all of the Vendors’ Shares, within thirty (30) days after the commencement of the Offer, together with all duly-completed and executed letters of transmittal (as applicable) under the Offer.

5.2 Non-Withdrawal

Except as otherwise provided in this Agreement, the Vendors irrevocably and unconditionally agree that, except with the prior written consent of the Offeror, neither they nor any person or entity acting on their behalf will withdraw or take any action to withdraw any of the Vendors’ Shares deposited under the Offer in accordance with section 5.1 notwithstanding any statutory rights or other rights under the terms of the Offer or otherwise that it may have unless this Agreement is terminated in accordance with its terms prior to the taking up of the Vendors’ Shares under the Offer.

6. TERMINATION OF AGREEMENT

6.1 Termination

This Agreement may be terminated:

(a) at any time upon the written agreement of the Offeror and Vendors;

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(b) by the Offeror by written notice to the Vendors if either of the Vendors is in material breach of any representation, warranty or covenant of the Vendors contained herein; or

(c) by the Vendors upon written notice to the Offeror if:

(i) the Offeror has not mailed the Offer and related documents to the shareholders of Vitran or otherwise commenced the Offer in accordance with applicable securities law within sixty days (60) of the date of this Agreement; or

(ii) the Offeror is in material breach of any representation, warranty or covenant of the Offeror contained herein.

This Agreement shall be automatically terminated if the Offer has been terminated, withdrawn or expired without the common shares deposited thereunder having been taken up and paid for by the Offeror.

6.2 Effect of Termination

If this Agreement is terminated pursuant to section 6, there shall be no liability or further obligation on the part of any party hereto; provided that nothing in this section 6.2 shall release the parties to this Agreement of liability for breach of any representation, warranty or covenant of this Agreement occurring prior to the termination hereof.

7. MISCELLANEOUS

7.1 Disclosure. Except as required by applicable laws or applicable stock exchange requirements, the Vendors shall not make any public announcement or statement with respect to the Offer or this Agreement without the prior approval of the Offeror. Moreover, in any event, the Vendors agree to provide prior notice to the Offeror of any public announcement by the Vendors relating to the Offer or this Agreement and agree to consult with the Offeror prior to making such public announcement. The Vendors consent to the Offeror disclosing the existence of this Agreement in any press release or other public disclosure document and consent to a copy of this Agreement being provided to Vitran and filed on, or submitted to, SEDAR in Canada and EDGAR in the United States on or following the date hereof. The Vendors acknowledge and agree that a summary of this Agreement and the negotiations leading to its execution and delivery may appear in the Offeror’s take-over bid circular and/or in any other public disclosure document required by applicable securities laws in connection with the Offer or any Alternative Transaction.

7.2 Specific Performance and Injunctions. The Vendors recognize and acknowledge that this Agreement is an integral part of the transactions contemplated in the Offer and that the Offeror would not contemplate making the Offer unless this Agreement were executed, and that a breach by either of the Vendors of any covenants or other commitments or obligations contained in the Agreement will cause the Offeror to sustain injury for which it would not have an adequate remedy at law for money damages. Therefore, each of the Parties hereto agrees that, in the event of such breach, the Offeror will be entitled to the remedy of specific performance of such obligation and preliminary and permanent injunctive and other equitable relief in addition to any other remedy to which it may be entitled, at law or in equity, and the Vendors further agree to waive any requirement for the security or posting of any bond in connection with the obtaining of any such injunctive or other equitable relief. Such remedies will not be exclusive remedies for any breach of this Agreement but will be in addition to any other remedy to which the Offeror may be entitled, at law or in equity.

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7.3 Further Assurances. Each of the Parties upon the request of the other Party, shall do, execute, acknowledge and deliver or cause to be done, executed, acknowledged or delivered all such further acts, deeds, documents, assignments, transfers, conveyances, powers of attorney and assurances as may be reasonably necessary or desirable to complete the transaction contemplated by this Agreement.

7.4 Successors in Interest. This Agreement and the provisions hereof shall inure to the benefit of and be binding upon the Parties and their respective successors and assigns.

7.5 Counterparts. This Agreement may be executed in one or more counterparts, each of which when so executed shall be deemed an original, and such counterparts together shall constitute one and the same instrument. Delivery of this Agreement may be made by facsimile or e-mail transmission, and pages delivered by facsimile or e-mail transmission, including executed pages, shall be deemed to be original pages.

7.6 Interpretation. This Agreement shall be construed and interpreted in accordance with the laws of the Province of Québec and the laws of Canada applicable therein.

7.7 Preamble. The preamble to this Agreement forms an integral part hereof.

7.8 Language. This Agreement has been drafted in English at the express request of the Parties. Cette convention a été rédigée en anglais à la demande expresse des parties.

[Next page is signature page]

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IN WITNESS WHEREOF, the Parties have executed this Agreement at the date first mentioned above.

CLARKE INC.
per:	/s/ George Armoyan
QUINPOOL HOLDINGS PARTNERSHIP, by its managing partner Clarke Inc.
per:	/s/ George Armoyan
TRANSFORCE INC.
per:	/s/ Alain Bédard

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