CH Robinson Worldwide, Inc (Nasdaq: CHRW) and RXO Inc (NYSE: RXO) have entered into a definitive agreement under which CH Robinson will acquire RXO in a stock-and-cash transaction valued at approximately $5.8 billion. The combination will create a third-party logistics company with an enterprise value of more than $25 billion.
The transaction will combine the two companies’ transportation networks and expand CH Robinson’s capabilities across multiple freight segments. The combined business will bring together CH Robinson’s global forwarding and multi-modal operations with RXO’s North American truck brokerage, managed transportation, expedited and last-mile capabilities.
CH Robinson expects to generate approximately $300 million in net run-rate cost synergies within two years of closing by applying its Lean AI operating model to RXO’s business. The expected savings will come from cost-to-serve improvements, operating efficiencies, shared services and third-party spending.
“This transaction is a natural next step in our transformation, allowing us to create a more scaled, resilient North American third-party logistics provider positioned to offer exceptional customer service and redefine the future of our industry,” said Dave Bozeman, President and Chief Executive Officer, CH Robinson.
He added that RXO’s customer relationships, capabilities and talent would expand CH Robinson’s ability to serve customers while the company’s Lean AI model would be used to improve productivity and operating performance. Drew Wilkerson, Chairman and Chief Executive Officer, RXO, said the combination would provide customers with greater scale and broader capabilities while bringing together complementary teams and transportation services.
Under the agreement, RXO shareholders will receive $17.25 in cash and 0.0856 shares of CH Robinson common stock for each RXO share, representing implied consideration of $30.25 per share. Shareholders may also elect all-cash or all-stock consideration, subject to proration and adjustment procedures. Overall, approximately 57% of the consideration will be paid in cash and 43% CH Robinson shares.
RXO shareholders are expected to own approximately 11% of the combined company following completion. The transaction represents a 27% premium to RXO’s 90-day volume-weighted average price and a 29% premium to its October 2, 2026 closing price.
The transaction, unanimously approved by both companies’ boards, is expected to close in the first half of 2027, subject to regulatory and shareholder approvals. CH Robinson will finance the cash component through new debt financing and plans to integrate RXO primarily into its North American Surface Transportation division.
CH Robinson expects the transaction to be accretive to adjusted earnings per share within nine months of closing and mid-teens accretive in 2028. The company also expects improved cash generation to support deleveraging toward its target net debt-to-adjusted EBITDA range of 1.75x to 2.25x by the end of 2028.
CH Robinson serves 75,000 customers and 450,000 contract carriers and manages approximately 37 million shipments annually. RXO provides asset-light transportation solutions across North America, including truck brokerage, managed transportation and last-mile services.
