C.H. Robinson Worldwide, Inc. and RXO Inc. have entered into a definitive agreement for C.H. Robinson to acquire RXO in a stock-and-cash transaction with an implied value of $5.8 billion. The combined company will hold an enterprise value exceeding $25 billion, as disclosed in a joint announcement on October 5, 2026.
Under the merger terms, RXO stockholders will receive $17.25 per share in cash and 0.0856 shares of C.H. Robinson common stock for each RXO share, resulting in an implied total consideration of $30.25 per share. This valuation represents a 27% premium to RXO’s 90-day volume-weighted average price and a 29% premium to the closing price on October 2, 2026.
RXO shareholders may elect to receive the standard mixed consideration, all-cash consideration of $30.25 per share, or all-stock consideration of 0.1992 shares of C.H. Robinson common stock. Proration and adjustment procedures will ensure that approximately 57% of the total merger consideration is paid in cash and 43% in C.H. Robinson shares. Upon closing, RXO stockholders are expected to own 11% of the combined company.
C.H. Robinson expects to realize approximately $300 million in net run-rate cost synergies within two years of the transaction close. The company plans to apply its Lean AI operating model to RXO’s business to drive these productivity improvements by reducing service delivery expenses, streamlining operations, consolidating shared services, and optimizing third-party spending.
The acquisition combines C.H. Robinson’s global forwarding and trucking brokerage operations with RXO’s North American brokerage, expedited, and last-mile capabilities. C.H. Robinson President and Chief Executive Officer Dave Bozeman stated that the transaction is a natural next step in the company's transformation, aiming to create a more scaled and resilient North American third-party logistics provider.
Drew Wilkerson, Chairman and Chief Executive Officer of RXO, described the merger as an exciting next chapter that brings together complementary capabilities to offer customers greater scale and broader solutions. Adam R. Karr, President and Portfolio Manager at Orbis Investments, noted that Orbis, RXO’s largest shareholder since its independence, fully supports the transaction due to the substantial cash provided and continued ownership in the combined platform.
Financially, C.H. Robinson expects the transaction to be accretive to adjusted EPS within nine months of closing and mid-teens accretive in 2028. The anticipated productivity improvements are expected to increase cash flow generation, supporting rapid deleveraging to a target leverage range of 1.75x to 2.25x net debt to LTM adjusted EBITDA by the end of 2028.
C.H. Robinson intends to maintain its investment-grade credit ratings and has stated it will pause share repurchases until it reaches its target leverage ratio after the transaction closes. The merger agreement was unanimously approved by the boards of both companies.