C.H. Robinson Worldwide announced on October 5, 2026 that it will acquire rival freight brokerage RXO in a cash-and-stock deal worth $5.8 billion. The combined company would have an enterprise value of more than $25 billion and is expected to close in the first half of 2027, pending regulatory and RXO shareholder approval.
C.H. Robinson Worldwide, the Eden Prairie, Minnesota-based third-party logistics provider, said on October 5, 2026 that it had agreed to acquire RXO Inc., a Charlotte, North Carolina-based truckload broker, in a transaction valued at $5.8 billion, according to the companies' joint press release filed with the U.S. Securities and Exchange Commission.
Under the terms of the deal, RXO shareholders will receive $17.25 in cash plus 0.0856 of a C.H. Robinson share for each RXO share they hold, which the companies said implies a total value of $30.25 per RXO share based on C.H. Robinson's 16-day volume-weighted average share price of $151.88 as of October 2, according to the SEC filing. Shareholders may instead elect to receive the full consideration in cash or in C.H. Robinson stock, subject to proration, according to the SEC filing.
Premium and Market Reaction
The companies said the offer represents a 27% premium to RXO's 90-day volume-weighted average trading price and a 29% premium to RXO's closing price on October 2, per the official filing. FreightWaves reported that in pre-market trading after the announcement, RXO shares rose 21.86% to $28.49, while C.H. Robinson shares fell 4.89% to $150. FreightWaves also noted that RXO stock had already climbed 16.2% over the two trading days before the announcement on elevated volume.
Deal Structure and Financing
RXO shareholders are expected to own approximately 11% of the combined company once the deal closes, according to the SEC filing. The merger consideration is split roughly 57% cash and 43% stock. C.H. Robinson said it will fund the cash portion with new debt and has secured a fully underwritten bridge financing commitment from Morgan Stanley Senior Funding, Inc.
The boards of both companies unanimously approved the agreement, the filing states. MFN Partners LP, which holds about 17% of RXO's shares, has committed to vote in favor of the deal and not transfer its shares, subject to certain exceptions, according to the filing.
What the Companies Are Saying
This transaction is a natural next step in our transformation, allowing us to create a more scaled, resilient North American third-party logistics provider.
— Dave Bozeman, President and CEO of C.H. Robinson, in the companies' official announcement
Drew Wilkerson, Chairman and CEO of RXO, said joining C.H. Robinson marked a new chapter for RXO, its employees and its customers, according to the companies' official announcement.
Adam R. Karr, president of Orbis Investments, which the filing identifies as RXO's largest shareholder since the company became independent, said the firm supported the transaction, according to the SEC filing.
Strategic Rationale and Expected Synergies
The companies said combining C.H. Robinson's brokerage and global forwarding operations with RXO's expedited and last-mile delivery services would create a denser network and a more comprehensive offering for shippers. C.H. Robinson expects to apply its "Lean AI" operating model to RXO's business and projects approximately $300 million in net run-rate cost synergies within two years of closing, per the official filing.
According to the SEC filing, C.H. Robinson expects the acquisition to be accretive to adjusted earnings per share within nine months of closing and "mid-teens" accretive by 2028. The company also expects cash flow from the combined business to support reducing net debt to 1.75–2.25 times adjusted EBITDA by the end of 2028. RXO will be integrated primarily into C.H. Robinson's North American Surface Transportation (NAST) division, the filing states.
Background: Who Are C.H. Robinson and RXO
RXO was spun off from XPO Logistics as an independent, publicly traded company, beginning regular trading on the New York Stock Exchange on November 1, 2022, according to RXO's investor relations announcement at the time. At its launch, RXO described itself as the fourth-largest full truckload broker in the United States, connecting shippers to roughly 100,000 independent carriers and more than 1.5 million trucks, and employed about 7,400 people.
Deal at a Glance
Metric
Figure
Total deal value
$5.8 billion
Per-share consideration
$30.25 ($17.25 cash + 0.0856 CHRW shares)
Premium to Oct. 2 close
29%
Premium to 90-day VWAP
27%
Combined enterprise value
Over $25 billion
Expected cost synergies
$300 million within two years
RXO shareholder ownership post-close
~11%
Expected closing
First half of 2027
Timeline and Next Steps
The transaction is subject to regulatory approval and a vote by RXO shareholders, and the companies expect it to close in the first half of 2027, according to the official filing. Morgan Stanley & Co. LLC is acting as financial advisor and Gibson, Dunn & Crutcher LLP as legal counsel to C.H. Robinson; Goldman Sachs & Co. LLC is advising RXO financially, with Paul, Weiss, Rifkind, Wharton & Garrison LLP serving as its legal counsel, per the filing.
Questions
How much is C.H. Robinson paying for RXO?
C.H. Robinson agreed to pay $5.8 billion in cash and stock, equivalent to $30.25 per RXO share — $17.25 in cash plus 0.0856 C.H. Robinson shares for each RXO share, according to the companies' SEC filing.
When was the deal announced and when will it close?
The deal was announced on October 5, 2026. It is expected to close in the first half of 2027, pending regulatory approval and a vote by RXO shareholders.
What happened to RXO's and C.H. Robinson's stock after the announcement?
FreightWaves reported that RXO shares jumped 21.86% in pre-market trading to $28.49, while C.H. Robinson shares fell 4.89% to $150.
Why is C.H. Robinson acquiring RXO?
The companies said combining their brokerage, forwarding, expedited and last-mile networks would create a denser, more comprehensive logistics offering, and C.H. Robinson expects to generate about $300 million in annual cost synergies within two years by applying its 'Lean AI' operating model to RXO's operations.
What is RXO and where did it come from?
RXO is a Charlotte, North Carolina-based truckload broker that was spun off from XPO Logistics and began trading independently on the New York Stock Exchange on November 1, 2022.
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