C.H. Robinson to Acquire RXO in Landmark $5.8 Billion Deal

C.H. Robinson acquiring RXO in $5.8 billion stock-and-cash transaction
C.H. Robinson Worldwide plans to acquire RXO Inc. in a stock-and-cash transaction valued at approximately $5.8 billion, creating a combined third-party logistics company with an estimated enterprise value of more than $25 billion.
The companies announced the agreement Monday, Oct. 5, 2026. The transaction was unanimously approved by the boards of directors of both companies and is expected to close in the first half of 2027, provided it receives regulatory clearance, approval from RXO shareholders and satisfies other customary closing conditions.
For carriers working with either company, the immediate message is that operations will continue as they do now.
“Until the acquisition closes, likely in the first half of 2027, RXO and C.H. Robinson are two separate companies,” the companies said in an email to carriers in their networks. “Our top priority is ensuring service is uninterrupted during the transitional period.”
That means carrier contracts, load tendering, payment processes and day-to-day contacts remain under the current company structures while the deal moves through the approval process. The companies did not announce immediate operational changes for carriers.
Under the proposed agreement, RXO shareholders will receive $17.25 in cash and 0.0856 shares of C.H. Robinson common stock for each RXO share. The standard combination represents an implied value of $30.25 per RXO share, a 29% premium to RXO’s closing price on Oct. 2 and a 27% premium to its 90-day volume-weighted average price.
RXO shareholders may also elect to receive all cash or all stock, subject to proration and other adjustments. Following the transaction, RXO shareholders are expected to own approximately 11% of the combined company.
C.H. Robinson said it plans to finance the cash portion with new debt. The company also has a fully underwritten commitment for a bridge facility from Morgan Stanley Senior Funding. Morgan Stanley advised C.H. Robinson on the transaction, while Goldman Sachs advised RXO.
What the combined company would offer
C.H. Robinson is one of the largest freight brokerage and third-party logistics providers in North America, with operations that also include global forwarding and other multimodal services. RXO provides asset-light, technology-enabled transportation services, including truckload brokerage, expedited transportation and last-mile services.
The companies said the combination would expand the services available through the combined network and increase network density. C.H. Robinson expects RXO to be integrated primarily into its North American Surface Transportation division.
For professional drivers and motor carriers, the most direct significance is the potential consolidation of two major sources of freight. The companies said they have limited customer overlap and believe their services are complementary. C.H. Robinson’s broader brokerage and forwarding operations would be combined with RXO’s expedited and last-mile capabilities.
However, the announced deal does not itself change how carriers access freight today. Any changes to technology platforms, carrier portals, operating procedures, contacts or payment systems would come later if the acquisition is completed and the integration proceeds.
Technology and cost savings
C.H. Robinson said it expects to generate $300 million in net run-rate cost synergies within two years after closing. The company attributed the expected savings largely to productivity improvements and the application of its “Lean AI” operating model to RXO’s business.
According to C.H. Robinson, that operating model includes more than 450 engineers and data scientists and more than 100 artificial intelligence agents used to automate parts of the quote-to-cash process. The company said the technology is designed to improve efficiency and allow its systems to scale with lower incremental costs.
The companies did not provide a detailed breakdown of how the projected savings could affect carrier operations, rates, staffing or individual freight accounts. For now, the stated focus is maintaining service while the transaction goes through review and approval.
Deal comes during a difficult period for freight
The acquisition comes as the freight industry continues to deal with challenging market conditions and as both companies face close scrutiny from investors. C.H. Robinson and RXO shares were affected after a July 21 verdict that ordered C.H. Robinson to pay $604 million. The verdict has been described as the first major “nuclear verdict” following the Supreme Court decision in Montgomery v. Caribe Transport II, LLC.
During the conference call announcing the acquisition, an analyst asked company executives how the legal environment affected the deal and its valuation. RXO CEO Drew Wilkerson said the companies conducted a lengthy review of legal exposure, including the Coyote business, and concluded that the legal risk to C.H. Robinson was neutral.
C.H. Robinson CEO Dave Bozeman described the transaction as the next step in the company’s transformation and said it would create a larger North American third-party logistics provider. Wilkerson said the deal would provide RXO shareholders with cash while allowing them to retain an ownership stake in the combined company.
The transaction remains subject to regulatory and shareholder approval. Until it closes, RXO and C.H. Robinson will continue operating as separate companies, and carriers should continue using their existing processes and contacts.