RXO · C.H

C.H. Robinson (CHRW) filed this Rule 425 communication containing its Q3 2026 earnings call transcript, which also serves as an update on the pending $5.8 billion acquisition of RXO. Management reported strong Q3 results (total revenues up 29.5% YoY, AGP up 14.5%) and reiterated confidence in delivering $300 million in net synergies from the RXO deal, with no changes to deal terms or the expected H1 2027 close. The filing is promotional in nature, defending the deal rationale and integration strategy while addressing investor concerns about customer overlap and insurance cost inflation.

• C.H. Robinson reported Q3 2026 total revenues up 29.5% YoY and adjusted gross profit up 14.5% YoY.
• NAST operating margin (ex-restructuring) was 40.3%, up 110 bps YoY; Global Forwarding operating margin was 36.6%, up 660 bps YoY.
• Management reaffirmed $300 million in net synergies from the RXO acquisition, with expected close in H1 2027.
• Share repurchases have been paused; the company remains committed to deleveraging and returning to its target leverage range by end of 2028.