Form 8-K · Current report

C.H. Robinson 8-K, filed Oct 28, 2026

Filed
CIK
0001043277
Accession no.
0001043277-26-000039
AI-generated summary

Summary

C.H. Robinson entered a Fifth Amendment to its credit agreement on October 22, 2026 that permits its previously announced acquisition of RXO and related financing transactions, and reported third-quarter 2026 revenue of $5.4 billion, up 29.5%, with diluted EPS of $1.67, up 24.6%.

Key points

  • The amendment makes the RXO acquisition a Permitted Acquisition and Material Acquisition, amends the pro forma Consolidated EBITDA calculation for Material Acquisitions, and eliminates the cap on cash netting while keeping the maximum Net Leverage Ratio at 3.75 to 1.00.
  • A Leverage Holiday will be deemed elected upon completion of the RXO acquisition and will count as one of two permitted Leverage Holidays.
  • Third-quarter income from operations increased 23.1% to $271.8 million, and adjusted income from operations increased 26.1% to $290.8 million.
  • North American Surface Transportation volume rose about 3.5% year over year, the 14th consecutive quarter of outgrowth versus the Cass Freight Shipment Index; CEO Dave Bozeman attributed performance to the company's Lean AI strategy.

Written by an AI model from the filing text. It can be incomplete or wrong; the filing on SEC.gov is the record.

Items reported

  • 1.01Entry into a Material Definitive Agreement
  • 2.02Results of Operations and Financial Condition
  • 9.01Financial Statements and Exhibits

From the filing

Item 1.01 Entry into a Material Definitive Agreement. On October 22, 2026, C.H. Robinson Worldwide, Inc. (the "Company") entered into a Fifth Amendment (the "Amendment") to its Credit Agreement, dated as of October 29, 2012 (as previously amended, the "Credit Agreement"). The parties to the Amendment are the Company, the guarantors party thereto, the lenders party thereto constituting the Required Lenders, and U.S. Bank National Association, as administrative agent. The Amendment, among other things, permits the Company's previously announced acquisition of RXO, Inc. …

An excerpt of the text as filed with the SEC, cut for length.

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