C.H. Robinson to Acquire RXO in $5.8 Billion Stock-and-Cash Deal

Zacks Investment Research··US·Read original
4▲2 ▼0Impact / 5
Summary · why it matters

C.H. Robinson has agreed to acquire RXO Inc. in a stock-and-cash transaction with an implied value of $5.8 billion. Under the deal, RXO stockholders will receive $17.25 in cash and 0.0856 shares of CHRW common stock for each RXO share, implying total consideration of $30.25 per share, a 27% premium to RXO's 90-day volume-weighted average price and a 29% premium to its closing price on Oct. 2, 2026. RXO stockholders may instead elect all-cash or all-stock consideration, subject to proration provisions designed to keep roughly 57% of the aggregate consideration in cash and 43% in CHRW shares, and they will own almost 11% of the combined company after closing. MFN Partners LP, which owns approximately 17% of RXO, has agreed to vote its shares in favor of the transaction, and both boards have unanimously approved the deal, which is expected to close in the first half of 2027. C.H. Robinson plans to fund the cash portion with new debt financing and has secured a fully underwritten bridge financing commitment from Morgan Stanley Senior Funding, Inc., and it expects the combined company to carry an enterprise value of over $25 billion. The company targets nearly $300 million in net run-rate cost synergies within two years of closing and projects the deal will be accretive to adjusted earnings per share within nine months of closing, with mid-teens adjusted earnings per share accretion in 2028.

Impact on assets 5

Industrials▲
CH Robinson Worldwide Inc
CHRW
▲ PositiveCapitalrelevance

C.H. Robinson is acquiring RXO in a $5.8B stock-and-cash deal expected to be accretive to adjusted EPS within nine months and mid-teens accretive in 2028.

RXO Inc.
RXO
▲ PositiveCapitalrelevance

RXO shareholders receive $30.25 per share, a 29% premium to its closing price, in the agreed acquisition by C.H. Robinson.

Energy Transition & Power Demand▲

Off-coverage companies 2

MFN Partners LPi
Private▲ PositiveCapitalrelevance

MFN Partners, owning ~17% of RXO, agreed to vote its shares in favor of the transaction, helping secure the deal.

Morgan Stanley Senior Funding, Inc.i
Private± MixedCapitalrelevance

Morgan Stanley Senior Funding provided a fully underwritten bridge financing commitment for the cash portion; impact on the firm is unclear.