RXO, Inc. (RXO) stock jumped nearly 23% during Monday's premarket session after C.H. Robinson Worldwide, Inc. (CHRW) agreed to acquire the company in a cash-and-stock transaction with an implied value of $5.8 billion.
The transaction will create a combined company with an enterprise value of more than $25 billion.
RXO Lands $30.25-Per-Share Takeover Offer
Under the deal, RXO shareholders will receive $17.25 in cash and 0.0856 C.H. Robinson shares for each RXO share, implying total consideration of $30.25 per share.
The offer represents a 27% premium to RXO's 90-day volume-weighted average price and a 29% premium to its Oct. 2, 2026, closing price.
RXO shareholders can elect mixed consideration, $30.25 in cash or 0.1992 C.H. Robinson shares, subject to proration and adjustments designed to maintain an overall consideration mix of 57% cash and 43% stock.
RXO shareholders are expected to own about 11% of the combined company after the transaction closes.
The merger was unanimously approved by both companies' boards and is expected to close in the first half of 2027, subject to regulatory approvals and approval from RXO shareholders.
C.H. Robinson will fund the cash portion of the transaction with new debt, supported by a fully underwritten bridge facility commitment from Morgan Stanley Senior Funding, Inc. RXO will be integrated primarily into C.H. Robinson's North American Surface Transportation division after closing.
As of June 30, RXO's cash and cash equivalents stood at $15 million, while C.H. Robinson's cash balance stood at about $155 million.
Cost Synergies and Combined Company
The combined business will bring together the companies' truck brokerage and managed transportation operations, C.H. Robinson's global forwarding capabilities, and RXO's expedited and last-mile services.
The deal is expected to generate $300 million in net run-rate cost synergies within two years of closing through C.H. Robinson's Lean AI operating model.
The company expects the productivity improvements and cost savings to support higher profitability, operating leverage and shareholder value.
The combined company is also expected to generate significant adjusted EPS accretion and strong cash flow, supporting debt reduction and future growth investments.
Deal Expected to Boost C.H. Robinson EPS
C.H. Robinson expects the acquisition to increase adjusted EPS within nine months of closing, with mid-teens adjusted EPS accretion projected for 2028.
Expected productivity gains should also strengthen cash flow, allowing the company to reduce leverage to its target range of 1.75 times to 2.25 times net debt to LTM adjusted EBITDA by the end of 2028 while continuing to invest in growth.
C.H. Robinson expects to maintain its investment-grade credit ratings and plans to suspend share repurchases until leverage returns to its target range following the transaction.
RXO Stock Jumps
RXO Price Action: RXO shares were up 22.88% at $28.73 during premarket trading on Monday. The stock is approaching its 52-week high of $29.90, according to market data.