C H ROBINSON WORLDWIDE INC, 10-Q filed on 8/3/2017
Quarterly Report
Document and Entity Information
6 Months Ended
Jun. 30, 2017
Jul. 31, 2017
Document and Entity Information [Abstract]
 
 
Entity Registrant Name
C H ROBINSON WORLDWIDE INC 
 
Entity Central Index Key
0001043277 
 
Current Fiscal Year End Date
--12-31 
 
Entity Filer Category
Large Accelerated Filer 
 
Document Type
10-Q 
 
Document Period End Date
Jun. 30, 2017 
 
Document Fiscal Year Focus
2017 
 
Document Fiscal Period Focus
Q2 
 
Amendment Flag
false 
 
Trading Symbol
CHRW 
 
Entity Common Stock, Shares Outstanding
 
140,386,068 
CONDENSED CONSOLIDATED BALANCE SHEETS (USD $)
In Thousands, unless otherwise specified
Jun. 30, 2017
Dec. 31, 2016
Current assets:
 
 
Cash and cash equivalents
$ 273,182 
$ 247,666 
Receivables, net of allowance for doubtful accounts of $42,514 and $39,543
1,948,204 
1,711,191 
Prepaid expenses and other
63,636 
49,245 
Total current assets
2,285,022 
2,008,102 
Property and equipment, net
234,312 
232,953 
Goodwill
1,242,918 
1,232,796 
Other intangible assets, net
154,124 
167,525 
Deferred tax asset
5,142 
2,250 
Other assets
44,371 
44,132 
Total assets
3,965,889 
3,687,758 
Current liabilities:
 
 
Accounts payable
978,431 
839,736 
Outstanding checks
76,864 
82,052 
Accrued expenses:
 
 
Compensation
74,754 
98,107 
Income taxes
16,004 
15,472 
Other accrued liabilities
59,441 
70,351 
Current portion of debt
592,000 
740,000 
Total current liabilities
1,797,494 
1,845,718 
Long-term debt
750,000 
500,000 
Noncurrent income taxes payable
17,278 
18,849 
Deferred tax liabilities
63,667 
65,122 
Other long-term liabilities
242 
222 
Total liabilities
2,628,681 
2,429,911 
Stockholders’ investment:
 
 
Preferred stock, $ .10 par value, 20,000 shares authorized; no shares issued or outstanding
Common stock, $ .10 par value, 480,000 shares authorized; 179,003 and 179,006 shares issued, 140,679 and 141,258 outstanding
14,068 
14,126 
Additional paid-in capital
421,133 
419,280 
Retained earnings
3,294,767 
3,190,578 
Accumulated other comprehensive loss
(37,306)
(61,442)
Treasury stock at cost (38,324 and 37,748 shares)
(2,355,454)
(2,304,695)
Total stockholders’ investment
1,337,208 
1,257,847 
Total liabilities and stockholders’ investment
$ 3,965,889 
$ 3,687,758 
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $)
In Thousands, except Share data, unless otherwise specified
Jun. 30, 2017
Dec. 31, 2016
Statement of Financial Position [Abstract]
 
 
Receivables, allowance for doubtful accounts
$ 42,514 
$ 39,543 
Preferred stock, par value (in dollars per share)
$ 0.10 
$ 0.10 
Preferred stock, shares authorized (shares)
20,000,000 
20,000,000 
Preferred stock, shares issued (shares)
Preferred stock, shares outstanding (shares)
Common stock, par value (in dollars per share)
$ 0.10 
$ 0.10 
Common stock, shares authorized (shares)
480,000,000 
480,000,000 
Common stock, shares issued (shares)
179,003,000 
179,006,000 
Common stock shares outstanding (shares)
140,679,000 
141,258,000 
Treasury stock (shares)
38,324,000 
37,748,000 
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (USD $)
In Thousands, except Per Share data, unless otherwise specified
3 Months Ended 6 Months Ended
Jun. 30, 2017
Jun. 30, 2016
Jun. 30, 2017
Jun. 30, 2016
Revenues:
 
 
 
 
Transportation
$ 3,319,995 
$ 2,881,496 
$ 6,422,038 
$ 5,595,184 
Sourcing
390,023 
418,245 
703,105 
778,500 
Total revenues
3,710,018 
3,299,741 
7,125,143 
6,373,684 
Costs and expenses:
 
 
 
 
Purchased transportation and related services
2,781,355 
2,324,995 
5,345,240 
4,504,617 
Purchased products sourced for resale
354,874 
380,531 
637,548 
711,517 
Personnel expenses
284,220 
270,251 
574,724 
547,748 
Other selling, general, and administrative expenses
107,749 
90,217 
197,853 
177,103 
Total costs and expenses
3,528,198 
3,065,994 
6,755,365 
5,940,985 
Income from operations
181,820 
233,747 
369,778 
432,699 
Interest and other expense
(9,368)
(6,265)
(18,670)
(15,037)
Income before provision for income taxes
172,452 
227,482 
351,108 
417,662 
Provision for income taxes
61,381 
84,392 
117,957 
155,609 
Net income
111,071 
143,090 
233,151 
262,053 
Other comprehensive gain (loss)
6,731 
(3,577)
24,136 
(27)
Comprehensive income
$ 117,802 
$ 139,513 
$ 257,287 
$ 262,026 
Basic net income per share (in dollars per share)
$ 0.79 
$ 1.00 
$ 1.65 
$ 1.83 
Diluted net income per share (in dollars per share)
$ 0.78 
$ 1.00 
$ 1.65 
$ 1.83 
Basic weighted average shares outstanding (shares)
141,061 
142,998 
141,229 
143,259 
Dilutive effect of outstanding stock awards (shares)
526 
218 
484 
178 
Diluted weighted average shares outstanding (shares)
141,587 
143,216 
141,713 
143,437 
Cash dividends declared per common share (in dollars per share)
$ 0.45 
$ 0.43 
$ 0.90 
$ 0.86 
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $)
In Thousands, unless otherwise specified
6 Months Ended
Jun. 30, 2017
Jun. 30, 2016
OPERATING ACTIVITIES
 
 
Net income
$ 233,151 
$ 262,053 
Adjustments to reconcile net income to net cash provided by operating activities:
 
 
Depreciation and amortization
45,377 
35,059 
Provision for doubtful accounts
7,669 
2,144 
Stock-based compensation
16,842 
25,785 
Deferred income taxes
(4,988)
17,004 
Excess tax benefit on stock-based compensation
(10,583)
(15,104)
Loss on sale/disposal of assets
536 
366 
Changes in operating elements (net of acquisitions):
 
 
Receivables
(244,682)
(94,030)
Prepaid expenses and other
(9,646)
(19,066)
Other non-current assets
(1,016)
(1,615)
Accounts payable and outstanding checks
135,130 
52,843 
Accrued compensation
(23,353)
(61,029)
Accrued income taxes
10,185 
43,606 
Other accrued liabilities
(4,611)
(755)
Net cash provided by operating activities
150,011 
247,261 
INVESTING ACTIVITIES
 
 
Purchases of property and equipment
(24,105)
(33,483)
Purchases and development of software
(8,865)
(10,493)
Acquisitions, net of cash acquired
(1,780)
Other
(1,095)
(405)
Net cash used for investing activities
(35,845)
(44,381)
FINANCING ACTIVITIES
 
 
Proceeds from stock issued for employee benefit plans
19,814 
12,132 
Stock tendered for payment of withholding taxes
(19,626)
(33,133)
Repurchase of common stock
(70,494)
(45,248)
Cash dividends
(128,806)
(127,520)
Excess tax benefit on stock-based compensation
15,104 
Proceeds from long-term borrowings
250,000 
Proceeds from short-term borrowings
4,282,000 
2,840,000 
Payments on short-term borrowings
(4,430,000)
(2,825,000)
Net cash used for financing activities
(97,112)
(163,665)
Effect of exchange rates on cash
8,462 
(361)
Net increase in cash and cash equivalents
25,516 
38,854 
Cash and cash equivalents, beginning of period
247,666 
168,229 
Cash and cash equivalents, end of period
273,182 
207,083 
Noncash transactions from investing and financing activities:
 
 
Accrued share repurchases held in other accrued liabilities
1,500 
3,000 
Accrued purchases of property and equipment
$ 0 
$ 5,359 
GENERAL
GENERAL
GENERAL
Basis of Presentation - C.H. Robinson Worldwide, Inc. and our subsidiaries (“the company,” “we,” “us,” or “our”) are a global provider of transportation services and logistics solutions operating through a network of offices located in North America, Europe, Asia, Australia, New Zealand, and South America. The consolidated financial statements include the accounts of C.H. Robinson Worldwide, Inc. and our majority owned and controlled subsidiaries. Our minority interests in subsidiaries are not significant. All intercompany transactions and balances have been eliminated in the consolidated financial statements.
Our reportable segments are North American Surface Transportation ("NAST"), Global Forwarding, Robinson Fresh, and All Other and Corporate. The All Other and Corporate segment includes Managed Services, Other Surface Transportation outside of North America, and other miscellaneous revenues and unallocated corporate expenses. We group offices primarily by services they provide. For financial information concerning our reportable segments, refer to Note 9.
The condensed consolidated financial statements, which are unaudited, have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). In our opinion, these financial statements include all adjustments (consisting only of normal recurring adjustments) necessary for a fair presentation of the financial statements for the interim periods presented. Interim results are not necessarily indicative of results for a full year.
Consistent with SEC rules and regulations, we have condensed or omitted certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States. You should read the condensed consolidated financial statements and related notes in conjunction with the consolidated financial statements and notes in our Annual Report on Form 10-K for the year ended December 31, 2016.
Recently Issued Accounting Standards - In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2014-09, Revenue from Contracts with Customers, and in August 2015 issued ASU 2015-14, which amended the standard as to effective date. The new comprehensive revenue recognition standard will supersede all existing revenue recognition guidance under U.S. GAAP. The standard’s core principle is that a company will recognize revenue when it transfers promised goods or services to a customer in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. The standard requires more detailed disclosures to enable users of financial statements to understand the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. We plan to adopt this new standard on January 1, 2018 under the modified retrospective transition method with a cumulative adjustment to retained earnings instead of retrospectively adjusting prior periods. We anticipate the adoption of this standard will change the timing of revenue recognition for most of our transportation business from at delivery to over the transit period as our performance obligation is completed. Due to the short transit period of many of our performance obligations, we do not expect this change to have a material impact on our results of operations, financial position, or cash flows once implemented although we are still finalizing our evaluation of the system and data requirements necessary to quantify the impact. The adoption of the new standard may change the presentation of revenue from gross to the net amount we charge our customers for certain of our sourcing performance obligations and will expand our existing revenue recognition disclosures upon adoption.  As we complete our overall evaluation and implementation efforts we are also identifying and preparing to implement changes to our accounting policies, practices, and controls to support the new standard.
In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842). This update requires a lessee to recognize on the balance sheet a liability to make lease payments and a corresponding right-of-use asset. The guidance also requires certain qualitative and quantitative disclosures about the amount, timing, and uncertainty of cash flows arising from leases. This update is effective for annual and interim periods beginning after December 15, 2018, which will require us to adopt these provisions in the first quarter of 2019 using a modified retrospective approach. Early adoption is permitted, although we do not plan to adopt early. We have obligations under lease agreements for facilities and equipment, which are classified as operating leases under the existing lease standard. While we are still evaluating the impact ASU 2016-02 will have on our consolidated results of operations, financial condition, and cash flows, our financial statements will reflect an increase in both assets and liabilities due to the requirement to recognize right-of-use assets and lease liabilities on the consolidated balance sheets for our facility and equipment leases.
In March 2016, the FASB issued ASU 2016-09, Compensation - Stock Compensation (Topic 718). This update was issued as part of the FASB’s simplification initiative and affects all entities that issue share-based payment awards to their employees. The amendments in this update cover such areas as the recognition of excess tax benefits and deficiencies, the classification of those excess tax benefits on the statement of cash flows, and accounting policy election for forfeitures, the amount an employer can withhold to cover income taxes and still qualify for equity classification, and the classification of those taxes paid on the statement of cash flows. This update is effective for annual and interim periods beginning after December 15, 2016. During the first quarter of 2017, we adopted ASU 2016-09, Compensation - Stock Compensation (Topic 718). The adoption of ASU 2016-09 prospectively impacts the recording of income taxes related to share-based payment awards in our consolidated statement of financial position and results of operations, as well as the operating and financing cash flows on the consolidated statements of cash flows. The magnitude of such impacts are dependent on our future grants of stock-based compensation, our future stock price in relation to the fair value of awards on grant date, and the exercise behavior of our option holders. We prospectively adopted these provisions in the first quarter of 2017. Prior periods have not been restated. This adoption resulted in a decrease in our provision for income taxes for the three and six months ended June 30, 2017 of $1.2 million and $10.6 million, respectively.
In January 2017, the FASB issued ASU 2017-04, Intangibles - Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment. This update simplifies the accounting for goodwill impairments by eliminating step two from the goodwill impairment test. Instead, if the carrying amount of a reporting unit exceeds its fair value, any impairment loss shall be recognized in an amount equal to that excess, limited to the total amount of goodwill allocated to that reporting unit. The ASU is effective for annual and any interim impairment tests for periods beginning after December 15, 2019. Early adoption is permitted for interim and annual goodwill impairment tests performed after January 1, 2017. We have not yet selected a transition date nor have we determined the effect of the standard on our ongoing financial reporting.
In May 2017, the FASB issued ASU 2017-09, Compensation - Stock Compensation (Topic 718): Scope of Modification Accounting. This update amends the scope of modification accounting for share-based payment arrangements. The ASU provides guidance on the types of changes to the terms or conditions of share-based payment awards to which an entity would be required to apply modification accounting under Topic 718. The ASU is effective for annual and interim periods beginning after December 15, 2017, with early adoption permitted. The amendments in this update will be applied prospectively to awards modified on or after the adoption date. The future impact of ASU 2017-09 will be dependent on the nature of future stock award modifications.
GOODWILL AND OTHER INTANGIBLE ASSETS
GOODWILL AND OTHER INTANGIBLE ASSETS
GOODWILL AND OTHER INTANGIBLE ASSETS
The change in carrying amount of goodwill is as follows (in thousands):
 
NAST
 
Global Forwarding
 
Robinson Fresh
 
All Other and Corporate
 
Total
December 31, 2016 balance
$
907,230

 
$
159,050

 
$
139,558

 
$
26,958

 
$
1,232,796

Translation
7,449

 
1,306

 
1,146

 
221

 
10,122

June 30, 2017 balance
$
914,679

 
$
160,356

 
$
140,704

 
$
27,179

 
$
1,242,918


We evaluate our reporting units on a continual basis and, if necessary, reassign goodwill using a relative fair value allocation approach. Goodwill is tested for impairment at the reporting unit level on an annual basis and between annual tests if an event occurs or circumstances change that would more likely than not reduce the fair value of a reporting unit below its carrying value. These events or circumstances could include a significant change in the business climate, legal factors, operating performance indicators, competition, or sale or disposition of a significant portion of a reporting unit.
Identifiable intangible assets consisted of the following (in thousands):
 
June 30, 2017
 
December 31, 2016
 
Cost
 
Accumulated Amortization
 
Net
 
Cost
 
Accumulated Amortization
 
Net
Finite-lived intangibles
 
 
 
 
 
 
 
 
 
 
 
Customer relationships
$
248,530

 
$
(105,043
)
 
$
143,487

 
$
244,036

 
$
(87,199
)
 
$
156,837

Non-competition agreements
500

 
(338
)
 
162

 
500

 
(287
)
 
213

Total finite-lived intangibles
249,030

 
(105,381
)
 
143,649

 
244,536

 
(87,486
)
 
157,050

 
 
 
 
 
 
 
 
 
 
 
 
Indefinite-lived intangibles
 
 
 
 
 
 
 
 
 
 
 
Trademarks
10,475

 

 
10,475

 
10,475

 

 
10,475

Total intangibles
$
259,505

 
$
(105,381
)
 
$
154,124

 
$
255,011

 
$
(87,486
)
 
$
167,525


Amortization expense for other intangible assets is as follows (in thousands): 
 
Three Months Ended June 30,
 
Six Months Ended June 30,
 
2017
 
2016
 
2017
 
2016
Amortization expense
$
8,843

 
$
6,095

 
$
17,718

 
$
12,188


Definite-lived intangible assets, by reportable segment, as of June 30, 2017, will be amortized over their remaining lives as follows (in thousands):
 
NAST
 
Global Forwarding
 
Robinson Fresh
 
All Other and Corporate
 
Total
Remainder of 2017
$
3,780

 
$
13,804

 
$

 
$
280

 
$
17,864

2018
7,560

 
27,476

 

 

 
35,036

2019
7,560

 
27,476

 

 

 
35,036

2020

 
24,772

 

 

 
24,772

2021

 
11,251

 

 

 
11,251

Thereafter

 
19,690

 

 

 
19,690

Total

 

 

 

 
$
143,649

FAIR VALUE MEASUREMENT
FAIR VALUE MEASUREMENT
FAIR VALUE MEASUREMENT
Accounting guidance on fair value measurements for certain financial assets and liabilities requires that assets and liabilities carried at fair value be classified and disclosed in one of the following three categories:
Level 1 — Quoted market prices in active markets for identical assets or liabilities.
Level 2 — Observable market-based inputs or unobservable inputs that are corroborated by market data.
Level 3 — Unobservable inputs reflecting the reporting entity’s own assumptions or external inputs from inactive markets.
A financial asset or liability’s classification within the hierarchy is determined based on the lowest level of input that is significant to the fair value measurement.
We had no Level 3 assets or liabilities as of and during the periods ended June 30, 2017, and December 31, 2016. There were no transfers between levels during the period.
FINANCING ARRANGEMENTS
FINANCING ARRANGEMENTS
FINANCING ARRANGEMENTS
Senior Unsecured Revolving Credit Facility
We have a senior unsecured revolving credit facility (the "Credit Agreement") with total availability of $900 million which expires in December 2019. As of June 30, 2017, and December 31, 2016, we had $592 million and $740 million, respectively, in borrowings outstanding under the Credit Agreement, which is classified as a current liability on the condensed consolidated balance sheets. As of June 30, 2017, we had remaining borrowing availability of $308 million. The recorded amount of borrowings outstanding approximates fair value because of the short maturity period of the debt; therefore, we consider these borrowings to be a Level 2 financial liability.
Borrowings under the Credit Agreement generally bear interest at a variable rate determined by a pricing schedule or the base rate (which is the highest of (a) the administrative agent's prime rate, (b) the federal funds rate plus 0.50 percent, or (c) the sum of one-month LIBOR plus a specified margin). As of June 30, 2017, the variable rate equaled LIBOR plus 1.13 percent. In addition, there is a commitment fee on the average daily undrawn stated amount under each letter of credit issued under the facility. The weighted average interest rate incurred on borrowings during the three and six months ended June 30, 2017, was approximately 2.2 percent and 2.1 percent, respectively. At June 30, 2017, the interest rate incurred on borrowings was approximately 2.3 percent. The weighted average interest rate incurred on borrowings during each of the three and six months ended June 30, 2016, was approximately 1.5 percent. At June 30, 2016, the interest rate incurred on borrowing was approximately 1.5 percent.
The Credit Agreement contains various restrictions and covenants. Among other requirements, we may not permit our leverage ratio, determined as of the end of each of our fiscal quarters, of (i) Consolidated Funded Indebtedness to (ii) EBITDA (earnings before interest, taxes, depreciation, and amortization), to exceed 3.00 to 1.00.
The Credit Agreement also contains customary events of default. If an event of default under the Credit Agreement occurs and is continuing, then the administrative agent may declare any outstanding obligations under the Credit Agreement to be immediately due and payable. In addition, if we become the subject of voluntary or involuntary proceedings under any bankruptcy, insolvency, or similar law, then any outstanding obligations under the Credit Agreement will automatically become immediately due and payable.
Note Purchase Agreement
On August 23, 2013, we entered into a Note Purchase Agreement with certain institutional investors (the “Purchasers”) named therein (the “Note Purchase Agreement”). Pursuant to the Note Purchase Agreement, the Purchasers purchased, on August 27, 2013, (i) $175,000,000 aggregate principal amount of the company’s 3.97 percent Senior Notes, Series A, due August 27, 2023 (the “Series A Notes”), (ii) $150,000,000 aggregate principal amount of the company’s 4.26 percent Senior Notes, Series B, due August 27, 2028 (the “Series B Notes”), and (iii) $175,000,000 aggregate principal amount of the company’s 4.60 percent Senior Notes, Series C, due August 27, 2033 (the “Series C Notes” and, together with the Series A Notes and the Series B Notes, the “Notes”). Interest on the Notes is payable semi-annually in arrears. We applied the proceeds of the sale of the Notes for share repurchases.
The Note Purchase Agreement contains customary provisions for transactions of this type, including representations and warranties regarding the company and its subsidiaries and various covenants, including covenants that require us to maintain specified financial ratios. The Note Purchase Agreement includes the following financial covenants: we will not permit our leverage ratio, determined as of the end of each of our fiscal quarters, of (i) Consolidated Funded Indebtedness to (ii) EBITDA (earnings before interest, taxes, depreciation, and amortization), to exceed 3.00 to 1.00; we will not permit the interest coverage ratio, as of the end of each of our fiscal quarters and for the twelve-month period then ending, of (i) Consolidated EBIT (earnings before income taxes) to (ii) Consolidated Interest Expense to be less than 2.00 to 1.00; and we will not permit, as of the end of each of our fiscal quarters, Consolidated Priority Debt to exceed 15 percent of Consolidated Total Assets.
The Note Purchase Agreement provides for customary events of default, generally with corresponding grace periods, including, without limitation, payment defaults with respect to the Notes, covenant defaults, cross-defaults to other agreements evidencing indebtedness of the company or its subsidiaries, certain judgments against the company or its subsidiaries, and events of bankruptcy involving the company or its material subsidiaries. The occurrence of an event of default would permit certain Purchasers to declare certain Notes then outstanding to be immediately due and payable.
Under the terms of the Note Purchase Agreement, the Notes are redeemable, in whole or in part, at 100 percent of the principal amount being redeemed together with a “make-whole amount” (as defined in the Note Purchase Agreement), and accrued and unpaid interest with respect to each Note. The obligations of the company under the Note Purchase Agreement and the Notes are guaranteed by C.H. Robinson Company, a Delaware corporation and a wholly-owned subsidiary of the company, and by C.H. Robinson Company, Inc., a Minnesota corporation and an indirect wholly-owned subsidiary of the company.
The Notes were issued by the company to the initial purchasers in a private placement in reliance on Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”). The Notes have not been registered under the Securities Act and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements.
The fair value of long-term debt under the Notes Purchase Agreement approximated $542.6 million at June 30, 2017. We estimate the fair value of our long-term debt primarily using an expected present value technique, which is based on observable market inputs using interest rates currently available to companies of similar credit standing for similar terms and remaining maturities, and considering our own risk. If our long-term debt was recorded at fair value, it would be classified as Level 2.
U.S. Trade Accounts Receivable Securitization
On April 26, 2017, we entered into a receivables purchase agreement and related transaction documents with The Bank of Tokyo-Mitsubishi UFJ, Ltd., New York Branch and Wells Fargo Bank, National Association to provide a receivables securitization facility (the “Receivables Securitization Facility”). The Receivables Securitization Facility is based on the securitization of our U.S. trade accounts receivable and provides funding of up to $250 million. The borrowings outstanding under the Receivables Securitization Facility were $250 million as of June 30, 2017 and are classified as long-term debt on the condensed consolidated balance sheets. The borrowings under the Receivables Securitization Facility in the three months ended June 30, 2017 were used to pay down amounts previously outstanding on the Credit Agreement. The interest rate on borrowings under the Receivables Securitization Facility for the three months ended June 30, 2017 was based on the asset-backed commercial paper rate plus a margin or 30 day LIBOR plus a margin, for a combined rate of 1.7 percent. The Receivables Securitization Facility expires on April 26, 2019 unless extended by the parties. There is a commitment fee we would be required to pay on any unused portion of the facility.
The Receivables Securitization Facility contains various customary affirmative and negative covenants, and it also contains customary default and termination provisions which provide for acceleration of amounts owed under the Receivables Securitization Facility upon the occurrence of certain specified events including, but not limited to, the failure to pay yield, fees, and other amounts due, defaults on certain other indebtedness, failure to discharge certain judgments, insolvency events, change in control, and exceeding certain financial ratios designed to capture events negatively affecting the overall credit quality of the receivables.
As of June 30, 2017, we were in compliance with all of the covenants under the Credit Agreement, Note Purchase Agreement, and Receivables Securitization Facility.
The recorded amount of borrowings outstanding on the Receivables Securitization Facility approximates fair value because it can be redeemed on short notice and the interest rate floats, therefore, we consider these borrowings to be a Level 2 financial liability.
INCOME TAXES
INCOME TAXES
INCOME TAXES
C.H. Robinson Worldwide, Inc. and its 80 percent (or more) owned U.S. subsidiaries file a consolidated federal return. We file unitary or separate state returns based on state filing requirements. With few exceptions, we are no longer subject to audits of U.S. federal, state and local, or non-U.S. income tax returns before 2010. During the first quarter of 2017, we adopted ASU 2016-09, Compensation - Stock Compensation (Topic 718). This adoption resulted in a decrease in our provision for income taxes for the three and six months ended June 30, 2017 of $1.2 million and $10.6 million, respectively. We have asserted that we will indefinitely reinvest earnings of foreign subsidiaries to support expansion of our international business. If we repatriated all foreign earnings, the estimated effect on income taxes payable would be an increase of approximately $23.7 million as of June 30, 2017.
Our effective tax rate for the three months ended June 30, 2017 and 2016 was 35.6 percent and 37.1 percent, respectively, and our effective tax rate for the six months ended June 30, 2017 and 2016 was 33.6 percent and 37.3 percent. The effective income tax rate for the three months ended June 30, 2017 was higher than the statutory federal income tax rate due to state income taxes, net of federal benefit. The effective income tax rate for the six months ended June 30, 2017 was lower than the statutory federal income tax rate due to the adoption of ASU 2016-09.
It is possible the amount of unrecognized tax benefit could change in the next twelve months as a result of a lapse of the statute of limitations and settlements with taxing authorities; however, we do not anticipate the change will have a material impact on our condensed consolidated results of operations or condensed consolidated financial position.
STOCK AWARD PLANS
STOCK AWARD PLANS
STOCK AWARD PLANS
Stock-based compensation cost is measured at the grant date based on the value of the award and is recognized as expense as it vests. A summary of our total compensation expense recognized in our condensed consolidated statements of operations and comprehensive income for stock-based compensation is as follows (in thousands):
 
Three Months Ended June 30,
 
Six Months Ended June 30,
 
2017
 
2016
 
2017
 
2016
Stock options
$
624

 
$
1,878

 
$
3,626

 
$
5,215

Stock awards
3,312

 
8,181

 
11,722

 
19,021

Company expense on ESPP discount
588

 
547

 
1,494

 
1,549

Total stock-based compensation expense
$
4,524

 
$
10,606

 
$
16,842

 
$
25,785


On May 12, 2016, our shareholders approved an amendment to and restatement of our 2013 Equity Incentive Plan, which allows us to grant certain stock awards, including stock options at fair market value and performance shares and restricted stock units, to our key employees and outside directors. A maximum of 13,041,803 shares can be granted under this plan. Approximately 4,960,911 shares were available for stock awards under the plan as of June 30, 2017. Shares subject to awards that expire or are canceled without delivery of shares or that are settled in cash generally become available again for issuance under the plan.
Stock Options - We have awarded time-based and performance-based stock options to certain key employees. These options are subject to certain vesting requirements over a five-year period based on the company’s earnings growth. Any options remaining unvested at the end of the five-year vesting period are forfeited to the company. Although participants can exercise options via a stock swap exercise, we do not issue reloads (restoration options) on the grants.
The fair value of these options is established based on the market price on the date of grant, discounted for post-vesting holding restrictions, calculated using the Black-Scholes option pricing model. Changes in measured stock price volatility and interest rates are the primary reasons for changes in the discount. These grants are being expensed based on the terms of the awards. As of June 30, 2017, unrecognized compensation expense related to stock options was $53.0 million. The amount of future expense to be recognized will be based on the passage of time, the company’s earnings growth, and certain other conditions.
Full Value Awards - We have awarded performance shares and restricted stock units to certain key employees and non-employee directors. These awards are subject to certain vesting requirements over a five-year period, based on the company’s earnings growth. The awards also contain restrictions on the awardees’ ability to sell or transfer vested awards for a specified period of time. The fair value of these awards is established based on the market price on the date of grant, discounted for post-vesting holding restrictions. The discounts on outstanding grants vary from 15 percent to 22 percent and are calculated using the Black-Scholes option pricing model-protective put method. Changes in measured stock price volatility and interest rates are the primary reasons for changes in the discount. These grants are being expensed based on the terms of the awards.
We have also awarded restricted shares and restricted stock units to certain key employees that vest primarily based on their continued employment. The value of these awards is established by the market price on the date of the grant and is being expensed over the vesting period of the award.
We have also issued to certain key employees and non-employee directors restricted stock units which are fully vested upon issuance. These units contain restrictions on the awardees’ ability to sell or transfer vested units for a specified period of time. The fair value of these units is established using the same method discussed above. These grants have been expensed during the year they were earned.
As of June 30, 2017, there was unrecognized compensation expense of $126.8 million related to previously granted full value awards. The amount of future expense to be recognized will be based on the passage of time, the company’s earnings growth, and certain other conditions.
Employee Stock Purchase Plan - Our 1997 Employee Stock Purchase Plan ("ESPP") allows our employees to contribute up to $10,000 of their annual cash compensation to purchase company stock. Purchase price is determined using the closing price on the last day of each quarter discounted by 15 percent. Shares vest immediately. The following is a summary of the employee stock purchase plan activity (dollar amounts in thousands): 
Three Months Ended June 30, 2017
Shares purchased
by employees
 
Aggregate cost
to employees
 
Expense recognized
by the company
56,889

 
$
3,320

 
$
588

LITIGATION
LITIGATION
LITIGATION
We are not subject to any pending or threatened litigation other than routine litigation arising in the ordinary course of our business operations, including 16 contingent auto liability cases. For some legal proceedings, we have accrued an amount that reflects the aggregate liability deemed probable and estimable, but this amount is not material to our condensed consolidated financial position, results of operations, or cash flows. Because of the preliminary nature of many of these proceedings, the difficulty in ascertaining the applicable facts relating to many of these proceedings, the inconsistent treatment of claims made in many of these proceedings, and the difficulty of predicting the settlement value of many of these proceedings, we are often unable to estimate an amount or range of any reasonably possible additional losses. However, based upon our historical experience, the resolution of these proceedings is not expected to have a material effect on our consolidated financial position, results of operations, or cash flows.
ACQUISITIONS
ACQUISITIONS
ACQUISITIONS
On September 30, 2016, we acquired all of the outstanding stock of APC Logistics ("APC") for the purpose of expanding our global presence and bringing additional capabilities and expertise to our portfolio. Total purchase consideration was $229.4 million, which was paid in cash. We used advances under the Credit Agreement to fund part of the cash consideration. The following is a preliminary summary of the allocation of purchase price consideration to the estimated fair value of net assets for the acquisition of APC (in thousands):
Cash
$
10,181

Receivables
37,190

Inventory and other current assets
2,609

Property and equipment
1,696

Identifiable intangible assets
78,842

Goodwill
132,797

Other noncurrent assets
70

Long term deferred tax asset
814

Total assets
264,199

 
 
Accounts payable
(22,147
)
Accrued expenses
(12,700
)
Estimated net assets acquired
$
229,352


Identifiable intangible assets and estimated useful lives are as follows (dollars in thousands):
 
Estimated Life (years)
 
 
Customer relationships
7
 
$
78,842


The APC goodwill is a result of acquiring and retaining the APC existing workforce and expected synergies from integrating their business into ours. Purchase accounting is considered preliminary, subject to revision, mainly with respect to certain potential post-closing adjustments. The goodwill will not be deductible for tax purposes. The results of operations of APC have been included in our consolidated financial statements since October 1, 2016. Pro forma financial information for prior periods is not presented because we believe the acquisition to be not material to our consolidated results. During the first quarter of 2017, we paid $1.8 million resulting from a working capital adjustment due to the sellers per the terms of the agreement.
SEGMENT REPORTING
SEGMENT REPORTING
SEGMENT REPORTING
Our reportable segments are based on our method of internal reporting, which generally segregates the segments by service line and the primary services they provide to our customers. Beginning with the fourth quarter of 2016, based on certain internal reporting changes, we identified three reportable segments as follows:
North American Surface Transportation-NAST provides freight transportation services across North America through a network of offices in the United States, Canada, and Mexico. The primary services provided by NAST include truckload, LTL, and intermodal.
Global Forwarding-Global Forwarding provides global logistics services through an international network of offices in North America, Asia, Europe, Australia, New Zealand, and South America and also contracts with independent agents worldwide. The primary services provided by Global Forwarding include ocean freight services, airfreight services, and customs brokerage.
Robinson Fresh-Robinson Fresh provides sourcing services under the trade name of Robinson Fresh. Our sourcing services primarily include the buying, selling, and marketing of fresh fruits, vegetables, and other perishable items. Robinson Fresh sources products from around the world and has a physical presence in North America, Europe, Asia, and South America. This segment often provides the logistics and transportation of the products they sell, in addition to temperature controlled transportation services for its customers.
All Other and Corporate-All Other and Corporate includes our Managed Services segment, as well as Other Surface Transportation outside of North America and other miscellaneous revenues and unallocated corporate expenses. Managed Services provides Transportation Management Services, or Managed TMS®. Other Surface Transportation revenues are primarily earned by Europe Surface Transportation. Europe Surface Transportation provides services similar to NAST across Europe.
The internal reporting of segments is defined, based in part, on the reporting and review process used by our chief operating decision maker, our Chief Executive Officer. The accounting policies of our reporting segments are the same as those described in the summary of significant accounting policies in our Annual Report on Form 10-K for the year ended December 31, 2016. Segment information for prior years has been retroactively recast to align with current year presentation. Segment information as of, and for the three and six months ended June 30, 2017 and 2016, is as follows (dollars in thousands):
 
NAST
 
Global Forwarding
 
Robinson Fresh
 
All Other and Corporate
 
Eliminations
 
Consolidated
Three Months Ended June 30, 2017
 
 
 
 
 
 
 
 
 
 
 
Revenues
$
2,381,551

 
$
528,820

 
$
657,003

 
$
142,644

 
$

 
$
3,710,018

  Intersegment revenues
112,243

 
7,440

 
39,669

 
3,670

 
(163,022
)
 

Total Revenues
$
2,493,794

 
$
536,260

 
$
696,672

 
$
146,314

 
$
(163,022
)
 
$
3,710,018

Net Revenues
$
359,906

 
$
121,023

 
$
60,846

 
$
32,014

 
$

 
$
573,789

Income from Operations
140,284

 
27,675

 
14,249

 
(388
)
 

 
181,820

Depreciation and amortization
5,706

 
8,099

 
1,198

 
7,943

 

 
22,946

Total assets(1)
2,189,711

 
741,443

 
455,214

 
579,521

 

 
3,965,889

Average headcount
7,003

 
4,021

 
980

 
2,616

 

 
14,620

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
NAST
 
Global Forwarding
 
Robinson Fresh
 
All Other and Corporate
 
Eliminations
 
Consolidated
Three Months Ended June 30, 2016
 
 
 
 
 
 
 
 
 
 
 
Revenues
$
2,158,615

 
$
356,773

 
$
660,204

 
$
124,149

 
$

 
$
3,299,741

  Intersegment revenues
71,543

 
8,763

 
27,049

 
229

 
(107,584
)
 

Total Revenues
$
2,230,158

 
$
365,536

 
$
687,253

 
$
124,378

 
$
(107,584
)
 
$
3,299,741

Net Revenues
$
399,203

 
$
97,224

 
$
67,820

 
$
29,968

 
$

 
$
594,215

Income from Operations
182,721

 
22,396

 
27,311

 
1,319

 

 
233,747

Depreciation and amortization
5,502

 
5,079

 
839

 
6,764

 

 
18,184

Total assets(1)
1,936,149

 
505,778

 
427,272

 
479,871

 

 
3,349,070

Average headcount
6,800

 
3,514

 
947

 
2,261

 

 
13,522

 
NAST
 
Global Forwarding
 
Robinson Fresh
 
All Other and Corporate
 
Eliminations
 
Consolidated
Six Months Ended June 30, 2017
 
 
 
 
 
 
 
 
 
 
 
Revenues
$
4,640,803

 
$
997,608

 
$
1,207,448

 
$
279,284

 
$

 
$
7,125,143

  Intersegment revenues
213,397

 
15,583

 
73,009

 
10,548

 
(312,537
)
 

Total Revenues
$
4,854,200

 
$
1,013,191

 
$
1,280,457

 
$
289,832

 
$
(312,537
)
 
$
7,125,143

Net Revenues
$
732,346

 
$
227,569

 
$
117,683

 
$
64,757

 
$

 
$
1,142,355

Income from Operations
296,161

 
43,881

 
28,901

 
835

 

 
369,778

Depreciation and amortization
11,296

 
16,119

 
2,344

 
15,618

 

 
45,377

Total assets(1)
2,189,711

 
741,443

 
455,214

 
579,521

 

 
3,965,889

Average headcount
6,926

 
3,977

 
971

 
2,580

 

 
14,454

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
NAST
 
Global Forwarding
 
Robinson Fresh
 
All Other and Corporate
 
Eliminations
 
Consolidated
Six Months Ended June 30, 2016
 
 
 
 
 
 
 
 
 
 
 
Revenues
$
4,204,094

 
$
707,885

 
$
1,224,297

 
$
237,408

 
$

 
$
6,373,684

  Intersegment revenues
131,812

 
14,843

 
50,945

 
542

 
(198,142
)
 

Total Revenues
$
4,335,906

 
$
722,728

 
$
1,275,242

 
$
237,950

 
$
(198,142
)
 
$
6,373,684

Net Revenues
$
783,001

 
$
190,090

 
$
126,005

 
$
58,454

 
$

 
$
1,157,550

Income from Operations
345,072

 
39,253

 
45,044

 
3,330

 

 
432,699

Depreciation and amortization
11,004

 
10,158

 
1,607

 
12,290

 

 
35,059

Total assets(1)
1,936,149

 
505,778

 
427,272

 
479,871

 

 
3,349,070

Average headcount
6,749

 
3,499

 
937

 
2,216

 

 
13,401

(1) All cash and cash equivalents are included in All Other and Corporate.
CHANGES IN ACCUMULATED OTHER COMPREHENSIVE LOSS
CHANGES IN ACCUMULATED OTHER COMPREHENSIVE LOSS
CHANGES IN ACCUMULATED OTHER COMPREHENSIVE LOSS
Accumulated other comprehensive loss is included in Stockholders' investment on our condensed consolidated balance sheets. The recorded balance, at June 30, 2017, and December 31, 2016, was $37.3 million and $61.4 million, respectively. Accumulated other comprehensive loss is comprised solely of foreign currency translation adjustments at June 30, 2017 and December 31, 2016.
GENERAL (Policies)
Basis of Presentation - C.H. Robinson Worldwide, Inc. and our subsidiaries (“the company,” “we,” “us,” or “our”) are a global provider of transportation services and logistics solutions operating through a network of offices located in North America, Europe, Asia, Australia, New Zealand, and South America. The consolidated financial statements include the accounts of C.H. Robinson Worldwide, Inc. and our majority owned and controlled subsidiaries. Our minority interests in subsidiaries are not significant. All intercompany transactions and balances have been eliminated in the consolidated financial statements.
Our reportable segments are North American Surface Transportation ("NAST"), Global Forwarding, Robinson Fresh, and All Other and Corporate. The All Other and Corporate segment includes Managed Services, Other Surface Transportation outside of North America, and other miscellaneous revenues and unallocated corporate expenses. We group offices primarily by services they provide. For financial information concerning our reportable segments, refer to Note 9.
The condensed consolidated financial statements, which are unaudited, have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). In our opinion, these financial statements include all adjustments (consisting only of normal recurring adjustments) necessary for a fair presentation of the financial statements for the interim periods presented. Interim results are not necessarily indicative of results for a full year.
Consistent with SEC rules and regulations, we have condensed or omitted certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States. You should read the condensed consolidated financial statements and related notes in conjunction with the consolidated financial statements and notes in our Annual Report on Form 10-K for the year ended December 31, 2016.
Recently Issued Accounting Standards - In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2014-09, Revenue from Contracts with Customers, and in August 2015 issued ASU 2015-14, which amended the standard as to effective date. The new comprehensive revenue recognition standard will supersede all existing revenue recognition guidance under U.S. GAAP. The standard’s core principle is that a company will recognize revenue when it transfers promised goods or services to a customer in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. The standard requires more detailed disclosures to enable users of financial statements to understand the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. We plan to adopt this new standard on January 1, 2018 under the modified retrospective transition method with a cumulative adjustment to retained earnings instead of retrospectively adjusting prior periods. We anticipate the adoption of this standard will change the timing of revenue recognition for most of our transportation business from at delivery to over the transit period as our performance obligation is completed. Due to the short transit period of many of our performance obligations, we do not expect this change to have a material impact on our results of operations, financial position, or cash flows once implemented although we are still finalizing our evaluation of the system and data requirements necessary to quantify the impact. The adoption of the new standard may change the presentation of revenue from gross to the net amount we charge our customers for certain of our sourcing performance obligations and will expand our existing revenue recognition disclosures upon adoption.  As we complete our overall evaluation and implementation efforts we are also identifying and preparing to implement changes to our accounting policies, practices, and controls to support the new standard.
In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842). This update requires a lessee to recognize on the balance sheet a liability to make lease payments and a corresponding right-of-use asset. The guidance also requires certain qualitative and quantitative disclosures about the amount, timing, and uncertainty of cash flows arising from leases. This update is effective for annual and interim periods beginning after December 15, 2018, which will require us to adopt these provisions in the first quarter of 2019 using a modified retrospective approach. Early adoption is permitted, although we do not plan to adopt early. We have obligations under lease agreements for facilities and equipment, which are classified as operating leases under the existing lease standard. While we are still evaluating the impact ASU 2016-02 will have on our consolidated results of operations, financial condition, and cash flows, our financial statements will reflect an increase in both assets and liabilities due to the requirement to recognize right-of-use assets and lease liabilities on the consolidated balance sheets for our facility and equipment leases.
In March 2016, the FASB issued ASU 2016-09, Compensation - Stock Compensation (Topic 718). This update was issued as part of the FASB’s simplification initiative and affects all entities that issue share-based payment awards to their employees. The amendments in this update cover such areas as the recognition of excess tax benefits and deficiencies, the classification of those excess tax benefits on the statement of cash flows, and accounting policy election for forfeitures, the amount an employer can withhold to cover income taxes and still qualify for equity classification, and the classification of those taxes paid on the statement of cash flows. This update is effective for annual and interim periods beginning after December 15, 2016. During the first quarter of 2017, we adopted ASU 2016-09, Compensation - Stock Compensation (Topic 718). The adoption of ASU 2016-09 prospectively impacts the recording of income taxes related to share-based payment awards in our consolidated statement of financial position and results of operations, as well as the operating and financing cash flows on the consolidated statements of cash flows. The magnitude of such impacts are dependent on our future grants of stock-based compensation, our future stock price in relation to the fair value of awards on grant date, and the exercise behavior of our option holders. We prospectively adopted these provisions in the first quarter of 2017. Prior periods have not been restated. This adoption resulted in a decrease in our provision for income taxes for the three and six months ended June 30, 2017 of $1.2 million and $10.6 million, respectively.
In January 2017, the FASB issued ASU 2017-04, Intangibles - Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment. This update simplifies the accounting for goodwill impairments by eliminating step two from the goodwill impairment test. Instead, if the carrying amount of a reporting unit exceeds its fair value, any impairment loss shall be recognized in an amount equal to that excess, limited to the total amount of goodwill allocated to that reporting unit. The ASU is effective for annual and any interim impairment tests for periods beginning after December 15, 2019. Early adoption is permitted for interim and annual goodwill impairment tests performed after January 1, 2017. We have not yet selected a transition date nor have we determined the effect of the standard on our ongoing financial reporting.
In May 2017, the FASB issued ASU 2017-09, Compensation - Stock Compensation (Topic 718): Scope of Modification Accounting. This update amends the scope of modification accounting for share-based payment arrangements. The ASU provides guidance on the types of changes to the terms or conditions of share-based payment awards to which an entity would be required to apply modification accounting under Topic 718. The ASU is effective for annual and interim periods beginning after December 15, 2017, with early adoption permitted. The amendments in this update will be applied prospectively to awards modified on or after the adoption date. The future impact of ASU 2017-09 will be dependent on the nature of future stock award modifications.
We evaluate our reporting units on a continual basis and, if necessary, reassign goodwill using a relative fair value allocation approach. Goodwill is tested for impairment at the reporting unit level on an annual basis and between annual tests if an event occurs or circumstances change that would more likely than not reduce the fair value of a reporting unit below its carrying value. These events or circumstances could include a significant change in the business climate, legal factors, operating performance indicators, competition, or sale or disposition of a significant portion of a reporting unit.
FAIR VALUE MEASUREMENT
Accounting guidance on fair value measurements for certain financial assets and liabilities requires that assets and liabilities carried at fair value be classified and disclosed in one of the following three categories:
Level 1 — Quoted market prices in active markets for identical assets or liabilities.
Level 2 — Observable market-based inputs or unobservable inputs that are corroborated by market data.
Level 3 — Unobservable inputs reflecting the reporting entity’s own assumptions or external inputs from inactive markets.
A financial asset or liability’s classification within the hierarchy is determined based on the lowest level of input that is significant to the fair value measurement.
GOODWILL AND OTHER INTANGIBLE ASSETS (Tables)
The change in carrying amount of goodwill is as follows (in thousands):
 
NAST
 
Global Forwarding
 
Robinson Fresh
 
All Other and Corporate
 
Total
December 31, 2016 balance
$
907,230

 
$
159,050

 
$
139,558

 
$
26,958

 
$
1,232,796

Translation
7,449

 
1,306

 
1,146

 
221

 
10,122

June 30, 2017 balance
$
914,679

 
$
160,356

 
$
140,704

 
$
27,179

 
$
1,242,918

Identifiable intangible assets consisted of the following (in thousands):
 
June 30, 2017
 
December 31, 2016
 
Cost
 
Accumulated Amortization
 
Net
 
Cost
 
Accumulated Amortization
 
Net
Finite-lived intangibles
 
 
 
 
 
 
 
 
 
 
 
Customer relationships
$
248,530

 
$
(105,043
)
 
$
143,487

 
$
244,036

 
$
(87,199
)
 
$
156,837

Non-competition agreements
500

 
(338
)
 
162

 
500

 
(287
)
 
213

Total finite-lived intangibles
249,030

 
(105,381
)
 
143,649

 
244,536

 
(87,486
)
 
157,050

 
 
 
 
 
 
 
 
 
 
 
 
Indefinite-lived intangibles
 
 
 
 
 
 
 
 
 
 
 
Trademarks
10,475

 

 
10,475

 
10,475

 

 
10,475

Total intangibles
$
259,505

 
$
(105,381
)
 
$
154,124

 
$
255,011

 
$
(87,486
)
 
$
167,525

Amortization expense for other intangible assets is as follows (in thousands): 
 
Three Months Ended June 30,
 
Six Months Ended June 30,
 
2017
 
2016
 
2017
 
2016
Amortization expense
$
8,843

 
$
6,095

 
$
17,718

 
$
12,188

Definite-lived intangible assets, by reportable segment, as of June 30, 2017, will be amortized over their remaining lives as follows (in thousands):
 
NAST
 
Global Forwarding
 
Robinson Fresh
 
All Other and Corporate
 
Total
Remainder of 2017
$
3,780

 
$
13,804

 
$

 
$
280

 
$
17,864

2018
7,560

 
27,476

 

 

 
35,036

2019
7,560

 
27,476

 

 

 
35,036

2020

 
24,772

 

 

 
24,772

2021

 
11,251

 

 

 
11,251

Thereafter

 
19,690

 

 

 
19,690

Total

 

 

 

 
$
143,649

STOCK AWARD PLANS (Tables)
A summary of our total compensation expense recognized in our condensed consolidated statements of operations and comprehensive income for stock-based compensation is as follows (in thousands):
 
Three Months Ended June 30,
 
Six Months Ended June 30,
 
2017
 
2016
 
2017
 
2016
Stock options
$
624

 
$
1,878

 
$
3,626

 
$
5,215

Stock awards
3,312

 
8,181

 
11,722

 
19,021

Company expense on ESPP discount
588

 
547

 
1,494

 
1,549

Total stock-based compensation expense
$
4,524

 
$
10,606

 
$
16,842

 
$
25,785

The following is a summary of the employee stock purchase plan activity (dollar amounts in thousands): 
Three Months Ended June 30, 2017
Shares purchased
by employees
 
Aggregate cost
to employees
 
Expense recognized
by the company
56,889

 
$
3,320

 
$
588

ACQUISITIONS (Tables)
The following is a preliminary summary of the allocation of purchase price consideration to the estimated fair value of net assets for the acquisition of APC (in thousands):
Cash
$
10,181

Receivables
37,190

Inventory and other current assets
2,609

Property and equipment
1,696

Identifiable intangible assets
78,842

Goodwill
132,797

Other noncurrent assets
70

Long term deferred tax asset
814

Total assets
264,199

 
 
Accounts payable
(22,147
)
Accrued expenses
(12,700
)
Estimated net assets acquired
$
229,352

Identifiable intangible assets and estimated useful lives are as follows (dollars in thousands):
 
Estimated Life (years)
 
 
Customer relationships
7
 
$
78,842

SEGMENT REPORTING (Tables)
Summary of Segment Information
Segment information as of, and for the three and six months ended June 30, 2017 and 2016, is as follows (dollars in thousands):
 
NAST
 
Global Forwarding
 
Robinson Fresh
 
All Other and Corporate
 
Eliminations
 
Consolidated
Three Months Ended June 30, 2017
 
 
 
 
 
 
 
 
 
 
 
Revenues
$
2,381,551

 
$
528,820

 
$
657,003

 
$
142,644

 
$

 
$
3,710,018

  Intersegment revenues
112,243

 
7,440

 
39,669

 
3,670

 
(163,022
)
 

Total Revenues
$
2,493,794

 
$
536,260

 
$
696,672

 
$
146,314

 
$
(163,022
)
 
$
3,710,018

Net Revenues
$
359,906

 
$
121,023

 
$
60,846

 
$
32,014

 
$

 
$
573,789

Income from Operations
140,284

 
27,675

 
14,249

 
(388
)
 

 
181,820

Depreciation and amortization
5,706

 
8,099

 
1,198

 
7,943

 

 
22,946

Total assets(1)
2,189,711

 
741,443

 
455,214

 
579,521

 

 
3,965,889

Average headcount
7,003

 
4,021

 
980

 
2,616

 

 
14,620

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
NAST
 
Global Forwarding
 
Robinson Fresh
 
All Other and Corporate
 
Eliminations
 
Consolidated
Three Months Ended June 30, 2016
 
 
 
 
 
 
 
 
 
 
 
Revenues
$
2,158,615

 
$
356,773

 
$
660,204

 
$
124,149

 
$

 
$
3,299,741

  Intersegment revenues
71,543

 
8,763

 
27,049

 
229

 
(107,584
)
 

Total Revenues
$
2,230,158

 
$
365,536

 
$
687,253

 
$
124,378

 
$
(107,584
)
 
$
3,299,741

Net Revenues
$
399,203

 
$
97,224

 
$
67,820

 
$
29,968

 
$

 
$
594,215

Income from Operations
182,721

 
22,396

 
27,311

 
1,319

 

 
233,747

Depreciation and amortization
5,502

 
5,079

 
839

 
6,764

 

 
18,184

Total assets(1)
1,936,149

 
505,778

 
427,272

 
479,871

 

 
3,349,070

Average headcount
6,800

 
3,514

 
947

 
2,261

 

 
13,522

 
NAST
 
Global Forwarding
 
Robinson Fresh
 
All Other and Corporate
 
Eliminations
 
Consolidated
Six Months Ended June 30, 2017
 
 
 
 
 
 
 
 
 
 
 
Revenues
$
4,640,803

 
$
997,608

 
$
1,207,448

 
$
279,284

 
$

 
$
7,125,143

  Intersegment revenues
213,397

 
15,583

 
73,009

 
10,548

 
(312,537
)
 

Total Revenues
$
4,854,200

 
$
1,013,191

 
$
1,280,457

 
$
289,832

 
$
(312,537
)
 
$
7,125,143

Net Revenues
$
732,346

 
$
227,569

 
$
117,683

 
$
64,757

 
$

 
$
1,142,355

Income from Operations
296,161

 
43,881

 
28,901

 
835

 

 
369,778

Depreciation and amortization
11,296

 
16,119

 
2,344

 
15,618

 

 
45,377

Total assets(1)
2,189,711

 
741,443

 
455,214

 
579,521

 

 
3,965,889

Average headcount
6,926

 
3,977

 
971

 
2,580

 

 
14,454

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
NAST
 
Global Forwarding
 
Robinson Fresh
 
All Other and Corporate
 
Eliminations
 
Consolidated
Six Months Ended June 30, 2016
 
 
 
 
 
 
 
 
 
 
 
Revenues
$
4,204,094

 
$
707,885

 
$
1,224,297

 
$
237,408

 
$

 
$
6,373,684

  Intersegment revenues
131,812

 
14,843

 
50,945

 
542

 
(198,142
)
 

Total Revenues
$
4,335,906

 
$
722,728

 
$
1,275,242

 
$
237,950

 
$
(198,142
)
 
$
6,373,684

Net Revenues
$
783,001

 
$
190,090

 
$
126,005

 
$
58,454

 
$

 
$
1,157,550

Income from Operations
345,072

 
39,253

 
45,044

 
3,330

 

 
432,699

Depreciation and amortization
11,004

 
10,158

 
1,607

 
12,290

 

 
35,059

Total assets(1)
1,936,149

 
505,778

 
427,272

 
479,871

 

 
3,349,070

Average headcount
6,749

 
3,499

 
937

 
2,216

 

 
13,401

(1) All cash and cash equivalents are included in All Other and Corporate.
GENERAL (Details) (USD $)
In Millions, unless otherwise specified
3 Months Ended 6 Months Ended
Jun. 30, 2017
Jun. 30, 2017
Organization, Consolidation and Presentation of Financial Statements [Abstract]
 
 
Effective income tax rate reconciliation, share-based compensation, excess tax benefit amount
$ 1.2 
$ 10.6 
GOODWILL AND OTHER INTANGIBLE ASSETS - Change in the Carrying Amount of Goodwill (Details) (USD $)
In Thousands, unless otherwise specified
6 Months Ended
Jun. 30, 2017
Goodwill [Roll Forward]
 
Balance, beginning of period
$ 1,232,796 
Translation
10,122 
Balance, end of period
1,242,918 
NAST
 
Goodwill [Roll Forward]
 
Balance, beginning of period
907,230 
Translation
7,449 
Balance, end of period
914,679 
Global Forwarding
 
Goodwill [Roll Forward]
 
Balance, beginning of period
159,050 
Translation
1,306 
Balance, end of period
160,356 
Robinson Fresh
 
Goodwill [Roll Forward]
 
Balance, beginning of period
139,558 
Translation
1,146 
Balance, end of period
140,704 
All Other and Corporate
 
Goodwill [Roll Forward]
 
Balance, beginning of period
26,958 
Translation
221 
Balance, end of period
$ 27,179 
GOODWILL AND OTHER INTANGIBLE ASSETS - Summary of Intangible Assets (Details) (USD $)
In Thousands, unless otherwise specified
Jun. 30, 2017
Dec. 31, 2016
Finite-lived intangibles
 
 
Finite-lived intangibles
$ 249,030 
$ 244,536 
Accumulated amortization
(105,381)
(87,486)
Net
143,649 
157,050 
Indefinite-lived intangibles
 
 
Total intangibles, Cost
259,505 
255,011 
Total intangibles, Net
154,124 
167,525 
Trademarks
 
 
Indefinite-lived intangibles
 
 
Indefinite-lived intangibles, Gross
10,475 
10,475 
Customer relationships
 
 
Finite-lived intangibles
 
 
Finite-lived intangibles
248,530 
244,036 
Accumulated amortization
(105,043)
(87,199)
Net
143,487 
156,837 
Non-competition agreements
 
 
Finite-lived intangibles
 
 
Finite-lived intangibles
500 
500 
Accumulated amortization
(338)
(287)
Net
$ 162 
$ 213 
GOODWILL AND OTHER INTANGIBLE ASSETS - Estimated Amortization Expense on Intangible Assets (Details) (USD $)
In Thousands, unless otherwise specified
3 Months Ended 6 Months Ended
Jun. 30, 2017
Jun. 30, 2016
Jun. 30, 2017
Jun. 30, 2016
Dec. 31, 2016
Goodwill [Line Items]
 
 
 
 
 
Amortization expense
$ 8,843 
$ 6,095 
$ 17,718 
$ 12,188 
 
Estimated amortization expense
 
 
 
 
 
Remainder of 2017
17,864 
 
17,864 
 
 
2018
35,036 
 
35,036 
 
 
2019
35,036 
 
35,036 
 
 
2020
24,772 
 
24,772 
 
 
2021
11,251 
 
11,251 
 
 
Thereafter
19,690 
 
19,690 
 
 
Net
143,649 
 
143,649 
 
157,050 
NAST
 
 
 
 
 
Estimated amortization expense
 
 
 
 
 
Remainder of 2017
3,780 
 
3,780 
 
 
2018
7,560 
 
7,560 
 
 
2019
7,560 
 
7,560 
 
 
2020
 
 
 
2021
 
 
 
Thereafter
 
 
 
Global Forwarding
 
 
 
 
 
Estimated amortization expense
 
 
 
 
 
Remainder of 2017
13,804 
 
13,804 
 
 
2018
27,476 
 
27,476 
 
 
2019
27,476 
 
27,476 
 
 
2020
24,772 
 
24,772 
 
 
2021
11,251 
 
11,251 
 
 
Thereafter
19,690 
 
19,690 
 
 
Robinson Fresh
 
 
 
 
 
Estimated amortization expense
 
 
 
 
 
Remainder of 2017
 
 
 
2018
 
 
 
2019
 
 
 
2020
 
 
 
2021
 
 
 
Thereafter
 
 
 
All Other and Corporate
 
 
 
 
 
Estimated amortization expense
 
 
 
 
 
Remainder of 2017
280 
 
280 
 
 
2018
 
 
 
2019
 
 
 
2020
 
 
 
2021
 
 
 
Thereafter
$ 0 
 
$ 0 
 
 
FAIR VALUE MEASUREMENT (Details) (USD $)
Jun. 30, 2017
Dec. 31, 2016
Fair Value Disclosures [Abstract]
 
 
Liability at fair value
$ 0 
$ 0 
FINANCING ARRANGEMENTS (Details) (USD $)
3 Months Ended 6 Months Ended 0 Months Ended 6 Months Ended 3 Months Ended
Jun. 30, 2017
Jun. 30, 2017
Receivables Securitization Facility
The Bank of Tokyo-Mitsubishi UFJ, Ltd., New York Branch and Wells Fargo Bank, National Association
Secured Debt
Apr. 26, 2017
Receivables Securitization Facility
The Bank of Tokyo-Mitsubishi UFJ, Ltd., New York Branch and Wells Fargo Bank, National Association
Secured Debt
Jun. 30, 2017
Unsecured Debt
Senior Unsecured Revolving Credit Facility 2019 Term Loan
Jun. 30, 2016
Unsecured Debt
Senior Unsecured Revolving Credit Facility 2019 Term Loan
Jun. 30, 2017
Unsecured Debt
Senior Unsecured Revolving Credit Facility 2019 Term Loan
Jun. 30, 2016
Unsecured Debt
Senior Unsecured Revolving Credit Facility 2019 Term Loan
Jun. 30, 2017
Unsecured Debt
Senior Unsecured Revolving Credit Facility 2019 Term Loan
Federal Funds Rate
Jun. 30, 2017
Unsecured Debt
Senior Unsecured Revolving Credit Facility 2019 Term Loan
London Interbank Offered Rate (LIBOR)
Jun. 30, 2017
Unsecured Debt
Senior Unsecured Revolving Credit Facility 2019 Term Loan
Current Liability
Dec. 31, 2016
Unsecured Debt
Senior Unsecured Revolving Credit Facility 2019 Term Loan
Current Liability
Aug. 23, 2013
Senior Notes
Series A Notes
Aug. 23, 2013
Senior Notes
Series B Notes
Aug. 23, 2013
Senior Notes
Series C Notes
Aug. 23, 2013
Senior Notes
Note Purchase Agreement
Jun. 30, 2017
Senior Notes
Note Purchase Agreement
Jun. 30, 2017
Line of Credit
Receivables Securitization Facility
London Interbank Offered Rate (LIBOR)
The Bank of Tokyo-Mitsubishi UFJ, Ltd., New York Branch and Wells Fargo Bank, National Association
Secured Debt
Debt Instrument [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Line of credit facility, maximum borrowing capacity
 
 
$ 250,000,000.0 
$ 900,000,000 
 
$ 900,000,000 
 
 
 
 
 
 
 
 
 
 
 
Borrowing outstanding
 
250,000,000 
 
 
 
 
 
 
 
592,000,000 
740,000,000 
 
 
 
 
 
 
Borrowing availability
 
 
 
308,000,000 
 
308,000,000 
 
 
 
 
 
 
 
 
 
 
 
Debt instrument, basis spread on variable rate
 
 
 
 
 
 
 
0.50% 
1.13% 
 
 
 
 
 
 
 
1.74% 
Debt instrument, interest rate during period
 
 
 
2.20% 
1.50% 
2.10% 
1.50% 
 
 
 
 
 
 
 
 
 
 
Debt, weighted average interest rate
 
 
 
2.30% 
1.50% 
2.30% 
1.50% 
 
 
 
 
 
 
 
 
 
 
Debt instrument, covenant, leverage ratio, maximum
 
 
 
3.00 
 
3.00 
 
 
 
 
 
 
 
 
 
3.00 
 
Debt instrument, face amount
 
 
 
 
 
 
 
 
 
 
 
175,000,000 
150,000,000 
175,000,000 
 
 
 
Debt instrument, interest rate, stated percentage
 
 
 
 
 
 
 
 
 
 
 
3.97% 
4.26% 
4.60% 
 
 
 
Debt instrument, covenant, interest expense ratio, maximum
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
2.00 
 
Debt instrument, covenant, priority debt, percentage
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
15.00% 
 
Debt instrument, redemption price, percentage
 
 
 
 
 
 
 
 
 
 
 
 
 
 
100.00% 
 
 
Long-term debt, fair value
$ 542,600,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
INCOME TAXES (Details) (USD $)
In Millions, unless otherwise specified
3 Months Ended 6 Months Ended
Jun. 30, 2017
Jun. 30, 2016
Jun. 30, 2017
Jun. 30, 2016
Income Tax Contingency [Line Items]
 
 
 
 
Effective income tax rate reconciliation, share-based compensation, excess tax benefit amount
$ 1.2 
 
$ 10.6 
 
Estimated effect on income taxes payable from foreign earnings repatriated
 
 
23.7 
 
Effective income tax
35.60% 
37.10% 
33.60% 
37.30% 
Accounting Standards Update 2016-09
 
 
 
 
Income Tax Contingency [Line Items]
 
 
 
 
Effective income tax rate reconciliation, share-based compensation, excess tax benefit amount
$ 1.2 
 
 
 
STOCK AWARD PLANS - Summary of Total Compensation Expense Recognized in Statements of Operations for Stock-Based Compensation (Details) (USD $)
In Thousands, unless otherwise specified
3 Months Ended 6 Months Ended
Jun. 30, 2017
Jun. 30, 2016
Jun. 30, 2017
Jun. 30, 2016
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
 
Stock-based compensation expense
$ 4,524 
$ 10,606 
$ 16,842 
$ 25,785 
Stock options
 
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
 
Stock-based compensation expense
624 
1,878 
3,626 
5,215 
Stock awards
 
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
 
Stock-based compensation expense
3,312 
8,181 
11,722 
19,021 
Company expense on ESPP discount
 
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
 
Stock-based compensation expense
$ 588 
$ 547 
$ 1,494 
$ 1,549 
STOCK AWARD PLANS - Additional Information (Details) (USD $)
3 Months Ended 6 Months Ended 6 Months Ended
Jun. 30, 2017
Jun. 30, 2017
Stock Option
May 12, 2016
Stock Option
Jun. 30, 2017
Restricted Stock Awards
Compensation Related Costs Share Based Payments Disclosure [Line Items]
 
 
 
 
Maximum shares that can be granted under stock plan (shares)
 
 
13,041,803 
 
Shares available for stock awards (shares)
 
4,960,911 
 
 
Stock award, vesting period
 
5 years 
 
5 years 
Unrecognized compensation expense
 
$ 53,000,000 
 
$ 126,800,000 
Restricted stock awards, discount for post-vesting holding restriction, lower limit
 
 
 
15.00% 
Restricted stock awards, discount for post-vesting holding restriction, upper limit
 
 
 
22.00% 
Maximum employee contribution to purchase company stock
$ 10,000 
 
 
 
Discount rate used to determine the purchase price
15.00% 
 
 
 
STOCK AWARD PLANS - Summary of Employee Stock Purchase Plan Activity (Details) (USD $)
In Thousands, except Share data, unless otherwise specified
3 Months Ended 6 Months Ended
Jun. 30, 2017
Jun. 30, 2016
Jun. 30, 2017
Jun. 30, 2016
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
 
Shares purchased by employees (shares)
56,889 
 
 
 
Aggregate cost to employees
$ 3,320 
 
 
 
Expense recognized by the company
4,524 
10,606 
16,842 
25,785 
Company expense on ESPP discount
 
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
 
Expense recognized by the company
$ 588 
$ 547 
$ 1,494 
$ 1,549 
LITIGATION (Details) (Contingent Auto Liability Claim)
6 Months Ended
Jun. 30, 2017
case
Contingent Auto Liability Claim
 
Loss Contingencies [Line Items]
 
Contingency auto liability cases (case)
16 
ACQUISITIONS - Additional Information (Details) (USD $)
3 Months Ended 6 Months Ended 0 Months Ended
Mar. 31, 2017
Jun. 30, 2017
Jun. 30, 2016
Sep. 30, 2016
APC Logistics
Business Acquisition [Line Items]
 
 
 
 
Total purchase price
 
 
 
$ 229,400,000 
Payments related to working capital adjustment
$ 1,800,000 
$ 1,780,000 
$ 0 
 
ACQUISITIONS - Schedule of Recognized Identified Assets Acquired and Liabilities Assumed (Details) (USD $)
In Thousands, unless otherwise specified
Jun. 30, 2017
Dec. 31, 2016
Sep. 30, 2016
APC Logistics
Business Acquisition [Line Items]
 
 
 
Cash
 
 
$ 10,181 
Receivables
 
 
37,190 
Inventory and other current assets
 
 
2,609 
Property and equipment
 
 
1,696 
Identifiable intangible assets
 
 
78,842 
Goodwill
1,242,918 
1,232,796 
132,797 
Other noncurrent assets
 
 
70 
Long term deferred tax asset
 
 
814 
Total assets
 
 
264,199 
Accounts payable
 
 
(22,147)
Accrued expenses
 
 
(12,700)
Estimated net assets acquired
 
 
$ 229,352 
ACQUISITIONS - Schedule of Finite-Lived Intangible Assets by Major Class (Details) (APC Logistics, USD $)
In Thousands, unless otherwise specified
0 Months Ended
Sep. 30, 2016
Sep. 30, 2016
Business Acquisition [Line Items]
 
 
Identifiable intangible assets
$ 78,842 
$ 78,842 
Customer relationships
 
 
Business Acquisition [Line Items]
 
 
Estimated Life (years)
7 years 
 
Identifiable intangible assets
 
$ 78,842 
SEGMENT REPORTING - Additional Information (Details)
6 Months Ended
Jun. 30, 2017
segment
Segment Reporting [Abstract]
 
Number of reportable segments (segment)
SEGMENT REPORTING - Summary of Segment Information (Details) (USD $)
In Thousands, unless otherwise specified
3 Months Ended 6 Months Ended
Jun. 30, 2017
employee
Jun. 30, 2016
employee
Jun. 30, 2017
employee
Jun. 30, 2016
employee
Dec. 31, 2016
Segment Reporting Information [Line Items]
 
 
 
 
 
Total Revenues
$ 3,710,018 
$ 3,299,741 
$ 7,125,143 
$ 6,373,684 
 
Net Revenues
573,789 
594,215 
1,142,355 
1,157,550 
 
Income from Operations
181,820 
233,747 
369,778 
432,699 
 
Depreciation and amortization
22,946 
18,184 
45,377 
35,059 
 
Total assets
3,965,889 
3,349,070 
3,965,889 
3,349,070 
3,687,758 
Average headcount
14,620 
13,522 
14,454 
13,401 
 
NAST
 
 
 
 
 
Segment Reporting Information [Line Items]
 
 
 
 
 
Total Revenues
2,493,794 
2,230,158 
4,854,200 
4,335,906 
 
Net Revenues
359,906 
399,203 
732,346 
783,001 
 
Income from Operations
140,284 
182,721 
296,161 
345,072 
 
Depreciation and amortization
5,706 
5,502 
11,296 
11,004 
 
Total assets
2,189,711 
1,936,149 
2,189,711 
1,936,149 
 
Average headcount
7,003 
6,800 
6,926 
6,749 
 
Global Forwarding
 
 
 
 
 
Segment Reporting Information [Line Items]
 
 
 
 
 
Total Revenues
536,260 
365,536 
1,013,191 
722,728 
 
Net Revenues
121,023 
97,224 
227,569 
190,090 
 
Income from Operations
27,675 
22,396 
43,881 
39,253 
 
Depreciation and amortization
8,099 
5,079 
16,119 
10,158 
 
Total assets
741,443 
505,778 
741,443 
505,778 
 
Average headcount
4,021 
3,514 
3,977 
3,499 
 
Robinson Fresh
 
 
 
 
 
Segment Reporting Information [Line Items]
 
 
 
 
 
Total Revenues
696,672 
687,253 
1,280,457 
1,275,242 
 
Net Revenues
60,846 
67,820 
117,683 
126,005 
 
Income from Operations
14,249 
27,311 
28,901 
45,044 
 
Depreciation and amortization
1,198 
839 
2,344 
1,607 
 
Total assets
455,214 
427,272 
455,214 
427,272 
 
Average headcount
980 
947 
971 
937 
 
All Other and Corporate
 
 
 
 
 
Segment Reporting Information [Line Items]
 
 
 
 
 
Total Revenues
146,314 
124,378 
289,832 
237,950 
 
Net Revenues
32,014 
29,968 
64,757 
58,454 
 
Income from Operations
(388)
1,319 
835 
3,330 
 
Depreciation and amortization
7,943 
6,764 
15,618 
12,290 
 
Total assets
579,521 
479,871 
579,521 
479,871 
 
Average headcount
2,616 
2,261 
2,580 
2,216 
 
Operating Segments
 
 
 
 
 
Segment Reporting Information [Line Items]
 
 
 
 
 
Total Revenues
3,710,018 
3,299,741 
7,125,143 
6,373,684 
 
Operating Segments |
NAST
 
 
 
 
 
Segment Reporting Information [Line Items]
 
 
 
 
 
Total Revenues
2,381,551 
2,158,615 
4,640,803 
4,204,094 
 
Operating Segments |
Global Forwarding
 
 
 
 
 
Segment Reporting Information [Line Items]
 
 
 
 
 
Total Revenues
528,820 
356,773 
997,608 
707,885 
 
Operating Segments |
Robinson Fresh
 
 
 
 
 
Segment Reporting Information [Line Items]
 
 
 
 
 
Total Revenues
657,003 
660,204 
1,207,448 
1,224,297 
 
Operating Segments |
All Other and Corporate
 
 
 
 
 
Segment Reporting Information [Line Items]
 
 
 
 
 
Total Revenues
142,644 
124,149 
279,284 
237,408 
 
Intersegment revenues
 
 
 
 
 
Segment Reporting Information [Line Items]
 
 
 
 
 
Total Revenues
(163,022)
(107,584)
(312,537)
(198,142)
 
Intersegment revenues |
NAST
 
 
 
 
 
Segment Reporting Information [Line Items]
 
 
 
 
 
Total Revenues
112,243 
71,543 
213,397 
131,812 
 
Intersegment revenues |
Global Forwarding
 
 
 
 
 
Segment Reporting Information [Line Items]
 
 
 
 
 
Total Revenues
7,440 
8,763 
15,583 
14,843 
 
Intersegment revenues |
Robinson Fresh
 
 
 
 
 
Segment Reporting Information [Line Items]
 
 
 
 
 
Total Revenues
39,669 
27,049 
73,009 
50,945 
 
Intersegment revenues |
All Other and Corporate
 
 
 
 
 
Segment Reporting Information [Line Items]
 
 
 
 
 
Total Revenues
$ 3,670 
$ 229 
$ 10,548 
$ 542 
 
CHANGES IN ACCUMULATED OTHER COMPREHENSIVE LOSS (Details) (USD $)
In Thousands, unless otherwise specified
Jun. 30, 2017
Dec. 31, 2016
Stockholders' Equity Note [Abstract]
 
 
Accumulated other comprehensive loss
$ 37,306 
$ 61,442