C H ROBINSON WORLDWIDE INC, 10-K filed on 3/1/2017
Annual Report
Document and Entity Information (USD $)
12 Months Ended
Dec. 31, 2016
Feb. 24, 2017
Jun. 30, 2016
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-K 
 
 
Document Period End Date
Dec. 31, 2016 
 
 
Document Fiscal Year Focus
2016 
 
 
Document Fiscal Period Focus
FY 
 
 
Amendment Flag
false 
 
 
Trading Symbol
CHRW 
 
 
Entity Common Stock, Shares Outstanding
 
141,359,579 
 
Entity Well-known Seasoned Issuer
Yes 
 
 
Entity Voluntary Filers
No 
 
 
Entity Current Reporting Status
Yes 
 
 
Entity Public Float
 
 
$ 10,572,633,621 
CONSOLIDATED BALANCE SHEETS (USD $)
In Thousands, unless otherwise specified
Dec. 31, 2016
Dec. 31, 2015
Current assets:
 
 
Cash and cash equivalents
$ 247,666 
$ 168,229 
Receivables, net of allowance for doubtful accounts of $39,543 and $43,455
1,711,191 
1,505,620 
Deferred tax asset
0 
16,788 
Prepaid expenses and other
49,245 
40,061 
Total current assets
2,008,102 
1,730,698 
Property and equipment
450,045 
379,139 
Accumulated depreciation and amortization
(217,092)
(188,265)
Net property and equipment
232,953 
190,874 
Goodwill
1,232,796 
1,108,337 
Other intangible assets, net of accumulated amortization of $87,486 and $61,405
167,525 
120,242 
Deferred tax asset
2,250 
0 
Other assets
44,132 
34,207 
Total assets
3,687,758 
3,184,358 
Current liabilities:
 
 
Accounts payable
839,736 
697,585 
Outstanding checks
82,052 
86,298 
Accrued expenses–
 
 
Compensation
98,107 
146,666 
Income taxes
15,472 
12,573 
Other accrued liabilities
70,351 
55,475 
Current portion of debt
740,000 
450,000 
Total current liabilities
1,845,718 
1,448,597 
Long-term debt
500,000 
500,000 
Noncurrent income taxes payable
18,849 
19,634 
Deferred tax liabilities
65,122 
65,460 
Other long-term liabilities
222 
217 
Total liabilities
2,429,911 
2,033,908 
Commitments and contingencies
   
   
Stockholders’ investment:
 
 
Preferred stock, $.10 par value, 20,000 shares authorized; no shares issued or outstanding
0 
0 
Common stock, $.10 par value, 480,000 shares authorized; 179,006 and 178,784 shares issued, 141,258 and 143,455 outstanding
14,126 
14,345 
Additional paid-in capital
419,280 
379,444 
Retained earnings
3,190,578 
2,922,620 
Accumulated other comprehensive loss
(61,442)
(37,900)
Treasury stock at cost (37,748 and 35,329 shares)
(2,304,695)
(2,128,013)
Total stockholders’ investment
1,257,847 
1,150,450 
Total liabilities and stockholders’ investment
$ 3,687,758 
$ 3,184,358 
CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $)
In Thousands, except Share data, unless otherwise specified
Dec. 31, 2016
Dec. 31, 2015
Statement of Financial Position [Abstract]
 
 
Receivables, allowance for doubtful accounts
$ 39,543 
$ 43,455 
Other intangible assets, accumulated amortization
$ 87,486 
$ 61,405 
Preferred stock, par value (in dollars per share)
$ 0.10 
$ 0.10 
Preferred stock, shares authorized (in shares)
20,000,000 
20,000,000 
Preferred stock, shares issued (in shares)
0 
0 
Preferred stock, shares outstanding (in shares)
0 
0 
Common stock, par value (in dollars per share)
$ 0.10 
$ 0.10 
Common stock, shares authorized (in shares)
480,000,000 
480,000,000 
Common stock, shares issued (in shares)
179,006,000 
178,784,000 
Common stock shares outstanding (in shares)
141,258,000 
143,455,000 
Treasury stock, shares (in shares)
37,748,000 
35,329,000 
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (USD $)
In Thousands, except Per Share data, unless otherwise specified
12 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Revenues:
 
 
 
Transportation
$ 11,704,745 
$ 11,989,780 
$ 11,936,512 
Sourcing
1,439,668 
1,486,304 
1,533,555 
Total revenues
13,144,413 
13,476,084 
13,470,067 
Costs and expenses:
 
 
 
Purchased transportation and related services
9,549,934 
9,842,271 
10,044,406 
Purchased products sourced for resale
1,316,951 
1,365,333 
1,418,009 
Personnel expenses
1,064,936 
1,051,410 
939,021 
Other selling, general, and administrative expenses
375,061 
358,760 
320,213 
Total costs and expenses
12,306,882 
12,617,774 
12,721,649 
Income from operations
837,531 
858,310 
748,418 
Interest and other expense
(25,581)
(35,529)
(24,987)
Income before provision for income taxes
811,950 
822,781 
723,431 
Provision for income taxes
298,566 
313,082 
273,720 
Net income
513,384 
509,699 
449,711 
Other comprehensive loss
(23,496)
(9,336)
(17,990)
Comprehensive income
$ 489,888 
$ 500,363 
$ 431,721 
Basic net income per share (in dollars per share)
$ 3.60 
$ 3.52 
$ 3.06 
Diluted net income per share (in dollars per share)
$ 3.59 
$ 3.51 
$ 3.05 
Basic weighted average shares outstanding (in shares)
142,706 
144,967 
147,202 
Dilutive effect of outstanding stock awards (in shares)
285 
382 
340 
Diluted weighted average shares outstanding (in shares)
142,991 
145,349 
147,542 
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' INVESTMENT (USD $)
In Thousands, except Share data, unless otherwise specified
3 Months Ended 12 Months Ended
Dec. 31, 2016
Mar. 31, 2016
Dec. 31, 2015
Mar. 31, 2015
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Increase (Decrease) in Stockholders' Equity [Roll Forward]
 
 
 
 
 
 
 
Beginning Balance
 
$ 1,150,450 
 
$ 1,047,015 
$ 1,150,450 
$ 1,047,015 
$ 939,724 
Net income
122,303 
118,963 
126,583 
106,476 
513,384 
509,699 
449,711 
Foreign currency translation adjustment
 
 
 
 
(23,496)
(9,336)
(17,990)
Dividends declared, $1.57 in 2015, $1.43 in 2014 and $1.40 in 2013 per share
 
 
 
 
(245,426)
(235,618)
(215,005)
Stock issued for employee benefit plans
 
 
 
 
(17,405)
4,188 
(667)
Issuance of restricted stock (in shares)
 
 
 
 
1,797,991 
 
 
Issuance of restricted stock
 
 
 
 
0 
0 
0 
Stock-based compensation expense
 
 
 
 
38,554 
58,067 
47,721 
Excess tax benefit on deferred compensation and employee stock plans
 
 
 
 
18,462 
8,548 
7,558 
Repurchase of common stock
 
 
 
 
(176,676)
(232,113)
(164,037)
Ending Balance
1,257,847 
 
1,150,450 
 
1,257,847 
1,150,450 
1,047,015 
Common Stock
 
 
 
 
 
 
 
Increase (Decrease) in Stockholders' Equity [Roll Forward]
 
 
 
 
 
 
 
Beginning Balance (in shares)
 
143,455,000 
 
146,458,000 
143,455,000 
146,458,000 
150,197,000 
Beginning Balance
 
14,345 
 
14,646 
14,345 
14,646 
15,020 
Stock issued for employee benefit plans (in shares)
 
 
 
 
32,000 
254,000 
405,000 
Stock issued for employee benefit plans
 
 
 
 
3 
25 
40 
Issuance of restricted stock (in shares)
 
 
 
 
221,000 
164,000 
(410,000)
Issuance of restricted stock
 
 
 
 
22 
16 
(41)
Stock-based compensation expense (in shares)
 
 
 
 
17,000 
 
30,000 
Stock-based compensation expense
 
 
 
 
3 
 
3 
Repurchase of common stock (in shares)
 
 
 
 
(2,467,000)
(3,421,000)
(3,764,000)
Repurchase of common stock
 
 
 
 
(247)
(342)
(376)
Ending Balance (in shares)
141,258,000 
 
143,455,000 
 
141,258,000 
143,455,000 
146,458,000 
Ending Balance
14,126 
 
14,345 
 
14,126 
14,345 
14,646 
Additional Paid-in Capital
 
 
 
 
 
 
 
Increase (Decrease) in Stockholders' Equity [Roll Forward]
 
 
 
 
 
 
 
Beginning Balance
 
379,444 
 
321,968 
379,444 
321,968 
217,894 
Stock issued for employee benefit plans
 
 
 
 
(16,121)
(9,095)
(24,644)
Issuance of restricted stock
 
 
 
 
(22)
(16)
41 
Stock-based compensation expense
 
 
 
 
37,517 
58,039 
46,119 
Excess tax benefit on deferred compensation and employee stock plans
 
 
 
 
18,462 
8,548 
7,558 
Repurchase of common stock
 
 
 
 
 
 
75,000 
Ending Balance
419,280 
 
379,444 
 
419,280 
379,444 
321,968 
Retained Earnings
 
 
 
 
 
 
 
Increase (Decrease) in Stockholders' Equity [Roll Forward]
 
 
 
 
 
 
 
Beginning Balance
 
2,922,620 
 
2,648,539 
2,922,620 
2,648,539 
2,413,833 
Net income
 
 
 
 
513,384 
509,699 
449,711 
Dividends declared, $1.57 in 2015, $1.43 in 2014 and $1.40 in 2013 per share
 
 
 
 
(245,426)
(235,618)
(215,005)
Ending Balance
3,190,578 
 
2,922,620 
 
3,190,578 
2,922,620 
2,648,539 
Accumulated Other Comprehensive Loss
 
 
 
 
 
 
 
Increase (Decrease) in Stockholders' Equity [Roll Forward]
 
 
 
 
 
 
 
Beginning Balance
 
(37,946)
 
(28,610)
(37,946)
(28,610)
(10,620)
Foreign currency translation adjustment
 
 
 
 
(23,496)
(9,336)
(17,990)
Ending Balance
(61,442)
 
(37,946)
 
(61,442)
(37,946)
(28,610)
Treasury Stock
 
 
 
 
 
 
 
Increase (Decrease) in Stockholders' Equity [Roll Forward]
 
 
 
 
 
 
 
Beginning Balance
 
(2,128,013)
 
(1,909,528)
(2,128,013)
(1,909,528)
(1,696,403)
Stock issued for employee benefit plans
 
 
 
 
(1,287)
13,258 
23,937 
Stock-based compensation expense
 
 
 
 
1,034 
28 
1,599 
Repurchase of common stock
 
 
 
 
(176,429)
(231,771)
(238,661)
Ending Balance
$ (2,304,695)
 
$ (2,128,013)
 
$ (2,304,695)
$ (2,128,013)
$ (1,909,528)
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' INVESTMENT (Parenthetical)
12 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Statement of Stockholders' Equity [Abstract]
 
 
 
Dividends declared, per share (in dollars per share)
$ 1.74 
$ 1.57 
$ 1.43 
CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
OPERATING ACTIVITIES
 
 
 
Net income
$ 513,384 
$ 509,699 
$ 449,711 
Adjustments to reconcile net income to net cash provided by operating activities:
 
 
 
Depreciation and amortization
74,669 
66,409 
57,009 
Provision for doubtful accounts
5,136 
11,538 
15,092 
Stock-based compensation
37,565 
57,661 
47,861 
Gain on divestiture
0 
0 
(1,848)
Deferred income taxes
15,009 
(17,095)
(3,117)
Other
1,907 
7,409 
710 
Changes in operating elements, net of effects of acquisitions:
 
 
 
Receivables
(173,211)
107,560 
(137,102)
Prepaid expenses and other
(6,378)
(228)
6,294 
Other non-current assets
(3,934)
741 
380 
Accounts payable and outstanding checks
115,917 
(53,272)
40,251 
Accrued compensation
(47,570)
18,580 
40,236 
Accrued income taxes
1,459 
5,178 
(4,370)
Other accrued liabilities
(4,545)
4,156 
2,319 
Net cash provided by operating activities
529,408 
718,336 
513,426 
INVESTING ACTIVITIES
 
 
 
Purchases of property and equipment
(73,452)
(28,115)
(22,364)
Purchases and development of software
(17,985)
(16,527)
(7,138)
Acquisitions, net of cash acquired
(220,203)
(369,833)
0 
Restricted cash
0 
359,388 
(359,388)
Other
(1,348)
641 
(6)
Net cash used for investing activities
(312,988)
(54,446)
(388,896)
FINANCING ACTIVITIES
 
 
 
Proceeds from stock issued for employee benefit plans
19,271 
15,557 
11,942 
Stock tendered for payment of withholding taxes
(36,678)
(11,368)
(12,604)
Repurchase of common stock
(172,925)
(229,863)
(164,041)
Cash dividends
(245,430)
(235,615)
(215,008)
Excess tax benefit on stock-based compensation
18,462 
8,548 
7,558 
Proceeds from short-term borrowings
6,600,000 
6,833,000 
4,823,000 
Payments on short-term borrowings
(6,310,000)
(6,988,000)
(4,593,000)
Debt issuance costs
0 
0 
(1,484)
Net cash used for financing activities
(127,300)
(607,741)
(143,637)
Effect of exchange rates on cash
(9,683)
(16,860)
(14,000)
Net change in cash and cash equivalents
79,437 
39,289 
(33,107)
Cash and cash equivalents, beginning of year
168,229 
128,940 
162,047 
Cash and cash equivalents, end of year
247,666 
168,229 
128,940 
Supplemental cash flow disclosures
 
 
 
Cash paid for income taxes
269,187 
311,800 
271,979 
Cash paid for interest
28,908 
28,537 
27,066 
Accrued share repurchases held in other accrued liabilities
$ 5,988 
$ 2,250 
$ 0 
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
SUMMARY OF SIGNIFICANT ACCOUNTING 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 through a network of offices operating 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. Prior to 2015 we reported payment services revenues separately from transportation revenues. Amounts prior to 2015 have been combined to conform to the current period presentation. This change in presentation had no effect on our prior year consolidated results of operations, financial condition, or cash flows.
USE OF ESTIMATES. The preparation of financial statements, in conformity with accounting principles generally accepted in the United States, requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities. We are also required to disclose contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Estimates have been prepared on the basis of the most current and best information, and our actual results could differ materially from those estimates.
REVENUE RECOGNITION. Total revenues consist of the total dollar value of goods and services purchased from us by customers. Our net revenues are our total revenues less purchased transportation and related services, including contracted motor carrier, rail, ocean, air, and other costs, and the purchase price and services related to the products we source. We act principally as the service provider for these transactions and recognize revenue as these services are rendered or goods are delivered. At that time, our obligations to the transactions are completed and collection of receivables is reasonably assured. Most transactions in our transportation and sourcing businesses are recorded at the gross amount we charge our customers for the service we provide and goods we sell. In these transactions, we are the primary obligor, we have credit risk, we have discretion to select the supplier, and we have latitude in pricing decisions. Additionally, in our sourcing business, we take loss of inventory risk during shipment and have general inventory risk. Certain transactions in customs brokerage, managed services, freight forwarding, and sourcing are recorded at the net amount we charge our customers for the service we provide because many of the factors stated above are not present.
ALLOWANCE FOR DOUBTFUL ACCOUNTS. Accounts receivable are reduced by an allowance for amounts that may become uncollectible in the future. We continuously monitor payments from our customers and maintain a provision for uncollectible accounts based upon our customer aging trends, historical loss experience, and any specific customer collection issues that we have identified.
FOREIGN CURRENCY. Most balance sheet accounts of foreign subsidiaries are translated or remeasured at the current exchange rate as of the end of the year. Statement of operations items are translated at average exchange rates during the year. The resulting translation adjustment is recorded net of tax as a separate component of comprehensive income in our statements of operations and comprehensive income in 2014 and 2015. In 2016, we asserted that we will indefinitely reinvest earnings of foreign subsidiaries to support expansion of our international businesses and now the translation adjustment is recorded gross of related income tax benefits.
CASH AND CASH EQUIVALENTS. Cash and cash equivalents consist of bank deposits.
PREPAID EXPENSES AND OTHER. Prepaid expenses and other include such items as prepaid rent, software maintenance contracts, insurance premiums, other prepaid operating expenses, and inventories, consisting primarily of produce and related products held for resale.
PROPERTY AND EQUIPMENT. Property and equipment are recorded at cost. Maintenance and repair expenditures are charged to expense as incurred. Depreciation is computed using the straight-line method over the estimated lives of the assets. Amortization of leasehold improvements is computed over the shorter of the lease term or the estimated useful lives of the improvements.
We recognized the following depreciation expense (in thousands): 
2016
$
36,212

2015
32,412

2014
29,340

A summary of our property and equipment as of December 31 is as follows (in thousands): 
 
Useful Lives (in years)
 
2016
 
2015
Furniture, fixtures, and equipment
3 to 12
 
$
236,180

 
$
200,215

Buildings
3 to 30
 
130,050

 
110,056

Corporate aircraft
10
 
11,334

 
11,334

Leasehold improvements
3 to 15
 
40,312

 
28,178

Land
 
 
23,635

 
23,759

Construction in progress
 
 
8,534

 
5,597

Less accumulated depreciation
 
 
(217,092
)
 
(188,265
)
Net property and equipment
 
 
$
232,953

 
$
190,874


GOODWILL. Goodwill represents the excess of the cost of acquired businesses over the net of the fair value of identifiable tangible net assets and identifiable intangible assets purchased and liabilities assumed. Goodwill is tested for impairment at the reporting unit level (operating segment or one level below an operating segment) on an annual basis (November 30 for us) 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. See Note 2.
OTHER INTANGIBLE ASSETS. Other intangible assets include definite-lived customer lists, non-competition agreements, and indefinite-lived trademarks. The definite-lived intangible assets are being amortized using the straight-line method over their estimated lives, ranging from 5 to 8 years. Definite-lived intangible assets are evaluated for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. The indefinite-lived trademarks are not amortized. Indefinite-lived intangible assets are evaluated for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable, or annually, at a minimum. See Note 2.
OTHER ASSETS. Other assets include such items as purchased and internally developed software, and the investments related to our nonqualified deferred compensation plan. We amortize software using the straight-line method over 3 years. We recognized the following amortization expense of purchased and internally developed software (in thousands): 
2016
 
$
11,404

2015
 
9,624

2014
 
8,921

A summary of our purchased and internally developed software as of December 31 is as follows (in thousands): 
 
2016
 
2015
Purchased software
$
23,753

 
$
23,569

Internally developed software
51,507

 
40,796

Less accumulated amortization
(47,957
)
 
(42,930
)
Net software
$
27,303

 
$
21,435

INCOME TAXES. Income taxes are accounted for using the asset and liability method. Under this method, deferred tax assets and liabilities are recognized for the future tax consequences of temporary differences between the carrying amounts and tax bases of assets and liabilities using enacted rates.
Annual tax provisions include amounts considered sufficient to pay assessments that may result from examination of prior year tax returns; however, the amount ultimately paid upon resolution of issues raised may differ from the amounts accrued.
The financial statement benefits of an uncertain income tax position are recognized when more likely than not, based on the technical merits, the position will be sustained upon examination. Unrecognized tax benefits are, more likely than not, owed to a taxing authority, and the amount of the contingency can be reasonably estimated. Uncertain income tax positions are included in “Noncurrent income taxes payable” in the consolidated balance sheets.
COMPREHENSIVE INCOME. Comprehensive income includes any changes in the equity of an enterprise from transactions and other events and circumstances from non-owner sources. Our only component of other comprehensive income is foreign currency translation adjustment. It is presented on our consolidated statements of operations and comprehensive income gross of related income tax effects for 2016, net of related income tax effects for 2015 and 2014. See Note 5.
STOCK-BASED COMPENSATION. We issue stock awards, including stock options, performance shares, and restricted stock units, to key employees and outside directors. In general, the awards vest over five years, either based on the company’s earnings growth or the passage of time. The related compensation expense for each award is recognized over the appropriate vesting period. The fair value of each share-based payment award is established on the date of grant. For grants of performance shares and restricted stock units, the fair value is established based on the market price on the date of the 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. Changes in measured stock volatility and interest rates are the primary reason for changes in the discount.
For grants of options, we use the Black-Scholes option pricing model to estimate the fair value of share-based payment awards. The determination of the fair value of share-based awards is affected by our stock price and a number of assumptions, including expected volatility, expected life, risk-free interest rate, and expected dividends.
GOODWILL AND OTHER INTANGIBLE ASSETS
GOODWILL AND OTHER INTANGIBLE ASSETS
GOODWILL AND OTHER INTANGIBLE ASSETS
Goodwill was allocated to each segment based on the relative fair value at November 30, 2016. The change in the carrying amount of goodwill is as follows (in thousands):

 
NAST
 
Global Forwarding
 
Robinson Fresh
 
All Other and Corporate
 
Total
December 31, 2014 balance
 
$
607,156

 
$
106,443

 
$
93,398

 
$
18,041

 
$
825,038

Acquisitions
 
211,369

 
37,056

 
32,515

 
6,280

 
287,220

Translation
 
(2,886
)
 
(506
)
 
(444
)
 
(85
)
 
(3,921
)
December 31, 2015 balance
 
815,639

 
142,993

 
125,469

 
24,236

 
1,108,337

Acquisitions
 
97,727

 
17,133

 
15,033

 
2,904

 
132,797

Translation
 
(6,136
)
 
(1,076
)
 
(944
)
 
(182
)
 
(8,338
)
December 31, 2016 balance
 
$
907,230

 
$
159,050

 
$
139,558

 
$
26,958

 
$
1,232,796


We allocate goodwill to reporting units based on the reporting unit expected to benefit from the business combination. 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.
During the quarter ended December 31, 2016, due to the reorganization of our reporting structure, we concluded that we had seven reporting units. As a result of this change in reporting units, we allocated goodwill to our reporting units based on each reporting unit’s fair value using a discounted cash flow analysis and market approach. Additionally at this time, we changed our annual quantitative goodwill impairment testing date from December 31 to November 30 of each year. The change in the goodwill impairment test date better aligns the impairment testing procedures with the timing of our long-term planning process, which is a significant input to the testing. We performed a goodwill impairment assessment both prior to and after the change in reporting units at November 30.  This change in testing date did not delay, accelerate, or avoid a goodwill impairment charge.
Goodwill is tested at least annually for impairment and is tested for impairment more frequently if events or changes in circumstances indicate that the asset might be impaired. The impairment test is performed using a two-step process. In the first step, the fair value of each reporting unit is compared with the carrying amount of the reporting unit, including goodwill. If the estimated fair value is less than the carrying amount of the reporting unit, there is an indication that goodwill impairment exists, and a second step must be completed in order to determine the amount of the goodwill impairment, if any, that should be recorded. In the second step, an impairment loss is recognized for any excess of the carrying amount of the reporting unit’s goodwill over the implied fair value of that goodwill. The implied fair value of goodwill is determined by allocating the fair value of the reporting unit in a manner similar to a purchase price allocation.
The fair value of each reporting unit is determined using a discounted cash flow analysis and market approach. Projecting discounted future cash flows requires us to make significant estimates regarding future revenues and expenses, projected capital expenditures, changes in working capital and the appropriate discount rate. Use of the market approach consists of comparisons to comparable publicly-traded companies that are similar in size and industry. Actual results may differ from those used in our valuations.
Based on our step one goodwill impairment analysis, no impairments of goodwill were deemed to have occurred, and the fair value of all of reporting units was in excess of their carrying value. No events occurred from November 30, 2016 to December 31, 2016, to indicate any changes to our impairment conclusions at November 30, 2016.
Identifiable intangible assets consisted of the following at December 31 (in thousands): 
 
2016
 
2015
 
Cost
 
Accumulated Amortization
 
Net
 
Cost
 
Accumulated Amortization
 
Net
Finite-lived intangibles
 
 
 
 
 
 
 
 
 
 
 
Customer relationships
$
244,036

 
$
(87,199
)
 
$
156,837

 
$
170,472

 
$
(61,050
)
 
$
109,422

Non-competition agreements
500

 
(287
)
 
213

 
550

 
(227
)
 
323

Vendor lists
—

 
—

 
—

 
150

 
(128
)
 
22

Total finite-lived intangibles
244,536

 
(87,486
)
 
157,050

 
171,172

 
(61,405
)
 
109,767

Indefinite-lived intangibles
 
 
 
 
 
 
 
 
 
 
 
Trademarks
10,475

 
—

 
10,475

 
10,475

 
—

 
10,475

Total intangibles
$
255,011

 
$
(87,486
)
 
$
167,525

 
$
181,647

 
$
(61,405
)
 
$
120,242



Amortization expense for other intangible assets was (in thousands): 
2016
$
27,053

2015
24,373

2014
18,748


Definite-lived intangible assets, by reportable segment, as of December 31, 2016, will be amortized over their remaining lives as follows (in thousands):
 
NAST
 
Global Forwarding
 
Robinson Fresh
 
All Other and Corporate
 
Total
2017
$
7,560

 
$
26,873

 
$
—

 
$
490

 
$
34,923

2018
7,560

 
26,840

 
—

 
—

 
34,400

2019
7,560

 
26,840

 
—

 
—

 
34,400

2020
—

 
24,136

 
—

 
—

 
24,136

2021
—

 
10,615

 
—

 
—

 
10,615

Thereafter
—

 
18,576

 
—

 
—

 
18,576

Total

 
 
 
 
 
 
 
$
157,050

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 December 31, 2016, or December 31, 2015. There were no transfers between levels during the period.
FINANCING ARRANGEMENTS
FINANCING ARRANGEMENTS
FINANCING ARRANGEMENTS
On October 29, 2012, we entered into a senior unsecured revolving credit facility for up to $500 million with a $500 million accordion feature (the “Credit Agreement”), with a syndicate of financial institutions led by U.S. Bank. The purpose of this facility was to partially fund the acquisition of Phoenix International Freight Services, Ltd. (“Phoenix”) and to allow us to continue to fund working capital, capital expenditures, dividends, and share repurchases. In December 2014, we amended the credit facility to increase the amount available from $500 million to $900 million and to extend the expiration date from October 2017 to December 2019.
As of December 31, 2016 and 2015, we had $740.0 million and $450.0 million in borrowings outstanding under the Credit Agreement, which is classified as a current liability on the consolidated balance sheets. At December 31, 2016, we had borrowing availability of $160.0 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 December 31, 2016, 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 2016 was approximately 1.5 percent and at December 31, 2016, was approximately 1.9 percent. The weighted average interest rate incurred on borrowings during 2015 was approximately 1.3 percent and at December 31, 2015, was approximately 1.6 percent.
The Credit Agreement contains various restrictions and covenants. Among other requirements, we may not permit our leverage ratio, as of the end of each of our fiscal quarters, of (i) Consolidated Funded Indebtedness to (ii) Consolidated Total Capitalization to be greater than 0.65 to 1.00. Additionally, as a result of amending the Note Purchase Agreement in February 2015, the ratio of (i) Consolidated Funded Indebtedness to (ii) EBITDA (earnings before interest, taxes, depreciation, and amortization), as of the end of each of our fiscal quarters, may not exceed 3.00 to 1.00. We were in compliance with the financial debt covenants as of December 31, 2016.
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.
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 fixed-rate Notes is payable semi-annually in arrears. We applied the proceeds of the sale of the Notes for share repurchases. See Note 9.
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, as of the end of each of our fiscal quarters, of (i) Consolidated Funded Indebtedness to (ii) Consolidated Total Capitalization to be greater than 0.65 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 ending, of (i) Consolidated EBIT (earnings before income taxes) to (ii) Consolidated Interest Expense to be less than 2.00 to 1.00; we will not permit, as of the end of each of our fiscal quarters, Consolidated Priority Debt to exceed 15% of Consolidated Total Assets. The Note Purchase Agreement was amended in February 2015 to conform its financial covenants to be consistent with the amended Credit Agreement. As a result of amending the Note Purchase Agreement in February 2015, the ratio of (i) Consolidated Funded Indebtedness to (ii) EBITDA (earnings before interest, taxes, depreciation, and amortization), as of the end of each of our fiscal quarters, may not exceed 3.00 to 1.00. We were in compliance with the financial debt covenants as of December 31, 2016.
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% of the principal amount being redeemed together with a “make-whole amount,” and accrued and unpaid interest (as defined in the Note Purchase Agreement) 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 such initial Purchasers in a private placement in reliance on Section 4(2) of the Securities Act of 1933, as amended. The Notes will not be and 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 was approximately $528.0 million at December 31, 2016, and $522.2 million at December 31, 2015. We estimate the fair value of our 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 credit risk. If our long-term debt was recorded at fair value, it would be classified as Level 2.
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 income tax return. We file unitary or separate state returns based on state filing requirements. During the first quarter of 2016, we asserted that we will indefinitely reinvest earnings of foreign subsidiaries to support expansion of our international business. In 2016, our indefinite reinvestment strategy, with respect to unremitted earnings of our foreign subsidiaries provided an approximate $5.1 million benefit to our provision for income taxes related to current year earnings. If we repatriated all foreign earnings, the estimated effect on income taxes payable would be an increase of approximately $16.6 million as of December 31, 2016. 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 2009.
Income before provision for income taxes consisted of (in thousands):
 
 
2016
 
2015
 
2014
Domestic
 
$
710,931

 
$
729,390

 
$
659,996

Foreign
 
101,019

 
93,391

 
63,435

Total
 
$
811,950

 
$
822,781

 
$
723,431


A reconciliation of the beginning and ending amount of unrecognized tax benefits, excluding interest and penalties, is as follows (in thousands): 
 
2016
 
2015
 
2014
Unrecognized tax benefits, beginning of period
$
13,271

 
$
18,274

 
$
16,897

Additions based on tax positions related to the current year
—

 
1,520

 
2,002

Additions for tax positions of prior years
55

 
—

 
839

Reductions for tax positions of prior years
(211
)
 
(810
)
 
(183
)
Lapse in statute of limitations
(847
)
 
(5,188
)
 
(1,281
)
Settlements
—

 
(525
)
 
—

Unrecognized tax benefits, end of the period
$
12,268

 
$
13,271

 
$
18,274


As of December 31, 2016, we had $18.9 million of unrecognized tax benefits and related interest and penalties, all of which would affect our effective tax rate if recognized. We are not aware of any tax positions for which it is reasonably possible that the total amount of unrecognized tax benefit will significantly increase or decrease in the next 12 months.
Income tax expense considers amounts which may be needed to cover exposures for open tax years. We do not expect any material impact related to open tax years; however, actual settlements may differ from amounts accrued.
We recognize interest and penalties related to uncertain tax positions in the provision for income taxes. During the years ended December 31, 2016, 2015, and 2014, we recognized approximately $0.9 million, $1.2 million, and $1.5 million in interest and penalties. We had approximately $6.6 million and $6.4 million for the payment of interest and penalties accrued within noncurrent income taxes payable as of December 31, 2016 and 2015. These amounts are not included in the reconciliation above.
The components of the provision for income taxes consist of the following for the years ended December 31 (in thousands): 
 
2016
 
2015
 
2014
Tax provision:
 
 
 
 
 
Federal
$
222,685

 
$
259,793

 
$
224,468

State
31,786

 
37,129

 
32,110

Foreign
29,086

 
33,255

 
20,259

 
283,557

 
330,177

 
276,837

Deferred provision (benefit):
 
 
 
 
 
Federal
13,936

 
(14,559
)
 
(5,302
)
State
1,986

 
(2,074
)
 
(755
)
Foreign
(913
)
 
(462
)
 
2,940

 
15,009

 
(17,095
)
 
(3,117
)
Total provision
$
298,566

 
$
313,082

 
$
273,720


A reconciliation of the provision for income taxes using the statutory federal income tax rate to our effective income tax rate for the years ended December 31 is as follows:  
 
2016
 
2015
 
2014
Federal statutory rate
35.0
 %
 
35.0
%
 
35.0
%
State income taxes, net of federal benefit
2.7

 
2.8

 
2.8

Other
(0.9
)
 
0.3

 
—

 
36.8
 %
 
38.1
%
 
37.8
%

Deferred tax assets (liabilities) are comprised of the following at December 31 (in thousands): 
 
2016
 
2015
Deferred tax assets:
 
 
 
Compensation
$
80,338

 
$
91,729

Receivables
13,471

 
16,243

Other
11,433

 
9,242

Deferred tax liabilities:
 
 
 
Intangible assets
(131,698
)
 
(133,375
)
Prepaid assets
(14,540
)
 
(13,418
)
Long-lived assets
(21,268
)
 
(18,666
)
Other
(608
)
 
(427
)
Net deferred tax (liabilities) assets
$
(62,872
)
 
$
(48,672
)

We had foreign net operating loss carryforwards with a tax effect of $9.0 million as of December 31, 2016, and $8.0 million as of December 31, 2015. The net operating loss carryforwards will expire at various dates from 2018 to 2025, with certain jurisdictions having indefinite carryforward terms. A full valuation allowance has been established for these net operating loss carryforwards due to the uncertainty of the use of the tax benefit in future periods.
CAPITAL STOCK AND STOCK AWARD PLANS
CAPITAL STOCK AND STOCK AWARD PLANS
CAPITAL STOCK AND STOCK AWARD PLANS
PREFERRED STOCK. Our Certificate of Incorporation authorizes the issuance of 20,000,000 shares of preferred stock, par value $0.10 per share. There are no shares of preferred stock outstanding. The preferred stock may be issued by resolution of our Board of Directors at any time without any action of the stockholders. The Board of Directors may issue the preferred stock in one or more series and fix the designation and relative powers. These include voting powers, preferences, rights, qualifications, limitations, and restrictions of each series. The issuance of any such series may have an adverse effect on the rights of holders of common stock and may impede the completion of a merger, tender offer, or other takeover attempt.
COMMON STOCK. Our Certificate of Incorporation authorizes 480,000,000 shares of common stock, par value $.10 per share. Subject to the rights of preferred stock which may from time to time be outstanding, holders of common stock are entitled to receive dividends out of funds legally available, when and if declared by the Board of Directors, and to receive their share of the net assets of the company legally available for distribution upon liquidation or dissolution.
For each share of common stock held, stockholders are entitled to one vote on each matter to be voted on by the stockholders, including the election of directors. Holders of common stock are not entitled to cumulative voting. The stockholders do not have preemptive rights. All outstanding shares of common stock are fully paid and nonassessable.
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 consolidated statements of operations and comprehensive income for stock-based compensation is as follows (in thousands):
 
2016
 
2015
 
2014
Stock options
$
9,178

 
$
14,607

 
$
9,243

Stock awards
25,912

 
40,785

 
36,510

Company expense on ESPP discount
2,475

 
2,269

 
2,108

Total stock-based compensation expense
$
37,565

 
$
57,661

 
$
47,861


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 4,851,473 shares were available for stock awards under this plan as of December 31, 2016. 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.
We have awarded 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 December 31, 2016, unrecognized compensation expense related to stock options was $56.8 million. The amount of future expense to be recognized will be based on the company’s earnings growth and certain other conditions.
The following schedule summarizes stock option activity in the plans. All outstanding unvested options as of December 31, 2016, relate to the performance-based grants from 2011 through 2016. 
 
Options
 
Weighted
Average
Exercise
Price
 
Aggregate
Intrinsic
Value
(in thousands)
 
Average
Remaining
Life
(years)
Outstanding at December 31, 2015
6,150,861

 
$
65.03

 
$
—

 
8.1
Grants
1,250,154

 
76.72

 
 
 
 
Exercised
(86,840
)
 
61.82

 
 
 
 
Terminated
(306,252
)
 
68.81

 
 
 
 
Outstanding at December 31, 2016
7,007,923

 
$
67.00

 
$
43,875

 
7.7
 
 
 
 
 
 
 
 
Vested at December 31, 2016
2,646,205

 
$
64.63

 
 
 
6.7
Exercisable at December 31, 2016
2,646,205

 
$
64.63

 
 
 
6.7

Additional potential dilutive stock options totaling 233,446 for 2016 and 125,797 for 2015 have been excluded from our diluted net income per share calculations because these securities’ exercise prices were anti-dilutive (e.g., greater than the average market price of our common stock).
Information on the intrinsic value of options exercised is as follows (in thousands):
2016
$
981

2015
400

2014
4


The following table summarizes performance-based options by year of grant:
Year of Grant
 
First Vesting Date
 
Last Vesting Date
 
Options
Granted, Net of
Forfeitures
 
Weighted
Average Grant
Date Fair Value
 
Unvested Options
2012
 
December 31, 2013
 
December 31, 2017
 
1,149,441

 
$
13.15

 
666,676

2013
 
December 31, 2014
 
December 31, 2018
 
1,425,529

 
11.83

 
541,701

2014
 
December 31, 2015
 
December 31, 2019
 
1,277,409

 
14.17

 
804,595

 
 
 
 
 
 
3,852,379

 
$
13.00

 
2,012,972


We issued no performance-based options in 2015 or 2016. We have awarded stock options 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. The following table summarizes these unvested stock option grants as of December 31, 2016: 
Year of Grant
 
First Vesting Date
 
Last Vesting Date
 
Options
Granted, Net of
Forfeitures
 
Weighted
Average Grant
Date Fair Value
 
Unvested Options
2015
 
December 31, 2016
 
December 31, 2020
 
1,428,531

 
$
12.66

 
1,142,825

2016
 
December 31, 2017
 
December 31, 2021
 
1,250,154

 
12.60

 
1,250,154

 
 
 
 
 
 
2,678,685

 
$
12.63

 
2,392,979



Determining Fair Value
We estimated the fair value of stock options granted using the Black-Scholes option pricing model. We estimate the fair value of restricted shares and units using the Black-Scholes option pricing model-protective put method. A description of significant assumptions used to estimate the expected volatility, risk-free interest rate, and expected terms is as follows:
Expected Volatility-Expected volatility was determined based on implied volatility of our traded options and historical volatility of our stock price.
Risk-Free Interest Rate-The risk-free interest rate was based on the implied yield available on U.S. Treasury zero-coupon issues at the date of grant with a term equal to the expected term.
Expected Term-Expected term represents the period that our stock-based awards are expected to be outstanding and was determined based on historical experience and anticipated future exercise patterns, giving consideration to the contractual terms of unexercised stock-based awards.
The fair value per option was estimated using the Black-Scholes option pricing model with the following assumptions: 
 
2016 Grants
 
2015 Grants
 
2014 Grants
Risk-free interest rate
2.13-2.14%

 
1.95-1.96%

 
1.93-1.96%

Dividend per share (quarterly amounts)
$0.43-0.45

 
$0.38-0.43

 
$0.35-0.38

Expected volatility factor
20.0-21.5%

 
22.0-24.0%

 
22.0-25.0%

Expected option term
6.26 years

 
6.29 years

 
6.3 years

Weighted average fair value per option
$
12.60

 
$
12.68

 
$
14.23


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.
The following table summarizes our unvested performance shares and restricted stock unit grants as of December 31, 2016: 
 
Number of Performance
Shares and Restricted Stock Units
 
Weighted Average
Grant Date Fair Value
Unvested at December 31, 2015
1,272,040

 
$
52.56

Granted
350,937

 
64.91

Vested
(175,413
)
 
52.40

Forfeitures
(202,389
)
 
53.61

Unvested at December 31, 2016
1,245,175

 
$
55.90


The following table summarizes performance shares and restricted stock units by year of grant: 
Year of grant
 
First vesting date
 
Last vesting date
 
Performance Shares and Stock Units
Granted, Net of
Forfeitures
 
Weighted
Average Grant
Date Fair Value (1)
 
Unvested Performance Shares and Restricted Stock Units
2012
 
December 31, 2013
 
December 31, 2017
 
325,536

 
$
48.65

 
188,811

2013
 
December 31, 2014
 
December 31, 2018
 
394,672

 
46.50

 
149,975

2014
 
December 31, 2015
 
December 31, 2019
 
336,683

 
60.57

 
212,110

2015
 
December 31, 2016
 
December 31, 2020
 
390,163

 
51.88

 
343,342

2016
 
December 31, 2017
 
December 31, 2021
 
350,937

 
64.91

 
350,937

 
 
 
 
 
 
1,797,991

 
$
54.29

 
1,245,175

________________________ 
(1)
Amount shown is the weighted average grant date fair value of performance shares and restricted stock units granted, net of forfeitures.
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. The following table summarizes these unvested restricted share and restricted stock unit grants as of December 31, 2016: 
 
Number of Restricted
Shares and Stock Units
 
Weighted Average
Grant Date Fair Value
Unvested at December 31, 2015
1,127,522

 
$
52.69

Granted
464,823

 
63.02

Vested
(291,525
)
 
52.01

Forfeitures
(60,664
)
 
53.06

Unvested at December 31, 2016
1,240,156

 
$
56.70


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.
A summary of the fair value of full value awards vested (in thousands): 
2016
$
25,912

2015
40,785

2014
36,510


As of December 31, 2016, there was unrecognized compensation expense of $140.3 million related to previously granted full value awards. The amount of future expense to be recognized will be based on the company’s earnings growth and certain other conditions.
EMPLOYEE STOCK PURCHASE PLAN. Our 1997 Employee Stock Purchase Plan 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 the quarter discounted by 15 percent. Shares are vested immediately. The following is a summary of the employee stock purchase plan activity (dollar amounts in thousands): 
 
 
Shares Purchased
By Employees
 
Aggregate Cost
to Employees
 
Expense Recognized
By the Company
2016
 
225,241

 
$
14,032

 
$
2,475

2015
 
228,103

 
13,045

 
2,269

2014
 
231,564

 
11,943

 
2,108



SHARE REPURCHASE PROGRAMS. During 2013, our Board of Directors increased the number of shares authorized to be repurchased by 15,000,000 shares. The activity under this authorization is as follows (dollar amounts in thousands):
 
 
Shares Repurchased
 
Total Value of Shares
Repurchased
2013 Program
 
 
 
 
2013 Purchases
 
930,075

 
$
57,689

2014 Purchases
 
3,763,583

 
239,037

2015 Purchases
 
3,420,681

 
232,113

2016 Purchases
 
2,467,097

 
176,676


As of December 31, 2016, there were 4,418,564 shares remaining for repurchase under the 2013 authorization.
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES
EMPLOYEE BENEFIT PLANS. We offer a defined contribution plan, which qualifies under section 401(k) of the Internal Revenue Code and covers all eligible U.S. employees. We can also elect to make matching contributions to the plan. Annual discretionary contributions may also be made to the plan. Defined contribution plan expense, including matching contributions, was approximately (in thousands): 
2016
$
25,740

2015
46,507

2014
30,112


We have committed to a defined contribution match of four percent of eligible compensation in 2017. We contributed a defined contribution match of four percent in 2016, 2015, and 2014.
NONQUALIFIED DEFERRED COMPENSATION PLAN. All restricted shares vested but not yet delivered, as well as a deferred share award granted to our CEO, are held within this plan.
LEASE COMMITMENTS. We lease certain facilities and equipment under operating leases. Information regarding our lease expense is as follows (in thousands): 
2016
$
55,170

2015
56,210

2014
56,871


Minimum future lease commitments under noncancelable lease agreements in excess of one year as of December 31, 2016, are as follows (in thousands):
2017
$
47,034

2018
38,531

2019
32,249

2020
29,716

2021
24,393

Thereafter
113,786

Total
$
285,709


In addition to minimum lease payments, we are typically responsible under our lease agreements to pay our pro rata share of maintenance expenses, common charges, and real estate taxes of the buildings in which we lease space.
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 18 contingent auto liability cases as of December 31, 2016. 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 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 not able 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.
In February 2017, we resolved an outstanding legal claim. The outcome of the resolution will be an $8.75 million increase in operating income in the first quarter of 2017.
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 the company’s 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


During the quarter ended December 31, 2016, we finalized our valuation of the customer relationship intangible asset, resulting in an increase of the intangible asset and decrease to goodwill of approximately $30.8 million, compared to the preliminary provisional value that was recorded at September 30, 2016. 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 primarily related to certain potential post-closing and working capital adjustments, as final information was not available as of December 31, 2016. 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.
On January 1, 2015, we acquired all of the outstanding stock of Freightquote.com, Inc., (“Freightquote”) for the purpose of enhancing our less than truckload (“LTL”) and truckload businesses and expanding our ecommerce capabilities. Total purchase consideration was $398.6 million, which was paid in cash. We used advances under the Credit Agreement to fund part of the cash consideration. The following is a summary of the allocation of purchase consideration to the estimated fair value of net assets for the acquisition of Freightquote (in thousands):
Cash and cash equivalents
$
29,302

Receivables
56,228

Other current assets
2,395

Property and equipment
43,687

Identifiable intangible assets
37,800

Goodwill
287,220

Trademarks
8,600

Other noncurrent assets
3,421

Total assets
468,653

 
 
Accounts payable
(44,622
)
Accrued expenses
(5,485
)
Other liabilities
(19,939
)
Net assets acquired
$
398,607



Following are the details of the purchase price allocated to the intangible assets acquired (dollars in thousands):
 
Estimated Life (years)
 
 
Customer relationships
5
 
$
37,500

Noncompete agreements
5
 
300

Total identifiable intangible assets
 
 
$
37,800


We also acquired a trademark valued at $8.6 million, which has been determined to be indefinite-lived. The Freightquote goodwill is a result of acquiring and retaining the Freightquote existing workforce and expected synergies from integrating their business in C.H. Robinson. Purchase accounting is considered final. The goodwill will not be deductible for tax purposes.
On an unaudited pro forma basis, assuming the Freightquote acquisition had closed on January 1, 2014, the results of C.H. Robinson including Freightquote, would have resulted in the following (in thousands):
 
Twelve Months Ended December 31, 2014
 
C.H. Robinson as Reported
 
Freightquote Operations
 
Combined Pro Forma
Total revenues
$
13,470,067

 
$
623,245

 
$
14,093,312

Income from operations
748,418

 
24,131

 
772,549


Freightquote pro forma financial information includes the following adjustments for the twelve months ended December 31, 2014 (in thousands):
Additional amortization expense on identifiable intangible assets
$
(7,560
)
Contractual changes in compensation
1,973

Additional compensation paid by sellers
2,627

Accounting policy changes
1,303

Third party advisory fees paid by sellers
5,355

Other
2,196


The pro forma consolidated information was prepared for comparative purposes only and includes certain adjustments, as noted above. The adjustments are estimates based on currently available information, and actual amounts may have differed from these estimates. They do not reflect the effect of costs or synergies that would have been expected to result from the integration of the acquisition. The pro forma information does not purport to be indicative of the results of operations that actually would have resulted had the acquisition occurred at the beginning of each period presented or of future results of the consolidated entity. The results of operations and financial condition of Freightquote have been included in our consolidated financial statements since the acquisition date of January 1, 2015.
ACCELERATED SHARE REPURCHASE
ACCELERATED SHARE REPURCHASE
ACCELERATED SHARE REPURCHASE
On August 24, 2013, we entered into two letter agreements with unrelated third party financial institutions to repurchase an aggregate of $500.0 million of our outstanding common stock (the “ASR agreements”). The total aggregate number of shares repurchased pursuant to these agreements was determined based on the volume-weighted average price of our common stock during the purchase period, less a fixed discount of 0.94 percent. Under the ASR agreements, we paid $500.0 million to the financial institutions and received 6.1 million shares of common stock with a fair value of $350.0 million during the third quarter of 2013, which represented approximately 70 percent of the total shares expected to be repurchased under the agreements. One of the two financial institutions terminated their ASR agreement and delivered 1.2 million shares on December 13, 2013. We recorded this transaction as an increase in treasury stock of $425.0 million, and recorded the remaining $75.0 million as a decrease to additional paid in capital on our consolidated balance sheet as of December 31, 2013. In accordance with the terms of the other ASR agreement, we had the option to settle our delivery obligation, if any, in cash or shares, and we may be required to settle in cash in very limited circumstances. We accounted for the variable component of shares to be delivered under the ASR agreements as a forward contract indexed to our common stock, which met all of the applicable criteria for equity classification, and therefore, was not accounted for as a derivative instrument, but instead was also accounted for as a component of equity. The remaining ASR agreement continued to meet those requirements for equity classification as of December 31, 2013. In February 2014, the remaining ASR agreement was terminated. Approximately 1.2 million shares were delivered as final settlement of the remaining agreement. We reclassified the $75.0 million recorded in additional paid in capital to treasury stock during the first quarter of 2014.
The delivery of 7.3 million shares of our common stock reduced our outstanding shares used to determine our weighted average shares outstanding for purposes of calculating basic and diluted earnings per share for the twelve months ended December 31, 2014, and December 31, 2013. These shares, along with the 1.2 million shares received in February 2014, reduced our outstanding shares used to determine our weighted average shares outstanding for the purposes of calculating basic and diluted earnings per share for the twelve months ended December 31, 2014. We evaluated the ASR agreement for the potential dilutive effects of any shares remaining to be received upon settlement and determined that the additional shares would be anti-dilutive, and therefore were not included in our EPS calculation for the twelve months ended December 31, 2013.
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. Segment information for prior years has been retroactively recast to align with current year presentation. Segment information as of, and for the years ended, December 31, 2016, 2015, and 2014 is as follows (dollars in thousands):

Twelve months ended December 31, 2016
 
 
 
 
 
 
 
 
 
 
NAST
 
Global Forwarding
 
Robinson Fresh
 
All Other and Corporate
 
Eliminations
 
Consolidated
 
 
 
 
 
 
 
 
 
 
 
 
Revenues
$
8,737,716

 
$
1,574,686

 
$
2,344,131

 
$
487,880

 
$
—

 
$
13,144,413

  Intersegment revenues
298,438

 
30,311

 
119,403

 
2,211

 
(450,363
)
 
—

Total Revenues
$
9,036,154

 
$
1,604,997

 
$
2,463,534

 
$
490,091

 
$
(450,363
)
 
$
13,144,413

 
 
 
 
 
 
 
 
 
 
 
 
Net Revenues
$
1,524,355

 
$
397,537

 
$
234,794

 
$
120,842

 
$
—

 
$
2,277,528

Operating Income
674,436

 
80,931

 
75,757

 
6,407

 
—

 
837,531

Depreciation and amortization
22,126

 
23,099

 
3,782

 
25,662

 
—

 
74,669

Total assets(1)
2,088,611

 
703,741

 
376,654

 
518,752

 
—

 
3,687,758

Average headcount
6,773

 
3,673

 
942

 
2,282

 
—

 
13,670

 
 
 
 
 
 
 
 
 
 
 
 
Twelve months ended December 31, 2015
 
 
 
 
 
 
 
 
 
 
NAST
 
Global Forwarding
 
Robinson Fresh
 
All Other and Corporate
 
Eliminations
 
Consolidated
Revenues
$
8,968,349

 
$
1,639,944

 
$
2,395,440

 
$
472,351

 
$
—

 
$
13,476,084

  Intersegment revenues
271,557

 
19,102

 
89,033

 
2,107

 
(381,799
)
 
—

Total Revenues
$
9,239,906

 
$
1,659,046

 
$
2,484,473

 
$
474,458

 
$
(381,799
)
 
$
13,476,084

 
 
 
 
 
 
 
 
 
 
 
 
Net Revenues
$
1,564,917

 
$
365,467

 
$
235,334

 
$
102,762

 
$
—

 
$
2,268,480

Operating Income/(Loss)
718,329

 
76,081

 
81,332

 
(17,432
)
 
—

 
858,310

Depreciation and amortization
21,846

 
20,790

 
2,927

 
20,846

 
—

 
66,409

Total assets(1)
1,878,203

 
556,606

 
346,728

 
402,821

 
—

 
3,184,358

Average headcount
6,575

 
3,381

 
892

 
2,054

 
—

 
12,902

 
 
 
 
 
 
 
 
 
 
 
 
Twelve months ended December 31, 2014
 
 
 
 
 
 
 
 
 
 
NAST
 
Global Forwarding
 
Robinson Fresh
 
All Other and Corporate
 
Eliminations
 
Consolidated
Revenues
$
8,738,747

 
$
1,708,789

 
$
2,483,163

 
$
539,368

 
$
—

 
$
13,470,067

  Intersegment revenues
254,821

 
22,492

 
62,575

 
1,294

 
(341,182
)
 
—

Total Revenues
$
8,993,568

 
$
1,731,281

 
$
2,545,738

 
$
540,662

 
$
(341,182
)
 
$
13,470,067

 
 
 
 
 
 
 
 
 
 
 
 
Net Revenues
$
1,351,335

 
$
350,193

 
$
203,591

 
$
102,533

 
$
—

 
$
2,007,652

Operating Income/(Loss)
644,708

 
55,591

 
62,395

 
(14,276
)
 
—

 
748,418

Depreciation and amortization
10,141

 
21,657

 
2,393

 
22,818

 
—

 
57,009

Total assets(1)
1,610,929

 
562,029

 
320,680

 
720,700

 
—

 
3,214,338

Average headcount
5,447

 
3,202

 
912

 
2,056

 
—

 
11,617

(1) All cash and cash equivalents and debt are included in All Other and Corporate. Goodwill was allocated to each segment based on relative fair value at November 30, 2016.
The following table presents our total revenues (based on location of the customer) and long-lived assets (including intangible and other assets) by geographic regions (in thousands): 
 
For the year ended December 31,
 
2016
 
2015
 
2014
Total revenues
 
 
 
 
 
United States
$
11,749,602

 
$
12,097,633

 
$
11,800,140

Other locations
1,394,811

 
1,378,451

 
1,669,927

Total revenues
$
13,144,413

 
$
13,476,084

 
$
13,470,067

 
 
December 31,
 
2016
 
2015
 
2014
Long-lived assets
 
 
 
 
 
United States
$
348,299

 
$
320,445

 
$
257,587

Other locations
96,311

 
24,878

 
26,254

Total long-lived assets
$
444,610

 
$
345,323

 
$
283,841

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 the Stockholders’ investment on our consolidated balance sheets. The recorded balance at December 31, 2016, and December 31, 2015, was $61.4 million and $37.9 million, respectively. Accumulated other comprehensive loss is comprised solely of foreign currency translation adjustment as of December 31, 2016 and 2015, and are reported net of tax impact of $0 and $12.6 million, respectively.
RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS
RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS
RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS
In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-09, Revenue from Contracts with Customers, and in August 2015 issued ASU No. 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. For the majority of our revenue arrangements, no significant impacts are expected as these transactions are not accounted for under industry-specific guidance that will be superseded by the ASU and generally consist of a single performance obligation to transfer promised goods or services. This standard is effective for us effective January 1, 2018, and permits the use of either a retrospective or a cumulative effect transition method. In preparation for our adoption of the new standard in the quarter beginning January 1, 2018, management assembled a project management team, which has obtained representative samples of contracts and other forms of agreements with our customers and is evaluating the provisions contained within those documents based on the new guidance. We do not expect this change to have a material impact on our results of operations, financial position, and cash flows once implemented. We are still evaluating the disclosure requirements under these standards. As we complete our overall evaluation, we are also identifying and preparing to implement changes to our accounting policies, practices, and controls to support the new standards.
In November 2015, FASB issued Accounting Standards Update (“ASU”) 2015-17, “Balance Sheet Classification of Deferred Taxes.” ASU 2015-17 requires that deferred tax liabilities and assets be classified as noncurrent in a classified statement of financial position. ASU 2015-17 is effective for financial statements issued for fiscal years beginning after December 15, 2016, and interim periods within those fiscal years. Early adoption is permitted. We have adopted this standard on a prospective basis as of December 31, 2016.
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. Note 7 to our consolidated financial statements presents our operating lease commitments as of December 31, 2016.
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. The adoption of ASU 2016-09 is expected to prospectively impact 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 will prospectively adopt these provisions in the first quarter of 2017.
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 2 from the goodwill impairment test. Instead, if the carrying amount of a reporting unit exceeds its fair value, and 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. We have not yet selected a transition date nor have we determined the effect of the standard on our ongoing financial reporting.
SUPPLEMENTARY DATA (UNAUDITED)
SUPPLEMENTARY DATA (UNAUDITED)
SUPPLEMENTARY DATA (UNAUDITED)
Our unaudited results of operations for each of the quarters in the years ended December 31, 2016 and 2015, are summarized below (in thousands, except per share data). 
2016
 
March 31
 
June 30
 
September 30
 
December 31
Revenues:
 
 
 
 
 
 
 
 
Transportation 
 
$
2,713,688

 
$
2,881,496

 
$
2,998,583

 
$
3,110,978

Sourcing
 
360,255

 
418,245

 
357,171

 
303,997

Total revenues
 
3,073,943

 
3,299,741

 
3,355,754

 
3,414,975

Costs and expenses:
 
 
 
 
 
 
 
 
Purchased transportation and related services
 
2,179,622

 
2,324,995

 
2,469,939

 
2,575,378

Purchased products sourced for resale
 
330,986

 
380,531

 
327,353

 
278,081

Personnel expenses
 
277,497

 
270,251

 
256,883

 
260,305

Other selling, general, and administrative expenses
 
86,886

 
90,217

 
90,312

 
107,646

Total costs and expenses
 
2,874,991

 
3,065,994

 
3,144,487

 
3,221,410

Income from operations
 
198,952

 
233,747

 
211,267

 
193,565

Net income
 
$
118,963

 
$
143,090

 
$
129,028

 
$
122,303

Basic net income per share
 
$
0.83

 
$
1.00

 
$
0.90

 
$
0.86

Diluted net income per share
 
$
0.83

 
$
1.00

 
$
0.90

 
$
0.86

Basic weighted average shares outstanding
 
143,525

 
142,998

 
142,611

 
141,711

Dilutive effect of outstanding stock awards
 
133

 
218

 
272

 
453

Diluted weighted average shares outstanding
 
143,658

 
143,216

 
142,883

 
142,164

Market price range of common stock:
 
 
 
 
 
 
 
 
High
 
$
75.11

 
$
76.10

 
$
75.69

 
$
77.89

Low
 
$
60.31

 
$
69.84

 
$
66.62

 
$
65.57

 
2015
 
March 31
 
June 30
 
September 30
 
December 31
Revenues:
 
 
 
 
 
 
 
 
Transportation
 
$
2,947,257

 
$
3,130,722

 
$
3,044,500

 
$
2,867,301

Sourcing
 
353,633

 
414,366

 
374,753

 
343,552

Total revenues
 
3,300,890

 
3,545,088

 
3,419,253

 
3,210,853

Costs and expenses:
 
 
 
 
 
 
 
 
Purchased transportation and related services 
 
2,452,112

 
2,582,374

 
2,484,409

 
2,323,376

Purchased products sourced for resale
 
323,668

 
378,696

 
346,269

 
316,700

Personnel expenses
 
255,144

 
263,999

 
264,077

 
268,190

Other selling, general, and administrative expenses
 
88,041

 
90,924

 
91,787

 
88,008

Total costs and expenses
 
3,118,965

 
3,315,993

 
3,186,542

 
2,996,274

Income from operations
 
181,925

 
229,095

 
232,711

 
214,579

Net income
 
$
106,476

 
$
137,208

 
$
139,432

 
$
126,583

Basic net income per share
 
$
0.73

 
$
0.94

 
$
0.96

 
$
0.88

Diluted net income per share
 
$
0.73

 
$
0.94

 
$
0.96

 
$
0.88

Basic weighted average shares outstanding
 
146,204

 
145,515

 
144,578

 
143,484

Dilutive effect of outstanding stock awards
 
179

 
164

 
204

 
660

Diluted weighted average shares outstanding
 
146,383

 
145,679

 
144,782

 
144,144

Market price range of common stock:
 
 
 
 
 
 
 
 
High
 
$
76.18

 
$
73.09

 
$
71.50

 
$
73.34

Low
 
$
67.11

 
$
61.46

 
$
61.64

 
$
59.71

SCHEDULE II. VALUATION AND QUALIFYING ACCOUNTS
SCHEDULE II. VALUTAION AND QUALIFYING ACCOUNTS
SCHEDULE II. VALUATION AND QUALIFYING ACCOUNTS
Allowance for Doubtful Accounts
The transactions in the allowance for doubtful accounts for the years ended December 31 were as follows (in thousands): 
 
2016
 
2015
 
2014
Balance, beginning of year
$
43,455

 
$
41,051

 
$
39,292

Provision
5,136

 
11,538

 
15,092

Write-offs
(9,048
)
 
(9,134
)
 
(13,333
)
Balance, end of year
$
39,543

 
$
43,455

 
$
41,051

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)
BASIS OF PRESENTATION 
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 through a network of offices operating 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. Prior to 2015 we reported payment services revenues separately from transportation revenues. Amounts prior to 2015 have been combined to conform to the current period presentation. This change in presentation had no effect on our prior year consolidated results of operations, financial condition, or cash flows.
USE OF ESTIMATES 
USE OF ESTIMATES. The preparation of financial statements, in conformity with accounting principles generally accepted in the United States, requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities. We are also required to disclose contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Estimates have been prepared on the basis of the most current and best information, and our actual results could differ materially from those estimates.
REVENUE RECOGNITION 
REVENUE RECOGNITION. Total revenues consist of the total dollar value of goods and services purchased from us by customers. Our net revenues are our total revenues less purchased transportation and related services, including contracted motor carrier, rail, ocean, air, and other costs, and the purchase price and services related to the products we source. We act principally as the service provider for these transactions and recognize revenue as these services are rendered or goods are delivered. At that time, our obligations to the transactions are completed and collection of receivables is reasonably assured. Most transactions in our transportation and sourcing businesses are recorded at the gross amount we charge our customers for the service we provide and goods we sell. In these transactions, we are the primary obligor, we have credit risk, we have discretion to select the supplier, and we have latitude in pricing decisions. Additionally, in our sourcing business, we take loss of inventory risk during shipment and have general inventory risk. Certain transactions in customs brokerage, managed services, freight forwarding, and sourcing are recorded at the net amount we charge our customers for the service we provide because many of the factors stated above are not present.
ALLOWANCE FOR DOUBTFUL ACCOUNTS 
ALLOWANCE FOR DOUBTFUL ACCOUNTS. Accounts receivable are reduced by an allowance for amounts that may become uncollectible in the future. We continuously monitor payments from our customers and maintain a provision for uncollectible accounts based upon our customer aging trends, historical loss experience, and any specific customer collection issues that we have identified.
FOREIGN CURRENCY 
FOREIGN CURRENCY. Most balance sheet accounts of foreign subsidiaries are translated or remeasured at the current exchange rate as of the end of the year. Statement of operations items are translated at average exchange rates during the year. The resulting translation adjustment is recorded net of tax as a separate component of comprehensive income in our statements of operations and comprehensive income in 2014 and 2015. In 2016, we asserted that we will indefinitely reinvest earnings of foreign subsidiaries to support expansion of our international businesses and now the translation adjustment is recorded gross of related income tax benefits.
CASH AND CASH EQUIVALENTS 
CASH AND CASH EQUIVALENTS. Cash and cash equivalents consist of bank deposits.
PREPAID EXPENSES AND OTHER 
PREPAID EXPENSES AND OTHER. Prepaid expenses and other include such items as prepaid rent, software maintenance contracts, insurance premiums, other prepaid operating expenses, and inventories, consisting primarily of produce and related products held for resale.
PROPERTY AND EQUIPMENT 
PROPERTY AND EQUIPMENT. Property and equipment are recorded at cost. Maintenance and repair expenditures are charged to expense as incurred. Depreciation is computed using the straight-line method over the estimated lives of the assets. Amortization of leasehold improvements is computed over the shorter of the lease term or the estimated useful lives of the improvements.
GOODWILL 
GOODWILL. Goodwill represents the excess of the cost of acquired businesses over the net of the fair value of identifiable tangible net assets and identifiable intangible assets purchased and liabilities assumed. Goodwill is tested for impairment at the reporting unit level (operating segment or one level below an operating segment) on an annual basis (November 30 for us) 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.
We allocate goodwill to reporting units based on the reporting unit expected to benefit from the business combination. 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.
During the quarter ended December 31, 2016, due to the reorganization of our reporting structure, we concluded that we had seven reporting units. As a result of this change in reporting units, we allocated goodwill to our reporting units based on each reporting unit’s fair value using a discounted cash flow analysis and market approach. Additionally at this time, we changed our annual quantitative goodwill impairment testing date from December 31 to November 30 of each year. The change in the goodwill impairment test date better aligns the impairment testing procedures with the timing of our long-term planning process, which is a significant input to the testing. We performed a goodwill impairment assessment both prior to and after the change in reporting units at November 30.  This change in testing date did not delay, accelerate, or avoid a goodwill impairment charge.
Goodwill is tested at least annually for impairment and is tested for impairment more frequently if events or changes in circumstances indicate that the asset might be impaired. The impairment test is performed using a two-step process. In the first step, the fair value of each reporting unit is compared with the carrying amount of the reporting unit, including goodwill. If the estimated fair value is less than the carrying amount of the reporting unit, there is an indication that goodwill impairment exists, and a second step must be completed in order to determine the amount of the goodwill impairment, if any, that should be recorded. In the second step, an impairment loss is recognized for any excess of the carrying amount of the reporting unit’s goodwill over the implied fair value of that goodwill. The implied fair value of goodwill is determined by allocating the fair value of the reporting unit in a manner similar to a purchase price allocation.
The fair value of each reporting unit is determined using a discounted cash flow analysis and market approach. Projecting discounted future cash flows requires us to make significant estimates regarding future revenues and expenses, projected capital expenditures, changes in working capital and the appropriate discount rate. Use of the market approach consists of comparisons to comparable publicly-traded companies that are similar in size and industry. Actual results may differ from those used in our valuations.
OTHER INTANGIBLE ASSETS 
OTHER INTANGIBLE ASSETS. Other intangible assets include definite-lived customer lists, non-competition agreements, and indefinite-lived trademarks. The definite-lived intangible assets are being amortized using the straight-line method over their estimated lives, ranging from 5 to 8 years. Definite-lived intangible assets are evaluated for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. The indefinite-lived trademarks are not amortized. Indefinite-lived intangible assets are evaluated for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable, or annually, at a minimum.
OTHER ASSETS 
OTHER ASSETS. Other assets include such items as purchased and internally developed software, and the investments related to our nonqualified deferred compensation plan. We amortize software using the straight-line method over 3 years.
INCOME TAXES 
INCOME TAXES. Income taxes are accounted for using the asset and liability method. Under this method, deferred tax assets and liabilities are recognized for the future tax consequences of temporary differences between the carrying amounts and tax bases of assets and liabilities using enacted rates.
Annual tax provisions include amounts considered sufficient to pay assessments that may result from examination of prior year tax returns; however, the amount ultimately paid upon resolution of issues raised may differ from the amounts accrued.
The financial statement benefits of an uncertain income tax position are recognized when more likely than not, based on the technical merits, the position will be sustained upon examination. Unrecognized tax benefits are, more likely than not, owed to a taxing authority, and the amount of the contingency can be reasonably estimated. Uncertain income tax positions are included in “Noncurrent income taxes payable” in the consolidated balance sheets.
COMPREHENSIVE INCOME 
COMPREHENSIVE INCOME. Comprehensive income includes any changes in the equity of an enterprise from transactions and other events and circumstances from non-owner sources. Our only component of other comprehensive income is foreign currency translation adjustment. It is presented on our consolidated statements of operations and comprehensive income gross of related income tax effects for 2016, net of related income tax effects for 2015 and 2014.
STOCK-BASED COMPENSATION 
STOCK-BASED COMPENSATION. We issue stock awards, including stock options, performance shares, and restricted stock units, to key employees and outside directors. In general, the awards vest over five years, either based on the company’s earnings growth or the passage of time. The related compensation expense for each award is recognized over the appropriate vesting period. The fair value of each share-based payment award is established on the date of grant. For grants of performance shares and restricted stock units, the fair value is established based on the market price on the date of the 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. Changes in measured stock volatility and interest rates are the primary reason for changes in the discount.
For grants of options, we use the Black-Scholes option pricing model to estimate the fair value of share-based payment awards. The determination of the fair value of share-based awards is affected by our stock price and a number of assumptions, including expected volatility, expected life, risk-free interest rate, and expected dividends.
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.
RECENTLY ISSUED ACCOUNTING PRNOUNCEMENTS 
In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-09, Revenue from Contracts with Customers, and in August 2015 issued ASU No. 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. For the majority of our revenue arrangements, no significant impacts are expected as these transactions are not accounted for under industry-specific guidance that will be superseded by the ASU and generally consist of a single performance obligation to transfer promised goods or services. This standard is effective for us effective January 1, 2018, and permits the use of either a retrospective or a cumulative effect transition method. In preparation for our adoption of the new standard in the quarter beginning January 1, 2018, management assembled a project management team, which has obtained representative samples of contracts and other forms of agreements with our customers and is evaluating the provisions contained within those documents based on the new guidance. We do not expect this change to have a material impact on our results of operations, financial position, and cash flows once implemented. We are still evaluating the disclosure requirements under these standards. As we complete our overall evaluation, we are also identifying and preparing to implement changes to our accounting policies, practices, and controls to support the new standards.
In November 2015, FASB issued Accounting Standards Update (“ASU”) 2015-17, “Balance Sheet Classification of Deferred Taxes.” ASU 2015-17 requires that deferred tax liabilities and assets be classified as noncurrent in a classified statement of financial position. ASU 2015-17 is effective for financial statements issued for fiscal years beginning after December 15, 2016, and interim periods within those fiscal years. Early adoption is permitted. We have adopted this standard on a prospective basis as of December 31, 2016.
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. Note 7 to our consolidated financial statements presents our operating lease commitments as of December 31, 2016.
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. The adoption of ASU 2016-09 is expected to prospectively impact 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 will prospectively adopt these provisions in the first quarter of 2017.
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 2 from the goodwill impairment test. Instead, if the carrying amount of a reporting unit exceeds its fair value, and 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. We have not yet selected a transition date nor have we determined the effect of the standard on our ongoing financial reporting.
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables)
Schedule of Depreciation Expense 
We recognized the following depreciation expense (in thousands): 
2016
$
36,212

2015
32,412

2014
29,340

Property, Plant and Equipment 
A summary of our property and equipment as of December 31 is as follows (in thousands): 
 
Useful Lives (in years)
 
2016
 
2015
Furniture, fixtures, and equipment
3 to 12
 
$
236,180

 
$
200,215

Buildings
3 to 30
 
130,050

 
110,056

Corporate aircraft
10
 
11,334

 
11,334

Leasehold improvements
3 to 15
 
40,312

 
28,178

Land
 
 
23,635

 
23,759

Construction in progress
 
 
8,534

 
5,597

Less accumulated depreciation
 
 
(217,092
)
 
(188,265
)
Net property and equipment
 
 
$
232,953

 
$
190,874


Schedule of Amortization Expense of Software 
We recognized the following amortization expense of purchased and internally developed software (in thousands): 
2016
 
$
11,404

2015
 
9,624

2014
 
8,921

Schedule of Other Assets, Noncurrent 
A summary of our purchased and internally developed software as of December 31 is as follows (in thousands): 
 
2016
 
2015
Purchased software
$
23,753

 
$
23,569

Internally developed software
51,507

 
40,796

Less accumulated amortization
(47,957
)
 
(42,930
)
Net software
$
27,303

 
$
21,435

GOODWILL AND OTHER INTANGIBLE ASSETS (Tables)
Schedule of Goodwill 
The change in the carrying amount of goodwill is as follows (in thousands):

 
NAST
 
Global Forwarding
 
Robinson Fresh
 
All Other and Corporate
 
Total
December 31, 2014 balance
 
$
607,156

 
$
106,443

 
$
93,398

 
$
18,041

 
$
825,038

Acquisitions
 
211,369

 
37,056

 
32,515

 
6,280

 
287,220

Translation
 
(2,886
)
 
(506
)
 
(444
)
 
(85
)
 
(3,921
)
December 31, 2015 balance
 
815,639

 
142,993

 
125,469

 
24,236

 
1,108,337

Acquisitions
 
97,727

 
17,133

 
15,033

 
2,904

 
132,797

Translation
 
(6,136
)
 
(1,076
)
 
(944
)
 
(182
)
 
(8,338
)
December 31, 2016 balance
 
$
907,230

 
$
159,050

 
$
139,558

 
$
26,958

 
$
1,232,796

Schedule of Intangible Assets 
Identifiable intangible assets consisted of the following at December 31 (in thousands): 
 
2016
 
2015
 
Cost
 
Accumulated Amortization
 
Net
 
Cost
 
Accumulated Amortization
 
Net
Finite-lived intangibles
 
 
 
 
 
 
 
 
 
 
 
Customer relationships
$
244,036

 
$
(87,199
)
 
$
156,837

 
$
170,472

 
$
(61,050
)
 
$
109,422

Non-competition agreements
500

 
(287
)
 
213

 
550

 
(227
)
 
323

Vendor lists
—

 
—

 
—

 
150

 
(128
)
 
22

Total finite-lived intangibles
244,536

 
(87,486
)
 
157,050

 
171,172

 
(61,405
)
 
109,767

Indefinite-lived intangibles
 
 
 
 
 
 
 
 
 
 
 
Trademarks
10,475

 
—

 
10,475

 
10,475

 
—

 
10,475

Total intangibles
$
255,011

 
$
(87,486
)
 
$
167,525

 
$
181,647

 
$
(61,405
)
 
$
120,242

Schedule of Amortization Expense 
Amortization expense for other intangible assets was (in thousands): 
2016
$
27,053

2015
24,373

2014
18,748

Schedule of Finite-Lived Intangible Assets, Future Amortization Expense 
Definite-lived intangible assets, by reportable segment, as of December 31, 2016, will be amortized over their remaining lives as follows (in thousands):
 
NAST
 
Global Forwarding
 
Robinson Fresh
 
All Other and Corporate
 
Total
2017
$
7,560

 
$
26,873

 
$
—

 
$
490

 
$
34,923

2018
7,560

 
26,840

 
—

 
—

 
34,400

2019
7,560

 
26,840

 
—

 
—

 
34,400

2020
—

 
24,136

 
—

 
—

 
24,136

2021
—

 
10,615

 
—

 
—

 
10,615

Thereafter
—

 
18,576

 
—

 
—

 
18,576

Total

 
 
 
 
 
 
 
$
157,050

INCOME TAXES (Tables)
Schedule of Income before Income Tax, Domestic and Foreign 
Income before provision for income taxes consisted of (in thousands):
 
 
2016
 
2015
 
2014
Domestic
 
$
710,931

 
$
729,390

 
$
659,996

Foreign
 
101,019

 
93,391

 
63,435

Total
 
$
811,950

 
$
822,781

 
$
723,431

Summary of Income Tax Contingencies 
A reconciliation of the beginning and ending amount of unrecognized tax benefits, excluding interest and penalties, is as follows (in thousands): 
 
2016
 
2015
 
2014
Unrecognized tax benefits, beginning of period
$
13,271

 
$
18,274

 
$
16,897

Additions based on tax positions related to the current year
—

 
1,520

 
2,002

Additions for tax positions of prior years
55

 
—

 
839

Reductions for tax positions of prior years
(211
)
 
(810
)
 
(183
)
Lapse in statute of limitations
(847
)
 
(5,188
)
 
(1,281
)
Settlements
—

 
(525
)
 
—

Unrecognized tax benefits, end of the period
$
12,268

 
$
13,271

 
$
18,274

Schedule of Components of Income Tax Expense (Benefit) 
The components of the provision for income taxes consist of the following for the years ended December 31 (in thousands): 
 
2016
 
2015
 
2014
Tax provision:
 
 
 
 
 
Federal
$
222,685

 
$
259,793

 
$
224,468

State
31,786

 
37,129

 
32,110

Foreign
29,086

 
33,255

 
20,259

 
283,557

 
330,177

 
276,837

Deferred provision (benefit):
 
 
 
 
 
Federal
13,936

 
(14,559
)
 
(5,302
)
State
1,986

 
(2,074
)
 
(755
)
Foreign
(913
)
 
(462
)
 
2,940

 
15,009

 
(17,095
)
 
(3,117
)
Total provision
$
298,566

 
$
313,082

 
$
273,720

Schedule of Effective Income Tax Rate Reconciliation 
A reconciliation of the provision for income taxes using the statutory federal income tax rate to our effective income tax rate for the years ended December 31 is as follows:  
 
2016
 
2015
 
2014
Federal statutory rate
35.0
 %
 
35.0
%
 
35.0
%
State income taxes, net of federal benefit
2.7

 
2.8

 
2.8

Other
(0.9
)
 
0.3

 
—

 
36.8
 %
 
38.1
%
 
37.8
%
Schedule of Deferred Tax Assets and Liabilities 
Deferred tax assets (liabilities) are comprised of the following at December 31 (in thousands): 
 
2016
 
2015
Deferred tax assets:
 
 
 
Compensation
$
80,338

 
$
91,729

Receivables
13,471

 
16,243

Other
11,433

 
9,242

Deferred tax liabilities:
 
 
 
Intangible assets
(131,698
)
 
(133,375
)
Prepaid assets
(14,540
)
 
(13,418
)
Long-lived assets
(21,268
)
 
(18,666
)
Other
(608
)
 
(427
)
Net deferred tax (liabilities) assets
$
(62,872
)
 
$
(48,672
)
CAPITAL STOCK AND STOCK AWARD PLANS (Tables)
Schedule of Employee Service Share-based Compensation, Allocation of Recognized Period Costs 
A summary of our total compensation expense recognized in our consolidated statements of operations and comprehensive income for stock-based compensation is as follows (in thousands):
 
2016
 
2015
 
2014
Stock options
$
9,178

 
$
14,607

 
$
9,243

Stock awards
25,912

 
40,785

 
36,510

Company expense on ESPP discount
2,475

 
2,269

 
2,108

Total stock-based compensation expense
$
37,565

 
$
57,661

 
$
47,861

Schedule of Share-based Compensation, Stock Options, Activity 
The following schedule summarizes stock option activity in the plans. All outstanding unvested options as of December 31, 2016, relate to the performance-based grants from 2011 through 2016. 
 
Options
 
Weighted
Average
Exercise
Price
 
Aggregate
Intrinsic
Value
(in thousands)
 
Average
Remaining
Life
(years)
Outstanding at December 31, 2015
6,150,861

 
$
65.03

 
$
—

 
8.1
Grants
1,250,154

 
76.72

 
 
 
 
Exercised
(86,840
)
 
61.82

 
 
 
 
Terminated
(306,252
)
 
68.81

 
 
 
 
Outstanding at December 31, 2016
7,007,923

 
$
67.00

 
$
43,875

 
7.7
 
 
 
 
 
 
 
 
Vested at December 31, 2016
2,646,205

 
$
64.63

 
 
 
6.7
Exercisable at December 31, 2016
2,646,205

 
$
64.63

 
 
 
6.7
Schedule of Intrinsic Value of Options Exercised 
Information on the intrinsic value of options exercised is as follows (in thousands):
2016
$
981

2015
400

2014
4

Schedule of Share-based Compensation, Activity 
The following table summarizes these unvested stock option grants as of December 31, 2016: 
Year of Grant
 
First Vesting Date
 
Last Vesting Date
 
Options
Granted, Net of
Forfeitures
 
Weighted
Average Grant
Date Fair Value
 
Unvested Options
2015
 
December 31, 2016
 
December 31, 2020
 
1,428,531

 
$
12.66

 
1,142,825

2016
 
December 31, 2017
 
December 31, 2021
 
1,250,154

 
12.60

 
1,250,154

 
 
 
 
 
 
2,678,685

 
$
12.63

 
2,392,979

The following table summarizes performance-based options by year of grant:
Year of Grant
 
First Vesting Date
 
Last Vesting Date
 
Options
Granted, Net of
Forfeitures
 
Weighted
Average Grant
Date Fair Value
 
Unvested Options
2012
 
December 31, 2013
 
December 31, 2017
 
1,149,441

 
$
13.15

 
666,676

2013
 
December 31, 2014
 
December 31, 2018
 
1,425,529

 
11.83

 
541,701

2014
 
December 31, 2015
 
December 31, 2019
 
1,277,409

 
14.17

 
804,595

 
 
 
 
 
 
3,852,379

 
$
13.00

 
2,012,972

The following table summarizes performance shares and restricted stock units by year of grant: 
Year of grant
 
First vesting date
 
Last vesting date
 
Performance Shares and Stock Units
Granted, Net of
Forfeitures
 
Weighted
Average Grant
Date Fair Value (1)
 
Unvested Performance Shares and Restricted Stock Units
2012
 
December 31, 2013
 
December 31, 2017
 
325,536

 
$
48.65

 
188,811

2013
 
December 31, 2014
 
December 31, 2018
 
394,672

 
46.50

 
149,975

2014
 
December 31, 2015
 
December 31, 2019
 
336,683

 
60.57

 
212,110

2015
 
December 31, 2016
 
December 31, 2020
 
390,163

 
51.88

 
343,342

2016
 
December 31, 2017
 
December 31, 2021
 
350,937

 
64.91

 
350,937

 
 
 
 
 
 
1,797,991

 
$
54.29

 
1,245,175

________________________ 
(1)
Amount shown is the weighted average grant date fair value of performance shares and restricted stock units granted, net of forfeitures.
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions 
The fair value per option was estimated using the Black-Scholes option pricing model with the following assumptions: 
 
2016 Grants
 
2015 Grants
 
2014 Grants
Risk-free interest rate
2.13-2.14%

 
1.95-1.96%

 
1.93-1.96%

Dividend per share (quarterly amounts)
$0.43-0.45

 
$0.38-0.43

 
$0.35-0.38

Expected volatility factor
20.0-21.5%

 
22.0-24.0%

 
22.0-25.0%

Expected option term
6.26 years

 
6.29 years

 
6.3 years

Weighted average fair value per option
$
12.60

 
$
12.68

 
$
14.23

Schedule of Nonvested Restricted Stock Units Activity 
The following table summarizes our unvested performance shares and restricted stock unit grants as of December 31, 2016: 
 
Number of Performance
Shares and Restricted Stock Units
 
Weighted Average
Grant Date Fair Value
Unvested at December 31, 2015
1,272,040

 
$
52.56

Granted
350,937

 
64.91

Vested
(175,413
)
 
52.40

Forfeitures
(202,389
)
 
53.61

Unvested at December 31, 2016
1,245,175

 
$
55.90

Schedule of Share-based Compensation, Restricted Stock and Restricted Stock Units Activity 
The following table summarizes these unvested restricted share and restricted stock unit grants as of December 31, 2016: 
 
Number of Restricted
Shares and Stock Units
 
Weighted Average
Grant Date Fair Value
Unvested at December 31, 2015
1,127,522

 
$
52.69

Granted
464,823

 
63.02

Vested
(291,525
)
 
52.01

Forfeitures
(60,664
)
 
53.06

Unvested at December 31, 2016
1,240,156

 
$
56.70

Schedule Of Fair Value Stock Awards Vested 
A summary of the fair value of full value awards vested (in thousands): 
2016
$
25,912

2015
40,785

2014
36,510

Schedule of Share-based Compensation, Employee Stock Purchase Plan, Activity 
The following is a summary of the employee stock purchase plan activity (dollar amounts in thousands): 
 
 
Shares Purchased
By Employees
 
Aggregate Cost
to Employees
 
Expense Recognized
By the Company
2016
 
225,241

 
$
14,032

 
$
2,475

2015
 
228,103

 
13,045

 
2,269

2014
 
231,564

 
11,943

 
2,108

Share Repurchase Program Disclosure 
The activity under this authorization is as follows (dollar amounts in thousands):
 
 
Shares Repurchased
 
Total Value of Shares
Repurchased
2013 Program
 
 
 
 
2013 Purchases
 
930,075

 
$
57,689

2014 Purchases
 
3,763,583

 
239,037

2015 Purchases
 
3,420,681

 
232,113

2016 Purchases
 
2,467,097

 
176,676

COMMITMENTS AND CONTINGENCIES (Tables)
Schedule of Costs of Retirement Plans 
Defined contribution plan expense, including matching contributions, was approximately (in thousands): 
2016
$
25,740

2015
46,507

2014
30,112

Schedule of Lease Expenses 
Information regarding our lease expense is as follows (in thousands): 
2016
$
55,170

2015
56,210

2014
56,871

Operating Leases of Lessee Disclosure 
Minimum future lease commitments under noncancelable lease agreements in excess of one year as of December 31, 2016, are as follows (in thousands):
2017
$
47,034

2018
38,531

2019
32,249

2020
29,716

2021
24,393

Thereafter
113,786

Total
$
285,709

ACQUISITIONS (Tables)
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed 
The following is a summary of the allocation of purchase consideration to the estimated fair value of net assets for the acquisition of Freightquote (in thousands):
Cash and cash equivalents
$
29,302

Receivables
56,228

Other current assets
2,395

Property and equipment
43,687

Identifiable intangible assets
37,800

Goodwill
287,220

Trademarks
8,600

Other noncurrent assets
3,421

Total assets
468,653

 
 
Accounts payable
(44,622
)
Accrued expenses
(5,485
)
Other liabilities
(19,939
)
Net assets acquired
$
398,607

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

Schedule of Finite-Lived Intangible Assets by Major Class 
Identifiable intangible assets and estimated useful lives are as follows (dollars in thousands):
 
Estimated Life (years)
 
 
Customer relationships
7
 
$
78,842

Following are the details of the purchase price allocated to the intangible assets acquired (dollars in thousands):
 
Estimated Life (years)
 
 
Customer relationships
5
 
$
37,500

Noncompete agreements
5
 
300

Total identifiable intangible assets
 
 
$
37,800

Business Acquisition, Pro Forma Information 
On an unaudited pro forma basis, assuming the Freightquote acquisition had closed on January 1, 2014, the results of C.H. Robinson including Freightquote, would have resulted in the following (in thousands):
 
Twelve Months Ended December 31, 2014
 
C.H. Robinson as Reported
 
Freightquote Operations
 
Combined Pro Forma
Total revenues
$
13,470,067

 
$
623,245

 
$
14,093,312

Income from operations
748,418

 
24,131

 
772,549

Business Acquisition, Pro Forma Information, Adjustments 
Freightquote pro forma financial information includes the following adjustments for the twelve months ended December 31, 2014 (in thousands):
Additional amortization expense on identifiable intangible assets
$
(7,560
)
Contractual changes in compensation
1,973

Additional compensation paid by sellers
2,627

Accounting policy changes
1,303

Third party advisory fees paid by sellers
5,355

Other
2,196

SEGMENT REPORTING (Tables)
Summary of Segment Information 
Segment information as of, and for the years ended, December 31, 2016, 2015, and 2014 is as follows (dollars in thousands):

Twelve months ended December 31, 2016
 
 
 
 
 
 
 
 
 
 
NAST
 
Global Forwarding
 
Robinson Fresh
 
All Other and Corporate
 
Eliminations
 
Consolidated
 
 
 
 
 
 
 
 
 
 
 
 
Revenues
$
8,737,716

 
$
1,574,686

 
$
2,344,131

 
$
487,880

 
$
—

 
$
13,144,413

  Intersegment revenues
298,438

 
30,311

 
119,403

 
2,211

 
(450,363
)
 
—

Total Revenues
$
9,036,154

 
$
1,604,997

 
$
2,463,534

 
$
490,091

 
$
(450,363
)
 
$
13,144,413

 
 
 
 
 
 
 
 
 
 
 
 
Net Revenues
$
1,524,355

 
$
397,537

 
$
234,794

 
$
120,842

 
$
—

 
$
2,277,528

Operating Income
674,436

 
80,931

 
75,757

 
6,407

 
—

 
837,531

Depreciation and amortization
22,126

 
23,099

 
3,782

 
25,662

 
—

 
74,669

Total assets(1)
2,088,611

 
703,741

 
376,654

 
518,752

 
—

 
3,687,758

Average headcount
6,773

 
3,673

 
942

 
2,282

 
—

 
13,670

 
 
 
 
 
 
 
 
 
 
 
 
Twelve months ended December 31, 2015
 
 
 
 
 
 
 
 
 
 
NAST
 
Global Forwarding
 
Robinson Fresh
 
All Other and Corporate
 
Eliminations
 
Consolidated
Revenues
$
8,968,349

 
$
1,639,944

 
$
2,395,440

 
$
472,351

 
$
—

 
$
13,476,084

  Intersegment revenues
271,557

 
19,102

 
89,033

 
2,107

 
(381,799
)
 
—

Total Revenues
$
9,239,906

 
$
1,659,046

 
$
2,484,473

 
$
474,458

 
$
(381,799
)
 
$
13,476,084

 
 
 
 
 
 
 
 
 
 
 
 
Net Revenues
$
1,564,917

 
$
365,467

 
$
235,334

 
$
102,762

 
$
—

 
$
2,268,480

Operating Income/(Loss)
718,329

 
76,081

 
81,332

 
(17,432
)
 
—

 
858,310

Depreciation and amortization
21,846

 
20,790

 
2,927

 
20,846

 
—

 
66,409

Total assets(1)
1,878,203

 
556,606

 
346,728

 
402,821

 
—

 
3,184,358

Average headcount
6,575

 
3,381

 
892

 
2,054

 
—

 
12,902

 
 
 
 
 
 
 
 
 
 
 
 
Twelve months ended December 31, 2014
 
 
 
 
 
 
 
 
 
 
NAST
 
Global Forwarding
 
Robinson Fresh
 
All Other and Corporate
 
Eliminations
 
Consolidated
Revenues
$
8,738,747

 
$
1,708,789

 
$
2,483,163

 
$
539,368

 
$
—

 
$
13,470,067

  Intersegment revenues
254,821

 
22,492

 
62,575

 
1,294

 
(341,182
)
 
—

Total Revenues
$
8,993,568

 
$
1,731,281

 
$
2,545,738

 
$
540,662

 
$
(341,182
)
 
$
13,470,067

 
 
 
 
 
 
 
 
 
 
 
 
Net Revenues
$
1,351,335

 
$
350,193

 
$
203,591

 
$
102,533

 
$
—

 
$
2,007,652

Operating Income/(Loss)
644,708

 
55,591

 
62,395

 
(14,276
)
 
—

 
748,418

Depreciation and amortization
10,141

 
21,657

 
2,393

 
22,818

 
—

 
57,009

Total assets(1)
1,610,929

 
562,029

 
320,680

 
720,700

 
—

 
3,214,338

Average headcount
5,447

 
3,202

 
912

 
2,056

 
—

 
11,617

(1) All cash and cash equivalents and debt are included in All Other and Corporate. Goodwill was allocated to each segment based on relative fair value at November 30, 2016.
Schedule Of Revenues and Long Lived Assets by Geographic Regions 
The following table presents our total revenues (based on location of the customer) and long-lived assets (including intangible and other assets) by geographic regions (in thousands): 
 
For the year ended December 31,
 
2016
 
2015
 
2014
Total revenues
 
 
 
 
 
United States
$
11,749,602

 
$
12,097,633

 
$
11,800,140

Other locations
1,394,811

 
1,378,451

 
1,669,927

Total revenues
$
13,144,413

 
$
13,476,084

 
$
13,470,067

 
 
December 31,
 
2016
 
2015
 
2014
Long-lived assets
 
 
 
 
 
United States
$
348,299

 
$
320,445

 
$
257,587

Other locations
96,311

 
24,878

 
26,254

Total long-lived assets
$
444,610

 
$
345,323

 
$
283,841

SUPPLEMENTARY DATA (UNAUDITED) (Tables)
Schedule of Quarterly Financial Information
Our unaudited results of operations for each of the quarters in the years ended December 31, 2016 and 2015, are summarized below (in thousands, except per share data). 
2016
 
March 31
 
June 30
 
September 30
 
December 31
Revenues:
 
 
 
 
 
 
 
 
Transportation 
 
$
2,713,688

 
$
2,881,496

 
$
2,998,583

 
$
3,110,978

Sourcing
 
360,255

 
418,245

 
357,171

 
303,997

Total revenues
 
3,073,943

 
3,299,741

 
3,355,754

 
3,414,975

Costs and expenses:
 
 
 
 
 
 
 
 
Purchased transportation and related services
 
2,179,622

 
2,324,995

 
2,469,939

 
2,575,378

Purchased products sourced for resale
 
330,986

 
380,531

 
327,353

 
278,081

Personnel expenses
 
277,497

 
270,251

 
256,883

 
260,305

Other selling, general, and administrative expenses
 
86,886

 
90,217

 
90,312

 
107,646

Total costs and expenses
 
2,874,991

 
3,065,994

 
3,144,487

 
3,221,410

Income from operations
 
198,952

 
233,747

 
211,267

 
193,565

Net income
 
$
118,963

 
$
143,090

 
$
129,028

 
$
122,303

Basic net income per share
 
$
0.83

 
$
1.00

 
$
0.90

 
$
0.86

Diluted net income per share
 
$
0.83

 
$
1.00

 
$
0.90

 
$
0.86

Basic weighted average shares outstanding
 
143,525

 
142,998

 
142,611

 
141,711

Dilutive effect of outstanding stock awards
 
133

 
218

 
272

 
453

Diluted weighted average shares outstanding
 
143,658

 
143,216

 
142,883

 
142,164

Market price range of common stock:
 
 
 
 
 
 
 
 
High
 
$
75.11

 
$
76.10

 
$
75.69

 
$
77.89

Low
 
$
60.31

 
$
69.84

 
$
66.62

 
$
65.57

 
2015
 
March 31
 
June 30
 
September 30
 
December 31
Revenues:
 
 
 
 
 
 
 
 
Transportation
 
$
2,947,257

 
$
3,130,722

 
$
3,044,500

 
$
2,867,301

Sourcing
 
353,633

 
414,366

 
374,753

 
343,552

Total revenues
 
3,300,890

 
3,545,088

 
3,419,253

 
3,210,853

Costs and expenses:
 
 
 
 
 
 
 
 
Purchased transportation and related services 
 
2,452,112

 
2,582,374

 
2,484,409

 
2,323,376

Purchased products sourced for resale
 
323,668

 
378,696

 
346,269

 
316,700

Personnel expenses
 
255,144

 
263,999

 
264,077

 
268,190

Other selling, general, and administrative expenses
 
88,041

 
90,924

 
91,787

 
88,008

Total costs and expenses
 
3,118,965

 
3,315,993

 
3,186,542

 
2,996,274

Income from operations
 
181,925

 
229,095

 
232,711

 
214,579

Net income
 
$
106,476

 
$
137,208

 
$
139,432

 
$
126,583

Basic net income per share
 
$
0.73

 
$
0.94

 
$
0.96

 
$
0.88

Diluted net income per share
 
$
0.73

 
$
0.94

 
$
0.96

 
$
0.88

Basic weighted average shares outstanding
 
146,204

 
145,515

 
144,578

 
143,484

Dilutive effect of outstanding stock awards
 
179

 
164

 
204

 
660

Diluted weighted average shares outstanding
 
146,383

 
145,679

 
144,782

 
144,144

Market price range of common stock:
 
 
 
 
 
 
 
 
High
 
$
76.18

 
$
73.09

 
$
71.50

 
$
73.34

Low
 
$
67.11

 
$
61.46

 
$
61.64

 
$
59.71



SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Depreciation Expense (Details) (USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Accounting Policies [Abstract]
 
 
 
Depreciation expense
$ 36,212 
$ 32,412 
$ 29,340 
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Summary of Property and Equipment (Details) (USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Property, Plant and Equipment [Line Items]
 
 
Property and equipment
$ 450,045 
$ 379,139 
Less accumulated depreciation
(217,092)
(188,265)
Net property and equipment
232,953 
190,874 
Furniture, fixtures, and equipment
 
 
Property, Plant and Equipment [Line Items]
 
 
Property and equipment
236,180 
200,215 
Furniture, fixtures, and equipment |
Minimum
 
 
Property, Plant and Equipment [Line Items]
 
 
Useful Lives (in years)
3 years 
 
Furniture, fixtures, and equipment |
Maximum
 
 
Property, Plant and Equipment [Line Items]
 
 
Useful Lives (in years)
12 years 
 
Buildings
 
 
Property, Plant and Equipment [Line Items]
 
 
Property and equipment
130,050 
110,056 
Buildings |
Minimum
 
 
Property, Plant and Equipment [Line Items]
 
 
Useful Lives (in years)
3 years 
 
Buildings |
Maximum
 
 
Property, Plant and Equipment [Line Items]
 
 
Useful Lives (in years)
30 years 
 
Corporate aircraft
 
 
Property, Plant and Equipment [Line Items]
 
 
Useful Lives (in years)
10 years 
 
Property and equipment
11,334 
11,334 
Leasehold improvements
 
 
Property, Plant and Equipment [Line Items]
 
 
Property and equipment
40,312 
28,178 
Leasehold improvements |
Minimum
 
 
Property, Plant and Equipment [Line Items]
 
 
Useful Lives (in years)
3 years 
 
Leasehold improvements |
Maximum
 
 
Property, Plant and Equipment [Line Items]
 
 
Useful Lives (in years)
15 years 
 
Land
 
 
Property, Plant and Equipment [Line Items]
 
 
Property and equipment
23,635 
23,759 
Construction in progress
 
 
Property, Plant and Equipment [Line Items]
 
 
Property and equipment
$ 8,534 
$ 5,597 
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Additional Information (Details)
12 Months Ended
Dec. 31, 2016
Stock Option
 
Significant Accounting Policies [Line Items]
 
Stock award, vesting period
5 years 
Software
 
Significant Accounting Policies [Line Items]
 
Intangible assets, estimated lives
3 years 
Minimum
 
Significant Accounting Policies [Line Items]
 
Intangible assets, estimated lives
5 years 
Restricted shares and restricted units grants, discount for post-vesting holding restrictions
15.00% 
Maximum
 
Significant Accounting Policies [Line Items]
 
Intangible assets, estimated lives
8 years 
Restricted shares and restricted units grants, discount for post-vesting holding restrictions
22.00% 
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Amortization Expense of Purchased and Internally Developed Software (Details) (Software, USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Software
 
 
 
Finite-Lived Intangible Assets [Line Items]
 
 
 
Amortization expense
$ 11,404 
$ 9,624 
$ 8,921 
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Summary of Purchased and Internally Developed Software (Details) (USD $)
In Thousands, unless otherwise specified
Dec. 31, 2016
Dec. 31, 2015
Finite-Lived Intangible Assets [Line Items]
 
 
Less accumulated amortization
$ (87,486)
$ (61,405)
Net
157,050 
109,767 
Software
 
 
Finite-Lived Intangible Assets [Line Items]
 
 
Less accumulated amortization
(47,957)
(42,930)
Net
27,303 
21,435 
Software |
Purchased software
 
 
Finite-Lived Intangible Assets [Line Items]
 
 
Software
23,753 
23,569 
Software |
Internally developed software
 
 
Finite-Lived Intangible Assets [Line Items]
 
 
Software
$ 51,507 
$ 40,796 
GOODWILL AND OTHER INTANGIBLE ASSETS - Change in the Carrying Amount of Goodwill (Details) (USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Goodwill [Roll Forward]
 
 
Balance, beginning of year
$ 1,108,337 
$ 825,038 
Acquisitions
132,797 
287,220 
Translation
(8,338)
(3,921)
Balance, end of year
1,232,796 
1,108,337 
NAST
 
 
Goodwill [Roll Forward]
 
 
Balance, beginning of year
815,639 
607,156 
Acquisitions
97,727 
211,369 
Translation
(6,136)
(2,886)
Balance, end of year
907,230 
815,639 
Global Forwarding
 
 
Goodwill [Roll Forward]
 
 
Balance, beginning of year
142,993 
106,443 
Acquisitions
17,133 
37,056 
Translation
(1,076)
(506)
Balance, end of year
159,050 
142,993 
Robinson Fresh
 
 
Goodwill [Roll Forward]
 
 
Balance, beginning of year
125,469 
93,398 
Acquisitions
15,033 
32,515 
Translation
(944)
(444)
Balance, end of year
139,558 
125,469 
All Other and Corporate
 
 
Goodwill [Roll Forward]
 
 
Balance, beginning of year
24,236 
18,041 
Acquisitions
2,904 
6,280 
Translation
(182)
(85)
Balance, end of year
$ 26,958 
$ 24,236 
GOODWILL AND OTHER INTANGIBLE ASSETS - Additional Information (Details)
3 Months Ended
Dec. 31, 2016
reporting_unit
Goodwill and Intangible Assets Disclosure [Abstract]
 
Number of reporting units
7 
GOODWILL AND OTHER INTANGIBLE ASSETS - Summary of Intangible Assets (Details) (USD $)
In Thousands, unless otherwise specified
Dec. 31, 2016
Dec. 31, 2015
Finite-lived intangibles
 
 
Finite-lived intangibles, Cost
$ 244,536 
$ 171,172 
Accumulated Amortization
(87,486)
(61,405)
Net
157,050 
109,767 
Indefinite-lived intangibles
 
 
Total intangibles, Cost
255,011 
181,647 
Total intangibles, Net
167,525 
120,242 
Trademarks
 
 
Indefinite-lived intangibles
 
 
Indefinite-lived intangibles
10,475 
10,475 
Customer relationships
 
 
Finite-lived intangibles
 
 
Finite-lived intangibles, Cost
244,036 
170,472 
Accumulated Amortization
(87,199)
(61,050)
Net
156,837 
109,422 
Noncompete agreements
 
 
Finite-lived intangibles
 
 
Finite-lived intangibles, Cost
500 
550 
Accumulated Amortization
(287)
(227)
Net
213 
323 
Vendor lists
 
 
Finite-lived intangibles
 
 
Finite-lived intangibles, Cost
0 
150 
Accumulated Amortization
0 
(128)
Net
$ 0 
$ 22 
GOODWILL AND OTHER INTANGIBLE ASSETS - Amortization Expense of Other Intangible Assets (Details) (Other Intangible Assets, USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Other Intangible Assets
 
 
 
Finite-Lived Intangible Assets [Line Items]
 
 
 
Amortization expense
$ 27,053 
$ 24,373 
$ 18,748 
GOODWILL AND OTHER INTANGIBLE ASSETS - Estimated Amortization Expense on Intangible Assets (Details) (USD $)
In Thousands, unless otherwise specified
Dec. 31, 2016
Dec. 31, 2015
Estimated amortization expense
 
 
2017
$ 34,923 
 
2018
34,400 
 
2019
34,400 
 
2020
24,136 
 
2021
10,615 
 
Thereafter
18,576 
 
Net
157,050 
109,767 
NAST
 
 
Estimated amortization expense
 
 
2017
7,560 
 
2018
7,560 
 
2019
7,560 
 
2020
0 
 
2021
0 
 
Thereafter
0 
 
Global Forwarding
 
 
Estimated amortization expense
 
 
2017
26,873 
 
2018
26,840 
 
2019
26,840 
 
2020
24,136 
 
2021
10,615 
 
Thereafter
18,576 
 
Robinson Fresh
 
 
Estimated amortization expense
 
 
2017
0 
 
2018
0 
 
2019
0 
 
2020
0 
 
2021
0 
 
Thereafter
0 
 
All Other and Corporate
 
 
Estimated amortization expense
 
 
2017
490 
 
2018
0 
 
2019
0 
 
2020
0 
 
2021
0 
 
Thereafter
$ 0 
 
FAIR VALUE MEASUREMENT - Additional Information (Details) (Level 3, USD $)
Dec. 31, 2016
Dec. 31, 2015
Level 3
 
 
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
 
 
Liabilities and assets at fair value
$ 0 
$ 0 
FINANCING ARRANGEMENTS - Additional Information (Details) (USD $)
12 Months Ended 12 Months Ended 12 Months Ended
Dec. 31, 2016
Level 2
Dec. 31, 2015
Level 2
Dec. 31, 2016
Unsecured Debt
Senior Unsecured Revolving Credit Facility 2017 Term Loan
Dec. 31, 2015
Unsecured Debt
Senior Unsecured Revolving Credit Facility 2017 Term Loan
Dec. 31, 2014
Unsecured Debt
Senior Unsecured Revolving Credit Facility 2017 Term Loan
Oct. 29, 2012
Unsecured Debt
Senior Unsecured Revolving Credit Facility 2017 Term Loan
Dec. 31, 2016
Unsecured Debt
Senior Unsecured Revolving Credit Facility 2017 Term Loan
Federal Funds Rate
Dec. 31, 2016
Unsecured Debt
Senior Unsecured Revolving Credit Facility 2017 Term Loan
London Interbank Offered Rate (LIBOR)
Dec. 31, 2016
Unsecured Debt
Senior Unsecured Revolving Credit Facility 2017 Term Loan
Current Liability
Dec. 31, 2015
Unsecured Debt
Senior Unsecured Revolving Credit Facility 2017 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
Dec. 31, 2016
Senior Notes
Note Purchase Agreement
Debt Instrument [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Line of credit facility, maximum borrowing capacity
 
 
 
 
$ 900,000,000 
$ 500,000,000 
 
 
 
 
 
 
 
 
Additional borrowing capacity credit facility
 
 
 
 
 
500,000,000 
 
 
 
 
 
 
 
 
Borrowing outstanding
 
 
 
 
 
 
 
 
740,000,000 
450,000,000 
 
 
 
 
Borrowing availability
 
 
160,000,000 
 
 
 
 
 
 
 
 
 
 
 
Debt instrument, basis spread on variable rate
 
 
 
 
 
 
0.50% 
1.125% 
 
 
 
 
 
 
Debt instrument, interest rate during period
 
 
1.50% 
1.30% 
 
 
 
 
 
 
 
 
 
 
Debt, weighted average interest rate
 
 
1.90% 
1.60% 
 
 
 
 
 
 
 
 
 
 
Debt instrument, covenant, leverage ratio, minimum
 
 
0.65 
 
 
 
 
 
 
 
 
 
 
0.65 
Debt instrument, covenant, leverage debt to EBITDA ratio, maximum
 
 
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, interest expense ratio, maximum
 
 
 
 
 
 
 
 
 
 
 
 
 
2.00 
Debt instrument, priority debt, percentage
 
 
 
 
 
 
 
 
 
 
 
 
 
15.00% 
Debt instrument, redemption price, percentage
 
 
 
 
 
 
 
 
 
 
 
 
 
100.00% 
Long-term debt fair value
$ 528,000,000 
$ 522,200,000 
 
 
 
 
 
 
 
 
 
 
 
 
INCOME TAXES - Additional Information (Details) (USD $)
In Millions, unless otherwise specified
12 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Income Tax Disclosure [Abstract]
 
 
 
Tax benefit related to earnings from foreign subsidiaries
$ 5.1 
 
 
Increase in income tax payable due to repatriation of foreign earnings
16.6 
 
 
Unrecognized tax benefits and related interest and penalties, all of which would affect our effective tax rate if recognized
18.9 
 
 
Interest and penalties recognized
0.9 
1.2 
1.5 
Interest and penalties accrued
6.6 
6.4 
 
Foreign net operating loss carryforwards tax effect
$ 9.0 
$ 8.0 
 
INCOME TAXES - Schedule of Earnings Before Income Tax Expense (Details) (USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Income Tax Disclosure [Abstract]
 
 
 
Domestic
$ 710,931 
$ 729,390 
$ 659,996 
Foreign
101,019 
93,391 
63,435 
Income before provision for income taxes
$ 811,950 
$ 822,781 
$ 723,431 
INCOME TAXES - Reconciliation of Unrecognized Tax Benefits, Excluding Interest and Penalties (Details) (USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward]
 
 
 
Unrecognized tax benefits, beginning of period
$ 13,271 
$ 18,274 
$ 16,897 
Additions based on tax positions related to the current year
0 
1,520 
2,002 
Additions for tax positions of prior years
55 
0 
839 
Reductions for tax positions of prior years
(211)
(810)
(183)
Lapse in statute of limitations
(847)
(5,188)
(1,281)
Settlements
0 
(525)
0 
Unrecognized tax benefits, end of the period
$ 12,268 
$ 13,271 
$ 18,274 
INCOME TAXES - Components of the Provision for Income Taxes (Details) (USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Tax provision:
 
 
 
Federal
$ 222,685 
$ 259,793 
$ 224,468 
State
31,786 
37,129 
32,110 
Foreign
29,086 
33,255 
20,259 
Current income tax expense (benefit), total
283,557 
330,177 
276,837 
Deferred provision (benefit):
 
 
 
Federal
13,936 
(14,559)
(5,302)
State
1,986 
(2,074)
(755)
Foreign
(913)
(462)
2,940 
Deferred provision (benefit), total
15,009 
(17,095)
(3,117)
Total provision
$ 298,566 
$ 313,082 
$ 273,720 
INCOME TAXES - Reconciliation of the Provision for Income Taxes using Statutory Federal Income Tax Rate to the Effective Income Tax Rate (Details)
12 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Income Tax Disclosure [Abstract]
 
 
 
Federal statutory rate
35.00% 
35.00% 
35.00% 
State income taxes, net of federal benefit
2.70% 
2.80% 
2.80% 
Other
(0.90%)
0.30% 
0.00% 
Effective income tax rate, continuing operations, total
36.80% 
38.10% 
37.80% 
INCOME TAXES - Deferred Tax Assets (Liabilities) (Details) (USD $)
In Thousands, unless otherwise specified
Dec. 31, 2016
Dec. 31, 2015
Deferred tax assets:
 
 
Compensation
$ 80,338 
$ 91,729 
Receivables
13,471 
16,243 
Other
11,433 
9,242 
Deferred tax liabilities:
 
 
Intangible assets
(131,698)
(133,375)
Prepaid assets
(14,540)
(13,418)
Long-lived assets
(21,268)
(18,666)
Other
(608)
(427)
Net deferred tax (liabilities) assets
$ (62,872)
$ (48,672)
CAPITAL STOCK AND STOCK AWARD PLANS - Additional Information (Details) (USD $)
12 Months Ended 12 Months Ended 12 Months Ended
Dec. 31, 2016
vote
Dec. 31, 2015
Dec. 31, 2016
2013 Program
Dec. 31, 2013
2013 Program
Dec. 31, 2016
Stock Option
May 9, 2013
Stock Option
Dec. 31, 2016
Performance Shares
Dec. 31, 2015
Performance Shares
Dec. 31, 2016
Full Value Awards
Compensation Related Costs Share Based Payments Disclosure [Line Items]
 
 
 
 
 
 
 
 
 
Preferred stock, shares authorized (in shares)
20,000,000 
20,000,000 
 
 
 
 
 
 
 
Preferred stock, par value (in dollars per share)
$ 0.10 
$ 0.10 
 
 
 
 
 
 
 
Preferred stock, shares outstanding (in shares)
0 
0 
 
 
 
 
 
 
 
Common stock, shares authorized (in shares)
480,000,000 
480,000,000 
 
 
 
 
 
 
 
Common stock, par value (in dollars per share)
$ 0.10 
$ 0.10 
 
 
 
 
 
 
 
Entitled vote for each share of Common Stock
1 
 
 
 
 
 
 
 
 
Maximum shares that can be granted under stock plan (in shares)
 
 
 
 
 
13,041,803 
 
 
 
Shares available for stock awards (in shares)
 
 
 
 
4,851,473 
 
 
 
 
Stock award, vesting period
 
 
 
 
5 years 
 
 
 
5 years 
Unrecognized compensation expense
 
 
 
 
$ 56,800,000 
 
 
 
$ 140,300,000 
Antidilutive securities excluded from computation of earnings per share (in shares)
233,446 
125,797 
 
 
 
 
 
 
 
Options issued during period (in shares)
 
 
 
 
 
 
0 
0 
 
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% 
 
 
 
 
 
 
 
 
Number of shares authorized to be repurchased (in shares)
 
 
 
15,000,000 
 
 
 
 
 
Shares remaining for repurchase under authorization (in shares)
 
 
4,418,564 
 
 
 
 
 
 
CAPITAL STOCK AND STOCK AWARD PLANS - Summary of Total Compensation Expense Recognized in Statements of Operations for Stock-Based Compensation (Details) (USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
Stock-based compensation expense
$ 37,565 
$ 57,661 
$ 47,861 
Stock options
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
Stock-based compensation expense
9,178 
14,607 
9,243 
Stock awards
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
Stock-based compensation expense
25,912 
40,785 
36,510 
Company expense on ESPP discount
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
Stock-based compensation expense
$ 2,475 
$ 2,269 
$ 2,108 
CAPITAL STOCK AND STOCK AWARD PLANS - Summary of Stock Option Activity (Details) (USD $)
In Thousands, except Share data, unless otherwise specified
12 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Options Outstanding - Number of Shares [Roll Forward]
 
 
Outstanding, Beginning Balance (in shares)
6,150,861 
 
Grants (in shares)
1,250,154 
 
Exercised (in shares)
(86,840)
 
Terminated (in shares)
(306,252)
 
Outstanding, Ending Balance (in shares)
7,007,923 
6,150,861 
Vested (in shares)
2,646,205 
 
Exercisable (in shares)
2,646,205 
 
Options Outstanding - Weighted Average Exercise Price [Roll Forward]
 
 
Outstanding, Beginning Balance (in dollars per share)
$ 65.03 
 
Grants (in dollars per share)
$ 76.72 
 
Exercised (in dollars per share)
$ 61.82 
 
Terminated (in dollars per share)
$ 68.81 
 
Outstanding, Ending Balance (in dollars per share)
$ 67.00 
$ 65.03 
Vested (in dollars per share)
$ 64.63 
 
Exercisable (in dollars per share)
$ 64.63 
 
Aggregate Intrinsic Value (in thousands)
 
 
Aggregate Intrinsic Value, outstanding options
$ 43,875 
$ 0 
Average Remaining Life (years)
 
 
Average Remaining Life, outstanding options
7 years 8 months 12 days 
8 years 1 month 6 days 
Vested
6 years 8 months 12 days 
 
Exercisable
6 years 8 months 12 days 
 
CAPITAL STOCK AND STOCK AWARD PLANS - Intrinsic Value of Options Exercised (Details) (USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]
 
 
 
Intrinsic value
$ 981 
$ 400 
$ 4 
CAPITAL STOCK AND STOCK AWARD PLANS - Summary of Stock Options Grants by Year of Grant (Details) (USD $)
12 Months Ended
Dec. 31, 2016
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
Options Granted, Net of Forfeitures (in shares)
2,678,685 
Weighted Average Grant Date Fair Value (in dollars per share)
$ 12.63 
Unvested Options (in shares)
2,392,979 
2015
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
Options Granted, Net of Forfeitures (in shares)
1,428,531 
Weighted Average Grant Date Fair Value (in dollars per share)
$ 12.66 
Unvested Options (in shares)
1,142,825 
2016
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
Options Granted, Net of Forfeitures (in shares)
1,250,154,000 
Weighted Average Grant Date Fair Value (in dollars per share)
$ 12,600.00 
Unvested Options (in shares)
1,250,154,000 
Performance Shares
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
Options Granted, Net of Forfeitures (in shares)
3,852,379 
Weighted Average Grant Date Fair Value (in dollars per share)
$ 13.00 
Unvested Options (in shares)
2,012,972 
Performance Shares |
2012
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
Options Granted, Net of Forfeitures (in shares)
1,149,441 
Weighted Average Grant Date Fair Value (in dollars per share)
$ 13.15 
Unvested Options (in shares)
666,676 
Performance Shares |
2013
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
Options Granted, Net of Forfeitures (in shares)
1,425,529 
Weighted Average Grant Date Fair Value (in dollars per share)
$ 11.83 
Unvested Options (in shares)
541,701 
Performance Shares |
2014
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
Options Granted, Net of Forfeitures (in shares)
1,277,409 
Weighted Average Grant Date Fair Value (in dollars per share)
$ 14.17 
Unvested Options (in shares)
804,595 
CAPITAL STOCK AND STOCK AWARD PLANS - Assumptions Used in Estimating the Fair Value Per Option (Details)
12 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
Risk-free interest rate, minimum
2.13% 
1.95% 
1.93% 
Risk-free interest rate, maximum
2.14% 
1.96% 
1.96% 
Expected volatilty factor, minimum
20.00% 
22.00% 
22.00% 
Expected volatility factor maximum
21.50% 
24.00% 
25.00% 
Expected option term
6 years 3 months 4 days 
6 years 3 months 15 days 
6 years 3 months 18 days 
Weighted average fair value per option (in dollars per share)
$ 12.60 
$ 12.68 
$ 14.23 
Minimum
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
Dividend per share (quarterly amounts) (in dollars per share)
$ 0.43 
$ 0.38 
$ 0.35 
Maximum
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
Dividend per share (quarterly amounts) (in dollars per share)
$ 0.45 
$ 0.43 
$ 0.38 
CAPITAL STOCK AND STOCK AWARD PLANS - Summary of Nonvested Performance-Based Restricted Stock Grants (Details) (USD $)
12 Months Ended
Dec. 31, 2016
Number of Performance Shares and Restricted Stock Units
 
Unvested, Ending Balance (in shares)
1,245,175 
Weighted Average Grant Date Fair Value
 
Unvested, Ending Balance (in dollars per share)
$ 54.29 
Performance Based Restricted Stock and Restricted Stock Units
 
Number of Performance Shares and Restricted Stock Units
 
Unvested, Beginning Balance (in shares)
1,272,040 
Granted (in shares)
350,937 
Vested (in shares)
(175,413)
Forfeitures (in shares)
(202,389)
Unvested, Ending Balance (in shares)
1,245,175 
Weighted Average Grant Date Fair Value
 
Unvested, Beginning Balance (in dollars per share)
$ 52.56 
Granted (in dollars per share)
$ 64.91 
Vested (in dollars per share)
$ 52.40 
Forfeitures (in dollars per share)
$ 53.61 
Unvested, Ending Balance (in dollars per share)
$ 55.90 
CAPITAL STOCK AND STOCK AWARD PLANS - Summary of Performance Based Shares and Units by Year of Grant (Details) (USD $)
12 Months Ended
Dec. 31, 2016
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
Performance shares and stock units granted, net of forfeitures (in shares)
1,797,991 
Weighted average grant date fair value (in dollars per share)
$ 54.29 
Unvested performance shares and restricted stock units (in shares)
1,245,175 
2012
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
Performance shares and stock units granted, net of forfeitures (in shares)
325,536 
Weighted average grant date fair value (in dollars per share)
$ 48.65 
Unvested performance shares and restricted stock units (in shares)
188,811 
2013
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
Performance shares and stock units granted, net of forfeitures (in shares)
394,672 
Weighted average grant date fair value (in dollars per share)
$ 46.50 
Unvested performance shares and restricted stock units (in shares)
149,975 
2014
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
Performance shares and stock units granted, net of forfeitures (in shares)
336,683 
Weighted average grant date fair value (in dollars per share)
$ 60.57 
Unvested performance shares and restricted stock units (in shares)
212,110 
2015
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
Performance shares and stock units granted, net of forfeitures (in shares)
390,163 
Weighted average grant date fair value (in dollars per share)
$ 51.88 
Unvested performance shares and restricted stock units (in shares)
343,342 
2016
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
Performance shares and stock units granted, net of forfeitures (in shares)
350,937 
Weighted average grant date fair value (in dollars per share)
$ 64.91 
Unvested performance shares and restricted stock units (in shares)
350,937 
CAPITAL STOCK AND STOCK AWARD PLANS - Summary of Nonvested Restricted Stock Grants (Details) (USD $)
12 Months Ended
Dec. 31, 2016
Number of Restricted Shares and Stock Units
 
Unvested, Ending Balance (in shares)
1,245,175 
Weighted Average Grant Date Fair Value
 
Unvested, Ending Balance (in dollars per share)
$ 54.29 
Restricted Stock and Restricted Stock Units
 
Number of Restricted Shares and Stock Units
 
Unvested, Beginning Balance (in shares)
1,127,522 
Granted (in shares)
464,823 
Vested (in shares)
(291,525)
Forfeitures (in shares)
(60,664)
Unvested, Ending Balance (in shares)
1,240,156 
Weighted Average Grant Date Fair Value
 
Unvested, Beginning Balance (in dollars per share)
$ 52.69 
Granted (in dollars per share)
$ 63.02 
Vested (in dollars per share)
$ 52.01 
Forfeitures (in dollars per share)
$ 53.06 
Unvested, Ending Balance (in dollars per share)
$ 56.70 
CAPITAL STOCK AND STOCK AWARD PLANS - Summary of Fair Value of Full Value Stock Vested (Details) (Full Value Awards, USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Full Value Awards
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
Fair value
$ 25,912 
$ 40,785 
$ 36,510 
CAPITAL STOCK AND STOCK AWARD PLANS - Summary of Employee Stock Purchase Plan Activity (Details) (USD $)
In Thousands, except Share data, unless otherwise specified
12 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
Shares Purchased By Employees (in shares)
225,241 
228,103 
231,564 
Aggregate Cost to Employees
$ 14,032 
$ 13,045 
$ 11,943 
Expense Recognized By the Company
37,565 
57,661 
47,861 
Company expense on ESPP discount
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
Expense Recognized By the Company
$ 2,475 
$ 2,269 
$ 2,108 
CAPITAL STOCK AND STOCK AWARD PLANS - Share Repurchase Programs Activity (Details) (USD $)
In Thousands, except Share data, unless otherwise specified
12 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Dec. 31, 2013
Compensation Related Costs Share Based Payments Disclosure [Line Items]
 
 
 
 
Total Value of Shares Repurchased
$ 176,676 
$ 232,113 
$ 164,037 
 
2013 Program
 
 
 
 
Compensation Related Costs Share Based Payments Disclosure [Line Items]
 
 
 
 
Shares Repurchased (in shares)
2,467,097 
3,420,681 
3,763,583 
930,075 
Total Value of Shares Repurchased
$ 176,676 
$ 232,113 
$ 239,037 
$ 57,689 
COMMITMENTS AND CONTINGENCIES - Profit-Sharing Plan Expense, Including Matching Contributions (Details) (USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Commitments and Contingencies Disclosure [Abstract]
 
 
 
Profit-sharing plan expense
$ 25,740 
$ 46,507 
$ 30,112 
COMMITMENTS AND CONTINGENCIES - Additional Information (Details) (USD $)
In Millions, unless otherwise specified
12 Months Ended 1 Months Ended
Dec. 31, 2016
case
Feb. 28, 2017
Subsequent Event
Loss Contingencies [Line Items]
 
 
Defined contribution match
4.00% 
 
Pending litigation claims, number
18 
 
Resolution of an outstanding claim
 
$ 8.75 
COMMITMENTS AND CONTINGENCIES - Lease Expense (Details) (USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Commitments and Contingencies Disclosure [Abstract]
 
 
 
Lease expense
$ 55,170 
$ 56,210 
$ 56,871 
COMMITMENTS AND CONTINGENCIES - Minimum Future Lease Commitments Under Noncancelable Lease Agreements (Details) (USD $)
In Thousands, unless otherwise specified
Dec. 31, 2016
Commitments and Contingencies Disclosure [Abstract]
 
2017
$ 47,034 
2018
38,531 
2019
32,249 
2020
29,716 
2021
24,393 
Thereafter
113,786 
Total
$ 285,709 
ACQUISITIONS - Additional Information (Details) (USD $)
In Millions, unless otherwise specified
0 Months Ended 3 Months Ended 0 Months Ended
Sep. 30, 2016
APC Logistics
Dec. 31, 2016
APC Logistics
Jan. 1, 2015
Freightquote
Jan. 1, 2015
Freightquote
Trademarks
Business Acquisition [Line Items]
 
 
 
 
Payments to acquire business
$ 229.4 
 
$ 398.6 
 
Decrease to goodwill
 
30.8 
 
 
Indefinite-lived intangible assets acquired
 
 
 
$ 8.6 
ACQUISITIONS - Summary of Purchase Allocation (Details) (USD $)
In Thousands, unless otherwise specified
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Sep. 30, 2016
APC Logistics
Jan. 1, 2015
Freightquote
Business Acquisition [Line Items]
 
 
 
 
 
Cash and cash equivalents
 
 
 
$ 10,181 
$ 29,302 
Receivables
 
 
 
37,190 
56,228 
Inventory and other current assets
 
 
 
2,609 
 
Other current assets
 
 
 
 
2,395 
Property and equipment
 
 
 
1,696 
43,687 
Identifiable intangible assets
 
 
 
78,842 
37,800 
Goodwill
1,232,796 
1,108,337 
825,038 
132,797 
287,220 
Trademarks
 
 
 
 
8,600 
Other noncurrent assets
 
 
 
70 
3,421 
Long term deferred tax asset
 
 
 
814 
 
Total assets
 
 
 
264,199 
468,653 
Accounts payable
 
 
 
(22,147)
(44,622)
Accrued expenses
 
 
 
(12,700)
(5,485)
Other liabilities
 
 
 
 
(19,939)
Estimated net assets acquired
 
 
 
$ 229,352 
$ 398,607 
ACQUISITIONS - Summary of Identifiable Intangible Assets and Estimated Useful Lives (Details) (USD $)
In Thousands, unless otherwise specified
0 Months Ended 0 Months Ended 0 Months Ended
Sep. 30, 2016
APC Logistics
Sep. 30, 2016
APC Logistics
Customer relationships
Sep. 30, 2016
APC Logistics
Customer relationships
Jan. 1, 2015
Freightquote
Jan. 1, 2015
Freightquote
Customer relationships
Jan. 1, 2015
Freightquote
Customer relationships
Jan. 1, 2015
Freightquote
Noncompete agreements
Jan. 1, 2015
Freightquote
Noncompete agreements
Business Acquisition [Line Items]
 
 
 
 
 
 
 
 
Estimated Life (years)
 
7 years 
 
 
5 years 
 
5 years 
 
Identifiable intangible assets
$ 78,842 
 
$ 78,842 
$ 37,800 
 
$ 37,500 
 
$ 300 
ACQUISITIONS - Business Acquisition, Pro Forma Infomration (Detail) (USD $)
In Thousands, unless otherwise specified
3 Months Ended 12 Months Ended
Dec. 31, 2016
Sep. 30, 2016
Jun. 30, 2016
Mar. 31, 2016
Dec. 31, 2015
Sep. 30, 2015
Jun. 30, 2015
Mar. 31, 2015
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Business Acquisition [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Revenues
$ 3,414,975 
$ 3,355,754 
$ 3,299,741 
$ 3,073,943 
$ 3,210,853 
$ 3,419,253 
$ 3,545,088 
$ 3,300,890 
$ 13,144,413 
$ 13,476,084 
$ 13,470,067 
Revenue, pro forma
 
 
 
 
 
 
 
 
 
 
14,093,312 
Income from operations
193,565 
211,267 
233,747 
198,952 
214,579 
232,711 
229,095 
181,925 
837,531 
858,310 
748,418 
Income from operations, pro forma
 
 
 
 
 
 
 
 
 
 
772,549 
Freightquote
 
 
 
 
 
 
 
 
 
 
 
Business Acquisition [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Revenues
 
 
 
 
 
 
 
 
 
 
623,245 
Income from operations
 
 
 
 
 
 
 
 
 
 
$ 24,131 
ACQUISITIONS - Business Acquisition, Pro Forma Infomration, Adjustments (Details) (Freightquote, USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 31, 2014
Freightquote
 
Business Acquisition [Line Items]
 
Additional amortization expense on identifiable intangible assets
$ (7,560)
Contractual changes in compensation
1,973 
Additional compensation paid by sellers
2,627 
Accounting policy changes
1,303 
Third party advisory fees paid by sellers
5,355 
Other
$ 2,196 
ACCELERATED SHARE REPURCHASE (Details) (USD $)
0 Months Ended 12 Months Ended 0 Months Ended 1 Months Ended 3 Months Ended 12 Months Ended
Aug. 24, 2013
agreement
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Dec. 13, 2013
Accelerated Share Repurchase
Feb. 28, 2014
Accelerated Share Repurchase
Mar. 31, 2014
Accelerated Share Repurchase
Sep. 30, 2013
Accelerated Share Repurchase
Dec. 31, 2014
Accelerated Share Repurchase
Dec. 31, 2013
Accelerated Share Repurchase
Aug. 24, 2013
Accelerated Share Repurchase
Subsequent Event [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Number of letter agreements
2 
 
 
 
 
 
 
 
 
 
 
Accelerated share repurchases, settlement payment
 
 
 
 
 
 
 
$ 500,000,000 
 
 
$ 500,000,000 
Accelerated share repurchases, pursuant discount percentage
 
 
 
 
 
 
 
 
 
 
0.94% 
Shares repurchased (in shares)
 
 
 
 
1,200,000 
1,200,000 
 
6,100,000 
7,300,000 
7,300,000 
 
Treasury stock value
 
176,676,000 
232,113,000 
164,037,000 
 
 
 
350,000,000 
 
425,000,000 
 
Value of stock repurchased as percentage of total amount of shares estimated under accelerated share repurchase agreement
 
 
 
 
 
 
 
70.00% 
 
 
 
Accelerated share repurchase program adjustment
 
 
 
 
 
 
$ 75,000,000 
 
 
$ 75,000,000 
 
SEGMENT REPORTING - Additional Information (Details)
3 Months Ended
Dec. 31, 2016
segment
Segment Reporting [Abstract]
 
Number of reportable segments
3 
SEGMENT REPORTING - Summary of Segment Information (Details) (USD $)
In Thousands, unless otherwise specified
3 Months Ended 12 Months Ended
Dec. 31, 2016
Sep. 30, 2016
Jun. 30, 2016
Mar. 31, 2016
Dec. 31, 2015
Sep. 30, 2015
Jun. 30, 2015
Mar. 31, 2015
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Segment Reporting Information [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Total Revenues
$ 3,414,975 
$ 3,355,754 
$ 3,299,741 
$ 3,073,943 
$ 3,210,853 
$ 3,419,253 
$ 3,545,088 
$ 3,300,890 
$ 13,144,413 
$ 13,476,084 
$ 13,470,067 
Net Revenues
 
 
 
 
 
 
 
 
2,277,528 
2,268,480 
2,007,652 
Operating Income
193,565 
211,267 
233,747 
198,952 
214,579 
232,711 
229,095 
181,925 
837,531 
858,310 
748,418 
Depreciation and amortization
 
 
 
 
 
 
 
 
74,669 
66,409 
57,009 
Total assets
3,687,758 
 
 
 
3,184,358 
 
 
 
3,687,758 
3,184,358 
3,214,338 
Weighted Average
 
 
 
 
 
 
 
 
 
 
 
Segment Reporting Information [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Average headcount
13,670 
 
 
 
12,902 
 
 
 
13,670 
12,902 
11,617 
NAST
 
 
 
 
 
 
 
 
 
 
 
Segment Reporting Information [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Total Revenues
 
 
 
 
 
 
 
 
9,036,154 
9,239,906 
8,993,568 
Net Revenues
 
 
 
 
 
 
 
 
1,524,355 
1,564,917 
1,351,335 
Operating Income
 
 
 
 
 
 
 
 
674,436 
718,329 
644,708 
Depreciation and amortization
 
 
 
 
 
 
 
 
22,126 
21,846 
10,141 
Total assets
2,088,611 
 
 
 
1,878,203 
 
 
 
2,088,611 
1,878,203 
1,610,929 
NAST |
Weighted Average
 
 
 
 
 
 
 
 
 
 
 
Segment Reporting Information [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Average headcount
6,773 
 
 
 
6,575 
 
 
 
6,773 
6,575 
5,447 
Global Forwarding
 
 
 
 
 
 
 
 
 
 
 
Segment Reporting Information [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Total Revenues
 
 
 
 
 
 
 
 
1,604,997 
1,659,046 
1,731,281 
Net Revenues
 
 
 
 
 
 
 
 
397,537 
365,467 
350,193 
Operating Income
 
 
 
 
 
 
 
 
80,931 
76,081 
55,591 
Depreciation and amortization
 
 
 
 
 
 
 
 
23,099 
20,790 
21,657 
Total assets
703,741 
 
 
 
556,606 
 
 
 
703,741 
556,606 
562,029 
Global Forwarding |
Weighted Average
 
 
 
 
 
 
 
 
 
 
 
Segment Reporting Information [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Average headcount
3,673 
 
 
 
3,381 
 
 
 
3,673 
3,381 
3,202 
Robinson Fresh
 
 
 
 
 
 
 
 
 
 
 
Segment Reporting Information [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Total Revenues
 
 
 
 
 
 
 
 
2,463,534 
2,484,473 
2,545,738 
Net Revenues
 
 
 
 
 
 
 
 
234,794 
235,334 
203,591 
Operating Income
 
 
 
 
 
 
 
 
75,757 
81,332 
62,395 
Depreciation and amortization
 
 
 
 
 
 
 
 
3,782 
2,927 
2,393 
Total assets
376,654 
 
 
 
346,728 
 
 
 
376,654 
346,728 
320,680 
Robinson Fresh |
Weighted Average
 
 
 
 
 
 
 
 
 
 
 
Segment Reporting Information [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Average headcount
942 
 
 
 
892 
 
 
 
942 
892 
912 
All Other and Corporate
 
 
 
 
 
 
 
 
 
 
 
Segment Reporting Information [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Total Revenues
 
 
 
 
 
 
 
 
490,091 
474,458 
540,662 
Net Revenues
 
 
 
 
 
 
 
 
120,842 
102,762 
102,533 
Operating Income
 
 
 
 
 
 
 
 
6,407 
(17,432)
(14,276)
Depreciation and amortization
 
 
 
 
 
 
 
 
25,662 
20,846 
22,818 
Total assets
518,752 
 
 
 
402,821 
 
 
 
518,752 
402,821 
720,700 
All Other and Corporate |
Weighted Average
 
 
 
 
 
 
 
 
 
 
 
Segment Reporting Information [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Average headcount
2,282 
 
 
 
2,054 
 
 
 
2,282 
2,054 
2,056 
Operating Segments
 
 
 
 
 
 
 
 
 
 
 
Segment Reporting Information [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Total Revenues
 
 
 
 
 
 
 
 
13,144,413 
13,476,084 
13,470,067 
Operating Segments |
NAST
 
 
 
 
 
 
 
 
 
 
 
Segment Reporting Information [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Total Revenues
 
 
 
 
 
 
 
 
8,737,716 
8,968,349 
8,738,747 
Operating Segments |
Global Forwarding
 
 
 
 
 
 
 
 
 
 
 
Segment Reporting Information [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Total Revenues
 
 
 
 
 
 
 
 
1,574,686 
1,639,944 
1,708,789 
Operating Segments |
Robinson Fresh
 
 
 
 
 
 
 
 
 
 
 
Segment Reporting Information [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Total Revenues
 
 
 
 
 
 
 
 
2,344,131 
2,395,440 
2,483,163 
Operating Segments |
All Other and Corporate
 
 
 
 
 
 
 
 
 
 
 
Segment Reporting Information [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Total Revenues
 
 
 
 
 
 
 
 
487,880 
472,351 
539,368 
Eliminations
 
 
 
 
 
 
 
 
 
 
 
Segment Reporting Information [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Total Revenues
 
 
 
 
 
 
 
 
(450,363)
(381,799)
(341,182)
Eliminations |
NAST
 
 
 
 
 
 
 
 
 
 
 
Segment Reporting Information [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Total Revenues
 
 
 
 
 
 
 
 
298,438 
271,557 
254,821 
Eliminations |
Global Forwarding
 
 
 
 
 
 
 
 
 
 
 
Segment Reporting Information [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Total Revenues
 
 
 
 
 
 
 
 
30,311 
19,102 
22,492 
Eliminations |
Robinson Fresh
 
 
 
 
 
 
 
 
 
 
 
Segment Reporting Information [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Total Revenues
 
 
 
 
 
 
 
 
119,403 
89,033 
62,575 
Eliminations |
All Other and Corporate
 
 
 
 
 
 
 
 
 
 
 
Segment Reporting Information [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Total Revenues
 
 
 
 
 
 
 
 
$ 2,211 
$ 2,107 
$ 1,294 
SEGMENT REPORTING - Total Revenues Based on Location of the Customer and Long-Lived Assets by Geographic Regions (Detail) (USD $)
In Thousands, unless otherwise specified
3 Months Ended 12 Months Ended
Dec. 31, 2016
Sep. 30, 2016
Jun. 30, 2016
Mar. 31, 2016
Dec. 31, 2015
Sep. 30, 2015
Jun. 30, 2015
Mar. 31, 2015
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Total revenues
 
 
 
 
 
 
 
 
 
 
 
Total Revenues
$ 3,414,975 
$ 3,355,754 
$ 3,299,741 
$ 3,073,943 
$ 3,210,853 
$ 3,419,253 
$ 3,545,088 
$ 3,300,890 
$ 13,144,413 
$ 13,476,084 
$ 13,470,067 
Long-lived assets
 
 
 
 
 
 
 
 
 
 
 
Total long-lived assets
444,610 
 
 
 
345,323 
 
 
 
444,610 
345,323 
283,841 
United States
 
 
 
 
 
 
 
 
 
 
 
Total revenues
 
 
 
 
 
 
 
 
 
 
 
Total Revenues
 
 
 
 
 
 
 
 
11,749,602 
12,097,633 
11,800,140 
Long-lived assets
 
 
 
 
 
 
 
 
 
 
 
Total long-lived assets
348,299 
 
 
 
320,445 
 
 
 
348,299 
320,445 
257,587 
Other locations
 
 
 
 
 
 
 
 
 
 
 
Total revenues
 
 
 
 
 
 
 
 
 
 
 
Total Revenues
 
 
 
 
 
 
 
 
1,394,811 
1,378,451 
1,669,927 
Long-lived assets
 
 
 
 
 
 
 
 
 
 
 
Total long-lived assets
$ 96,311 
 
 
 
$ 24,878 
 
 
 
$ 96,311 
$ 24,878 
$ 26,254 
CHANGES IN ACCUMULATED OTHER COMPREHENSIVE LOSS (Details) (USD $)
12 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Accumulated other comprehensive loss [Abstract]
 
 
Accumulated other comprehensive loss
$ 61,442,000 
$ 37,900,000 
Accumulated other comprehensive loss , tax impact
$ 0 
$ 12,600,000 
SUPPLEMENTARY DATA (UNAUDITED) - Summary of Unaudited Results of Operations for Each Quarter (Details) (USD $)
In Thousands, except Per Share data, unless otherwise specified
3 Months Ended 12 Months Ended
Dec. 31, 2016
Sep. 30, 2016
Jun. 30, 2016
Mar. 31, 2016
Dec. 31, 2015
Sep. 30, 2015
Jun. 30, 2015
Mar. 31, 2015
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Revenues:
 
 
 
 
 
 
 
 
 
 
 
Transportation
$ 3,110,978 
$ 2,998,583 
$ 2,881,496 
$ 2,713,688 
$ 2,867,301 
$ 3,044,500 
$ 3,130,722 
$ 2,947,257 
$ 11,704,745 
$ 11,989,780 
$ 11,936,512 
Sourcing
303,997 
357,171 
418,245 
360,255 
343,552 
374,753 
414,366 
353,633 
1,439,668 
1,486,304 
1,533,555 
Total revenues
3,414,975 
3,355,754 
3,299,741 
3,073,943 
3,210,853 
3,419,253 
3,545,088 
3,300,890 
13,144,413 
13,476,084 
13,470,067 
Costs and expenses:
 
 
 
 
 
 
 
 
 
 
 
Purchased transportation and related services
2,575,378 
2,469,939 
2,324,995 
2,179,622 
2,323,376 
2,484,409 
2,582,374 
2,452,112 
9,549,934 
9,842,271 
10,044,406 
Purchased products sourced for resale
278,081 
327,353 
380,531 
330,986 
316,700 
346,269 
378,696 
323,668 
1,316,951 
1,365,333 
1,418,009 
Personnel expenses
260,305 
256,883 
270,251 
277,497 
268,190 
264,077 
263,999 
255,144 
1,064,936 
1,051,410 
939,021 
Other selling, general, and administrative expenses
107,646 
90,312 
90,217 
86,886 
88,008 
91,787 
90,924 
88,041 
375,061 
358,760 
320,213 
Total costs and expenses
3,221,410 
3,144,487 
3,065,994 
2,874,991 
2,996,274 
3,186,542 
3,315,993 
3,118,965 
12,306,882 
12,617,774 
12,721,649 
Income from operations
193,565 
211,267 
233,747 
198,952 
214,579 
232,711 
229,095 
181,925 
837,531 
858,310 
748,418 
Net income
$ 122,303 
$ 129,028 
$ 143,090 
$ 118,963 
$ 126,583 
$ 139,432 
$ 137,208 
$ 106,476 
$ 513,384 
$ 509,699 
$ 449,711 
Basic net income per share (in dollars per share)
$ 0.86 
$ 0.90 
$ 1.00 
$ 0.83 
$ 0.88 
$ 0.96 
$ 0.94 
$ 0.73 
$ 3.60 
$ 3.52 
$ 3.06 
Diluted net income per share (in dollars per share)
$ 0.86 
$ 0.90 
$ 1.00 
$ 0.83 
$ 0.88 
$ 0.96 
$ 0.94 
$ 0.73 
$ 3.59 
$ 3.51 
$ 3.05 
Basic weighted average shares outstanding (in shares)
141,711 
142,611 
142,998 
143,525 
143,484 
144,578 
145,515 
146,204 
142,706 
144,967 
147,202 
Dilutive effect of outstanding stock awards (in shares)
453 
272 
218 
133 
660 
204 
164 
179 
285 
382 
340 
Diluted weighted average shares outstanding (in shares)
142,164 
142,883 
143,216 
143,658 
144,144 
144,782 
145,679 
146,383 
142,991 
145,349 
147,542 
Market price range of common stock:
 
 
 
 
 
 
 
 
 
 
 
High (in dollars per share)
$ 77.89 
$ 75.69 
$ 76.10 
$ 75.11 
$ 73.34 
$ 71.50 
$ 73.09 
$ 76.18 
 
 
 
Low (in dollars per share)
$ 65.57 
$ 66.62 
$ 69.84 
$ 60.31 
$ 59.71 
$ 61.64 
$ 61.46 
$ 67.11 
 
 
 
SCHEDULE II. VALUATION AND QUALIFYING ACCOUNTS - Transactions in the Allowance for Doubtful Accounts (Details) (USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 31, 2016
Dec. 31, 2015
Dec. 31, 2014
Movement in Valuation Allowances and Reserves [Roll Forward]
 
 
 
Balance, beginning of year
$ 43,455 
$ 41,051 
$ 39,292 
Provision
5,136 
11,538 
15,092 
Write-offs
(9,048)
(9,134)
(13,333)
Balance, end of year
$ 39,543 
$ 43,455 
$ 41,051