C. H. ROBINSON WORLDWIDE, INC., 10-Q filed on 11/3/2023
Quarterly Report
v3.23.3
Cover - shares
9 Months Ended
Sep. 30, 2023
Nov. 01, 2023
Cover [Abstract]    
Document Type 10-Q  
Document Quarterly Report true  
Document Period End Date Sep. 30, 2023  
Document Transition Report false  
Entity File Number 000-23189  
Entity Registrant Name C.H. ROBINSON WORLDWIDE, INC.  
Entity Central Index Key 0001043277  
Current Fiscal Year End Date --12-31  
Document Fiscal Year Focus 2023  
Document Fiscal Period Focus Q3  
Amendment Flag false  
Entity Incorporation, State or Country Code DE  
Entity Tax Identification Number 41-1883630  
Entity Address, Address Line One 14701 Charlson Road  
Entity Address, City or Town Eden Prairie  
Entity Address, State or Province MN  
Entity Address, Postal Zip Code 55347  
City Area Code 952  
Local Phone Number 937-8500  
Title of 12(b) Security Common Stock, $0.10 par value  
Trading Symbol CHRW  
Security Exchange Name NASDAQ  
Entity Current Reporting Status Yes  
Entity Interactive Data Current Yes  
Entity Filer Category Large Accelerated Filer  
Entity Emerging Growth Company false  
Entity Small Business false  
Entity Shell Company false  
Entity Common Stock, Shares Outstanding   116,651,037
v3.23.3
Condensed Consolidated Balance Sheets - USD ($)
$ in Thousands
Sep. 30, 2023
Dec. 31, 2022
Current assets:    
Cash and cash equivalents $ 174,733 $ 217,482
Receivables, net of allowance for credit loss of $17,312 and $28,749 2,442,297 2,991,753
Contract assets, net of allowance for credit loss 204,737 257,597
Prepaid expenses and other 137,476 122,406
Total current assets 2,959,243 3,589,238
Property and equipment, net of accumulated depreciation and amortization 150,858 159,432
Goodwill 1,465,319 1,470,813
Other intangible assets, net of accumulated amortization 46,579 64,026
Right-of-use lease assets 350,896 372,141
Deferred tax assets 214,528 181,602
Other assets 130,244 117,312
Total assets 5,317,667 5,954,564
Current liabilities:    
Accounts payable 1,375,529 1,466,998
Outstanding checks 68,657 103,561
Accrued expenses:    
Compensation 134,778 242,605
Transportation expense 156,611 199,092
Income taxes 6,782 15,210
Other accrued liabilities 170,539 168,009
Current lease liabilities 73,681 73,722
Current portion of debt 662,966 1,053,655
Total current liabilities 2,649,543 3,322,852
Long-term debt 920,720 920,049
Noncurrent lease liabilities 294,751 313,742
Noncurrent income taxes payable 29,640 28,317
Deferred tax liabilities 14,656 14,256
Other long-term liabilities 3,773 1,926
Total liabilities 3,913,083 4,601,142
Stockholders’ investment:    
Preferred stock, $0.10 par value, 20,000 shares authorized; no shares issued or outstanding 0 0
Common stock, $0.10 par value, 480,000 shares authorized; 179,204 and 179,204 shares issued, 116,465 and 116,323 outstanding 11,647 11,632
Additional paid-in capital 747,500 743,288
Retained earnings 5,663,714 5,590,440
Accumulated other comprehensive loss (107,810) (88,860)
Treasury stock at cost (62,739 and 62,881 shares) (4,910,467) (4,903,078)
Total stockholders’ investment 1,404,584 1,353,422
Total liabilities and stockholders’ investment $ 5,317,667 $ 5,954,564
v3.23.3
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($)
$ in Thousands
Sep. 30, 2023
Dec. 31, 2022
Statement of Financial Position [Abstract]    
Receivable, allowance for credit loss $ 17,312 $ 28,749
Preferred stock, par value (in dollars per share) $ 0.10 $ 0.10
Preferred stock, authorized (shares) 20,000,000 20,000,000
Preferred stock, issued (shares) 0 0
Preferred stock, outstanding (shares) 0 0
Common stock, par value (in dollars per share) $ 0.10 $ 0.10
Common stock, authorized (shares) 480,000,000 480,000,000
Common stock, issued (shares) 179,204,000 179,204,000
Common stock, outstanding (shares) 116,465,000 116,323,000
Treasury stock (shares) 62,739,000 62,881,000
v3.23.3
Condensed Consolidated Statements of Operations and Comprehensive Income - USD ($)
shares in Thousands, $ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
Revenues:        
Total revenues $ 4,341,030 $ 6,015,376 $ 13,374,556 $ 19,629,804
Costs and expenses:        
Personnel expenses 343,532 437,545 1,103,915 1,295,670
Other selling, general, and administrative expenses 177,795 162,040 474,892 426,585
Total costs and expenses 4,227,508 5,727,767 12,967,378 18,527,056
Income from operations 113,522 287,609 407,178 1,102,748
Interest and other income/expense, net (20,748) (15,972) (67,272) (57,541)
Income before provision for income taxes 92,774 271,637 339,906 1,045,207
Provision for income taxes 10,825 45,839 45,750 200,876
Net income 81,949 225,798 294,156 844,331
Other comprehensive loss (14,891) (49,790) (18,950) (76,516)
Comprehensive income $ 67,058 $ 176,008 $ 275,206 $ 767,815
Basic net income per share (in dollars per share) $ 0.69 $ 1.81 $ 2.48 $ 6.60
Diluted net income per share (in dollars per share) $ 0.68 $ 1.78 $ 2.46 $ 6.50
Basic weighted average shares outstanding (shares) 118,464 124,980 118,532 127,944
Dilutive effect of outstanding stock awards (shares) 1,287 2,210 1,230 1,895
Diluted weighted average shares outstanding (shares) 119,751 127,190 119,762 129,839
Transportation        
Revenues:        
Total revenues $ 4,029,407 $ 5,724,364 $ 12,442,199 $ 18,718,357
Costs and expenses:        
Purchased products and services 3,421,960 4,862,541 10,546,551 15,979,639
Sourcing        
Revenues:        
Total revenues 311,623 291,012 932,357 911,447
Costs and expenses:        
Purchased products and services $ 284,221 $ 265,641 $ 842,020 $ 825,162
v3.23.3
Condensed Consolidated Statements of Stockholders' Investment - USD ($)
shares in Thousands, $ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2023
Jun. 30, 2023
Mar. 31, 2023
Sep. 30, 2022
Jun. 30, 2022
Mar. 31, 2022
Sep. 30, 2023
Sep. 30, 2022
Increase (Decrease) in Stockholders' Equity [Roll Forward]                
Beginning balance (in shares)     116,323       116,323  
Beginning balance $ 1,388,107 $ 1,381,388 $ 1,353,422 $ 2,052,415 $ 2,095,502 $ 2,021,934 $ 1,353,422 $ 2,021,934
Net income 81,949 97,316 114,891 225,798 348,185 270,348 $ 294,156 844,331
Foreign currency adjustments (14,891) (6,536) 2,477 (49,790) (33,596) 6,870    
Dividends declared (73,724) (73,577) (73,581) (69,552) (71,506) (72,542)    
Stock issued for employee benefit plans 7,476 15,206 (375) 37,028 20,886 8,904    
Stock-based compensation expense $ 15,667 6,035 15,607 25,811 27,929 24,606    
Repurchase of common stock   (31,725) (31,053) (544,149) (334,985) (164,618)    
Ending balance (in shares) 116,465           116,465  
Ending balance $ 1,404,584 $ 1,388,107 $ 1,381,388 $ 1,677,561 $ 2,052,415 $ 2,095,502 $ 1,404,584 $ 1,677,561
Dividends declared, per share (in dollars per share) $ 0.61 $ 0.61 $ 0.61 $ 0.55 $ 0.55 $ 0.55    
Common Stock                
Increase (Decrease) in Stockholders' Equity [Roll Forward]                
Beginning balance (in shares) 116,335 116,437 116,323 125,116 128,011 129,186 116,323 129,186
Beginning balance $ 11,633 $ 11,644 $ 11,632 $ 12,512 $ 12,801 $ 12,919 $ 11,632 $ 12,919
Stock issued for employee benefit plans (in shares) 130 228 430 555 316 418    
Stock issued for employee benefit plans $ 14 $ 22 $ 44 $ 56 $ 31 $ 42    
Stock-based compensation expense (in shares) 0 0 0 0 0 0    
Stock-based compensation expense $ 0 $ 0 $ 0 $ 0 $ 0 $ 0    
Repurchase of common stock (in shares)   (330) (316) (5,077) (3,211) (1,593)    
Repurchase of common stock   $ (33) $ (32) $ (509) $ (320) $ (160)    
Ending balance (in shares) 116,465 116,335 116,437 120,594 125,116 128,011 116,465 120,594
Ending balance $ 11,647 $ 11,633 $ 11,644 $ 12,059 $ 12,512 $ 12,801 $ 11,647 $ 12,059
Additional Paid-in Capital                
Increase (Decrease) in Stockholders' Equity [Roll Forward]                
Beginning balance 734,244 730,363 743,288 709,163 680,857 673,628 743,288 673,628
Stock issued for employee benefit plans (2,411) (2,154) (28,532) (3,478) 377 (17,377)    
Stock-based compensation expense 15,667 6,035 15,607 25,811 27,929 24,606    
Ending balance 747,500 734,244 730,363 731,496 709,163 680,857 747,500 731,496
Retained Earnings                
Increase (Decrease) in Stockholders' Equity [Roll Forward]                
Beginning balance 5,655,489 5,631,750 5,590,440 5,411,346 5,134,667 4,936,861 5,590,440 4,936,861
Net income 81,949 97,316 114,891 225,798 348,185 270,348    
Dividends declared (73,724) (73,577) (73,581) (69,552) (71,506) (72,542)    
Ending balance 5,663,714 5,655,489 5,631,750 5,567,592 5,411,346 5,134,667 5,663,714 5,567,592
Accumulated Other Comprehensive Loss                
Increase (Decrease) in Stockholders' Equity [Roll Forward]                
Beginning balance (92,919) (86,383) (88,860) (87,860) (54,264) (61,134) (88,860) (61,134)
Foreign currency adjustments (14,891) (6,536) 2,477 (49,790) (33,596) 6,870    
Ending balance (107,810) (92,919) (86,383) (137,650) (87,860) (54,264) (107,810) (137,650)
Treasury Stock                
Increase (Decrease) in Stockholders' Equity [Roll Forward]                
Beginning balance (4,920,340) (4,905,986) (4,903,078) (3,992,746) (3,678,559) (3,540,340) (4,903,078) (3,540,340)
Stock issued for employee benefit plans 9,873 17,338 28,113 40,450 20,478 26,239    
Stock-based compensation expense 0 0 0 0 0 0    
Repurchase of common stock   (31,692) (31,021) (543,640) (334,665) (164,458)    
Ending balance $ (4,910,467) $ (4,920,340) $ (4,905,986) $ (4,495,936) $ (3,992,746) $ (3,678,559) $ (4,910,467) $ (4,495,936)
v3.23.3
Condensed Consolidated Statements of Stockholders' Investment (Parenthetical) - $ / shares
3 Months Ended
Sep. 30, 2023
Jun. 30, 2023
Mar. 31, 2023
Sep. 30, 2022
Jun. 30, 2022
Mar. 31, 2022
Statement of Stockholders' Equity [Abstract]            
Dividends declared, per share (in dollars per share) $ 0.61 $ 0.61 $ 0.61 $ 0.55 $ 0.55 $ 0.55
v3.23.3
Condensed Consolidated Statements of Cash Flows - USD ($)
$ in Thousands
9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
OPERATING ACTIVITIES    
Net income $ 294,156 $ 844,331
Adjustments to reconcile net income to net cash used for operating activities:    
Depreciation and amortization 75,899 68,723
Provision for credit losses (4,032) (2,407)
Stock-based compensation 37,309 78,346
Deferred income taxes (35,269) (76,362)
Excess tax benefit on stock-based compensation (9,899) (12,440)
Restructuring charges 21,113 0
Other operating activities 3,740 (24,011)
Changes in operating elements:    
Receivables 525,761 66,536
Contract assets 52,810 90,481
Prepaid expenses and other (7,632) 13,437
Accounts payable and outstanding checks (122,312) (109,493)
Accrued compensation (106,943) 6,701
Accrued transportation expense (42,481) (62,278)
Accrued income taxes 3,131 (24,202)
Other accrued liabilities (2,636) 22,209
Other assets and liabilities 1,900 (2,782)
Net cash provided by operating activities 684,615 876,789
INVESTING ACTIVITIES    
Purchases of property and equipment (25,889) (50,719)
Purchases and development of software (42,086) (49,935)
Proceeds from sale of property and equipment 1,324 63,208
Net cash used for investing activities (66,651) (37,446)
FINANCING ACTIVITIES    
Proceeds from stock issued for employee benefit plans 46,061 93,415
Stock tendered for payment of withholding taxes (23,754) (26,597)
Repurchase of common stock (63,884) (1,023,578)
Cash dividends (218,942) (216,258)
Proceeds from long-term borrowings 0 200,000
Proceeds from short-term borrowings 2,778,750 3,674,000
Payments on short-term borrowings (3,169,750) (3,595,000)
Net cash used for financing activities (651,519) (894,018)
Effect of exchange rates on cash and cash equivalents (6,708) (15,206)
Cash, Cash Equivalents, Restricted Cash, and Restricted Cash Equivalents, Period Increase (Decrease), Including Exchange Rate Effect, Disposal Group, Including Discontinued Operations (40,263) (69,881)
Less: net increase in cash and cash equivalents within assets held for sale (2,486) 0
Cash and cash equivalents, beginning of period 217,482 257,413
Cash and cash equivalents, end of period $ 174,733 $ 187,532
v3.23.3
BASIS OF PRESENTATION
9 Months Ended
Sep. 30, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
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 operating through a network of offices located in North America, Europe, Asia, Oceania, South America, and the Middle East. The consolidated financial statements include the accounts of C.H. Robinson Worldwide, Inc. and our majority owned and controlled subsidiaries. Our minority interests in subsidiaries are not significant. All intercompany transactions and balances have been eliminated in the consolidated financial statements.
Our reportable segments are North American Surface Transportation (“NAST”) and Global Forwarding, with all other segments included in All Other and Corporate. The All Other and Corporate reportable segment includes Robinson Fresh, Managed Services, Other Surface Transportation outside of North America, and other miscellaneous revenues and unallocated corporate expenses. For financial information concerning our reportable segments, refer to Note 8, Segment Reporting.
The condensed consolidated financial statements, which are unaudited, have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). In our opinion, these financial statements include all adjustments (consisting only of normal recurring adjustments) necessary for a fair presentation of the financial statements for the interim periods presented. Interim results are not necessarily indicative of results for a full year.
Consistent with SEC rules and regulations, we have condensed or omitted certain information and footnote disclosures normally included in annual financial statements prepared in accordance with accounting principles generally accepted in the United States. You should read the condensed consolidated financial statements and related notes in conjunction with the consolidated financial statements and notes in our Annual Report on Form 10-K for the year ended December 31, 2022.
RECENTLY ISSUED ACCOUNTING STANDARDS
For the nine months ended September 30, 2023, there were no recently issued or newly adopted accounting pronouncements that had, or are expected to have, a material impact to our consolidated financial statements.
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Note 1 of the Notes to Consolidated Financial Statements in our Annual Report on Form 10-K for the year ended December 31, 2022, includes a summary of the significant accounting policies and methods used in the preparation of our consolidated financial statements.
v3.23.3
GOODWILL AND OTHER INTANGIBLE ASSETS
9 Months Ended
Sep. 30, 2023
Goodwill and Intangible Assets Disclosure [Abstract]  
GOODWILL AND OTHER INTANGIBLE ASSETS GOODWILL AND OTHER INTANGIBLE ASSETS
The change in carrying amount of goodwill is as follows (in thousands):
NASTGlobal ForwardingAll Other and CorporateTotal
Balance, December 31, 2022$1,188,076 $206,189 $76,548 $1,470,813 
Foreign currency translation(4,416)(710)(368)(5,494)
Balance, September 30, 2023$1,183,660 $205,479 $76,180 $1,465,319 
Goodwill is tested at least annually for impairment on November 30, or more frequently if events or changes in circumstances indicate that the asset might be impaired. We first perform a qualitative assessment to determine whether it is more likely than not that the fair value of our reporting units is less than their respective carrying value (“Step Zero Analysis”). If the Step Zero Analysis indicates it is more likely than not that the fair value of our reporting units is less than their respective carrying value, an additional impairment assessment is performed (“Step One Analysis”). As part of our Step Zero Analysis, we determined that more likely than not criteria had not been met, and therefore a Step One Analysis was not required as of September 30, 2023.
Identifiable intangible assets consisted of the following (in thousands):
September 30, 2023December 31, 2022
CostAccumulated AmortizationNetCostAccumulated AmortizationNet
Finite-lived intangibles
Customer relationships$92,322 $(54,343)$37,979 $162,358 $(106,932)$55,426 
Indefinite-lived intangibles
Trademarks8,600 — 8,600 8,600 — 8,600 
Total intangibles$100,922 $(54,343)$46,579 $170,958 $(106,932)$64,026 
Amortization expense for other intangible assets is as follows (in thousands):
Three Months Ended September 30,Nine Months Ended September 30,
2023202220232022
Amortization expense$5,724 $5,782 $17,312 $17,773 
Finite-lived intangible assets, by reportable segment, as of September 30, 2023, will be amortized over their remaining lives as follows (in thousands):
NASTGlobal ForwardingAll Other and CorporateTotal
Remainder of 2023$2,021 $1,007 $266 $3,294 
20248,008 3,478 1,066 12,552 
20257,857 2,256 1,066 11,179 
20267,857 367 729 8,953 
20271,310 — 488 1,798 
Thereafter— — 203 203 
Total$37,979 
v3.23.3
FAIR VALUE MEASUREMENT
9 Months Ended
Sep. 30, 2023
Fair Value Disclosures [Abstract]  
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.
Assets and Liabilities Held for Sale - As a result of the planned divestiture of our Argentine operations classified as held for sale as of September 30, 2023, the Company measured the disposal group at its fair value less costs to sell and recorded an impairment charge of $21.1 million in the three and nine months ended September 30, 2023. The fair value of these assets and liabilities held for sale is classified as a Level 3 measurement in the fair value hierarchy because it is determined using significant unobservable inputs such as management assumptions about anticipated proceeds from the sale of our Argentine operations to a third-party, which is anticipated to be complete by the end of 2023. Refer to Note 13, Restructuring for additional detail on our restructuring program to divest of our operations in Argentina.
We had no other Level 3 assets or liabilities as of and during the periods ended September 30, 2023 and December 31, 2022. There were no transfers between levels during the period.
v3.23.3
FINANCING ARRANGEMENTS
9 Months Ended
Sep. 30, 2023
Debt Disclosure [Abstract]  
FINANCING ARRANGEMENTS FINANCING ARRANGEMENTS
The components of our short-term and long-term debt and the associated interest rates were as follows (dollars in thousands):
Average interest rate as ofCarrying value as of
September 30, 2023December 31, 2022MaturitySeptember 30, 2023December 31, 2022
Revolving credit facility6.42 %— %November 2027$163,000 $— 
364-day revolving credit facilityN/A5.12 %May 2023— 379,000 
Senior Notes, Series AN/A3.97 %August 2023— 175,000 
Senior Notes, Series B4.26 %4.26 %August 2028150,000 150,000 
Senior Notes, Series C4.60 %4.60 %August 2033175,000 175,000 
Receivables Securitization Facility (1)
6.04 %5.01 %November 2023499,966 499,655 
Senior Notes (1)
4.20 %4.20 %April 2028595,720 595,049 
Total debt1,583,686 1,973,704 
Less: Current maturities and short-term borrowing(662,966)(1,053,655)
Long-term debt$920,720 $920,049 
____________________________________________
(1) Net of unamortized discounts and issuance costs.

SENIOR UNSECURED REVOLVING CREDIT FACILITY
We have a senior unsecured revolving credit facility (the “Credit Agreement”) with a total availability of $1 billion and a maturity date of November 19, 2027. 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 SOFR plus a specified margin). As of September 30, 2023, the variable rate equaled SOFR and a Credit Spread Adjustment of 0.10 percent plus 1.0 percent. In addition, there is a commitment fee on the average daily undrawn stated amount under the facility ranging from 0.07 percent to 0.15 percent. The recorded amount of borrowings outstanding, if any, approximates fair value because of the short maturity period of the debt; therefore, we consider these borrowings to be a Level 2 financial liability.
The Credit Agreement contains various restrictions and covenants that require us to maintain certain financial ratios, including a maximum leverage ratio of 3.75 to 1.00. The Credit Agreement also contains customary events of default.
364-DAY UNSECURED REVOLVING CREDIT FACILITY
On May 6, 2022, we entered into an unsecured revolving credit facility (the “364-day Credit Agreement”) with a total availability of $500 million and a maturity date of May 5, 2023. The interest rate on borrowings under the 364-day Credit Agreement was based on an alternate base rate plus a margin or a term SOFR-based rate plus a margin. There was also a commitment fee on the aggregate unused commitments under the facility. The facility expired on May 5, 2023, and it was not renewed.
NOTE PURCHASE AGREEMENT
On August 23, 2013, we entered into a Note Purchase Agreement with certain institutional investors (the “Purchasers”). On August 27, 2013, the Purchasers purchased an aggregate principal amount of $500 million of our Senior Notes Series A, Senior Notes Series B, and Senior Notes Series C (collectively, the “Notes”). Interest on the Notes is payable semi-annually in arrears. The fair value of the Notes approximated $294.4 million on September 30, 2023. We estimate the fair value of the Notes primarily using an expected present value technique, which is based on observable market inputs using interest rates currently available to companies of similar credit standing for similar terms and remaining maturities and considering our own risk. If the Notes were recorded at fair value, they would be classified as a Level 2 financial liability. Senior Notes Series A matured in August 2023.
The Note Purchase Agreement contains various restrictions and covenants that require us to maintain certain financial ratios, including a maximum leverage ratio of 3.50 to 1.00, a minimum interest coverage ratio of 2.00 to 1.00, and a maximum consolidated priority debt to consolidated total asset ratio of 10 percent.
The Note Purchase Agreement provides for customary events of default. The occurrence of an event of default would permit certain Purchasers to declare certain Notes then outstanding to be immediately due and payable. Under the terms of the Note Purchase Agreement, the Notes are redeemable, in whole or in part, at 100 percent of the principal amount being redeemed together with a “make-whole amount” (as defined in the Note Purchase Agreement), and accrued and unpaid interest with respect to each Note. The obligations of the company under the Note Purchase Agreement and the Notes are guaranteed by C.H. Robinson Company, a Delaware corporation and a wholly-owned subsidiary of the company, and by C.H. Robinson Company, Inc., a Minnesota corporation and an indirect wholly-owned subsidiary of the company. On November 21, 2022, we executed a third amendment to the Note Purchase Agreement to, among other things, facilitate the terms of the Credit Agreement.
U.S. TRADE ACCOUNTS RECEIVABLE SECURITIZATION
On November 19, 2021, we entered into a receivables purchase agreement and related transaction documents with Bank of America, N.A. and Wells Fargo Bank, N.A. to provide a receivables securitization facility (the “Receivables Securitization Facility”). The Receivables Securitization Facility is based on the securitization of a portion of our U.S. trade accounts receivable with a total availability of $500 million as of September 30, 2023. The interest rate on borrowings under the Receivables Securitization Facility is based on Bloomberg Short Term Bank Yield Index (“BSBY”) plus a margin. There is also a commitment fee we are required to pay on any unused portion of the facility. The Receivables Securitization Facility expires on November 17, 2023, unless extended by the parties. The recorded amount of borrowings outstanding on the Receivables Securitization Facility approximates fair value because it can be redeemed on short notice and the interest rate floats. We consider these borrowings to be a Level 2 financial liability. Borrowings on the Receivables Securitization Facility are included within proceeds on current borrowings on the consolidated statement of cash flows.
The Receivables Securitization Facility contains various customary affirmative and negative covenants, and it also contains customary default and termination provisions, which provide for acceleration of amounts owed under the Receivables Securitization Facility upon the occurrence of certain specified events.
On February 1, 2022, we amended the Receivables Securitization Facility primarily to increase the total availability from $300 million to $500 million pursuant to the provisions of the existing agreement. On July 7, 2022, we amended the Receivables Securitization Facility to effectively increase the receivables pool available with respect to the Receivables Securitization Facility.
SENIOR NOTES
On April 9, 2018, we issued senior unsecured notes (“Senior Notes”) through a public offering. The Senior Notes bear an annual interest rate of 4.20 percent payable semi-annually on April 15 and October 15, until maturity on April 15, 2028. Taking into effect the amortization of the original issue discount and all underwriting and issuance expenses, the Senior Notes have an effective yield to maturity of approximately 4.39 percent per annum. The fair value of the Senior Notes, excluding debt discounts and issuance costs, approximated $561.0 million as of September 30, 2023, based primarily on the market prices quoted from external sources. The carrying value of the Senior Notes was $595.7 million as of September 30, 2023.
We may redeem the Senior Notes, in whole or in part, at any time and from time to time prior to their maturity at the applicable redemption prices described in the Senior Notes. Upon the occurrence of a “change of control triggering event” as defined in the Senior Notes (generally, a change of control of us accompanied by a reduction in the credit rating for the Senior Notes), we will generally be required to make an offer to repurchase the Senior Notes from holders at 101 percent of their principal amount plus accrued and unpaid interest to the date of repurchase.
The Senior Notes were issued under an indenture that contains covenants imposing certain limitations on our ability to incur liens or enter into sale and leaseback transactions above certain limits; and consolidate, or merge or transfer substantially all of our assets and those of our subsidiaries on a consolidated basis. It also provides for customary events of default (subject in certain cases to customary grace and cure periods), which include, among other things nonpayment, breach of covenants in the indenture, and certain events of bankruptcy and insolvency. If an event of default occurs and is continuing with respect to the Senior Notes, the trustee or holders of at least 25 percent in principal amount outstanding of the Senior Notes may declare the principal and the accrued and unpaid interest, if any, on all of the outstanding Senior Notes to be due and payable. These covenants and events of default are subject to a number of important qualifications, limitations, and exceptions that are described in the indenture. The indenture does not contain any financial ratios or specified levels of net worth or liquidity to which we must adhere.
In addition to the above financing agreements, we have a $15 million discretionary line of credit with U.S. Bank of which $9.9 million is currently utilized for standby letters of credit related to insurance collateral as of September 30, 2023. These standby letters of credit are renewed annually and were undrawn as of September 30, 2023.
v3.23.3
INCOME TAXES
9 Months Ended
Sep. 30, 2023
Income Tax Disclosure [Abstract]  
INCOME TAXES INCOME TAXES
A reconciliation of the provision for income taxes using the statutory federal income tax rate to our effective income tax rate is as follows:
Three Months Ended September 30,Nine Months Ended September 30,
2023202220232022
Federal statutory rate21.0 %21.0 %21.0 %21.0 %
State income taxes, net of federal benefit2.9 2.4 2.5 1.9 
Share based payment awards(0.7)(1.6)(2.5)(1.1)
Foreign tax credits(9.0)0.2 (4.8)(0.8)
Other U.S. tax credits and incentives(6.1)(6.2)(4.5)(2.3)
Foreign8.4 2.8 2.1 0.3 
Basis difference - South American restructuring program(5.9)— (1.6)— 
Other1.1 (1.7)1.3 0.2 
Effective income tax rate11.7 %16.9 %13.5 %19.2 %
During the first quarter of 2023, management made the determination that the company is no longer indefinitely reinvested with regard to the unremitted earnings of any foreign subsidiaries. The change resulted in a one-time increase to tax expense of approximately $2.0 million in the nine months ended September 30, 2023. The company remains indefinitely reinvested related to other taxable differences that may exist with regard to these subsidiaries, with the exception of our Argentina operations held for sale. During the third quarter of 2023, the company recognized a decrease to tax expense of approximately $5.5 million with regard to taxable differences related to our Argentina operations held for sale. Refer to Note 13, Restructuring for additional detail on our restructuring program to divest of our operations in Argentina.
As of September 30, 2023, we have $44.7 million of unrecognized tax benefits and related interest and penalties. It is possible the amount of unrecognized tax benefit could change in the next 12 months as a result of a lapse of the statute of limitations, new information, or settlements with taxing authorities. The total liability for unrecognized tax benefits is expected to decrease by approximately $1.3 million in the next 12 months due to the lapsing of statutes of limitations. 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 2015. We are currently under a limited Internal Revenue Service audit for the 2014 to 2017 tax years, while the 2018 and 2019 U.S. federal statute of limitations are closed.
v3.23.3
STOCK AWARD PLANS
9 Months Ended
Sep. 30, 2023
Share-Based Payment Arrangement [Abstract]  
STOCK AWARD PLANS STOCK AWARD PLANS
Stock-based compensation cost is measured at the grant date based on the value of the award and is recognized as expense as it vests. A summary of our total compensation expense recognized in our condensed consolidated statements of operations and comprehensive income for stock-based compensation is as follows (in thousands):
Three Months Ended September 30,Nine Months Ended September 30,
2023202220232022
Stock options$2,218 $3,262 $6,678 $9,744 
Stock awards12,836 21,788 27,828 65,738 
Company expense on ESPP discount613 761 2,803 2,864 
Total stock-based compensation expense$15,667 $25,811 $37,309 $78,346 
On May 5, 2022, our shareholders approved a 2022 Equity Incentive Plan (the “Plan”) and authorized an initial 4,261,884 shares for issuance of awards thereunder. The Plan allows us to grant certain stock awards, including stock options at fair market value, performance-based restricted stock units and shares, and time-based restricted stock units, to our key employees and non-employee directors. Shares subject to awards under the Plan or certain of our prior plans that expire or are canceled without delivery of shares or that are settled in cash generally become available again for issuance under the Plan. There were 3,317,410 shares available for stock awards under the Plan as of September 30, 2023.
Stock Options - We have awarded stock options to certain key employees that vest primarily based on their continued employment. The fair value of these options was established based on the market price on the date of grant calculated using the Black-Scholes option pricing model. Changes in measured stock price volatility and interest rates were the primary reasons for changes in the fair value. These grants are being expensed based on the terms of the awards. As of September 30, 2023, unrecognized compensation expense related to stock options was $6.6 million.
Stock Awards - We have awarded performance-based restricted shares, performance-based restricted stock units (“PSUs”), and time-based restricted stock units. Nearly all of our awards 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 any post-vesting holding restrictions. The discounts on outstanding grants with post-vesting holding restrictions vary from 11 percent to 24 percent and are calculated using the Black-Scholes option pricing model-protective put method. The duration of the restriction period to sell or transfer vested awards, changes in the measured stock price volatility and changes in interest rates are the primary reasons for changes in the discount. These grants are being expensed based on the terms of the awards.
Performance-based Awards
We have awarded performance-based restricted shares through 2020 to certain key employees. These awards vest over a five-year period based on the company’s dilutive earnings per share growth. Beginning in 2021, we have awarded annually PSUs to certain key employees. These PSUs vest over a three-year period based on the achievement of certain dilutive earnings per share, adjusted gross profits, and adjusted operating margin targets. These PSUs contain an upside opportunity of up to 200 percent of target contingent upon obtaining certain targets mentioned above over their respective performance period.
Time-based Awards
We award time-based restricted stock units to certain key employees. Time-based awards granted through 2020 vest over a five-year period. Beginning in 2021, we have granted annually time-based awards that vest over a three-year period. These awards vest primarily based on the passage of time and the employee’s continued employment.
We granted 272,455 PSUs at target and 688,341 time-based restricted stock units in February 2023. The PSUs and time-based restricted stock unit awards had a weighted average grant date fair value of $92.15 and $92.74, respectively, and vest over a three-year period as described above.
We have also awarded restricted stock units to certain key employees and non-employee directors, which are fully vested upon date of grant. 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 awards have been expensed on the date of grant.
As of September 30, 2023, there was unrecognized compensation expense of $227.6 million related to previously granted stock awards assuming maximum achievement is obtained on our PSUs. The amount of future expense to be recognized will be based on the passage of time and contingent upon obtaining certain targets mentioned above over their respective performance period.
Employee Stock Purchase Plan - Our 1997 Employee Stock Purchase Plan (“ESPP”) allows our employees to contribute up to $10,000 of their annual cash compensation to purchase company stock. The purchase price is determined using the closing price on the last day of each quarter discounted by 15 percent. Shares vest immediately. The following is a summary of the employee stock purchase plan activity (dollars in thousands): 
Three Months Ended September 30, 2023
Shares purchased
by employees
Aggregate cost
to employees
Expense recognized
by the company
47,446 $3,474 $613 
v3.23.3
LITIGATION
9 Months Ended
Sep. 30, 2023
Commitments and Contingencies Disclosure [Abstract]  
LITIGATION LITIGATIONWe are not subject to any pending or threatened litigation other than routine litigation arising in the ordinary course of our business operations, including certain contingent auto liability cases. For some legal proceedings, we have accrued an amount that reflects the aggregate liability deemed probable and estimable, but this amount is not material to our condensed consolidated financial position, results of operations, or cash flows. Because of the preliminary nature of many of these proceedings, the difficulty in ascertaining the applicable facts relating to many of these proceedings, the inconsistent treatment of claims made in many of these proceedings, and the difficulty of predicting the settlement value of many of these proceedings, we are often unable to estimate an amount or range of any reasonably possible additional losses. However, based upon our historical experience, the resolution of these proceedings is not expected to have a material effect on our consolidated financial position, results of operations, or cash flows.
v3.23.3
SEGMENT REPORTING
9 Months Ended
Sep. 30, 2023
Segment Reporting [Abstract]  
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. We identify two reportable segments in addition to All Other and Corporate as summarized below:
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 and less than truckload (“LTL”) transportation services.
Global Forwarding—Global Forwarding provides global logistics services through an international network of offices in North America, Europe, Asia, Oceania, South America, and the Middle East and also contracts with independent agents worldwide. The primary services provided by Global Forwarding include ocean freight services, air freight services, and customs brokerage.
All Other and Corporate—All Other and Corporate includes our Robinson Fresh and Managed Services segments, as well as Other Surface Transportation outside of North America and other miscellaneous revenues and unallocated corporate expenses. Robinson Fresh provides sourcing services including the buying, selling, and marketing of fresh fruits, vegetables, and other perishable items. Managed Services provides Transportation Management Services, or Managed TMS®. Other Surface Transportation revenues are primarily earned by our Europe Surface Transportation segment. Europe Surface Transportation provides transportation and logistics services including truckload and LTL or groupage services 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 (“CODM”), our Chief Executive Officer. The accounting policies of our reportable segments are the same as those described in the summary of significant accounting policies located in Note 1 of the Notes to Consolidated Financial Statements in our Annual Report on Form 10-K for the year ended December 31, 2022. We do not report our intersegment revenues by reportable segment to our CODM and do not believe they are a meaningful metric for evaluating the performance of our reportable segments.
Reportable segment information is as follows (dollars in thousands):
NASTGlobal ForwardingAll Other and CorporateConsolidated
Three Months Ended September 30, 2023
Total revenues$3,086,970 $719,045 $535,015 $4,341,030 
Income (loss) from operations112,121 3,491 (2,090)113,522 
Depreciation and amortization5,882 5,446 14,216 25,544 
Total assets(1)
3,162,720 1,081,262 1,073,685 5,317,667 
Average employee headcount6,278 5,082 4,217 15,577 
NASTGlobal ForwardingAll Other and CorporateConsolidated
Three Months Ended September 30, 2022
Total revenues$4,002,461 $1,511,115 $501,800 $6,015,376 
Income (loss) from operations211,899 85,953 (10,243)287,609 
Depreciation and amortization5,739 5,368 11,868 22,975 
Total assets(1)
3,624,333 2,266,923 904,274 6,795,530 
Average employee headcount7,493 5,861 4,691 18,045 
NASTGlobal ForwardingAll Other and CorporateConsolidated
Nine Months Ended September 30, 2023
Total revenues$9,470,425 $2,288,890 $1,615,241 $13,374,556 
Income (loss) from operations364,002 63,254 (20,078)407,178 
Depreciation and amortization17,389 16,410 42,100 75,899 
Total assets(1)
3,162,720 1,081,262 1,073,685 5,317,667 
Average employee headcount6,574 5,276 4,390 16,240 
NASTGlobal ForwardingAll Other and CorporateConsolidated
Nine Months Ended September 30, 2022
Total revenues$12,264,396 $5,798,702 $1,566,706 $19,629,804 
Income from operations670,752 421,148 10,848 1,102,748 
Depreciation and amortization18,101 16,394 34,228 68,723 
Total assets(1)
3,624,333 2,266,923 904,274 6,795,530 
Average employee headcount7,420 5,735 4,497 17,652 
_________________________________________
(1) All cash and cash equivalents are included in All Other and Corporate.
v3.23.3
REVENUE FROM CONTRACTS WITH CUSTOMERS
9 Months Ended
Sep. 30, 2023
Revenue from Contract with Customer [Abstract]  
REVENUE FROM CONTRACTS WITH CUSTOMERS REVENUE FROM CONTRACTS WITH CUSTOMERS
A summary of our total revenues disaggregated by major service line and timing of revenue recognition is presented below for each of our reportable segments (in thousands):
Three Months Ended September 30, 2023
NASTGlobal ForwardingAll Other and CorporateTotal
Major Service Lines
Transportation and logistics services(1)
$3,086,970 $719,045 $223,392 $4,029,407 
Sourcing(2)
— — 311,623 311,623 
Total revenues$3,086,970 $719,045 $535,015 $4,341,030 
Three Months Ended September 30, 2022
NASTGlobal ForwardingAll Other and CorporateTotal
Major Service Lines
Transportation and logistics services(1)
$4,002,461 $1,511,115 $210,788 $5,724,364 
Sourcing(2)
— — 291,012 291,012 
Total revenues$4,002,461 $1,511,115 $501,800 $6,015,376 
Nine Months Ended September 30, 2023
NASTGlobal ForwardingAll Other and CorporateTotal
Major Service Lines
Transportation and logistics services(1)
$9,470,425 $2,288,890 $682,884 $12,442,199 
Sourcing(2)
— — 932,357 932,357 
Total revenues$9,470,425 $2,288,890 $1,615,241 $13,374,556 
Nine Months Ended September 30, 2022
NASTGlobal ForwardingAll Other and CorporateTotal
Major Service Lines
Transportation and logistics services(1)
$12,264,396 $5,798,702 $655,259 $18,718,357 
Sourcing(2)
— — 911,447 911,447 
Total revenues$12,264,396 $5,798,702 $1,566,706 $19,629,804 
____________________________________________
(1) Transportation and logistics services performance obligations are completed over time.
(2) Sourcing performance obligations are completed at a point in time.
We typically do not receive consideration and amounts are not due from our customers prior to the completion of our performance obligation and as such contract liabilities, as of September 30, 2023, and revenue recognized in the three and nine months ended September 30, 2023, and 2022 resulting from contract liabilities, were not significant. Contract assets and accrued expenses-transportation expense fluctuate from period to period primarily based upon changes in transportation pricing and costs and shipments in-transit at period end and the timing of customer invoicing.
v3.23.3
LEASES
9 Months Ended
Sep. 30, 2023
Leases [Abstract]  
LEASES LEASESWe determine if our contractual agreements contain a lease at inception. A lease is identified when a contract allows us the right to control an identified asset for a period of time in exchange for consideration. Our lease agreements consist primarily of operating leases for office space, warehouses, office equipment, trailers, and a small number of intermodal containers. We do not have material financing leases. Frequently, we enter into contractual relationships with a wide variety of transportation companies for freight capacity and utilize those relationships to efficiently and cost-effectively arrange the transport of our customers’ freight. These contracts typically have a term of 12 months or less and do not allow us to direct the use or obtain substantially all of the economic benefits of a specifically identified asset. Accordingly, these agreements are not considered leases.
Our operating leases are included on the consolidated balance sheets as right-of-use lease assets and lease liabilities. A right-of-use lease asset represents our right to use an underlying asset over the term of a lease, while a lease liability represents our obligation to make lease payments arising from the lease. Current and noncurrent lease liabilities are recognized on the commencement date at the present value of lease payments, including non-lease components, which consist primarily of common area maintenance and parking charges. Right-of-use lease assets are also recognized on the commencement date as the total lease liability plus prepaid rents. As our leases typically do not provide an implicit rate, we use our fully collateralized incremental borrowing rate based on the information available at commencement date in determining the present value of lease payments. The incremental borrowing rate is influenced by market interest rates, our credit rating, and lease term and as such, may differ for individual leases.
Our lease agreements typically do not contain variable lease payments, residual value guarantees, purchase options, or restrictive covenants. Many of our leases include the option to renew for a period of months to several years. The term of our leases may include the option to renew when it is reasonably certain that we will exercise that option, although these occurrences are seldom. We have lease agreements with lease components (e.g., payments for rent) and non-lease components (e.g., payments for common area maintenance and parking), which are all accounted for as a single lease component.
We do not have material lease agreements that have not yet commenced that are expected to create significant rights or obligations as of September 30, 2023.
Information regarding lease expense, remaining lease term, discount rate, and other select lease information are presented below (dollars in thousands):
Three Months Ended September 30,Nine Months Ended September 30,
Lease Costs2023202220232022
Operating lease expense$25,285 $23,342 $74,711 $68,069 
Short-term lease expense1,346 1,743 4,246 5,340 
Total lease expense$26,631 $25,085 $78,957 $73,409 
Nine Months Ended September 30,
Other Lease Information20232022
Operating cash flows from operating leases$72,073 $67,939 
Right-of-use lease assets obtained in exchange for new lease liabilities44,184 122,869 
Lease Term and Discount RateAs of September 30, 2023As of December 31, 2022
Weighted average remaining lease term (in years)6.06.4
Weighted average discount rate3.8 %3.5 %
The maturities of lease liabilities as of September 30, 2023, were as follows (in thousands):
Maturity of Lease LiabilitiesOperating Leases
Remaining 2023$17,004 
202489,902 
202575,691 
202662,601 
202748,451 
Thereafter121,812 
Total lease payments415,461 
Less: Interest(47,029)
Present value of lease liabilities$368,432 
v3.23.3
ALLOWANCE FOR CREDIT LOSSES
9 Months Ended
Sep. 30, 2023
Credit Loss [Abstract]  
ALLOWANCE FOR CREDIT LOSSES ALLOWANCE FOR CREDIT LOSSES
Our allowance for credit losses is computed using a number of factors including our past credit loss experience and our customers' credit ratings, in addition to other customer-specific factors. We have also considered recent trends and developments related to the current macroeconomic environment in determining our ending allowance for credit losses for both accounts receivable and contract assets. The allowance for credit losses on contract assets was not significant as of September 30, 2023.
A rollforward of our allowance for credit losses on our accounts receivable balance is presented below (in thousands):
Balance, December 31, 2022$28,749 
Provision(4,081)
Write-offs(7,356)
Balance, September 30, 2023$17,312 
Recoveries of amounts previously written off were not significant for the three and nine months ended September 30, 2023.
v3.23.3
CHANGES IN ACCUMULATED OTHER COMPREHENSIVE LOSS
9 Months Ended
Sep. 30, 2023
Stockholders' Equity Note [Abstract]  
CHANGES IN ACCUMULATED OTHER COMPREHENSIVE LOSS CHANGES IN ACCUMULATED OTHER COMPREHENSIVE LOSS
Accumulated other comprehensive loss is included in Stockholders' Investment on our condensed consolidated balance sheets. The recorded balance on September 30, 2023, and December 31, 2022, was $107.8 million and $88.9 million, respectively. The recorded balance on September 30, 2023, and December 31, 2022, is comprised solely of foreign currency adjustments, including foreign currency translation.
Other comprehensive loss was $14.9 million for the three months ended September 30, 2023, primarily driven by fluctuations in the Euro and Singapore Dollar. Other comprehensive loss was $49.8 million for the three months ended September 30, 2022, primarily driven by fluctuations in the Euro, Singapore Dollar, Yuan, and Australian Dollar.
Other comprehensive loss was $19.0 million for the nine months ended September 30, 2023, primarily driven by fluctuations in the Singapore Dollar, Australian Dollar, Yuan, and Euro. Other comprehensive loss was $76.5 million for the nine months ended September 30, 2022, primarily driven by fluctuations in the Singapore Dollar, Euro, Yuan, and Australian Dollar.
v3.23.3
Restructuring and Related Activities
9 Months Ended
Sep. 30, 2023
Restructuring and Related Activities [Abstract]  
RESTRUCTURING RESTRUCTURING
2022 Restructuring Program: In 2022, we announced organizational changes to support our enterprise strategy of accelerating our digital transformation and productivity initiatives. We continued to execute upon these digital transformation and productivity initiatives in 2023, which resulted in further restructuring charges to better align our workforce as a result of these initiatives and in consideration of the changing freight transportation market. We recognized additional restructuring charges of $17.7 million in 2023 primarily related to workforce reductions. We expect to complete our 2022 restructuring program by the end of 2023.
For severance and other operating expenses related to the 2022 restructuring program, we paid $2.2 million in cash in the third quarter of 2023 with the majority of the remaining $5.7 million accrued as of September 30, 2023, expected to be paid by the end of 2023.
A summary of the restructuring charges recognized is presented below (in thousands):
Three Months Ended September 30,Nine Months Ended September 30,
20232023
Severance(1)
$(265)$14,554 
Other personnel expenses(1)
(67)1,839 
Other selling, general, and administrative expenses(2)
193 1,322 
Total $(139)$17,715 
________________________________ 
(1) Amounts are included within personnel expenses in our condensed consolidated statements of operations and comprehensive income. Amounts recognized in the three months ended September 30, 2023, primarily relate to accrual adjustments for amounts settling for an amount different than originally estimated.
(2) Amounts are included within other selling, general, and administrative expenses in our condensed consolidated statements of operations and comprehensive income.
The following table summarizes restructuring charges by reportable segment (dollars in thousands):
Three Months Ended September 30, 2023
NASTGlobal Forwarding All Other and CorporateConsolidated
Personnel expenses$(73)$(87)$(172)$(332)
Other selling, general, and administrative expenses67 122 193 
Nine Months Ended September 30, 2023
NASTGlobal ForwardingAll Other and CorporateConsolidated
Personnel expenses$1,083 $2,142 $13,168 $16,393 
Other selling, general, and administrative expenses230 1,084 1,322 
The following table summarizes activity related to our 2022 restructuring program and reserves included in our consolidated balance sheets:
Accrued Severance and Other Personnel ExpensesAccrued Other Selling, General, and Administrative ExpensesTotal
Balance, December 31, 2022$18,976 $— $18,976 
  Restructuring charges16,393 1,322 17,715 
  Cash payments(29,010)(415)(29,425)
  Settled non-cash— (907)(907)
  Accrual adjustments(1)
(622)— (622)
Balance, September 30, 2023$5,737 $— $5,737 
________________________________ 
(1) Accrual adjustments primarily relate to changes in estimates for certain employee termination costs, including those settling for an amount different than originally estimated and foreign currency adjustments.

South American Restructuring Program: In the third quarter of 2023, we announced a restructuring program (“South American restructuring program”) to divest our operations in Argentina to mitigate our exposure to the deteriorating economic conditions and increasing political instability there. The Central Bank of Argentina maintains certain currency controls that limit our ability to access U.S. dollars in Argentina and remit cash from our Argentine operations. As conditions worsened in the third quarter of 2023, management began the process of divesting and identifying local independent agent relationships to continue serving our customers in the region. As a result of these actions, we recognized restructuring charges related to disposal and exit activities including asset impairments and workforce reductions.
We have determined that this planned divestiture does not represent a strategic shift that will have a major effect on our consolidated results of operations, and therefore the results of operations in Argentina are not reported as discontinued operations. We expect the sale to be completed near the end of 2023 and our restructuring program to be completed by the end of the first quarter of 2024. The assets and liabilities associated with the planned divestiture (the “disposal group”) are presented as held for sale at fair value less any estimated costs to sell as of September 30, 2023. We recognized a $21.1 million loss on the disposal group classified as held for sale in the three and nine months ended September 30, 2023, which is included within other selling, general, and administrative expenses in the condensed consolidated statements of operations and comprehensive income. The assets and liabilities of the disposal group are primarily related to our Global Forwarding segment.
A summary of the restructuring charges recognized related to our South American restructuring program is presented below (in thousands):
Three Months Ended September 30,Nine Months Ended September 30,
20232023
Severance and other personnel expenses(1)
$3,350 $3,350 
Other selling, general, and administrative expenses(2)
21,252 21,252 
Income tax benefits(3)
(5,501)(5,501)
Total $19,101 $19,101 
________________________________ 
(1) Amounts are included within personnel expenses in our condensed consolidated statements of operations and comprehensive income.
(2) Amounts are included within other selling, general, and administrative expenses in our condensed consolidated statements of operations and comprehensive income.
(3) Amounts are included within provision for income taxes in our condensed consolidated statements of operations and comprehensive income.

The following table summarizes restructuring charges related to our South American restructuring program by reportable segment (dollars in thousands):
Three Months Ended September 30, 2023
NASTGlobal ForwardingAll Other and CorporateConsolidated
Personnel expenses$— $2,600 $750 $3,350 
Other selling, general, and administrative expenses— 21,012 240 21,252 
Income tax benefits— (5,501)— (5,501)
Nine Months Ended September 30, 2023
NASTGlobal ForwardingAll Other and CorporateConsolidated
Personnel expenses$— $2,600 $750 $3,350 
Other selling, general, and administrative expenses— 21,012 240 21,252 
Income tax benefits— (5,501)— (5,501)
The following table summarizes activity related to our South American restructuring program and reserves included in our consolidated balance sheets:
Accrued Severance and Other Personnel ExpensesAccrued Other Selling, General, and Administrative ExpensesTotal
Balance, December 31, 2022$— $— $— 
  Restructuring charges3,350 21,252 24,602 
  Settled non-cash— (21,187)(21,187)
Balance, September 30, 2023$3,350 $65 $3,415 
We have recorded a deferred tax asset of $5.5 million related to income tax benefits we expect to realize as a result of our South American restructuring activities.
A summary of assets and liabilities associated with the disposal group that are held for sale as of September 30, 2023, is presented below (in thousands):
As of
September 30, 2023
Assets held for sale:
Cash and cash equivalents$2,486 
Receivables23,710 
Property and equipment431 
Right-of-use lease assets128 
Other assets415 
Valuation allowance(21,113)
Total assets held for sale(1)
$6,057 
Liabilities held for sale:
Accounts payable$5,115 
Lease liabilities566 
Other liabilities376 
Total liabilities held for sale(2)
$6,057 
________________________________ 
(1) Amounts are included within other assets in our condensed consolidated balance sheet.
(2) Amounts are included within other accrued liabilities in our condensed consolidated balance sheet.
v3.23.3
Pay vs Performance Disclosure - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2023
Jun. 30, 2023
Mar. 31, 2023
Sep. 30, 2022
Jun. 30, 2022
Mar. 31, 2022
Sep. 30, 2023
Sep. 30, 2022
Pay vs Performance Disclosure                
Net income $ 81,949 $ 97,316 $ 114,891 $ 225,798 $ 348,185 $ 270,348 $ 294,156 $ 844,331
v3.23.3
Insider Trading Arrangements
3 Months Ended
Sep. 30, 2023
Trading Arrangements, by Individual  
Rule 10b5-1 Arrangement Adopted false
Non-Rule 10b5-1 Arrangement Adopted false
Rule 10b5-1 Arrangement Terminated false
Non-Rule 10b5-1 Arrangement Terminated false
v3.23.3
BASIS OF PRESENTATION (Policies)
9 Months Ended
Sep. 30, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
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 operating through a network of offices located in North America, Europe, Asia, Oceania, South America, and the Middle East. The consolidated financial statements include the accounts of C.H. Robinson Worldwide, Inc. and our majority owned and controlled subsidiaries. Our minority interests in subsidiaries are not significant. All intercompany transactions and balances have been eliminated in the consolidated financial statements.
Our reportable segments are North American Surface Transportation (“NAST”) and Global Forwarding, with all other segments included in All Other and Corporate. The All Other and Corporate reportable segment includes Robinson Fresh, Managed Services, Other Surface Transportation outside of North America, and other miscellaneous revenues and unallocated corporate expenses. For financial information concerning our reportable segments, refer to Note 8, Segment Reporting.
The condensed consolidated financial statements, which are unaudited, have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). In our opinion, these financial statements include all adjustments (consisting only of normal recurring adjustments) necessary for a fair presentation of the financial statements for the interim periods presented. Interim results are not necessarily indicative of results for a full year.
Consistent with SEC rules and regulations, we have condensed or omitted certain information and footnote disclosures normally included in annual financial statements prepared in accordance with accounting principles generally accepted in the United States. You should read the condensed consolidated financial statements and related notes in conjunction with the consolidated financial statements and notes in our Annual Report on Form 10-K for the year ended December 31, 2022.
RECENTLY ISSUED ACCOUNTING STANDARDS RECENTLY ISSUED ACCOUNTING STANDARDS For the nine months ended September 30, 2023, there were no recently issued or newly adopted accounting pronouncements that had, or are expected to have, a material impact to our consolidated financial statements.
GOODWILL Goodwill is tested at least annually for impairment on November 30, or more frequently if events or changes in circumstances indicate that the asset might be impaired. We first perform a qualitative assessment to determine whether it is more likely than not that the fair value of our reporting units is less than their respective carrying value (“Step Zero Analysis”). If the Step Zero Analysis indicates it is more likely than not that the fair value of our reporting units is less than their respective carrying value, an additional impairment assessment is performed (“Step One Analysis”). As part of our Step Zero Analysis, we determined that more likely than not criteria had not been met, and therefore a Step One Analysis was not required as of September 30, 2023.
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.
v3.23.3
GOODWILL AND OTHER INTANGIBLE ASSETS (Tables)
9 Months Ended
Sep. 30, 2023
Goodwill and Intangible Assets Disclosure [Abstract]  
Schedule of Goodwill The change in carrying amount of goodwill is as follows (in thousands):
NASTGlobal ForwardingAll Other and CorporateTotal
Balance, December 31, 2022$1,188,076 $206,189 $76,548 $1,470,813 
Foreign currency translation(4,416)(710)(368)(5,494)
Balance, September 30, 2023$1,183,660 $205,479 $76,180 $1,465,319 
Schedule of Intangible Assets Identifiable intangible assets consisted of the following (in thousands):
September 30, 2023December 31, 2022
CostAccumulated AmortizationNetCostAccumulated AmortizationNet
Finite-lived intangibles
Customer relationships$92,322 $(54,343)$37,979 $162,358 $(106,932)$55,426 
Indefinite-lived intangibles
Trademarks8,600 — 8,600 8,600 — 8,600 
Total intangibles$100,922 $(54,343)$46,579 $170,958 $(106,932)$64,026 
Schedule of Amortization Expense Amortization expense for other intangible assets is as follows (in thousands):
Three Months Ended September 30,Nine Months Ended September 30,
2023202220232022
Amortization expense$5,724 $5,782 $17,312 $17,773 
Schedule of Future Amortization of Finite-Lived Intangible Assets Finite-lived intangible assets, by reportable segment, as of September 30, 2023, will be amortized over their remaining lives as follows (in thousands):
NASTGlobal ForwardingAll Other and CorporateTotal
Remainder of 2023$2,021 $1,007 $266 $3,294 
20248,008 3,478 1,066 12,552 
20257,857 2,256 1,066 11,179 
20267,857 367 729 8,953 
20271,310 — 488 1,798 
Thereafter— — 203 203 
Total$37,979 
v3.23.3
FINANCING ARRANGEMENTS (Tables)
9 Months Ended
Sep. 30, 2023
Debt Disclosure [Abstract]  
Components of Short-term and Long-term Debt
The components of our short-term and long-term debt and the associated interest rates were as follows (dollars in thousands):
Average interest rate as ofCarrying value as of
September 30, 2023December 31, 2022MaturitySeptember 30, 2023December 31, 2022
Revolving credit facility6.42 %— %November 2027$163,000 $— 
364-day revolving credit facilityN/A5.12 %May 2023— 379,000 
Senior Notes, Series AN/A3.97 %August 2023— 175,000 
Senior Notes, Series B4.26 %4.26 %August 2028150,000 150,000 
Senior Notes, Series C4.60 %4.60 %August 2033175,000 175,000 
Receivables Securitization Facility (1)
6.04 %5.01 %November 2023499,966 499,655 
Senior Notes (1)
4.20 %4.20 %April 2028595,720 595,049 
Total debt1,583,686 1,973,704 
Less: Current maturities and short-term borrowing(662,966)(1,053,655)
Long-term debt$920,720 $920,049 
____________________________________________
(1) Net of unamortized discounts and issuance costs.
v3.23.3
INCOME TAXES (Tables)
9 Months Ended
Sep. 30, 2023
Income Tax Disclosure [Abstract]  
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 is as follows:
Three Months Ended September 30,Nine Months Ended September 30,
2023202220232022
Federal statutory rate21.0 %21.0 %21.0 %21.0 %
State income taxes, net of federal benefit2.9 2.4 2.5 1.9 
Share based payment awards(0.7)(1.6)(2.5)(1.1)
Foreign tax credits(9.0)0.2 (4.8)(0.8)
Other U.S. tax credits and incentives(6.1)(6.2)(4.5)(2.3)
Foreign8.4 2.8 2.1 0.3 
Basis difference - South American restructuring program(5.9)— (1.6)— 
Other1.1 (1.7)1.3 0.2 
Effective income tax rate11.7 %16.9 %13.5 %19.2 %
v3.23.3
STOCK AWARD PLANS (Tables)
9 Months Ended
Sep. 30, 2023
Share-Based Payment Arrangement [Abstract]  
Schedule of Stock-based Compensation A summary of our total compensation expense recognized in our condensed consolidated statements of operations and comprehensive income for stock-based compensation is as follows (in thousands):
Three Months Ended September 30,Nine Months Ended September 30,
2023202220232022
Stock options$2,218 $3,262 $6,678 $9,744 
Stock awards12,836 21,788 27,828 65,738 
Company expense on ESPP discount613 761 2,803 2,864 
Total stock-based compensation expense$15,667 $25,811 $37,309 $78,346 
Schedule Employee Stock Purchase Plan Activity The following is a summary of the employee stock purchase plan activity (dollars in thousands): 
Three Months Ended September 30, 2023
Shares purchased
by employees
Aggregate cost
to employees
Expense recognized
by the company
47,446 $3,474 $613 
v3.23.3
SEGMENT REPORTING (Tables)
9 Months Ended
Sep. 30, 2023
Segment Reporting [Abstract]  
Summary of Segment Information
Reportable segment information is as follows (dollars in thousands):
NASTGlobal ForwardingAll Other and CorporateConsolidated
Three Months Ended September 30, 2023
Total revenues$3,086,970 $719,045 $535,015 $4,341,030 
Income (loss) from operations112,121 3,491 (2,090)113,522 
Depreciation and amortization5,882 5,446 14,216 25,544 
Total assets(1)
3,162,720 1,081,262 1,073,685 5,317,667 
Average employee headcount6,278 5,082 4,217 15,577 
NASTGlobal ForwardingAll Other and CorporateConsolidated
Three Months Ended September 30, 2022
Total revenues$4,002,461 $1,511,115 $501,800 $6,015,376 
Income (loss) from operations211,899 85,953 (10,243)287,609 
Depreciation and amortization5,739 5,368 11,868 22,975 
Total assets(1)
3,624,333 2,266,923 904,274 6,795,530 
Average employee headcount7,493 5,861 4,691 18,045 
NASTGlobal ForwardingAll Other and CorporateConsolidated
Nine Months Ended September 30, 2023
Total revenues$9,470,425 $2,288,890 $1,615,241 $13,374,556 
Income (loss) from operations364,002 63,254 (20,078)407,178 
Depreciation and amortization17,389 16,410 42,100 75,899 
Total assets(1)
3,162,720 1,081,262 1,073,685 5,317,667 
Average employee headcount6,574 5,276 4,390 16,240 
NASTGlobal ForwardingAll Other and CorporateConsolidated
Nine Months Ended September 30, 2022
Total revenues$12,264,396 $5,798,702 $1,566,706 $19,629,804 
Income from operations670,752 421,148 10,848 1,102,748 
Depreciation and amortization18,101 16,394 34,228 68,723 
Total assets(1)
3,624,333 2,266,923 904,274 6,795,530 
Average employee headcount7,420 5,735 4,497 17,652 
_________________________________________
(1) All cash and cash equivalents are included in All Other and Corporate.
v3.23.3
REVENUE FROM CONTRACTS WITH CUSTOMERS (Tables)
9 Months Ended
Sep. 30, 2023
Revenue from Contract with Customer [Abstract]  
Summary of Total Revenues Disaggregated by Major Service Line and Timing of Revenue Recognition
A summary of our total revenues disaggregated by major service line and timing of revenue recognition is presented below for each of our reportable segments (in thousands):
Three Months Ended September 30, 2023
NASTGlobal ForwardingAll Other and CorporateTotal
Major Service Lines
Transportation and logistics services(1)
$3,086,970 $719,045 $223,392 $4,029,407 
Sourcing(2)
— — 311,623 311,623 
Total revenues$3,086,970 $719,045 $535,015 $4,341,030 
Three Months Ended September 30, 2022
NASTGlobal ForwardingAll Other and CorporateTotal
Major Service Lines
Transportation and logistics services(1)
$4,002,461 $1,511,115 $210,788 $5,724,364 
Sourcing(2)
— — 291,012 291,012 
Total revenues$4,002,461 $1,511,115 $501,800 $6,015,376 
Nine Months Ended September 30, 2023
NASTGlobal ForwardingAll Other and CorporateTotal
Major Service Lines
Transportation and logistics services(1)
$9,470,425 $2,288,890 $682,884 $12,442,199 
Sourcing(2)
— — 932,357 932,357 
Total revenues$9,470,425 $2,288,890 $1,615,241 $13,374,556 
Nine Months Ended September 30, 2022
NASTGlobal ForwardingAll Other and CorporateTotal
Major Service Lines
Transportation and logistics services(1)
$12,264,396 $5,798,702 $655,259 $18,718,357 
Sourcing(2)
— — 911,447 911,447 
Total revenues$12,264,396 $5,798,702 $1,566,706 $19,629,804 
____________________________________________
(1) Transportation and logistics services performance obligations are completed over time.
(2) Sourcing performance obligations are completed at a point in time.
v3.23.3
LEASES (Tables)
9 Months Ended
Sep. 30, 2023
Leases [Abstract]  
Schedule of Lease Expense, Remaining Lease Terms, Discount Rate and Other Information
Information regarding lease expense, remaining lease term, discount rate, and other select lease information are presented below (dollars in thousands):
Three Months Ended September 30,Nine Months Ended September 30,
Lease Costs2023202220232022
Operating lease expense$25,285 $23,342 $74,711 $68,069 
Short-term lease expense1,346 1,743 4,246 5,340 
Total lease expense$26,631 $25,085 $78,957 $73,409 
Nine Months Ended September 30,
Other Lease Information20232022
Operating cash flows from operating leases$72,073 $67,939 
Right-of-use lease assets obtained in exchange for new lease liabilities44,184 122,869 
Lease Term and Discount RateAs of September 30, 2023As of December 31, 2022
Weighted average remaining lease term (in years)6.06.4
Weighted average discount rate3.8 %3.5 %
Schedule of Maturity of Lease Liabilities The maturities of lease liabilities as of September 30, 2023, were as follows (in thousands):
Maturity of Lease LiabilitiesOperating Leases
Remaining 2023$17,004 
202489,902 
202575,691 
202662,601 
202748,451 
Thereafter121,812 
Total lease payments415,461 
Less: Interest(47,029)
Present value of lease liabilities$368,432 
v3.23.3
ALLOWANCE FOR CREDIT LOSSES (Tables)
9 Months Ended
Sep. 30, 2023
Credit Loss [Abstract]  
Schedule of Allowance for Credit Loss on Accounts Receivable
A rollforward of our allowance for credit losses on our accounts receivable balance is presented below (in thousands):
Balance, December 31, 2022$28,749 
Provision(4,081)
Write-offs(7,356)
Balance, September 30, 2023$17,312 
v3.23.3
Restructuring and Related Activities (Tables)
9 Months Ended
Sep. 30, 2023
2022 Restructuring Program  
Restructuring Cost and Reserve [Line Items]  
Restructuring and Related Costs
A summary of the restructuring charges recognized is presented below (in thousands):
Three Months Ended September 30,Nine Months Ended September 30,
20232023
Severance(1)
$(265)$14,554 
Other personnel expenses(1)
(67)1,839 
Other selling, general, and administrative expenses(2)
193 1,322 
Total $(139)$17,715 
________________________________ 
(1) Amounts are included within personnel expenses in our condensed consolidated statements of operations and comprehensive income. Amounts recognized in the three months ended September 30, 2023, primarily relate to accrual adjustments for amounts settling for an amount different than originally estimated.
(2) Amounts are included within other selling, general, and administrative expenses in our condensed consolidated statements of operations and comprehensive income.
The following table summarizes restructuring charges by reportable segment (dollars in thousands):
Three Months Ended September 30, 2023
NASTGlobal Forwarding All Other and CorporateConsolidated
Personnel expenses$(73)$(87)$(172)$(332)
Other selling, general, and administrative expenses67 122 193 
Nine Months Ended September 30, 2023
NASTGlobal ForwardingAll Other and CorporateConsolidated
Personnel expenses$1,083 $2,142 $13,168 $16,393 
Other selling, general, and administrative expenses230 1,084 1,322 
Schedule of Restructuring Reserve by Type of Cost
The following table summarizes activity related to our 2022 restructuring program and reserves included in our consolidated balance sheets:
Accrued Severance and Other Personnel ExpensesAccrued Other Selling, General, and Administrative ExpensesTotal
Balance, December 31, 2022$18,976 $— $18,976 
  Restructuring charges16,393 1,322 17,715 
  Cash payments(29,010)(415)(29,425)
  Settled non-cash— (907)(907)
  Accrual adjustments(1)
(622)— (622)
Balance, September 30, 2023$5,737 $— $5,737 
________________________________ 
(1) Accrual adjustments primarily relate to changes in estimates for certain employee termination costs, including those settling for an amount different than originally estimated and foreign currency adjustments.
South America Restructuring Program  
Restructuring Cost and Reserve [Line Items]  
Restructuring and Related Costs
A summary of the restructuring charges recognized related to our South American restructuring program is presented below (in thousands):
Three Months Ended September 30,Nine Months Ended September 30,
20232023
Severance and other personnel expenses(1)
$3,350 $3,350 
Other selling, general, and administrative expenses(2)
21,252 21,252 
Income tax benefits(3)
(5,501)(5,501)
Total $19,101 $19,101 
________________________________ 
(1) Amounts are included within personnel expenses in our condensed consolidated statements of operations and comprehensive income.
(2) Amounts are included within other selling, general, and administrative expenses in our condensed consolidated statements of operations and comprehensive income.
(3) Amounts are included within provision for income taxes in our condensed consolidated statements of operations and comprehensive income.

The following table summarizes restructuring charges related to our South American restructuring program by reportable segment (dollars in thousands):
Three Months Ended September 30, 2023
NASTGlobal ForwardingAll Other and CorporateConsolidated
Personnel expenses$— $2,600 $750 $3,350 
Other selling, general, and administrative expenses— 21,012 240 21,252 
Income tax benefits— (5,501)— (5,501)
Nine Months Ended September 30, 2023
NASTGlobal ForwardingAll Other and CorporateConsolidated
Personnel expenses$— $2,600 $750 $3,350 
Other selling, general, and administrative expenses— 21,012 240 21,252 
Income tax benefits— (5,501)— (5,501)
Schedule of Restructuring Reserve by Type of Cost
The following table summarizes activity related to our South American restructuring program and reserves included in our consolidated balance sheets:
Accrued Severance and Other Personnel ExpensesAccrued Other Selling, General, and Administrative ExpensesTotal
Balance, December 31, 2022$— $— $— 
  Restructuring charges3,350 21,252 24,602 
  Settled non-cash— (21,187)(21,187)
Balance, September 30, 2023$3,350 $65 $3,415 
Disposal Groups, Including Discontinued Operations
A summary of assets and liabilities associated with the disposal group that are held for sale as of September 30, 2023, is presented below (in thousands):
As of
September 30, 2023
Assets held for sale:
Cash and cash equivalents$2,486 
Receivables23,710 
Property and equipment431 
Right-of-use lease assets128 
Other assets415 
Valuation allowance(21,113)
Total assets held for sale(1)
$6,057 
Liabilities held for sale:
Accounts payable$5,115 
Lease liabilities566 
Other liabilities376 
Total liabilities held for sale(2)
$6,057 
________________________________ 
(1) Amounts are included within other assets in our condensed consolidated balance sheet.
(2) Amounts are included within other accrued liabilities in our condensed consolidated balance sheet.
v3.23.3
GOODWILL AND OTHER INTANGIBLE ASSETS - Carrying Amount of Goodwill (Details)
$ in Thousands
9 Months Ended
Sep. 30, 2023
USD ($)
Goodwill [Roll Forward]  
Balance, beginning of period $ 1,470,813
Foreign currency translation (5,494)
Balance, end of period 1,465,319
NAST  
Goodwill [Roll Forward]  
Balance, beginning of period 1,188,076
Foreign currency translation (4,416)
Balance, end of period 1,183,660
Global Forwarding  
Goodwill [Roll Forward]  
Balance, beginning of period 206,189
Foreign currency translation (710)
Balance, end of period 205,479
All Other and Corporate  
Goodwill [Roll Forward]  
Balance, beginning of period 76,548
Foreign currency translation (368)
Balance, end of period $ 76,180
v3.23.3
GOODWILL AND OTHER INTANGIBLE ASSETS - Summary of Intangible Assets (Details) - USD ($)
$ in Thousands
Sep. 30, 2023
Dec. 31, 2022
Finite-lived intangibles    
Accumulated Amortization $ (54,343) $ (106,932)
Finite-lived intangible assets, net 37,979  
Intangible Assets, Net (Excluding Goodwill) [Abstract]    
Total intangibles, Cost 100,922 170,958
Total intangibles, Net 46,579 64,026
Trademarks    
Indefinite-Lived Intangible Assets [Line Items]    
Indefinite-lived intangibles 8,600 8,600
Customer relationships    
Finite-lived intangibles    
Finite-lived intangibles, Cost 92,322 162,358
Accumulated Amortization (54,343) (106,932)
Finite-lived intangible assets, net $ 37,979 $ 55,426
v3.23.3
GOODWILL AND OTHER INTANGIBLE ASSETS - Amortization Expense (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
Goodwill and Intangible Assets Disclosure [Abstract]        
Amortization expense $ 5,724 $ 5,782 $ 17,312 $ 17,773
v3.23.3
GOODWILL AND OTHER INTANGIBLE ASSETS - Amortization Over Remaining Life (Details)
$ in Thousands
Sep. 30, 2023
USD ($)
Estimated amortization expense  
Remainder of 2023 $ 3,294
2024 12,552
2025 11,179
2026 8,953
2027 1,798
Thereafter 203
Finite-lived intangible assets, net 37,979
NAST  
Estimated amortization expense  
Remainder of 2023 2,021
2024 8,008
2025 7,857
2026 7,857
2027 1,310
Thereafter 0
Global Forwarding  
Estimated amortization expense  
Remainder of 2023 1,007
2024 3,478
2025 2,256
2026 367
2027 0
Thereafter 0
All Other and Corporate  
Estimated amortization expense  
Remainder of 2023 266
2024 1,066
2025 1,066
2026 729
2027 488
Thereafter $ 203
v3.23.3
FAIR VALUE MEASUREMENT (Details) - USD ($)
3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 30, 2023
Dec. 31, 2022
South America Restructuring Program      
Level 3 Fair Value      
Restructuring Costs and Asset Impairment Charges $ 21,100,000 $ 21,100,000  
Level 3      
Level 3 Fair Value      
Assets at fair value 0 0 $ 0
Liabilities at fair value $ 0 $ 0 $ 0
v3.23.3
FINANCING ARRANGEMENTS - Components of Short-term and Long-term Debt (Details) - USD ($)
$ in Thousands
Sep. 30, 2023
Dec. 31, 2022
Debt Instrument [Line Items]    
Total debt $ 1,583,686 $ 1,973,704
Less: Current maturities and short-term borrowing (662,966) (1,053,655)
Long-term debt $ 920,720 $ 920,049
Revolving credit facility | Line of credit    
Debt Instrument [Line Items]    
Average interest rate (percent) 6.42% 0.00%
Total debt $ 163,000 $ 0
364 Credit Agreement | Revolving credit facility | Line of credit    
Debt Instrument [Line Items]    
Average interest rate (percent)   5.12%
Total debt 0 $ 379,000
Senior Notes, Series A | Senior notes    
Debt Instrument [Line Items]    
Average interest rate (percent)   3.97%
Total debt $ 0 $ 175,000
Senior Notes, Series B | Senior notes    
Debt Instrument [Line Items]    
Average interest rate (percent) 4.26% 4.26%
Total debt $ 150,000 $ 150,000
Senior Notes, Series C | Senior notes    
Debt Instrument [Line Items]    
Average interest rate (percent) 4.60% 4.60%
Total debt $ 175,000 $ 175,000
Receivables securitization facility | Secured debt    
Debt Instrument [Line Items]    
Average interest rate (percent) 6.04% 5.01%
Total debt $ 499,966 $ 499,655
Senior Notes | Unsecured debt    
Debt Instrument [Line Items]    
Average interest rate (percent) 4.20% 4.20%
Total debt $ 595,720 $ 595,049
v3.23.3
FINANCING ARRANGEMENTS - Narrative (Details)
9 Months Ended
Sep. 30, 2023
USD ($)
Dec. 31, 2022
USD ($)
Feb. 01, 2022
USD ($)
Dec. 31, 2021
USD ($)
Aug. 27, 2013
USD ($)
Debt Instrument [Line Items]          
Long-term debt $ 1,583,686,000 $ 1,973,704,000      
Revolving credit facility | Line of credit          
Debt Instrument [Line Items]          
Maximum leverage ratio 3.75        
Long-term debt $ 163,000,000 0      
US Bank | Standby letters of credit          
Debt Instrument [Line Items]          
Current funding 9,900,000        
US Bank | Line of credit          
Debt Instrument [Line Items]          
Maximum borrowing capacity $ 15,000,000        
Credit Agreement | Revolving credit facility | Minimum | SOFR          
Debt Instrument [Line Items]          
Basis spread on variable rate (percent) 0.10%        
Credit Agreement | Revolving credit facility | Minimum | Credit Spread Adjustment          
Debt Instrument [Line Items]          
Basis spread on variable rate (percent) 1.00%        
Credit Agreement | Revolving credit facility | Line of credit          
Debt Instrument [Line Items]          
Maximum borrowing capacity $ 1,000,000,000        
Credit Agreement | Revolving credit facility | Line of credit | Federal Funds Rate          
Debt Instrument [Line Items]          
Basis spread on variable rate (percent) 0.50%        
Credit Agreement | Revolving credit facility | Line of credit | Minimum          
Debt Instrument [Line Items]          
Commitment fee (percent) 0.07%        
Credit Agreement | Revolving credit facility | Line of credit | Maximum          
Debt Instrument [Line Items]          
Commitment fee (percent) 0.15%        
364 Credit Agreement | Revolving credit facility          
Debt Instrument [Line Items]          
Maximum borrowing capacity $ 500,000,000        
Note Purchase Agreement | Senior notes          
Debt Instrument [Line Items]          
Maximum leverage ratio 3.50        
Minimum interest coverage ratio 2.00        
Debt instrument principal amount         $ 500,000,000
Long-term debt, fair value $ 294,400,000        
Maximum priority debt to total assets ratio (percent) 10.00%        
Debt instrument, redemption price (percent) 100.00%        
Receivables securitization facility | Secured debt          
Debt Instrument [Line Items]          
Long-term debt $ 499,966,000 499,655,000      
Receivables securitization facility | Secured debt | Wells Fargo Bank N.A. and Bank of America N.A.          
Debt Instrument [Line Items]          
Maximum borrowing capacity 500,000,000     $ 300,000,000  
Current funding     $ 500,000,000    
Senior Notes Due 2028 | Unsecured debt          
Debt Instrument [Line Items]          
Long-term debt, fair value $ 561,000,000        
Debt instrument, redemption price (percent) 101.00%        
Debt instrument, annual interest rate (percent) 4.20%        
Debt instrument, effective yield (percent) 4.39%        
Long-term debt $ 595,720,000 $ 595,049,000      
Threshold for holders of principal outstanding to declare principal and unpaid interest payable (percent) 25.00%        
v3.23.3
INCOME TAXES - Effective Income Tax Rate Reconciliation (Details)
3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
Effective Income Tax Rate Reconciliation        
Federal statutory rate 21.00% 21.00% 21.00% 21.00%
State income taxes, net of federal benefit 2.90% 2.40% 2.50% 1.90%
Share based payment awards (0.70%) (1.60%) (2.50%) (1.10%)
Foreign tax credits (9.00%) 0.20% (4.80%) (0.80%)
Other U.S. tax credits and incentives (6.10%) (6.20%) (4.50%) (2.30%)
Foreign 8.40% 2.80% 2.10% 0.30%
Basis difference - South American restructuring program (5.90%) 0.00% (1.60%) 0.00%
Other 1.10% (1.70%) 1.30% 0.20%
Effective income tax rate 11.70% 16.90% 13.50% 19.20%
v3.23.3
INCOME TAXES - Narrative (Details)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2023
USD ($)
Sep. 30, 2023
USD ($)
Income Tax Disclosure [Abstract]    
Estimated income tax expense on repatriated foreign earnings   $ 2,000
Unrecognized tax benefits and related interest and penalties, all of which would affect our effective tax rate if recognized $ 44,700 44,700
Decrease in unrecognized tax benefits due to lapse of statute of limitations 1,300 $ 1,300
South America Restructuring Program    
Restructuring Cost and Reserve [Line Items]    
Current Foreign Tax Expense (Benefit) $ 5,500  
v3.23.3
STOCK AWARD PLANS - Total Compensation Expense Recognized (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Stock-based compensation expense $ 15,667 $ 25,811 $ 37,309 $ 78,346
Stock options        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Stock-based compensation expense 2,218 3,262 6,678 9,744
Stock awards        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Stock-based compensation expense 12,836 21,788 27,828 65,738
Company expense on ESPP discount        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Stock-based compensation expense $ 613 $ 761 $ 2,803 $ 2,864
v3.23.3
STOCK AWARD PLANS - Narrative (Details) - USD ($)
3 Months Ended 9 Months Ended
Feb. 28, 2023
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
May 05, 2022
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]            
Maximum shares that can be granted under stock plan (shares)           4,261,884
Shares available for stock awards (shares)   3,317,410   3,317,410    
Stock-based compensation expense   $ 15,667,000 $ 25,811,000 $ 37,309,000 $ 78,346,000  
Stock options            
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]            
Unrecognized compensation expense   6,600,000   6,600,000    
Stock-based compensation expense   2,218,000 $ 3,262,000 6,678,000 $ 9,744,000  
Stock awards            
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]            
Unrecognized compensation expense   227,600,000   $ 227,600,000    
Stock awards | Minimum            
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]            
Discount on outstanding grants (percent)       11.00%    
Stock awards | Maximum            
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]            
Discount on outstanding grants (percent)       24.00%    
Performance-based restricted shares            
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]            
Award vesting period         5 years  
Performance-based restricted stock units            
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]            
Stock awards granted (shares) 272,455          
Weighted average grant date fair value (in dollars per share) $ 92.15          
Award vesting period       3 years    
Upside opportunity upon achievement of targets (percent)       200.00%    
Time-based restricted stock units            
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]            
Stock awards granted (shares) 688,341          
Weighted average grant date fair value (in dollars per share) $ 92.74          
Award vesting period       3 years 5 years  
1997 Employee Stock Purchase Plan            
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]            
Maximum employee contribution to purchase company stock   $ 10,000   $ 10,000    
Discount rate used to determine the purchase price       15.00%    
v3.23.3
STOCK AWARD PLANS - Employee Stock Purchase Plan Activity (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Shares purchased by employees (shares) 47,446      
Aggregate cost to employees $ 3,474      
Expense recognized by the company 15,667 $ 25,811 $ 37,309 $ 78,346
Company expense on ESPP discount        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Expense recognized by the company $ 613 $ 761 $ 2,803 $ 2,864
v3.23.3
SEGMENT REPORTING - Narrative (Details)
9 Months Ended
Sep. 30, 2023
segment
Segment Reporting [Abstract]  
Number of reportable segments 2
v3.23.3
SEGMENT REPORTING - Reportable Segment Information (Details)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2023
USD ($)
employee
Sep. 30, 2022
USD ($)
employee
Sep. 30, 2023
USD ($)
employee
Sep. 30, 2022
USD ($)
employee
Dec. 31, 2022
USD ($)
Segment Reporting Information [Line Items]          
Total revenues $ 4,341,030 $ 6,015,376 $ 13,374,556 $ 19,629,804  
Income (loss) from operations 113,522 287,609 407,178 1,102,748  
Depreciation and amortization 25,544 22,975 75,899 68,723  
Total assets $ 5,317,667 $ 6,795,530 $ 5,317,667 $ 6,795,530 $ 5,954,564
Average headcount (employee) | employee 15,577 18,045 16,240 17,652  
NAST          
Segment Reporting Information [Line Items]          
Total revenues $ 3,086,970 $ 4,002,461 $ 9,470,425 $ 12,264,396  
Income (loss) from operations 112,121 211,899 364,002 670,752  
Depreciation and amortization 5,882 5,739 17,389 18,101  
Total assets $ 3,162,720 $ 3,624,333 $ 3,162,720 $ 3,624,333  
Average headcount (employee) | employee 6,278 7,493 6,574 7,420  
Global Forwarding          
Segment Reporting Information [Line Items]          
Total revenues $ 719,045 $ 1,511,115 $ 2,288,890 $ 5,798,702  
Income (loss) from operations 3,491 85,953 63,254 421,148  
Depreciation and amortization 5,446 5,368 16,410 16,394  
Total assets $ 1,081,262 $ 2,266,923 $ 1,081,262 $ 2,266,923  
Average headcount (employee) | employee 5,082 5,861 5,276 5,735  
All Other and Corporate          
Segment Reporting Information [Line Items]          
Total revenues $ 535,015 $ 501,800 $ 1,615,241 $ 1,566,706  
Income (loss) from operations (2,090) (10,243) (20,078) 10,848  
Depreciation and amortization 14,216 11,868 42,100 34,228  
Total assets $ 1,073,685 $ 904,274 $ 1,073,685 $ 904,274  
Average headcount (employee) | employee 4,217 4,691 4,390 4,497  
v3.23.3
REVENUE FROM CONTRACTS WITH CUSTOMERS (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
Disaggregation of Revenue [Line Items]        
Total revenues $ 4,341,030 $ 6,015,376 $ 13,374,556 $ 19,629,804
NAST        
Disaggregation of Revenue [Line Items]        
Total revenues 3,086,970 4,002,461 9,470,425 12,264,396
Global Forwarding        
Disaggregation of Revenue [Line Items]        
Total revenues 719,045 1,511,115 2,288,890 5,798,702
All Other and Corporate        
Disaggregation of Revenue [Line Items]        
Total revenues 535,015 501,800 1,615,241 1,566,706
Transportation and logistics services        
Disaggregation of Revenue [Line Items]        
Total revenues 4,029,407 5,724,364 12,442,199 18,718,357
Transportation and logistics services | Performance obligations completed over time        
Disaggregation of Revenue [Line Items]        
Total revenues 4,029,407 5,724,364 12,442,199 18,718,357
Transportation and logistics services | NAST | Performance obligations completed over time        
Disaggregation of Revenue [Line Items]        
Total revenues 3,086,970 4,002,461 9,470,425 12,264,396
Transportation and logistics services | Global Forwarding | Performance obligations completed over time        
Disaggregation of Revenue [Line Items]        
Total revenues 719,045 1,511,115 2,288,890 5,798,702
Transportation and logistics services | All Other and Corporate | Performance obligations completed over time        
Disaggregation of Revenue [Line Items]        
Total revenues 223,392 210,788 682,884 655,259
Sourcing        
Disaggregation of Revenue [Line Items]        
Total revenues 311,623 291,012 932,357 911,447
Sourcing | Performance obligations completed at a point in time        
Disaggregation of Revenue [Line Items]        
Total revenues 311,623 291,012 932,357 911,447
Sourcing | NAST | Performance obligations completed at a point in time        
Disaggregation of Revenue [Line Items]        
Total revenues 0 0 0 0
Sourcing | Global Forwarding | Performance obligations completed at a point in time        
Disaggregation of Revenue [Line Items]        
Total revenues 0 0 0 0
Sourcing | All Other and Corporate | Performance obligations completed at a point in time        
Disaggregation of Revenue [Line Items]        
Total revenues $ 311,623 $ 291,012 $ 932,357 $ 911,447
v3.23.3
LEASES - Lease Data (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
Dec. 31, 2022
Lease Costs          
Operating lease expense $ 25,285 $ 23,342 $ 74,711 $ 68,069  
Short-term lease expense 1,346 1,743 4,246 5,340  
Total lease expense $ 26,631 $ 25,085 78,957 73,409  
Other Lease Information          
Operating cash flows from operating leases     72,073 67,939  
Right-of-use lease assets obtained in exchange for new lease liabilities     $ 44,184 $ 122,869  
Lease Term and Discount Rate          
Weighted average remaining lease term (in years) 6 years   6 years   6 years 4 months 24 days
Weighted average discount rate (percent) 3.80%   3.80%   3.50%
v3.23.3
LEASES - Maturities of Lease Liabilities (Details)
$ in Thousands
Sep. 30, 2023
USD ($)
Maturities of lease liabilities  
Remaining 2023 $ 17,004
2024 89,902
2025 75,691
2026 62,601
2027 48,451
Thereafter 121,812
Total lease payments 415,461
Less: Interest (47,029)
Present value of lease liabilities $ 368,432
v3.23.3
ALLOWANCE FOR CREDIT LOSSES (Details)
$ in Thousands
9 Months Ended
Sep. 30, 2023
USD ($)
Rollforward of Allowance for Credit Loss  
Allowance for credit loss, beginning balance $ 28,749
Provision (4,081)
Write-offs (7,356)
Allowance for credit loss, ending balance $ 17,312
v3.23.3
CHANGES IN ACCUMULATED OTHER COMPREHENSIVE LOSS (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
Dec. 31, 2022
Stockholders' Equity Note [Abstract]          
Accumulated other comprehensive loss $ 107,810   $ 107,810   $ 88,860
Other comprehensive income (loss) $ (14,891) $ (49,790) $ (18,950) $ (76,516)  
v3.23.3
RESTRUCTURING - Narrative (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Dec. 31, 2023
Sep. 30, 2023
Sep. 30, 2023
Sep. 30, 2022
Restructuring Cost and Reserve [Line Items]        
Restructuring charges     $ 21,113 $ 0
2022 Restructuring Program        
Restructuring Cost and Reserve [Line Items]        
Restructuring charges   $ (139) 17,715  
Payments for restructuring     29,425  
South America Restructuring Program        
Restructuring Cost and Reserve [Line Items]        
Restructuring charges   19,101 19,101  
Deferred tax asset   5,500 5,500  
Disposal Group, Not Discontinued Operation, Gain (Loss) on Disposal   (21,100) (21,100)  
Personnel expenses | 2022 Restructuring Program        
Restructuring Cost and Reserve [Line Items]        
Restructuring charges   (67) 1,839  
Personnel expenses | South America Restructuring Program        
Restructuring Cost and Reserve [Line Items]        
Restructuring charges   3,350 3,350  
Personnel expenses | NAST | South America Restructuring Program        
Restructuring Cost and Reserve [Line Items]        
Restructuring charges   0 0  
Personnel expenses | Global Forwarding | South America Restructuring Program        
Restructuring Cost and Reserve [Line Items]        
Restructuring charges   2,600 2,600  
Personnel expenses | All Other and Corporate | South America Restructuring Program        
Restructuring Cost and Reserve [Line Items]        
Restructuring charges   750 750  
Other selling, general, and administrative expenses | 2022 Restructuring Program        
Restructuring Cost and Reserve [Line Items]        
Restructuring charges   193 1,322  
Payments for restructuring     415  
Other selling, general, and administrative expenses | South America Restructuring Program        
Restructuring Cost and Reserve [Line Items]        
Restructuring charges   21,252 21,252  
Other selling, general, and administrative expenses | NAST | 2022 Restructuring Program        
Restructuring Cost and Reserve [Line Items]        
Restructuring charges   4 8  
Other selling, general, and administrative expenses | NAST | South America Restructuring Program        
Restructuring Cost and Reserve [Line Items]        
Restructuring charges   0 0  
Other selling, general, and administrative expenses | Global Forwarding | 2022 Restructuring Program        
Restructuring Cost and Reserve [Line Items]        
Restructuring charges   67 230  
Other selling, general, and administrative expenses | Global Forwarding | South America Restructuring Program        
Restructuring Cost and Reserve [Line Items]        
Restructuring charges   21,012 21,012  
Other selling, general, and administrative expenses | All Other and Corporate | 2022 Restructuring Program        
Restructuring Cost and Reserve [Line Items]        
Restructuring charges   122 1,084  
Other selling, general, and administrative expenses | All Other and Corporate | South America Restructuring Program        
Restructuring Cost and Reserve [Line Items]        
Restructuring charges   240 240  
Income tax benefit - South America | South America Restructuring Program        
Restructuring Cost and Reserve [Line Items]        
Restructuring charges   (5,501) (5,501)  
Income tax benefit - South America | NAST | South America Restructuring Program        
Restructuring Cost and Reserve [Line Items]        
Restructuring charges   0 0  
Income tax benefit - South America | Global Forwarding | South America Restructuring Program        
Restructuring Cost and Reserve [Line Items]        
Restructuring charges   (5,501) (5,501)  
Income tax benefit - South America | All Other and Corporate | South America Restructuring Program        
Restructuring Cost and Reserve [Line Items]        
Restructuring charges   0 0  
Severance And Other Operating Expenses | 2022 Restructuring Program        
Restructuring Cost and Reserve [Line Items]        
Payments for restructuring   2,200    
Employee Severance | Personnel expenses | 2022 Restructuring Program        
Restructuring Cost and Reserve [Line Items]        
Restructuring charges   (265) 14,554  
Employee Severance | Personnel expenses | South America Restructuring Program        
Restructuring Cost and Reserve [Line Items]        
Restructuring charges   $ 3,350 $ 3,350  
Forecast | 2022 Restructuring Program        
Restructuring Cost and Reserve [Line Items]        
Payments for restructuring $ 5,700      
v3.23.3
RESTRUCTURING - Restructuring Charges (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 30, 2023
Sep. 30, 2022
Restructuring Cost and Reserve [Line Items]      
Restructuring charges   $ 21,113 $ 0
2022 Restructuring Program      
Restructuring Cost and Reserve [Line Items]      
Restructuring charges $ (139) 17,715  
South America Restructuring Program      
Restructuring Cost and Reserve [Line Items]      
Restructuring charges 19,101 19,101  
Personnel expenses | 2022 Restructuring Program      
Restructuring Cost and Reserve [Line Items]      
Restructuring charges (67) 1,839  
Personnel expenses | South America Restructuring Program      
Restructuring Cost and Reserve [Line Items]      
Restructuring charges 3,350 3,350  
Other selling, general, and administrative expenses | 2022 Restructuring Program      
Restructuring Cost and Reserve [Line Items]      
Restructuring charges 193 1,322  
Other selling, general, and administrative expenses | South America Restructuring Program      
Restructuring Cost and Reserve [Line Items]      
Restructuring charges 21,252 21,252  
Income tax benefit - South America | South America Restructuring Program      
Restructuring Cost and Reserve [Line Items]      
Restructuring charges (5,501) (5,501)  
Accrued Severance and Other Personnel Expenses | 2022 Restructuring Program      
Restructuring Cost and Reserve [Line Items]      
Restructuring charges   16,393  
Employee Severance | Personnel expenses | 2022 Restructuring Program      
Restructuring Cost and Reserve [Line Items]      
Restructuring charges (265) 14,554  
Employee Severance | Personnel expenses | South America Restructuring Program      
Restructuring Cost and Reserve [Line Items]      
Restructuring charges $ 3,350 3,350  
Restructuring Excluding Taxes | South America Restructuring Program      
Restructuring Cost and Reserve [Line Items]      
Restructuring charges   24,602  
Restructuring Excluding Taxes | Other selling, general, and administrative expenses | South America Restructuring Program      
Restructuring Cost and Reserve [Line Items]      
Restructuring charges   21,252  
Restructuring Excluding Taxes | Accrued Severance and Other Personnel Expenses | South America Restructuring Program      
Restructuring Cost and Reserve [Line Items]      
Restructuring charges   $ 3,350  
v3.23.3
RESTRUCTURING - By Segment (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 30, 2023
Sep. 30, 2022
Restructuring Cost and Reserve [Line Items]      
Restructuring charges   $ 21,113 $ 0
2022 Restructuring Program      
Restructuring Cost and Reserve [Line Items]      
Restructuring charges $ (139) 17,715  
South America Restructuring Program      
Restructuring Cost and Reserve [Line Items]      
Restructuring charges 19,101 19,101  
Personnel expenses | 2022 Restructuring Program      
Restructuring Cost and Reserve [Line Items]      
Restructuring charges (67) 1,839  
Personnel expenses | South America Restructuring Program      
Restructuring Cost and Reserve [Line Items]      
Restructuring charges 3,350 3,350  
Personnel expenses | NAST | South America Restructuring Program      
Restructuring Cost and Reserve [Line Items]      
Restructuring charges 0 0  
Personnel expenses | Global Forwarding | South America Restructuring Program      
Restructuring Cost and Reserve [Line Items]      
Restructuring charges 2,600 2,600  
Personnel expenses | All Other and Corporate | South America Restructuring Program      
Restructuring Cost and Reserve [Line Items]      
Restructuring charges 750 750  
Other selling, general, and administrative expenses | 2022 Restructuring Program      
Restructuring Cost and Reserve [Line Items]      
Restructuring charges 193 1,322  
Other selling, general, and administrative expenses | South America Restructuring Program      
Restructuring Cost and Reserve [Line Items]      
Restructuring charges 21,252 21,252  
Other selling, general, and administrative expenses | NAST | 2022 Restructuring Program      
Restructuring Cost and Reserve [Line Items]      
Restructuring charges 4 8  
Other selling, general, and administrative expenses | NAST | South America Restructuring Program      
Restructuring Cost and Reserve [Line Items]      
Restructuring charges 0 0  
Other selling, general, and administrative expenses | Global Forwarding | 2022 Restructuring Program      
Restructuring Cost and Reserve [Line Items]      
Restructuring charges 67 230  
Other selling, general, and administrative expenses | Global Forwarding | South America Restructuring Program      
Restructuring Cost and Reserve [Line Items]      
Restructuring charges 21,012 21,012  
Other selling, general, and administrative expenses | All Other and Corporate | 2022 Restructuring Program      
Restructuring Cost and Reserve [Line Items]      
Restructuring charges 122 1,084  
Other selling, general, and administrative expenses | All Other and Corporate | South America Restructuring Program      
Restructuring Cost and Reserve [Line Items]      
Restructuring charges 240 240  
Income tax benefit - South America | South America Restructuring Program      
Restructuring Cost and Reserve [Line Items]      
Restructuring charges (5,501) (5,501)  
Income tax benefit - South America | NAST | South America Restructuring Program      
Restructuring Cost and Reserve [Line Items]      
Restructuring charges 0 0  
Income tax benefit - South America | Global Forwarding | South America Restructuring Program      
Restructuring Cost and Reserve [Line Items]      
Restructuring charges (5,501) (5,501)  
Income tax benefit - South America | All Other and Corporate | South America Restructuring Program      
Restructuring Cost and Reserve [Line Items]      
Restructuring charges 0 0  
Severance and Other Personnel Expenses | Personnel expenses | 2022 Restructuring Program      
Restructuring Cost and Reserve [Line Items]      
Restructuring charges (332) 16,393  
Severance and Other Personnel Expenses | Personnel expenses | NAST | 2022 Restructuring Program      
Restructuring Cost and Reserve [Line Items]      
Restructuring charges (73) 1,083  
Severance and Other Personnel Expenses | Personnel expenses | Global Forwarding | 2022 Restructuring Program      
Restructuring Cost and Reserve [Line Items]      
Restructuring charges (87) 2,142  
Severance and Other Personnel Expenses | Personnel expenses | All Other and Corporate | 2022 Restructuring Program      
Restructuring Cost and Reserve [Line Items]      
Restructuring charges $ (172) $ 13,168  
v3.23.3
RESTRUCTURING - Reserve (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 30, 2023
Sep. 30, 2022
Restructuring Cost and Reserve [Line Items]      
Restructuring charges   $ 21,113 $ 0
2022 Restructuring Program      
Restructuring Cost and Reserve [Line Items]      
Restructuring Reserve, Beginning Balance   18,976  
Restructuring charges $ (139) 17,715  
Cash payments   (29,425)  
Settled non-cash   (907)  
Accrual adjustments   (622)  
Restructuring Reserve, Ending Balance 5,737 5,737  
South America Restructuring Program      
Restructuring Cost and Reserve [Line Items]      
Restructuring Reserve, Beginning Balance   0  
Restructuring charges 19,101 19,101  
Settled non-cash   (21,187)  
Restructuring Reserve, Ending Balance 3,415 3,415  
Accrued Severance and Other Personnel Expenses | 2022 Restructuring Program      
Restructuring Cost and Reserve [Line Items]      
Restructuring Reserve, Beginning Balance   18,976  
Restructuring charges   16,393  
Cash payments   (29,010)  
Settled non-cash   0  
Accrual adjustments   (622)  
Restructuring Reserve, Ending Balance 5,737 5,737  
Accrued Severance and Other Personnel Expenses | South America Restructuring Program      
Restructuring Cost and Reserve [Line Items]      
Restructuring Reserve, Beginning Balance   0  
Settled non-cash   0  
Restructuring Reserve, Ending Balance 3,350 3,350  
Other selling, general, and administrative expenses | 2022 Restructuring Program      
Restructuring Cost and Reserve [Line Items]      
Restructuring Reserve, Beginning Balance   0  
Restructuring charges 193 1,322  
Cash payments   (415)  
Settled non-cash   (907)  
Accrual adjustments   0  
Restructuring Reserve, Ending Balance 0 0  
Other selling, general, and administrative expenses | South America Restructuring Program      
Restructuring Cost and Reserve [Line Items]      
Restructuring Reserve, Beginning Balance   0  
Restructuring charges 21,252 21,252  
Settled non-cash   (21,187)  
Restructuring Reserve, Ending Balance $ 65 $ 65  
v3.23.3
RESTRUCTURING - Held for Sale (Details) - USD ($)
$ in Thousands
Sep. 30, 2023
Sep. 30, 2022
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]    
Cash and cash equivalents $ 2,486 $ 0
South America Restructuring Program | Disposal Group, Held-for-Sale, Not Discontinued Operations    
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]    
Cash and cash equivalents 2,486  
Receivables 23,710  
Property and equipment 431  
Right-of-use lease assets 128  
Other assets 415  
Valuation allowance (21,113)  
Total assets held for sale(1) 6,057  
Accounts payable 5,115  
Lease liabilities 566  
Other liabilities 376  
Total liabilities held for sale(2) $ 6,057