C. H. ROBINSON WORLDWIDE, INC., 10-Q filed on 11/1/2024
Quarterly Report
v3.24.3
Cover - shares
9 Months Ended
Sep. 30, 2024
Oct. 30, 2024
Cover [Abstract]    
Document Type 10-Q  
Document Quarterly Report true  
Document Period End Date Sep. 30, 2024  
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 2024  
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, $0.10 par value  
Trading Symbol CHRW  
Security Exchange Name NASDAQ  
Entity Current Reporting Status Yes  
Entity Interactive Data Current Yes  
Entity Filer Category Large Accelerated Filer  
Entity Emerging Growth Company false  
Entity Small Business false  
Entity Shell Company false  
Entity Common Stock, Shares Outstanding   118,205,199
v3.24.3
Condensed Consolidated Balance Sheets - USD ($)
$ in Thousands
Sep. 30, 2024
Dec. 31, 2023
Current assets:    
Cash and cash equivalents $ 131,704 $ 145,524
Receivables, net of allowance for credit loss of $14,973 and $14,229 2,630,350 2,381,963
Contract assets, net of allowance for credit loss 273,251 189,900
Prepaid expenses and other 137,871 163,307
Assets held for sale 165,810 0
Total current assets 3,338,986 2,880,694
Property and equipment, net of accumulated depreciation and amortization 132,632 144,718
Goodwill 1,446,695 1,473,600
Other intangible assets, net of accumulated amortization 30,987 43,662
Right-of-use lease assets 333,936 353,890
Deferred tax assets 220,738 214,619
Other assets 109,381 114,097
Total assets 5,613,355 5,225,280
Current liabilities:    
Accounts payable 1,325,874 1,303,951
Outstanding checks 46,933 66,383
Accrued expenses:    
Compensation 165,163 135,104
Transportation expense 212,608 147,921
Income taxes 7,178 4,748
Other accrued liabilities 161,870 159,435
Current lease liabilities 74,538 74,451
Current portion of debt 150,000 160,000
Liabilities held for sale 96,673 0
Total current liabilities 2,240,837 2,051,993
Long-term debt 1,411,356 1,420,487
Noncurrent lease liabilities 281,015 297,563
Noncurrent income taxes payable 24,215 21,289
Deferred tax liabilities 11,714 13,177
Other long-term liabilities 4,152 2,074
Total liabilities 3,973,289 3,806,583
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; 179,199 and 179,204 shares issued, 118,083 and 116,768 outstanding 11,808 11,677
Additional paid-in capital 771,485 754,093
Retained earnings 5,713,207 5,620,790
Accumulated other comprehensive loss (72,255) (80,946)
Treasury stock at cost (61,116 and 62,436 shares) (4,784,179) (4,886,917)
Total stockholders’ investment 1,640,066 1,418,697
Total liabilities and stockholders’ investment $ 5,613,355 $ 5,225,280
v3.24.3
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($)
$ in Thousands
Sep. 30, 2024
Dec. 31, 2023
Statement of Financial Position [Abstract]    
Receivable, allowance for credit loss $ 14,973 $ 14,229
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) 179,199,000 179,204,000
Common stock, outstanding (shares) 118,083,000 116,768,000
Treasury stock (shares) 61,116,000 62,436,000
v3.24.3
Condensed Consolidated Statements of Operations and Comprehensive Income - USD ($)
shares in Thousands, $ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Revenues:        
Total revenues $ 4,644,641 $ 4,341,030 $ 13,540,300 $ 13,374,556
Costs and expenses:        
Personnel expenses 361,559 343,532 1,101,868 1,103,915
Other selling, general, and administrative expenses 193,575 177,795 493,181 474,892
Total costs and expenses 4,464,522 4,227,508 13,054,958 12,967,378
Income from operations 180,119 113,522 485,342 407,178
Interest and other income/expense, net (36,282) (20,748) (74,587) (67,272)
Income before provision for income taxes 143,837 92,774 410,755 339,906
Provision for income taxes 46,608 10,825 94,371 45,750
Net income 97,229 81,949 316,384 294,156
Other comprehensive income (loss) 29,494 (14,891) 8,691 (18,950)
Comprehensive income $ 126,723 $ 67,058 $ 325,075 $ 275,206
Basic net income per share (in dollars per share) $ 0.81 $ 0.69 $ 2.65 $ 2.48
Diluted net income per share (in dollars per share) $ 0.80 $ 0.68 $ 2.63 $ 2.46
Basic weighted average shares outstanding (shares) 119,860 118,464 119,542 118,532
Dilutive effect of outstanding stock awards (shares) 1,319 1,287 613 1,230
Diluted weighted average shares outstanding (shares) 121,179 119,751 120,155 119,762
Transportation        
Revenues:        
Total revenues $ 4,278,300 $ 4,029,407 $ 12,482,818 $ 12,442,199
Costs and expenses:        
Purchased products and services 3,575,983 3,421,960 10,501,362 10,546,551
Sourcing        
Revenues:        
Total revenues 366,341 311,623 1,057,482 932,357
Costs and expenses:        
Purchased products and services $ 333,405 $ 284,221 $ 958,547 $ 842,020
v3.24.3
Condensed Consolidated Statements of Stockholders' Investment - USD ($)
shares in Thousands, $ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2024
Jun. 30, 2024
Mar. 31, 2024
Sep. 30, 2023
Jun. 30, 2023
Mar. 31, 2023
Sep. 30, 2024
Sep. 30, 2023
Increase (Decrease) in Stockholders' Equity [Roll Forward]                
Beginning balance (in shares)     116,768       116,768  
Beginning balance $ 1,510,441 $ 1,429,994 $ 1,418,697 $ 1,388,107 $ 1,381,388 $ 1,353,422 $ 1,418,697 $ 1,353,422
Net income 97,229 126,251 92,904 81,949 97,316 114,891 $ 316,384 294,156
Foreign currency adjustments 29,494 (1,313) (19,490) (14,891) (6,536) 2,477    
Dividends declared (75,896) (74,006) (74,065) (73,724) (73,577) (73,581)    
Stock issued for employee benefit plans 56,794 9,943 (10,725) 7,476 15,206 (375)    
Stock-based compensation expense $ 22,004 19,572 22,673 15,667 6,035 15,607    
Repurchase of common stock         (31,725) (31,053)    
Ending balance (in shares) 118,083           118,083  
Ending balance $ 1,640,066 $ 1,510,441 $ 1,429,994 $ 1,404,584 $ 1,388,107 $ 1,381,388 $ 1,640,066 $ 1,404,584
Dividends declared, per share (in dollars per share) $ 0.62 $ 0.61 $ 0.61 $ 0.61 $ 0.61 $ 0.61    
Common Stock                
Increase (Decrease) in Stockholders' Equity [Roll Forward]                
Beginning balance (in shares) 117,262 117,000 116,768 116,335 116,437 116,323 116,768 116,323
Beginning balance $ 11,726 $ 11,700 $ 11,677 $ 11,633 $ 11,644 $ 11,632 $ 11,677 $ 11,632
Stock issued for employee benefit plans (in shares) 821 262 232 130 228 430    
Stock issued for employee benefit plans $ 82 $ 26 $ 23 $ 14 $ 22 $ 44    
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)    
Repurchase of common stock         $ (33) $ (32)    
Ending balance (in shares) 118,083 117,262 117,000 116,465 116,335 116,437 118,083 116,465
Ending balance $ 11,808 $ 11,726 $ 11,700 $ 11,647 $ 11,633 $ 11,644 $ 11,808 $ 11,647
Additional Paid-in Capital                
Increase (Decrease) in Stockholders' Equity [Roll Forward]                
Beginning balance 756,135 746,998 754,093 734,244 730,363 743,288 754,093 743,288
Stock issued for employee benefit plans (6,654) (10,435) (29,768) (2,411) (2,154) (28,532)    
Stock-based compensation expense 22,004 19,572 22,673 15,667 6,035 15,607    
Ending balance 771,485 756,135 746,998 747,500 734,244 730,363 771,485 747,500
Retained Earnings                
Increase (Decrease) in Stockholders' Equity [Roll Forward]                
Beginning balance 5,691,874 5,639,629 5,620,790 5,655,489 5,631,750 5,590,440 5,620,790 5,590,440
Net income 97,229 126,251 92,904 81,949 97,316 114,891    
Dividends declared (75,896) (74,006) (74,065) (73,724) (73,577) (73,581)    
Ending balance 5,713,207 5,691,874 5,639,629 5,663,714 5,655,489 5,631,750 5,713,207 5,663,714
Accumulated Other Comprehensive Loss                
Increase (Decrease) in Stockholders' Equity [Roll Forward]                
Beginning balance (101,749) (100,436) (80,946) (92,919) (86,383) (88,860) (80,946) (88,860)
Foreign currency adjustments 29,494 (1,313) (19,490) (14,891) (6,536) 2,477    
Ending balance (72,255) (101,749) (100,436) (107,810) (92,919) (86,383) (72,255) (107,810)
Treasury Stock                
Increase (Decrease) in Stockholders' Equity [Roll Forward]                
Beginning balance (4,847,545) (4,867,897) (4,886,917) (4,920,340) (4,905,986) (4,903,078) (4,886,917) (4,903,078)
Stock issued for employee benefit plans 63,366 20,352 19,020 9,873 17,338 28,113    
Stock-based compensation expense 0 0 0 0 0 0    
Repurchase of common stock         (31,692) (31,021)    
Ending balance $ (4,784,179) $ (4,847,545) $ (4,867,897) $ (4,910,467) $ (4,920,340) $ (4,905,986) $ (4,784,179) $ (4,910,467)
v3.24.3
Condensed Consolidated Statements of Stockholders' Investment (Parenthetical) - $ / shares
3 Months Ended
Sep. 30, 2024
Jun. 30, 2024
Mar. 31, 2024
Sep. 30, 2023
Jun. 30, 2023
Mar. 31, 2023
Statement of Stockholders' Equity [Abstract]            
Dividends declared, per share (in dollars per share) $ 0.62 $ 0.61 $ 0.61 $ 0.61 $ 0.61 $ 0.61
v3.24.3
Condensed Consolidated Statements of Cash Flows - USD ($)
$ in Thousands
9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
OPERATING ACTIVITIES    
Net income $ 316,384 $ 294,156
Adjustments to reconcile net income to net cash (used for) provided by operating activities:    
Depreciation and amortization 72,880 75,899
Provision for credit losses 3,755 (4,032)
Stock-based compensation 64,249 37,309
Deferred income taxes (7,033) (35,269)
Excess tax benefit on stock-based compensation (5,509) (9,899)
Loss on disposal group held for sale 48,232 21,113
Other operating activities 11,845 3,740
Changes in operating elements:    
Receivables (398,059) 525,761
Contract assets (88,171) 52,810
Prepaid expenses and other 24,588 (7,632)
Increase (Decrease) in Right of Use Asset 5,884 20,374
Accounts payable and outstanding checks 77,397 (122,312)
Accrued compensation 33,921 (106,943)
Accrued transportation expense 68,588 (42,481)
Accrued income taxes 10,634 3,131
Other accrued liabilities 4,809 (2,636)
Increase (Decrease) in Operating Lease Liability (5,917) (17,737)
Other assets and liabilities 2,677 (737)
Net cash provided by operating activities 241,154 684,615
INVESTING ACTIVITIES    
Purchases of property and equipment (19,977) (25,889)
Purchases and development of software (39,122) (42,086)
Proceeds from sale of property and equipment 0 1,324
Net cash used for investing activities (59,099) (66,651)
FINANCING ACTIVITIES    
Proceeds from stock issued for employee benefit plans 79,914 46,061
Stock tendered for payment of withholding taxes (23,902) (23,754)
Repurchase of common stock 0 (63,884)
Cash dividends (220,256) (218,942)
Payments on long-term borrowings (10,000) 0
Proceeds from short-term borrowings 2,461,500 2,778,750
Payments on short-term borrowings (2,471,500) (3,169,750)
Net cash used for financing activities (184,244) (651,519)
Effect of exchange rates on cash and cash equivalents (653) (6,708)
Net change in cash and cash equivalents, including cash and cash equivalents classified within assets held for sale (2,842) (40,263)
Less: net increase in cash and cash equivalents within assets held for sale (10,978) (2,486)
Cash and cash equivalents, beginning of period 145,524 217,482
Cash and cash equivalents, end of period $ 131,704 $ 174,733
v3.24.3
BASIS OF PRESENTATION
9 Months Ended
Sep. 30, 2024
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, 2023.
RECENTLY ISSUED ACCOUNTING STANDARDS
In November 2023, the FASB issued Accounting Standard Update (“ASU”) 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures, which expands reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses regularly provided to the chief operating decision maker. The guidance in this ASU is effective for all public entities for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. Early adoption is permitted. We are currently evaluating the new disclosure requirements in this ASU and do not expect the adoption of this guidance to have a material impact on our consolidated financial statements or disclosures.

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures. The guidance in this ASU expands the disclosure requirements for income taxes by requiring greater disaggregation of information in the income tax rate reconciliation and disaggregation of income taxes paid by jurisdiction. The guidance in this ASU is effective for all public entities for fiscal years beginning after December 15, 2024. Early adoption is permitted. The Company is currently evaluating the effects adoption of this guidance will have on 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, 2023, includes a summary of the significant accounting policies and methods used in the preparation of our consolidated financial statements.
v3.24.3
GOODWILL AND OTHER INTANGIBLE ASSETS
9 Months Ended
Sep. 30, 2024
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, 2023$1,188,813 $207,599 $77,188 $1,473,600 
Foreign currency translation2,320 403 378 3,101 
Balance, September 30, 2024 (1)
$1,191,133 $208,002 $77,566 $1,476,701 
_________________________________________
(1) Includes $30.0 million of goodwill for the Europe Surface Transportation disposal group, which is presented within assets held for sale on the condensed consolidated balance sheets. Refer to Note 14, Divestitures, for further discussion related to the sale of our Europe Surface Transportation business.
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 2023 annual impairment test, we determined that the fair value of our reporting units exceeded their respective carrying values and our goodwill balance was not impaired.
On July 27, 2024, we entered into an agreement to sell our Europe Surface Transportation business. The sale will include all assets and liabilities of the Europe Surface Transportation business other than its proprietary technology platform (the “disposal group”). As a result of the planned divestiture, the Europe Surface Transportation disposal group is classified as held for sale as of September 30, 2024. We have tested the goodwill of the Europe Surface Transportation reporting unit as of September 30, 2024, by performing an interim Step One Analysis, before measuring the fair value of the disposal group to be presented as held for sale. We determined that the $30.0 million goodwill balance was not impaired.
Our interim Step One Analysis was completed using a combination of the market approach and a discounted cash flow analysis. The market approach was completed to determine the fair value of the Europe Surface Transportation business, excluding its proprietary technology platform, and was equal to the agreed-upon sale price of the business. As the sale does not include a technology platform necessary to run the business, a discounted cash flow analysis was completed to determine the fair value of the Europe Surface Transportation proprietary technology platform. The computed fair value of the reporting unit exceeded its carrying value. We will continue to monitor any changes to the assumptions included in our discounted cash flow analysis in future periods as needed although as noted in Note 14, Divestitures, the sale of the Europe Surface Transportation disposal group is expected to be completed near the end of 2024.
There were no changes in circumstances or events identified in the third quarter of 2024 indicating that an interim impairment analysis was required for any other reporting units as of September 30, 2024.
Identifiable intangible assets consisted of the following (in thousands):
September 30, 2024
December 31, 2023
CostAccumulated AmortizationNetCostAccumulated AmortizationNet
Finite-lived intangibles
Customer relationships(1)
$80,631 $(55,333)$25,298 $93,499 $(58,437)$35,062 
Indefinite-lived intangibles
Trademarks8,600 — 8,600 8,600 — 8,600 
Total intangibles(1)
$89,231 $(55,333)$33,898 $102,099 $(58,437)$43,662 
_________________________________________
(1) Amounts as of September 30, 2024, include $2.9 million of net intangible assets for the Europe Surface Transportation disposal group, which is presented within assets held for sale on the condensed consolidated balance sheets. Refer to Note 14, Divestitures, for further discussion related to the sale of our Europe Surface Transportation business.
Amortization expense for other intangible assets is as follows (in thousands):
Three Months Ended September 30,Nine Months Ended September 30,
2024202320242023
Amortization expense$2,979 $5,724 $9,596 $17,312 
Finite-lived intangible assets, by reportable segment, as of September 30, 2024, will be amortized over their remaining lives as follows (in thousands):
NASTGlobal ForwardingTotal
Remainder of 2024$1,964 $628 $2,592 
20257,857 2,384 10,241 
20267,857 388 8,245 
20271,309 — 1,309 
2028— — — 
Total$22,387 
v3.24.3
FAIR VALUE MEASUREMENT
9 Months Ended
Sep. 30, 2024
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 - On July 27, 2024, we entered into an agreement to sell our Europe Surface Transportation business. The sale will include all assets and liabilities of the business other than our proprietary technology platform. As a result of the planned divestiture the Europe Surface Transportation disposal group is classified as held for sale as of September 30, 2024. The Company measured the disposal group at its fair value less costs incurred to sell and recorded a $57.0 million loss on the disposal group in the three and nine months ended September 30, 2024. The fair value of the assets and liabilities held for sale are classified as Level 2 in the fair value hierarchy based on the negotiated sale price which is an observable market-based input. The sale is anticipated to close near the end of 2024. Refer to Note 14, Divestitures, for further discussion related to the sale of our Europe Surface Transportation business.
We had no other Level 2 or Level 3 assets or liabilities as of September 30, 2024, and December 31, 2023. There were no transfers between levels during the period.
v3.24.3
FINANCING ARRANGEMENTS
9 Months Ended
Sep. 30, 2024
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, 2024December 31, 2023MaturitySeptember 30, 2024December 31, 2023
Revolving credit facility6.08 %6.45 %November 2027$150,000 $160,000 
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)
5.75 %6.25 %November 2025489,729 499,542 
Senior Notes (1)
4.20 %4.20 %April 2028596,627 595,945 
Total debt1,561,356 1,580,487 
Less: Current maturities and short-term borrowing(150,000)(160,000)
Long-term debt$1,411,356 $1,420,487 
____________________________________________
(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, which may be reduced by standby letters of credit. The Credit Agreement has 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, 2024, the variable rate equaled SOFR and a credit spread adjustment of 0.10 percent plus 1.13 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.
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 $295.9 million on September 30, 2024. 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, 2024. The interest rate on borrowings under the Receivables Securitization Facility is based on SOFR plus a credit spread adjustment of 0.10 percent plus 0.80 percent. In addition, there is a commitment fee on the average daily undrawn stated amount under the facility of 0.20 percent.
The recorded amount of borrowings outstanding under 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.
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 November 7, 2023, we amended the Receivables Securitization Facility to extend the termination date of the facility to November 7, 2025. The total available remains $500 million, and we have the option to utilize an accordion feature, if needed, of an additional $250 million pursuant to the provisions of the Receivables Purchase Agreement, amended by the Receivables Purchase Amendment.
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 $594.2 million as of September 30, 2024, based primarily on the market prices quoted from external sources. The carrying value of the Senior Notes was $596.6 million as of September 30, 2024.
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 $20 million discretionary line of credit with U.S. Bank of which $16.9 million is utilized for standby letters of credit related to insurance collateral as of September 30, 2024. These standby letters of credit are renewed annually and were undrawn as of September 30, 2024.
v3.24.3
INCOME TAXES
9 Months Ended
Sep. 30, 2024
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 below. The three and nine months ended September 30, 2023, have been adjusted to conform to the current year presentation.
Three Months Ended September 30,Nine Months Ended September 30,
2024202320242023
Federal statutory rate21.0 %21.0 %21.0 %21.0 %
State income taxes, net of federal benefit3.2 2.8 2.7 2.4 
Share based payment awards(2.7)(1.5)(1.4)(2.9)
Foreign tax credits13.7 (9.0)3.8 (4.8)
Other U.S. tax credits and incentives(5.1)(6.1)(5.8)(4.5)
Foreign tax rate differential(4.5)8.4 (0.4)2.1 
Business divestitures (1)
7.9 (5.9)2.8 (1.6)
Section 162(m) limitation on compensation1.1 1.5 1.0 1.1 
Other(2.2)0.5 (0.7)0.7 
Effective income tax rate32.4 %11.7 %23.0 %13.5 %
____________________________________________
(1) Amounts in the three and nine months ended September 30, 2024, relate to the divestiture of our Europe Surface Transportation business. Amounts in the three and nine months ended September 30, 2023, relate to the divestiture of our Argentina operations. Refer to Note 14, Divestitures, for further discussion related to these divestitures.
In 2021, the Organization for Economic Cooperation and Development (“OECD”) announced an Inclusive Framework on Base Erosion and Profit Shifting including Pillar Two Model Rules defining the global minimum tax, which calls for the taxation of large multinational corporations at a minimum rate of 15 percent. Subsequently, multiple sets of administrative guidance have been issued. Many non-U.S. tax jurisdictions have either recently enacted legislation to adopt certain components of the Pillar Two Model Rules beginning in 2024 (including the European Union Member States) with the adoption of additional components in later years or announced their plans to enact legislation in future years. We are continuing to evaluate the impact of enacted legislation and pending legislation to enact Pillar Two Model Rules in the tax jurisdictions we operate in.
During the third quarter of 2024, we recognized an increase to tax expense of approximately $11.5 million for non-deductible expenses related to the planned divestiture of our Europe Surface Transportation business. Refer to Note 14, Divestitures for additional detail related to the divestiture of our Europe Surface Transportation business.
As of September 30, 2024, we have $24.2 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 2019.
v3.24.3
STOCK AWARD PLANS
9 Months Ended
Sep. 30, 2024
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,
2024202320242023
Stock options$1,094 $2,218 $3,258 $6,678 
Stock awards20,330 12,836 58,530 27,828 
Company expense on ESPP discount580 613 2,461 2,803 
Total stock-based compensation expense$22,004 $15,667 $64,249 $37,309 
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 (“PSUs”) 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 may become available again for issuance under the Plan. There were 1,679,519 shares available for stock awards under the Plan as of September 30, 2024.
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, 2024, unrecognized compensation expense related to stock options was $1.1 million.
Stock Awards We have awarded performance-based restricted shares, PSUs, and time-based restricted stock units. Many 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 23 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
Beginning in 2021, we have awarded PSUs on an annual basis 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 time-based awards on an annual basis which vest over a three-year period. These awards vest primarily based on the passage of time and the employee’s continued employment.
We granted 318,801 PSUs at target and 604,468 time-based restricted stock units in February 2024 that vest over a three-year period. The PSUs will vest upon achieving cumulative three-year dilutive earnings per share targets and contain an upside opportunity of up to 200 percent. The PSUs and time-based restricted stock unit awards had a weighted average grant date fair value of $73.66 and provide for two-years of post-termination vesting upon a qualified retirement.
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, 2024, there was unrecognized compensation expense of $194.5 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, 2024
Shares purchased
by employees
Aggregate cost
to employees
Expense recognized
by the company
35,074 $3,290 $580 
v3.24.3
LITIGATION
9 Months Ended
Sep. 30, 2024
Commitments and Contingencies Disclosure [Abstract]  
LITIGATION LITIGATION
We are not subject to any pending or threatened litigation other than routine litigation arising in the ordinary course of our business operations, including 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.
v3.24.3
SEGMENT REPORTING
9 Months Ended
Sep. 30, 2024
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 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, 2023. 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, 2024
Total revenues$2,934,617 $1,141,190 $568,834 $4,644,641 
Income (loss) from operations(1)
148,767 88,115 (56,763)180,119 
Depreciation and amortization4,904 2,608 16,436 23,948 
Total assets(2)
3,026,031 1,566,427 1,020,897 5,613,355 
Average employee headcount5,595 4,552 3,938 14,085 
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 operations(1)
112,121 3,491 (2,090)113,522 
Depreciation and amortization5,882 5,446 14,216 25,544 
Total assets(2)
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
Nine Months Ended September 30, 2024
Total revenues$8,924,839 $2,921,050 $1,694,411 $13,540,300 
Income (loss) from operations(1)
398,764 160,649 (74,071)485,342 
Depreciation and amortization15,779 8,245 48,856 72,880 
Total assets(2)
3,026,031 1,566,427 1,020,897 5,613,355 
Average employee headcount5,800 4,714 4,023 14,537 
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 operations(1)
364,002 63,254 (20,078)407,178 
Depreciation and amortization17,389 16,410 42,100 75,899 
Total assets(2)
3,162,720 1,081,262 1,073,685 5,317,667 
Average employee headcount6,574 5,276 4,390 16,240 
_________________________________________
(1) For three and nine months ended September 30, 2024, All Other and Corporate income (loss) from operations includes a $57.0 million loss on the planned divestiture of our Europe Surface Transportation business. For three and nine months ended September 30, 2023, Global Forwarding income (loss) from operations includes a $23.6 million loss on the divestiture of our Argentina operations. Refer to Note 14, Divestitures, for further discussion related to the sale of our Europe Surface Transportation business and Argentina operations.
(2) All cash and cash equivalents are included in All Other and Corporate.
v3.24.3
REVENUE FROM CONTRACTS WITH CUSTOMERS
9 Months Ended
Sep. 30, 2024
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, 2024
NASTGlobal ForwardingAll Other and CorporateTotal
Major Service Lines
Transportation and logistics services(1)
$2,934,617 $1,141,190 $202,493 $4,278,300 
Sourcing(2)
— — 366,341 366,341 
Total revenues$2,934,617 $1,141,190 $568,834 $4,644,641 
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 
Nine Months Ended September 30, 2024
NASTGlobal ForwardingAll Other and CorporateTotal
Major Service Lines
Transportation and logistics services(1)
$8,924,839 $2,921,050 $636,929 $12,482,818 
Sourcing(2)
— — 1,057,482 1,057,482 
Total revenues$8,924,839 $2,921,050 $1,694,411 $13,540,300 
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 
____________________________________________
(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, 2024, and revenue recognized in the three and nine months ended September 30, 2024, and 2023 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.
v3.24.3
LEASES
9 Months Ended
Sep. 30, 2024
Leases [Abstract]  
LEASES LEASES
We 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, and trailers. 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 twelve 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 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 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, 2024.
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 Costs2024202320242023
Operating lease expense(1)
$24,615 $25,285 $77,045 $74,711 
Short-term lease expense513 1,346 3,196 4,246 
Total lease expense$25,128 $26,631 $80,241 $78,957 
___________________________ 
(1) Operating lease expense for the three and nine months ended September 30, 2024, includes $0.6 million and $4.8 million respectively, of restructuring charges related to rationalization of our facilities footprint including the early termination or abandonment of select office buildings under operating leases. Refer to Note 13, Restructuring, for further discussion related to our 2024 Restructuring Program.
Nine Months Ended September 30,
Other Lease Information20242023
Operating cash flows from operating leases$72,916 $72,073 
Right-of-use lease assets obtained in exchange for new lease liabilities57,854 44,184 
Lease Term and Discount RateAs of September 30, 2024As of December 31, 2023
Weighted average remaining lease term (in years)5.65.9
Weighted average discount rate4.2 %3.9 %
The maturities of lease liabilities as of September 30, 2024, were as follows (in thousands):
Maturity of Lease Liabilities
Operating Leases(1)
Remaining 2024$17,514 
202595,429 
202681,013 
202763,626 
202847,339 
Thereafter109,177 
Total lease payments414,098 
Less: Interest(46,420)
Present value of lease liabilities$367,678 
_________________________________________
(1) Includes $12.1 million of operating lease liabilities for the Europe Surface Transportation disposal group, which is presented within liabilities held-for-sale on the condensed consolidated balance sheets. Refer to Note 14, Divestitures, for further discussion related to the planned sale of our Europe Surface Transportation business.
v3.24.3
ALLOWANCE FOR CREDIT LOSSES
9 Months Ended
Sep. 30, 2024
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, 2024.
A rollforward of our allowance for credit losses on our accounts receivable balance is presented below (in thousands):
Balance, December 31, 2023$14,229 
Provision3,379 
Write-offs(2,211)
Balance, September 30, 2024 (1)
$15,397 
_________________________________________
(1) Includes an immaterial allowance for credit losses for the Europe Surface Transportation disposal group, which is presented within assets held for sale on the condensed consolidated balance sheets. Refer to Note 14, Divestitures, for further discussion related to the sale of our Europe Surface Transportation business.
Recoveries of amounts previously written off were not significant for the three and nine months ended September 30, 2024.
v3.24.3
CHANGES IN ACCUMULATED OTHER COMPREHENSIVE LOSS
9 Months Ended
Sep. 30, 2024
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, 2024, and December 31, 2023, was $72.3 million and $80.9 million, respectively. The recorded balance on September 30, 2024, and December 31, 2023, is comprised solely of foreign currency adjustments, including foreign currency translation. Accumulated other comprehensive loss includes $2.2 million of cumulative translation loss of foreign entities to be sold with the Europe Surface Transportation disposal group which is presented as held for sale. Refer to Note 14, Divestitures, for further discussion related to the planned sale of our Europe Surface Transportation business.
Other comprehensive income was $29.5 million for the three months ended September 30, 2024, primarily driven by fluctuations in the Euro, Singapore Dollar, and Australian Dollar. 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 income was $8.7 million for the nine months ended September 30, 2024, primarily driven by fluctuations in the Singapore Dollar 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.
v3.24.3
RESTRUCTURING
9 Months Ended
Sep. 30, 2024
Restructuring and Related Activities [Abstract]  
RESTRUCTURING RESTRUCTURING
2024 Restructuring Program: In 2024, the Company began a restructuring program (the “2024 Restructuring Program”) to drive our enterprise strategy and reduce our cost structure. The 2024 Restructuring Program will be executed in phases, focusing on waste reduction, reprioritizing our product and technology teams on fewer strategic initiatives, driving synergies across our portfolio of services, and unifying the go to market strategy of our divisions.
The major initiatives of the first phase, which commenced in the first quarter of 2024, include: 1) optimizing our management hierarchy, which includes a reduction in workforce; and 2) reprioritizing the efforts of our product and technology teams, resulting in the impairment of certain internally developed software projects. We have realigned our product and technology teams on fewer strategic initiatives to accelerate the capabilities of our platform to deliver market-leading outcomes for our customers, carriers, and employees.
The primary initiatives of the second phase commenced in the second quarter of 2024. These initiatives include the rationalization of our facilities footprint including the consolidation, early termination, or abandonment of office buildings under operating leases. We expect all activities under the 2024 Restructuring program to be completed by the end of 2024.
We recognized restructuring charges of $4.4 million in the third quarter of 2024 primarily related to workforce reductions. We anticipate recognizing an additional $10 million to $15 million of restructuring charges primarily related to the rationalization of our facilities footprint in the fourth quarter of 2024 to complete the 2024 Restructuring Program. The amount of restructuring charges we recognize will depend upon the nature and scope of initiatives we identify and our ability to enact changes to our real estate footprint under existing operating leases. We paid $17.8 million of cash related to the 2024 Restructuring Program in the nine months ended September 30, 2024.
A summary of charges related to our 2024 Restructuring Program are presented below (in thousands):
Three Months Ended September 30,Nine Months Ended September 30,
20242024
Severance(1)
$2,377 $18,590 
Other personnel expenses(1)
420 1,618 
Other selling, general, and administrative expenses(2)
1,632 12,341 
Total $4,429 $32,549 
________________________________ 
(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. The charges recognized in the three months ended September 30, 2024, primarily resulted from the second phase of the 2024 Restructuring Program while the charges recognized in the nine months ended September 30, 2024, also include initiatives under the first phase of the 2024 Restructuring Program as discussed above.
The following table summarizes restructuring charges related to our 2024 Restructuring Program by reportable segment (in thousands):
Three Months Ended September 30, 2024
NASTGlobal Forwarding All Other and CorporateConsolidated
Personnel expenses$1,238 $461 $1,098 $2,797 
Other selling, general, and administrative expenses560 855 217 1,632 
Nine Months Ended September 30, 2024
NASTGlobal Forwarding All Other and CorporateConsolidated
Personnel expenses$9,022 $5,855 $5,331 $20,208 
Other selling, general, and administrative expenses6,214 2,413 3,714 12,341 

The following table summarizes activity related to our 2024 Restructuring Program and reserves included in our consolidated balance sheets (in thousands):
Accrued Severance and Other Personnel ExpensesAccrued Other Selling, General, and Administrative ExpensesTotal
Balance, December 31, 2023$— $— $— 
  Restructuring charges20,208 12,341 32,549 
  Cash payments(16,046)(1,727)(17,773)
  Settled non-cash— (10,599)(10,599)
  Accrual adjustments(1)
(705)(15)(720)
Balance, September 30, 2024$3,457 $— $3,457 
________________________________ 
(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.
2022 Restructuring Program: In 2022, we announced organizational changes to support our enterprise strategy of accelerating our digital transformation and productivity initiatives. The initiatives under our 2022 Restructuring Program were completed in 2023. We paid $3.3 million of cash related to the 2022 Restructuring Program in the nine months ended September 30, 2024. There is no further activity expected related to the 2022 Restructuring Program other than settling the remaining $0.3 million of accrued severance and other personnel expenses as of September 30, 2024.
A summary of charges related to our 2022 Restructuring Program are 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)$17,715 
________________________________ 
(1) Amounts are included within personnel expenses in our condensed consolidated statements of operations and comprehensive income. Amounts recognized in the three months ended September 30, 3023, primarily relate to accrual adjustments for amounts settling for an amount different than originally estimated.
(2) Amounts are included within other selling, general, and administrative expenses in our condensed consolidated statements of operations and comprehensive income.
The following table summarizes restructuring charges related to our 2022 Restructuring Program by reportable segment (in thousands):
Three Months Ended September 30, 2023
NASTGlobal ForwardingAll Other and CorporateConsolidated
Personnel expenses$(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 (in thousands):
Accrued Severance and Other Personnel Expenses
Balance, December 31, 2023$3,783 
  Restructuring charges12 
  Cash payments(3,286)
  Accrual adjustments(1)
(190)
Balance, September 30, 2024$319 
________________________________ 
(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.
v3.24.3
DIVESTITURES
9 Months Ended
Sep. 30, 2024
Discontinued Operations and Disposal Groups [Abstract]  
DIVESTITURES DIVESTITURES
Europe Surface Transportation Divestiture: In the third quarter of 2024, we entered into an agreement to sell our Europe Surface Transportation business, which is included in our All Other and Corporate segment. The divestiture is part of our enterprise strategy to drive focus on profitable growth in our four core modes—North American truckload and LTL and global ocean and air—as engines to ignite growth and create the most value for our stakeholders. We have determined this divestiture does not represent a strategic shift that will have a major effect on our consolidated results of operations, and therefore the results of our Europe Surface Transportation business are not reported as discontinued operations. The sale will include all assets and liabilities of the business other than our proprietary technology platform. The sale is expected to close near the end of 2024, subject to certain customary conditions and regulatory approvals.
As of September 30, 2024, the assets and liabilities of the Europe Surface Transportation disposal group are presented as held for sale at fair value less any direct costs incurred to sell as of September 30, 2024. We recognized a $48.2 million loss on the disposal group classified as held for sale in the three and nine months ended September 30, 2024. Including the direct costs incurred to sell the business and the loss on the disposal group, the total loss recognized was $57.0 million. These amounts are included in our All Other and Corporate segment and within other selling, general and administrative expenses in the condensed consolidated statements of operations and comprehensive income.
A summary of exit and disposal costs related to our Europe Surface Transportation divestiture is presented below (in thousands):
Three Months Ended September 30,Nine Months Ended September 30,
20242024
Other selling, general, and administrative expenses(1)
$57,036 $57,036 
Income tax benefits(2)
(2,113)(2,113)
Total $54,923 $54,923 
________________________________ 
(1) Amounts are included within other selling, general, and administrative expenses in our condensed consolidated statements of operations and comprehensive income and consist primarily of a $48.2 million loss on the disposal group and direct costs to sell.
(2) Amounts are included within provision for income taxes in our condensed consolidated statements of operations and comprehensive income.
A summary of assets and liabilities associated with the Europe Surface Transportation disposal group that are held for sale as of September 30, 2024, is presented below (in thousands):
As of
September 30, 2024
Assets held for sale:
Cash and cash equivalents$10,978 
Receivables149,259 
Contract assets4,445 
Prepaid expenses, and other664 
Property and equipment3,836 
Goodwill and other intangible assets32,915 
Right-of-use lease assets11,945 
Valuation allowance(48,232)
Total assets held for sale(1)
$165,810 
Liabilities held for sale:
Accounts payable$71,991 
Accrued transportation expense3,901 
Accrued compensation3,861 
Other accrued liabilities4,795 
Lease liabilities12,125 
Total liabilities held for sale(1)
$96,673 
Cumulative translation loss of foreign entities to be sold(2)
$2,220 
________________________________
(1) Assets and liabilities held for sale are separately presented on the condensed consolidated balance sheets.
(2) Cumulative translation loss of foreign entities to be sold is included within accumulated other comprehensive losses on the condensed consolidated balance sheets.
South American Divestiture: In the third quarter of 2023, we announced a plan to divest our operations in Argentina to mitigate our exposure to the deteriorating economic conditions and increasing political instability there. We identified a local independent agent to continue serving our customers in the region. As a result of these actions, we recognized a loss primarily related to disposal and exit activities including asset impairments and workforce reductions.
The divestiture was completed near the end of 2023 for nominal consideration. We recognized a $21.1 million loss on the assets and liabilities classified as held for sale in the three and nine months ended September 30, 2023, in addition to other miscellaneous costs to sell the business summarized below.
A summary of exit and disposal costs related to our South American divestiture 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 and consist primarily of a $21.1 million loss on the disposal group.
(3) Amounts are included within provision for income taxes in our condensed consolidated statements of operations and comprehensive income.

The following table summarizes exit and disposal costs related to our South American divestiture 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 $3,350 
Other selling, general, and administrative expenses— 21,012 240 21,252 
Income tax benefits— (5,501)— (5,501)
v3.24.3
Pay vs Performance Disclosure - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2024
Jun. 30, 2024
Mar. 31, 2024
Sep. 30, 2023
Jun. 30, 2023
Mar. 31, 2023
Sep. 30, 2024
Sep. 30, 2023
Pay vs Performance Disclosure                
Net income $ 97,229 $ 126,251 $ 92,904 $ 81,949 $ 97,316 $ 114,891 $ 316,384 $ 294,156
v3.24.3
Insider Trading Arrangements
3 Months Ended 9 Months Ended
Sep. 30, 2024
shares
Sep. 30, 2024
shares
Trading Arrangements, by Individual    
Non-Rule 10b5-1 Arrangement Adopted false  
Rule 10b5-1 Arrangement Terminated false  
Non-Rule 10b5-1 Arrangement Terminated false  
Michael Castagnetto [Member]    
Trading Arrangements, by Individual    
Material Terms of Trading Arrangement  
On August 9, 2024, Michael Castagnetto, the Company’s President of North America Surface Transportation, adopted a pre-arranged written stock sale plan in accordance with Rule 10b5-1 (the “Castagnetto Rule 10b5-1 Plan”) under the Exchange Act, for the sale of shares of the Company’s common stock. The Castagnetto Rule 10b5-1 Plan was entered into during an open trading window in accordance with the Company’s policies regarding transactions in the Company’s securities and is intended to satisfy the affirmative defense of Rule 10b5-1(c) under the Exchange Act. The Castagnetto Rule 10b5-1 Plan provides for the potential sale of up to 55,495 shares of the Company’s common stock, including upon the exercise of vested stock options for shares of the Company’s common stock, so long as the market price of the Company’s common stock is higher than the certain minimum threshold prices specified in the Castagnetto Rule 10b5-1 Plan, between November 11, 2024 and March 31, 2025.
Name Michael Castagnetto  
Title President of North America Surface Transportation  
Rule 10b5-1 Arrangement Adopted true  
Adoption Date August 9, 2024  
Expiration Date March 31, 2025  
Arrangement Duration 140 days  
Aggregate Available 55,495 55,495
Ben Campbell [Member]    
Trading Arrangements, by Individual    
Material Terms of Trading Arrangement  
On August 29, 2024, Ben Campbell, the Company’s Chief Legal Officer and Secretary, adopted a pre-arranged written stock sale plan in accordance with Rule 10b5-1 (the “Campbell Rule 10b5-1 Plan”) under the Exchange Act, for the sale of shares of the Company’s common stock. The Campbell Rule 10b5-1 Plan was entered into during an open trading window in accordance with the Company’s policies regarding transactions in the Company’s securities and is intended to satisfy the affirmative defense of Rule 10b5-1(c) under the Exchange Act. The Campbell Rule 10b5-1 Plan provides for the potential sale of up to 25,976 shares of the Company’s common stock, including upon the exercise of vested stock options for shares of the Company’s common stock, so long as the market price of the Company’s common stock is higher than the certain minimum threshold prices specified in the Campbell Rule 10b5-1 Plan, between November 27, 2024 and January 31, 2025.
Name Ben Campbell  
Title Chief Legal Officer and Secretary  
Rule 10b5-1 Arrangement Adopted true  
Adoption Date August 29, 2024  
Expiration Date January 31, 2025  
Arrangement Duration 65 days  
Aggregate Available 25,976 25,976
v3.24.3
BASIS OF PRESENTATION (Policies)
9 Months Ended
Sep. 30, 2024
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, 2023.
RECENTLY ISSUED ACCOUNTING STANDARDS
RECENTLY ISSUED ACCOUNTING STANDARDS
In November 2023, the FASB issued Accounting Standard Update (“ASU”) 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures, which expands reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses regularly provided to the chief operating decision maker. The guidance in this ASU is effective for all public entities for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. Early adoption is permitted. We are currently evaluating the new disclosure requirements in this ASU and do not expect the adoption of this guidance to have a material impact on our consolidated financial statements or disclosures.

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures. The guidance in this ASU expands the disclosure requirements for income taxes by requiring greater disaggregation of information in the income tax rate reconciliation and disaggregation of income taxes paid by jurisdiction. The guidance in this ASU is effective for all public entities for fiscal years beginning after December 15, 2024. Early adoption is permitted. The Company is currently evaluating the effects adoption of this guidance will have on 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 2023 annual impairment test, we determined that the fair value of our reporting units exceeded their respective carrying values and our goodwill balance was not impaired.
On July 27, 2024, we entered into an agreement to sell our Europe Surface Transportation business. The sale will include all assets and liabilities of the Europe Surface Transportation business other than its proprietary technology platform (the “disposal group”). As a result of the planned divestiture, the Europe Surface Transportation disposal group is classified as held for sale as of September 30, 2024. We have tested the goodwill of the Europe Surface Transportation reporting unit as of September 30, 2024, by performing an interim Step One Analysis, before measuring the fair value of the disposal group to be presented as held for sale. We determined that the $30.0 million goodwill balance was not impaired.
Our interim Step One Analysis was completed using a combination of the market approach and a discounted cash flow analysis. The market approach was completed to determine the fair value of the Europe Surface Transportation business, excluding its proprietary technology platform, and was equal to the agreed-upon sale price of the business. As the sale does not include a technology platform necessary to run the business, a discounted cash flow analysis was completed to determine the fair value of the Europe Surface Transportation proprietary technology platform. The computed fair value of the reporting unit exceeded its carrying value. We will continue to monitor any changes to the assumptions included in our discounted cash flow analysis in future periods as needed although as noted in Note 14, Divestitures, the sale of the Europe Surface Transportation disposal group is expected to be completed near the end of 2024.
There were no changes in circumstances or events identified in the third quarter of 2024 indicating that an interim impairment analysis was required for any other reporting units as of September 30, 2024.
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.
v3.24.3
GOODWILL AND OTHER INTANGIBLE ASSETS (Tables)
9 Months Ended
Sep. 30, 2024
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, 2023$1,188,813 $207,599 $77,188 $1,473,600 
Foreign currency translation2,320 403 378 3,101 
Balance, September 30, 2024 (1)
$1,191,133 $208,002 $77,566 $1,476,701 
_________________________________________
(1) Includes $30.0 million of goodwill for the Europe Surface Transportation disposal group, which is presented within assets held for sale on the condensed consolidated balance sheets. Refer to Note 14, Divestitures, for further discussion related to the sale of our Europe Surface Transportation business.
Schedule of Intangible Assets
Identifiable intangible assets consisted of the following (in thousands):
September 30, 2024
December 31, 2023
CostAccumulated AmortizationNetCostAccumulated AmortizationNet
Finite-lived intangibles
Customer relationships(1)
$80,631 $(55,333)$25,298 $93,499 $(58,437)$35,062 
Indefinite-lived intangibles
Trademarks8,600 — 8,600 8,600 — 8,600 
Total intangibles(1)
$89,231 $(55,333)$33,898 $102,099 $(58,437)$43,662 
_________________________________________
(1) Amounts as of September 30, 2024, include $2.9 million of net intangible assets for the Europe Surface Transportation disposal group, which is presented within assets held for sale on the condensed consolidated balance sheets. Refer to Note 14, Divestitures, for further discussion related to the sale of our Europe Surface Transportation business.
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,
2024202320242023
Amortization expense$2,979 $5,724 $9,596 $17,312 
Schedule of Future Amortization of Finite-Lived Intangible Assets
Finite-lived intangible assets, by reportable segment, as of September 30, 2024, will be amortized over their remaining lives as follows (in thousands):
NASTGlobal ForwardingTotal
Remainder of 2024$1,964 $628 $2,592 
20257,857 2,384 10,241 
20267,857 388 8,245 
20271,309 — 1,309 
2028— — — 
Total$22,387 
v3.24.3
FINANCING ARRANGEMENTS (Tables)
9 Months Ended
Sep. 30, 2024
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, 2024December 31, 2023MaturitySeptember 30, 2024December 31, 2023
Revolving credit facility6.08 %6.45 %November 2027$150,000 $160,000 
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)
5.75 %6.25 %November 2025489,729 499,542 
Senior Notes (1)
4.20 %4.20 %April 2028596,627 595,945 
Total debt1,561,356 1,580,487 
Less: Current maturities and short-term borrowing(150,000)(160,000)
Long-term debt$1,411,356 $1,420,487 
____________________________________________
(1) Net of unamortized discounts and issuance costs.
v3.24.3
INCOME TAXES (Tables)
9 Months Ended
Sep. 30, 2024
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 below. The three and nine months ended September 30, 2023, have been adjusted to conform to the current year presentation.
Three Months Ended September 30,Nine Months Ended September 30,
2024202320242023
Federal statutory rate21.0 %21.0 %21.0 %21.0 %
State income taxes, net of federal benefit3.2 2.8 2.7 2.4 
Share based payment awards(2.7)(1.5)(1.4)(2.9)
Foreign tax credits13.7 (9.0)3.8 (4.8)
Other U.S. tax credits and incentives(5.1)(6.1)(5.8)(4.5)
Foreign tax rate differential(4.5)8.4 (0.4)2.1 
Business divestitures (1)
7.9 (5.9)2.8 (1.6)
Section 162(m) limitation on compensation1.1 1.5 1.0 1.1 
Other(2.2)0.5 (0.7)0.7 
Effective income tax rate32.4 %11.7 %23.0 %13.5 %
____________________________________________
(1) Amounts in the three and nine months ended September 30, 2024, relate to the divestiture of our Europe Surface Transportation business. Amounts in the three and nine months ended September 30, 2023, relate to the divestiture of our Argentina operations. Refer to Note 14, Divestitures, for further discussion related to these divestitures.
v3.24.3
STOCK AWARD PLANS (Tables)
9 Months Ended
Sep. 30, 2024
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,
2024202320242023
Stock options$1,094 $2,218 $3,258 $6,678 
Stock awards20,330 12,836 58,530 27,828 
Company expense on ESPP discount580 613 2,461 2,803 
Total stock-based compensation expense$22,004 $15,667 $64,249 $37,309 
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, 2024
Shares purchased
by employees
Aggregate cost
to employees
Expense recognized
by the company
35,074 $3,290 $580 
v3.24.3
SEGMENT REPORTING (Tables)
9 Months Ended
Sep. 30, 2024
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, 2024
Total revenues$2,934,617 $1,141,190 $568,834 $4,644,641 
Income (loss) from operations(1)
148,767 88,115 (56,763)180,119 
Depreciation and amortization4,904 2,608 16,436 23,948 
Total assets(2)
3,026,031 1,566,427 1,020,897 5,613,355 
Average employee headcount5,595 4,552 3,938 14,085 
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 operations(1)
112,121 3,491 (2,090)113,522 
Depreciation and amortization5,882 5,446 14,216 25,544 
Total assets(2)
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
Nine Months Ended September 30, 2024
Total revenues$8,924,839 $2,921,050 $1,694,411 $13,540,300 
Income (loss) from operations(1)
398,764 160,649 (74,071)485,342 
Depreciation and amortization15,779 8,245 48,856 72,880 
Total assets(2)
3,026,031 1,566,427 1,020,897 5,613,355 
Average employee headcount5,800 4,714 4,023 14,537 
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 operations(1)
364,002 63,254 (20,078)407,178 
Depreciation and amortization17,389 16,410 42,100 75,899 
Total assets(2)
3,162,720 1,081,262 1,073,685 5,317,667 
Average employee headcount6,574 5,276 4,390 16,240 
_________________________________________
(1) For three and nine months ended September 30, 2024, All Other and Corporate income (loss) from operations includes a $57.0 million loss on the planned divestiture of our Europe Surface Transportation business. For three and nine months ended September 30, 2023, Global Forwarding income (loss) from operations includes a $23.6 million loss on the divestiture of our Argentina operations. Refer to Note 14, Divestitures, for further discussion related to the sale of our Europe Surface Transportation business and Argentina operations.
(2) All cash and cash equivalents are included in All Other and Corporate.
v3.24.3
REVENUE FROM CONTRACTS WITH CUSTOMERS (Tables)
9 Months Ended
Sep. 30, 2024
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, 2024
NASTGlobal ForwardingAll Other and CorporateTotal
Major Service Lines
Transportation and logistics services(1)
$2,934,617 $1,141,190 $202,493 $4,278,300 
Sourcing(2)
— — 366,341 366,341 
Total revenues$2,934,617 $1,141,190 $568,834 $4,644,641 
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 
Nine Months Ended September 30, 2024
NASTGlobal ForwardingAll Other and CorporateTotal
Major Service Lines
Transportation and logistics services(1)
$8,924,839 $2,921,050 $636,929 $12,482,818 
Sourcing(2)
— — 1,057,482 1,057,482 
Total revenues$8,924,839 $2,921,050 $1,694,411 $13,540,300 
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 
____________________________________________
(1) Transportation and logistics services performance obligations are completed over time.
(2) Sourcing performance obligations are completed at a point in time.
v3.24.3
LEASES (Tables)
9 Months Ended
Sep. 30, 2024
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 Costs2024202320242023
Operating lease expense(1)
$24,615 $25,285 $77,045 $74,711 
Short-term lease expense513 1,346 3,196 4,246 
Total lease expense$25,128 $26,631 $80,241 $78,957 
___________________________ 
(1) Operating lease expense for the three and nine months ended September 30, 2024, includes $0.6 million and $4.8 million respectively, of restructuring charges related to rationalization of our facilities footprint including the early termination or abandonment of select office buildings under operating leases. Refer to Note 13, Restructuring, for further discussion related to our 2024 Restructuring Program.
Nine Months Ended September 30,
Other Lease Information20242023
Operating cash flows from operating leases$72,916 $72,073 
Right-of-use lease assets obtained in exchange for new lease liabilities57,854 44,184 
Lease Term and Discount RateAs of September 30, 2024As of December 31, 2023
Weighted average remaining lease term (in years)5.65.9
Weighted average discount rate4.2 %3.9 %
Schedule of Maturity of Lease Liabilities
The maturities of lease liabilities as of September 30, 2024, were as follows (in thousands):
Maturity of Lease Liabilities
Operating Leases(1)
Remaining 2024$17,514 
202595,429 
202681,013 
202763,626 
202847,339 
Thereafter109,177 
Total lease payments414,098 
Less: Interest(46,420)
Present value of lease liabilities$367,678 
_________________________________________
(1) Includes $12.1 million of operating lease liabilities for the Europe Surface Transportation disposal group, which is presented within liabilities held-for-sale on the condensed consolidated balance sheets. Refer to Note 14, Divestitures, for further discussion related to the planned sale of our Europe Surface Transportation business.
v3.24.3
ALLOWANCE FOR CREDIT LOSSES (Tables)
9 Months Ended
Sep. 30, 2024
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, 2023$14,229 
Provision3,379 
Write-offs(2,211)
Balance, September 30, 2024 (1)
$15,397 
_________________________________________
(1) Includes an immaterial allowance for credit losses for the Europe Surface Transportation disposal group, which is presented within assets held for sale on the condensed consolidated balance sheets. Refer to Note 14, Divestitures, for further discussion related to the sale of our Europe Surface Transportation business.
v3.24.3
RESTRUCTURING (Tables)
9 Months Ended
Sep. 30, 2024
2024 Restructuring Program  
Restructuring Cost and Reserve [Line Items]  
Restructuring and Related Costs
A summary of charges related to our 2024 Restructuring Program are presented below (in thousands):
Three Months Ended September 30,Nine Months Ended September 30,
20242024
Severance(1)
$2,377 $18,590 
Other personnel expenses(1)
420 1,618 
Other selling, general, and administrative expenses(2)
1,632 12,341 
Total $4,429 $32,549 
________________________________ 
(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. The charges recognized in the three months ended September 30, 2024, primarily resulted from the second phase of the 2024 Restructuring Program while the charges recognized in the nine months ended September 30, 2024, also include initiatives under the first phase of the 2024 Restructuring Program as discussed above.
The following table summarizes restructuring charges related to our 2024 Restructuring Program by reportable segment (in thousands):
Three Months Ended September 30, 2024
NASTGlobal Forwarding All Other and CorporateConsolidated
Personnel expenses$1,238 $461 $1,098 $2,797 
Other selling, general, and administrative expenses560 855 217 1,632 
Nine Months Ended September 30, 2024
NASTGlobal Forwarding All Other and CorporateConsolidated
Personnel expenses$9,022 $5,855 $5,331 $20,208 
Other selling, general, and administrative expenses6,214 2,413 3,714 12,341 
Schedule of Restructuring Reserve by Type of Cost
The following table summarizes activity related to our 2024 Restructuring Program and reserves included in our consolidated balance sheets (in thousands):
Accrued Severance and Other Personnel ExpensesAccrued Other Selling, General, and Administrative ExpensesTotal
Balance, December 31, 2023$— $— $— 
  Restructuring charges20,208 12,341 32,549 
  Cash payments(16,046)(1,727)(17,773)
  Settled non-cash— (10,599)(10,599)
  Accrual adjustments(1)
(705)(15)(720)
Balance, September 30, 2024$3,457 $— $3,457 
________________________________ 
(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.
2022 Restructuring Program  
Restructuring Cost and Reserve [Line Items]  
Restructuring and Related Costs
A summary of charges related to our 2022 Restructuring Program are 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)$17,715 
________________________________ 
(1) Amounts are included within personnel expenses in our condensed consolidated statements of operations and comprehensive income. Amounts recognized in the three months ended September 30, 3023, primarily relate to accrual adjustments for amounts settling for an amount different than originally estimated.
(2) Amounts are included within other selling, general, and administrative expenses in our condensed consolidated statements of operations and comprehensive income.
The following table summarizes restructuring charges related to our 2022 Restructuring Program by reportable segment (in thousands):
Three Months Ended September 30, 2023
NASTGlobal ForwardingAll Other and CorporateConsolidated
Personnel expenses$(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 (in thousands):
Accrued Severance and Other Personnel Expenses
Balance, December 31, 2023$3,783 
  Restructuring charges12 
  Cash payments(3,286)
  Accrual adjustments(1)
(190)
Balance, September 30, 2024$319 
________________________________ 
(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.
v3.24.3
DIVESTITURES (Tables) - Disposal Group, Held-for-Sale, Not Discontinued Operations
9 Months Ended
Sep. 30, 2024
Europe Surface Transportation  
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]  
Disposal Groups, Including Discontinued Operations
A summary of exit and disposal costs related to our Europe Surface Transportation divestiture is presented below (in thousands):
Three Months Ended September 30,Nine Months Ended September 30,
20242024
Other selling, general, and administrative expenses(1)
$57,036 $57,036 
Income tax benefits(2)
(2,113)(2,113)
Total $54,923 $54,923 
________________________________ 
(1) Amounts are included within other selling, general, and administrative expenses in our condensed consolidated statements of operations and comprehensive income and consist primarily of a $48.2 million loss on the disposal group and direct costs to sell.
(2) Amounts are included within provision for income taxes in our condensed consolidated statements of operations and comprehensive income.
A summary of assets and liabilities associated with the Europe Surface Transportation disposal group that are held for sale as of September 30, 2024, is presented below (in thousands):
As of
September 30, 2024
Assets held for sale:
Cash and cash equivalents$10,978 
Receivables149,259 
Contract assets4,445 
Prepaid expenses, and other664 
Property and equipment3,836 
Goodwill and other intangible assets32,915 
Right-of-use lease assets11,945 
Valuation allowance(48,232)
Total assets held for sale(1)
$165,810 
Liabilities held for sale:
Accounts payable$71,991 
Accrued transportation expense3,901 
Accrued compensation3,861 
Other accrued liabilities4,795 
Lease liabilities12,125 
Total liabilities held for sale(1)
$96,673 
Cumulative translation loss of foreign entities to be sold(2)
$2,220 
________________________________
(1) Assets and liabilities held for sale are separately presented on the condensed consolidated balance sheets.
(2) Cumulative translation loss of foreign entities to be sold is included within accumulated other comprehensive losses on the condensed consolidated balance sheets.
South America Divestiture  
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]  
Disposal Groups, Including Discontinued Operations
A summary of exit and disposal costs related to our South American divestiture 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 and consist primarily of a $21.1 million loss on the disposal group.
(3) Amounts are included within provision for income taxes in our condensed consolidated statements of operations and comprehensive income.

The following table summarizes exit and disposal costs related to our South American divestiture 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)
v3.24.3
GOODWILL AND OTHER INTANGIBLE ASSETS - Carrying Amount of Goodwill (Details)
$ in Thousands
9 Months Ended
Sep. 30, 2024
USD ($)
Goodwill [Roll Forward]  
Balance, beginning of period $ 1,473,600
Foreign currency translation 3,101
Balance, September 30, 2024 (1) 1,476,701
Goodwill 1,446,695
Europe Surface Transportation | Disposal Group, Held-for-Sale, Not Discontinued Operations  
Goodwill [Roll Forward]  
Goodwill 30,000
NAST  
Goodwill [Roll Forward]  
Balance, beginning of period 1,188,813
Foreign currency translation 2,320
Balance, September 30, 2024 (1) 1,191,133
Goodwill  
Global Forwarding  
Goodwill [Roll Forward]  
Balance, beginning of period 207,599
Foreign currency translation 403
Balance, September 30, 2024 (1) 208,002
Goodwill  
All Other and Corporate  
Goodwill [Roll Forward]  
Balance, beginning of period 77,188
Foreign currency translation 378
Balance, September 30, 2024 (1) $ 77,566
Goodwill  
v3.24.3
GOODWILL AND OTHER INTANGIBLE ASSETS - Narrative (Details) - USD ($)
$ in Thousands
Sep. 30, 2024
Dec. 31, 2023
Goodwill [Line Items]    
Goodwill $ 1,446,695 $ 1,473,600
Europe Surface Transportation | Disposal Group, Held-for-Sale, Not Discontinued Operations    
Goodwill [Line Items]    
Goodwill $ 30,000  
v3.24.3
GOODWILL AND OTHER INTANGIBLE ASSETS - Summary of Intangible Assets (Details) - USD ($)
$ in Thousands
Sep. 30, 2024
Dec. 31, 2023
Finite-lived intangibles    
Accumulated Amortization   $ (58,437)
Finite-lived intangible assets, net $ 22,387  
Finite-Lived Intangible Assets, Accumulated Amortization, Including Disposal Groups (55,333)  
Intangible Assets, Net (Excluding Goodwill) [Abstract]    
Intangible Assets, Gross (Excluding Goodwill), Including Disposal Groups 89,231  
Intangible Assets, Net (Excluding Goodwill), Including Disposal Groups 33,898  
Total intangibles, Cost   102,099
Total intangibles, Net 30,987 43,662
Europe Surface Transportation | Disposal Group, Held-for-Sale, Not Discontinued Operations    
Indefinite-Lived Intangible Assets [Line Items]    
Disposal Group, Including Discontinued Operation, Intangible Assets, Noncurrent 2,900  
Intangible Assets, Net (Excluding Goodwill) [Abstract]    
Disposal Group, Including Discontinued Operation, Intangible Assets, Noncurrent 2,900  
Trademarks    
Indefinite-Lived Intangible Assets [Line Items]    
Indefinite-lived intangibles 8,600 8,600
Customer relationships    
Finite-lived intangibles    
Finite-lived intangibles, Cost   93,499
Accumulated Amortization   (58,437)
Finite-lived intangible assets, net   $ 35,062
Finite-Lived Intangible Assets, Gross, Including Disposal Groups 80,631  
Finite-Lived Intangible Assets, Accumulated Amortization, Including Disposal Groups (55,333)  
Finite-Lived Intangible Assets, Net, Including Disposal Groups $ 25,298  
v3.24.3
GOODWILL AND OTHER INTANGIBLE ASSETS - Amortization Expense (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Goodwill and Intangible Assets Disclosure [Abstract]        
Amortization expense $ 2,979 $ 5,724 $ 9,596 $ 17,312
v3.24.3
GOODWILL AND OTHER INTANGIBLE ASSETS - Amortization Over Remaining Life (Details)
$ in Thousands
Sep. 30, 2024
USD ($)
Estimated amortization expense  
Remainder of 2024 $ 2,592
2025 10,241
2026 8,245
2027 1,309
2028 0
Finite-lived intangible assets, net 22,387
NAST  
Estimated amortization expense  
Remainder of 2024 1,964
2025 7,857
2026 7,857
2027 1,309
2028 0
Global Forwarding  
Estimated amortization expense  
Remainder of 2024 628
2025 2,384
2026 388
2027 0
2028 $ 0
v3.24.3
FAIR VALUE MEASUREMENT (Details) - USD ($)
3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2024
Dec. 31, 2023
Europe Surface Transportation | Disposal Group, Held-for-Sale, Not Discontinued Operations      
Fair Value, Assets and Liabilities Measured      
Loss on disposal group classified as held for sale $ (57,000,000.0) $ (57,000,000.0)  
Level 2      
Fair Value, Assets and Liabilities Measured      
Assets at fair value 0 0 $ 0
Liabilities at fair value 0 0 0
Level 2 | Europe Surface Transportation | Disposal Group, Held-for-Sale, Not Discontinued Operations      
Fair Value, Assets and Liabilities Measured      
Loss on disposal group classified as held for sale (57,000,000.0)    
Level 3      
Fair Value, Assets and Liabilities Measured      
Assets at fair value 0 0 0
Liabilities at fair value $ 0 $ 0 $ 0
v3.24.3
FINANCING ARRANGEMENTS - Components of Short-term and Long-term Debt (Details) - USD ($)
$ in Thousands
Sep. 30, 2024
Dec. 31, 2023
Debt Instrument [Line Items]    
Total debt $ 1,561,356 $ 1,580,487
Less: Current maturities and short-term borrowing (150,000) (160,000)
Long-term debt $ 1,411,356 $ 1,420,487
Revolving credit facility | Line of credit    
Debt Instrument [Line Items]    
Average interest rate (percent) 6.08% 6.45%
Total debt $ 150,000 $ 160,000
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) 5.75% 6.25%
Total debt $ 489,729 $ 499,542
Senior Notes | Unsecured debt    
Debt Instrument [Line Items]    
Average interest rate (percent) 4.20% 4.20%
Total debt $ 596,627 $ 595,945
v3.24.3
FINANCING ARRANGEMENTS - Narrative (Details)
1 Months Ended 9 Months Ended
Dec. 31, 2023
USD ($)
Sep. 30, 2024
USD ($)
Nov. 07, 2023
USD ($)
Aug. 27, 2013
USD ($)
Debt Instrument [Line Items]        
Long-term debt $ 1,580,487,000 $ 1,561,356,000    
Revolving credit facility | Line of credit        
Debt Instrument [Line Items]        
Maximum leverage ratio   3.75    
Long-term debt $ 160,000,000 $ 150,000,000    
US Bank | Standby letters of credit        
Debt Instrument [Line Items]        
Current funding   16,900,000    
US Bank | Line of credit        
Debt Instrument [Line Items]        
Maximum borrowing capacity   $ 20,000,000    
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)   1.13%    
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%    
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   $ 295,900,000    
Maximum priority debt to total assets ratio (percent)   10.00%    
Debt instrument, redemption price (percent)   100.00%    
Receivables securitization facility | Wells Fargo Bank N.A. and Bank of America N.A.        
Debt Instrument [Line Items]        
Basis spread on variable rate (percent) 80.00%      
Commitment fee percentage 20.00%      
Receivables securitization facility | SOFR | Wells Fargo Bank N.A. and Bank of America N.A.        
Debt Instrument [Line Items]        
Basis spread on variable rate (percent) 10.00%      
Receivables securitization facility | Secured debt        
Debt Instrument [Line Items]        
Long-term debt $ 499,542,000 $ 489,729,000    
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 $ 250,000,000  
Current funding     $ 500,000,000  
Senior Notes Due 2028 | Unsecured debt        
Debt Instrument [Line Items]        
Long-term debt, fair value   $ 594,200,000    
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 $ 595,945,000 $ 596,627,000    
Threshold for holders of principal outstanding to declare principal and unpaid interest payable (percent)   25.00%    
v3.24.3
INCOME TAXES - Effective Income Tax Rate Reconciliation (Details)
3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Effective Income Tax Rate Reconciliation        
Federal statutory rate 21.00% 21.00% 21.00% 21.00%
State income taxes, net of federal benefit 3.20% 2.80% 2.70% 2.40%
Share based payment awards (2.70%) (1.50%) (1.40%) (2.90%)
Foreign tax credits 13.70% (9.00%) 3.80% (4.80%)
Other U.S. tax credits and incentives (5.10%) (6.10%) (5.80%) (4.50%)
Foreign tax rate differential (4.50%) 8.40% (0.40%) 2.10%
Business divestitures 7.90% (5.90%) 2.80% (1.60%)
Section 162(m) limitation on compensation 1.10% 1.50% 1.00% 1.10%
Other (2.20%) 0.50% (0.70%) 0.70%
Effective income tax rate 32.40% 11.70% 23.00% 13.50%
v3.24.3
INCOME TAXES - Narrative (Details)
$ in Millions
3 Months Ended
Sep. 30, 2024
USD ($)
Income Tax Disclosure [Abstract]  
Effective Income Tax Rate Reconciliation, Nondeductible Expense, Amount $ 11.5
Unrecognized tax benefits and related interest and penalties, all of which would affect our effective tax rate if recognized 24.2
Decrease in unrecognized tax benefits due to lapse of statute of limitations $ 1.3
v3.24.3
STOCK AWARD PLANS - Total Compensation Expense Recognized (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Stock-based compensation expense $ 22,004 $ 15,667 $ 64,249 $ 37,309
Stock options        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Stock-based compensation expense 1,094 2,218 3,258 6,678
Stock awards        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Stock-based compensation expense 20,330 12,836 58,530 27,828
Company expense on ESPP discount        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Stock-based compensation expense $ 580 $ 613 $ 2,461 $ 2,803
v3.24.3
STOCK AWARD PLANS - Narrative (Details) - USD ($)
3 Months Ended 9 Months Ended 12 Months Ended
Feb. 29, 2024
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Dec. 31, 2020
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)   1,679,519   1,679,519      
Stock-based compensation expense   $ 22,004,000 $ 15,667,000 $ 64,249,000 $ 37,309,000    
Stock options              
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]              
Unrecognized compensation expense   1,100,000   1,100,000      
Stock-based compensation expense   1,094,000 $ 2,218,000 3,258,000 $ 6,678,000    
Stock awards              
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]              
Unrecognized compensation expense   194,500,000   $ 194,500,000      
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)       23.00%      
Performance-based restricted stock units              
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]              
Stock awards granted (shares) 318,801            
Weighted average grant date fair value (in dollars per share) $ 73.66            
Award vesting period 3 years     3 years      
Upside opportunity upon achievement of targets (percent) 200.00%     200.00%      
Time-based restricted stock units              
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]              
Stock awards granted (shares) 604,468            
Weighted average grant date fair value (in dollars per share) $ 73.66            
Award vesting period 3 years     3 years   5 years  
Share-Based Compensation Arrangement by Share-Based Payment Award, Award Requisite Service Period 2 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%      
v3.24.3
STOCK AWARD PLANS - Employee Stock Purchase Plan Activity (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Shares purchased by employees (shares) 35,074      
Aggregate cost to employees $ 3,290      
Expense recognized by the company 22,004 $ 15,667 $ 64,249 $ 37,309
Company expense on ESPP discount        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Expense recognized by the company $ 580 $ 613 $ 2,461 $ 2,803
v3.24.3
SEGMENT REPORTING - Narrative (Details)
$ in Millions
3 Months Ended 9 Months Ended
Sep. 30, 2024
USD ($)
Sep. 30, 2024
USD ($)
segment
Segment Reporting [Abstract]    
Number of reportable segments | segment   2
Europe Surface Transportation | Disposal Group, Held-for-Sale, Not Discontinued Operations    
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]    
Loss on disposal group classified as held for sale $ 57.0 $ 57.0
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]    
Loss on disposal group classified as held for sale $ 23.6 $ 23.6
v3.24.3
SEGMENT REPORTING - Reportable Segment Information (Details)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2024
USD ($)
employee
Sep. 30, 2023
USD ($)
employee
Sep. 30, 2024
USD ($)
employee
Sep. 30, 2023
USD ($)
employee
Dec. 31, 2023
USD ($)
Segment Reporting Information [Line Items]          
Total revenues $ 4,644,641 $ 4,341,030 $ 13,540,300 $ 13,374,556  
Income (loss) from operations 180,119 113,522 485,342 407,178  
Depreciation and amortization 23,948 25,544 72,880 75,899  
Total assets $ 5,613,355 $ 5,317,667 $ 5,613,355 $ 5,317,667 $ 5,225,280
Average headcount (employee) | employee 14,085 15,577 14,537 16,240  
NAST          
Segment Reporting Information [Line Items]          
Total revenues $ 2,934,617 $ 3,086,970 $ 8,924,839 $ 9,470,425  
Income (loss) from operations 148,767 112,121 398,764 364,002  
Depreciation and amortization 4,904 5,882 15,779 17,389  
Total assets $ 3,026,031 $ 3,162,720 $ 3,026,031 $ 3,162,720  
Average headcount (employee) | employee 5,595 6,278 5,800 6,574  
Global Forwarding          
Segment Reporting Information [Line Items]          
Total revenues $ 1,141,190 $ 719,045 $ 2,921,050 $ 2,288,890  
Income (loss) from operations 88,115 3,491 160,649 63,254  
Depreciation and amortization 2,608 5,446 8,245 16,410  
Total assets $ 1,566,427 $ 1,081,262 $ 1,566,427 $ 1,081,262  
Average headcount (employee) | employee 4,552 5,082 4,714 5,276  
All Other and Corporate          
Segment Reporting Information [Line Items]          
Total revenues $ 568,834 $ 535,015 $ 1,694,411 $ 1,615,241  
Income (loss) from operations (56,763) (2,090) (74,071) (20,078)  
Depreciation and amortization 16,436 14,216 48,856 42,100  
Total assets $ 1,020,897 $ 1,073,685 $ 1,020,897 $ 1,073,685  
Average headcount (employee) | employee 3,938 4,217 4,023 4,390  
v3.24.3
REVENUE FROM CONTRACTS WITH CUSTOMERS (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Disaggregation of Revenue [Line Items]        
Total revenues $ 4,644,641 $ 4,341,030 $ 13,540,300 $ 13,374,556
NAST        
Disaggregation of Revenue [Line Items]        
Total revenues 2,934,617 3,086,970 8,924,839 9,470,425
Global Forwarding        
Disaggregation of Revenue [Line Items]        
Total revenues 1,141,190 719,045 2,921,050 2,288,890
All Other and Corporate        
Disaggregation of Revenue [Line Items]        
Total revenues 568,834 535,015 1,694,411 1,615,241
Transportation and logistics services        
Disaggregation of Revenue [Line Items]        
Total revenues 4,278,300 4,029,407 12,482,818 12,442,199
Transportation and logistics services | Performance obligations completed over time        
Disaggregation of Revenue [Line Items]        
Total revenues 4,278,300 4,029,407 12,482,818 12,442,199
Transportation and logistics services | NAST | Performance obligations completed over time        
Disaggregation of Revenue [Line Items]        
Total revenues 2,934,617 3,086,970 8,924,839 9,470,425
Transportation and logistics services | Global Forwarding | Performance obligations completed over time        
Disaggregation of Revenue [Line Items]        
Total revenues 1,141,190 719,045 2,921,050 2,288,890
Transportation and logistics services | All Other and Corporate | Performance obligations completed over time        
Disaggregation of Revenue [Line Items]        
Total revenues 202,493 223,392 636,929 682,884
Sourcing        
Disaggregation of Revenue [Line Items]        
Total revenues 366,341 311,623 1,057,482 932,357
Sourcing | Performance obligations completed at a point in time        
Disaggregation of Revenue [Line Items]        
Total revenues 366,341 311,623 1,057,482 932,357
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 $ 366,341 $ 311,623 $ 1,057,482 $ 932,357
v3.24.3
LEASES - Lease Data (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Dec. 31, 2023
Lease Costs          
Operating lease expense(1) $ 24,615 $ 25,285 $ 77,045 $ 74,711  
Short-term lease expense 513 1,346 3,196 4,246  
Total lease expense 25,128 $ 26,631 80,241 78,957  
Charge related to early termination or abandonment of select office buildings under operating leases $ 600   4,800    
Other Lease Information          
Operating cash flows from operating leases     72,916 72,073  
Right-of-use lease assets obtained in exchange for new lease liabilities     $ 57,854 $ 44,184  
Lease Term and Discount Rate          
Weighted average remaining lease term (in years) 5 years 7 months 6 days   5 years 7 months 6 days   5 years 10 months 24 days
Weighted average discount rate (percent) 4.20%   4.20%   3.90%
v3.24.3
LEASES - Maturities of Lease Liabilities (Details)
$ in Thousands
Sep. 30, 2024
USD ($)
Maturities of lease liabilities  
Remaining 2024 $ 17,514
2025 95,429
2026 81,013
2027 63,626
2028 47,339
Thereafter 109,177
Total lease payments 414,098
Less: Interest (46,420)
Present value of lease liabilities $ 367,678
v3.24.3
ALLOWANCE FOR CREDIT LOSSES (Details)
$ in Thousands
9 Months Ended
Sep. 30, 2024
USD ($)
Rollforward of Allowance for Credit Loss  
Allowance for credit loss, beginning balance $ 14,229
Provision 3,379
Write-offs (2,211)
Allowance for credit loss, ending balance $ 15,397
v3.24.3
CHANGES IN ACCUMULATED OTHER COMPREHENSIVE LOSS (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Dec. 31, 2023
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]          
Accumulated other comprehensive loss $ 72,255   $ 72,255   $ 80,946
Other comprehensive income (loss) 29,494 $ (14,891) 8,691 $ (18,950)  
Europe Surface Transportation | Disposal Group, Held-for-Sale, Not Discontinued Operations          
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]          
Accumulated other comprehensive loss $ (2,220)   $ (2,220)    
v3.24.3
RESTRUCTURING - Narrative (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Dec. 31, 2023
2024 Restructuring Program          
Restructuring Cost and Reserve [Line Items]          
Restructuring charges $ 4,429   $ 32,549    
Payments for restructuring     17,773    
Restructuring Reserve 3,457   3,457   $ 0
2024 Restructuring Program | Accrued Severance and Other Personnel Expenses          
Restructuring Cost and Reserve [Line Items]          
Restructuring charges     20,208    
Payments for restructuring     16,046    
Restructuring Reserve 3,457   3,457   0
2022 Restructuring Program          
Restructuring Cost and Reserve [Line Items]          
Restructuring charges   $ (139) 12 $ 17,715  
Payments for restructuring     3,286    
Restructuring Reserve 319   319   $ 3,783
2022 Restructuring Program | Accrued Severance and Other Personnel Expenses          
Restructuring Cost and Reserve [Line Items]          
Restructuring Reserve 300   300    
Minimum | 2024 Restructuring Program          
Restructuring Cost and Reserve [Line Items]          
Expected restructuring costs 10,000   10,000    
Maximum | 2024 Restructuring Program          
Restructuring Cost and Reserve [Line Items]          
Expected restructuring costs $ 15,000   $ 15,000    
v3.24.3
RESTRUCTURING - Restructuring Charges (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
2024 Restructuring Program        
Restructuring Cost and Reserve [Line Items]        
Restructuring charges $ 4,429   $ 32,549  
2024 Restructuring Program | Personnel expenses        
Restructuring Cost and Reserve [Line Items]        
Restructuring charges 420   1,618  
2024 Restructuring Program | Other selling, general, and administrative expenses        
Restructuring Cost and Reserve [Line Items]        
Restructuring charges 1,632   12,341  
2022 Restructuring Program        
Restructuring Cost and Reserve [Line Items]        
Restructuring charges   $ (139) 12 $ 17,715
2022 Restructuring Program | Personnel expenses        
Restructuring Cost and Reserve [Line Items]        
Restructuring charges   (67)   1,839
2022 Restructuring Program | Other selling, general, and administrative expenses        
Restructuring Cost and Reserve [Line Items]        
Restructuring charges   193   1,322
Employee Severance | 2024 Restructuring Program        
Restructuring Cost and Reserve [Line Items]        
Restructuring charges $ 2,377   $ 18,590  
Employee Severance | 2022 Restructuring Program        
Restructuring Cost and Reserve [Line Items]        
Restructuring charges   $ (265)   $ 14,554
v3.24.3
RESTRUCTURING - By Segment (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
2024 Restructuring Program        
Restructuring Cost and Reserve [Line Items]        
Restructuring charges $ 4,429   $ 32,549  
2024 Restructuring Program | Other selling, general, and administrative expenses        
Restructuring Cost and Reserve [Line Items]        
Restructuring charges 1,632   12,341  
2022 Restructuring Program        
Restructuring Cost and Reserve [Line Items]        
Restructuring charges   $ (139) 12 $ 17,715
2022 Restructuring Program | Other selling, general, and administrative expenses        
Restructuring Cost and Reserve [Line Items]        
Restructuring charges   193   1,322
NAST | 2024 Restructuring Program        
Restructuring Cost and Reserve [Line Items]        
Restructuring charges 560   6,214  
NAST | 2022 Restructuring Program        
Restructuring Cost and Reserve [Line Items]        
Restructuring charges   4   8
Global Forwarding | 2024 Restructuring Program        
Restructuring Cost and Reserve [Line Items]        
Restructuring charges 855   2,413  
Global Forwarding | 2022 Restructuring Program        
Restructuring Cost and Reserve [Line Items]        
Restructuring charges   67   230
All Other and Corporate | 2024 Restructuring Program        
Restructuring Cost and Reserve [Line Items]        
Restructuring charges 217   3,714  
All Other and Corporate | 2022 Restructuring Program        
Restructuring Cost and Reserve [Line Items]        
Restructuring charges   122   1,084
Severance and Other Personnel Expenses | 2024 Restructuring Program        
Restructuring Cost and Reserve [Line Items]        
Restructuring charges 2,797   20,208  
Severance and Other Personnel Expenses | 2022 Restructuring Program        
Restructuring Cost and Reserve [Line Items]        
Restructuring charges   (332)   16,393
Severance and Other Personnel Expenses | NAST | 2024 Restructuring Program        
Restructuring Cost and Reserve [Line Items]        
Restructuring charges 1,238   9,022  
Severance and Other Personnel Expenses | NAST | 2022 Restructuring Program        
Restructuring Cost and Reserve [Line Items]        
Restructuring charges   (73)   1,083
Severance and Other Personnel Expenses | Global Forwarding | 2024 Restructuring Program        
Restructuring Cost and Reserve [Line Items]        
Restructuring charges 461   5,855  
Severance and Other Personnel Expenses | Global Forwarding | 2022 Restructuring Program        
Restructuring Cost and Reserve [Line Items]        
Restructuring charges   (87)   2,142
Severance and Other Personnel Expenses | All Other and Corporate | 2024 Restructuring Program        
Restructuring Cost and Reserve [Line Items]        
Restructuring charges $ 1,098   $ 5,331  
Severance and Other Personnel Expenses | All Other and Corporate | 2022 Restructuring Program        
Restructuring Cost and Reserve [Line Items]        
Restructuring charges   $ (172)   $ 13,168
v3.24.3
RESTRUCTURING - Reserve (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
2024 Restructuring Program        
Restructuring Cost and Reserve [Line Items]        
Restructuring Reserve, Beginning Balance     $ 0  
Restructuring charges $ 4,429   32,549  
Cash payments     (17,773)  
Settled non-cash     (10,599)  
Accrual adjustments     (720)  
Restructuring Reserve, Ending Balance 3,457   3,457  
2024 Restructuring Program | Accrued Severance and Other Personnel Expenses        
Restructuring Cost and Reserve [Line Items]        
Restructuring Reserve, Beginning Balance     0  
Restructuring charges     20,208  
Cash payments     (16,046)  
Settled non-cash     0  
Accrual adjustments     (705)  
Restructuring Reserve, Ending Balance 3,457   3,457  
2024 Restructuring Program | Other selling, general, and administrative expenses        
Restructuring Cost and Reserve [Line Items]        
Restructuring Reserve, Beginning Balance     0  
Restructuring charges 1,632   12,341  
Cash payments     (1,727)  
Settled non-cash     (10,599)  
Accrual adjustments     (15)  
Restructuring Reserve, Ending Balance 0   0  
2022 Restructuring Program        
Restructuring Cost and Reserve [Line Items]        
Restructuring Reserve, Beginning Balance     3,783  
Restructuring charges   $ (139) 12 $ 17,715
Cash payments     (3,286)  
Accrual adjustments     (190)  
Restructuring Reserve, Ending Balance 319   319  
2022 Restructuring Program | Accrued Severance and Other Personnel Expenses        
Restructuring Cost and Reserve [Line Items]        
Restructuring Reserve, Ending Balance $ 300   $ 300  
2022 Restructuring Program | Other selling, general, and administrative expenses        
Restructuring Cost and Reserve [Line Items]        
Restructuring charges   $ 193   $ 1,322
v3.24.3
DIVESTITURES - Narrative (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]        
Loss on disposal group held for sale     $ 48,232 $ 21,113
Europe Surface Transportation | Disposal Group, Held-for-Sale, Not Discontinued Operations        
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]        
Loss on disposal group held for sale $ 48,200   48,200  
Loss on disposal group classified as held for sale (57,000)   $ (57,000)  
Europe Surface Transportation | Disposal Group, Held-for-Sale, Not Discontinued Operations | Level 2        
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]        
Loss on disposal group classified as held for sale $ (57,000)      
South America Divestiture | Disposal Group, Held-for-Sale, Not Discontinued Operations        
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]        
Loss on disposal group classified as held for sale   $ 21,100   $ 21,100
v3.24.3
DIVESTITURES - Summary of Exit and Disposal Costs (Details) - Disposal Group, Held-for-Sale, Not Discontinued Operations - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2024
Europe Surface Transportation    
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]    
Other selling, general, and administrative expenses $ 57,036 $ 57,036
Income tax benefits (2,113) (2,113)
Total 54,923 54,923
South America Divestiture    
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]    
Severance and other personnel expenses(1) 3,350 3,350
Other selling, general, and administrative expenses 21,252 21,252
Income tax benefits (5,501) (5,501)
Total $ 19,101 $ 19,101
v3.24.3
DIVESTITURES - Held for Sale (Details) - USD ($)
$ in Thousands
Sep. 30, 2024
Dec. 31, 2023
Sep. 30, 2023
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]      
Cash and cash equivalents $ 10,978   $ 2,486
Transportation expense 212,608 $ 147,921  
Other accrued liabilities 161,870 159,435  
Accumulated other comprehensive loss (72,255) $ (80,946)  
Europe Surface Transportation | 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 10,978    
Receivables 149,259    
Contract assets, net of allowance for credit loss 4,445    
Prepaid expenses and other 664    
Property and equipment 3,836    
Goodwill and other intangible assets 32,915    
Right-of-use lease assets 11,945    
Valuation allowance (48,232)    
Total assets held for sale(1) 165,810    
Accounts payable 71,991    
Transportation expense 3,901    
Compensation 3,861    
Other accrued liabilities 4,795    
Lease liabilities 12,125    
Total liabilities held for sale(1) 96,673    
Accumulated other comprehensive loss $ 2,220    
v3.24.3
DIVESTITURES - By Segment (Details) - South America Divestiture - Disposal Group, Held-for-Sale, Not Discontinued Operations - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2024
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]    
Personnel expenses $ 3,350 $ 3,350
Other selling, general, and administrative expenses 21,252 21,252
Income tax benefits (5,501) (5,501)
NAST    
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]    
Personnel expenses 0 0
Other selling, general, and administrative expenses 0 0
Income tax benefits 0 0
Global Forwarding    
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]    
Personnel expenses 2,600 2,600
Other selling, general, and administrative expenses 21,012 21,012
Income tax benefits (5,501) (5,501)
All Other and Corporate    
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]    
Personnel expenses 750 750
Other selling, general, and administrative expenses 240 240
Income tax benefits $ 0 $ 0