C H ROBINSON WORLDWIDE INC, 10-Q filed on 5/8/2019
Quarterly Report
v3.19.1
Document and Entity Information - shares
3 Months Ended
Mar. 31, 2019
May 06, 2019
Document and Entity Information [Abstract]    
Entity Registrant Name C H ROBINSON WORLDWIDE INC  
Entity Central Index Key 0001043277  
Current Fiscal Year End Date --12-31  
Entity Filer Category Large Accelerated Filer  
Document Type 10-Q  
Document Period End Date Mar. 31, 2019  
Document Fiscal Year Focus 2019  
Document Fiscal Period Focus Q1  
Amendment Flag false  
Trading Symbol CHRW  
Entity Small Business false  
Entity Emerging Growth Company false  
Entity Common Stock, Shares Outstanding   136,562,530
v3.19.1
Condensed Consolidated Balance Sheets - USD ($)
$ in Thousands
Mar. 31, 2019
Dec. 31, 2018
Current assets:    
Cash and cash equivalents $ 445,473 $ 378,615
Receivables, net of allowance for doubtful accounts of $41,004 and $41,131 2,057,931 2,162,438
Contract assets 165,556 159,635
Prepaid expenses and other 59,394 52,386
Total current assets 2,728,354 2,753,074
Property and equipment, net 225,669 228,301
Goodwill 1,283,981 1,258,922
Other intangible assets, net 116,367 108,822
Right-of-use lease assets 257,034  
Deferred tax assets 13,495 9,993
Other assets 72,544 68,300
Total assets 4,697,444 4,427,412
Current liabilities:    
Accounts payable 995,971 971,023
Outstanding checks 63,536 92,084
Accrued expenses:    
Compensation 66,383 153,626
Transportation expense 127,151 119,820
Income taxes 68,049 28,360
Other accrued liabilities 54,905 63,410
Current lease liabilities 53,669  
Current portion of debt 0 5,000
Total current liabilities 1,429,664 1,433,323
Long-term debt 1,341,605 1,341,352
Noncurrent lease liabilities 211,069  
Noncurrent income taxes payable 21,763 21,463
Deferred tax liabilities 40,412 35,757
Other long-term liabilities 370 430
Total liabilities 3,044,883 2,832,325
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; 179,398 and 179,400 shares issued, 136,889 and 137,284 outstanding 13,689 13,728
Additional paid-in capital 527,089 521,486
Retained earnings 3,937,698 3,845,593
Accumulated other comprehensive loss (66,638) (71,935)
Treasury stock at cost (42,509 and 42,116 shares) (2,759,277) (2,713,785)
Total stockholders’ investment 1,652,561 1,595,087
Total liabilities and stockholders’ investment $ 4,697,444 $ 4,427,412
v3.19.1
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($)
$ in Thousands
Mar. 31, 2019
Dec. 31, 2018
Statement of Financial Position [Abstract]    
Receivables, allowance for doubtful accounts $ 41,004 $ 41,131
Preferred stock, par value (in dollars per share) $ 0.10 $ 0.10
Preferred stock, shares authorized (shares) 20,000,000 20,000,000
Preferred stock, shares issued (shares) 0 0
Preferred stock, shares outstanding (shares) 0 0
Common stock, par value (in dollars per share) $ 0.10 $ 0.10
Common stock, shares authorized (shares) 480,000,000 480,000,000
Common stock, shares issued (shares) 179,398,000 179,400,000
Common stock shares outstanding (shares) 136,889,000 137,284,000
Treasury stock (shares) 42,509,000 42,116,000
v3.19.1
Condensed Consolidated Statements of Operations and Comprehensive Income - USD ($)
shares in Thousands, $ in Thousands
3 Months Ended
Mar. 31, 2019
Mar. 31, 2018
Revenues:    
Total revenues $ 3,751,210 $ 3,925,327
Costs and expenses:    
Personnel expenses 340,098 328,297
Other selling, general, and administrative expenses 114,152 106,043
Total costs and expenses 3,526,660 3,733,742
Income from operations 224,550 191,585
Interest and other expense (17,140) (10,700)
Income before provision for income taxes 207,410 180,885
Provision for income taxes 45,622 38,588
Net income 161,788 142,297
Other comprehensive income (loss) 5,297 (565)
Comprehensive income $ 167,085 $ 141,732
Basic net income per share (in dollars per share) $ 1.17 $ 1.02
Diluted net income per share (in dollars per share) $ 1.16 $ 1.01
Basic weighted average shares outstanding (shares) 137,854 140,032
Dilutive effect of outstanding stock awards (shares) 1,101 1,238
Diluted weighted average shares outstanding (shares) 138,955 141,270
Transportation    
Revenues:    
Total revenues $ 3,504,932 $ 3,637,640
Costs and expenses:    
Purchased products and services 2,853,256 3,041,602
Sourcing    
Revenues:    
Total revenues 246,278 287,687
Costs and expenses:    
Purchased products and services $ 219,154 $ 257,800
v3.19.1
Consolidated Statements of Stockholders' Investment - USD ($)
shares in Thousands, $ in Thousands
3 Months Ended
Mar. 31, 2019
Mar. 31, 2018
Jan. 01, 2018
Increase (Decrease) in Stockholders' Equity [Roll Forward]      
Beginning Balance $ 1,595,087 $ 1,425,745  
Net income 161,788 142,297  
Cumulative effect change - revenue recognition     $ 9,239
Foreign currency translation 5,297 (565)  
Dividends declared (69,683) (65,384)  
Stock issued for employee benefit plans 7,573 6,406  
Issuance of restricted stock 0 0  
Stock-based compensation expense 17,123 18,134  
Repurchase of common stock (64,624) (51,200)  
Ending Balance $ 1,652,561 $ 1,484,672  
Common Stock      
Increase (Decrease) in Stockholders' Equity [Roll Forward]      
Beginning Balance (in shares) 137,284 139,542  
Beginning Balance $ 13,728 $ 13,954  
Stock issued for employee benefit plans (in shares) 342 370  
Stock issued for employee benefit plans $ 34 $ 37  
Issuance of restricted stock (in shares) (3) (2)  
Issuance of restricted stock $ 0 $ 0  
Stock-based compensation expense (in shares) 0 0  
Stock-based compensation expense $ 0 $ 0  
Repurchase of common stock (in shares) (734) (557)  
Repurchase of common stock $ (73) $ (56)  
Ending Balance (in shares) 136,889 139,353  
Ending Balance $ 13,689 $ 13,935  
Additional Paid-in Capital      
Increase (Decrease) in Stockholders' Equity [Roll Forward]      
Beginning Balance 521,486 444,280  
Stock issued for employee benefit plans (11,520) (10,441)  
Issuance of restricted stock 0 0  
Stock-based compensation expense 17,123 18,127  
Ending Balance 527,089 451,966  
Retained Earnings      
Increase (Decrease) in Stockholders' Equity [Roll Forward]      
Beginning Balance 3,845,593 3,437,093  
Net income 161,788 142,297  
Cumulative effect change - revenue recognition     $ 9,239
Dividends declared (69,683) (65,384)  
Ending Balance 3,937,698 3,523,245  
Accumulated Other Comprehensive Income (Loss)      
Increase (Decrease) in Stockholders' Equity [Roll Forward]      
Beginning Balance (71,935) (18,460)  
Foreign currency translation 5,297 (565)  
Ending Balance (66,638) (19,025)  
Treasury Stock      
Increase (Decrease) in Stockholders' Equity [Roll Forward]      
Beginning Balance (2,713,785) (2,451,122)  
Stock issued for employee benefit plans 19,059 16,810  
Stock-based compensation expense 0 7  
Repurchase of common stock (64,551) (51,144)  
Ending Balance $ (2,759,277) $ (2,485,449)  
v3.19.1
Consolidated Statements of Stockholders' Investment (Parenthetical) - $ / shares
3 Months Ended
Mar. 31, 2019
Mar. 31, 2018
Statement of Stockholders' Equity [Abstract]    
Dividends declared, per share (in dollars per share) $ 0.50 $ 0.46
v3.19.1
Condensed Consolidated Statements of Cash Flows - USD ($)
$ in Thousands
3 Months Ended
Mar. 31, 2019
Mar. 31, 2018
OPERATING ACTIVITIES    
Net income $ 161,788 $ 142,297
Adjustments to reconcile net income to net cash provided by operating activities:    
Depreciation and amortization 24,560 24,241
Provision for doubtful accounts 1,774 6,630
Stock-based compensation 17,123 18,134
Deferred income taxes (364) (26)
Excess tax benefit on stock-based compensation (4,458) (6,224)
Other operating activities 576 323
Changes in operating elements (net of acquisitions):    
Receivables 117,720 (10,056)
Contract assets (5,921) (13,264)
Prepaid expenses and other (6,367) 6,327
Accounts payable and outstanding checks (10,742) 21,797
Accrued compensation (87,259) (37,867)
Accrued transportation expense 7,331 17,109
Accrued income taxes 39,078 35,184
Other accrued liabilities 1,801 (5,128)
Other assets and liabilities 291 1,093
Net cash provided by operating activities 256,931 200,570
INVESTING ACTIVITIES    
Purchases of property and equipment (8,619) (11,719)
Purchases and development of software (5,246) (3,744)
Acquisitions, net of cash acquired (44,143) 0
Other investing activities 8 (726)
Net cash used for investing activities (58,000) (16,189)
FINANCING ACTIVITIES    
Proceeds from stock issued for employee benefit plans 19,615 24,497
Stock tendered for payment of withholding taxes (12,042) (18,091)
Repurchase of common stock (67,624) (47,700)
Cash dividends (69,742) (65,382)
Proceeds from short-term borrowings 14,000 2,119,000
Payments on short-term borrowings (19,000) (2,183,000)
Net cash used for financing activities (134,793) (170,676)
Effect of exchange rates on cash 2,720 2,187
Net change in cash and cash equivalents 66,858 15,892
Cash and cash equivalents, beginning of period 378,615 333,890
Cash and cash equivalents, end of period $ 445,473 $ 349,782
v3.19.1
BASIS OF PRESENTATION
3 Months Ended
Mar. 31, 2019
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, and South America. The consolidated financial statements include the accounts of C.H. Robinson Worldwide, Inc. and our majority owned and controlled subsidiaries. Our minority interests in subsidiaries are not significant. All intercompany transactions and balances have been eliminated in the consolidated financial statements.
On January 1, 2019, we reorganized our enterprise transportation services structure to combine our North American Surface Transportation (“NAST”) and Robinson Fresh transportation networks. The newly combined transportation network will be managed by and reported under the NAST reportable segment. Our reportable segments are NAST and Global Forwarding with all other segments included in All Other and Corporate. We have determined that the remaining Robinson Fresh segment no longer meets the requirements of a reportable segment. Robinson Fresh will be included in the All Other and Corporate reportable segment with Managed Services, Other Surface Transportation outside of North America, and other miscellaneous revenues and unallocated corporate expenses. Prior period information has been reclassified to conform with this presentation. For financial information concerning our reportable segments, refer to Note 9, 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, 2018.

RECENTLY ADOPTED ACCOUNTING STANDARDS
In February 2016, the Financial Accounting Standards Board (“FASB”) issued ASU 2016-02, Leases (Topic 842). This update requires a lessee to recognize on the balance sheet a liability to make lease payments and a corresponding right-of-use lease asset. The guidance also requires certain qualitative and quantitative disclosures about the amount, timing, and uncertainty of cash flows arising from leases. In July 2018, the FASB issued ASU 2018-11, Leases (Topic 842): Targeted Improvements, which provides another transition method no longer requiring application to previously reported periods. Therefore, prior period balances will not be restated. We have adopted Topic 842 during the first quarter of 2019 by recognizing right-of-use lease assets and lease liabilities of approximately $265.4 million and $273.3 million, respectively, on January 1, 2019. The adoption of this standard did not have a significant impact on our consolidated results of operations or consolidated statements of cash flows. Refer to Note 11, Leases, for further information.

In February 2018, the FASB issued ASU 2018-02, Reclassification of Certain Tax Effects From Accumulated Other Comprehensive Income, which amends existing guidance for reporting comprehensive income to reflect changes resulting from the Tax Cuts and Jobs Act of 2017 (“Tax Act”). The amendment provides the option to reclassify stranded tax effects resulting from the Tax Act within accumulated other comprehensive income (AOCI) to retained earnings. New disclosures will be required upon adoption, including the accounting policy for releasing income tax effects from AOCI, whether reclassification of stranded income tax effects is elected, and information about other income tax effect reclassifications. This amendment became effective for us on January 1, 2019. The adoption of this standard did not have a material impact on our consolidated financial statements and disclosures.

RECENTLY ISSUED ACCOUNTING STANDARDS
In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, and in November 2018 issued a subsequent amendment, ASU 2018-19, Codification Improvements to Topic 326, Financial Instruments - Credit Losses. This update significantly changes how entities will measure credit losses for most financial assets and certain other instruments that are not measured at fair value through net income. The update will replace today’s “incurred loss” approach with an “expected loss” model for instruments measured at amortized cost. ASU 2018-19 will affect loans, debt securities, trade receivables, net investments in leases, off balance sheet credit exposures, reinsurance receivables, and any other financial assets not excluded from the scope of this amendment that have the contractual right to receive cash. This update is effective for fiscal years and interim periods beginning after December 15, 2019, and is effective for our fiscal year beginning January 1, 2020. We are evaluating the impact of the new standard but do not believe its adoption will have a material impact on our consolidated financial position, results of operations, or cash flows.
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, 2018, includes a summary of the significant accounting policies and methods used in the preparation of our consolidated financial statements. We have expanded these policies below to effect the adoption of Accounting Standards Codification (“ASC”) 842 in the first quarter of 2019.
RIGHT-OF-USE LEASE ASSETS. Right-of-use lease assets are recognized upon lease commencement and represent our right to use an underlying asset for the lease term.
LEASE LIABILITIES. Lease liabilities are recognized at commencement date and represent our obligation to make the lease payments arising from a lease, measured on a discounted basis.
v3.19.1
GOODWILL AND OTHER INTANGIBLE ASSETS
3 Months Ended
Mar. 31, 2019
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):
 
NAST
 
Global Forwarding
 
All Other and Corporate
 
Total
December 31, 2018 balance(1)
$
1,016,784

 
$
182,029

 
$
60,109

 
$
1,258,922

Acquisitions

 
24,636

 

 
24,636

Translation
116

 
303

 
4

 
423

March 31, 2019 balance
$
1,016,900

 
$
206,968

 
$
60,113

 
$
1,283,981


____________________________________________
(1) Amounts have been reclassified to conform with the current year presentation as a result of the segment reorganization discussed in Note 9, Segment Reporting.

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 a result of the segment reorganization discussed in Note 9, Segment Reporting, we determined the fair value of each of our reporting units to further support our qualitative assessment and determined the more likely than not criteria had not been met, and therefore a Step One Analysis was not required as of March 31, 2019.
Identifiable intangible assets consisted of the following (in thousands):
 
March 31, 2019
 
December 31, 2018
 
Cost
 
Accumulated Amortization
 
Net
 
Cost
 
Accumulated Amortization
 
Net
Finite-lived intangibles
 
 
 
 
 
 
 
 
 
 
 
Customer relationships
$
271,294

 
$
(165,447
)
 
$
105,847

 
$
254,293

 
$
(156,006
)
 
$
98,287

Non-competition agreements
300

 
(255
)
 
45

 
300

 
(240
)
 
60

Total finite-lived intangibles
271,594

 
(165,702
)
 
105,892

 
254,593

 
(156,246
)
 
98,347

Indefinite-lived intangibles
 
 
 
 
 
 
 
 
 
 
 
Trademarks
10,475

 

 
10,475

 
10,475

 

 
10,475

Total intangibles
$
282,069

 
$
(165,702
)
 
$
116,367

 
$
265,068

 
$
(156,246
)
 
$
108,822


Amortization expense for other intangible assets is as follows (in thousands):
 
Three Months Ended March 31,
 
2019
 
2018
Amortization expense
$
9,293

 
$
9,399


Definite-lived intangible assets, by reportable segment, as of March 31, 2019, will be amortized over their remaining lives as follows (in thousands):
 
NAST
 
Global Forwarding
 
All Other and Corporate
 
Total
Remainder of 2019
$
5,853

 
$
23,115

 
$

 
$
28,968

2020
245

 
28,134

 

 
28,379

2021
245

 
14,612

 

 
14,857

2022
245

 
14,612

 

 
14,857

2023
245

 
12,015

 

 
12,260

Thereafter
223

 
6,348

 

 
6,571

Total
 
 
 
 
 
 
$
105,892

v3.19.1
FAIR VALUE MEASUREMENT
3 Months Ended
Mar. 31, 2019
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.
We had no Level 3 assets or liabilities as of and during the periods ended March 31, 2019, and December 31, 2018. There were no transfers between levels during the period.
v3.19.1
FINANCING ARRANGEMENTS
3 Months Ended
Mar. 31, 2019
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 of
 
 
 
Carrying value as of
 
 
March 31, 2019
 
December 31, 2018
 
Maturity
 
March 31, 2019
 
December 31, 2018
Revolving credit facility
 
%
 
3.64
%
 
October 2023
 
$

 
$
5,000

Senior Notes, Series A
 
3.97
%
 
3.97
%
 
August 2023
 
175,000

 
175,000

Senior Notes, Series B
 
4.26
%
 
4.26
%
 
August 2028
 
150,000

 
150,000

Senior Notes, Series C
 
4.60
%
 
4.60
%
 
August 2033
 
175,000

 
175,000

Receivables securitization facility (1)
 
3.14
%
 
3.15
%
 
December 2020
 
249,788

 
249,744

Senior Notes (1)
 
4.20
%
 
4.20
%
 
April 2028
 
591,817

 
591,608

Total debt
 
 
 
 
 
 
 
1,341,605

 
1,346,352

Less: Current maturities and short-term borrowing
 
 
 
 
 
 
 

 
(5,000
)
Long-term debt
 
 
 
 
 
 
 
$
1,341,605

 
$
1,341,352


____________________________________________
(1) Net of unamortized discounts and issuance costs.

SENIOR UNSECURED REVOLVING CREDIT FACILITY
We have a senior unsecured revolving credit facility (the "Credit Agreement"). On October 24, 2018, the Credit Agreement was amended to increase the total availability from $900 million to $1 billion and extend the maturity date from December 31, 2019 to October 24, 2023. Borrowings under the Credit Agreement generally bear interest at a variable rate determined by a pricing schedule or the base rate (which is the highest of (a) the administrative agent's prime rate, (b) the federal funds rate plus 0.50 percent, or (c) the sum of one-month LIBOR plus a specified margin). As of March 31, 2019, the variable rate equaled LIBOR plus 1.13 percent. In addition, there is a commitment fee on the average daily undrawn stated amount under each letter of credit issued under the facility ranging from 0.075 percent to 0.200 percent. The recorded amount of borrowings outstanding approximates fair value because of the short maturity period of the debt; therefore, we consider these borrowings to be a Level 2 financial liability.
The Credit 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. The Credit Agreement also contains customary events of default. If an event of default under the Credit Agreement occurs and is continuing, then the administrative agent may declare any outstanding obligations under the Credit Agreement to be immediately due and payable. In addition, if we become the subject of voluntary or involuntary proceedings under any bankruptcy, insolvency, or similar law, then any outstanding obligations under the Credit Agreement will automatically become immediately due and payable.
NOTE PURCHASE AGREEMENT
On August 23, 2013, we entered into a Note Purchase Agreement with certain institutional investors (the “Purchasers”). 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 $485.3 million at March 31, 2019. 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 Level 2.
The Note Purchase Agreement contains various restrictions and covenants that require us to maintain certain financial ratios, including a maximum leverage ratio of 3.00 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 15 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.
U.S. TRADE ACCOUNTS RECEIVABLE SECURITIZATION
On April 26, 2017, we entered into a receivables purchase agreement and related transaction documents with The Bank of Tokyo-Mitsubishi UFJ, Ltd., New York Branch and Wells Fargo Bank, N.A. to provide a receivables securitization facility (the “Receivables Securitization Facility”). On December 17, 2018, we entered into an amended Receivables Securitization Facility with Wells Fargo Bank, N.A. and Bank of America, N.A. to extend the maturity date from April 26, 2019 to December 17, 2020. The Receivables Securitization Facility is based on the securitization of our U.S. trade accounts receivable and provides funding of up to $250 million. The interest rate on borrowings under the Receivables Securitization Facility is based on 30 day LIBOR plus a margin. There is also a commitment fee we are required to pay on any unused portion of the facility. The Receivables Securitization Facility expires on December 17, 2020 unless extended by the parties. The recorded amount of borrowings outstanding on the Receivables Securitization Facility approximates fair value because it can be redeemed on short notice and the interest rate floats, therefore, 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.
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. The proceeds from the Senior Notes were utilized to pay down the balance on our Credit Agreement. 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 $606.2 million as of March 31, 2019, based primarily on the market prices quoted from external sources. The carrying value of the Senior Notes was $591.8 million as of March 31, 2019. If the Senior Notes were measured at fair value in the financial statements, they would be classified as Level 2 in the fair value hierarchy.
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, enter into sales and leaseback transactions and consolidate, merge or transfer substantial 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.
As of March 31, 2019, we were in compliance with all of the covenants under the Credit Agreement, Note Purchase Agreement, Receivables Securitization Facility, and Senior Notes.
v3.19.1
INCOME TAXES
3 Months Ended
Mar. 31, 2019
Income Tax Disclosure [Abstract]  
INCOME TAXES
INCOME TAXES
C.H. Robinson Worldwide, Inc. and its 80 percent (or more) owned U.S. subsidiaries file a consolidated federal return. We file unitary or separate state returns based on state filing requirements. With few exceptions, we are no longer subject to audits of U.S. federal, state and local, or non-U.S. income tax returns before 2011. We are currently under an Internal Revenue Service audit for the 2015 tax year.
Our effective tax rate for the three months ended March 31, 2019 and 2018 was 22.0 percent and 21.3 percent, respectively. The effective income tax rate for the three months ended March 31, 2019 was higher than the statutory federal income tax rate due to state income taxes, net of federal benefit, and foreign income taxes, but was partially offset by the tax impact of share-based payment awards. The tax impact of share-based payment awards resulted in a decrease in our provision for income taxes for the three months ended March 31, 2019 and 2018 of $4.5 million and $6.2 million, respectively. Additionally, the three months ended March 31, 2018 included net income tax expense of $0.8 million related to adjustments to the one-time transition tax required as part of the Tax Act. We have asserted that we will indefinitely reinvest earnings of foreign subsidiaries to support expansion of our international business. If we repatriated all foreign earnings, the estimated effect on income taxes payable would be an increase of approximately $15.2 million as of March 31, 2019.

Global Intangible Low-tax Income (“GILTI”) and Foreign Derived Intangible Income (“FDII”) were enacted as part of the Tax Act on December 22, 2017. Although enacted more than a year ago, regulatory guidance on the application of GILTI and FDII has not been finalized. We have included the tax impact of both GILTI and FDII in our income tax expense for the three months ended March 31, 2019 based on our understanding of the rules available at the time of this filing. However, our calculations could be impacted by future regulations as guidance is finalized. We will continue to monitor any new guidance related to GILTI and FDII and determine any impact it may have on our calculations.
As of March 31, 2019, we have $39.3 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 and settlements with taxing authorities. The total liability for unrecognized tax benefits is expected to decrease by approximately $3.0 million in the next 12 months due to lapsing of statutes.
v3.19.1
STOCK AWARD PLANS
3 Months Ended
Mar. 31, 2019
Disclosure of Compensation Related Costs, Share-based Payments [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 March 31,
 
2019
 
2018
Stock options
$
4,249

 
$
5,002

Stock awards
11,744

 
12,212

Company expense on ESPP discount
1,130

 
920

Total stock-based compensation expense
$
17,123

 
$
18,134


On May 12, 2016, our shareholders approved an amendment to and restatement of our 2013 Equity Incentive Plan, which allows us to grant certain stock awards, including stock options at fair market value and performance shares and restricted stock units, to our key employees and outside directors. A maximum of 13,041,803 shares can be granted under this plan. Approximately 1,421,642 shares were available for stock awards under the plan as of March 31, 2019. Shares subject to awards that expire or are canceled without delivery of shares or that are settled in cash generally become available again for issuance under the plan.
Stock Options - We have awarded time-based and performance-based stock options to certain key employees. These options are subject to certain vesting requirements over a five-year period based on the company’s earnings growth or on the employees continued employment. Any options remaining unvested at the end of the five-year vesting period are forfeited to the company. Although participants can exercise options via a stock swap exercise, we do not issue reloads (restoration options) on the grants.
The fair value of these options is established based on the market price on the date of grant, discounted for post-vesting holding restrictions, calculated using the Black-Scholes option pricing model. Changes in measured stock price volatility and interest rates are the primary reasons for changes in the discount. These grants are being expensed based on the terms of the awards. As of March 31, 2019, unrecognized compensation expense related to stock options was $51.7 million. The amount of future expense to be recognized will be based on the passage of time, the company’s earnings growth, and certain other conditions.
Full Value Awards - We have awarded performance-based shares and restricted stock units to certain key employees and non-employee directors. These awards are subject to certain vesting requirements over a five-year period, based on our earnings growth. The awards also contain restrictions on the awardees’ ability to sell or transfer vested awards for a specified period of time. The fair value of these awards is established based on the market price on the date of grant, discounted for post-vesting holding restrictions. The discounts on outstanding grants vary from 15 percent to 21 percent and are calculated using the Black-Scholes option pricing model-protective put method. Changes in measured stock price volatility and interest rates are the primary reasons for changes in the discount. These grants are being expensed based on the terms of the awards.
We have also awarded time-based restricted shares and restricted stock units to certain key employees that vest primarily based on their continued employment. The value of these awards is established by the market price on the date of the grant, discounted for post-vesting holding restrictions and is being expensed over the vesting period of the award.
We have also issued to certain key employees and non-employee directors restricted stock units which are fully vested upon issuance. These units contain restrictions on the awardees’ ability to sell or transfer vested units for a specified period of time. The fair value of these units is established using the same method discussed above. These grants have been expensed during the year they were earned.
As of March 31, 2019, there was unrecognized compensation expense of $107.4 million related to previously granted full value awards. The amount of future expense to be recognized will be based on the passage of time, the company’s earnings growth, and certain other conditions.
Employee Stock Purchase Plan - Our 1997 Employee Stock Purchase Plan ("ESPP") allows our employees to contribute up to $10,000 of their annual cash compensation to purchase company stock. Purchase price is determined using the closing price on the last day of each quarter discounted by 15 percent. Shares vest immediately. The following is a summary of the employee stock purchase plan activity: 
Three Months Ended March 31, 2019
Shares purchased
by employees
 
Aggregate cost
to employees
 
Expense recognized
by the company
86,588

 
$
6,403,183

 
$
1,129,973

v3.19.1
LITIGATION
3 Months Ended
Mar. 31, 2019
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.
v3.19.1
ACQUISITIONS
3 Months Ended
Mar. 31, 2019
Business Combinations [Abstract]  
ACQUISITIONS
ACQUISITIONS
On February 28, 2019, we acquired all of the outstanding shares of The Space Cargo Group (“Space Cargo”) for the purpose of expanding our presence and capabilities in Spain and Colombia. Total purchase consideration, net of cash acquired, was $44.1 million, which was paid in cash.
Identifiable intangible assets and estimated useful lives are as follows (dollars in thousands):
 
Estimated Life (years)
 
 
Customer relationships
7
 
$
16,439


There was $24.6 million of goodwill recorded related to the acquisition of Space Cargo. The Space Cargo goodwill is a result of acquiring and retaining the Space Cargo workforce and expected synergies from integrating its business into ours. Purchase accounting is considered preliminary. No goodwill was recognized for Spanish tax purposes from the acquisition. The results of operations of Space Cargo have been included in our consolidated financial statements since March 1, 2019.
v3.19.1
SEGMENT REPORTING
3 Months Ended
Mar. 31, 2019
Segment Reporting [Abstract]  
SEGMENT REPORTING
SEGMENT REPORTING
On January 1, 2019, we reorganized our enterprise transportation services structure to combine our NAST and Robinson Fresh transportation networks. The newly combined transportation network will be managed by and reported under the NAST reportable segment. We have determined that the remaining Robinson Fresh segment no longer meets the requirements of a reportable segment and will be included in the All Other and Corporate reportable segment. Prior period information has been reclassified to conform with this presentation. 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 as follows:
North American Surface Transportation—NAST provides freight transportation services across North America through a network of offices in the United States, Canada, and Mexico. The primary services provided by NAST include truckload, temperature controlled transportation, LTL, and intermodal.
Global Forwarding—Global Forwarding provides global logistics services through an international network of offices in North America, Asia, Europe, Oceania, and South America and also contracts with independent agents worldwide. The primary services provided by Global Forwarding include ocean freight services, airfreight services, and customs brokerage.
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 Europe Surface Transportation. Europe Surface Transportation provides services similar to NAST across Europe.
The internal reporting of segments is defined, based in part, on the reporting and review process used by our chief operating decision maker (“CODM”). As of March 31, 2019 our Chief Executive Officer (“CEO”) and Chief Operating Officer (“COO”) function jointly as the CODM on an interim basis until our COO transitions to CEO in the second quarter of 2019. The accounting policies of our reportable segments are the same as those described in the summary of significant accounting policies. 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 as of, and for the three months ended March 31, 2019 and 2018, is as follows (dollars in thousands):
 
NAST
 
Global Forwarding
 
All Other and Corporate
 
Consolidated
Three Months Ended March 31, 2019
 
 
 
 
 
 
 
Total revenues
$
2,796,784

 
$
537,567

 
$
416,859

 
$
3,751,210

Net revenues
486,550

 
127,236

 
65,014

 
678,800

Income (loss) from operations
211,283

 
14,203

 
(936
)
 
224,550

Depreciation and amortization
6,259

 
8,926

 
9,375

 
24,560

Total assets(1)
2,693,668

 
1,001,881

 
1,001,895

 
4,697,444

Average headcount
7,424

 
4,707

 
3,250

 
15,381

 
 
 
 
 
 
 
 
 
NAST
 
Global Forwarding
 
All Other and Corporate
 
Consolidated
Three Months Ended March 31, 2018(2)
 
 
 
 
 
 
 
Total revenues
$
2,908,419

 
$
553,754

 
$
463,154

 
$
3,925,327

Net revenues
438,402

 
123,037

 
64,486

 
625,925

Income from operations
179,637

 
8,221

 
3,727

 
191,585

Depreciation and amortization
6,331

 
8,909

 
9,001

 
24,241

Total assets(1)
2,593,648

 
805,184

 
908,944

 
4,307,776

Average headcount
7,298

 
4,767

 
3,023

 
15,088

____________________________________________
(1) All cash and cash equivalents are included in All Other and Corporate.
(2) Amounts have been reclassified to conform with the current year presentation.
v3.19.1
REVENUE FROM CONTRACTS WITH CUSTOMERS
3 Months Ended
Mar. 31, 2019
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 for the three months ended March 31, 2019 and 2018 as follows:
 
Three Months Ended March 31, 2019
 
NAST
 
Global Forwarding
 
All Other and Corporate
 
Total
Major Service Lines
 
 
 
 
 
 
 
Transportation and logistics services
$
2,796,784

 
$
537,567

 
$
170,581

 
$
3,504,932

Sourcing

 

 
246,278

 
246,278

Total
$
2,796,784

 
$
537,567

 
$
416,859

 
$
3,751,210

 
 
 
 
 
 
 
 
Timing of Revenue Recognition
 
 
 
 
 
 
 
Performance obligations completed over time
$
2,796,784

 
$
537,567

 
$
170,581

 
$
3,504,932

Performance obligations completed at a point in time

 

 
246,278

 
246,278

Total
$
2,796,784

 
$
537,567

 
$
416,859

 
$
3,751,210

 
Three Months Ended March 31, 2018
 
NAST
 
Global Forwarding
 
All Other and Corporate
 
Total
Major Service Lines
 
 
 
 
 
 
 
Transportation and logistics services
$
2,908,419

 
$
553,754

 
$
175,467

 
$
3,637,640

Sourcing

 

 
287,687

 
287,687

Total
$
2,908,419

 
$
553,754

 
$
463,154

 
$
3,925,327

 
 
 
 
 
 
 
 
Timing of Revenue Recognition
 
 
 
 
 
 
 
Performance obligations completed over time
$
2,908,419

 
$
553,754

 
$
175,467

 
$
3,637,640

Performance obligations completed at a point in time

 

 
287,687

 
287,687

Total
$
2,908,419

 
$
553,754

 
$
463,154

 
$
3,925,327



We typically do not receive consideration and amounts are not due from our customer prior to the completion of our performance obligation and as such contract liabilities as of March 31, 2019 and revenue recognized in the three months ended March 31, 2019 and 2018 resulting from contract liabilities was not significant. Contract assets and accrued expenses - transportation expense fluctuate from period to period primarily based upon shipments in-transit at period end.
v3.19.1
LEASES
3 Months Ended
Mar. 31, 2019
Leases [Abstract]  
LEASES
LEASES

We adopted ASU 2016-02, Leases (Topic 842), as of January 1, 2019. Prior period information was not restated and continues to be presented under ASC 840, Leases. We elected the package of practical expedients permitted under the transition guidance within the new standard, which among other things, allowed us to not reassess existing contracts to determine if they contain a lease and to carry forward their historical lease classification upon transition. In addition, we have made a policy election to not apply the guidance of ASC 842 to leases with a term of 12 months or less as allowed by the standard. These leases are recognized as expense on a straight-line basis over the lease term.

Adoption of the new standard resulted in the recording of right-of-use lease assets and lease liabilities of $265.4 million and $273.3 million, respectively, as of January 1, 2019. The adoption of this standard did not materially impact our consolidated statement of operations or consolidated statements of cash flows.

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 a small number of intermodal containers. We do not have material financing leases. Frequently, we enter into contractual relationships with a wide variety of transportation companies for freight capacity, and utilize those relationships to efficiently and cost-effectively arrange the transport of our customers’ freight. These contracts typically have a lease term of 12 months or less and do not allow us to direct the use or obtain substantially all of the economic benefits of a specifically identified asset. Accordingly, these agreements are not considered leases.

Our operating leases are included on the consolidated balance sheets as right-of-use lease assets and lease liabilities. A right-of-use lease asset represents our right to use an underlying asset over the term of a lease while a lease liability represents our obligation to make lease payments arising from the lease. Current and noncurrent lease liabilities are recognized at commencement date at the present value of lease payments, including non-lease components which consist primarily of common area maintenance charges. Right-of-use lease assets are also recognized at commencement date as the total lease liability plus prepaid rents and less any deferred rent liability that existed under ASC 840, Leases, upon transition. As most of our leases do not provide an implicit rate, we use our incremental borrowing rate based on the information available at commencement date in determining the present value of lease payments.

Our lease agreements typically do not contain variable lease payments, residual value guarantees, purchase options or restrictive covenants. Many of our leases include the option to renew for a period of months to several years. The term of our leases may include the option to renew when it is reasonably certain that we will exercise that option although these occurrences are seldom. We have lease agreements with lease components (e.g. payments for rent) and non-lease components (e.g. payments for common area maintenance and parking), which are all accounted for as a single lease component.

We do not have material lease agreements that have not yet commenced that are expected to create significant rights or obligations as of March 31, 2019.

Information regarding lease expense, remaining lease term, discount rate and other select lease information is presented below as of and for the three months ended March 31, 2019 (dollars in thousands):

Lease Costs
 
Three Months Ended March 31, 2019
Operating lease expense
 
$
16,822

Short-term lease expense
 
2,341

Total lease expense
 
19,163

 
 
 
Other Lease Information
 
Three Months Ended March 31, 2019
Operating cash flows from operating leases
 
$
16,629

Right-of-use lease assets obtained in exchange for new lease liabilities
 
7,732

 
 
 
Lease Term and Discount Rate
 
As of March 31, 2019
Weighted average remaining lease term (in years)(1)
 
7.9

Weighted average discount rate
 
3.6
%
____________________________________________
(1) The weighted average remaining lease term is significantly impacted by a 15 year lease related to office space in Chicago, IL that commenced in 2018. Excluding this lease the weighted average remaining lease term of our agreements is 4.1 years.

The maturity of lease liabilities as of March 31, 2019 were as follows (in thousands):
Maturity of Lease Liabilities
 
Operating Leases
Remaining 2019
 
$
47,221

2020
 
57,086

2021
 
44,737

2022
 
32,178

2023
 
22,851

Thereafter
 
103,621

Total lease payments
 
307,694

Less: Interest
 
(42,956
)
Present value of lease liabilities
 
$
264,738



Minimum future lease commitments under noncancelable lease agreements in excess of one year as of December 31, 2018, are as follows (in thousands):
2019
 
$
53,675

2020
 
47,680

2021
 
36,832

2022
 
27,644

2023
 
19,406

Thereafter
 
81,465

Total lease payments
 
$
266,702


In addition to minimum lease payments, we are typically responsible under our lease agreements to pay our pro rata share of maintenance expenses, common charges, and real estate taxes of the buildings in which we lease space. Under ASC 842 we have elected to account for non-lease components such as common area maintenance and parking as a single lease component.
v3.19.1
CHANGES IN ACCUMULATED OTHER COMPREHENSIVE LOSS
3 Months Ended
Mar. 31, 2019
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, at March 31, 2019, and December 31, 2018, was $66.6 million and $71.9 million, respectively. Accumulated other comprehensive loss is comprised solely of foreign currency adjustments at March 31, 2019 and December 31, 2018.
v3.19.1
BASIS OF PRESENTATION (Policies)
3 Months Ended
Mar. 31, 2019
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, and South America. The consolidated financial statements include the accounts of C.H. Robinson Worldwide, Inc. and our majority owned and controlled subsidiaries. Our minority interests in subsidiaries are not significant. All intercompany transactions and balances have been eliminated in the consolidated financial statements.
On January 1, 2019, we reorganized our enterprise transportation services structure to combine our North American Surface Transportation (“NAST”) and Robinson Fresh transportation networks. The newly combined transportation network will be managed by and reported under the NAST reportable segment. Our reportable segments are NAST and Global Forwarding with all other segments included in All Other and Corporate. We have determined that the remaining Robinson Fresh segment no longer meets the requirements of a reportable segment. Robinson Fresh will be included in the All Other and Corporate reportable segment with Managed Services, Other Surface Transportation outside of North America, and other miscellaneous revenues and unallocated corporate expenses. Prior period information has been reclassified to conform with this presentation. For financial information concerning our reportable segments, refer to Note 9, 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, 2018.
Recently Adopted and Issued Accounting Standards
RECENTLY ADOPTED ACCOUNTING STANDARDS
In February 2016, the Financial Accounting Standards Board (“FASB”) issued ASU 2016-02, Leases (Topic 842). This update requires a lessee to recognize on the balance sheet a liability to make lease payments and a corresponding right-of-use lease asset. The guidance also requires certain qualitative and quantitative disclosures about the amount, timing, and uncertainty of cash flows arising from leases. In July 2018, the FASB issued ASU 2018-11, Leases (Topic 842): Targeted Improvements, which provides another transition method no longer requiring application to previously reported periods. Therefore, prior period balances will not be restated. We have adopted Topic 842 during the first quarter of 2019 by recognizing right-of-use lease assets and lease liabilities of approximately $265.4 million and $273.3 million, respectively, on January 1, 2019. The adoption of this standard did not have a significant impact on our consolidated results of operations or consolidated statements of cash flows. Refer to Note 11, Leases, for further information.

In February 2018, the FASB issued ASU 2018-02, Reclassification of Certain Tax Effects From Accumulated Other Comprehensive Income, which amends existing guidance for reporting comprehensive income to reflect changes resulting from the Tax Cuts and Jobs Act of 2017 (“Tax Act”). The amendment provides the option to reclassify stranded tax effects resulting from the Tax Act within accumulated other comprehensive income (AOCI) to retained earnings. New disclosures will be required upon adoption, including the accounting policy for releasing income tax effects from AOCI, whether reclassification of stranded income tax effects is elected, and information about other income tax effect reclassifications. This amendment became effective for us on January 1, 2019. The adoption of this standard did not have a material impact on our consolidated financial statements and disclosures.

RECENTLY ISSUED ACCOUNTING STANDARDS
In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, and in November 2018 issued a subsequent amendment, ASU 2018-19, Codification Improvements to Topic 326, Financial Instruments - Credit Losses. This update significantly changes how entities will measure credit losses for most financial assets and certain other instruments that are not measured at fair value through net income. The update will replace today’s “incurred loss” approach with an “expected loss” model for instruments measured at amortized cost. ASU 2018-19 will affect loans, debt securities, trade receivables, net investments in leases, off balance sheet credit exposures, reinsurance receivables, and any other financial assets not excluded from the scope of this amendment that have the contractual right to receive cash. This update is effective for fiscal years and interim periods beginning after December 15, 2019, and is effective for our fiscal year beginning January 1, 2020. We are evaluating the impact of the new standard but do not believe its adoption will have a material impact on our consolidated financial position, results of operations, or cash flows.
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, 2018, includes a summary of the significant accounting policies and methods used in the preparation of our consolidated financial statements. We have expanded these policies below to effect the adoption of Accounting Standards Codification (“ASC”) 842 in the first quarter of 2019.
RIGHT-OF-USE LEASE ASSETS. Right-of-use lease assets are recognized upon lease commencement and represent our right to use an underlying asset for the lease term.
LEASE LIABILITIES. Lease liabilities are recognized at commencement date and represent our obligation to make the lease payments arising from a lease, measured on a discounted basis.
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”).
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.
v3.19.1
GOODWILL AND OTHER INTANGIBLE ASSETS (Tables)
3 Months Ended
Mar. 31, 2019
Goodwill and Intangible Assets Disclosure [Abstract]  
Schedule of Goodwill
The change in carrying amount of goodwill is as follows (in thousands):
 
NAST
 
Global Forwarding
 
All Other and Corporate
 
Total
December 31, 2018 balance(1)
$
1,016,784

 
$
182,029

 
$
60,109

 
$
1,258,922

Acquisitions

 
24,636

 

 
24,636

Translation
116

 
303

 
4

 
423

March 31, 2019 balance
$
1,016,900

 
$
206,968

 
$
60,113

 
$
1,283,981


____________________________________________
(1) Amounts have been reclassified to conform with the current year presentation as a result of the segment reorganization discussed in Note 9, Segment Reporting.

Schedule of Intangible Assets
Identifiable intangible assets consisted of the following (in thousands):
 
March 31, 2019
 
December 31, 2018
 
Cost
 
Accumulated Amortization
 
Net
 
Cost
 
Accumulated Amortization
 
Net
Finite-lived intangibles
 
 
 
 
 
 
 
 
 
 
 
Customer relationships
$
271,294

 
$
(165,447
)
 
$
105,847

 
$
254,293

 
$
(156,006
)
 
$
98,287

Non-competition agreements
300

 
(255
)
 
45

 
300

 
(240
)
 
60

Total finite-lived intangibles
271,594

 
(165,702
)
 
105,892

 
254,593

 
(156,246
)
 
98,347

Indefinite-lived intangibles
 
 
 
 
 
 
 
 
 
 
 
Trademarks
10,475

 

 
10,475

 
10,475

 

 
10,475

Total intangibles
$
282,069

 
$
(165,702
)
 
$
116,367

 
$
265,068

 
$
(156,246
)
 
$
108,822

Schedule of Amortization Expense
Amortization expense for other intangible assets is as follows (in thousands):
 
Three Months Ended March 31,
 
2019
 
2018
Amortization expense
$
9,293

 
$
9,399

Schedule of Finite-Lived Intangible Assets, Future Amortization Expense
Definite-lived intangible assets, by reportable segment, as of March 31, 2019, will be amortized over their remaining lives as follows (in thousands):
 
NAST
 
Global Forwarding
 
All Other and Corporate
 
Total
Remainder of 2019
$
5,853

 
$
23,115

 
$

 
$
28,968

2020
245

 
28,134

 

 
28,379

2021
245

 
14,612

 

 
14,857

2022
245

 
14,612

 

 
14,857

2023
245

 
12,015

 

 
12,260

Thereafter
223

 
6,348

 

 
6,571

Total
 
 
 
 
 
 
$
105,892

v3.19.1
FINANCING ARRANGEMENTS (Tables)
3 Months Ended
Mar. 31, 2019
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 of
 
 
 
Carrying value as of
 
 
March 31, 2019
 
December 31, 2018
 
Maturity
 
March 31, 2019
 
December 31, 2018
Revolving credit facility
 
%
 
3.64
%
 
October 2023
 
$

 
$
5,000

Senior Notes, Series A
 
3.97
%
 
3.97
%
 
August 2023
 
175,000

 
175,000

Senior Notes, Series B
 
4.26
%
 
4.26
%
 
August 2028
 
150,000

 
150,000

Senior Notes, Series C
 
4.60
%
 
4.60
%
 
August 2033
 
175,000

 
175,000

Receivables securitization facility (1)
 
3.14
%
 
3.15
%
 
December 2020
 
249,788

 
249,744

Senior Notes (1)
 
4.20
%
 
4.20
%
 
April 2028
 
591,817

 
591,608

Total debt
 
 
 
 
 
 
 
1,341,605

 
1,346,352

Less: Current maturities and short-term borrowing
 
 
 
 
 
 
 

 
(5,000
)
Long-term debt
 
 
 
 
 
 
 
$
1,341,605

 
$
1,341,352


____________________________________________
(1) Net of unamortized discounts and issuance costs.
v3.19.1
STOCK AWARD PLANS (Tables)
3 Months Ended
Mar. 31, 2019
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]  
Schedule of Employee Service Share-based Compensation, Allocation of Recognized Period Costs
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 March 31,
 
2019
 
2018
Stock options
$
4,249

 
$
5,002

Stock awards
11,744

 
12,212

Company expense on ESPP discount
1,130

 
920

Total stock-based compensation expense
$
17,123

 
$
18,134

Schedule of Share-based Compensation, Employee Stock Purchase Plan, Activity
The following is a summary of the employee stock purchase plan activity: 
Three Months Ended March 31, 2019
Shares purchased
by employees
 
Aggregate cost
to employees
 
Expense recognized
by the company
86,588

 
$
6,403,183

 
$
1,129,973

v3.19.1
ACQUISITIONS (Tables)
3 Months Ended
Mar. 31, 2019
Business Combinations [Abstract]  
Schedule of Finite-Lived Intangible Assets by Major Class
Identifiable intangible assets and estimated useful lives are as follows (dollars in thousands):
 
Estimated Life (years)
 
 
Customer relationships
7
 
$
16,439

v3.19.1
SEGMENT REPORTING (Tables)
3 Months Ended
Mar. 31, 2019
Segment Reporting [Abstract]  
Summary of Segment Information
Reportable segment information as of, and for the three months ended March 31, 2019 and 2018, is as follows (dollars in thousands):
 
NAST
 
Global Forwarding
 
All Other and Corporate
 
Consolidated
Three Months Ended March 31, 2019
 
 
 
 
 
 
 
Total revenues
$
2,796,784

 
$
537,567

 
$
416,859

 
$
3,751,210

Net revenues
486,550

 
127,236

 
65,014

 
678,800

Income (loss) from operations
211,283

 
14,203

 
(936
)
 
224,550

Depreciation and amortization
6,259

 
8,926

 
9,375

 
24,560

Total assets(1)
2,693,668

 
1,001,881

 
1,001,895

 
4,697,444

Average headcount
7,424

 
4,707

 
3,250

 
15,381

 
 
 
 
 
 
 
 
 
NAST
 
Global Forwarding
 
All Other and Corporate
 
Consolidated
Three Months Ended March 31, 2018(2)
 
 
 
 
 
 
 
Total revenues
$
2,908,419

 
$
553,754

 
$
463,154

 
$
3,925,327

Net revenues
438,402

 
123,037

 
64,486

 
625,925

Income from operations
179,637

 
8,221

 
3,727

 
191,585

Depreciation and amortization
6,331

 
8,909

 
9,001

 
24,241

Total assets(1)
2,593,648

 
805,184

 
908,944

 
4,307,776

Average headcount
7,298

 
4,767

 
3,023

 
15,088

____________________________________________
(1) All cash and cash equivalents are included in All Other and Corporate.
(2) Amounts have been reclassified to conform with the current year presentation.
v3.19.1
REVENUE FROM CONTRACTS WITH CUSTOMERS (Tables)
3 Months Ended
Mar. 31, 2019
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 for the three months ended March 31, 2019 and 2018 as follows:
 
Three Months Ended March 31, 2019
 
NAST
 
Global Forwarding
 
All Other and Corporate
 
Total
Major Service Lines
 
 
 
 
 
 
 
Transportation and logistics services
$
2,796,784

 
$
537,567

 
$
170,581

 
$
3,504,932

Sourcing

 

 
246,278

 
246,278

Total
$
2,796,784

 
$
537,567

 
$
416,859

 
$
3,751,210

 
 
 
 
 
 
 
 
Timing of Revenue Recognition
 
 
 
 
 
 
 
Performance obligations completed over time
$
2,796,784

 
$
537,567

 
$
170,581

 
$
3,504,932

Performance obligations completed at a point in time

 

 
246,278

 
246,278

Total
$
2,796,784

 
$
537,567

 
$
416,859

 
$
3,751,210

 
Three Months Ended March 31, 2018
 
NAST
 
Global Forwarding
 
All Other and Corporate
 
Total
Major Service Lines
 
 
 
 
 
 
 
Transportation and logistics services
$
2,908,419

 
$
553,754

 
$
175,467

 
$
3,637,640

Sourcing

 

 
287,687

 
287,687

Total
$
2,908,419

 
$
553,754

 
$
463,154

 
$
3,925,327

 
 
 
 
 
 
 
 
Timing of Revenue Recognition
 
 
 
 
 
 
 
Performance obligations completed over time
$
2,908,419

 
$
553,754

 
$
175,467

 
$
3,637,640

Performance obligations completed at a point in time

 

 
287,687

 
287,687

Total
$
2,908,419

 
$
553,754

 
$
463,154

 
$
3,925,327

v3.19.1
LEASES (Tables)
3 Months Ended
Mar. 31, 2019
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 is presented below as of and for the three months ended March 31, 2019 (dollars in thousands):

Lease Costs
 
Three Months Ended March 31, 2019
Operating lease expense
 
$
16,822

Short-term lease expense
 
2,341

Total lease expense
 
19,163

 
 
 
Other Lease Information
 
Three Months Ended March 31, 2019
Operating cash flows from operating leases
 
$
16,629

Right-of-use lease assets obtained in exchange for new lease liabilities
 
7,732

 
 
 
Lease Term and Discount Rate
 
As of March 31, 2019
Weighted average remaining lease term (in years)(1)
 
7.9

Weighted average discount rate
 
3.6
%
____________________________________________
(1) The weighted average remaining lease term is significantly impacted by a 15 year lease related to office space in Chicago, IL that commenced in 2018. Excluding this lease the weighted average remaining lease term of our agreements is 4.1 years.
Schedule of Maturity of Lease Liabilities
The maturity of lease liabilities as of March 31, 2019 were as follows (in thousands):
Maturity of Lease Liabilities
 
Operating Leases
Remaining 2019
 
$
47,221

2020
 
57,086

2021
 
44,737

2022
 
32,178

2023
 
22,851

Thereafter
 
103,621

Total lease payments
 
307,694

Less: Interest
 
(42,956
)
Present value of lease liabilities
 
$
264,738

Schedule of Minimum Future Lase Commitments Under Noncancelable Lease Agreements
Minimum future lease commitments under noncancelable lease agreements in excess of one year as of December 31, 2018, are as follows (in thousands):
2019
 
$
53,675

2020
 
47,680

2021
 
36,832

2022
 
27,644

2023
 
19,406

Thereafter
 
81,465

Total lease payments
 
$
266,702

v3.19.1
BASIS OF PRESENTATION (Details) - USD ($)
$ in Thousands
Mar. 31, 2019
Jan. 01, 2019
New Accounting Pronouncements or Change in Accounting Principle [Line Items]    
Right-of-use lease assets $ 257,034  
Lease liabilities $ 264,738  
ASU No. 2016-02    
New Accounting Pronouncements or Change in Accounting Principle [Line Items]    
Right-of-use lease assets   $ 265,400
Lease liabilities   $ 273,300
v3.19.1
GOODWILL AND OTHER INTANGIBLE ASSETS - Change in the Carrying Amount of Goodwill (Details)
$ in Thousands
3 Months Ended
Mar. 31, 2019
USD ($)
Goodwill [Roll Forward]  
Balance, beginning of period $ 1,258,922
Acquisitions 24,636
Translation 423
Balance, end of period 1,283,981
NAST  
Goodwill [Roll Forward]  
Balance, beginning of period 1,016,784
Acquisitions 0
Translation 116
Balance, end of period 1,016,900
Global Forwarding  
Goodwill [Roll Forward]  
Balance, beginning of period 182,029
Acquisitions 24,636
Translation 303
Balance, end of period 206,968
All Other and Corporate  
Goodwill [Roll Forward]  
Balance, beginning of period 60,109
Acquisitions 0
Translation 4
Balance, end of period $ 60,113
v3.19.1
GOODWILL AND OTHER INTANGIBLE ASSETS - Summary of Intangible Assets (Details) - USD ($)
$ in Thousands
Mar. 31, 2019
Dec. 31, 2018
Finite-lived intangibles    
Finite-lived intangibles, Cost $ 271,594 $ 254,593
Accumulated Amortization (165,702) (156,246)
Finite-lived intangibles, Net 105,892 98,347
Indefinite-lived intangibles    
Indefinite-lived intangibles 10,475 10,475
Total intangibles, Cost 282,069 265,068
Total intangibles, Net 116,367 108,822
Customer relationships    
Finite-lived intangibles    
Finite-lived intangibles, Cost 271,294 254,293
Accumulated Amortization (165,447) (156,006)
Finite-lived intangibles, Net 105,847 98,287
Non-competition agreements    
Finite-lived intangibles    
Finite-lived intangibles, Cost 300 300
Accumulated Amortization (255) (240)
Finite-lived intangibles, Net 45 60
Trademarks    
Indefinite-lived intangibles    
Indefinite-lived intangibles $ 10,475 $ 10,475
v3.19.1
GOODWILL AND OTHER INTANGIBLE ASSETS - Amortization Expense and Future Amortization (Details) - USD ($)
$ in Thousands
3 Months Ended
Mar. 31, 2019
Mar. 31, 2018
Dec. 31, 2018
Finite-Lived Intangible Assets [Line Items]      
Amortization expense $ 9,293 $ 9,399  
Estimated amortization expense      
Remainder of 2019 28,968    
2020 28,379    
2021 14,857    
2022 14,857    
2023 12,260    
Thereafter 6,571    
Finite-lived intangibles, Net 105,892   $ 98,347
NAST      
Estimated amortization expense      
Remainder of 2019 5,853    
2020 245    
2021 245    
2022 245    
2023 245    
Thereafter 223    
Global Forwarding      
Estimated amortization expense      
Remainder of 2019 23,115    
2020 28,134    
2021 14,612    
2022 14,612    
2023 12,015    
Thereafter 6,348    
All Other and Corporate      
Estimated amortization expense      
Remainder of 2019 0    
2020 0    
2021 0    
2022 0    
2023 0    
Thereafter $ 0    
v3.19.1
FAIR VALUE MEASUREMENT (Details) - Level 3 - USD ($)
Mar. 31, 2019
Dec. 31, 2018
Level 3 Fair Value    
Assets at fair value $ 0 $ 0
Liabilities at fair value $ 0 $ 0
v3.19.1
FINANCING ARRANGEMENTS - Components of Short-term and Long-term Debt (Details) - USD ($)
$ in Thousands
Mar. 31, 2019
Dec. 31, 2018
Debt Instrument [Line Items]    
Total debt $ 1,341,605 $ 1,346,352
Less: Current maturities and short-term borrowing 0 (5,000)
Long-term debt $ 1,341,605 $ 1,341,352
Line of Credit | Revolving credit facility | Revolving credit facility    
Debt Instrument [Line Items]    
Average interest rate as of 0.00% 3.64%
Total debt $ 0 $ 5,000
Senior Notes | Series A Notes    
Debt Instrument [Line Items]    
Average interest rate as of 3.97% 3.97%
Total debt $ 175,000 $ 175,000
Senior Notes | Series B Notes    
Debt Instrument [Line Items]    
Average interest rate as of 4.26% 4.26%
Total debt $ 150,000 $ 150,000
Senior Notes | Series C Notes    
Debt Instrument [Line Items]    
Average interest rate as of 4.60% 4.60%
Total debt $ 175,000 $ 175,000
Secured Debt | Receivables securitization facility    
Debt Instrument [Line Items]    
Average interest rate as of 3.14% 3.15%
Total debt $ 249,788 $ 249,744
Unsecured Debt | Senior Notes    
Debt Instrument [Line Items]    
Average interest rate as of 4.20% 4.20%
Total debt $ 591,817 $ 591,608
v3.19.1
FINANCING ARRANGEMENTS - Additional Information (Details)
3 Months Ended
Apr. 09, 2018
Mar. 31, 2019
USD ($)
Dec. 31, 2018
USD ($)
Dec. 17, 2018
USD ($)
Sep. 30, 2018
USD ($)
Aug. 27, 2013
USD ($)
Debt Instrument [Line Items]            
Long-term debt, fair value   $ 485,300,000        
Long-term debt   1,341,605,000 $ 1,346,352,000      
Line of Credit | Senior Unsecured Revolving Credit Facility 2019 Term Loan            
Debt Instrument [Line Items]            
Maximum borrowing capacity         $ 900,000,000  
Line of Credit | Amended Credit Agreement Due 2023            
Debt Instrument [Line Items]            
Maximum borrowing capacity   $ 1,000,000,000        
Line of Credit | Amended Credit Agreement Due 2023 | Federal Funds Rate            
Debt Instrument [Line Items]            
Basis spread on variable rate (percent)   0.50%        
Line of Credit | Amended Credit Agreement Due 2023 | LIBOR            
Debt Instrument [Line Items]            
Basis spread on variable rate (percent)   1.13%        
Line of Credit | Amended Credit Agreement Due 2023 | Minimum            
Debt Instrument [Line Items]            
Commitment fee (percent)   0.075%        
Line of Credit | Amended Credit Agreement Due 2023 | Maximum            
Debt Instrument [Line Items]            
Commitment fee (percent)   0.20%        
Unsecured Debt | Amended Credit Agreement Due 2023            
Debt Instrument [Line Items]            
Maximum leverage ratio   3.50        
Unsecured Debt | Senior Notes Due 2028            
Debt Instrument [Line Items]            
Long-term debt, fair value   $ 606,200,000        
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   $ 591,817,000 591,608,000      
Threshold for holders of principal outstanding to declare principal and unpaid interest payable (percent) 25.00%          
Senior Notes | Note Purchase Agreement            
Debt Instrument [Line Items]            
Maximum leverage ratio   3.00        
Debt instrument principal amount           $ 500,000,000
Maximum interest expense ratio   2.00        
Maximum priority debt to total assets ratio (percent)   15.00%        
Debt instrument, redemption price (percent)   100.00%        
Secured Debt | Receivables securitization facility            
Debt Instrument [Line Items]            
Long-term debt   $ 249,788,000 $ 249,744,000      
Secured Debt | Receivables securitization facility | Wells Fargo Bank N.A. and Bank Of America N.A.            
Debt Instrument [Line Items]            
Maximum borrowing capacity       $ 250,000,000    
v3.19.1
INCOME TAXES (Details) - USD ($)
$ in Thousands
3 Months Ended
Mar. 31, 2019
Mar. 31, 2018
Income Tax Disclosure [Abstract]    
Effective income tax (percent) 22.00% 21.30%
Tax impact of share-based payment awards resulting in decrease to tax provision $ 4,458 $ 6,224
Tax expense related to adjustments to the one-time transition tax required as part of Tax Act   $ 800
Estimated effect on income taxes payable from foreign earnings repatriated 15,200  
Unrecognized tax benefits and related interest and penalties, all of which would affect our effective tax rate if recognized 39,300  
Decrease in unrecognized tax benefits due to lapse of statute of limitations $ 3,000  
v3.19.1
STOCK AWARD PLANS - Summary of Total Compensation Expense Recognized in Statements of Operations for Stock-Based Compensation (Details) - USD ($)
3 Months Ended
Mar. 31, 2019
Mar. 31, 2018
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Stock-based compensation expense $ 17,123,000 $ 18,134,000
Stock options    
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Stock-based compensation expense 4,249,000 5,002,000
Stock awards    
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Stock-based compensation expense 11,744,000 12,212,000
Company expense on ESPP discount    
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Stock-based compensation expense $ 1,129,973 $ 920,000
v3.19.1
STOCK AWARD PLANS - Additional Information (Details) - USD ($)
3 Months Ended
Mar. 31, 2019
May 12, 2016
Compensation Related Costs Share Based Payments Disclosure [Line Items]    
Maximum employee contribution to purchase company stock $ 10,000  
Discount rate used to determine the purchase price 15.00%  
Stock Option    
Compensation Related Costs Share Based Payments Disclosure [Line Items]    
Maximum shares that can be granted under stock plan (shares)   13,041,803
Shares available for stock awards (shares) 1,421,642  
Stock award, vesting period 5 years  
Unrecognized compensation expense $ 51,700,000  
Restricted Stock Awards    
Compensation Related Costs Share Based Payments Disclosure [Line Items]    
Stock award, vesting period 5 years  
Unrecognized compensation expense $ 107,400,000  
Restricted Stock Awards | Minimum    
Compensation Related Costs Share Based Payments Disclosure [Line Items]    
Discount on outstanding grants (percent) 15.00%  
Restricted Stock Awards | Maximum    
Compensation Related Costs Share Based Payments Disclosure [Line Items]    
Discount on outstanding grants (percent) 21.00%  
v3.19.1
STOCK AWARD PLANS - Summary of Employee Stock Purchase Plan Activity (Details) - USD ($)
3 Months Ended
Mar. 31, 2019
Mar. 31, 2018
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Shares purchased by employees (shares) 86,588  
Aggregate cost to employees $ 6,403,183  
Expense recognized by the company 17,123,000 $ 18,134,000
Company expense on ESPP discount    
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Expense recognized by the company $ 1,129,973 $ 920,000
v3.19.1
ACQUISITIONS - Additional Information (Details) - USD ($)
$ in Thousands
3 Months Ended
Feb. 28, 2019
Mar. 31, 2019
Mar. 31, 2018
Business Acquisition [Line Items]      
Total purchase consideration. net of cash acquired   $ 44,143 $ 0
Goodwill recorded in acquisition   $ 24,636  
Space Cargo      
Business Acquisition [Line Items]      
Total purchase consideration. net of cash acquired $ 44,100    
Goodwill recorded in acquisition $ 24,600    
v3.19.1
ACQUISITIONS - Identifiable Intangible Assets and Estimated Useful Lives (Details) - Customer relationships - Space Cargo
$ in Thousands
Feb. 28, 2019
USD ($)
Business Acquisition [Line Items]  
Estimated Life (years) 7 years
Identifiable intangible assets $ 16,439
v3.19.1
SEGMENT REPORTING - Additional Information (Details)
3 Months Ended
Mar. 31, 2019
segment
Segment Reporting [Abstract]  
Number of reportable segments (segment) 2
v3.19.1
SEGMENT REPORTING - Reportable Segment Information (Details)
$ in Thousands
3 Months Ended
Mar. 31, 2019
USD ($)
employee
Mar. 31, 2018
USD ($)
employee
Dec. 31, 2018
USD ($)
Segment Reporting Information [Line Items]      
Total revenues $ 3,751,210 $ 3,925,327  
Net revenues 678,800 625,925  
Income (loss) from operations 224,550 191,585  
Depreciation and amortization 24,560 24,241  
Total assets $ 4,697,444 $ 4,307,776 $ 4,427,412
Average headcount (employee) | employee 15,381 15,088  
Operating Segments | NAST      
Segment Reporting Information [Line Items]      
Total revenues $ 2,796,784 $ 2,908,419  
Net revenues 486,550 438,402  
Income (loss) from operations 211,283 179,637  
Depreciation and amortization 6,259 6,331  
Total assets $ 2,693,668 $ 2,593,648  
Average headcount (employee) | employee 7,424 7,298  
Operating Segments | Global Forwarding      
Segment Reporting Information [Line Items]      
Total revenues $ 537,567 $ 553,754  
Net revenues 127,236 123,037  
Income (loss) from operations 14,203 8,221  
Depreciation and amortization 8,926 8,909  
Total assets $ 1,001,881 $ 805,184  
Average headcount (employee) | employee 4,707 4,767  
Operating Segments | All Other and Corporate      
Segment Reporting Information [Line Items]      
Total revenues $ 416,859 $ 463,154  
Net revenues 65,014 64,486  
Income (loss) from operations (936) 3,727  
Depreciation and amortization 9,375 9,001  
Total assets $ 1,001,895 $ 908,944  
Average headcount (employee) | employee 3,250 3,023  
v3.19.1
REVENUE FROM CONTRACTS WITH CUSTOMERS - Total Revenues Disaggregated by Major Service Line and Timing of Revenue (Details) - USD ($)
$ in Thousands
3 Months Ended
Mar. 31, 2019
Mar. 31, 2018
Disaggregation of Revenue [Line Items]    
Total revenues $ 3,751,210 $ 3,925,327
Transportation and logistics services    
Disaggregation of Revenue [Line Items]    
Total revenues 3,504,932 3,637,640
Transportation and logistics services | Performance obligations completed over time    
Disaggregation of Revenue [Line Items]    
Total revenues 3,504,932 3,637,640
Sourcing    
Disaggregation of Revenue [Line Items]    
Total revenues 246,278 287,687
Sourcing | Performance obligations completed at a point in time    
Disaggregation of Revenue [Line Items]    
Total revenues 246,278 287,687
Operating Segments | NAST    
Disaggregation of Revenue [Line Items]    
Total revenues 2,796,784 2,908,419
Operating Segments | Global Forwarding    
Disaggregation of Revenue [Line Items]    
Total revenues 537,567 553,754
Operating Segments | All Other and Corporate    
Disaggregation of Revenue [Line Items]    
Total revenues 416,859 463,154
Operating Segments | Transportation and logistics services | NAST    
Disaggregation of Revenue [Line Items]    
Total revenues 2,796,784 2,908,419
Operating Segments | Transportation and logistics services | NAST | Performance obligations completed over time    
Disaggregation of Revenue [Line Items]    
Total revenues 2,796,784 2,908,419
Operating Segments | Transportation and logistics services | Global Forwarding    
Disaggregation of Revenue [Line Items]    
Total revenues 537,567 553,754
Operating Segments | Transportation and logistics services | Global Forwarding | Performance obligations completed over time    
Disaggregation of Revenue [Line Items]    
Total revenues 537,567 553,754
Operating Segments | Transportation and logistics services | All Other and Corporate    
Disaggregation of Revenue [Line Items]    
Total revenues 170,581 175,467
Operating Segments | Transportation and logistics services | All Other and Corporate | Performance obligations completed over time    
Disaggregation of Revenue [Line Items]    
Total revenues 170,581 175,467
Operating Segments | Sourcing | NAST    
Disaggregation of Revenue [Line Items]    
Total revenues 0 0
Operating Segments | Sourcing | NAST | Performance obligations completed at a point in time    
Disaggregation of Revenue [Line Items]    
Total revenues 0 0
Operating Segments | Sourcing | Global Forwarding    
Disaggregation of Revenue [Line Items]    
Total revenues 0 0
Operating Segments | Sourcing | Global Forwarding | Performance obligations completed at a point in time    
Disaggregation of Revenue [Line Items]    
Total revenues 0 0
Operating Segments | Sourcing | All Other and Corporate    
Disaggregation of Revenue [Line Items]    
Total revenues 246,278 287,687
Operating Segments | Sourcing | All Other and Corporate | Performance obligations completed at a point in time    
Disaggregation of Revenue [Line Items]    
Total revenues $ 246,278 $ 287,687
v3.19.1
LEASES - Additional Information (Details) - USD ($)
$ in Thousands
3 Months Ended
Mar. 31, 2019
Jan. 01, 2019
Dec. 31, 2018
Lessee, Lease, Description [Line Items]      
Right-of-use lease assets $ 257,034    
Lease liabilities $ 264,738    
Weighted average remaining lease term, excluding Chicago office space (in years) 4 years 1 month 6 days    
ASU No. 2016-02      
Lessee, Lease, Description [Line Items]      
Right-of-use lease assets   $ 265,400  
Lease liabilities   $ 273,300  
Chicago Office Space      
Lessee, Lease, Description [Line Items]      
Lease term (in years)     15 years
v3.19.1
LEASES - Lease Data (Details)
$ in Thousands
3 Months Ended
Mar. 31, 2019
USD ($)
Lease Costs  
Operating lease expense $ 16,822
Short-term lease expense 2,341
Total lease expense 19,163
Other Lease Information  
Operating cash flows from operating leases 16,629
Right-of-use lease assets obtained in exchange for new lease liabilities $ 7,732
Lease Term and Discount Rate  
Weighted average remaining lease term (in years) 7 years 10 months 8 days
Weighted average discount rate (percent) 3.60%
v3.19.1
LEASES - Maturity of Lease Liabilities (Details)
$ in Thousands
Mar. 31, 2019
USD ($)
Maturity of Lease Liabilities  
Remaining 2019 $ 47,221
2020 57,086
2021 44,737
2022 32,178
2023 22,851
Thereafter 103,621
Total lease payments 307,694
Less: Interest (42,956)
Present value of lease liabilities $ 264,738
v3.19.1
LEASES - Minimum Future Lease Commitments Under Topic 840 (Details)
$ in Thousands
Dec. 31, 2018
USD ($)
Minimum Future Lease Commitments Payments Under Noncancelable Lease Agreements  
2019 $ 53,675
2020 47,680
2021 36,832
2022 27,644
2023 19,406
Thereafter 81,465
Total lease payments $ 266,702
v3.19.1
CHANGES IN ACCUMULATED OTHER COMPREHENSIVE LOSS (Details) - USD ($)
$ in Thousands
Mar. 31, 2019
Dec. 31, 2018
Stockholders' Equity Note [Abstract]    
Accumulated other comprehensive loss $ (66,638) $ (71,935)