Part I—Financial Information [Item 1. Financial Statements (Unaudited)](index=3&type=section&id=Item%201.%20Financial%20Statements%20(Unaudited)) GXO reported a 21% revenue increase to $2.98 billion in Q1 2025, primarily due to the Wincanton acquisition, but recorded a net loss of $95 million, impacted by acquisition-related costs and a significant regulatory expense [Condensed Consolidated Statements of Operations](index=3&type=section&id=Condensed%20Consolidated%20Statements%20of%20Operations) In Q1 2025, revenue grew to $2.98 billion from $2.46 billion year-over-year, but the operating loss widened to $56 million from $39 million, and the net loss attributable to GXO increased to $96 million, or ($0.81) per share, compared to a net loss of $37 million, or ($0.31) per share, in Q1 2024 Q1 2025 vs Q1 2024 Statement of Operations | (In millions, except per share) | Q1 2025 | Q1 2024 | | :--- | :--- | :--- | | **Revenue (in millions)** | $2,977 | $2,456 | | Direct Operating Expense (in millions) | $2,558 | $2,056 | | Operating Loss (in millions) | $(56) | $(39) | | Interest Expense, Net (in millions) | $(32) | $(13) | | Loss Before Income Taxes (in millions) | $(93) | $(46) | | **Net Loss Attributable to GXO (in millions)** | **$(96)** | **$(37)** | | **Diluted Loss Per Share** | **$(0.81)** | **$(0.31)** | [Condensed Consolidated Balance Sheets](index=5&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) As of March 31, 2025, total assets were $11.32 billion, a slight increase from year-end 2024, with cash and cash equivalents decreasing to $288 million, goodwill increasing to $3.62 billion, total debt rising to $2.72 billion, and total equity decreasing to $2.90 billion Balance Sheet Overview | (In millions) | March 31, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Cash and Cash Equivalents (in millions) | $288 | $413 | | Goodwill (in millions) | $3,623 | $3,549 | | **Total Assets (in millions)** | **$11,322** | **$11,266** | | Total Current Liabilities (in millions) | $3,370 | $3,189 | | Total Long-Term Debt (in millions) | $2,545 | $2,521 | | **Total Liabilities (in millions)** | **$8,418** | **$8,231** | | **Total Equity (in millions)** | **$2,904** | **$3,035** | [Condensed Consolidated Statements of Cash Flows](index=6&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) For Q1 2025, net cash provided by operating activities decreased to $29 million from $50 million, while net cash used in investing activities was $77 million, and net cash used in financing activities significantly increased to $66 million due to common stock repurchases Q1 2025 vs Q1 2024 Cash Flow Summary | (In millions) | Q1 2025 | Q1 2024 | | :--- | :--- | :--- | | Net Cash Provided by Operating Activities (in millions) | $29 | $50 | | Net Cash Used in Investing Activities (in millions) | $(77) | $(82) | | Net Cash Used in Financing Activities (in millions) | $(66) | $(8) | | **Net Decrease in Cash (in millions)** | **$(103)** | **$(45)** | - The primary use of cash in financing activities was **$106 million** for common stock repurchases, partially offset by **$56 million** in net borrowings under revolving credit facilities[20](index=20&type=chunk) [Notes to Condensed Consolidated Financial Statements](index=9&type=section&id=Notes%20to%20Condensed%20Consolidated%20Financial%20Statements) Key notes detail the Wincanton acquisition for approximately $958 million, adding $707 million in goodwill, with revenue primarily from the United Kingdom and Omnichannel retail, alongside a new $500 million stock repurchase plan and a $66 million expense for an Italian tax investigation Q1 2025 Revenue by Geography | Geography | Revenue (in millions) | | :--- | :--- | | United Kingdom | $1,391 | | United States | $752 | | Netherlands | $232 | | France | $186 | | Other | $416 | | **Total** | **$2,977** | Q1 2025 Revenue by Industry | Industry | Revenue (in millions) | | :--- | :--- | | Omnichannel retail | $1,422 | | Technology and consumer electronics | $393 | | Industrial and manufacturing | $362 | | Food and beverage | $314 | | Consumer packaged goods | $284 | | Other | $202 | | **Total** | **$2,977** | - The company completed the acquisition of Wincanton plc on April 29, 2024, for approximately **£762 million ($958 million)**, resulting in **$707 million** of goodwill, with transaction costs of **$21 million** incurred in Q1 2025[44](index=44&type=chunk)[45](index=45&type=chunk)[46](index=46&type=chunk) - On February 18, 2025, the board authorized a **$500 million** stock repurchase plan, with **2.8 million shares** repurchased for **$111 million** in Q1 2025[74](index=74&type=chunk)[75](index=75&type=chunk) - The company is under investigation by Italian authorities regarding VAT payments, having deposited **€84 million ($91 million)** as restricted cash and accrued a **€61 million ($66 million)** expense for this contingency in Q1 2025[90](index=90&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=25&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management attributes the 21% revenue growth in Q1 2025 primarily to the Wincanton acquisition, which contributed $487 million, while the increased operating loss was driven by higher operating costs, transaction expenses, and a $66 million regulatory charge, maintaining a strong liquidity position with $288 million in cash and $949 million in available borrowing capacity Q1 2025 vs Q1 2024 Results Summary | (In millions) | Q1 2025 | Q1 2024 | $ Change (in millions) | % Change | | :--- | :--- | :--- | :--- | :--- | | Revenue (in millions) | $2,977 | $2,456 | $521 | 21% | | Operating Loss (in millions) | $(56) | $(39) | $(17) | 44% | | Net Loss (in millions) | $(95) | $(36) | $(59) | n/m | - The increase in Q1 2025 revenue was primarily driven by **$487 million** from the Wincanton Acquisition[98](index=98&type=chunk) - A regulatory matter in Italy resulted in a **$66 million** expense in Q1 2025, related to the deductibility of certain VAT payments[104](index=104&type=chunk) - As of March 31, 2025, the company had **$288 million** in cash and cash equivalents and **$949 million** of available borrowing capacity under its revolving credit facilities[110](index=110&type=chunk) - A **$500 million** stock repurchase plan was authorized in February 2025, with approximately **$390 million** remaining authorized as of March 31, 2025[112](index=112&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=31&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company reports no material changes to its exposure to market risk for the three months ended March 31, 2025, compared to its 2024 Form 10-K, with key risks remaining related to variable rate debt and foreign currency fluctuations managed with derivative instruments - There have been no material changes to the company's exposure to market risk from those previously disclosed in the Form 10-K for the year ended December 31, 2024[124](index=124&type=chunk) [Controls and Procedures](index=31&type=section&id=Item%204.%20Controls%20and%20Procedures) Management, including the CEO and CFO, concluded that disclosure controls and procedures were effective as of March 31, 2025, noting the design and implementation of internal controls related to the newly acquired Wincanton plc as a change during the quarter - The CEO and CFO concluded that disclosure controls and procedures were effective as of March 31, 2025[125](index=125&type=chunk) - Changes in internal control over financial reporting included the design and implementation of controls related to the acquisition of Wincanton plc[126](index=126&type=chunk) Part II—Other Information [Legal Proceedings](index=33&type=section&id=Item%201.%20Legal%20Proceedings) The company refers to Note 14 of the financial statements for a detailed description of its legal proceedings, including information on an ongoing Italian VAT investigation - For a description of legal proceedings, the report refers to Note 14, "Commitments and Contingencies" in Part I, Item 1[128](index=128&type=chunk) [Risk Factors](index=33&type=section&id=Item%201A.%20Risk%20Factors) The company states that there are no material changes to the risk factors previously disclosed in its Form 10-K for the year ended December 31, 2024 - There are no material changes to the risk factors as previously disclosed in the Form 10-K for the year ended December 31, 2024[129](index=129&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=33&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) Under its $500 million stock repurchase plan announced in February 2025, the company repurchased approximately 2.77 million shares during the first quarter at an average price of $39.66 per share, with approximately $390 million remaining authorized - On February 18, 2025, the company's board authorized a stock repurchase plan of up to **$500 million**[130](index=130&type=chunk) Q1 2025 Share Repurchase Activity | Period | Total Shares Purchased | Average Price Paid Per Share | Approx. Value Remaining ($M) | | :--- | :--- | :--- | :--- | | Feb 1 - Feb 28 | 481,658 | $40.24 | $480.6 | | Mar 1 - Mar 31 | 2,284,053 | $39.53 | $390.3 | | **Total** | **2,765,711** | **$39.66** | **-** | [Exhibits](index=34&type=section&id=Item%206.%20Exhibits) This section lists the exhibits filed with the Form 10-Q, including a settlement agreement, forms of stock award agreements, CEO and CFO certifications, and Inline XBRL data files - Key exhibits filed include CEO and CFO certifications (Exhibits 31.1, 31.2, 32.1, 32.2) and various compensatory plan agreements[134](index=134&type=chunk)

Financial Data and Key Metrics Changes - GxO reported revenue of $3 billion for Q1 2025, representing a 21% year-over-year increase, with 3% of this growth being organic [6][14] - Adjusted EBITDA for the first quarter was $163 million, driven by productivity initiatives and the ramp-up of new facilities [15] - The company recorded a net loss of $95 million due to one-time charges related to regulatory matters and restructuring costs, but adjusted net income was $34 million when excluding these charges [15][16] Business Line Data and Key Metrics Changes - New business wins in the quarter totaled $228 million, with a sales pipeline of $2.5 billion, the highest in three years [7][10] - The healthcare sector saw significant growth, highlighted by a landmark contract with the UK National Health Service valued at $2.5 billion [8] - Customer satisfaction increased nearly 10% year-over-year, reflecting positive feedback from customer interviews [9] Market Data and Key Metrics Changes - All three regions delivered organic growth, with Continental Europe leading the way [14] - The North American business was the strongest region in Q1, benefiting from a favorable customer mix [42] - The UK business experienced slightly softer volumes than expected, attributed to new employment taxes, but showed signs of recovery moving into Q2 [44] Company Strategy and Development Direction - GxO's strategy focuses on expanding in high-growth verticals such as healthcare, aerospace, and defense, supported by recent acquisitions [9][10] - The company aims to leverage technology and automation to enhance operational efficiency and customer service [20][24] - GxO is not pursuing M&A in the near term, focusing instead on organic growth and integration of Wincanton [18] Management's Comments on Operating Environment and Future Outlook - Management reaffirmed guidance for organic growth and adjusted EBITDA for the full year 2025, despite macroeconomic volatility [13][47] - The company is confident in its long-term growth due to its diversified customer base and long-term contractual business model [12][25] - Management noted that the complexity of global trade dynamics has increased the demand for GxO's services [11][24] Other Important Information - GxO was named to the Forbes Diamond List in Poland and recognized as a top employer in the UK by the Financial Times [26] - The company authorized a $500 million share buyback program, purchasing 2.4% of shares outstanding during the quarter [18][110] Q&A Session Summary Question: Can you unpack the guidance scenario planning in the context of the uncertain macro environment? - Management indicated that the base case for guidance assumes flat volumes year-over-year in 2025, with confidence in maintaining EBITDA guidance even with potential volume declines [30] Question: How should we think about the impact of FX on results in 2025? - FX is expected to be a tailwind in 2026, with the company being fully hedged for Q2 2025 and about three-quarters hedged for Q3 [32] Question: Can you provide details on the NHS deal and its ramp-up? - The NHS deal is a landmark contract, with operations expected to commence in Q3 2025, and no significant startup costs anticipated [36][38] Question: What is the current state of inventory levels and customer feedback? - Elevated inventory levels were noted in North America, particularly in technology, but overall customer demand remains strong [48][49] Question: How do you view the risk of contract renewals as the pandemic's impact fades? - Management does not foresee a significant risk of contract renewals leading to a cliff effect, with typical contract periods around five years [55][56] Question: What are the expected cost savings from automation projects? - Initial cost savings from AI implementations have been recorded, with expectations for these savings to ramp up throughout 2025 [59][60] Question: How are conversations evolving regarding the sales pipeline in light of tariffs? - No material impact on the sales pipeline has been observed due to tariffs, with ongoing discussions leading to new contracts [66][68] Question: What is the timeline for the integration of Wincanton? - Integration is expected to commence in early summer 2025, with preparations already underway [84][86] Question: Can you discuss the dispute with the Italian tax authorities? - The current accrual related to the dispute is $66 million, with expectations for a settlement in 2025 that will not impact adjusted EPS [92][93]

Financial Data and Key Metrics Changes - GxO reported revenue of $3 billion for Q1 2025, representing a 21% year-over-year increase, with 3% of this growth being organic [5][12] - Adjusted EBITDA for the first quarter was $163 million, driven by a faster-than-expected ramp-up of new facilities and productivity initiatives [13] - The company recorded a net loss of $95 million, primarily due to one-time charges related to regulatory matters and restructuring costs [13][14] - Free cash flow reflected normal seasonality and the Wincanton acquisition, with a target of 25% to 35% adjusted EBITDA to free cash flow conversion for the full year [15] Business Line Data and Key Metrics Changes - New business wins in the quarter totaled $228 million, with a sales pipeline, excluding Wincanton, reaching a three-year high of $2.5 billion [6][8] - Customer satisfaction has increased nearly 10% since last year, indicating strong performance in existing customer relationships [7] - The healthcare sector has seen significant growth, highlighted by a landmark deal with the UK National Health Service valued at approximately $2.5 billion [6][40] Market Data and Key Metrics Changes - All three regions delivered organic growth, with Continental Europe leading the way [12] - The North American business was the strongest region in Q1, benefiting from a favorable customer mix [42] - Elevated inventory levels were noted in North America, particularly in large ticket items and fashion [48][102] Company Strategy and Development Direction - GxO's strategy focuses on expanding in high-growth verticals such as healthcare, aerospace, and defense, supported by recent acquisitions [6][7] - The company is committed to integrating Wincanton and realizing targeted cost synergies of $58 million [7][15] - GxO aims to enhance its tech-enabled warehouse capabilities, leveraging AI and automation to improve operational efficiencies [19][21] Management's Comments on Operating Environment and Future Outlook - Management reaffirmed guidance for organic growth and adjusted EBITDA for the full year 2025, despite macroeconomic volatility [11][46] - The company is confident in its long-term growth due to its diversified customer base and long-term contractual business model [10][24] - Management noted that the complexity of trade dynamics has increased the demand for GxO's services [9][10] Other Important Information - GxO was named to the Forbes Diamond List in Poland and recognized as a top employer in the UK by the Financial Times [25] - The company authorized a $500 million share buyback program, purchasing 2.4% of shares outstanding during the quarter [16][111] Q&A Session Summary Question: Guidance and Scenario Planning - Management indicated confidence in reaffirming guidance despite macro uncertainties, with a base case of flat volumes year-over-year in 2025 [29] Question: Impact of Foreign Exchange Rates - Management noted that FX will be a tailwind for 2026, with current hedging strategies in place for Q2 and Q3 2025 [30][31] Question: NHS Deal Background and Opportunities - The NHS deal is a landmark contract, with no significant startup costs anticipated due to extensive planning [38][40] Question: Inventory Levels and Customer Conversations - Elevated inventory levels were noted, particularly in North America, with customers managing through these changes [41][48] Question: Contract Renewals and Customer Satisfaction - Management does not foresee a significant risk of contract renewals leading to a cliff effect, citing high levels of customer satisfaction [55][58] Question: Cost Savings from Automation Projects - Initial cost savings from AI implementations have been recorded, with expectations for continued savings throughout 2025 [60][61] Question: Pipeline Building and Tariff Impact - No material impact from tariffs has been observed on the sales pipeline, with a strong pipeline of new business wins [66][68] Question: Seasonality and Earnings Ramp - Seasonality is expected to influence earnings, with a ramp in EBITDA anticipated as new facilities mature [99] Question: Exposure to Chinese Imports - Approximately a quarter of the retail business in the US is exposed to imports from China, but customers have diversified their supply chains effectively [102][103] Question: Direct Operating Expenses Outlook - Direct operating expenses are expected to stabilize as integration progresses, with a focus on improving profitability [108][109]

Financial Performance - GXO Logistics reported quarterly earnings of $0.29 per share, exceeding the Zacks Consensus Estimate of $0.26 per share, but down from $0.45 per share a year ago, representing an earnings surprise of 11.54% [1] - The company posted revenues of $2.98 billion for the quarter ended March 2025, surpassing the Zacks Consensus Estimate by 2.24%, compared to year-ago revenues of $2.46 billion [2] - Over the last four quarters, GXO has surpassed consensus EPS estimates three times and topped consensus revenue estimates four times [2] Stock Performance - GXO Logistics shares have declined approximately 13.1% since the beginning of the year, while the S&P 500 has decreased by 4.7% [3] - The current consensus EPS estimate for the upcoming quarter is $0.49 on revenues of $3.05 billion, and for the current fiscal year, it is $2.44 on revenues of $12.57 billion [7] Industry Outlook - The Transportation - Air Freight and Cargo industry, to which GXO belongs, is currently ranked in the bottom 23% of over 250 Zacks industries, indicating potential challenges ahead [8] - The performance of GXO Logistics may be influenced by the overall outlook for the industry, as research indicates that the top 50% of Zacks-ranked industries outperform the bottom 50% by more than 2 to 1 [8]

Financial Performance - Revenue reached $3 billion[14], with organic revenue up by 3%[14] - Adjusted EBITDA stood at $163 million[14] - Adjusted diluted EPS was $029[14] - Free cash flow was negative $(48) million[14] Growth and Pipeline - New business wins amounted to $228 million in annualized revenue[19] - The sales pipeline increased by 13% year-over-year to $25 billion[19] - $732 million of incremental revenue is expected for 2025 from contracts won through Q1 2025[19] Balance Sheet and Capital Allocation - Total debt was $272 billion[28], with net debt at $2439 billion[28] and a net leverage ratio of 30x[28] - Operating return on invested capital increased year-over-year to 45%[19] Future Outlook - The company reaffirmed its full-year 2025 guidance for organic revenue growth between 3% and 6%[11,29], adjusted EBITDA between $840 million and $860 million[29], and adjusted diluted EPS between $240 and $260[29] - $316 million of expected incremental revenue for 2026 won through 1Q 2025[27]

Increased first quarter revenue 21% year over year, to $3 billion, with organic revenue growth of 3%Grew sales pipeline to three-year high of $2.5 billion, excluding WincantonRepurchased 2.8 million sharesReaffirmed full-year 2025 organic revenue growth and adjusted EBITDA guidance GREENWICH, Conn. , May 07, 2025 (GLOBE NEWSWIRE) -- GXO Logistics, Inc. (NYSE: GXO) today announced results for the first quarter 2025. Malcolm Wilson, chief executive officer of GXO, said, “GXO delivered a strong first quarter. ...

"We signed $228 million of new business wins and our sales pipeline of $2.5 billion, excluding Wincanton, stands at its highest level in three years. We've finalized a landmark deal with England's National Health Service Supply Chain. This is our largest-ever contract and carries a total lifetime value of about $2.5 billion. "To date, we've secured over $700 million of incremental revenue for 2025, and have an additional $300 million already won for 2026. In a dynamic trade environment, customers need a rel ...

Core Insights - GXO Logistics has secured a landmark 10-year, $2.5 billion contract with the UK's National Health Service (NHS), significantly expanding its presence in healthcare logistics [1][2] - The company aims to leverage this agreement as a springboard for further growth in the healthcare sector across the U.K., U.S., and Europe [2] - GXO's logistics solutions are tailored to meet the complex needs of healthcare logistics, including critical fulfillment and inventory management for hospital supplies and medical devices [3] Company Overview - GXO Logistics is the world's largest pure-play contract logistics provider, benefiting from the rapid growth of e-commerce, automation, and outsourcing [4] - The company operates over 1,000 facilities totaling approximately 200 million square feet and employs more than 150,000 team members [4] - GXO partners with leading blue-chip companies to address complex logistics challenges using technologically advanced supply chain solutions [4] Strategic Initiatives - GXO will manage 8 NHS Supply Chain distribution centers and a dedicated fleet of over 300 vehicles to provide modern logistics solutions [2] - The company has also initiated a multi-year agreement with Siemens Healthineers in the U.S. to expand its Forward Stocking Network, including new 'Mega Depots' [2] - GXO has signed additional agreements with large healthcare brands in Europe, further enhancing its healthcare logistics footprint [2] Operational Focus - GXO's logistics solutions ensure full visibility of inventory and orders while managing hundreds of thousands of sensitive, high-value SKUs [3] - The company emphasizes time-sensitive and emergency deliveries, process standardization, data accuracy, and regulatory compliance to enhance patient care [3]

New agreement creates strategic growth opportunities for both companies while delivering industry-leading supply chain solutions for customers GREENWICH, Conn. and DALLAS, Texas, May 05, 2025 (GLOBE NEWSWIRE) -- GXO Logistics, Inc. (NYSE: GXO), the world's largest pure-play contract logistics provider, and Blue Yonder, the world leader in end-to-end digital supply chain transformation, announced today a global multi-year strategic agreement to deploy new end-to-end logistics software solutions that will enh ...

Wall Street expects a year-over-year decline in earnings on higher revenues when GXO Logistics (GXO) reports results for the quarter ended March 2025. While this widely-known consensus outlook is important in gauging the company's earnings picture, a powerful factor that could impact its near-term stock price is how the actual results compare to these estimates.The earnings report, which is expected to be released on May 7, 2025, might help the stock move higher if these key numbers are better than expectat ...