Core Insights - Shiplify has announced a strategic partnership with RXO to enhance accessorial revenue identification for LTL customers, improving transparency in the billing process [1][10] - The integration of Shiplify's AI-driven data with RXO's RXO Connect™ platform provides customers with actionable insights and operational efficiency [2][3] Company Overview - Shiplify specializes in accessorial revenue identification for carriers, shippers, and 3PL providers, offering real-time location data to streamline shipping operations [5] - RXO is a leading provider of asset-light transportation solutions, offering tech-enabled truck brokerage services and other logistics solutions across North America [6] Partnership Benefits - The partnership enhances delivery insights by identifying key attributes such as forklift accessibility and multi-tenant locations, ensuring efficient operations [2][9] - Shiplify's data capture helps RXO customers avoid unexpected challenges and fees associated with limited access and residential deliveries [9][10] Technology Integration - RXO has been utilizing AI and machine learning for over a decade, and the integration with Shiplify further refines logistics operations through improved data accuracy [3][8] - The partnership includes a feedback loop mechanism to ensure data accuracy, allowing users to report issues that can be resolved within 24 hours [10]

Shares of RXO Inc. NYSE: RXO are up more than 20% on the week, something investors probably didn't see coming out of the 'boring' transportation sector. This sector is notorious for having a low beta, English for low volatility. RXO stock has a beta below 1.0, meaning the company's stock price will move less than the daily move in the broader S&P 500 index. RXO 52-Week Range $16.94 Price Target $19.90 Get United Parcel Service alerts: The transportation industry is due for a change, particularly the trucklo ...

The company is buying the brokerage business of UPS. Building scale RXO, which was spun out of trucking company XPO in November 2022, is focused on brokerage, or connecting customers in need of shipping services to shippers. The deal would make RXO the third-largest U.S. broker, adding about 15,000 customers to its existing 4,000 and pushing RXO deeper into verticals including food and beverage. "RXO's highly accretive acquisition of Coyote will immediately increase the scale of our brokerage business, prov ...

Key Takeaways RXO shares soared in intraday trading Monday, a day after the package delivery firm agreed to buy UPS's freight brokerage unit, Coyote Logistics, for $1.025 billion. RXO said the acquisition would created the third-largest brokered transportation provider in North America, and be immediately accreditive to its adjusted EPS and adjusted free cash flow. UPS explained that the deal would help the company focus more on its core business. RXO (RXO) shares soared in intraday trading Monday, a day af ...

Exhibit 2.1 EXECUTION VERSION PURCHASE AGREEMENT BY AND BETWEEN UNITED PARCEL SERVICE OF AMERICA, INC., UPS CORPORATE FINANCE S.À R.L., UPS SCS (UK) LTD. AND RXO, INC. Dated as of June 21, 2024 TABLE OF CONTENTS | | | Page | | --- | --- | --- | | ARTICLE I DEFINITIONS | | 2 | | Section 1.1 | Definitions | 2 | | Section 1.2 | Other Definitions | 20 | | Section 1.3 | Construction | 22 | | ARTICLE II PURCHASE AND SALE | | 23 | | Section 2.1 | Purchase and Sale of Equity Interests | 23 | | Section 2.2 | Purchas ...

Monty Rakusen Summary Following my coverage on RXO, Inc. (NYSE:RXO) in Dec'23, which I reiterated a hold rating as I was worried about the pricing headwinds despite positive indicators for a volume recovery, this post is to provide an update on my thoughts on the business and stock. I am upgrading my recommendation from hold to buy as I see greater visibility to a recovery in the coming years, with expectations that RXO can accelerate growth to 20% in FY26 and EBITDA margins to hit 6%. Investment thesis On ...

[Part I—Financial Information](index=4&type=section&id=Part%20I%E2%80%94Financial%20Information) [Item 1. Financial Statements](index=4&type=section&id=Item%201.%20Financial%20Statements) The company reported a **$15 million** net loss in Q1 2024, a decline from break-even, with total assets at **$1.80 billion** and operating cash flow at **$7 million** Q1 2024 Key Financial Metrics | Metric | Q1 2024 (in millions) | Q1 2023 (in millions) | | :--- | :--- | :--- | | **Revenue** | $913 | $1,010 | | **Operating Income (Loss)** | $(12) | $5 | | **Net Income (Loss)** | $(15) | $0 | | **Diluted EPS** | $(0.13) | $0.00 | Balance Sheet Summary | Account | March 31, 2024 (in millions) | Dec 31, 2023 (in millions) | | :--- | :--- | :--- | | **Total Current Assets** | $770 | $796 | | **Total Assets** | $1,799 | $1,825 | | **Total Current Liabilities** | $674 | $682 | | **Total Liabilities** | $1,217 | $1,231 | | **Total Equity** | $582 | $594 | Cash Flow Summary | Activity | Q1 2024 (in millions) | Q1 2023 (in millions) | | :--- | :--- | :--- | | **Net Cash from Operating Activities** | $7 | $42 | | **Net Cash used in Investing Activities** | $(11) | $(12) | | **Net Cash from (used in) Financing Activities** | $6 | $(8) | [Notes to Condensed Consolidated Financial Statements](index=10&type=section&id=Notes%20to%20Condensed%20Consolidated%20Financial%20Statements) The notes detail the company's brokered transportation platform, revenue disaggregation, debt, and legal contingencies, including Q1 2024 restructuring charges - RXO operates as a technology-driven, asset-light brokered transportation platform, with its core business in truck brokerage, complemented by managed transportation, last mile, and freight forwarding services[24](index=24&type=chunk) Revenue by Service Offering (Q1 2024 vs Q1 2023) | Service Offering | Q1 2024 (in millions) | Q1 2023 (in millions) | | :--- | :--- | :--- | | Truck brokerage | $564 | $600 | | Last mile | $232 | $240 | | Managed transportation | $97 | $117 | | Freight forwarding | $55 | $80 | - The company recorded restructuring charges of **$11 million** in Q1 2024, primarily for severance and facility costs, with a remaining liability of **$12 million** expected to be paid within twelve months[33](index=33&type=chunk) - The company is involved in several class action lawsuits alleging misclassification of independent contractors in its last mile business. The company believes the claims are without merit but is unable to estimate the possible loss or range of loss[50](index=50&type=chunk)[53](index=53&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=16&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Revenue declined **9.6%** due to lower rates and volumes, causing margin compression, with a credit facility amendment providing increased financial flexibility - Revenue for Q1 2024 decreased by **9.6% to $913 million** from $1,010 million in Q1 2023[69](index=69&type=chunk) - The revenue decline was driven by a **$36 million decrease in truck brokerage** (15% lower revenue per load, partially offset by 11% higher volume), a **$25 million decrease in freight forwarding**, and a **$20 million decrease in managed transportation**[69](index=69&type=chunk) - Cost of transportation and services as a percentage of revenue increased from **75.1% to 76.6%** year-over-year, primarily due to margin pressure in the truck brokerage segment[70](index=70&type=chunk) - The company amended its Revolver in April 2024 to temporarily increase the maximum consolidated leverage ratio, raising it to **4.25:1.00** for the quarters ending June 30 and September 30, 2024[80](index=80&type=chunk) [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=21&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) No material changes occurred in market risk exposures, including foreign currency, commodity, interest rate, and fuel price risks, since the 2023 Form 10-K - There have been no material changes to the company's market risk exposures related to foreign currency, commodity prices, interest rates, or fuel prices since the 2023 Form 10-K[86](index=86&type=chunk) [Item 4. Controls and Procedures](index=21&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded disclosure controls and procedures were effective as of March 31, 2024, with no material changes to internal control over financial reporting - The CEO and CFO concluded that the company's disclosure controls and procedures were effective as of March 31, 2024[87](index=87&type=chunk) - No material changes were made to the company's internal control over financial reporting during the first quarter of 2024[88](index=88&type=chunk) [Part II—Other Information](index=22&type=section&id=Part%20II%E2%80%94Other%20Information) [Item 1. Legal Proceedings](index=22&type=section&id=Item%201.%20Legal%20Proceedings) This section refers to Note 9 of the financial statements for details on legal proceedings, including misclassification claims against its last mile subsidiary - For information on legal proceedings, the report directs readers to Note 9—Commitments and Contingencies in the financial statements[90](index=90&type=chunk) [Item 1A. Risk Factors](index=22&type=section&id=Item%201A.%20Risk%20Factors) No material changes to the company's risk factors were reported since the 2023 Form 10-K - There have been no material changes to the company's risk factors as disclosed in the 2023 Form 10-K[91](index=91&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=22&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) No unregistered securities were issued, and no shares were repurchased in Q1 2024, with **$123 million** remaining for future repurchases - No unregistered securities were issued in the three months ended March 31, 2024[92](index=92&type=chunk) - The company did not repurchase any shares during Q1 2024. As of March 31, 2024, **$123 million** remains authorized under the share repurchase program[93](index=93&type=chunk) [Item 6. Exhibits](index=23&type=section&id=Item%206.%20Exhibits) Exhibits filed include CEO and CFO certifications as required by the Sarbanes-Oxley Act - Exhibits filed with the report include certifications from the Principal Executive Officer and Principal Financial Officer as required by the Sarbanes-Oxley Act[98](index=98&type=chunk)

RXO, Inc. (NYSE:RXO) Q1 2024 Earnings Conference Call May 2, 2024 8:00 AM ET Company Participants Drew Wilkerson - CEO James Harris - CFO Jared Weisfeld - CSO Conference Call Participants Stephanie Moore - Jefferies Tom Wadewitz - UBS Scott Schneeberger - Oppenheimer Brandon Oglenski - Barclays Ken Hoexter - Bank of America Jason Seidl - TD Cowen Ravi Shanker - Morgan Stanley Jordan Alliger - Goldman Sachs Daniel Imbro - Stephens Inc. Kevin Gainey - Thompson Davis Operator Welcome to the 1Q 2024 RXO Earning ...

– LTL: up more than 30% 14 7 Diverse exposure across attractive end markets Adjusted diluted earnings (loss) per share 2 $ (0.03) $ 0.11 Financial reconciliations (cont.) RXO • Stock-based compensation: $24-$26M 3 16 1 See the "Non-GAAP financial measures" section. 2 Includes the cash component of these line items. 3 Adjusted EBITDA for all periods presented is reconciled above. 4 Free cash flow conversion from adjusted EBITDA is calculated as free cash flow divided by adjusted EBITDA. 5 Adjusted free cash ...

Business Model and Operations - The company operates an asset-light business model that generates strong free cash flow and high returns on invested capital[26]. - The proprietary RXO Connect™ digital brokerage platform enhances service delivery and operational productivity, leveraging advanced technology for real-time freight management[29]. - The company’s managed transportation service includes bespoke load planning and performance monitoring, enhancing revenue synergy across its service offerings[19]. - The company’s last mile service is the largest provider of outsourced last mile transportation for heavy goods in the U.S., serving a diverse customer base[20]. - The company benefits from a long-tenured customer base across various sectors, including e-commerce and retail, which supports revenue stability[26]. - The company aims to capitalize on increasing broker penetration in the for-hire trucking industry, driven by shippers' growing preference for digital brokerage services[30]. - The company’s freight forwarding service covers approximately 150 countries and territories, enhancing its global reach and operational capabilities[21]. Financial Performance and Customer Base - The top 20 customers accounted for approximately 38% of the company's revenue in 2023, with the largest customer contributing about 9.5%[32]. - The top five customers accounted for approximately 21% of the company's total revenue for the year ended December 31, 2023, with the largest customer representing about 9.5%[115]. - The company has experienced higher volumes in the fourth quarter due to peak season demand from consumer sectors[53]. - RXO's volumes typically increase in the fourth quarter due to peak season demand from customers in consumer sectors[53]. Workforce and Employee Engagement - As of December 31, 2023, the company operated with a total workforce of 8,432, including 6,051 full-time and part-time employees and 2,381 temporary workers[56]. - 45% of the company's employees are in hourly roles, while 55% are in salaried positions, with approximately 38% of employees being female[56]. - The company has a strong commitment to diversity, equity, and inclusion, encouraging employees to bring their authentic selves to work[57]. - RXO's total rewards program is designed to attract and retain talent, providing competitive compensation and benefits from day one[59]. - The company has a focus on professional development and offers numerous career development opportunities, including workshops and leadership training[58]. Regulatory and Compliance - The company is subject to various federal and state regulations, including those related to emissions and independent contractor classifications, which could impact operational costs and legal exposure[49][50]. - RXO's operations are subject to various regulations, including those from the Federal Motor Carrier Safety Administration and state regulations affecting motor carriers[38][40]. - The company is subject to environmental regulations concerning hazardous materials and emissions, with a focus on compliance and risk management[50][51]. - The company maintains insurance for various liabilities, including commercial automobile liability and workers' compensation, with coverage limits deemed reasonable based on historical claims[52]. Market Conditions and Risks - The transportation services industry is highly competitive, with risks including reduced revenues and profit margins due to competition from other companies and pricing pressures during economic downturns[69]. - Economic recessions can significantly impact demand for transportation services, leading to reduced revenues and increased competition for pricing[70]. - Fluctuations in fuel prices can materially affect profitability, as fuel expenses are a major cost for independent contractors and third-party carriers[73]. - A reduction in overall freight volume can limit growth opportunities, and financial distress among customers may lead to increased working capital needs[75]. - Labor disputes and organizing efforts could disrupt operations, negatively impacting revenues and customer relationships[87]. - The company relies on third-party carriers for operations, and any changes in their classification as independent contractors could increase operational costs and liabilities[83]. - Cybersecurity risks pose a threat to the company's operations, with potential breaches leading to operational difficulties and reputational harm[93]. - Changes in international trade policies and tariffs could adversely affect global transportation volumes and customer demand[75]. Corporate Structure and Governance - The company completed its separation from XPO, Inc. on November 1, 2022, and began trading on the New York Stock Exchange under the ticker symbol "RXO"[22]. - RXO began regular trading as a standalone public company on November 1, 2022, with historical financial information not necessarily indicative of future results[122]. - RXO's historical financial results included allocations of corporate expenses from XPO, which may be less than the expenses incurred as a separate entity[123]. - RXO may face increased volatility in cash flows and working capital requirements post-Separation, potentially necessitating additional financing[123]. - The company has a strong governance structure and commitment to employee engagement, which supports its operational effectiveness and corporate culture[54]. - RXO's amended and restated certificate of incorporation includes provisions that may deter hostile takeovers, potentially affecting stockholder interests[136]. - The Separation may trigger tax liabilities under Section 355(e) of the Internal Revenue Code, with RXO required to indemnify XPO for such taxes[138]. - RXO's exclusive forum provision may discourage lawsuits against the company and its directors[139].