AI brief of an SEC Form 8-K · RXO (RXO)

RXO agrees to be acquired by C.H. Robinson in cash-and-stock deal valued at $5.8 billion

Neutral Impact 5 of 5 m&a Written later

RXO entered into a merger agreement under which C.H. Robinson Worldwide will acquire RXO, with RXO becoming a wholly owned subsidiary. RXO stockholders can elect cash, stock or a standard mix, with an implied total consideration of $30.25 per share, and the deal is expected to close in the first half of 2027 subject to stockholder and regulatory approvals.

Key points

  • Implied total consideration of $30.25 per RXO share, based on C.H. Robinson's 16-day VWAP of $151.88 as of October 2, 2026, and a 29% premium to RXO's October 2, 2026 closing price.
  • Standard consideration is $17.25 in cash plus 0.0856 C.H. Robinson shares; all-cash option is $30.25; all-stock option is 0.1992 shares; overall mix is about 57% cash and 43% stock.
  • RXO must pay a $175 million termination fee in certain circumstances; outside date is July 4, 2027, extendable twice by three months.
  • MFN Partners LP, which holds about 17% of RXO, agreed to vote in favor of the transaction.

The filing

CompanyRXO (RXO)
Form8-K, current report
Filed with the SECOct 5, 2026, 8:17 AM ET
Accession number0001140361-26-038548

Items reported: 1.01 Material Definitive Agreement8.01 Other Events

Read the filing on SEC.gov ↗

Written by AI on Nov 8, 2026, 1:00 AM ET, from this filing only. Written later: this filing was briefed after the fact, when past filings were added to the site, so the brief may be read with hindsight; the filing itself is the record of what was known on October 05, 2026.

Briefs are written by AI from the filing text and can contain mistakes — open the filing before acting on anything. Impact (1-5) and tone are the AI's reading of the filing for shareholders, not a price forecast. Not investment advice.