RXO (RXO) investor relations material

Executive summary

• Q3 revenue rose 31.7% YoY to $1.871B; net income was $3M versus a $14M loss, and operating income was $17M versus a $7M loss.

• Exceeded the high end of Q3 profit outlook, with Brokerage outperformance, market-share gains and strength in Complementary Services.

• Higher freight rates and fuel prices lifted revenue, while tight carrier capacity pushed transportation costs up as a share of revenue.

• A pending C.H. Robinson stock-and-cash acquisition implies $5.8B at announcement and is expected to close in H1 2027, subject to approvals and other conditions.

Financial highlights

• Q3 revenue was $1.871B, up $450M or 31.7% YoY; 9M revenue was $5.070B, up $797M or 18.7%.

• Q3 GAAP net income was $3M and diluted EPS was $0.02, versus a $14M net loss and $(0.08) diluted EPS YoY.

• Q3 adjusted EBITDA was $51M versus $32M; adjusted net income was $16M versus $2M, and adjusted diluted EPS was $0.09 versus $0.01.

• 9M operating loss narrowed to $10M from $37M; net loss narrowed to $42M from $54M, with diluted EPS of $(0.25) versus $(0.32).

• 9M operating cash flow was a $22M use, versus $44M provided in 2025, primarily due to higher working-capital needs from increased revenue.

Outlook and guidance

• Management cited strong momentum heading into Q4 and maintained customer focus and service delivery priorities as the pending acquisition proceeds.

• The proposed C.H. Robinson transaction is expected to close in H1 2027, subject to stockholder and regulatory approvals and customary conditions.

• Fixed consideration in remaining performance obligations was $51M at September 30, 2026; ~100% is expected to be recognized over the next four years.

• Available liquidity and capital sources were assessed as sufficient to support operations over the next 12 months and thereafter for the foreseeable future.