xpo-20230331

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

___________________________________________

Form 10-Q

___________________________________________

(Mark One)


☒			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2023


☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from____________to____________

Commission File Number: 001-32172

_______________________________________________________

XPO, Inc.

(Exact name of registrant as specified in its charter)

_______________________________________________________


Delaware		03-0450326
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)
Five American Lane
Greenwich,	CT	06831
(Address of principal executive offices)		(Zip Code)

(855) 976-6951

(Registrant’s telephone number, including area code)

______________________________________________________________________________________________________________

N/A

______________________________________________________________________________________________________________

(Former name, former address and former fiscal year, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common stock, par value $0.001 per share

XPO

New York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer

☒

Accelerated filer

☐

Non-accelerated filer

☐

Smaller reporting company

☐

Emerging growth company

☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

As of April 28, 2023, there were 115,857,013 shares of the registrant’s common stock, par value $0.001 per share, outstanding.

XPO, Inc.

Quarterly Report on Form 10-Q

For the Quarterly Period Ended March 31, 2023

Table of Contents


			Page No.
Part I—Financial Information
Item 1. Financial Statements (Unaudited):
Condensed Consolidated Balance Sheets			1
Condensed Consolidated Statements of Income			2
Condensed Consolidated Statements of Comprehensive Income			3
Condensed Consolidated Statements of Cash Flows			4
Condensed Consolidated Statements of Changes in Equity			5
Notes to Condensed Consolidated Financial Statements			6
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations			15
Item 3. Quantitative and Qualitative Disclosures About Market Risk			21
Item 4. Controls and Procedures			22
Part II—Other Information
Item 1. Legal Proceedings			22
Item 1A. Risk Factors			22
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds			22
Item 3. Defaults Upon Senior Securities			22
Item 4. Mine Safety Disclosures			22
Item 5. Other Information			22
Item 6. Exhibits			23
Signatures			24

Table of Contents

Part I—Financial Information

Item 1. Financial Statements.

XPO, Inc.

Condensed Consolidated Balance Sheets

(Unaudited)


	March 31,		December 31,
(In millions, except per share data)	2023		2022
ASSETS
Current assets
Cash and cash equivalents	$	309	$	460
Accounts receivable, net of allowances of $48 and $43, respectively	1,019		954
Other current assets	221		199
Current assets of discontinued operations	16		17
Total current assets	1,565		1,630
Long-term assets
Property and equipment, net of $1,743 and $1,679 in accumulated depreciation, respectively	1,978		1,832
Operating lease assets	717		719
Goodwill	1,483		1,472
Identifiable intangible assets, net of $407 and $392 in accumulated amortization, respectively	396		407
Other long-term assets	209		209

Total long-term assets	4,783		4,639
Total assets	$	6,348	$	6,269
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities
Accounts payable	$	505	$	521
Accrued expenses	792		774
Short-term borrowings and current maturities of long-term debt	66		59
Short-term operating lease liabilities	110		107
Other current liabilities	58		30
Current liabilities of discontinued operations	15		16
Total current liabilities	1,546		1,507
Long-term liabilities
Long-term debt	2,478		2,473
Deferred tax liability	307		319
Employee benefit obligations	92		93
Long-term operating lease liabilities	606		606
Other long-term liabilities	264		259

Total long-term liabilities	3,747		3,750
Stockholders’ equity

Common stock, $0.001 par value; 300 shares authorized; 116 and 115 shares issued and outstanding as of March 31, 2023 and December 31, 2022, respectively	—		—
Additional paid-in capital	1,252		1,238
Retained earnings (accumulated deficit)	10		(4)
Accumulated other comprehensive loss	(207)		(222)


Total equity	1,055		1,012
Total liabilities and equity	$	6,348	$	6,269

See accompanying notes to condensed consolidated financial statements.

Table of Contents

XPO, Inc.

Condensed Consolidated Statements of Income

(Unaudited)


	Three Months Ended March 31,
(In millions, except per share data)		2023		2022
Revenue		$	1,907	$	1,894
Salaries, wages and employee benefits		762		725
Purchased transportation		457		510
Fuel, operating expenses and supplies		427		418
Operating taxes and licenses		15		16
Insurance and claims		44		56
Gains on sales of property and equipment		(3)		(1)
Depreciation and amortization expense		101		94

Transaction and integration costs		22		7
Restructuring costs		24		6
Operating income		58		63
Other income		(5)		(14)

Interest expense		42		37
Income from continuing operations before income tax provision		21		40
Income tax provision		4		8
Income from continuing operations		17		32
Income (loss) from discontinued operations, net of taxes		(3)		456



Net income attributable to XPO		$	14	$	488

Net income (loss) attributable to common shareholders
Continuing operations		$	17	$	32
Discontinued operations		(3)		456
Net income attributable to common shareholders		$	14	$	488

Earnings (loss) per share data
Basic earnings per share from continuing operations		$	0.15	$	0.28
Basic earnings (loss) per share from discontinued operations		(0.02)		3.97
Basic earnings per share attributable to common shareholders		$	0.13	$	4.25
Diluted earnings per share from continuing operations		$	0.15	$	0.28
Diluted earnings (loss) per share from discontinued operations		(0.02)		3.94
Diluted earnings per share attributable to common shareholders		$	0.13	$	4.22

Weighted-average common shares outstanding
Basic weighted-average common shares outstanding		116		115
Diluted weighted-average common shares outstanding		116		116

See accompanying notes to condensed consolidated financial statements.

Table of Contents

XPO, Inc.

Condensed Consolidated Statements of Comprehensive Income

(Unaudited)


	Three Months Ended March 31,
(In millions)		2023		2022
Net income		$	14	$	488

Other comprehensive income (loss), net of tax
Foreign currency translation gain (loss), net of tax effect of $8 and $(2)		$	13	$	(26)
Unrealized gain on financial assets/liabilities designated as hedging instruments, net of tax effect of $1 and $—		2		1

SEC Form 10-Q filed by XPO Inc.