Board Approves Separation of RXO, Inc. from XPO Logistics, Inc.

October 10, 2022  by HFBusiness Staff in Business Strategy, Industry   

RXO will be the fourth largest broker of full truckload freight transportation in the United States, with a proprietary digital freight marketplace, access to massive truckload capacity and complementary brokered services for managed transportation, last mile and freight forwarding.

XPO will be a provider of less-than-truckload transportation in North America, with a European transportation business that the company plans to divest.

Brad Jacobs, chairman and chief executive officer of XPO Logistics, said, “I’m extremely pleased that our spin-off has board approval and is moving toward a Nov. 1 distribution for our shareholders. XPO and RXO will each benefit from a strong board of directors who bring valuable perspectives to the growth strategy.”

The appointment of a new slate of XPO board members has been finalized as follows, effective with the separation. Six of the eight directors are independent.

Brad Jacobs will continue to lead the board, and Johnny C. Taylor, Jr., Allison Landry, Jason Aiken, and Michael Jesselson will remain as directors. Jacobs will serve as executive chairman, as previously announced.

Taylor will serve as lead independent director and will chair the Compensation Committee. Landry will serve as vice chairman and will chair the Nominating, Governance and Sustainability Committee. Aiken will chair the Audit Committee.

Three additional directors have been named to the XPO board:

• Bella Allaire is executive vice president of technology and operations with Raymond James Financial, and the former chief information officer of UBS Wealth Management Americas.
   
• Mario Harik will become XPO’s chief executive officer upon completion of the spin-off. He currently serves as president, less-than-truckload – North America, and chief information officer.
   
• Irene Moshouris is senior vice president and treasurer of United Rentals, and formerly served in finance management roles with Avon Products and GTE Corporation.

On Oct. 22 at the close of business, there will be a pro rata distribution of all outstanding shares of RXO common stock to XPO’s. If the distribution is completed, each XPO stockholder will receive one (1) share of RXO common stock for every one (1) share of XPO common stock held on the record date.

XPO will continue to trade on the New York Stock Exchange under the ticker symbol “XPO” and RXO will trade regular way on the New York Stock Exchange under the symbol “RXO.”

The distribution of RXO common stock is expected to be completed at 12:01 a.m. on Nov. 1.