RXO Completes Spin-Off from XPO

Begins Trading on New York Stock Exchange as Fourth Largest Broker of Full Truckload Freight Transportation in the United States

RXO (NYSE: RXO) began its first day of “regular way” trading on the New York Stock Exchange, officially completing its spin-off as an independent publicly traded company. RXO is the former tech-enabled brokered transportation platform of XPO (NYSE: XPO) and is the fourth largest full truckload broker in the United States. RXO’s leadership team and board members celebrated the launch by ringing the New York Stock Exchange’s Opening Bell^®.

Drew Wilkerson, chief executive officer of RXO, said, “Today is a landmark moment for our business. With the launch of RXO, we’ve established a standalone tech-enabled pure-play that will continue to thrive in any market. RXO is well-positioned to unlock value for our stakeholders.”

RXO launches with approximately 7,400 employees as part of its proven, asset-light model. The company’s core tech-enabled truck brokerage business connects customers to approximately 100,000 independent carriers and more than 1.5 million trucks across North America. Shippers access massive capacity on-demand through the company’s proprietary RXO Connect^™ digital brokerage platform, which incorporates machine learning and fully automates the brokerage process. RXO’s blue-chip customers span a wide variety of industries and include more than half of the Fortune 100 and more than 200 of the Fortune 500.

Separation Completion

Under the terms of the previously announced separation, XPO stockholders received one share of RXO common stock for every one share of XPO common stock held as of the close of business on the record date for the distribution, October 20, 2022. RXO shares were distributed at 12:01 a.m. Eastern Time on November 1, 2022, in a distribution that is intended to be tax-free to XPO stockholders for U.S. federal income tax purposes.

BofA Securities, Inc., Goldman Sachs & Co. LLC and Morgan Stanley & Co. LLC acted as financial advisors and Paul, Weiss, Rifkind, Wharton & Garrison LLP and Wachtell, Lipton, Rosen & Katz acted as legal advisors in connection with the separation.

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