8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report: April 25, 2017

(Date of earliest event reported)

C.H. ROBINSON WORLDWIDE, INC.

(Exact name of registrant as specified in its charter)

Commission File Number: 000-23189

Delaware	41-1883630
(State or other jurisdiction of incorporation)	(IRS Employer Identification No.)

14701 Charlson Road, Eden Prairie, MN 55347

(Address of principal executive offices, including zip code)

(952) 937-8500

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an “emerging growth company” (as defined in Section 2(a)(19) of the Securities Act).    Yes  ☐    No  ☒

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 7(a)(2)(B) of the Securities Act.    Yes  ☐     No  ☐

Item 2.02. Results of Operations and Financial Condition.

The following information is being “furnished” in accordance with General Instruction B.2 of Form 8-K and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.

Furnished herewith as Exhibits 99.1 and 99.2, respectively, and incorporated by reference herein are the text of C.H. Robinson Worldwide, Inc.’s announcement regarding its financial results for the quarter ended March 31, 2017 and its earnings conference call slides.

Item 9.01 Financial Statements and Exhibits.

(d)  Exhibits.

99.1	Press Release dated April 25, 2017 of C.H. Robinson Worldwide, Inc.
99.2	Earnings conference call slides dated April 26, 2017

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

C.H. ROBINSON WORLDWIDE, INC.
By:	/s/ Ben G. Campbell
	Ben G. Campbell Chief Legal Officer and Secretary

Date: April 25, 2017

EXHIBIT INDEX

99.1	Press Release dated April 25, 2017 of C.H. Robinson Worldwide, Inc.
99.2	Earnings conference call slides dated April 26, 2017

EX-99.1

Exhibit 99.1

C.H. Robinson Worldwide, Inc.

14701 Charlson Road

Eden Prairie, Minnesota 55347

Andrew Clarke, Chief Financial Officer (952) 683-3474

Tim Gagnon, Director, Investor Relations (952) 683-5007

FOR IMMEDIATE RELEASE

C.H. ROBINSON REPORTS FIRST QUARTER RESULTS

MINNEAPOLIS, April 25, 2017 – C.H. Robinson Worldwide, Inc. (“C.H. Robinson”) (NASDAQ: CHRW), today reported financial results for the quarter ended March 31, 2017. This table of summary results presents our service line net revenues consistent with our historical presentation and is on an enterprise basis. The service line net revenues in the table differ from the segment service line net revenues discussed below as our segments have revenues from multiple service lines. Summarized financial results are set forth in the following table (dollars in thousands, except per share data).

	Three months ended March 31,
	2017		2016		% change
Total revenues	$	3,415,125	$	3,073,943		11.1	%
Net revenues:
Transportation
Truckload	$	304,122	$	321,684		-5.5	%
LTL		97,623		91,293		6.9	%
Intermodal		7,492		9,264		-19.1	%
Ocean		62,875		58,669		7.2	%
Air		21,817		18,409		18.5	%
Customs		16,078		10,724		49.9	%
Other logistics services		28,151		24,023		17.2	%
Total transportation		538,158		534,066		0.8	%
Sourcing		30,408		29,269		3.9	%
Total net revenues		568,566		563,335		0.9	%
Operating expenses		380,608		364,383		4.5	%
Income from operations		187,958		198,952		-5.5	%
Net income	$	122,080	$	118,963		2.6	%
Diluted EPS	$	0.86	$	0.83		3.6	%

Our total revenues increased 11.1 percent in the first quarter of 2017 compared to the first quarter of 2016. The increase in total revenues was driven by volume growth across all of our transportation services. Our total net revenues increased 0.9 percent in the first quarter of 2017 compared to the first quarter of 2016. APC Logistics (“APC”), which was acquired at the close of business on September 30, 2016, represented approximately two percent of our total net revenues in the first quarter of 2017.

For the first quarter, our total operating expenses increased 4.5 percent. Personnel expenses increased 4.7 percent in the first quarter of 2017 compared to the first quarter of 2016. The increase in personnel expense was the result of an increase in average headcount of 7.8 percent in the first quarter of 2017 compared to the first quarter of 2016, partially offset by decreased expenses related to incentive plans that are designed to keep expenses variable with changes in net revenues and profitability. Selling, general, and administrative expenses increased 3.7 percent. This increase was driven by increases in costs related to the APC acquisition, the provision for bad debt, and warehouse costs, partially offset by the collection of a previously resolved legal claim of $8.75 million.

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Interest and other expenses increased approximately $0.5 million, or 6.0 percent, in the first quarter of 2017 compared to the first quarter of 2016. Interest expense increased due to higher average short term debt balance and higher interest on the outstanding balance of those borrowings. This was partially offset by decreased revaluation impact related to foreign currency.

The provision for income taxes decreased 20.6 percent in the first quarter of 2017 compared to the first quarter of 2016. During the first quarter of 2017, we adopted ASU 2016-09, Compensation – Stock Compensation (Topic 718). The adoption of ASU 2016-09 prospectively impacts the recording of income taxes related to share-based payment awards in our consolidated statement of financial position and results of operations, as well as the operating and financing cash flows on the consolidated statements of cash flows. This adoption resulted in a decrease in our provision for income taxes of $9.3 million in the first quarter of 2017.

Results by Segment

Our three reportable segments are: North American Surface Transportation (“NAST”), Global Forwarding, and Robinson Fresh. The balance of our business is reported as “All Other and Corporate.” All Other and Corporate includes our non-reportable segments, including Managed Services and Other Surface Transportation.

NAST provides freight transportation services across North America through a network of offices in the United States, Canada, and Mexico. The primary services provided by NAST include truckload, less than truckload (“LTL”), and intermodal. Summarized financial results of our NAST segment are as follows (dollars in thousands):

	Three months ended March 31,
	2017		2016		% change
Total revenues(1)	$	2,259,252	$	2,045,479		10.5	%
Net revenues		372,440		383,798		-3.0	%
Income from operations		155,877		162,351		-4.0	%

(1) Excludes intersegment revenues.

NAST total revenues increased 10.5 percent to $2.3 billion in the first quarter of 2017 from $2.0 billion in the first quarter of 2016. This increase was driven by volume increases in all services. NAST net revenues decreased 3.0 percent to $372.4 million in the first quarter of 2017 compared to $383.8 million in the first quarter of 2016, primarily from a decline in truckload net revenues.

NAST truckload net revenues decreased 5.7 percent to $267.6 million in the first quarter of 2017 compared to $283.7 million in the first quarter of 2016, while truckload volumes increased approximately 11 percent. NAST truckload net revenue margin decreased in the first quarter of 2017 compared to the first quarter of 2016, due primarily to lower customer pricing.

NAST accounted for approximately 92 percent of our total North America truckload net revenues in both the first quarter of 2017 and 2016. The majority of the remaining North American truckload net revenues is included in Robinson Fresh. Excluding the estimated impacts of the change in fuel prices, our average North America truckload rate per mile charged to our customers decreased approximately four percent in the first quarter of 2017 compared to the first quarter of 2016. Our truckload transportation costs decreased approximately two percent, excluding the estimated impacts of the change in fuel prices.

NAST LTL net revenues increased 7.1 percent to $93.5 million in the first quarter of 2017 compared to $87.3 million in the first quarter of 2016. NAST LTL volumes increased approximately 8.5 percent in the first quarter of 2017 compared to the first quarter of 2016, and net revenue margin decreased slightly.

NAST intermodal net revenues decreased 17.3 percent to $7.2 million in the first quarter of 2017 compared to $8.7 million in the first quarter of 2016. This was primarily due to net revenue margin declines, partially offset by increased volumes. During the first quarter of 2017, intermodal opportunities were negatively impacted by the alternative lower cost truck market.

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NAST operating expenses decreased 2.2 percent in the first quarter of 2017 to $216.6 million compared to $221.4 million in the first quarter of 2016. This decrease was due to the collection of a previously resolved legal claim of $8.75 million as well as decreases in personnel expenses. The decrease in personnel expense is related to incentive plans that are designed to keep expenses variable with changes in net revenues and profitability, partially offset by an increase in average headcount of 2.7 percent. The operating expenses of NAST and all other segments include allocated corporate expenses.

Global Forwarding provides global logistics services through an international network of offices in North America, Asia, Europe, Australia, and South America and also contracts with independent agents worldwide. The primary services provided by Global Forwarding include ocean freight services, airfreight services, and customs brokerage. Summarized financial results of our Global Forwarding segment are as follows (dollars in thousands):

	Three months ended March 31,
	2017		2016		% Change
Total revenues(1)	$	468,788	$	351,112		33.5	%
Net revenues		106,546		92,866		14.7	%
Income from operations		16,206		16,857		-3.9	%

(1) Excludes intersegment revenues.

Global Forwarding total revenues increased 33.5 percent in the first quarter of 2017 to $468.8 million from $351.1 million in the first quarter of 2016. Global Forwarding net revenues increased 14.7 percent to $106.5 million in the first quarter of 2017 compared to $92.9 million in the first quarter of 2016.

Ocean net revenues increased 8.3 percent to $63.4 million in the first quarter of 2017 compared to $58.6 million in the first quarter of 2016. Ocean net revenues were negatively impacted by margin compression on contractual business with fixed pricing. Air net revenues increased 17.2 percent to $20.4 million in the first quarter of 2017 compared to $17.4 million in the first quarter of 2016. Customs net revenues increased 50.0 percent to $16.1 million in the first quarter of 2017 compared to $10.7 million in the first quarter of 2016. These increases were primarily due to volume increases, including those from APC.

Global Forwarding operating expenses increased 18.9 percent in the first quarter of 2017 to $90.3 million from $76.0 million in the first quarter of 2016. These increases were driven by an average headcount increase of 12.6 percent and the acquisition amortization related to the acquisition of APC.

Robinson Fresh provides sourcing services under the name of Robinson Fresh. Our sourcing services primarily include the buying, selling, and marketing of fresh fruits, vegetables, and other perishable items. Robinson Fresh sources products from around the world and has a physical presence in North America, Europe, Asia, and South America. This segment often provides the logistics and transportation of the products they sell, in addition to temperature controlled transportation services for its customers. Summarized financial results of our Robinson Fresh segment are as follows (dollars in thousands):

	Three months ended March 31,
	2017		2016		% change
Total revenues(1)	$	550,445	$	564,093		-2.4	%
Net revenues		56,837		58,185		-2.3	%
Income from operations		14,652		17,733		-17.4	%

(1) Excludes intersegment revenues.

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Robinson Fresh total revenues decreased 2.4 percent to $550.4 million in the first quarter of 2017 from $564.1 million in the first quarter of 2016. Robinson Fresh net revenues decreased 2.3 percent to $56.8 million in the first quarter of 2017 compared to $58.2 million in the first quarter of 2016 as a result of declines in transportation net revenues, partially offset by increases in sourcing net revenues.

Robinson Fresh sourcing net revenues increased 3.9 percent to $30.4 million in the first quarter of 2017 compared to $29.3 million in the first quarter of 2016. This was primarily the result of higher net revenue margin due to lower product costs, partially offset by a decrease in case volumes.

Robinson Fresh transportation net revenues decreased 8.6 percent to $26.4 million in the first quarter of 2017 compared to $28.9 million in the first quarter of 2016, primarily due to decreases in truckload revenue, partially offset by increases in their other transportation services net revenues. Robinson Fresh transportation net revenue margin decreased in the first quarter of 2017 compared to the first quarter of 2016, due primarily to lower customer pricing.

Robinson Fresh operating expenses increased 4.3 percent in the first quarter of 2017 to $42.2 million from $40.5 million in the first quarter of 2016. This was primarily due to an increase in warehousing expenses related to expanding facilities and an increase in average headcount.

All Other and Corporate includes our Managed Services segment, as well as Other Surface Transportation outside of North America and other miscellaneous revenues. It also includes any unallocated corporate expenses. Managed Services provides Transportation Management Service, or Managed TMS. Our Europe Surface Transportation business accounted for approximately 90 percent of total Other Surface Transportation revenues. Europe Surface Transportation provides services similar to NAST across the European continent. Summarized financial results are as follows:

	Three months ended March 31,
	2017		2016		% change
Net revenues
Managed Services	$	17,193	$	14,579		17.9	%
Other Surface Transportation		15,550		13,907		11.8	%

Managed Services net revenues increased 17.9 percent in the first quarter of 2017 to $17.2 million compared to $14.6 million the first quarter of 2016. This increase was a result of growth from both new and existing customers. Other surface transportation increased 11.8 percent in the first quarter of 2017 to $15.6 million compared to $13.9 million in the first quarter of 2016, primarily the result of growth in Europe Surface Transportation.

About C.H. Robinson

At C.H. Robinson, we believe in accelerating global trade to seamlessly deliver the products and goods that drive the world’s economy. Using the strengths of our knowledgeable people, proven processes, and global technology, we help our customers work smarter, not harder. As one of the world’s largest third-party logistics providers (3PL), we provide a broad portfolio of logistics services, fresh produce sourcing and managed services for more than 113,000 customers and 107,000 contract carriers through our integrated network of offices and more than 14,000 employees. In addition, the company, our Foundation and our employees contribute millions of dollars annually to a variety of organizations. Headquartered in Eden Prairie, Minnesota, C.H. Robinson (CHRW) has been publicly traded on the NASDAQ since 1997. For more information, visit http://www.chrobinson.com or view our company video.

Except for the historical information contained herein, the matters set forth in this release are forward-looking statements that represent our expectations, beliefs, intentions or strategies concerning future events. These forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from our historical experience or our present expectations, including, but not limited to such factors as changes in economic conditions, including uncertain consumer demand; changes in market demand and pressures on the pricing for our services; competition and growth rates within the third party logistics industry; freight levels and increasing costs and availability of truck capacity or alternative means of transporting freight, and changes in relationships with existing truck, rail, ocean, and air carriers; changes in our customer base due to possible consolidation among our customers; our ability

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to successfully integrate the operations of acquired companies with our historic operations; risks associated with litigation and insurance coverage; risks associated with operations outside of the U.S.; risks associated with the potential impacts of changes in government regulations; risks associated with the produce industry, including food safety and contamination issues; fuel prices and availability; the impact of war on the economy; risks of unexpected or unanticipated events or opportunities that might require additional capital expenditures; and other risks and uncertainties detailed in our Annual and Quarterly Reports.

Any forward-looking statement speaks only as of the date on which such statement is made, and we undertake no obligation to update such statement to reflect events or circumstances arising after such date. All remarks made during our financial results conference call will be current at the time of the call, and we undertake no obligation to update the replay.

Conference Call Information:

C.H. Robinson Worldwide First Quarter 2017 Earnings Conference Call

Wednesday, April 26, 2017; 8:30 a.m. Eastern Time

We invite call participants to submit questions in advance of the conference call, and we will respond to as many of the questions as we can in the time allowed. To submit your question(s) in advance of the call, please email adrienne.brausen@chrobinson.com.

Presentation slides and a simultaneous live audio webcast of the conference call may be accessed through the Investor Relations link on C.H. Robinson’s website at www.chrobinson.com.

To participate in the conference call by telephone, please call ten minutes early by dialing: 877-269-7756

International callers dial +1-201-689-7817

Callers should reference the conference ID, which is 13657306

Webcast replay available through Investor Relations link at www.chrobinson.com

Telephone audio replay available until 11:30 a.m. Eastern Time on May 3, 2017: 877-660-6853;

passcode: 13657306#

International callers dial +1-201-612-7415

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CONDENSED CONSOLIDATED STATEMENTS OF INCOME (unaudited, in thousands, except per share data)
	Three months ended March 31,
	2017			2016
Revenues:
Transportation	$	3,102,043		$	2,713,688
Sourcing		313,082			360,255
Total revenues		3,415,125			3,073,943
Costs and expenses:
Purchased transportation and related services		2,563,885			2,179,622
Purchased products sourced for resale		282,674			330,986
Personnel expenses		290,504			277,497
Other selling, general, and administrative expenses		90,104			86,886
Total costs and expenses		3,227,167			2,874,991
Income from operations		187,958			198,952
Interest and other expense		(9,302	)		(8,772	)
Income before provision for income taxes		178,656			190,180
Provisions for income taxes		56,576			71,217
Net income	$	122,080		$	118,963
Net income per share (basic)	$	0.86		$	0.83
Net income per share (diluted)	$	0.86		$	0.83
Weighted average shares outstanding (basic)		141,484			143,525
Weighted average shares outstanding (diluted)		141,858			143,658

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BUSINESS SEGMENT INFORMATION (unaudited, dollars in thousands)
	NAST		Global Forwarding		Robinson Fresh		All Other and Corporate		Eliminations			Consolidated
Three months ended March 31, 2017
Revenues	$	2,259,252	$	468,788	$	550,445	$	136,640	$	—		$	3,415,125
Intersegment revenues (1)		101,154		8,143		33,340		6,878		(149,515	)		—
Total revenues	$	2,360,406	$	476,931	$	583,785	$	143,518	$	(149,515	)	$	3,415,125
Net revenues	$	372,440	$	106,546	$	56,837	$	32,743		—		$	568,566
Operating income	$	155,877	$	16,206	$	14,652	$	1,223		—		$	187,958
Depreciation and amortization	$	5,590	$	8,020	$	1,146	$	7,675		—		$	22,431
Total Assets	$	2,126,900	$	699,139	$	409,972	$	539,733		—		$	3,775,744
Average headcount		6,844		3,926		961		2,548					14,279
	NAST		Global Forwarding		Robinson Fresh		All Other and Corporate		Eliminations			Consolidated
Three months ended March 31, 2016
Revenues	$	2,045,479	$	351,112	$	564,093	$	113,259	$	—		$	3,073,943
Intersegment revenues(1)		60,269		6,080		23,896		313		(90,558	)		—
Total revenues	$	2,105,748	$	357,192	$	587,989	$	113,572	$	(90,558	)	$	3,073,943
Net revenues	$	383,798	$	92,866	$	58,185	$	28,486		—		$	563,335
Operating income	$	162,351	$	16,857	$	17,733	$	2,011		—		$	198,952
Depreciation and amortization	$	5,502	$	5,079	$	768	$	5,526		—		$	16,875
Total Assets	$	1,854,240	$	514,958	$	370,319	$	422,728		—		$	3,162,245
Average headcount		6,666		3,488		922		2,175		—			13,251

(1) Intersegment revenues represent the sales between our segments and are eliminated to reconcile to our consolidated results.

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CONDENSED CONSOLIDATED BALANCE SHEETS (unaudited, in thousands)
	March 31, 2017		December 31, 2016
Assets
Current assets:
Cash and cash equivalents	$	229,794	$	247,666
Receivables, net		1,802,777		1,711,191
Other current assets		60,039		49,245
Total current assets		2,092,610		2,008,102
Property and equipment, net		235,059		232,953
Intangible and other assets		1,448,075		1,446,703
Total assets	$	3,775,744	$	3,687,758
Liabilities and stockholders’ investment
Current liabilities:
Accounts payable and outstanding checks	$	967,257	$	921,788
Accrued compensation		60,243		98,107
Accrued income taxes		59,007		15,472
Other accrued expenses		50,860		70,351
Current portion of debt		740,000		740,000
Total current liabilities		1,877,367		1,845,718
Noncurrent income taxes payable		17,919		18,849
Deferred tax liabilities		64,351		65,122
Long term debt		500,000		500,000
Other long-term liabilities		233		222
Total liabilities		2,459,870		2,429,911
Total stockholders’ investment		1,315,874		1,257,847
Total liabilities and stockholders’ investment	$	3,775,744	$	3,687,758

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CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(unaudited, in thousands, except operational data)

	Three months ended March 31,
	2017			2016
Operating activities:
Net income	$	122,080		$	118,963
Stock-based compensation		12,318			15,179
Depreciation and amortization		22,431			16,875
Provision for doubtful accounts		3,618			85
Deferred income taxes		(2,048	)		15,350
Excess tax benefit on stock-based compensation		(9,344	)		(13,827	)
Other		485			180
Changes in operating elements, net of acquisitions:
Receivables		(95,204	)		42,295
Prepaid expenses and other		(6,049	)		(7,378	)
Other non-current assets		(1,016	)		—
Accounts payable and outstanding checks		47,201			(22,783	)
Accrued compensation and profit-sharing contribution		(37,864	)		(84,431	)
Accrued income taxes		51,949			32,732
Other accrued liabilities		(15,861	)		(9,090	)
Net cash provided by operating activities		92,696			104,150
Investing activities:
Purchases of property and equipment		(13,537	)		(13,121	)
Purchases and development of software		(3,183	)		(4,704	)
Acquisitions, net of cash		(1,780	)		—
Other		56			(770	)
Net cash used for investing activities		(18,444	)		(18,595	)
Financing activities:
Borrowings on line of credit		2,450,000			1,480,000
Repayments on line of credit		(2,450,000	)		(1,460,000	)
Net repurchases of common stock		(32,131	)		(46,529	)
Excess tax benefit on stock-based compensation		—			13,827
Cash dividends		(64,597	)		(63,888	)
Net cash used for financing activities		(96,728	)		(76,590	)
Effect of exchange rates on cash		4,604			2,212
Net change in cash and cash equivalents		(17,872	)		11,177
Cash and cash equivalents, beginning of period		247,666			168,229
Cash and cash equivalents, end of period	$	229,794		$	179,406
	As of March 31,
	2017			2016
Operational Data:
Employees		14,432			13,343

Source: C.H. Robinson

###

EX-99.2

Earnings Conference Call – First Quarter 2017 April 26, 2017 John Wiehoff, Chairman & CEO Andrew Clarke, CFO Tim Gagnon, Director, Investor Relations Exhibit 99.2

Safe Harbor Statement Except for the historical information contained herein, the matters set forth in this presentation and the accompanying earnings release are forward-looking statements that represent our expectations, beliefs, intentions or strategies concerning future events. These forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from our historical experience or our present expectations, including, but not limited to such factors as changes in economic conditions, including uncertain consumer demand; changes in market demand and pressures on the pricing for our services; competition and growth rates within the fourth party logistics industry; freight levels and increasing costs and availability of truck capacity or alternative means of transporting freight, and changes in relationships with existing truck, rail, ocean and air carriers; changes in our customer base due to possible consolidation among our customers; our ability to integrate the operations of acquired companies with our historic operations successfully; risks associated with litigation and insurance coverage; risks associated with operations outside of the U.S.; risks associated with the potential impacts of changes in government regulations; risks associated with the produce industry, including food safety and contamination issues; fuel prices and availability; changes to our share repurchase activity; risk of unexpected or unanticipated events or opportunities that might require additional capital expenditures; the impact of war on the economy; and other risks and uncertainties detailed in our Annual and Quarterly Reports. 2

Results Q1 2017 Three months ended March 31 in thousands, except per share amounts and headcount Total revenues increased as a result of volume increases across all transportation services and higher fuel prices in the first quarter of 2017 when compared to the first quarter of 2016. Net revenues increased 0.9 percent in the first quarter. APC added approximately 2 percent to total company net revenues. Discrete items impacting the first quarter: A change related to the adoption of new accounting rules resulted in a lower effective tax rate of 31.7 percent. A credit reduced SG&A by $8.75 million related to the positive settlement of a legal claim. 3

Summarized Income Statement Personnel expenses increased as a result of headcount additions, partially offset by lower variable compensation when compared to the first quarter of 2016. The effective tax rate was 31.7 percent in the first quarter. We estimate the tax rate will be 36 – 37 percent for the remainder of 2017. in thousands Three months ended March 31 4

Other Financial Information Total debt balance $1.24 billion $500 million long-term debt, 4.28% average coupon $740 million drawn on revolver, 2.10% current rate as of March 31, 2017 in thousands Three months ended March 31 5

Capital Distribution Capital returned to shareholders during the year $64.6 million cash dividend $48.0 million in cash for repurchase activity 329,980 shares repurchased in the first quarter Average price $78.79 for the shares repurchased in the first quarter Target is to return approximately 90% of net income to shareholders annually. (a) 2012 Net Income is adjusted to excluded transaction related gains and expenses. A reconciliation of adjusted results appears in Appendix A. 2012 Dividends exclude the fifth dividend payment made during the year. (b) Includes a $500 million accelerated share repurchase. in thousands 6

Net Revenue by Service Line Q1 2017 Net revenues by service line for the enterprise (all segments). in thousands Three months ended March 31 7

North America Truckload cost and price change chart represents truckload shipments from all North America segments. Transportation net revenue margin represents total Transportation results from all segments. Contractual shipments represented approximately 63 percent of the shipments in the first quarter of 2017. Cost and price change exclude the estimated impact of fuel. North America Truckload Cost and Price Change(1) 8 YoY Price Change YoY Cost Change Transportation Net Revenue Margin

Transportation Results Q1 2017(1) in thousands Three months ended March 31 (1) Includes results across all segments. 9 Net revenue margin decline in the first quarter of 2017 when compared to the first quarter of 2016 was primarily the result of lower margins in most of the transportation services and higher fuel costs partially offset by a change in the mix of services.

North American Surface Transportation (“NAST”) Results Q1 2017 Three months ended March 31 Total revenue growth was driven by volume increases in all services. Net revenues decreased primarily as a result of lower truckload margins when compared to the first quarter of 2016. NAST operating expenses decreased 2.2 percent in the first quarter of 2017 when compared to the first quarter of 2016. This decrease was due to the collection of a previously resolved legal claim as well as decreases in personnel expenses. in thousands, except headcount 10 Does not include intersegment revenues.

NAST Results by Service Line Q1 2017 Truckload, Less Than Truckload, and Intermodal Net revenue decrease in the first quarter was a result of a lower margins when compared to the first quarter of 2016. Net revenue increase in the first quarter was primarily the result of 8.5 percent volume growth. Net revenues decreased while volume increased in the first quarter driven by contractual volume growth, partially offset by a decrease in transactional business. in thousands Three months ended March 31 TL LTL IMDL 11 Represents price and cost YoY change for North America shipments across all segments. Pricing and cost measures exclude the estimated impact of the change in fuel prices.

Global Forwarding Results Q1 2017 Three months ended March 31 The acquisition of APC Logistics added approximately 14 percent to net revenue and 9 percent to average headcount growth in the first quarter of 2017 when compared to the first quarter of 2016. Global Forwarding operating expenses increased 18.9 percent when compared to the first quarter of 2016. in thousands, except headcount 12 Does not include intersegment revenues.

Global Forwarding Results by Service Line Q1 2017 Ocean, Air, and Customs APC added approximately 11.5 percent to ocean net revenues, 12 percent to air net revenues and 37 percent to customs net revenues. Margin compression in the ocean service line negatively impacted ocean net revenues in the first quarter of 2017 when compared to the first quarter of 2016. Achieved organic volume growth in each of the global forwarding services in the first quarter of 2017 when compared to the first quarter of 2016. in thousands Three months ended March 31 13

Robinson Fresh results include revenues from sourcing and transportation services. Net revenue decrease was primarily the result of lower truckload margin when compared to the first quarter of 2016. Robinson Fresh operating expenses increased 4.3 percent in this year’s first quarter. The increase was primarily the result of increased headcount to serve the 24 percent truckload volume growth and an increase in SG&A expenses. in thousands, except headcount Three months ended March 31 Robinson Fresh Results Q1 2017 14 Does not include intersegment revenues.

Robinson Fresh Results Q1 2017 Sourcing Sourcing total revenue decrease was primarily the result of lower market pricing on sourcing commodities as a result of surplus supply in the first quarter of 2017. Sourcing net revenue increase was primarily the result of higher net revenue margin on strategic commodities, partially offset by a case volume decrease of approximately 1 percent when compared to the first quarter of 2016. in thousands Three months ended March 31 15 Does not include intersegment revenues.

Robinson Fresh Results Q1 2017 Transportation Transportation net revenue decrease was primarily a result of lower truckload net revenue margin when compared to the first quarter of 2016. in thousands Three months ended March 31 16 Does not include intersegment revenues. Represents price and cost YoY change for North America shipments across all segments. Pricing and cost measures exclude the estimated impact of the change in fuel prices.

Results represent business from Managed Services, Other Surface Transportation outside of North America, and other miscellaneous operations. Headcount includes personnel from shared services, Managed Services, Other Surface Transportation, and other miscellaneous operations. All Other and Corporate Results Q1 2017 in thousands, except headcount Three months ended March 31 17 Does not include intersegment revenues.

All Other and Corporate Results by Service Line Q1 2017 Managed Services and Other Surface Transportation Managed Services net revenue growth was a result of increases from both new and existing customers. Other Surface Transportation includes surface transportation outside of North America. Other Surface Transportation net revenue increase was primarily the result of growth from the Surface Transportation business in Europe. in thousands Three months ended March 31 18

Final Comments April to date total company net revenue per day, including APC Logistics, has decreased approximately 4 percent when compared to April 2016. Truckload volume growth remains consistent with the first quarter thus far in April. Investor Day, May 3, 2017 Segment strategies Capital allocation priorities Market share opportunities Competitive landscape Technology priorities 19

Appendix A: 2012 Summarized Adjusted Income Statement To assist investors in understanding our financial performance, we supplement the financial results that are generated in accordance with the accounting principles generally accepted in the United States, or GAAP, with non-GAAP financial measures, including non-GAAP operating expenses, non-GAAP income from operations, non-GAAP net income and non-GAAP diluted net income per share. We believe that these non-GAAP measures provide meaningful insight into our operating performance excluding certain event-specific charges, and provide an alternative perspective of our results of operations. We use non-GAAP measures to assess our operating performance for the quarter. Management believes that these non-GAAP financial measures reflect an additional way of analyzing aspects of our ongoing operations that, when viewed with our GAAP results, provides a more complete understanding of the factors and trends affecting our business. The adjustment to personnel consists of $33 million of incremental vesting expense of our equity awards triggered by the gain on the divestiture of T-Chek. The balance consists of transaction related bonuses. The adjustments to other operating expenses reflect fees paid to third parties for: Investment banking fees related to the acquisition of Phoenix External legal and accounting fees related to the acquisitions of Apreo and Phoenix and the divestiture of T-Chek. The adjustment to investment and other income reflects the gain from the divestiture of T-Chek. The adjustment to diluted weighted average shares outstanding relates to the shares of C.H. Robinson stock issued as consideration paid to the sellers in the acquisition of Phoenix. The adjustment to diluted weighted average shares outstanding relates to the additional vesting of performance-based restricted stock as a result of the gain on sale recognized from the divestiture of T-Chek. in thousands, except per share amounts 20