XPO Logistics, Inc. : XPO Logistics Announces First Quarter 2013 Results

   XPO Logistics, Inc. : XPO Logistics Announces First Quarter 2013 Results

                         Acquires Interide Logistics

                    Reaffirms Full Year Financial Outlook

GREENWICH, Conn. - May 7, 2013 - XPO Logistics, Inc. (NYSE: XPO) today
announced financial results for the first quarter of 2013.

Total revenue was $114.0 million for the first quarter, a 155.8% increase from
the same period of the prior year. Gross margin dollars increased 140.0%
year-over-year to $16.3 million, and gross margin percentage was 14.3%.

Consistent with the company's previously announced strategy, investments in
long-term growth impacted results. The company reported a net loss of $14.5
million for the quarter, compared with a net loss of $2.7 million for the same
period of the prior year. The first quarter net loss available to common
shareholders was $15.3 million, or a loss of $0.85 per diluted share, compared
with a net loss available to common shareholders of $3.4 million, or a loss of
$0.36 per diluted share, for the same period of 2012. 

Earnings (loss) before interest, taxes, depreciation and amortization
("EBITDA"), a non-GAAP financial measure, was a loss of $9.8 million for the
first quarter of 2013, compared with a loss of $3.9 million for the same
period of the prior year. EBITDA includes $1.1 million and $1.0 million of
non-cash share-based compensation for the first quarters of 2013 and 2012,
respectively. A reconciliation of EBITDA to net income is provided in the
attached financial tables.

The company had $206.2 million of cash as of March 31, 2013.

Acquires Interide Logistics

On May 6, 2013, the company acquired substantially all of the operating assets
of Interide Logistics LC, a freight brokerage business with trailing 12 months
revenue of approximately $28 million as of March 31, 2013. The purchase price
was $3.1 million in cash and $600,000 in XPO common stock, with no assumption
of debt. The acquisition is expected to be immediately accretive to earnings.

Interide Logistics serves a diversified mix of approximately 900 customers
from its locations in Salt Lake City, Utah; Minneapolis-Saint Paul, Minn.; and
Louisville, Ky. The operations will continue to be led by industry veteran
Sean Snow, who will scale up the locations and grow Salt Lake City into a
mega-branch. Snow is the former president of England Logistics, a C.R. England
subsidiary that he grew to approximately $300 million in revenue before taking
control of Interide in 2009.

Reaffirms Full Year 2013 Financial Outlook

The company has reaffirmed its full year outlook for an annual revenue run
rate of more than $1 billion as of December 31, including at least $300
million of acquired historical annual revenue, and positive EBITDA for the
fourth quarter of 2013.

CEO Comments

Bradley Jacobs, chairman and chief executive officer, said, "In the first
quarter, we delivered a 156% increase in revenue year-over-year, and 140% more
gross margin dollars. The impact of our cold-starts, sales force expansion and
acquisitions - including two transactions in February - drove March revenue to
a record high of $44 million. We reached a milestone of 1,000 employees in the
quarter, and we plan to increase that number to 1,600 by year-end.

"Our strategy is creating momentum in the second quarter as well. This week,
we acquired Interide Logistics, a well-respected brokerage business run by
transportation veteran Sean Snow. Sean has a strong industry track record, and
he's excited about growing the Salt Lake City operation into an XPO
mega-branch. Our eight freight brokerage cold-starts are progressing well - as
of March, they had a combined annual revenue run rate of approximately $78
million. We opened a freight forwarding cold-start in Orlando this month. And
we see huge potential in our new strategic accounts team led by Jeff Battle, a
former Turbo Logistics executive with nearly two decades of industry
experience."

Jacobs continued, "We remain solidly on track to build XPO into a
multi-billion dollar company over the next few years. We've reaffirmed our
2013 outlook for an annual revenue run rate of more than a billion dollars by
year-end, including $300 million of acquired revenue. We also expect to
achieve positive EBITDA in the fourth quarter, while continuing to make the
strategic investments that will drive exceptional returns over time."

First Quarter 2013 Results by Business Unit

  *Freight brokerage: The company's freight brokeragebusiness generated
    total revenue of$78.2 millionfor the quarter, an 886.8% increase from
    the same period of the prior year. Year-over-year revenue growth was
    primarily due to the acquisitions of Turbo Logistics, Kelron Logistics,
    Continental Freight Services and BirdDog Logistics in 2012 and Covered
    Logistics on February 26, 2013, as well as revenue growth from the
    company's eight brokerage cold-start locations. Gross margin percentage
    for the freight brokerage business was 12.9% for the quarter, compared
    with 13.0% for the same period in 2012. The first quarter operating loss
    was$3.8 million, compared with an operating loss of$86,000a year ago.
    The increase in 2013 operating loss primarily reflects an increase in SG&A
    costs for sales force expansion, technology development and training.  

  *Expedited transportation: The company's expedited services business
    generated total revenue of $23.9 million for the quarter, a 6.5% increase
    from the same period of the prior year. Revenue growth was driven by the
    acquisition of East Coast Air Charter on February 8, 2013. Gross margin
    percentage was 15.9% for the quarter, compared with 18.6% for the same
    period in 2012. The decrease in gross margin percentage primarily reflects
    a softer expedited freight environment. First quarter operating income
    was$753,000, compared with $1.8 million a year ago, primarily reflecting
    the decrease in gross margin and an increase in the number of sales and
    service personnel. 

  *Freight forwarding: The company's freight forwarding business generated
    total revenue of$16.2 millionfor the quarter, a 5.0% increase from the
    same period of the prior year. Gross margin percentage was 14.7% for the
    quarter, compared with 10.3% for the same period in 2012. The increase in
    gross margin percentage was primarily driven by company-owned conversions
    from independently-owned stations, and cold-starts. First quarter
    operating income was$372,000, a 54% increase year-over-year. The increase
    in operating income reflects a higher gross margin partially offset by the
    SG&A cost of new company-owned locations inChicago, Houston, Los Angeles,
    Minneapolis, Charlotte, Atlanta and Montreal.

  *Corporate: Corporate SG&A expense for the first quarter of 2013 increased
    by $2.5 million to $8.7 million, compared with $6.2 million for the first
    quarter of 2012. The increase was primarily driven by added headcount in
    corporate shared services and a higher expenditure on purchased services.
    Corporate SG&A expense for the first quarter of 2013 included $1.1 million
    of non-cash share based compensation, $1.1 million of litigation-related
    costs, and $300,000 of acquisition-related transaction costs. 

Conference Call

The company will hold a conference call on Wednesday, May 8, 2013, at 8:30
a.m. Eastern Time. Participants can call toll-free (from U.S./Canada)
1-888-895-5271; international callers dial +1-847-619-6547. A live webcast of
the conference will be available on the investor relations area of the
company's website, www.xpologistics.com/investors. The conference will be
archived until June 7, 2013. To access the replay by phone, call toll-free
(from U.S./Canada) 1-888-843-7419; international callers dial +1-630-652-3042.
Use participant passcode 34686844.

About XPO Logistics, Inc. 

XPO Logistics, Inc. (NYSE: XPO) is one of the fastest growing providers of
transportation and logistics services in North America. The company's three
business units - freight brokerage, expedited transportation and freight
forwarding - use relationships with more than 22,000 ground, sea and air
carriers to serve over 8,500 customers in the manufacturing, industrial,
retail, commercial, life sciences and government sectors. XPO is built to
deliver constant growth in truck capacity, passionate service and
technological innovation through 62 locations in the United States and Canada.
www.xpologistics.com

Non-GAAP Financial Measures

This press release contains certain non-GAAP financial measures as defined
under Securities and Exchange Commission ("SEC") rules, such as earnings
(loss) before interest, taxes, depreciation and amortization ("EBITDA") for
the quarters ended March 31, 2013, and March 31, 2012. As required by SEC
rules, we provide reconciliations of these measures to the most directly
comparable measure under United States generally accepted accounting
principles ("GAAP"), which are set forth in the attachments to this release.
We believe that EBITDA improves comparability from period to period by
removing the impact of our capital structure (interest expense from our
outstanding debt), asset base (depreciation and amortization) and tax
consequences. In addition to its use by management, we believe that EBITDA is
a measure widely used by securities analysts, investors and others to evaluate
the financial performance of companies in our industry. Other companies may
calculate EBITDA differently, and therefore our EBITDA may not be comparable
to similarly titled measures of other companies. EBITDA is not a measure of
financial performance or liquidity under GAAP and should not be considered in
isolation or as an alternative to net income, cash flows from operating
activities and other measures determined in accordance with GAAP. Items
excluded from EBITDA are significant and necessary components of the
operations of our business, and, therefore, EBITDA should only be used as a
supplemental measure of our operating performance.

Forward-Looking Statements

This press release includes forward-looking statements within the meaning of
Section 27A of the Securities Act of 1933, as amended, and Section 21E of the
Securities Exchange Act of 1934, as amended, including, without limitation,
our 2013 outlook with respect to annual revenue, acquisitions, fourth quarter
2013 EBITDA and the number of personnel we expect to add during 2013.All
statements other than statements of historical fact are, or may be deemed to
be, forward-looking statements.In some cases, forward-looking statements can
be identified by the use of forward-looking terms such as "anticipate,"
"estimate," "believe," "continue," "could," "intend," "may," "plan,"
"potential," "predict," "should," "will," "expect," "objective," "projection,"
"forecast," "goal," "guidance," "outlook," "effort," "target" or the negative
of these terms or other comparable terms.However, the absence of these words
does not mean that the statements are not forward-looking.These
forward-looking statements are based on certain assumptions and analyses made
by us in light of our experience and our perception of historical trends,
current conditions and expected future developments, as well as other factors
we believe are appropriate in the circumstances.

These forward-looking statements are subject to known and unknown risks,
uncertainties and assumptions that may cause actual results, levels of
activity, performance or achievements to be materially different from any
future results, levels of activity, performance or achievements expressed or
implied by such forward-looking statements.Factors that might cause or
contribute to a material difference include, but are not limited to, those
discussed in our filings with the SECand the following:economic conditions
generally; competition; our ability to find suitable acquisition candidates
and execute our acquisition strategy; our ability to raise capital; our
ability to attract and retain key employees to execute our growth strategy;
our ability to develop and implement a suitable information technology system;
our ability to maintain positive relationships with our network of third-party
transportation providers; litigation; and governmental regulation.All
forward-looking statements set forth in this press release are qualified by
these cautionary statements and there can be no assurance that the actual
results or developments anticipated by us will be realized or, even if
substantially realized, that they will have the expected consequences to or
effects on us or our business or operations.Forward-looking statements set
forth in this press release speak only as of the date hereof and we do not
undertake any obligation to update forward-looking statements to reflect
subsequent events or circumstances, changes in expectations or the occurrence
of unanticipated events, including our 2013 outlook.

Investor Contact:
XPO Logistics, Inc.
Michelle Muniz, +1-203-930-1459
michelle.muniz@xpologistics.com

Media Contact:
Brunswick Group
Steve Lipin / Gemma Hart, +1-212-333-3810

                             XPO Logistics, Inc.
               Condensed Consolidated Statements of Operations
                                 (Unaudited)
                   (In thousands, except per share amounts)
                                                      Three Months Ended
                                                           March 31,
                                                         2013       2012    
Revenues                                             $  113,999  $  44,560
Expenses
 Direct expense                                         97,739     37,787
  Gross margin                                         16,260      6,773
 Sales general and administrative expense               27,627     10,997
Operating (loss) income                                (11,367)    (4,224)
 Other (income) expense                                  (109)       (21)
 Interest expense                                        3,064         12
Loss before income tax provision                       (14,322)    (4,215)
 Income tax benefit                                        222    (1,521)
Net loss                                               (14,544)    (2,694)
 Cumulative preferred dividends                          (743)      (750)
Net loss available to common shareholders            $ (15,287)  $ (3,444)
Basic loss per share
 Net loss                                           $   (0.85)  $  (0.36)
Diluted loss per share
 Net loss                                           $   (0.85)  $  (0.36)
Weighted average common shares outstanding
 Basic weighted average common shares outstanding       18,032      9,501
 Diluted weighted average common shares outstanding     18,032      9,501

                             XPO Logistics, Inc.
                    Condensed Consolidated Balance Sheets
                                 (Unaudited)
                      (In thousands, except share data)
                                          March 31,         December 31,
                                            2013                2013
                 ASSETS                  (Unaudited)
Current assets:
 Cash and cash equivalents              $   206,182  $        252,293
 Accounts receivable, net of allowances                              
of $1,068 and $603, respectively              73,455                   61,245
                                                                     
 Prepaid expenses                             1,657                    1,555
                                                                     
 Deferred tax asset, current                  1,266                    1,406
                                                                     
 Income tax receivable                        2,913                    2,569
                                                                     
 Other current assets                         3,785                    1,866
  Total current assets                     289,258           320,934
 Property and equipment, net of $6,073
and $5,323
 in accumulated depreciation,
respectively                                  14,011                    13,090
 Goodwill                                    66,904                    55,947
 Identifiable intangible assets, net of
$5,382 and $4,592
 in accumulated amortization,
respectively                                  29,373                    22,473
 Deferred tax asset, long-term                   79                         0
 Other long-term assets                         829                       764
                                                                      
 Total long-term assets                    111,196                   92,274
  Total assets                         $   400,454  $        413,208
  LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
 Accounts payable                       $    20,227  $                 22,108
 Accrued salaries and wages                   2,687                     3,516
 Accrued expenses, other                     20,410                    21,123
 Current maturities of notes payable
and capital leases                               791                       491
 Other current liabilities                    1,477                     1,789
                                                                      
  Total current liabilities                 45,592                   49,027
 Convertible senior notes                   109,718           108,280
 Notes payable and capital leases, net                             
of current maturities                          1,121                      676
                                                                     
 Deferred tax liability, long term            6,855                    6,781
                                                                     
 Other long-term liabilities                  3,770                    3,385
  Total long-term liabilities              121,464           119,122
Stockholders' equity:
Preferred stock, $.001 par value;
10,000,000 shares;
                                                                      
 74,275 shares issued and outstanding       42,794                   42,794
 Common stock, $.001 par value;
150,000,000 shares authorized;
 18,197,929 and 18,002,985 shares
issued, respectively;
 and 18,152,929 and 17,957,985 shares                             
outstanding, respectively                         18                       18
 Additional paid-in capital                 266,267           262,641
 Treasury stock, at cost, 45,000 shares                            
held                                           (107)                     (107)
                                                                      
 Accumulated deficit                       (75,574)                  (60,287)
  Total stockholders' equity               233,398           245,059
   Total liabilities and
stockholders' equity                     $   400,454  $        413,208

                             XPO Logistics, Inc.
               Condensed Consolidated Statements of Cash Flows
                                 (Unaudited)
                                (In thousands)
                                                         Three Months Ended
                                                             March 31,
                                                          2013        2012
Operating activities
Net loss                                             $ (14,544)     $ (2,694)
Adjustments to reconcile net loss to net cash from
operating activities
       Provisions for allowance for doubtful accounts        231            53
       Depreciation & amortization expense                 1,554           317
       Stock compensation expense                          1,097         1,033
       Accretion of debt                                   1,438             0
       Other                                               (200)             0
Changes in assets and liabilities, net of effects of
acquisitions:
       Accounts receivable                               (9,770)       (1,979)
       Deferred tax expense                                  135            13
       Income tax receivable                               (814)       (1,737)
       Other current assets                                    6       (1,780)
       Prepaid expenses                                     (68)             0
       Other long-term assets and advances                   (2)         (102)
       Accounts payable                                  (5,199)         1,818
       Accrued expenses                                  (2,280)         2,282
       Other liabilities                                     403             0
Cash provided used by operating activities              (28,013)       (2,776)
Investing activities
       Acquisition of businesses, net of cash
       acquired                                         (16,560)             0
       Proceeds from sale of business interests              125             0
       Payment of acquisition earn-out                         0         (450)
       Payment for purchases of property and
       equipment                                         (1,081)         (836)
Cash Flows used by investing activities                 (17,516)       (1,286)
Financing Activities
       Credit line, net activity                             478             0
       Payments of notes payable and capital leases        (284)       (2,084)
       Excess tax benefit from stock options                   0           167
       Proceeds from stock offering, net                       0       136,985
       Proceeds from exercise of options, net                 10           233
       Payment of tax withholdings for shares               (31)             0
       Dividends paid to preferred stockholders            (743)         (750)
Cash flows (used) provided by financing activities         (570)       134,551
Effect of exchange rate changes on cash                     (11)             0
Net (decrease) increase in cash                        (46,110)       130,489
Cash, beginning of period                                252,292        74,007
Cash, end of period                                   $  206,182     $ 204,496
Supplemental disclosure of noncash activities:
 Cash paid during the period for interest                 3,328            12
 Cash paid during the period for income taxes               732            84

                              Freight Brokerage
                           Summary Financial Table
                                 (Unaudited)
                                (In thousands)
                                      Three Months Ended March 31,
                             2013       2012     $ Variance    Change %
                                                  
Revenue                    $  78,230     $ 7,928     $   70,302         886.8%
Direct expense
 Transportation services     67,957       6,905         61,052         884.2%
 Other direct expense           207         (6)            213       -3550.0%
Total direct expense          68,164       6,899         61,265         888.0%
  Gross margin              10,066       1,029          9,037         878.2%
SG&A expense
 Salaries & benefits         10,163         859          9,304        1083.1%
 Purchased services             814          62            752        1212.9%
 Other SG&A expense           1,895         174          1,721         989.1%
 Depreciation &
amortization                   1,014          20            994        4970.0%
Total SG&A expense            13,886       1,115         12,771        1145.4%
Operating loss             $ (3,820)     $  (86)     $  (3,734)        4341.9%

                 Freight Brokerage
                 Key Employee Data
                            March 31,     March 31,
                              2013        2012
Freight Brokerage personnel       668          40

Note: Totals are as of period end, and primarily include the positions of
shipper sales, carrier procurement and brokerage operations, and reflect the
impact of recruitment and acquisitions.

                           Expedited Transportation
                           Summary Financial Table
                                 (Unaudited)
                                (In thousands)
                                       Three Months Ended March 31,
                                                                   
                               2013       2012     $ Variance    Change %
Revenue                      $ 23,875   $ 22,420     $    1,455         6.5%
Direct expense
Transportation services       19,152       17,362          1,790        10.3%
Other direct expense             915          899             16         1.8%
Total direct expense           20,067       18,261          1,806         9.9%
  Gross margin                3,808        4,159          (351)        -8.4%
SG&A expense
Salaries & benefits            1,945        1,660            285        17.2%
Purchased services               289          197             92        46.7%
Other SG&A expense               604          429            175        40.8%
Depreciation & amortization      217           85            132       155.3%
Total SG&A expense              3,055        2,371            684        28.8%
                                                            
Operating income             $    753     $  1,788     $  (1,035)       -57.9%

Note: Total depreciation and amortization for the Expedited Transportation
operating segment included in both direct expense and SG&A, was $268 and $137
for the three-months ended March 31, 2013 and 2012, respectively.

                              Freight Forwarding
                           Summary Financial Table
                                 (Unaudited)
                                (In thousands)
                                      Three Months Ended March 31,
                             2013       2012     $ Variance    Change %
Revenue                    $ 16,233     $ 15,457     $      776           5.0%
Direct expense
Transportation services     12,110       11,513            597           5.2%
Station commissions          1,708        2,316          (608)         -26.3%
Other direct expense            29           43           (14)         -32.6%
Total direct expense         13,847       13,872           (25)          -0.2%
 Gross margin               2,386        1,585            801          50.5%
SG&A expense
Salaries & benefits          1,433          787            646          82.1%
Purchased services              90           41             49         119.5%
Other SG&A expense             403          372             31           8.3%
Depreciation &
amortization                     88          144           (56)         -38.9%
Total SG&A expense            2,014        1,344            670          49.9%
Operating income           $    372     $    241     $      131          54.4%

                              XPO Corporate
           Summary of Selling, General & Administrative Expense
                               (Unaudited)
                              (In thousands)
                                 Three Months Ended March 31,
                      2013          2012         $ Variance    Change %
SG&A expense                                           
Salaries & benefits $ 4,507       $ 3,043       $    1,464          48.1%
Purchased services    2,622         2,436              186           7.6%
Other SG&A expense    1,359           671              688         102.5%
Depreciation &
amortization             184            17              167         982.4%
Total SG&A expense   $ 8,672       $ 6,167       $    2,505          40.6%

Note: Intercompany eliminations included revenue of $4.3 million and $1.2
million for the three-months ended March 31, 2013 and 2012, respectively.

                     Reconciliation of Non-GAAP Measures
                             XPO Logistics, Inc.
             Consolidated Reconciliation of EBITDA to Net Income
                                (In thousands)
                                         Three Months Ended
                                             March 31,
                                         2013          2012         Change %
Net loss available to common
shareholders                          $ (15,287)   $ (3,444)        343.9%
Preferred dividends                        (743)         (750)           -0.9%
Net loss                                (14,544)       (2,694)         439.87%
Interest expense                           3,064            12        25433.3%
Income tax provision                         222       (1,521)         -114.6%
Depreciation and amortization              1,502           317          373.8%
EBITDA                                $  (9,756)     $ (3,886)          151.1%

Note: Please refer to the "Non-GAAP Financial Measures" section of the press
release.

                          XPO Logistics, Inc.
    Consolidated Calculation of Diluted Weighted Shares Outstanding
                                                Three Months Ended
                                          March 31, 2013  March 31, 2012
Basic common stock outstanding                18,031,926       9,501,336
Potentially Dilutive Securities:
Shares underlying the conversion              10,610,714      10,714,286
of preferred stock to common stock
Shares underlying the conversion               8,749,239               0
of the convertible senior notes
Shares underlying warrants to                 6,342,298       5,411,309
purchase common stock
Shares underlying stock options                 550,611         293,578
to purchase common stock
Shares underlying restricted stock units        414,088          97,894
                                              26,666,950      16,517,067
Diluted weighted shares outstanding           44,698,876      26,018,403

Note: For dilution purposes, GAAP requires diluted shares to be reflected on a
weighted average basis, which takes into account the portion of the period in
which the diluted shares were outstanding. The table above reflects the
weighted average diluted shares for the periods presented. The impact of this
dilution was not reflected in the earnings per share calculations on the
Condensed Consolidated Statements of Operations because the impact was
anti-dilutive. The treasury method was used to determine the shares underlying
the warrants to purchase common stock with an average closing market price of
common stock of $17.15 per share and $14.14 per share for the three months
ended March 31, 2013 and 2012, respectively.

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Source: XPO Logistics, Inc. via Thomson Reuters ONE
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