C H ROBINSON WORLDWIDE INC, 10-K filed on 3/3/2014
Annual Report
Document and Entity Information (USD $)
12 Months Ended
Dec. 31, 2013
Feb. 24, 2014
Jun. 28, 2013
Document Documentand Entity Information [Abstract]
 
 
 
Document Type
10-K 
 
 
Amendment Flag
false 
 
 
Document Period End Date
Dec. 31, 2013 
 
 
Document Fiscal Year Focus
2013 
 
 
Document Fiscal Period Focus
FY 
 
 
Trading Symbol
CHRW 
 
 
Entity Registrant Name
C H ROBINSON WORLDWIDE INC 
 
 
Entity Central Index Key
0001043277 
 
 
Current Fiscal Year End Date
--12-31 
 
 
Entity Well-known Seasoned Issuer
Yes 
 
 
Entity Current Reporting Status
Yes 
 
 
Entity Voluntary Filers
No 
 
 
Entity Filer Category
Large Accelerated Filer 
 
 
Entity Common Stock, Shares Outstanding
 
148,457,275 
 
Entity Public Float
 
 
$ 8,934,214,988 
CONSOLIDATED BALANCE SHEETS (USD $)
In Thousands, unless otherwise specified
Dec. 31, 2013
Dec. 31, 2012
Current assets:
 
 
Cash and cash equivalents
$ 162,047 
$ 210,019 
Receivables, net of allowance for doubtful accounts of $39,292 and $34,560
1,449,581 
1,412,136 
Deferred tax asset
8,286 
11,780 
Prepaid expenses and other
44,571 
38,355 
Total current assets
1,664,485 
1,672,290 
Property and equipment
300,795 
265,007 
Accumulated depreciation and amortization
(140,092)
(115,156)
Net property and equipment
160,703 
149,851 
Goodwill
829,073 
822,215 
Other intangible assets, net of accumulated amortization of $33,325 and $14,108
117,467 
137,411 
Other assets
31,090 
22,458 
Total assets
2,802,818 
2,804,225 
Current liabilities:
 
 
Accounts payable
685,890 
639,460 
Outstanding checks
69,117 
68,016 
Accrued expenses–
 
 
Compensation and profit-sharing contribution
85,247 
103,343 
Income taxes
11,681 
121,581 
Other accrued liabilities
43,046 
46,171 
Current portion of debt
375,000 
253,646 
Total current liabilities
1,269,981 
1,232,217 
Long-term debt
500,000 
0 
Noncurrent income taxes payable
21,584 
20,590 
Deferred tax liabilities
70,618 
45,113 
Other long term liabilities
911 
1,933 
Total liabilities
1,863,094 
1,299,853 
Commitments and contingencies
   
   
Stockholders’ investment:
 
 
Preferred stock, $ .10 par value, 20,000 shares authorized; no shares issued or outstanding
0 
0 
Common stock, $ .10 par value, 480,000 shares authorized; 179,030 and 178,695 shares issued, 150,197 and 161,327 outstanding
15,020 
16,133 
Additional paid-in capital
217,894 
303,479 
Retained earnings
2,413,833 
2,218,229 
Accumulated other comprehensive loss
(10,620)
(9,345)
Treasury stock at cost (28,833 and 17,368 shares)
(1,696,403)
(1,024,124)
Total stockholders’ investment
939,724 
1,504,372 
Total liabilities and stockholders’ investment
$ 2,802,818 
$ 2,804,225 
CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $)
In Thousands, except Share data, unless otherwise specified
Dec. 31, 2013
Dec. 31, 2012
Statement of Financial Position [Abstract]
 
 
Receivables, allowance for doubtful accounts
$ 39,292 
$ 34,560 
Other intangible assets, accumulated amortization
$ 33,325 
$ 14,108 
Preferred stock, par value
$ 0.10 
$ 0.10 
Preferred stock, shares authorized
20,000,000 
20,000,000 
Preferred stock, shares issued
0 
0 
Preferred stock, shares outstanding
0 
0 
Common stock, par value
$ 0.10 
$ 0.10 
Common stock, shares authorized
480,000,000 
480,000,000 
Common stock, shares issued
179,030,000 
178,695,000 
Common stock, shares outstanding
150,192,000 
161,327,000 
Treasury stock, shares
28,838,000 
17,368,000 
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (USD $)
In Thousands, except Per Share data, unless otherwise specified
12 Months Ended
Dec. 31, 2013
Dec. 31, 2012
Dec. 31, 2011
Revenues:
 
 
 
Transportation
$ 11,069,710 
$ 9,685,415 
$ 8,740,524 
Sourcing
1,669,134 
1,620,183 
1,535,528 
Payment Services
13,232 
53,515 
60,294 
Total revenues
12,752,076 
11,359,113 
10,336,346 
Costs and expenses:
 
 
 
Purchased transportation and related services
9,371,315 
8,157,278 
7,296,608 
Purchased products sourced for resale
1,542,184 
1,483,745 
1,407,080 
Purchased payment services
2,482 
519 
0 
Personnel expenses
826,661 
766,006 
696,233 
Other selling, general, and administrative expenses
326,784 
276,245 
243,695 
Total costs and expenses
12,069,426 
10,683,793 
9,643,616 
Income from operations
682,650 
675,320 
692,730 
Investment and other (expense) income
(9,289)
283,142 
1,974 
Income before provision for income taxes
673,361 
958,462 
694,704 
Provision for income taxes
257,457 
364,658 
263,092 
Net income
415,904 
593,804 
431,612 
Other comprehensive loss
(1,275)
(230)
(2,690)
Comprehensive income
$ 414,629 
$ 593,574 
$ 428,922 
Basic net income per share (in dollars per share)
$ 2.65 
$ 3.68 
$ 2.63 
Diluted net income per share (in dollars per share)
$ 2.65 
$ 3.67 
$ 2.62 
Basic weighted average shares outstanding (in shares)
156,915 
161,557 
164,114 
Dilutive effect of outstanding stock awards (in shares)
165 
389 
627 
Diluted weighted average shares outstanding (in shares)
157,080 
161,946 
164,741 
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' INVESTMENT (USD $)
In Thousands, except Share data, unless otherwise specified
3 Months Ended 12 Months Ended
Dec. 31, 2013
Mar. 31, 2013
Dec. 31, 2012
Mar. 31, 2012
Dec. 31, 2013
Dec. 31, 2012
Dec. 31, 2011
Increase (Decrease) in Stockholders' Equity [Roll Forward]
 
 
 
 
 
 
 
Beginning Balance
 
$ 1,504,372 
 
$ 1,248,474 
$ 1,504,372 
$ 1,248,474 
$ 1,204,068 
Net income
92,952 
103,343 
256,392 1
106,500 
415,904 
593,804 
431,612 
Foreign currency translation adjustment
 
 
 
 
(1,275)
(230)
(2,690)
Dividends declared, $1.40 in 2013, $1.34 in 2012 and $1.20 in 2011 per share
 
 
 
 
(220,300)
(220,607)
(200,492)
Stock issued for acquisition
 
 
 
 
 
60,152 
 
Stock issued for employee benefit plans
 
 
 
 
(34,978)
8,086 
9,596 
Issuance of restricted stock
 
 
 
 
0 
0 
 
Stock-based compensation expense
 
 
 
 
9,096 
59,463 
38,060 
Excess tax benefit on deferred compensation and employee stock plans
 
 
 
 
27,209 
12,294 
15,255 
Repurchase of common stock
 
 
 
 
(760,304)
(257,064)
(246,935)
Ending Balance
939,724 
 
1,504,372 
 
939,724 
1,504,372 
1,248,474 
Common Stock
 
 
 
 
 
 
 
Increase (Decrease) in Stockholders' Equity [Roll Forward]
 
 
 
 
 
 
 
Beginning Balance (in shares)
 
161,327,000 
 
163,441,000 
161,327,000 
163,441,000 
166,048,000 
Beginning Balance
 
16,133 
 
16,344 
16,133 
16,344 
16,605 
Stock issued for acquisition (in shares)
 
 
 
 
 
1,108,000 
 
Stock issued for acquisition
 
 
 
 
 
111 
 
Stock issued for employee benefit plans (in shares)
 
 
 
 
263,000 
712,000 
673,000 
Stock issued for employee benefit plans
 
 
 
 
26 
71 
67 
Issuance of restricted stock (in shares)
 
 
 
 
335,000 
276,000 
244,000 
Issuance of restricted stock
 
 
 
 
34 
28 
24 
Stock-based compensation expense (in shares)
 
 
 
 
30,000 
28,000 
16,000 
Stock-based compensation expense
 
 
 
 
3 
3 
2 
Repurchase of common stock (in shares)
 
 
 
 
(11,758,000)
(4,238,000)
(3,540,000)
Repurchase of common stock
 
 
 
 
(1,176)
(424)
(354)
Ending Balance (in shares)
150,197,000 
 
161,327,000 
 
150,197,000 
161,327,000 
163,441,000 
Ending Balance
15,020 
 
16,133 
 
15,020 
16,133 
16,344 
Additional Paid-in Capital
 
 
 
 
 
 
 
Increase (Decrease) in Stockholders' Equity [Roll Forward]
 
 
 
 
 
 
 
Beginning Balance
 
303,479 
 
205,794 
303,479 
205,794 
178,087 
Stock issued for acquisition
 
 
 
 
 
60,041 
 
Stock issued for employee benefit plans
 
 
 
 
(45,106)
(32,435)
(24,717)
Issuance of restricted stock
 
 
 
 
(34)
(28)
(24)
Stock-based compensation expense
 
 
 
 
7,346 
57,813 
37,193 
Excess tax benefit on deferred compensation and employee stock plans
 
 
 
 
27,209 
12,294 
15,255 
Repurchase of common stock
 
 
 
 
(75,000)
 
 
Ending Balance
217,894 
 
303,479 
 
217,894 
303,479 
205,794 
Retained Earnings
 
 
 
 
 
 
 
Increase (Decrease) in Stockholders' Equity [Roll Forward]
 
 
 
 
 
 
 
Beginning Balance
 
2,218,229 
 
1,845,032 
2,218,229 
1,845,032 
1,613,912 
Net income
 
 
 
 
415,904 
593,804 
431,612 
Dividends declared, $1.40 in 2013, $1.34 in 2012 and $1.20 in 2011 per share
 
 
 
 
(220,300)
(220,607)
(200,492)
Ending Balance
2,413,833 
 
2,218,229 
 
2,413,833 
2,218,229 
1,845,032 
Accumulated Other Comprehensive Income (Loss)
 
 
 
 
 
 
 
Increase (Decrease) in Stockholders' Equity [Roll Forward]
 
 
 
 
 
 
 
Beginning Balance
 
(9,345)
 
(9,115)
(9,345)
(9,115)
(6,425)
Foreign currency translation adjustment
 
 
 
 
(1,275)
(230)
(2,690)
Ending Balance
(10,620)
 
(9,345)
 
(10,620)
(9,345)
(9,115)
Treasury Stock
 
 
 
 
 
 
 
Increase (Decrease) in Stockholders' Equity [Roll Forward]
 
 
 
 
 
 
 
Beginning Balance
 
(1,024,124)
 
(809,581)
(1,024,124)
(809,581)
(598,111)
Stock issued for employee benefit plans
 
 
 
 
10,102 
40,450 
34,246 
Stock-based compensation expense
 
 
 
 
1,747 
1,647 
865 
Repurchase of common stock
 
 
 
 
(684,128)
(256,640)
(246,581)
Ending Balance
$ (1,696,403)
 
$ (1,024,124)
 
$ (1,696,403)
$ (1,024,124)
$ (809,581)
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' INVESTMENT (Parenthetical)
12 Months Ended
Dec. 31, 2013
Dec. 31, 2012
Dec. 31, 2011
Statement of Stockholders' Equity [Abstract]
 
 
 
Dividends declared, per share
$ 1.40 
$ 1.34 
$ 1.20 
CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 31, 2013
Dec. 31, 2012
Dec. 31, 2011
OPERATING ACTIVITIES
 
 
 
Net income
$ 415,904 
$ 593,804 
$ 431,612 
Adjustments to reconcile net income to net cash provided by operating activities:
 
 
 
Depreciation and amortization
56,882 
38,090 
32,498 
Provision for doubtful accounts
15,587 
10,459 
9,052 
Stock-based compensation
9,094 
59,381 
38,601 
Gain on divestiture
0 
(281,551)
0 
Deferred income taxes
25,226 
(14,442)
5,750 
Loss on sale/disposal of assets
314 
3,208 
848 
Other long-term liabilities
5 
513 
765 
Changes in operating elements, net of effects of acquisitions:
 
 
 
Receivables
(87,316)
(88,107)
(162,688)
Prepaid expenses and other
(5,254)
5,260 
(11,574)
Accounts payable and outstanding checks
47,488 
61,732 
68,039 
Accrued compensation and profit-sharing contribution
(15,097)
(19,064)
20,008 
Accrued income taxes
(105,857)
104,542 
(6,688)
Other accrued liabilities
(9,199)
(13,483)
3,489 
Net cash provided by operating activities
347,777 
460,342 
429,712 
INVESTING ACTIVITIES
 
 
 
Purchases of property and equipment
(40,354)
(36,096)
(35,932)
Purchases and development of software
(7,852)
(14,560)
(16,874)
Cash received for divestiture, net of cash sold
0 
274,802 
0 
Acquisitions, net of cash acquired
19,126 
(583,631)
0 
Sales/maturities of available-for-sale securities
0 
0 
9,311 
Restricted cash
0 
0 
5,000 
Other
221 
419 
182 
Net cash used for investing activities
(28,859)
(359,066)
(38,313)
FINANCING ACTIVITIES
 
 
 
Proceeds from stock issued for employee benefit plans
15,166 
18,868 
18,936 
Stock tendered for payment of withholding taxes
(50,144)
(10,782)
(9,340)
Payment of contingent purchase price
(927)
(12,661)
(4,318)
Repurchase of common stock
(757,305)
(245,067)
(240,934)
Cash dividends
(220,257)
(275,353)
(194,697)
Excess tax benefit on stock-based compensation
27,209 
12,294 
15,255 
Proceeds from short-term borrowings
4,165,023 
324,051 
0 
Payments on short-term borrowings
(4,043,669)
(75,688)
0 
Proceeds from long-term borrowings
500,000 
0 
0 
Net cash used for financing activities
(364,904)
(264,338)
(415,098)
Effect of exchange rates on cash
(1,986)
(588)
(1,239)
Net change in cash and cash equivalents
(47,972)
(163,650)
(24,938)
Cash and cash equivalents, beginning of year
210,019 
373,669 
398,607 
Cash and cash equivalents, end of year
162,047 
210,019 
373,669 
Stock issued for acquisition
0 
60,152 
0 
Cash paid for income taxes
313,799 
257,580 
256,437 
Cash paid for interest
$ 3,875 
$ 518 
$ 1,274 
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
BASIS OF PRESENTATION. C.H. Robinson Worldwide, Inc. and our subsidiaries (“the company,” “we,” “us,” or “our”) are a global provider of transportation services and logistics solutions through a network of 285 branch offices operating in North America, Europe, Asia, South America, and Australia. The consolidated financial statements include the accounts of C.H. Robinson Worldwide, Inc. and our majority owned and controlled subsidiaries. Our minority interests in subsidiaries are not significant. All intercompany transactions and balances have been eliminated in the consolidated financial statements.
USE OF ESTIMATES. The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities. We are also required to disclose contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Our ultimate results could differ from those estimates.
REVENUE RECOGNITION. Total revenues consist of the total dollar value of goods and services purchased from us by customers. Our net revenues are our total revenues less purchased transportation and related services, including contracted motor carrier, rail, ocean, air, and other costs, and the purchase price and services related to the products we source. We act principally as the service provider for these transactions and recognize revenue as these services are rendered or goods are delivered. At that time, our obligations to the transactions are completed and collection of receivables is reasonably assured. Most transactions in our Transportation and Sourcing businesses are recorded at the gross amount we charge our customers for the service we provide and goods we sell. In these transactions, we are the primary obligor, we have credit risk, we have discretion to select the supplier, and we have latitude in pricing decisions. Additionally, in our Sourcing business, we take loss of inventory risk during shipment and have general inventory risk. Certain transactions in customs brokerage, transportation management services, and sourcing are recorded at the net amount we charge our customers for the service we provide because many of the factors stated above are not present.
ALLOWANCE FOR DOUBTFUL ACCOUNTS. Accounts receivable are reduced by an allowance for amounts that may become uncollectible in the future. We continuously monitor payments from our customers and maintain a provision for uncollectible accounts based upon our customer aging trends, historical loss experience, and any specific customer collection issues that we have identified.
FOREIGN CURRENCY. Most balance sheet accounts of foreign subsidiaries are translated or remeasured at the current exchange rate as of the end of the year. Statement of operations items are translated at average exchange rates during the year. The resulting translation adjustment is recorded as a separate component of comprehensive income in our statement of operations and comprehensive income.
SEGMENT REPORTING AND GEOGRAPHIC INFORMATION. We operate in the transportation and logistics industry. We provide a wide range of products and services to our customers and contract carriers including transportation services, produce sourcing, freight consolidation, contract warehousing, and information services. Each of these is a significant component to optimizing logistics solutions for our customers.
These services are performed throughout our branch offices, as an integrated offering for which our customers are typically provided a single invoice. Our branches work together to complete transactions and collectively meet the needs of our customers. For large multi-location customers, we often coordinate our efforts in one branch and rely on multiple branch locations to deliver specific geographic or modal needs. As an example, approximately 46 percent of our truckload transactions are shared transactions between branches. In addition, our methodology of providing services is very similar across all branches. The majority of our global network operates on a common technology platform that is used to match customer needs with supplier capabilities, to collaborate with other branch locations, and to utilize centralized support resources to complete all facets of the transaction. Accordingly, our chief operating decision maker analyzes our business as a single segment, relying on net revenues and operating income across our network of branch offices as the primary performance measures.
The following table presents our total revenues (based on location of the customer) and long-lived assets (including intangible and other assets) by geographic regions (in thousands):
 
 
For the year ended December 31,
 
2013
 
2012
 
2011
Total revenues
 
 
 
 
 
United States
$
11,140,163

 
$
10,183,596

 
$
9,488,165

Other locations
1,611,913

 
1,175,517

 
848,181

Total revenues
$
12,752,076

 
$
11,359,113

 
$
10,336,346

 
 
December 31,
 
2013
 
2012
 
2011
Long-lived assets
 
 
 
 
 
United States
$
284,693

 
$
281,729

 
$
156,471

Other locations
24,567

 
27,991

 
10,337

Total long-lived assets
$
309,260

 
$
309,720

 
$
166,808



CASH AND CASH EQUIVALENTS. Cash and cash equivalents consist of bank deposits.
PREPAID EXPENSES AND OTHER. Prepaid expenses and other include such items as prepaid rent, software maintenance contracts, insurance premiums, other prepaid operating expenses, and inventories, consisting primarily of produce and related products held for resale.
PROPERTY AND EQUIPMENT. Property and equipment are recorded at cost. Maintenance and repair expenditures are charged to expense as incurred. Depreciation is computed using the straight-line method over the estimated lives of the assets of 3 to 30 years. Amortization of leasehold improvements is computed over the shorter of the lease term or the estimated useful lives of the improvements.
We recognized the following depreciation expense (in thousands): 
2013
$
27,757

2012
24,254

2011
23,410


A summary of our property and equipment as of December 31 is as follows (in thousands): 
 
2013
 
2012
Furniture, fixtures, and equipment
$
168,354

 
$
145,746

Buildings
64,639

 
64,452

Corporate aircraft
11,334

 
11,334

Leasehold improvements
24,489

 
22,663

Land
15,008

 
15,004

Construction in progress
16,971

 
5,808

Less accumulated depreciation
(140,092
)
 
(115,156
)
Net property and equipment
$
160,703

 
$
149,851



GOODWILL AND OTHER INTANGIBLE ASSETS. Goodwill is the difference between the purchase price of a company and the fair market value of the acquired company’s net identifiable assets. Other intangible assets include customer lists, contract carrier lists, and non-competition agreements. These intangible assets are being amortized using the straight-line method over their estimated lives, ranging from 3 to 8 years. Goodwill is not amortized, but is tested for impairment using a fair value approach. Goodwill is tested for impairment annually or more frequently if events warrant. Intangible assets are evaluated for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. See Note 2.
OTHER ASSETS. Other assets include such items as purchased and internally developed software, and the investments related to our nonqualified deferred compensation plan. We amortize software using the straight-line method over 3 years. We recognized the following amortization expense of purchased and internally developed software (in thousands): 
2013
 
$
8,759

2012
 
7,528

2011
 
5,180


A summary of our purchased and internally developed software as of December 31 is as follows (in thousands): 
 
2013
 
2012
Purchased software
$
20,433

 
$
15,524

Internally developed software
24,358

 
20,029

Less accumulated amortization
(29,802
)
 
(20,744
)
Net software
$
14,989

 
$
14,809


INCOME TAXES. Income taxes are accounted for using the asset and liability method. Under this method, deferred tax assets and liabilities are recognized for the future tax consequences of temporary differences between the carrying amounts and tax bases of assets and liabilities using enacted rates.
Annual tax provisions include amounts considered sufficient to pay assessments that may result from examination of prior year tax returns; however, the amount ultimately paid upon resolution of issues raised may differ from the amounts accrued.
The financial statement benefits of an uncertain income tax position are recognized when more likely than not, based on the technical merits, the position will be sustained upon examination. Unrecognized tax benefits are more likely than not owed to a taxing authority and the amount of the contingency can be reasonably estimated. Uncertain income tax positions are included in “Noncurrent income taxes payable” in the consolidated balance sheets.
Provisions are made for U.S. taxes on undistributed earnings of foreign subsidiaries and related companies.
COMPREHENSIVE INCOME. Comprehensive income includes any changes in the equity of an enterprise from transactions and other events and circumstances from non-owner sources. Our only component of other comprehensive income is foreign currency translation adjustment. It is presented on our consolidated statements of operations and comprehensive income.
STOCK-BASED COMPENSATION. The fair value of each share-based payment award is established on the date of grant. For grants of performance shares and restricted stock units, the fair value is established based on the market price on the date of the grant,discounted for post-vesting holding restrictions. The discounts on outstanding grants vary from 18 percent to 22 percent and are calculated using the Black-Scholes option pricing model. Changes in measured stock volatility and interest rates are the primary reason for changes in the discount.
For grants of options, we use the Black-Scholes option pricing model to estimate the fair value of share-based payment awards. The determination of the fair value of share-based awards is affected by our stock price and a number of assumptions, including expected volatility, expected life, risk-free interest rate, and expected dividends.
GOODWILL AND OTHER INTANGIBLE ASSETS
GOODWILL AND OTHER INTANGIBLE ASSETS
NOTE 2: GOODWILL AND OTHER INTANGIBLE ASSETS
The change in the carrying amount of goodwill is as follows (in thousands): 
 
2013
 
2012
Balance, beginning of year
$
822,215

 
$
359,688

Acquisitions
5,331

 
462,232

Translation
1,527

 
295

Balance, end of year
$
829,073

 
$
822,215


The additions to goodwill are related to our acquisitions discussed in more detail in Note 8. We complete an impairment test on goodwill annually. This impairment test did not result in any impairment losses. There is no aggregate goodwill impairment for any of the periods presented.
A summary of our other intangible assets, with finite lives, which include primarily customer relationships and non-competition agreements, as of December 31 is as follows (in thousands): 
 
2013
 
2012
Gross
$
148,917

 
$
149,644

Accumulated amortization
(33,325
)
 
(14,108
)
Net
$
115,592

 
$
135,536


Other intangible assets, with indefinite lives, are as follows (in thousands): 
 
2013
 
2012
Trademarks
$
1,875

 
$
1,875


Amortization expense for other intangible assets was (in thousands): 
2013
$
20,128

2012
6,308

2011
3,908


Intangible assets at December 31, 2013 will be amortized over the next seven years, and that expense is as follows (in thousands):
2014
$
18,719

2015
16,939

2016
16,922

2017
16,890

2018
16,225

Thereafter
29,897

Total
$
115,592

FAIR VALUE MEASUREMENT
FAIR VALUE MEASUREMENT
NOTE 3: FAIR VALUE MEASUREMENT
Accounting guidance on fair value measurements for certain financial assets and liabilities requires that assets and liabilities carried at fair value be classified and disclosed in one of the following three categories:
•
Level 1-Quoted market prices in active markets for identical assets or liabilities.
•
Level 2-Observable market-based inputs or unobservable inputs that are corroborated by market data.
•
Level 3-Unobservable inputs reflecting the reporting entity’s own assumptions or external inputs from inactive markets.
A financial asset or liability’s classification within the hierarchy is determined based on the lowest level of input that is significant to the fair value measurement.
The following table presents information as of December 31, 2012, about our financial assets and liabilities that are measured at fair value on a recurring basis, according to the valuation techniques we used to determine their fair values (in thousands).
 
Level 1
 
Level 2
 
Level 3
 
Total Fair
Value
Contingent purchase price related to acquisitions
$
—

 
$
—

 
$
922

 
$
922

Total liabilities at fair value
$
—

 
$
—

 
$
922

 
$
922


In measuring the fair value of the contingent payment liability, we used an income approach that considers the expected future earnings of the acquired businesses and the resulting contingent payments, discounted at a risk-adjusted rate.
The table below sets forth a reconciliation of our beginning and ending Level 3 financial liability balance (in thousands). We had no Level 3 liabilities as of December 31, 2013.  
 
2013
 
2012
 
2011
Balance, beginning of period
$
922

 
$
13,070

 
$
16,623

Payments of contingent purchase price
(927
)
 
(12,661
)
 
(4,318
)
Total unrealized losses included in earnings
5

 
513

 
765

Balance, end of period
$
—

 
$
922

 
$
13,070

FINANCING ARRANGEMENTS
FINANCING ARRANGEMENTS
NOTE 4. FINANCING ARRANGEMENTS
On October 29, 2012, we entered into a senior unsecured revolving credit facility for up to $500 million with a $500 million accordion feature (the "Credit Agreement"), with a syndicate of financial institutions led by U. S. Bank. The purpose of this facility was to partially fund the acquisition of Phoenix and will allow us to continue to fund working capital, capital expenditures, dividends, and share repurchases. The Credit Agreement expires on October 29, 2017.
As of December 31, 2013 and 2012, we had 375.0 million and $253.0 million in borrowings outstanding under the Credit Agreement which is classified as a current liability on the consolidated balance sheet. The recorded amount of borrowings outstanding approximates fair value because of the short maturity period of the debt, therefore, we consider these borrowings to be a Level 2 financial liability.
Borrowings under the Credit Agreement generally bear interest at a variable rate determined by a pricing schedule or the base rate (which is the highest of (a) the administrative agent's prime rate, (b) the federal funds rate plus 0.50 percent, or (c) the sum of 1.00 percent plus one-month LIBOR plus a specified margin). As of December 31, 2013, the variable rate equaled LIBOR plus 1.50 percent. In addition, there is a commitment fee on the average daily undrawn stated amount under each letter of credit issued under the facility. The weighted average interest rate incurred on borrowings during 2013 was approximately 1.2 percent and at December 31, 2013 was approximately 1.7 percent. The weighted average interest rate incurred on borrowings during 2012 and at December 31, 2012 was approximately 1.2 percent.
The Credit Agreement contains various restrictions and covenants. Among other requirements, we may not permit our leverage ratio, as of the end of each of our fiscal quarters, of (i) Consolidated Funded Indebtedness to (ii) Consolidated Total Capitalization to be greater than 0.65 to 1.00. We were in compliance with the financial debt covenants as of December 31, 2013.
The Credit Agreement also contains customary events of default. If an event of default under the Credit Agreement occurs and is continuing, then the administrative agent may declare any outstanding obligations under the Credit Agreement to be immediately due and payable. In addition, if we become the subject of voluntary or involuntary proceedings under any bankruptcy, insolvency, or similar law, then any outstanding obligations under the Credit Agreement will automatically become immediately due and payable.
On August 23, 2013, we entered into a Note Purchase Agreement with certain institutional investors (the “Purchasers”) named therein (the “Note Purchase Agreement”). Pursuant to the Note Purchase Agreement, the Purchasers purchased, on August 27, 2013, (i) $175,000,000 aggregate principal amount of the Company’s 3.97 percent Senior Notes, Series A, due August 27, 2023 (the “Series A Notes”), (ii) $150,000,000 aggregate principal amount of the Company’s 4.26 percent Senior Notes, Series B, due August 27, 2028 (the “Series B Notes”) and (iii) $175,000,000 aggregate principal amount of the Company’s 4.60 percent Senior Notes, Series C, due August 27, 2033 (the “Series C Notes” and, together with the Series A Notes and the Series B Notes, the “Notes”). Interest on the fixed-rate notes is payable semi-annually in arrears. We applied the proceeds of the sale of the Notes for share repurchases. See Note 9.
The Note Purchase Agreement contains customary provisions for transactions of this type, including representations and warranties regarding the company and its subsidiaries and various covenants, including covenants that require us to maintain specified financial ratios. The Note Purchase Agreement includes the following financial covenants: we will not permit our leverage ratio, as of the end of each of our fiscal quarters, of (i) Consolidated Funded Indebtedness to (ii) Consolidated Total Capitalization to be greater than 0.65 to 1.00; we will not permit the interest coverage ratio, as of the end of each of our fiscal quarters and for the twelve-month period ending, of (i) Consolidated EBIT (earnings before income taxes) to (ii) Consolidated Interest Expense to be less than 2.00 to 1.00; we will not permit, as of the end of each of our fiscal quarters, Consolidated Priority Debt to exceed 15% of Consolidated Total Assets. We were in compliance with all of the financial debt covenants as of December 31, 2013.
The Note Purchase Agreement provides for customary events of default, generally with corresponding grace periods, including, without limitation, payment defaults with respect to the Notes, covenant defaults, cross-defaults to other agreements evidencing indebtedness of the company or its subsidiaries, certain judgments against the Company or its subsidiaries, and events of bankruptcy involving the company or its material subsidiaries. The occurrence of an event of default would permit certain Purchasers to declare certain Notes then outstanding to be immediately due and payable.
Under the terms of the Note Purchase Agreement, the Notes are redeemable, in whole or in part, at 100% of the principal amount being redeemed together with a “make-whole amount”, and accrued and unpaid interest (as defined in the Note Purchase Agreement) with respect to each Note. The obligations of the company under the Note Purchase Agreement and the Notes are guaranteed by C.H. Robinson Company, a Delaware corporation and a wholly-owned subsidiary of the company, and by C.H. Robinson Company, Inc., a Minnesota corporation and an indirect wholly-owned subsidiary of the company.
The Notes were issued by the company to such initial purchasers in a private placement in reliance on Section 4(2) of the Securities Act of 1933, as amended. The Notes will not be or have not been registered under the Securities Act and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements.
The fair value of long-term debt approximated carrying value of $500.0 million at December 31, 2013, based on observable market-based inputs. If our long-term debt was recorded at fair value, it would be classified as Level 2.
INCOME TAXES
INCOME TAXES
NOTE 5: INCOME TAXES
C.H. Robinson Worldwide, Inc. and its 80 percent (or more) owned U.S. subsidiaries file a consolidated federal income tax return. We file unitary or separate state returns based on state filing requirements. With few exceptions, we are no longer subject to audits of U.S. federal, state and local, or non-U.S. income tax returns before 2007.
A reconciliation of the beginning and ending amount of unrecognized tax benefits, excluding interest and penalties, is as follows (in thousands): 
 
2013
 
2012
 
2011
Unrecognized tax benefits, beginning of period
$
16,788

 
$
7,668

 
$
7,595

Additions based on tax positions related to the current year
1,572

 
4,172

 
1,476

Additions for tax positions of prior years
1,105

 
6,911

 
290

Reductions for tax positions of prior years
(1,464
)
 
(1,061
)
 
(1,005
)
Lapse in statute of limitations
(238
)
 
(286
)
 
(688
)
Settlements
(866
)
 
(616
)
 
—

Unrecognized tax benefits, end of the period
$
16,897

 
$
16,788

 
$
7,668


As of December 31, 2013, we had $21.5 million of unrecognized tax benefits and related interest and penalties, all of which would affect our effective tax rate if recognized. We are not aware of any tax positions for which it is reasonably possible that the total amount of unrecognized tax benefit will significantly increase or decrease in the next twelve months.
Income tax expense considers amounts which may be needed to cover exposures for open tax years. We do not expect any material impact related to open tax years; however, actual settlements may differ from amounts accrued.
We recognize interest and penalties related to uncertain tax positions in the provision for income taxes. During the years ended December 31, 2013, 2012, and 2011, we recognized approximately $1.2 million, and $0.8 million, and $0.8 million in interest and penalties. We had approximately $4.6 million and $3.8 million for the payment of interest and penalties accrued within noncurrent taxes payable as of December 31, 2013 and 2012. These amounts are not included in the reconciliation above.
The components of the provision for income taxes consist of the following for the years ended December 31 (in thousands): 
 
2013
 
2012
 
2011
Tax provision:
 
 
 
 
 
Federal
$
180,351

 
$
326,708

 
$
219,124

State
26,351

 
38,931

 
28,260

Foreign
25,529

 
13,461

 
9,958

 
232,231

 
379,100

 
257,342

Deferred provision (benefit):
 
 
 
 
 
Federal
24,877

 
(11,674
)
 
4,781

State
3,623

 
(1,334
)
 
546

Foreign
(3,274
)
 
(1,434
)
 
423

 
25,226

 
(14,442
)
 
5,750

Total provision
$
257,457

 
$
364,658

 
$
263,092


A reconciliation of the provision for income taxes using the statutory federal income tax rate to our effective income tax rate for the years ended December 31 is as follows: 
 
2013
 
2012
 
2011
Federal statutory rate
35.0
%
 
35.0
%
 
35.0
%
State income taxes, net of federal benefit
2.9

 
2.7

 
2.7

Other
0.3

 
0.3

 
0.2

 
38.2
%
 
38.0
%
 
37.9
%

Deferred tax assets (liabilities) are comprised of the following at December 31 (in thousands): 
 
2013
 
2012
Deferred tax assets:
 
 
 
Compensation
$
71,751

 
$
96,660

Receivables
11,780

 
11,836

Other
8,541

 
9,443

Deferred tax liabilities:
 
 
 
Intangible assets
(113,518
)
 
(109,334
)
Prepaid assets
(9,948
)
 
(7,825
)
Long-lived assets
(20,310
)
 
(21,171
)
Undistributed earnings of foreign subsidiaries
(10,600
)
 
(12,857
)
Other
(28
)
 
(85
)
Net deferred tax (liabilities) assets
$
(62,332
)
 
$
(33,333
)

We have foreign net operating loss carryforwards with a tax effect of $7.8 million. A full valuation allowance has been established for these net operating loss carryforwards due to the uncertainty of the use of the tax benefit in future periods.
CAPITAL STOCK AND STOCK AWARD PLANS
CAPITAL STOCK AND STOCK AWARD PLANS
NOTE 6: CAPITAL STOCK AND STOCK AWARD PLANS
PREFERRED STOCK. Our Certificate of Incorporation authorizes the issuance of 20,000,000 shares of Preferred Stock, par value $0.10 per share. There are no shares of Preferred Stock outstanding. The Preferred Stock may be issued by resolution of our Board of Directors at any time without any action of the stockholders. The Board of Directors may issue the Preferred Stock in one or more series and fix the designation and relative powers. These include voting powers, preferences, rights, qualifications, limitations, and restrictions of each series. The issuance of any such series may have an adverse effect on the rights of holders of Common Stock and may impede the completion of a merger, tender offer, or other takeover attempt.
COMMON STOCK. Our Certificate of Incorporation authorizes 480,000,000 shares of Common Stock, par value $.10 per share. Subject to the rights of Preferred Stock which may from time to time be outstanding, holders of Common Stock are entitled to receive dividends out of funds legally available, when and if declared by the Board of Directors, and to receive their share of the net assets of the company legally available for distribution upon liquidation or dissolution.
For each share of Common Stock held, stockholders are entitled to one vote on each matter to be voted on by the stockholders, including the election of directors. Holders of Common Stock are not entitled to cumulative voting. The stockholders do not have preemptive rights. All outstanding shares of Common Stock are fully paid and nonassessable.
STOCK AWARD PLANS. Stock-based compensation cost is measured at the grant date based on the value of the award and is recognized as expense as it vests. A summary of our total compensation expense recognized in our consolidated statements of operations and comprehensive income for stock-based compensation is as follows (in thousands):
 
 
2013
 
2012
 
2011
Stock options
 
$
5

 
$
3,585

 
$
61

Stock awards
 
6,808

 
53,481

 
36,390

Company expense on ESPP discount
 
2,281

 
2,315

 
2,150

Total stock-based compensation expense
 
$
9,094

 
$
59,381

 
$
38,601


On May 9, 2013, our shareholders approved our 2013 Equity Incentive Plan, which allows us to grant certain stock awards, including stock options at fair market value and performance shares and restricted stock units, to our key employees and outside directors. A maximum of 3,400,000 shares plus the shares remaining available for future grants under the 1997 Plan as of May 9, 2013, can be granted under this plan. Approximately 4,838,000 shares were available for stock awards as of December 31, 2013. Shares subject to awards that expire or are canceled without delivery of shares or that are settled in cash, generally become available again for issuance under the plan.
We have awarded performance-based stock options to certain key employees. These options are subject to certain vesting requirements over a five-year period, based on the company’s earnings growth. Any options remaining unvested at the end of the five year vesting period are forfeited to the company. Although participants can exercise options via a stock swap exercise, we do not issue reloads (restoration options) on the grants made after 2003.
The fair value of these options is established based on the market price on the date of grant, discounted for post-vesting holding restrictions, calculated using the Black-Scholes option pricing model. Changes in measured stock price volatility and interest rates are the primary reasons for changes in the discount. These grants are being expensed based on the terms of the awards. As of December 31, 2013, unrecognized compensation expense related to stock options was $43.0 million. The amount of future expense to be recognized will be based on the company’s earnings growth and certain other conditions.
The following schedule summarizes stock option activity in the plan. All outstanding unvested options as of December 31, 2013, relate to the performance-based grants from 2011 through 2013. 
 
Options
 
Weighted
Average
Exercise
Price
 
Aggregate
Intrinsic
Value
(in thousands)
 
Average
Remaining
Life
(years)
Outstanding at December 31, 2012
2,295,097

 
$
61.72

 
 
 
 
Grants
1,443,016

 
58.24

 
 
 
 
Exercised
(218,222
)
 
30.45

 
 
 
 
Terminated
(22,347
)
 
66.01

 
 
 
 
Outstanding at December 31, 2013
3,497,544

 
$
62.21

 
$
—

 
9.08
Vested at December 31, 2013
218,932

 
$
68.81

 
$
—

 
7.94
Exercisable at December 31, 2013
218,932

 
$
68.81

 
$
—

 
7.94

Additional potential dilutive stock options totaling 218,932 for 2013 and 127,323 for 2012 have been excluded from our diluted net income per share calculations because these securities’ exercise prices were anti-dilutive (e.g., greater than the average market price of our common stock).
Information on the intrinsic value of options exercised is as follows (in thousands):
2013
$
7,640

2012
15,516

2011
20,097


The following table summarizes performance-based options by year of grant:
Year of grant
 
First vesting date
 
Last vesting date
 
Options
granted, net of
forfeitures
 
Weighted
average grant
date fair value
 
Unvested options
2011
 
December 31, 2012
 
December 31, 2016
 
912,217

 
$
15.72

 
693,285

2012
 
December 31, 2013
 
December 31, 2017
 
1,155,285

 
13.15

 
1,155,285

2013
 
December 31, 2014
 
December 31, 2018
 
1,430,042

 
11.83

 
1,430,042

 
 
 
 
 
 
3,497,544

 
$
13.28

 
3,278,612


Determining Fair Value
We estimated the fair value of stock options granted using the Black-Scholes option pricing model. We estimate the fair value of restricted shares and units using the Black-Scholes option pricing model-protective put method. A description of significant assumptions used to estimate the expected volatility, risk-free interest rate, and expected terms is as follows:
Expected Volatility-Expected volatility was determined based on implied volatility of our traded options and historical volatility of our stock price.
Risk-Free Interest Rate-The risk-free interest rate was based on the implied yield available on U.S. Treasury zero-coupon issues at the date of grant with a term equal to the expected term.
Expected Term-Expected term represents the period that our stock-based awards are expected to be outstanding and was determined based on historical experience and anticipated future exercise patterns, giving consideration to the contractual terms of unexercised stock-based awards.
The fair value per option was estimated using the Black-Scholes option pricing model with the following assumptions: 
 
2013 Grants
 
2012 Grants
 
2011 Grants
Risk-free interest rate
.18-1.94%

 
.18-.89%

 
.12-1.22%

Dividend per share (quarterly amounts)
$0.35

 
$0.33-0.35

 
$0.29-0.33

Expected volatility factor
25.0-27.5%

 
26.0-27.5%

 
27.5-29.93%

Expected option term
.01-6.3 years

 
.01-6 years

 
.01-6 years

Weighted average fair value per option
$
11.73

 
$
13.61

 
$
15.58


FULL VALUE AWARDS. We have awarded performance shares and restricted stock units to certain key employees and non-employee directors. These awards are subject to certain vesting requirements over a five-year period, based on the company’s earnings growth. The awards also contain restrictions on the awardees’ ability to sell or transfer vested awards for a specified period of time. The fair value of these awards is established based on the market price on the date of grant, discounted for post-vesting holding restrictions. The discounts on outstanding grants vary from 18 percent to 22 percent and are calculated using the Black-Scholes option pricing model-protective put method. Changes in measured stock price volatility and interest rates are the primary reasons for changes in the discount. These grants are being expensed based on the terms of the awards.
The following table summarizes our unvested performance shares and restricted stock unit grants as of December 31, 2013: 
 
Number of Performance
Shares and Restricted Stock Units
 
Weighted Average
Grant Date Fair Value
Unvested at December 31, 2012
2,568,588

 
$
48.26

Granted
398,086

 
46.49

Vested
—

 
—

Forfeitures
(938,005
)
 
40.40

Unvested at December 31, 2013
2,028,669

 
$
51.55


The following table summarizes performance shares and restricted stock units by year of grant: 
Year of grant
 
First vesting date
 
Last vesting date
 
Performance shares and stock units
granted, net of
forfeitures
 
Weighted
average grant
date fair value (1)
 
Unvested performance shares and restricted stock units
2009
 
December 31, 2010
 
December 31, 2014
 
863,744

 
$
44.06

 
397,322

2010
 
December 31, 2011
 
December 31, 2015
 
713,298

 
63.28

 
420,845

2011
 
December 31, 2012
 
December 31, 2016
 
626,459

 
53.73

 
476,109

2012
 
December 31, 2013
 
December 31, 2017
 
336,307

 
48.65

 
336,307

2013
 
December 31, 2014
 
December 31, 2018
 
398,086

 
46.49

 
398,086

 
 
 
 
 
 
2,937,894

 
$
51.64

 
2,028,669

________________________ 
(1)
Amount shown is the weighted average grant date fair value of performance shares and restricted stock units granted, net of forfeitures.
We have also awarded restricted shares and restricted stock units to certain key employees that vest primarily based on their continued employment. The value of these awards is established by the market price on the date of the grant and is being expensed over the vesting period of the award. The following table summarizes these unvested restricted share and restrictedstock unit grants as of December 31, 2013: 
 
Number of Restricted
Shares and Stock Units
 
Weighted Average
Grant Date Fair Value
Unvested at December 31, 2012
527,939

 
$
44.26

Granted
457,917

 
46.51

Vested
(111,183
)
 
41.72

Forfeitures
(23,188
)
 
48.56

Unvested at December 31, 2013
851,485

 
$
45.68


We have also issued to certain key employees and non-employee directors restricted stock units which are fully vested upon issuance. These units contain restrictions on the awardees’ ability to sell or transfer vested units for a specified period of time. The fair value of these units is established using the same method discussed above. These grants have been expensed during the year they were earned.
A summary of the fair value of full value awards vested (in thousands): 
2013
$
6,808

2012
53,562

2011
35,663


As of December 31, 2013, there is unrecognized compensation expense of $177.3 million related to previously granted full value awards. The amount of future expense to be recognized will be based on the company’s earnings growth and certain other conditions.
EMPLOYEE STOCK PURCHASE PLAN. Our 1997 Employee Stock Purchase Plan allows our employees to contribute up to $10,000 of their annual cash compensation to purchase company stock. Purchase price is determined using the closing price on the last day of the quarter discounted by 15 percent. Shares are vested immediately. The following is a summary of the employee stock purchase plan activity (dollar amounts in thousands): 
 
 
Shares purchased
by employees
 
Aggregate cost
to employees
 
Expense recognized
by the company
2013
 
259,730

 
$
12,928

 
$
2,281

2012
 
248,405

 
13,116

 
2,315

2011
 
196,332

 
12,183

 
2,150


SHARE REPURCHASE PROGRAMS. During 2009 and 2012, our Board of Directors authorized stock repurchase programs that allow management to repurchase 10,000,000 shares under each authorization. The activity under those programs for each of the periods reported is as follows (dollar amounts in thousands): 
 
 
Shares repurchased
 
Total value of shares
repurchased
2009 Program
 
 
 
 
2010 Purchases
 
1,394,831

 
$
90,500

2011 Purchases
 
3,540,171

 
246,935

2012 Purchases
 
4,237,555

 
257,064

2013 Purchases
 
827,443

 
48,048


 
 
Shares repurchased
 
Total value of shares
repurchased
2012 Program
 
 
 
 
2013 Purchases
 
10,000,000

 
$
579,853


As of December 31, 2013, there were no shares remaining for repurchase under the 2009 or 2012 authorization. During 2013, our Board of Directors increased the number of shares authorized to be repurchased by 15,000,000 shares. The activity under this authorization is as follows (dollar amounts in thousands):
 
 
Shares repurchased
 
Total value of shares
repurchased
2013 Program
 
 
 
 
2013 Purchases
 
930,075

 
$
57,689


As of December 31, 2013, there were 14,069,925 shares remaining for repurchase under the 2013 authorization.
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES
NOTE 7: COMMITMENTS AND CONTINGENCIES
EMPLOYEE BENEFIT PLANS. We offer a defined contribution plan, which qualifies under section 401(k) of the Internal Revenue Code and covers all eligible U.S. employees. Annual profit-sharing contributions are determined by us, in accordance with the provisions of the plan. We can also elect to make matching contributions to the plan. Defined contribution plan expense, including matching contributions, was approximately (in thousands): 
2013
$
19,907

2012
24,769

2011
30,550


We have committed to a defined contribution match of four percent of eligible compensation in 2014.
NONQUALIFIED DEFERRED COMPENSATION PLAN. The Robinson Companies Nonqualified Deferred Compensation Plan provided certain employees the opportunity to defer a specified percentage or dollar amount of their cash and stock compensation. Participants could elect to defer up to 100 percent of their cash compensation. The accumulated benefit obligation was $0.9 million as of both December 31, 2013 and 2012. We have purchased investments to fund the future liability. The investments had an aggregate market value of $0.9 million as of both December 31, 2013 and 2012 and are included in other assets in the consolidated balance sheets. In addition, all restricted shares vested but not yet delivered, as well as a deferred share award granted to our CEO and vesting ratably over 15 years, are held within this plan.
LEASE COMMITMENTS. We lease certain facilities and equipment under operating leases. Information regarding our lease expense is as follows (in thousands): 
2013
$
54,753

2012
41,689

2011
40,375


Minimum future lease commitments under noncancelable lease agreements in excess of one year as of December 31, 2013, are as follows (in thousands): 
2014
$
43,966

2015
37,510

2016
29,466

2017
22,935

2018
15,619

Thereafter
17,540

Total
$
167,036


In addition to minimum lease payments, we are typically responsible under our lease agreements to pay our pro rata share of maintenance expenses, common charges, and real estate taxes of the buildings we lease space in.
LITIGATION. We are not subject to any pending or threatened litigation other than routine litigation arising in the ordinary course of our business operations, including fifteen contingent auto liability cases as of December 31, 2013. For such legal proceedings, we have accrued an amount that reflects the aggregate liability deemed probable and estimable, but this amount is not material to our consolidated financial position, results of operations, or cash flows. Because of the preliminary nature of many of these proceedings, the difficulty in ascertaining the applicable facts relating to many of these proceedings, the inconsistent treatment of claims made in many of these proceedings, and the difficulty of predicting the settlement value of many of these proceedings, we are not able to estimate an amount or range of any reasonably possible additional losses. However, based upon our historical experience, the resolution of these proceedings is not expected to have a material effect on our consolidated financial position, results of operations, or cash flows.
ACQUISITIONS
ACQUISITIONS AND DIVESTITURES
NOTE 8: ACQUISITIONS AND DIVESTITURES
On November 1, 2012, we acquired all of the outstanding stock of Phoenix International Freight Services, Ltd. (“Phoenix”) for the purpose of expanding our current market presence and service offerings in international freight forwarding. Total purchase consideration was $677.3 million, net of post-closing cash and working capital adjustments, in accordance with the purchase agreement. The acquisition price was financed with $60.2 million in newly-issued common stock (representing 1.1 million shares), borrowings under the revolving credit facility of approximately $173.0 million discussed in Note 4, and the remainder with cash onhand. The following is a summary of the allocation of purchase consideration to the estimated fair value of net assets for the acquisition of Phoenix (in thousands):
Cash and cash equivalents
$
75,372

Receivables
125,595

Other current assets
7,209

Property and equipment
12,160

Identifiable intangible assets
130,000

Goodwill
453,208

Other noncurrent assets
13,542

Total assets
$
817,086

 

Accounts payable
$
(45,367
)
Accrued expenses
(14,340
)
Other liabilities
(80,106
)
Estimated net assets acquired
$
677,273

Identifiable intangible assets and estimated useful lives are as follows (dollars in thousands):
 
Estimated Life (years)
 
 
Customer relationships
8
 
$
129,800

Noncompete agreements
5
 
200

Total identifiable intangible assets
 
 
$
130,000


The Phoenix goodwill is a result of acquiring and retaining the Phoenix existing workforce and expected synergies from integrating their business into C.H. Robinson. The goodwill is not deductible for tax purposes.
The measurement period adjustments during the year ended December 31, 2013, to the previously recorded opening balances relate primarily to changes in the allocation of purchase consideration to certain accounts, based on resolution of certain working capital adjustments with the selling shareholders. The adjustments during 2013 resulted in a $1.5 million increase in receivables, a $5.3 million increase in goodwill, a $1.7 million decrease in current deferred taxes, a $2.1 million decrease in non-current deferred assets, a $3.0 million decrease in taxes payable, and a $10.6 million increase in other assets. The other asset recorded is an indemnification asset that approximates the estimated contingencies related to uncertain tax positions. Any subsequent changes in the indemnification asset will be recorded in investment and other (expense) income in our consolidated statement of operations and comprehensive income. The offset to these adjustments was a reduction in the estimated receivable amount from the selling shareholders. The measurement period adjustments were recorded prospectively, as they are not considered material to the financial statements for the year ended December 31, 2013.
On October 16, 2012, we sold substantially all of the operations of our subsidiary, T-Chek Systems, Inc. ("T-Chek"), which represented a majority of our Payment Services business, to Electronic Funds Source, LLC ("EFS") for $302.5 million in cash. EFS acquired the assets and assumed certain liabilities of T-Chek. We recorded a gain on the sale of the assets and liabilities of approximately $281.6 million during the fourth quarter of 2012.
On an unaudited pro forma basis, assuming the T-Chek divestiture and the Phoenix acquisition had closed on January 1, 2011, the results of C.H. Robinson excluding T-Chek and including Phoenix would have resulted in the following (in thousands):
 
Twelve Months Ended December 31, 2012
 
C.H. Robinson As Reported
 
T-Chek Operations
 
Phoenix Operations
 
Combined Pro Forma
 
 
 
 
 
 
 
 
 
Total revenues
$
11,359,113

 
$
(41,623
)
 
$
692,836

 
$
12,010,326

Income from operations
675,320

 
(20,578
)
 
24,131

 
678,873

Net income
593,804

 
(12,804
)
 
11,976

 
592,976

 
Twelve Months Ended December 31, 2011
 
C.H. Robinson As Reported
 
T-Chek Operations
 
Phoenix Operations
 
Combined Pro Forma
 
 
 
 
 
 
 
 
 
Total revenues
$
10,336,346

 
$
(49,260
)
 
$
803,358

 
$
11,090,444

Income from operations
692,730

 
(24,569
)
 
36,906

 
705,067

Net income
431,612

 
(15,299
)
 
24,150

 
440,463

Phoenix pro forma financial information includes the following adjustments for the twelve months ended December 31 (in thousands):
 
2012
 
2011
 
 
 
 
Eliminate personnel costs from purchased transportation and related services
$
(24,422
)
 
$
(29,028
)
Eliminate personnel costs from selling, general, and administrative services
(50,065
)
 
(54,209
)
Reclassify costs to personnel expenses
74,487

 
83,237

Contractual changes in compensation
(5,080
)
 
(4,060
)
Additional amortization expense on identifiable intangible assets
13,555

 
16,265

Rent expense for new lease agreements
280

 
329

Depreciation on acquired building
123

 
150

Incremental interest expense
(2,127
)
 
(2,574
)
Additional bonus paid by sellers
(1,400
)
 
—

Third party advisory fees paid by sellers
(582
)
 
—

Elimination of variable interest entities not acquired
215

 
220

Tax effect
(1,487
)
 
(1,842
)

The pro forma consolidated financial information was prepared for comparative purposes only and includes certain adjustments, as noted above. The adjustments are estimates based on currently available information and actual amounts may have differed materially from these estimates. They do not reflect the effect of costs or synergies that would have been expected to result from the integration of the acquisition. The pro forma information does not purport to be indicative of the results of operations that actually would have resulted had the acquisition occurred at the beginning of each period presented or of future results of the consolidated entity. The results of operations and financial condition of Phoenix has been included in our consolidated financial statements since their acquisition date of November 1, 2012.
On October 1, 2012, we acquired all of the outstanding stock of the operating subsidiaries of Apreo Logistics S.A. ("Apreo"), a leading freight forwarder based in Warsaw, Poland, for the purpose of expanding our current market presence and service offerings in Europe. The total purchase price of Apreo was approximately $26.5 million, which was paid in cash. We recorded $17.4 million of goodwill and other intangible assets related to this acquisition. The goodwill will not be deductible for tax purposes. The results of our operations for 2012 were not materially impacted by this acquisition.
In September 2011, we acquired substantially all of the assets of Timco Worldwide in exchange for the assumption of approximately $3.8 million of liabilities. Timco Worldwide was a melon category provider in Davis, California. We recorded $2.4 million of goodwill and other intangible assets related to this acquisition. All goodwill and other intangible assets related to this acquisition are tax deductible over 15 years. The results of our operations for 2011 were not materially impacted by this acquisition.
The results of operations and financial condition of these acquisitions have been included in our consolidated financial statements since their acquisition dates.
ACCELERATED SHARE REPURCHASE
ACCELERATED SHARE REPURCHASE
NOTE 9: ACCELERATED SHARE REPURCHASE
On August 24, 2013, we entered into two letter agreements with unrelated third party financial institutions to repurchase an aggregate of $500.0 million of our outstanding common stock (the "ASR Agreements"). The total aggregate number of shares to be repurchased pursuant to these agreements is determined based on the volume-weighted average price of our common stock during the purchase period, less a fixed discount of 0.94%. Under the ASR Agreements, we paid $500.0 million to the financial institutions and received 6.1 million shares of common stock with a fair value of $350.0 million during the third quarter of 2013, which represented approximately 70 percent of the total shares expected to be repurchased under the agreements. One of the two financial institutions terminated their ASR Agreement and delivered 1.2 million shares on December 13, 2013. We recorded this transaction as an increase in treasury stock of $425.0 million, and recorded the remaining $75.0 million as a decrease to additional paid in capital on our consolidated balance sheet as of December 31, 2013. In accordance with the terms of the remaining ASR Agreement, we had the option to settle our delivery obligation, if any, in cash or shares and we may be required to settle in cash in very limited circumstances. We accounted for the variable component of shares to be delivered under the ASR Agreement as a forward contract indexed to our common stock which met all of the applicable criteria for equity classification, and therefore, was not accounted for as a derivative instrument, but instead was also accounted for as a component of equity. The remaining ASR Agreement continued to meet those requirements for equity classification as of December 31, 2013. Subsequent to December 31, 2013, in February 2014, the remaining ASR agreement was terminated. Approximately 1.2 million shares were delivered as final settlement of the remaining agreement. We will reclassify the $75.0 million recorded in additional paid in capital to treasury stock during the first quarter of 2014.
The delivery of 7.3 million shares of our common stock reduced our outstanding shares used to determine our weighted average shares outstanding for purposes of calculating basic and diluted earnings per share for the twelve months ended December 31, 2013. We have also evaluated the ASR Agreement for the potential dilutive effects of any shares remaining to be received upon settlement and determined that the additional shares would be anti-dilutive and therefore were not included in our EPS calculation for the three and twelve months ended December 31, 2013.
CHANGES IN ACCUMULATED OTHER COMPREHENSIVE LOSS
CHANGES IN ACCUMULATED OTHER COMPREHENSIVE LOSS
NOTE 10: CHANGES IN ACCUMULATED OTHER COMPREHENSIVE LOSS
Accumulated other comprehensive loss is included in the Stockholders' investment on our consolidated balance sheet. The recorded balance, at December 31, 2013, and December 31, 2012, was $10.6 million and $9.3 million, respectively. Accumulated other comprehensive loss is comprised solely of foreign currency translation adjustment at December 31, 2013 and 2012.
In February 2013, the Financial Accounting Standards Board issued guidance on the reporting of amounts reclassified out of accumulated other comprehensive income (loss). This guidance requires an entity to report the effect of significant reclassifications out of accumulated other comprehensive income on the respective line items in net income if the amount being reclassified is required to be reclassified in its entirety to net income. Entities may present this information either on the face of the statement where net income is presented or in the notes. This guidance was applied on January 1, 2013. The guidance required additional disclosures, however it did not impact our results of operations, financial position, or cash flows. During the year ended December 31, 2013, no amounts of accumulated other comprehensive loss were reclassified into net income.
SUPPLEMENTARY DATA
SUPPLEMENTARY DATA
NOTE 11: SUPPLEMENTARY DATA
Our unaudited results of operations for each of the quarters in the years ended December 31, 2013 and 2012 are summarized below (in thousands, except per share data). 
2013
 
March 31
 
June 30
 
September 30
 
December 31
Total revenues:
 
 
 
 
 
 
 
 
Transportation
 
$
2,603,182

 
$
2,818,077

 
$
2,880,901

 
$
2,767,550

Sourcing
 
387,852

 
466,811

 
432,373

 
382,098

Payment Services
 
3,233

 
3,374

 
3,391

 
3,234

Total revenues
 
2,994,267

 
3,288,262

 
3,316,665

 
3,152,882

Costs and expenses:
 
 
 
 
 
 
 
 
Purchased transportation and related services
 
2,181,930

 
2,386,932

 
2,450,923

 
2,351,530

Purchased products sourced for resale
 
356,006

 
428,059

 
401,820

 
356,299

Purchased payment services
 
609

 
669

 
616

 
588

Personnel expenses
 
212,645

 
206,009

 
204,388

 
203,619

Other selling, general, and administrative expenses
 
74,371

 
84,117

 
82,563

 
85,733

Total costs and expenses
 
2,825,561

 
3,105,786

 
3,140,310

 
2,997,769

Income from operations
 
168,706

 
182,476

 
176,355

 
155,113

Net income
 
$
103,343

 
$
111,872

 
$
107,737

 
$
92,952

Basic net income per share
 
$
0.64

 
$
0.70

 
$
0.69

 
$
0.62

Diluted net income per share
 
$
0.64

 
$
0.70

 
$
0.69

 
$
0.62

Basic weighted average shares outstanding
 
160,637

 
159,818

 
156,924

 
150,856

Dilutive effect of outstanding stock awards
 
53

 
99

 
120

 
274

Diluted weighted average shares outstanding
 
160,690

 
159,917

 
157,044

 
151,130

Market price range of common stock:
 
 
 
 
 
 
 
 
High
 
$
67.93

 
$
61.91

 
$
62.46

 
$
61.94

Low
 
$
55.81

 
$
53.74

 
$
55.26

 
$
55.92

 
2012
 
March 31
 
June 30
 
September 30
 
December 31 (1)
Total revenues:
 
 
 
 
 
 
 
 
Transportation
 
$
2,176,797

 
$
2,476,805

 
$
2,445,883

 
$
2,585,930

Sourcing
 
359,730

 
462,597

 
418,377

 
379,479

Payment Services
 
15,587

 
16,312

 
16,149

 
5,467

Total revenues
 
2,552,114

 
2,955,714

 
2,880,409

 
2,970,876

Costs and expenses:
 
 
 
 
 
 
 
 
Purchased transportation and related services
 
1,809,581

 
2,107,799

 
2,063,109

 
2,176,789

Purchased products sourced for resale
 
327,787

 
422,392

 
384,630

 
348,936

Purchased payment services
 
—

 
—

 
—

 
519

Personnel expenses
 
183,438

 
177,184

 
179,342

 
226,042

Other selling, general, and administrative expenses
 
61,763

 
63,425

 
66,071

 
84,986

Total costs and expenses
 
2,382,569

 
2,770,800

 
2,693,152

 
2,837,272

Income from operations
 
169,545

 
184,914

 
187,257

 
133,604

Net income
 
$
106,500

 
$
114,582

 
$
116,330

 
$
256,392

Basic net income per share
 
$
0.65

 
$
0.71

 
$
0.72

 
$
1.59

Diluted net income per share
 
$
0.65

 
$
0.71

 
$
0.72

 
$
1.58

Basic weighted average shares outstanding
 
162,693

 
161,887

 
160,782

 
160,880

Dilutive effect of outstanding stock awards
 
330

 
313

 
221

 
919

Diluted weighted average shares outstanding
 
163,023

 
162,200

 
161,003

 
161,799

Market price range of common stock:
 
 
 
 
 
 
 
 
High
 
$
71.76

 
$
67.31

 
$
61.97

 
$
64.14

Low
 
$
62.84

 
$
55.35

 
$
50.81

 
$
57.16


_________________________ 
(1)
The Company's results for the fourth quarter of 2012 were effected by certain significant event-specific charges or credits related to our acquisitions and divestitures. See "Reported to Adjusted Statements of Operations Data" in Selected Financial Data in Item 6 and Management's Discussion and Analysis of Financial Condition and Results of Operations in Item 7 of Part II of this report.
SCHEDULE II. VALUATION AND QUALIFYING ACCOUNTS
SCHEDULE II. VALUATION AND QUALIFYING ACCOUNTS
SCHEDULE II. VALUATION AND QUALIFYING ACCOUNTS
Allowance for Doubtful Accounts
The transactions in the allowance for doubtful accounts for the years ended December 31 were as follows (in thousands): 
 
2013
 
2012
 
2011
Balance, beginning of year
$
34,560

 
$
31,328

 
$
30,945

Provision
15,587

 
10,459

 
9,052

Write-offs
(10,855
)
 
(7,227
)
 
(8,669
)
Balance, end of year
$
39,292

 
$
34,560

 
$
31,328

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)
BASIS OF PRESENTATION 
BASIS OF PRESENTATION. C.H. Robinson Worldwide, Inc. and our subsidiaries (“the company,” “we,” “us,” or “our”) are a global provider of transportation services and logistics solutions through a network of 285 branch offices operating in North America, Europe, Asia, South America, and Australia. The consolidated financial statements include the accounts of C.H. Robinson Worldwide, Inc. and our majority owned and controlled subsidiaries. Our minority interests in subsidiaries are not significant. All intercompany transactions and balances have been eliminated in the consolidated financial statements.
USE OF ESTIMATES 
USE OF ESTIMATES. The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities. We are also required to disclose contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Our ultimate results could differ from those estimates.
REVENUE RECOGNITION 
REVENUE RECOGNITION. Total revenues consist of the total dollar value of goods and services purchased from us by customers. Our net revenues are our total revenues less purchased transportation and related services, including contracted motor carrier, rail, ocean, air, and other costs, and the purchase price and services related to the products we source. We act principally as the service provider for these transactions and recognize revenue as these services are rendered or goods are delivered. At that time, our obligations to the transactions are completed and collection of receivables is reasonably assured. Most transactions in our Transportation and Sourcing businesses are recorded at the gross amount we charge our customers for the service we provide and goods we sell. In these transactions, we are the primary obligor, we have credit risk, we have discretion to select the supplier, and we have latitude in pricing decisions. Additionally, in our Sourcing business, we take loss of inventory risk during shipment and have general inventory risk. Certain transactions in customs brokerage, transportation management services, and sourcing are recorded at the net amount we charge our customers for the service we provide because many of the factors stated above are not present.
ALLOWANCE FOR DOUBTFUL ACCOUNTS 
ALLOWANCE FOR DOUBTFUL ACCOUNTS. Accounts receivable are reduced by an allowance for amounts that may become uncollectible in the future. We continuously monitor payments from our customers and maintain a provision for uncollectible accounts based upon our customer aging trends, historical loss experience, and any specific customer collection issues that we have identified.
FOREIGN CURRENCY 
FOREIGN CURRENCY. Most balance sheet accounts of foreign subsidiaries are translated or remeasured at the current exchange rate as of the end of the year. Statement of operations items are translated at average exchange rates during the year. The resulting translation adjustment is recorded as a separate component of comprehensive income in our statement of operations and comprehensive income.
SEGMENT REPORTING AND GEOGRAPHIC INFORMATION 
SEGMENT REPORTING AND GEOGRAPHIC INFORMATION. We operate in the transportation and logistics industry. We provide a wide range of products and services to our customers and contract carriers including transportation services, produce sourcing, freight consolidation, contract warehousing, and information services. Each of these is a significant component to optimizing logistics solutions for our customers.
These services are performed throughout our branch offices, as an integrated offering for which our customers are typically provided a single invoice. Our branches work together to complete transactions and collectively meet the needs of our customers. For large multi-location customers, we often coordinate our efforts in one branch and rely on multiple branch locations to deliver specific geographic or modal needs. As an example, approximately 46 percent of our truckload transactions are shared transactions between branches. In addition, our methodology of providing services is very similar across all branches. The majority of our global network operates on a common technology platform that is used to match customer needs with supplier capabilities, to collaborate with other branch locations, and to utilize centralized support resources to complete all facets of the transaction. Accordingly, our chief operating decision maker analyzes our business as a single segment, relying on net revenues and operating income across our network of branch offices as the primary performance measures.
CASH AND CASH EQUIVALENTS 
CASH AND CASH EQUIVALENTS. Cash and cash equivalents consist of bank deposits.
PREPAID EXPENSES AND OTHER 
PREPAID EXPENSES AND OTHER. Prepaid expenses and other include such items as prepaid rent, software maintenance contracts, insurance premiums, other prepaid operating expenses, and inventories, consisting primarily of produce and related products held for resale.
PROPERTY AND EQUIPMENT 
PROPERTY AND EQUIPMENT. Property and equipment are recorded at cost. Maintenance and repair expenditures are charged to expense as incurred. Depreciation is computed using the straight-line method over the estimated lives of the assets of 3 to 30 years. Amortization of leasehold improvements is computed over the shorter of the lease term or the estimated useful lives of the improvements.
GOODWILL AND OTHER INTANGIBLE ASSETS 
GOODWILL AND OTHER INTANGIBLE ASSETS. Goodwill is the difference between the purchase price of a company and the fair market value of the acquired company’s net identifiable assets. Other intangible assets include customer lists, contract carrier lists, and non-competition agreements. These intangible assets are being amortized using the straight-line method over their estimated lives, ranging from 3 to 8 years. Goodwill is not amortized, but is tested for impairment using a fair value approach. Goodwill is tested for impairment annually or more frequently if events warrant. Intangible assets are evaluated for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable.
OTHER ASSETS 
OTHER ASSETS. Other assets include such items as purchased and internally developed software, and the investments related to our nonqualified deferred compensation plan. We amortize software using the straight-line method over 3 years.
INCOME TAXES 
INCOME TAXES. Income taxes are accounted for using the asset and liability method. Under this method, deferred tax assets and liabilities are recognized for the future tax consequences of temporary differences between the carrying amounts and tax bases of assets and liabilities using enacted rates.
Annual tax provisions include amounts considered sufficient to pay assessments that may result from examination of prior year tax returns; however, the amount ultimately paid upon resolution of issues raised may differ from the amounts accrued.
The financial statement benefits of an uncertain income tax position are recognized when more likely than not, based on the technical merits, the position will be sustained upon examination. Unrecognized tax benefits are more likely than not owed to a taxing authority and the amount of the contingency can be reasonably estimated. Uncertain income tax positions are included in “Noncurrent income taxes payable” in the consolidated balance sheets.
Provisions are made for U.S. taxes on undistributed earnings of foreign subsidiaries and related companies.
COMPREHENSIVE INCOME 
COMPREHENSIVE INCOME. Comprehensive income includes any changes in the equity of an enterprise from transactions and other events and circumstances from non-owner sources. Our only component of other comprehensive income is foreign currency translation adjustment. It is presented on our consolidated statements of operations and comprehensive income.
STOCK-BASED COMPENSATION 
STOCK-BASED COMPENSATION. The fair value of each share-based payment award is established on the date of grant. For grants of performance shares and restricted stock units, the fair value is established based on the market price on the date of the grant,discounted for post-vesting holding restrictions. The discounts on outstanding grants vary from 18 percent to 22 percent and are calculated using the Black-Scholes option pricing model. Changes in measured stock volatility and interest rates are the primary reason for changes in the discount.
For grants of options, we use the Black-Scholes option pricing model to estimate the fair value of share-based payment awards. The determination of the fair value of share-based awards is affected by our stock price and a number of assumptions, including expected volatility, expected life, risk-free interest rate, and expected dividends.
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables)
Schedule Of Revenues From External Customers And Long Lived Assets By Geographical Areas Table 
The following table presents our total revenues (based on location of the customer) and long-lived assets (including intangible and other assets) by geographic regions (in thousands):
 
 
For the year ended December 31,
 
2013
 
2012
 
2011
Total revenues
 
 
 
 
 
United States
$
11,140,163

 
$
10,183,596

 
$
9,488,165

Other locations
1,611,913

 
1,175,517

 
848,181

Total revenues
$
12,752,076

 
$
11,359,113

 
$
10,336,346

 
 
December 31,
 
2013
 
2012
 
2011
Long-lived assets
 
 
 
 
 
United States
$
284,693

 
$
281,729

 
$
156,471

Other locations
24,567

 
27,991

 
10,337

Total long-lived assets
$
309,260

 
$
309,720

 
$
166,808

Schedule of Depreciation Expense 
We recognized the following depreciation expense (in thousands): 
2013
$
27,757

2012
24,254

2011
23,410

Property, Plant and Equipment 
A summary of our property and equipment as of December 31 is as follows (in thousands): 
 
2013
 
2012
Furniture, fixtures, and equipment
$
168,354

 
$
145,746

Buildings
64,639

 
64,452

Corporate aircraft
11,334

 
11,334

Leasehold improvements
24,489

 
22,663

Land
15,008

 
15,004

Construction in progress
16,971

 
5,808

Less accumulated depreciation
(140,092
)
 
(115,156
)
Net property and equipment
$
160,703

 
$
149,851

Schedule of Amortization Expense of Software 
We recognized the following amortization expense of purchased and internally developed software (in thousands): 
2013
 
$
8,759

2012
 
7,528

2011
 
5,180

Schedule of Other Assets, Noncurrent 
A summary of our purchased and internally developed software as of December 31 is as follows (in thousands): 
 
2013
 
2012
Purchased software
$
20,433

 
$
15,524

Internally developed software
24,358

 
20,029

Less accumulated amortization
(29,802
)
 
(20,744
)
Net software
$
14,989

 
$
14,809

GOODWILL AND OTHER INTANGIBLE ASSETS (Tables)
Schedule of Goodwill 
The change in the carrying amount of goodwill is as follows (in thousands): 
 
2013
 
2012
Balance, beginning of year
$
822,215

 
$
359,688

Acquisitions
5,331

 
462,232

Translation
1,527

 
295

Balance, end of year
$
829,073

 
$
822,215

Schedule of Finite-Lived Intangible Assets by Major Class 
A summary of our other intangible assets, with finite lives, which include primarily customer relationships and non-competition agreements, as of December 31 is as follows (in thousands): 
 
2013
 
2012
Gross
$
148,917

 
$
149,644

Accumulated amortization
(33,325
)
 
(14,108
)
Net
$
115,592

 
$
135,536

Schedule of Indefinite-lived Intangible Assets by Major Class 
Other intangible assets, with indefinite lives, are as follows (in thousands): 
 
2013
 
2012
Trademarks
$
1,875

 
$
1,875

Schedule of Amortization Expense 
Amortization expense for other intangible assets was (in thousands): 
2013
$
20,128

2012
6,308

2011
3,908

Schedule of Finite-Lived Intangible Assets, Future Amortization Expense 
Intangible assets at December 31, 2013 will be amortized over the next seven years, and that expense is as follows (in thousands):
2014
$
18,719

2015
16,939

2016
16,922

2017
16,890

2018
16,225

Thereafter
29,897

Total
$
115,592

FAIR VALUE MEASUREMENT (Tables)
Fair Value, by Balance Sheet Grouping 
The following table presents information as of December 31, 2012, about our financial assets and liabilities that are measured at fair value on a recurring basis, according to the valuation techniques we used to determine their fair values (in thousands).
 
Level 1
 
Level 2
 
Level 3
 
Total Fair
Value
Contingent purchase price related to acquisitions
$
—

 
$
—

 
$
922

 
$
922

Total liabilities at fair value
$
—

 
$
—

 
$
922

 
$
922

Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation 
The table below sets forth a reconciliation of our beginning and ending Level 3 financial liability balance (in thousands). We had no Level 3 liabilities as of December 31, 2013.  
 
2013
 
2012
 
2011
Balance, beginning of period
$
922

 
$
13,070

 
$
16,623

Payments of contingent purchase price
(927
)
 
(12,661
)
 
(4,318
)
Total unrealized losses included in earnings
5

 
513

 
765

Balance, end of period
$
—

 
$
922

 
$
13,070

INCOME TAXES (Tables)
Summary of Income Tax Contingencies 
A reconciliation of the beginning and ending amount of unrecognized tax benefits, excluding interest and penalties, is as follows (in thousands): 
 
2013
 
2012
 
2011
Unrecognized tax benefits, beginning of period
$
16,788

 
$
7,668

 
$
7,595

Additions based on tax positions related to the current year
1,572

 
4,172

 
1,476

Additions for tax positions of prior years
1,105

 
6,911

 
290

Reductions for tax positions of prior years
(1,464
)
 
(1,061
)
 
(1,005
)
Lapse in statute of limitations
(238
)
 
(286
)
 
(688
)
Settlements
(866
)
 
(616
)
 
—

Unrecognized tax benefits, end of the period
$
16,897

 
$
16,788

 
$
7,668

Schedule of Components of Income Tax Expense (Benefit) 
The components of the provision for income taxes consist of the following for the years ended December 31 (in thousands): 
 
2013
 
2012
 
2011
Tax provision:
 
 
 
 
 
Federal
$
180,351

 
$
326,708

 
$
219,124

State
26,351

 
38,931

 
28,260

Foreign
25,529

 
13,461

 
9,958

 
232,231

 
379,100

 
257,342

Deferred provision (benefit):
 
 
 
 
 
Federal
24,877

 
(11,674
)
 
4,781

State
3,623

 
(1,334
)
 
546

Foreign
(3,274
)
 
(1,434
)
 
423

 
25,226

 
(14,442
)
 
5,750

Total provision
$
257,457

 
$
364,658

 
$
263,092

Schedule of Effective Income Tax Rate Reconciliation 
A reconciliation of the provision for income taxes using the statutory federal income tax rate to our effective income tax rate for the years ended December 31 is as follows: 
 
2013
 
2012
 
2011
Federal statutory rate
35.0
%
 
35.0
%
 
35.0
%
State income taxes, net of federal benefit
2.9

 
2.7

 
2.7

Other
0.3

 
0.3

 
0.2

 
38.2
%
 
38.0
%
 
37.9
%
Schedule of Deferred Tax Assets and Liabilities 
Deferred tax assets (liabilities) are comprised of the following at December 31 (in thousands): 
 
2013
 
2012
Deferred tax assets:
 
 
 
Compensation
$
71,751

 
$
96,660

Receivables
11,780

 
11,836

Other
8,541

 
9,443

Deferred tax liabilities:
 
 
 
Intangible assets
(113,518
)
 
(109,334
)
Prepaid assets
(9,948
)
 
(7,825
)
Long-lived assets
(20,310
)
 
(21,171
)
Undistributed earnings of foreign subsidiaries
(10,600
)
 
(12,857
)
Other
(28
)
 
(85
)
Net deferred tax (liabilities) assets
$
(62,332
)
 
$
(33,333
)
CAPITAL STOCK AND STOCK AWARD PLANS (Tables)
Schedule of Employee Service Share-based Compensation, Allocation of Recognized Period Costs 
A summary of our total compensation expense recognized in our consolidated statements of operations and comprehensive income for stock-based compensation is as follows (in thousands):
 
 
2013
 
2012
 
2011
Stock options
 
$
5

 
$
3,585

 
$
61

Stock awards
 
6,808

 
53,481

 
36,390

Company expense on ESPP discount
 
2,281

 
2,315

 
2,150

Total stock-based compensation expense
 
$
9,094

 
$
59,381

 
$
38,601

Schedule of Share-based Compensation, Stock Options, Activity 
The following schedule summarizes stock option activity in the plan. All outstanding unvested options as of December 31, 2013, relate to the performance-based grants from 2011 through 2013. 
 
Options
 
Weighted
Average
Exercise
Price
 
Aggregate
Intrinsic
Value
(in thousands)
 
Average
Remaining
Life
(years)
Outstanding at December 31, 2012
2,295,097

 
$
61.72

 
 
 
 
Grants
1,443,016

 
58.24

 
 
 
 
Exercised
(218,222
)
 
30.45

 
 
 
 
Terminated
(22,347
)
 
66.01

 
 
 
 
Outstanding at December 31, 2013
3,497,544

 
$
62.21

 
$
—

 
9.08
Vested at December 31, 2013
218,932

 
$
68.81

 
$
—

 
7.94
Exercisable at December 31, 2013
218,932

 
$
68.81

 
$
—

 
7.94
Schedule of Intrinsic Value of Options Exercised 
Information on the intrinsic value of options exercised is as follows (in thousands):
2013
$
7,640

2012
15,516

2011
20,097

Schedule of Share-based Compensation, Activity 
The following table summarizes performance shares and restricted stock units by year of grant: 
Year of grant
 
First vesting date
 
Last vesting date
 
Performance shares and stock units
granted, net of
forfeitures
 
Weighted
average grant
date fair value (1)
 
Unvested performance shares and restricted stock units
2009
 
December 31, 2010
 
December 31, 2014
 
863,744

 
$
44.06

 
397,322

2010
 
December 31, 2011
 
December 31, 2015
 
713,298

 
63.28

 
420,845

2011
 
December 31, 2012
 
December 31, 2016
 
626,459

 
53.73

 
476,109

2012
 
December 31, 2013
 
December 31, 2017
 
336,307

 
48.65

 
336,307

2013
 
December 31, 2014
 
December 31, 2018
 
398,086

 
46.49

 
398,086

 
 
 
 
 
 
2,937,894

 
$
51.64

 
2,028,669

________________________ 
(1)
Amount shown is the weighted average grant date fair value of performance shares and restricted stock units granted, net of forfeitures.
The following table summarizes performance-based options by year of grant:
Year of grant
 
First vesting date
 
Last vesting date
 
Options
granted, net of
forfeitures
 
Weighted
average grant
date fair value
 
Unvested options
2011
 
December 31, 2012
 
December 31, 2016
 
912,217

 
$
15.72

 
693,285

2012
 
December 31, 2013
 
December 31, 2017
 
1,155,285

 
13.15

 
1,155,285

2013
 
December 31, 2014
 
December 31, 2018
 
1,430,042

 
11.83

 
1,430,042

 
 
 
 
 
 
3,497,544

 
$
13.28

 
3,278,612

Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions 
The fair value per option was estimated using the Black-Scholes option pricing model with the following assumptions: 
 
2013 Grants
 
2012 Grants
 
2011 Grants
Risk-free interest rate
.18-1.94%

 
.18-.89%

 
.12-1.22%

Dividend per share (quarterly amounts)
$0.35

 
$0.33-0.35

 
$0.29-0.33

Expected volatility factor
25.0-27.5%

 
26.0-27.5%

 
27.5-29.93%

Expected option term
.01-6.3 years

 
.01-6 years

 
.01-6 years

Weighted average fair value per option
$
11.73

 
$
13.61

 
$
15.58

Schedule of Nonvested Restricted Stock Units Activity 
The following table summarizes our unvested performance shares and restricted stock unit grants as of December 31, 2013: 
 
Number of Performance
Shares and Restricted Stock Units
 
Weighted Average
Grant Date Fair Value
Unvested at December 31, 2012
2,568,588

 
$
48.26

Granted
398,086

 
46.49

Vested
—

 
—

Forfeitures
(938,005
)
 
40.40

Unvested at December 31, 2013
2,028,669

 
$
51.55

Schedule of Share-based Compensation, Restricted Stock and Restricted Stock Units Activity 
The following table summarizes these unvested restricted share and restrictedstock unit grants as of December 31, 2013: 
 
Number of Restricted
Shares and Stock Units
 
Weighted Average
Grant Date Fair Value
Unvested at December 31, 2012
527,939

 
$
44.26

Granted
457,917

 
46.51

Vested
(111,183
)
 
41.72

Forfeitures
(23,188
)
 
48.56

Unvested at December 31, 2013
851,485

 
$
45.68

Schedule Of Fair Value Stock Awards Vested 
A summary of the fair value of full value awards vested (in thousands): 
2013
$
6,808

2012
53,562

2011
35,663

Schedule of Share-based Compensation, Employee Stock Purchase Plan, Activity 
The following is a summary of the employee stock purchase plan activity (dollar amounts in thousands): 
 
 
Shares purchased
by employees
 
Aggregate cost
to employees
 
Expense recognized
by the company
2013
 
259,730

 
$
12,928

 
$
2,281

2012
 
248,405

 
13,116

 
2,315

2011
 
196,332

 
12,183

 
2,150

Share Repurchase Program Disclosure 
The activity under this authorization is as follows (dollar amounts in thousands):
 
 
Shares repurchased
 
Total value of shares
repurchased
2013 Program
 
 
 
 
2013 Purchases
 
930,075

 
$
57,689

The activity under those programs for each of the periods reported is as follows (dollar amounts in thousands): 
 
 
Shares repurchased
 
Total value of shares
repurchased
2009 Program
 
 
 
 
2010 Purchases
 
1,394,831

 
$
90,500

2011 Purchases
 
3,540,171

 
246,935

2012 Purchases
 
4,237,555

 
257,064

2013 Purchases
 
827,443

 
48,048


 
 
Shares repurchased
 
Total value of shares
repurchased
2012 Program
 
 
 
 
2013 Purchases
 
10,000,000

 
$
579,853

COMMITMENTS AND CONTINGENCIES (Tables)
Schedule of Costs of Retirement Plans 
Defined contribution plan expense, including matching contributions, was approximately (in thousands): 
2013
$
19,907

2012
24,769

2011
30,550

Schedule of Lease Expenses 
Information regarding our lease expense is as follows (in thousands): 
2013
$
54,753

2012
41,689

2011
40,375

Operating Leases of Lessee Disclosure 
Minimum future lease commitments under noncancelable lease agreements in excess of one year as of December 31, 2013, are as follows (in thousands): 
2014
$
43,966

2015
37,510

2016
29,466

2017
22,935

2018
15,619

Thereafter
17,540

Total
$
167,036

ACQUISITIONS (Tables)
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed 
The following is a summary of the allocation of purchase consideration to the estimated fair value of net assets for the acquisition of Phoenix (in thousands):
Cash and cash equivalents
$
75,372

Receivables
125,595

Other current assets
7,209

Property and equipment
12,160

Identifiable intangible assets
130,000

Goodwill
453,208

Other noncurrent assets
13,542

Total assets
$
817,086

 

Accounts payable
$
(45,367
)
Accrued expenses
(14,340
)
Other liabilities
(80,106
)
Estimated net assets acquired
$
677,273

Identifiable intangible assets and estimated useful lives are as follows (dollars in thousands):
 
Estimated Life (years)
 
 
Customer relationships
8
 
$
129,800

Noncompete agreements
5
 
200

Total identifiable intangible assets
 
 
$
130,000

Business Acquisition, Pro Forma Information 
On an unaudited pro forma basis, assuming the T-Chek divestiture and the Phoenix acquisition had closed on January 1, 2011, the results of C.H. Robinson excluding T-Chek and including Phoenix would have resulted in the following (in thousands):
 
Twelve Months Ended December 31, 2012
 
C.H. Robinson As Reported
 
T-Chek Operations
 
Phoenix Operations
 
Combined Pro Forma
 
 
 
 
 
 
 
 
 
Total revenues
$
11,359,113

 
$
(41,623
)
 
$
692,836

 
$
12,010,326

Income from operations
675,320

 
(20,578
)
 
24,131

 
678,873

Net income
593,804

 
(12,804
)
 
11,976

 
592,976

 
Twelve Months Ended December 31, 2011
 
C.H. Robinson As Reported
 
T-Chek Operations
 
Phoenix Operations
 
Combined Pro Forma
 
 
 
 
 
 
 
 
 
Total revenues
$
10,336,346

 
$
(49,260
)
 
$
803,358

 
$
11,090,444

Income from operations
692,730

 
(24,569
)
 
36,906

 
705,067

Net income
431,612

 
(15,299
)
 
24,150

 
440,463

Phoenix pro forma financial information includes the following adjustments for the twelve months ended December 31 (in thousands):
 
2012
 
2011
 
 
 
 
Eliminate personnel costs from purchased transportation and related services
$
(24,422
)
 
$
(29,028
)
Eliminate personnel costs from selling, general, and administrative services
(50,065
)
 
(54,209
)
Reclassify costs to personnel expenses
74,487

 
83,237

Contractual changes in compensation
(5,080
)
 
(4,060
)
Additional amortization expense on identifiable intangible assets
13,555

 
16,265

Rent expense for new lease agreements
280

 
329

Depreciation on acquired building
123

 
150

Incremental interest expense
(2,127
)
 
(2,574
)
Additional bonus paid by sellers
(1,400
)
 
—

Third party advisory fees paid by sellers
(582
)
 
—

Elimination of variable interest entities not acquired
215

 
220

Tax effect
(1,487
)
 
(1,842
)
SUPPLEMENTARY DATA (Tables)
Schedule of Quarterly Financial Information
Our unaudited results of operations for each of the quarters in the years ended December 31, 2013 and 2012 are summarized below (in thousands, except per share data). 
2013
 
March 31
 
June 30
 
September 30
 
December 31
Total revenues:
 
 
 
 
 
 
 
 
Transportation
 
$
2,603,182

 
$
2,818,077

 
$
2,880,901

 
$
2,767,550

Sourcing
 
387,852

 
466,811

 
432,373

 
382,098

Payment Services
 
3,233

 
3,374

 
3,391

 
3,234

Total revenues
 
2,994,267

 
3,288,262

 
3,316,665

 
3,152,882

Costs and expenses:
 
 
 
 
 
 
 
 
Purchased transportation and related services
 
2,181,930

 
2,386,932

 
2,450,923

 
2,351,530

Purchased products sourced for resale
 
356,006

 
428,059

 
401,820

 
356,299

Purchased payment services
 
609

 
669

 
616

 
588

Personnel expenses
 
212,645

 
206,009

 
204,388

 
203,619

Other selling, general, and administrative expenses
 
74,371

 
84,117

 
82,563

 
85,733

Total costs and expenses
 
2,825,561

 
3,105,786

 
3,140,310

 
2,997,769

Income from operations
 
168,706

 
182,476

 
176,355

 
155,113

Net income
 
$
103,343

 
$
111,872

 
$
107,737

 
$
92,952

Basic net income per share
 
$
0.64

 
$
0.70

 
$
0.69

 
$
0.62

Diluted net income per share
 
$
0.64

 
$
0.70

 
$
0.69

 
$
0.62

Basic weighted average shares outstanding
 
160,637

 
159,818

 
156,924

 
150,856

Dilutive effect of outstanding stock awards
 
53

 
99

 
120

 
274

Diluted weighted average shares outstanding
 
160,690

 
159,917

 
157,044

 
151,130

Market price range of common stock:
 
 
 
 
 
 
 
 
High
 
$
67.93

 
$
61.91

 
$
62.46

 
$
61.94

Low
 
$
55.81

 
$
53.74

 
$
55.26

 
$
55.92

 
2012
 
March 31
 
June 30
 
September 30
 
December 31 (1)
Total revenues:
 
 
 
 
 
 
 
 
Transportation
 
$
2,176,797

 
$
2,476,805

 
$
2,445,883

 
$
2,585,930

Sourcing
 
359,730

 
462,597

 
418,377

 
379,479

Payment Services
 
15,587

 
16,312

 
16,149

 
5,467

Total revenues
 
2,552,114

 
2,955,714

 
2,880,409

 
2,970,876

Costs and expenses:
 
 
 
 
 
 
 
 
Purchased transportation and related services
 
1,809,581

 
2,107,799

 
2,063,109

 
2,176,789

Purchased products sourced for resale
 
327,787

 
422,392

 
384,630

 
348,936

Purchased payment services
 
—

 
—

 
—

 
519

Personnel expenses
 
183,438

 
177,184

 
179,342

 
226,042

Other selling, general, and administrative expenses
 
61,763

 
63,425

 
66,071

 
84,986

Total costs and expenses
 
2,382,569

 
2,770,800

 
2,693,152

 
2,837,272

Income from operations
 
169,545

 
184,914

 
187,257

 
133,604

Net income
 
$
106,500

 
$
114,582

 
$
116,330

 
$
256,392

Basic net income per share
 
$
0.65

 
$
0.71

 
$
0.72

 
$
1.59

Diluted net income per share
 
$
0.65

 
$
0.71

 
$
0.72

 
$
1.58

Basic weighted average shares outstanding
 
162,693

 
161,887

 
160,782

 
160,880

Dilutive effect of outstanding stock awards
 
330

 
313

 
221

 
919

Diluted weighted average shares outstanding
 
163,023

 
162,200

 
161,003

 
161,799

Market price range of common stock:
 
 
 
 
 
 
 
 
High
 
$
71.76

 
$
67.31

 
$
61.97

 
$
64.14

Low
 
$
62.84

 
$
55.35

 
$
50.81

 
$
57.16


_________________________ 
(1)
The Company's results for the fourth quarter of 2012 were effected by certain significant event-specific charges or credits related to our acquisitions and divestitures. See "Reported to Adjusted Statements of Operations Data" in Selected Financial Data in Item 6 and Management's Discussion and Analysis of Financial Condition and Results of Operations in Item 7 of Part II of this report.
Summary of Significant Accounting Policies - Additional Information (Detail)
12 Months Ended 12 Months Ended
Dec. 31, 2012
Dec. 31, 2013
Location
Dec. 31, 2012
Software
Dec. 31, 2013
Truckload Transactions
Dec. 31, 2013
Minimum
Dec. 31, 2013
Maximum
Significant Accounting Policies [Line Items]
 
 
 
 
 
 
Network of branch offices
 
285 
 
 
 
 
Shared transactions between branches
Our branches work together to complete transactions and collectively meet the needs of our customers. For large multi-location customers, we often coordinate our efforts in one office and rely on multiple office locations to deliver specific geographic or modal needs. As an example, approximately 46 percent of our truckload transactions are shared transactions between branches. 
 
 
 
 
 
Percentage of truckload transactions that are shared transactions between branches
 
 
 
46.00% 
 
 
Property and equipment, depreciation method
Depreciation is computed using the straight-line method over the estimated lives of the assets of 3 to 30 years. 
 
 
 
 
 
Property and equipment, estimated lives (in years)
 
 
 
 
3 years 
30 years 
Intangible assets, estimated lives (in years)
 
 
3 years 
 
3 years 
8 years 
Intangible assets, amortization method
These intangible assets are being amortized using the straight-line method over their estimated lives, ranging from three to eight years. 
 
We amortize software using the straight-line method over three years. 
 
 
 
Restricted shares and restricted units grants, discount for post-vesting holding restrictions
 
 
 
 
18.00% 
22.00% 
Total Revenues Based on Location of the Customer and Long-Lived Assets by Geographic Regions (Detail) (USD $)
In Thousands, unless otherwise specified
3 Months Ended 12 Months Ended
Dec. 31, 2013
Sep. 30, 2013
Jun. 30, 2013
Mar. 31, 2013
Dec. 31, 2012
Sep. 30, 2012
Jun. 30, 2012
Mar. 31, 2012
Dec. 31, 2013
Dec. 31, 2012
Dec. 31, 2011
Dec. 31, 2010
Revenues from External Customers and Long-Lived Assets [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
Total revenues
$ 3,152,882 
$ 3,316,665 
$ 3,288,262 
$ 2,994,267 
$ 2,970,876 1
$ 2,880,409 
$ 2,955,714 
$ 2,552,114 
$ 12,752,076 
$ 11,359,113 
$ 10,336,346 
 
Total long-lived assets
 
 
 
 
309,260 
 
 
 
 
309,260 
309,720 
166,808 
United States
 
 
 
 
 
 
 
 
 
 
 
 
Revenues from External Customers and Long-Lived Assets [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
Total revenues
 
 
 
 
 
 
 
 
11,140,163 
10,183,596 
9,488,165 
 
Total long-lived assets
 
 
 
 
284,693 
 
 
 
 
284,693 
281,729 
156,471 
Other Locations
 
 
 
 
 
 
 
 
 
 
 
 
Revenues from External Customers and Long-Lived Assets [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
Total revenues
 
 
 
 
 
 
 
 
1,611,913 
1,175,517 
848,181 
 
Total long-lived assets
 
 
 
 
$ 24,567 
 
 
 
 
$ 24,567 
$ 27,991 
$ 10,337 
Depreciation Expense (Detail) (USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 31, 2013
Dec. 31, 2012
Dec. 31, 2011
Disclosure Depreciation Expense [Abstract]
 
 
 
Depreciation expense
$ 27,757 
$ 24,254 
$ 23,410 
Summary of Property and Equipment (Detail) (USD $)
In Thousands, unless otherwise specified
Dec. 31, 2013
Dec. 31, 2012
Disclosure Summary Of Property And Equipment [Abstract]
 
 
Furniture, fixtures, and equipment
$ 168,354 
$ 145,746 
Buildings
64,639 
64,452 
Corporate aircraft
11,334 
11,334 
Leasehold improvements
24,489 
22,663 
Land
15,008 
15,004 
Construction in progress
16,971 
5,808 
Less accumulated depreciation
(140,092)
(115,156)
Net property and equipment
$ 160,703 
$ 149,851 
Amortization Expense of Purchased and Internally Developed Software (Detail) (Software, USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 31, 2013
Dec. 31, 2012
Dec. 31, 2011
Software
 
 
 
Finite-Lived Intangible Assets [Line Items]
 
 
 
Amortization expense
$ 8,759 
$ 7,528 
$ 5,180 
Summary of Purchased and Internally Developed Software (Detail) (USD $)
In Thousands, unless otherwise specified
Dec. 31, 2013
Dec. 31, 2012
Finite-Lived Intangible Assets [Line Items]
 
 
Less accumulated amortization
$ (33,325)
$ (14,108)
Net software
115,592 
 
Software
 
 
Finite-Lived Intangible Assets [Line Items]
 
 
Less accumulated amortization
(29,802)
(20,744)
Net software
14,989 
14,809 
Software |
Purchased software
 
 
Finite-Lived Intangible Assets [Line Items]
 
 
Software
20,433 
15,524 
Software |
Internally developed software
 
 
Finite-Lived Intangible Assets [Line Items]
 
 
Software
$ 24,358 
$ 20,029 
Change in the Carrying Amount of Goodwill (Detail) (USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 31, 2013
Dec. 31, 2012
Goodwill [Roll Forward]
 
 
Balance, beginning of year
$ 822,215 
$ 359,688 
Acquisitions
5,331 
462,232 
Translation
1,527 
295 
Balance, end of year
$ 829,073 
$ 822,215 
Summary of Other Intangible Assets, with Finite Lives (Detail) (USD $)
In Thousands, unless otherwise specified
Dec. 31, 2013
Dec. 31, 2012
Finite-Lived Intangible Assets [Line Items]
 
 
Accumulated amortization
$ (33,325)
$ (14,108)
Net
115,592 
 
Other Intangible Assets
 
 
Finite-Lived Intangible Assets [Line Items]
 
 
Gross
148,917 
149,644 
Accumulated amortization
(33,325)
(14,108)
Net
$ 115,592 
$ 135,536 
Other Intangible Assets, with Indefinite Lives (Detail) (USD $)
In Thousands, unless otherwise specified
Dec. 31, 2013
Dec. 31, 2012
Disclosure Other Intangible Assets With Indefinite Lives [Abstract]
 
 
Trademarks
$ 1,875 
$ 1,875 
Amortization Expense of Other Intangible Assets (Detail) (Other Intangible Assets, USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 31, 2013
Dec. 31, 2012
Dec. 31, 2011
Other Intangible Assets
 
 
 
Finite-Lived Intangible Assets [Line Items]
 
 
 
Amortization expense
$ 20,128 
$ 6,308 
$ 3,908 
Estimated Amortization Expense on Intangible Assets (Detail) (USD $)
In Thousands, unless otherwise specified
Dec. 31, 2013
Estimated amortization expense
 
2014
$ 18,719 
2015
16,939 
2016
16,922 
2017
16,890 
2018
16,225 
Thereafter
29,897 
Net
$ 115,592 
Financial Assets and Liabilities at Fair Value on a Recurring Basis (Detail) (Fair Value, Measurements, Recurring, USD $)
In Thousands, unless otherwise specified
Dec. 31, 2012
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
 
Contingent purchase price related to acquisitions
$ 922 
Total liabilities at fair value
922 
Level 1
 
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
 
Contingent purchase price related to acquisitions
0 
Total liabilities at fair value
0 
Level 2
 
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
 
Contingent purchase price related to acquisitions
0 
Total liabilities at fair value
0 
Level 3
 
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
 
Contingent purchase price related to acquisitions
922 
Total liabilities at fair value
$ 922 
Reconciliation of Beginning and Ending Level 3 Financial Liability Balances (Detail) (USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 31, 2013
Dec. 31, 2012
Dec. 31, 2011
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
 
 
 
Balance, beginning of period
$ 922 
$ 13,070 
$ 16,623 
Payments of contingent purchase price
(927)
(12,661)
(4,318)
Total unrealized losses included in earnings
5 
513 
765 
Balance, end of period
$ 0 
$ 922 
$ 13,070 
FINANCING ARRANGEMENTS (Details) (USD $)
12 Months Ended 0 Months Ended 12 Months Ended 12 Months Ended 3 Months Ended 12 Months Ended
Dec. 31, 2013
Unsecured Debt
Senior Unsecured Revolving Credit Facility 2017 Term Loan
Dec. 31, 2012
Unsecured Debt
Senior Unsecured Revolving Credit Facility 2017 Term Loan
Oct. 29, 2012
Unsecured Debt
Senior Unsecured Revolving Credit Facility 2017 Term Loan
Aug. 23, 2013
Senior Notes
Series A Notes
Aug. 23, 2013
Senior Notes
Series B Notes
Aug. 23, 2013
Senior Notes
Series C Notes
Aug. 23, 2013
Senior Notes
Note Purchase Agreement
Dec. 31, 2013
Senior Notes
Note Purchase Agreement
Dec. 31, 2013
Current Liability
Unsecured Debt
Senior Unsecured Revolving Credit Facility 2017 Term Loan
Dec. 31, 2012
Current Liability
Unsecured Debt
Senior Unsecured Revolving Credit Facility 2017 Term Loan
Dec. 31, 2013
Federal Funds Rate
Unsecured Debt
Senior Unsecured Revolving Credit Facility 2017 Term Loan
Dec. 31, 2013
London Interbank Offered Rate (LIBOR)
Unsecured Debt
Senior Unsecured Revolving Credit Facility 2017 Term Loan
Dec. 31, 2013
LIBOR Rate Option
Unsecured Debt
Senior Unsecured Revolving Credit Facility 2017 Term Loan
Dec. 31, 2013
Level 2
Debt Instrument [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Line of credit facility, maximum borrowing capacity
 
 
$ 500,000,000 
 
 
 
 
 
 
 
 
 
 
 
Additional borrowing capacity credit facility
 
 
500,000,000 
 
 
 
 
 
 
 
 
 
 
 
Borrowing outstanding
 
 
 
 
 
 
 
 
375,000,000 
253,000,000 
 
 
 
 
Debt instrument, basis spread on variable rate
 
 
 
 
 
 
 
 
 
 
0.50% 
1.50% 
1.00% 
 
Debt Instrument, Interest Rate During Period
1.20% 
1.20% 
 
 
 
 
 
 
 
 
 
 
 
 
Debt instrument, description of variable rate basis
 
 
 
 
 
 
 
 
 
 
 
 
One-month LIBOR 
 
Debt, weighted average interest rate
1.70% 
1.20% 
 
 
 
 
 
 
 
 
 
 
 
 
Debt instrument, covenant, leverage ratio, minimum
0.65 
 
 
 
 
 
 
0.65 
 
 
 
 
 
 
Debt instrument, covenant, leverage ratio, maximum
1.00 
 
 
 
 
 
 
1.00 
 
 
 
 
 
 
Debt Instrument, Face Amount
 
 
 
175,000,000 
150,000,000 
175,000,000 
 
 
 
 
 
 
 
 
Debt Instrument, Interest Rate, Stated Percentage
 
 
 
3.97% 
4.26% 
4.60% 
 
 
 
 
 
 
 
 
Debt Instrument, Covenant, Interest Expense Ratio, Minimum
 
 
 
 
 
 
 
1.00 
 
 
 
 
 
 
Debt Instrument, Covenant, Interest Expense Ratio, Maximum
 
 
 
 
 
 
 
2.00 
 
 
 
 
 
 
Debt Instrument, Covenant, Priority Debt, Percentage
 
 
 
 
 
 
 
15.00% 
 
 
 
 
 
 
Debt Instrument, Redemption Price, Percentage
 
 
 
 
 
 
100.00% 
 
 
 
 
 
 
 
Long-term Debt, Fair Value
 
 
 
 
 
 
 
 
 
 
 
 
 
$ 500,000,000 
Reconciliation of Unrecognized Tax Benefits, Excluding Interest and Penalties (Detail) (USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 31, 2013
Dec. 31, 2012
Dec. 31, 2011
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward]
 
 
 
Unrecognized tax benefits, beginning of period
$ 16,788 
$ 7,668 
$ 7,595 
Additions based on tax positions related to the current year
1,572 
4,172 
1,476 
Additions for tax positions of prior years
1,105 
6,911 
290 
Reductions for tax positions of prior years
(1,464)
(1,061)
(1,005)
Lapse in statute of limitations
(238)
(286)
(688)
Settlements
(866)
(616)
0 
Unrecognized tax benefits, end of the period
$ 16,897 
$ 16,788 
$ 7,668 
Income Taxes - Additional Information (Detail) (USD $)
In Millions, unless otherwise specified
12 Months Ended
Dec. 31, 2013
Dec. 31, 2012
Dec. 31, 2011
Disclosure Income Taxes Additional Information [Abstract]
 
 
 
Unrecognized tax benefits and related interest and penalties, all of which would affect our effective tax rate if recognized
$ 21.5 
 
 
Interest and penalties recognized
1.2 
0.8 
0.8 
Interest and penalties accrued
4.6 
3.8 
 
Foreign net operating loss carryforwards tax effect
$ 7.8 
 
 
Components of the Provision for Income Taxes (Detail) (USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 31, 2013
Dec. 31, 2012
Dec. 31, 2011
Tax provision:
 
 
 
Federal
$ 180,351 
$ 326,708 
$ 219,124 
State
26,351 
38,931 
28,260 
Foreign
25,529 
13,461 
9,958 
Current Income Tax Expense (Benefit), Total
232,231 
379,100 
257,342 
Deferred provision (benefit):
 
 
 
Federal
24,877 
(11,674)
4,781 
State
3,623 
(1,334)
546 
Foreign
(3,274)
(1,434)
423 
Deferred provision (benefit):
25,226 
(14,442)
5,750 
Total provision
$ 257,457 
$ 364,658 
$ 263,092 
Reconciliation of the Provision for Income Taxes using Statutory Federal Income Tax Rate to the Effective Income Tax Rate (Detail)
12 Months Ended
Dec. 31, 2013
Dec. 31, 2012
Dec. 31, 2011
Disclosure reconciliation of the provision for income taxes using statutory federal income tax rate to the effective income tax rate [Abstract]
 
 
 
Federal statutory rate
35.00% 
35.00% 
35.00% 
State income taxes, net of federal benefit
2.90% 
2.70% 
2.70% 
Other
0.30% 
0.30% 
0.20% 
Effective Income Tax Rate, Continuing Operations, Total
38.20% 
38.00% 
37.90% 
Deferred Tax Assets (Liabilities) (Detail) (USD $)
In Thousands, unless otherwise specified
Dec. 31, 2013
Dec. 31, 2012
Deferred tax assets:
 
 
Compensation
$ 71,751 
$ 96,660 
Receivables
11,780 
11,836 
Other
8,541 
9,443 
Deferred tax liabilities:
 
 
Intangible assets
(113,518)
(109,334)
Prepaid assets
(9,948)
(7,825)
Long-lived assets
(20,310)
(21,171)
Undistributed earnings of foreign subsidiaries
(10,600)
(12,857)
Other
(28)
(85)
Net deferred tax (liabilities) assets
$ (62,332)
$ (33,333)
Capital Stock and Stock Award Plans - Additional Information (Detail) (USD $)
12 Months Ended
Dec. 31, 2013
Vote
Dec. 31, 2012
Compensation Related Costs Share Based Payments Disclosure [Line Items]
 
 
Preferred stock, shares authorized
20,000,000 
20,000,000 
Preferred stock, par value
$ 0.10 
$ 0.10 
Common stock, shares authorized
480,000,000 
480,000,000 
Common stock, par value
$ 0.10 
$ 0.10 
Entitled vote for each share of Common Stock
1 
 
Stock award, vesting rights
These options are subject to certain vesting requirements over a five-year period, based on the company’s earnings growth. 
 
Maximum employee contribution to purchase company stock
$ 10,000 
 
Discount rate used to determine the purchase price
15.00% 
 
Stock Option
 
 
Compensation Related Costs Share Based Payments Disclosure [Line Items]
 
 
Maximum shares that can be granted under stock plan
3,400,000 
 
Shares available for stock awards
4,838,000 
 
Stock award, vesting period
5 years 
 
Unrecognized compensation expense
43,000,000 
 
Full Value Awards
 
 
Compensation Related Costs Share Based Payments Disclosure [Line Items]
 
 
Stock award, vesting period
5 years 
 
Unrecognized compensation expense
$ 177,300,000 
 
Restricted stock awards, discount for post-vesting holding restriction, lower limit
18.00% 
 
Restricted stock awards, discount for post-vesting holding restriction, upper limit
22.00% 
 
2009 Program
 
 
Compensation Related Costs Share Based Payments Disclosure [Line Items]
 
 
Repurchase program, number of additional shares authorized for repurchase
10,000,000 
 
Shares remaining for repurchase under authorization
0 
 
2012 Program
 
 
Compensation Related Costs Share Based Payments Disclosure [Line Items]
 
 
Repurchase program, number of additional shares authorized for repurchase
10,000,000 
 
Shares remaining for repurchase under authorization
0 
 
2013 Program
 
 
Compensation Related Costs Share Based Payments Disclosure [Line Items]
 
 
Number of shares authorized to be repurchased
15,000,000 
 
Shares remaining for repurchase under authorization
14,069,925 
 
Profit-Sharing Plan Expense, Including Matching Contributions (Detail) (USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 31, 2013
Dec. 31, 2012
Dec. 31, 2011
Disclosure Profit Sharing Plan Expense Including Matching Contributions [Abstract]
 
 
 
Profit-sharing plan expense
$ 19,907 
$ 24,769 
$ 30,550 
Defined contribution match
4.00% 
 
 
Commitments and Contingencies - Additional Information (Detail) (USD $)
In Millions, unless otherwise specified
12 Months Ended
Dec. 31, 2013
Dec. 31, 2012
Commitments and Contingencies Disclosure [Line Items]
 
 
Loss Contingency, Pending Claims, Number
15 
 
CEO |
Deferred Share Award
 
 
Commitments and Contingencies Disclosure [Line Items]
 
 
Stock award, vesting period
15 years 
 
Nonqualified Deferred Compensation Plan
 
 
Commitments and Contingencies Disclosure [Line Items]
 
 
Defined Benefit Plan Contributions Percent Of Compensation
100.00% 
 
Accumulated benefit obligation
$ 0.9 
$ 0.9 
Investments to fund a future liability, market value
$ 0.9 
$ 0.9 
Summary of Total Compensation Expense Recognized in Statements of Operations for Stock-Based Compensation (Detail) (USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 31, 2013
Dec. 31, 2012
Dec. 31, 2011
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
Stock-based compensation expense
$ 9,094 
$ 59,381 
$ 38,601 
Stock options
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
Stock-based compensation expense
5 
3,585 
61 
Stock awards
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
Stock-based compensation expense
6,808 
53,481 
36,390 
Company expense on ESPP discount
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
Stock-based compensation expense
$ 2,281 
$ 2,315 
$ 2,150 
Lease Expense (Detail) (USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 31, 2013
Dec. 31, 2012
Dec. 31, 2011
Disclosure Lease Expense [Abstract]
 
 
 
Lease expense
$ 54,753 
$ 41,689 
$ 40,375 
Summary of Stock Option Activity (Detail) (USD $)
In Thousands, except Share data, unless otherwise specified
12 Months Ended
Dec. 31, 2013
Dec. 31, 2012
Options Outstanding - Number of Shares
 
 
Outstanding at December 31, 2012
2,295,097 
 
Grants
1,443,016 
 
Exercised
(218,222)
 
Terminated
(22,347)
 
Outstanding at December 31, 2013
3,497,544 
2,295,097 
Vested at December 31, 2013
218,932 
 
Exercisable at December 31, 2013
218,932 
 
Options Outstanding - Weighted Average Exercise Price
 
 
Outstanding at December 31, 2012
$ 61.72 
 
Grants
$ 58.24 
 
Exercised
$ 30.45 
 
Terminated
$ 66.01 
 
Outstanding at December 31, 2013
$ 62.21 
$ 61.72 
Vested at December 31, 2013
$ 68.81 
 
Exercisable at December 31, 2013
$ 68.81 
 
Options Outstanding - Aggregate Intrinsic Value
 
 
Outstanding at December 31, 2013
$ 0 
 
Vested at December 31, 2013
0 
 
Exercisable at December 31, 2013
$ 0 
 
Options Outstanding - Average Remaining Life
 
 
Outstanding at December 31, 2013
9 years 28 days 
 
Vested at December 31, 2013
7 years 11 months 8 days 
 
Exercisable at December 31, 2013
7 years 11 months 8 days 
 
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount
218,932 
127,323 
Intrinsic Value of Options Exercised (Detail) (USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 31, 2013
Dec. 31, 2012
Dec. 31, 2011
Disclosure Intrinsic Value Of Options Exercised [Abstract]
 
 
 
Intrinsic value
$ 7,640 
$ 15,516 
$ 20,097 
Minimum Future Lease Commitments Under Noncancelable Lease Agreements (Detail) (USD $)
In Thousands, unless otherwise specified
Dec. 31, 2013
Disclosure Minimum Future Lease Commitments Under Noncancelable Lease Agreements [Abstract]
 
2014
$ 43,966 
2015
37,510 
2016
29,466 
2017
22,935 
2018
15,619 
Thereafter
17,540 
Total
$ 167,036 
CAPITAL STOCK AND STOCK AWARD PLANS Summary of Performance Based Options by Year of Grant (Details) (USD $)
12 Months Ended
Dec. 31, 2013
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
Options granted, net of forfeitures
3,497,544 
Weighted average grant date fair value
$ 13.28 
Unvested options
3,278,612 
2011
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
Year of grant
2011 
Options granted, net of forfeitures
912,217 
Weighted average grant date fair value
$ 15.72 
Unvested options
693,285 
2012
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
Year of grant
2012 
Options granted, net of forfeitures
1,155,285 
Weighted average grant date fair value
$ 13.15 
Unvested options
1,155,285 
2013
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
Year of grant
2013 
Options granted, net of forfeitures
1,430,042 
Weighted average grant date fair value
$ 11.83 
Unvested options
1,430,042 
Assumptions Used in Estimating the Fair Value Per Option (Detail)
12 Months Ended
Dec. 31, 2013
Dec. 31, 2012
Dec. 31, 2011
Share based Compensation Arrangement by Share based Payment Award, Fair Value Assumptions, Method Used [Line Items]
 
 
 
Risk-free interest rate, minimum
0.18% 
0.18% 
0.12% 
Risk-free interest rate, maximum
1.94% 
0.89% 
1.22% 
Dividend per share (quarterly amounts)
$ 0.35 
 
 
Expected volatility factor, minimum
25.00% 
26.00% 
27.50% 
Expected volatility factor, maximum
27.50% 
27.50% 
29.93% 
Weighted average fair value per option
$ 11.73 
$ 13.61 
$ 15.58 
Minimum
 
 
 
Share based Compensation Arrangement by Share based Payment Award, Fair Value Assumptions, Method Used [Line Items]
 
 
 
Dividend per share (quarterly amounts)
 
$ 0.33 
$ 0.29 
Expected option term, minimum
3 days 
3 days 
3 days 
Maximum
 
 
 
Share based Compensation Arrangement by Share based Payment Award, Fair Value Assumptions, Method Used [Line Items]
 
 
 
Dividend per share (quarterly amounts)
 
$ 0.35 
$ 0.33 
Expected option term, minimum
6 years 3 months 17 days 
6 years 
6 years 
Summary of Nonvested Performance-Based Restricted Stock Grants (Detail) (USD $)
12 Months Ended
Dec. 31, 2013
Nonvested Restricted Shares and Units - Number of Shares
 
Unvested at December 31, 2013
2,028,669 
Nonvested Restricted Shares and Units - Weighted Average Grant Date Fair Value
 
Unvested at December 31, 2013
$ 51.64 1
Performance Based Restricted Stock and Restricted Stock Units
 
Nonvested Restricted Shares and Units - Number of Shares
 
Unvested at December 31, 2012
2,568,588 
Granted
398,086 
Vested
0 
Forfeitures
(938,005)
Unvested at December 31, 2013
2,028,669 
Nonvested Restricted Shares and Units - Weighted Average Grant Date Fair Value
 
Unvested at December 31, 2012
$ 48.26 
Granted
$ 46.49 
Vested
$ 0.00 
Forfeitures
$ 40.40 
Unvested at December 31, 2013
$ 51.55 
Summary of Performance Based Shares and Units by Year of Grant (Detail) (USD $)
12 Months Ended
Dec. 31, 2013
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
Performance shares and stock units granted, net of forfeitures
2,937,894 
Weighted average grant date fair value (1)
$ 51.64 1
Unvested performance shares and restricted stock units
2,028,669 
2009
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
Year of grant
2009 
Performance shares and stock units granted, net of forfeitures
863,744 
Weighted average grant date fair value (1)
$ 44.06 1
Unvested performance shares and restricted stock units
397,322 
2010
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
Year of grant
2010 
Performance shares and stock units granted, net of forfeitures
713,298 
Weighted average grant date fair value (1)
$ 63.28 1
Unvested performance shares and restricted stock units
420,845 
2011
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
Year of grant
2011 
Performance shares and stock units granted, net of forfeitures
626,459 
Weighted average grant date fair value (1)
$ 53.73 1
Unvested performance shares and restricted stock units
476,109 
2012
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
Year of grant
2012 
Performance shares and stock units granted, net of forfeitures
336,307 
Weighted average grant date fair value (1)
$ 48.65 1
Unvested performance shares and restricted stock units
336,307 
2013
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
Year of grant
2013 
Performance shares and stock units granted, net of forfeitures
398,086 
Weighted average grant date fair value (1)
$ 46.49 1
Unvested performance shares and restricted stock units
398,086 
Summary of Nonvested Restricted Stock Grants (Detail) (USD $)
12 Months Ended
Dec. 31, 2013
Nonvested Restricted Shares and Units - Number of Shares and Units
 
Unvested at December 31, 2013
2,028,669 
Nonvested Restricted Shares and Units - Weighted Average Grant Date Fair Value
 
Unvested at December 31, 2013
$ 51.64 1
Restricted Stock and Restricted Stock Units
 
Nonvested Restricted Shares and Units - Number of Shares and Units
 
Unvested at December 31, 2012
527,939 
Granted
457,917 
Vested
(111,183)
Forfeitures
(23,188)
Unvested at December 31, 2013
851,485 
Nonvested Restricted Shares and Units - Weighted Average Grant Date Fair Value
 
Unvested at December 31, 2012
$ 44.26 
Granted
$ 46.51 
Vested
$ 41.72 
Forfeitures
$ 48.56 
Unvested at December 31, 2013
$ 45.68 
Summary of Fair Value of Full Value Stock Vested (Detail) (Full Value Awards, USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 31, 2013
Dec. 31, 2012
Dec. 31, 2011
Full Value Awards
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
Fair value
$ 6,808 
$ 53,562 
$ 35,663 
Summary of Employee Stock Purchase Plan Activity (Detail) (USD $)
In Thousands, except Share data, unless otherwise specified
12 Months Ended
Dec. 31, 2013
Dec. 31, 2012
Dec. 31, 2011
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
Shares purchased by employees
259,730 
248,405 
196,332 
Aggregate cost to employees
$ 12,928 
$ 13,116 
$ 12,183 
Expense recognized by the company
9,094 
59,381 
38,601 
Company expense on ESPP discount
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
Expense recognized by the company
$ 2,281 
$ 2,315 
$ 2,150 
Share Repurchase Programs Activity (Detail) (USD $)
In Thousands, except Share data, unless otherwise specified
12 Months Ended
Dec. 31, 2013
Dec. 31, 2012
Dec. 31, 2011
Dec. 31, 2010
Compensation Related Costs Share Based Payments Disclosure [Line Items]
 
 
 
 
Total value of shares repurchased
$ 760,304 
$ 257,064 
$ 246,935 
 
2009 Program
 
 
 
 
Compensation Related Costs Share Based Payments Disclosure [Line Items]
 
 
 
 
Shares repurchased
827,443 
4,237,555 
3,540,171 
1,394,831 
Total value of shares repurchased
48,048 
257,064 
246,935 
90,500 
2012 Program
 
 
 
 
Compensation Related Costs Share Based Payments Disclosure [Line Items]
 
 
 
 
Shares repurchased
10,000,000 
 
 
 
Total value of shares repurchased
579,853 
 
 
 
2013 Program
 
 
 
 
Compensation Related Costs Share Based Payments Disclosure [Line Items]
 
 
 
 
Shares repurchased
930,075 
 
 
 
Total value of shares repurchased
$ 57,689 
 
 
 
Acquisitions - Additional Information (Detail) (USD $)
Share data in Millions, unless otherwise specified
12 Months Ended 0 Months Ended 12 Months Ended 0 Months Ended 3 Months Ended 0 Months Ended 1 Months Ended
Dec. 31, 2013
Dec. 31, 2012
Dec. 31, 2011
Nov. 1, 2012
Phoenix
Dec. 31, 2013
Phoenix
Dec. 31, 2013
Phoenix
Accounts Receivabl
Dec. 31, 2013
Phoenix
Goodwill
Dec. 31, 2013
Phoenix
Current Deferred Taxes
Dec. 31, 2013
Phoenix
Non-Current Deferred Taxes
Dec. 31, 2013
Phoenix
Taxes Payable
Oct. 16, 2012
T-Chek
Dec. 31, 2012
T-Chek
Oct. 2, 2012
Apreo
Sep. 30, 2011
Timco Worldwide
Business Acquisition [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Business acquisition, purchase price
 
 
 
$ 677,273,000 
 
 
 
 
 
 
 
 
 
 
Business acquisition, equity interest issued or issuable, value assigned
 
 
 
60,200,000 
 
 
 
 
 
 
 
 
 
 
Business acquisition, equity interest issued or issuable, number of shares
 
 
 
1.1 
 
 
 
 
 
 
 
 
 
 
Business acquisition, acquisition price financed with debt
 
 
 
173,000,000 
 
 
 
 
 
 
 
 
 
 
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustment, Financial Assets
 
 
 
 
 
1,500,000 
5,300,000 
1,700,000 
2,100,000 
 
 
 
 
 
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustment, Financial Liabilities
 
 
 
 
 
 
 
 
 
3,000,000 
 
 
 
 
Business Combination, Provisional Information, Initial Accounting Incomplete, Adjustment, Intangibles
 
 
 
 
10,600,000 
 
 
 
 
 
 
 
 
 
Long lived assets held-for-sale, proceeds from sale
 
 
 
 
 
 
 
 
 
 
302,500,000 
 
 
 
Gain on sale of T-Chek
0 
281,551,000 
0 
 
 
 
 
 
 
 
 
281,600,000 
 
 
Business acquisition, cash paid
 
 
 
 
 
 
 
 
 
 
 
 
26,500,000 
 
Business acquisition, goodwill and other intangible assets
 
 
 
 
 
 
 
 
 
 
 
 
17,400,000 
2,400,000 
Business acquisition, liabilities assumed
 
 
 
 
 
 
 
 
 
 
 
 
 
$ 3,800,000 
Business acquisition, goodwill and other intangible assets tax deductible term
 
 
 
 
 
 
 
 
 
 
 
 
 
15 years 
ACQUISITIONS Acquisitions - Business Combination (Details) (USD $)
In Thousands, unless otherwise specified
Dec. 31, 2013
Dec. 31, 2012
Dec. 31, 2011
Nov. 1, 2012
Phoenix
Business Acquisition [Line Items]
 
 
 
 
Cash and cash equivalents
 
 
 
$ 75,372 
Receivables
 
 
 
125,595 
Other current assets
 
 
 
7,209 
Property and equipment
 
 
 
12,160 
Identifiable intangible assets
 
 
 
130,000 
Goodwill
829,073 
822,215 
359,688 
453,208 
Other noncurrent assets
 
 
 
13,542 
Total assets
 
 
 
817,086 
Accounts payable
 
 
 
(45,367)
Accrued expenses
 
 
 
(14,340)
Other liabilities
 
 
 
(80,106)
Estimated net assets acquired
 
 
 
$ 677,273 
ACQUISITIONS Acquisitions - Identifiable Intangible Assets and Estimated Useful Lives (Details) (Phoenix, USD $)
In Thousands, unless otherwise specified
0 Months Ended
Nov. 1, 2012
Business Acquisition [Line Items]
 
Identifiable intangible assets
$ 130,000 
Customer Relationships [Member]
 
Business Acquisition [Line Items]
 
Estimated Life (years)
8 years 
Identifiable intangible assets
129,800 
Noncompete Agreements [Member]
 
Business Acquisition [Line Items]
 
Estimated Life (years)
5 years 
Identifiable intangible assets
$ 200 
Acquisitions - Pro Forma (Details) (USD $)
In Thousands, unless otherwise specified
3 Months Ended 12 Months Ended
Dec. 31, 2013
Sep. 30, 2013
Jun. 30, 2013
Mar. 31, 2013
Dec. 31, 2012
Sep. 30, 2012
Jun. 30, 2012
Mar. 31, 2012
Dec. 31, 2013
Dec. 31, 2012
Dec. 31, 2011
Business Acquisition [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Revenues
$ 3,152,882 
$ 3,316,665 
$ 3,288,262 
$ 2,994,267 
$ 2,970,876 1
$ 2,880,409 
$ 2,955,714 
$ 2,552,114 
$ 12,752,076 
$ 11,359,113 
$ 10,336,346 
Business Acquisition, Pro Forma Revenue
 
 
 
 
 
 
 
 
 
12,010,326 
11,090,444 
Operating Income (Loss)
155,113 
176,355 
182,476 
168,706 
133,604 1
187,257 
184,914 
169,545 
682,650 
675,320 
692,730 
Business Acquisition, Pro Forma Operating Income (Loss)
 
 
 
 
 
 
 
 
 
678,873 
705,067 
Net Income (Loss) Attributable to Parent
92,952 
107,737 
111,872 
103,343 
256,392 1
116,330 
114,582 
106,500 
415,904 
593,804 
431,612 
Business Acquisition, Pro Forma Net Income (Loss)
 
 
 
 
 
 
 
 
 
592,976 
440,463 
Phoenix
 
 
 
 
 
 
 
 
 
 
 
Business Acquisition [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Business Acquisition, Pro Forma Revenue
 
 
 
 
 
 
 
 
 
692,836 
803,358 
Business Acquisition, Pro Forma Operating Income (Loss)
 
 
 
 
 
 
 
 
 
24,131 
36,906 
Business Acquisition, Pro Forma Net Income (Loss)
 
 
 
 
 
 
 
 
 
11,976 
24,150 
Business Acquisition, Pro Forma Elimination Personnel Costs from Purchased Transportation and Related Services
 
 
 
 
 
 
 
 
 
(24,422)
(29,028)
Business Acquisition, Pro Forma Elimination Personnel Costs from Selling, General and Administrative Services
 
 
 
 
 
 
 
 
 
(50,065)
(54,209)
Business Acquisition, Pro Forma Reclassify Costs to Personnel Expenses
 
 
 
 
 
 
 
 
 
74,487 
83,237 
Business Acquisition, Pro Forma Compensation Related Expenses
 
 
 
 
 
 
 
 
 
(5,080)
(4,060)
Business Acquisition, Pro Forma Amortization Expense
 
 
 
 
 
 
 
 
 
13,555 
16,265 
Business Acquisition, Pro Forma Rent Expense
 
 
 
 
 
 
 
 
 
280 
329 
Business Acquisition, Pro Forma Depreciation Expense
 
 
 
 
 
 
 
 
 
123 
150 
Business Acquisition, Pro Forma Interest Expense
 
 
 
 
 
 
 
 
 
(2,127)
(2,574)
Business Acquisition, Pro Forma Additional Bonus Paid by Seller
 
 
 
 
 
 
 
 
 
(1,400)
0 
Business Acquisition, Pro Forma Advisory Fees Paid by Seller
 
 
 
 
 
 
 
 
 
(582)
0 
Business Acquisition, Pro Forma Elimination of Variable Interest Entities Not Acquired
 
 
 
 
 
 
 
 
 
215 
220 
Business Acquisition, Pro Forma Consolidated Effective Tax Rate
 
 
 
 
 
 
 
 
 
(1,487)
(1,842)
T-Chek
 
 
 
 
 
 
 
 
 
 
 
Business Acquisition [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Business Divestiture, Pro Forma Revenue
 
 
 
 
 
 
 
 
 
(41,623)
(49,260)
Business Divestiture, Pro Forma Operating Income (Loss)
 
 
 
 
 
 
 
 
 
(20,578)
(24,569)
Business Divestiture, Pro Forma Net Income (Loss)
 
 
 
 
 
 
 
 
 
$ (12,804)
$ (15,299)
ACCELERATED SHARE REPURCHASE (Details) (USD $)
12 Months Ended 0 Months Ended 3 Months Ended 12 Months Ended 1 Months Ended
Dec. 31, 2013
Dec. 31, 2012
Dec. 31, 2011
Dec. 13, 2013
Accelerated Share Repurchase
Sep. 30, 2013
Accelerated Share Repurchase
Dec. 31, 2013
Accelerated Share Repurchase
Aug. 24, 2013
Accelerated Share Repurchase
Feb. 28, 2014
Accelerated Share Repurchase
Subsequent Event
Subsequent Event [Line Items]
 
 
 
 
 
 
 
 
Accelerated Share Repurchases, Settlement (Payment) or Receipt
 
 
 
 
 
 
$ 500,000,000 
 
Accelerated Share Repurchases, Pursuant Discount Percentage
 
 
 
 
 
 
0.94% 
 
Shares repurchased
 
 
 
1,200,000 
6,100,000 
7,300,000 
 
1,200,000 
Treasury Stock, Value, Acquired, Cost Method
760,304,000 
257,064,000 
246,935,000 
 
350,000,000 
425,000,000 
 
 
Value of Stock Repurchased As Percentage of Total Amount of Shares Estimated Under Accelerated Share Repurchase Agreement
 
 
 
 
70.00% 
 
 
 
Accelerated Share Repurchase Program, Adjustment
 
 
 
 
 
$ 75,000,000 
 
$ 75,000,000 
CHANGES IN ACCUMULATED OTHER COMPREHENSIVE LOSS (Details) (USD $)
In Thousands, unless otherwise specified
Dec. 31, 2013
Dec. 31, 2012
Accumulated other comprehensive loss [Abstract]
 
 
Accumulated other comprehensive loss
$ (10,620)
$ (9,345)
Summary of Unaudited Results of Operations for Each Quarter (Detail) (USD $)
In Thousands, except Per Share data, unless otherwise specified
3 Months Ended 12 Months Ended
Dec. 31, 2013
Sep. 30, 2013
Jun. 30, 2013
Mar. 31, 2013
Dec. 31, 2012
Sep. 30, 2012
Jun. 30, 2012
Mar. 31, 2012
Dec. 31, 2013
Dec. 31, 2012
Dec. 31, 2011
Total revenues:
 
 
 
 
 
 
 
 
 
 
 
Transportation
$ 2,767,550 
$ 2,880,901 
$ 2,818,077 
$ 2,603,182 
$ 2,585,930 1
$ 2,445,883 
$ 2,476,805 
$ 2,176,797 
$ 11,069,710 
$ 9,685,415 
$ 8,740,524 
Sourcing
382,098 
432,373 
466,811 
387,852 
379,479 1
418,377 
462,597 
359,730 
1,669,134 
1,620,183 
1,535,528 
Payment Services
3,234 
3,391 
3,374 
3,233 
5,467 1
16,149 
16,312 
15,587 
13,232 
53,515 
60,294 
Total revenues
3,152,882 
3,316,665 
3,288,262 
2,994,267 
2,970,876 1
2,880,409 
2,955,714 
2,552,114 
12,752,076 
11,359,113 
10,336,346 
Costs and expenses:
 
 
 
 
 
 
 
 
 
 
 
Purchased transportation and related services
2,351,530 
2,450,923 
2,386,932 
2,181,930 
2,176,789 1
2,063,109 
2,107,799 
1,809,581 
9,371,315 
8,157,278 
7,296,608 
Purchased products sourced for resale
356,299 
401,820 
428,059 
356,006 
348,936 1
384,630 
422,392 
327,787 
1,542,184 
1,483,745 
1,407,080 
Purchased payment services
588 
616 
669 
609 
519 1
0 
0 
0 
2,482 
519 
0 
Personnel expenses
203,619 
204,388 
206,009 
212,645 
226,042 1
179,342 
177,184 
183,438 
826,661 
766,006 
696,233 
Other selling, general, and administrative expenses
85,733 
82,563 
84,117 
74,371 
84,986 1
66,071 
63,425 
61,763 
326,784 
276,245 
243,695 
Total costs and expenses
2,997,769 
3,140,310 
3,105,786 
2,825,561 
2,837,272 1
2,693,152 
2,770,800 
2,382,569 
12,069,426 
10,683,793 
9,643,616 
Income from operations
155,113 
176,355 
182,476 
168,706 
133,604 1
187,257 
184,914 
169,545 
682,650 
675,320 
692,730 
Net income
$ 92,952 
$ 107,737 
$ 111,872 
$ 103,343 
$ 256,392 1
$ 116,330 
$ 114,582 
$ 106,500 
$ 415,904 
$ 593,804 
$ 431,612 
Basic net income per share (in dollars per share)
$ 0.62 
$ 0.69 
$ 0.70 
$ 0.64 
$ 1.59 1
$ 0.72 
$ 0.71 
$ 0.65 
$ 2.65 
$ 3.68 
$ 2.63 
Diluted net income per share (in dollars per share)
$ 0.62 
$ 0.69 
$ 0.70 
$ 0.64 
$ 1.58 1
$ 0.72 
$ 0.71 
$ 0.65 
$ 2.65 
$ 3.67 
$ 2.62 
Basic weighted average shares outstanding (in shares)
150,856 
156,924 
159,818 
160,637 
160,880 1
160,782 
161,887 
162,693 
156,915 
161,557 
164,114 
Dilutive effect of outstanding stock awards (in shares)
274 
120 
99 
53 
919 1
221 
313 
330 
165 
389 
627 
Diluted weighted average shares outstanding (in shares)
151,130 
157,044 
159,917 
160,690 
161,799 1
161,003 
162,200 
163,023 
157,080 
161,946 
164,741 
Market price range of common stock:
 
 
 
 
 
 
 
 
 
 
 
High (in dollars per share)
$ 61.94 
$ 62.46 
$ 61.91 
$ 67.93 
$ 64.14 1
$ 61.97 
$ 67.31 
$ 71.76 
 
 
 
Low (in dollars per share)
$ 55.92 
$ 55.26 
$ 53.74 
$ 55.81 
$ 57.16 1
$ 50.81 
$ 55.35 
$ 62.84 
 
 
 
Transactions in the Allowance for Doubtful Accounts (Detail) (USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 31, 2013
Dec. 31, 2012
Dec. 31, 2011
Movement in Valuation Allowances and Reserves [Roll Forward]
 
 
 
Balance, beginning of year
$ 34,560 
$ 31,328 
$ 30,945 
Provision
15,587 
10,459 
9,052 
Write-offs
(10,855)
(7,227)
(8,669)
Balance, end of year
$ 39,292 
$ 34,560 
$ 31,328