C H ROBINSON WORLDWIDE INC, 10-K filed on 3/2/2015
Annual Report
Document and Entity Information (USD $)
12 Months Ended
Dec. 31, 2014
Feb. 24, 2015
Jun. 30, 2014
Document and Entity Information [Abstract]
 
 
 
Document Type
10-K 
 
 
Amendment Flag
false 
 
 
Document Period End Date
Dec. 31, 2014 
 
 
Document Fiscal Year Focus
2014 
 
 
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
 
146,328,737 
 
Entity Public Float
 
 
$ 9,309,100,899 
CONSOLIDATED BALANCE SHEETS (USD $)
In Thousands, unless otherwise specified
Dec. 31, 2014
Dec. 31, 2013
Current assets:
 
 
Cash and cash equivalents
$ 128,940 
$ 162,047 
Restricted cash
359,388 
Receivables, net of allowance for doubtful accounts of $41,051 and $39,292
1,571,591 
1,449,581 
Deferred tax asset
7,746 
8,286 
Prepaid expenses and other
37,794 
44,571 
Total current assets
2,105,459 
1,664,485 
Property and equipment
313,688 
300,795 
Accumulated depreciation and amortization
(161,217)
(140,092)
Net property and equipment
152,471 
160,703 
Goodwill
825,038 
829,073 
Other intangible assets, net of accumulated amortization of $36,917 and $33,325
98,330 
117,467 
Other assets
33,040 
31,090 
Total assets
3,214,338 
2,802,818 
Current liabilities:
 
 
Accounts payable
716,654 
685,890 
Outstanding checks
78,601 
69,117 
Accrued expenses–
 
 
Compensation and profit-sharing contribution
125,624 
85,247 
Income taxes
4,616 
11,681 
Other accrued liabilities
45,365 
43,046 
Current portion of debt
605,000 
375,000 
Total current liabilities
1,575,860 
1,269,981 
Long-term debt
500,000 
500,000 
Noncurrent income taxes payable
24,279 
21,584 
Deferred tax liabilities
66,961 
70,618 
Other long term liabilities
223 
911 
Total liabilities
2,167,323 
1,863,094 
Commitments and contingencies
   
   
Stockholders’ investment:
 
 
Preferred stock, $ .10 par value, 20,000 shares authorized; no shares issued or outstanding
Common stock, $ .10 par value, 480,000 shares authorized; 178,621 and 179,030 shares issued, 146,458 and 150,197 outstanding
14,646 
15,020 
Additional paid-in capital
321,968 
217,894 
Retained earnings
2,648,539 
2,413,833 
Accumulated other comprehensive loss
(28,610)
(10,620)
Treasury stock at cost (32,163 and 28,833 shares)
(1,909,528)
(1,696,403)
Total stockholders’ investment
1,047,015 
939,724 
Total liabilities and stockholders’ investment
$ 3,214,338 
$ 2,802,818 
CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $)
In Thousands, except Share data, unless otherwise specified
Dec. 31, 2014
Dec. 31, 2013
Statement of Financial Position [Abstract]
 
 
Receivables, allowance for doubtful accounts
$ 41,051 
$ 39,292 
Other intangible assets, accumulated amortization
$ 36,917 
$ 33,325 
Preferred stock, par value
$ 0.10 
$ 0.10 
Preferred stock, shares authorized
20,000,000 
20,000,000 
Preferred stock, shares issued
Preferred stock, shares outstanding
Common stock, par value
$ 0.10 
$ 0.10 
Common stock, shares authorized
480,000,000 
480,000,000 
Common stock, shares issued
178,621,000 
179,030,000 
Common stock, shares outstanding
146,458,000 
150,197,000 
Treasury stock, shares
32,163,000 
28,833,000 
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (USD $)
In Thousands, except Per Share data, unless otherwise specified
12 Months Ended
Dec. 31, 2014
Dec. 31, 2013
Dec. 31, 2012
Revenues:
 
 
 
Transportation
$ 11,921,974 
$ 11,069,710 
$ 9,685,415 
Sourcing
1,533,555 
1,669,134 
1,620,183 
Payment Services
14,538 
13,232 
53,515 
Total revenues
13,470,067 
12,752,076 
11,359,113 
Costs and expenses:
 
 
 
Purchased transportation and related services
10,042,250 
9,371,315 
8,157,278 
Purchased products sourced for resale
1,418,009 
1,542,184 
1,483,745 
Purchased payment services
2,156 
2,482 
519 
Personnel expenses
939,021 
826,661 
766,006 
Other selling, general, and administrative expenses
320,213 
326,784 
276,245 
Total costs and expenses
12,721,649 
12,069,426 
10,683,793 
Income from operations
748,418 
682,650 
675,320 
Interest and other (expense) income
(24,987)
(9,289)
283,142 
Income before provision for income taxes
723,431 
673,361 
958,462 
Provision for income taxes
273,720 
257,457 
364,658 
Net income
449,711 
415,904 
593,804 
Other comprehensive loss
(17,990)
(1,275)
(230)
Comprehensive income
$ 431,721 
$ 414,629 
$ 593,574 
Basic net income per share (in dollars per share)
$ 3.06 
$ 2.65 
$ 3.68 
Diluted net income per share (in dollars per share)
$ 3.05 
$ 2.65 
$ 3.67 
Basic weighted average shares outstanding (in shares)
147,202 
156,915 
161,557 
Dilutive effect of outstanding stock awards (in shares)
340 
165 
389 
Diluted weighted average shares outstanding (in shares)
147,542 
157,080 
161,946 
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' INVESTMENT (USD $)
In Thousands, except Share data, unless otherwise specified
3 Months Ended 12 Months Ended
Dec. 31, 2014
Mar. 31, 2014
Dec. 31, 2013
Mar. 31, 2013
Dec. 31, 2014
Dec. 31, 2013
Dec. 31, 2012
Increase (Decrease) in Stockholders' Equity [Roll Forward]
 
 
 
 
 
 
 
Beginning Balance
 
$ 939,724 
 
$ 1,504,372 
$ 939,724 
$ 1,504,372 
$ 1,248,474 
Net income
112,947 
93,187 
92,952 
103,343 
449,711 
415,904 
593,804 
Foreign currency translation adjustment
 
 
 
 
(17,990)
(1,275)
(230)
Comprehensive income
 
 
 
 
431,721 
414,629 
593,574 
Dividends declared, $1.43 in 2014, $1.40 in 2013 and $1.34 in 2012 per share
 
 
 
 
(215,005)
(220,300)
(220,607)
Stock issued for acquisition
 
 
 
 
 
 
60,152 
Stock issued for employee benefit plans
 
 
 
 
(667)
(34,978)
8,086 
Issuance of restricted stock
 
 
 
 
 
Stock-based compensation expense
 
 
 
 
47,721 
9,096 
59,463 
Excess tax benefit on deferred compensation and employee stock plans
 
 
 
 
7,558 
27,209 
12,294 
Repurchase of common stock
 
 
 
 
(164,037)
(760,304)
(257,064)
Ending Balance
1,047,015 
 
939,724 
 
1,047,015 
939,724 
1,504,372 
Common Stock
 
 
 
 
 
 
 
Increase (Decrease) in Stockholders' Equity [Roll Forward]
 
 
 
 
 
 
 
Beginning Balance (in shares)
 
150,197,000 
 
161,327,000 
150,197,000 
161,327,000 
163,441,000 
Beginning Balance
 
15,020 
 
16,133 
15,020 
16,133 
16,344 
Stock issued for acquisition (in shares)
 
 
 
 
 
 
1,108,000 
Stock issued for acquisition
 
 
 
 
 
 
111 
Stock issued for employee benefit plans (in shares)
 
 
 
 
405,000 
263,000 
712,000 
Stock issued for employee benefit plans
 
 
 
 
40 
26 
71 
Issuance of restricted stock (in shares)
 
 
 
 
410,000 
335,000 
276,000 
Issuance of restricted stock
 
 
 
 
(41)
34 
28 
Stock-based compensation expense (in shares)
 
 
 
 
30,000 
30,000 
28,000 
Stock-based compensation expense
 
 
 
 
Repurchase of common stock (in shares)
 
 
 
 
(3,764,000)
(11,758,000)
(4,238,000)
Repurchase of common stock
 
 
 
 
(376)
(1,176)
(424)
Ending Balance
14,646 
 
15,020 
 
14,646 
15,020 
16,133 
Ending Balance (in shares)
146,458,000 
 
150,197,000 
 
146,458,000 
150,197,000 
161,327,000 
Additional Paid-in Capital
 
 
 
 
 
 
 
Increase (Decrease) in Stockholders' Equity [Roll Forward]
 
 
 
 
 
 
 
Beginning Balance
 
217,894 
 
303,479 
217,894 
303,479 
205,794 
Stock issued for acquisition
 
 
 
 
 
 
60,041 
Stock issued for employee benefit plans
 
 
 
 
(24,644)
(45,106)
(32,435)
Issuance of restricted stock
 
 
 
 
41 
(34)
(28)
Stock-based compensation expense
 
 
 
 
46,119 
7,346 
57,813 
Excess tax benefit on deferred compensation and employee stock plans
 
 
 
 
7,558 
27,209 
12,294 
Repurchase of common stock
 
 
 
 
75,000 
(75,000)
 
Ending Balance
321,968 
 
217,894 
 
321,968 
217,894 
303,479 
Retained Earnings
 
 
 
 
 
 
 
Increase (Decrease) in Stockholders' Equity [Roll Forward]
 
 
 
 
 
 
 
Beginning Balance
 
2,413,833 
 
2,218,229 
2,413,833 
2,218,229 
1,845,032 
Net income
 
 
 
 
449,711 
415,904 
593,804 
Dividends declared, $1.43 in 2014, $1.40 in 2013 and $1.34 in 2012 per share
 
 
 
 
(215,005)
(220,300)
(220,607)
Ending Balance
2,648,539 
 
2,413,833 
 
2,648,539 
2,413,833 
2,218,229 
Accumulated Other Comprehensive Loss
 
 
 
 
 
 
 
Increase (Decrease) in Stockholders' Equity [Roll Forward]
 
 
 
 
 
 
 
Beginning Balance
 
(10,620)
 
(9,345)
(10,620)
(9,345)
(9,115)
Foreign currency translation adjustment
 
 
 
 
(17,990)
(1,275)
(230)
Ending Balance
(28,610)
 
(10,620)
 
(28,610)
(10,620)
(9,345)
Treasury Stock
 
 
 
 
 
 
 
Increase (Decrease) in Stockholders' Equity [Roll Forward]
 
 
 
 
 
 
 
Beginning Balance
 
(1,696,403)
 
(1,024,124)
(1,696,403)
(1,024,124)
(809,581)
Stock issued for employee benefit plans
 
 
 
 
23,937 
10,102 
40,450 
Stock-based compensation expense
 
 
 
 
1,599 
1,747 
1,647 
Repurchase of common stock
 
 
 
 
(238,661)
(684,128)
(256,640)
Ending Balance
$ (1,909,528)
 
$ (1,696,403)
 
$ (1,909,528)
$ (1,696,403)
$ (1,024,124)
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' INVESTMENT (Parenthetical)
12 Months Ended
Dec. 31, 2014
Dec. 31, 2013
Dec. 31, 2012
Statement of Stockholders' Equity [Abstract]
 
 
 
Dividends declared, per share
$ 1.43 
$ 1.40 
$ 1.34 
CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 31, 2014
Dec. 31, 2013
Dec. 31, 2012
OPERATING ACTIVITIES
 
 
 
Net income
$ 449,711 
$ 415,904 
$ 593,804 
Adjustments to reconcile net income to net cash provided by operating activities:
 
 
 
Depreciation and amortization
57,009 
56,882 
38,090 
Provision for doubtful accounts
15,092 
15,587 
10,459 
Stock-based compensation
47,861 
9,094 
59,381 
Gain on divestiture
(1,848)
(281,551)
Deferred income taxes
(3,117)
25,226 
(14,442)
Loss on sale/disposal of assets
710 
314 
3,208 
Other long-term liabilities
513 
Changes in operating elements, net of effects of acquisitions:
 
 
 
Receivables
(137,102)
(87,316)
(88,107)
Prepaid expenses and other
6,294 
(5,254)
5,260 
Other non-current assets
380 
Accounts payable and outstanding checks
40,251 
47,488 
61,732 
Accrued compensation and profit-sharing contribution
40,236 
(15,097)
(19,064)
Accrued income taxes
(4,370)
(105,857)
104,542 
Other accrued liabilities
2,319 
(9,199)
(13,483)
Net cash provided by operating activities
513,426 
347,777 
460,342 
INVESTING ACTIVITIES
 
 
 
Purchases of property and equipment
(22,364)
(40,354)
(36,096)
Purchases and development of software
(7,138)
(7,852)
(14,560)
Cash received for divestiture, net of cash sold
274,802 
Acquisitions, net of cash acquired
19,126 
(583,631)
Restricted cash
359,388 
Other
(6)
221 
419 
Net cash used for investing activities
(388,896)
(28,859)
(359,066)
FINANCING ACTIVITIES
 
 
 
Proceeds from stock issued for employee benefit plans
11,942 
15,166 
18,868 
Stock tendered for payment of withholding taxes
(12,604)
(50,144)
(10,782)
Payment of contingent purchase price
(927)
(12,661)
Repurchase of common stock
(164,041)
(757,305)
(245,067)
Cash dividends
(215,008)
(220,257)
(275,353)
Excess tax benefit on stock-based compensation
7,558 
27,209 
12,294 
Proceeds from short-term borrowings
4,823,000 
4,165,023 
324,051 
Payments on short-term borrowings
(4,593,000)
(4,043,669)
(75,688)
Debt issuance costs
(1,484)
Proceeds from long-term borrowings
500,000 
Net cash used for financing activities
(143,637)
(364,904)
(264,338)
Effect of exchange rates on cash
(14,000)
(1,986)
(588)
Net change in cash and cash equivalents
(33,107)
(47,972)
(163,650)
Cash and cash equivalents, beginning of year
162,047 
210,019 
373,669 
Cash and cash equivalents, end of year
128,940 
162,047 
210,019 
Stock issued for acquisition
60,152 
Cash paid for income taxes
271,979 
313,799 
257,580 
Cash paid for interest
$ 27,066 
$ 3,875 
$ 518 
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
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 281 offices operating in North America, Europe, Asia, and South America. 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 offices, as an integrated offering for which our customers are typically provided a single invoice. Our offices 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 location and rely on multiple locations to deliver specific geographic or modal needs. As an example, approximately 48 percent of our truckload transactions are shared transactions between offices. In addition, our methodology of providing services is very similar across all locations. 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 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 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,
 
2014
 
2013
 
2012
Total revenues
 
 
 
 
 
United States
$
11,800,140

 
$
11,140,163

 
$
10,183,596

Other locations
1,669,927

 
1,611,913

 
1,175,517

Total revenues
$
13,470,067

 
$
12,752,076

 
$
11,359,113

 
 
December 31,
 
2014
 
2013
 
2012
Long-lived assets
 
 
 
 
 
United States
$
257,587

 
$
284,693

 
$
281,729

Other locations
26,254

 
24,567

 
27,991

Total long-lived assets
$
283,841

 
$
309,260

 
$
309,720



CASH AND CASH EQUIVALENTS. Cash and cash equivalents consist of bank deposits.
RESTRICTED CASH. On December 31, 2014, we funded $359.4 million of the purchase price for the acquisition of Freightquote, into an escrow account pursuant to the purchase agreement, pending the effective date of closing of the acquisition in January 2015. Funds were released on January 2, 2015.
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): 
2014
$
29,340

2013
27,757

2012
24,254


A summary of our property and equipment as of December 31 is as follows (in thousands): 
 
2014
 
2013
Furniture, fixtures, and equipment
$
180,233

 
$
168,354

Buildings
79,981

 
64,639

Corporate aircraft
11,334

 
11,334

Leasehold improvements
25,545

 
24,489

Land
14,983

 
15,008

Construction in progress
1,612

 
16,971

Less accumulated depreciation
(161,217
)
 
(140,092
)
Net property and equipment
$
152,471

 
$
160,703



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): 
2014
 
$
8,921

2013
 
8,759

2012
 
7,528



A summary of our purchased and internally developed software as of December 31 is as follows (in thousands): 
 
2014
 
2013
Purchased software
$
21,872

 
$
20,433

Internally developed software
27,429

 
24,358

Less accumulated amortization
(35,369
)
 
(29,802
)
Net software
$
13,932

 
$
14,989


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. We issue stock awards, including stock options, performance shares, and restricted stock units, to key employees and outside directors. In general, the awards vest over five years, either based on the company's earnings growth or the passage of time. 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 17 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
GOODWILL AND OTHER INTANGIBLE ASSETS
The change in the carrying amount of goodwill is as follows (in thousands): 
 
2014
 
2013
Balance, beginning of year
$
829,073

 
$
822,215

Acquisitions

 
5,331

Translation
(4,035
)
 
1,527

Balance, end of year
$
825,038

 
$
829,073


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): 
 
2014
 
2013
Gross
$
133,372

 
$
148,917

Accumulated amortization
(36,917
)
 
(33,325
)
Net
$
96,455

 
$
115,592



Other intangible assets, with indefinite lives, as of December 31, is as follows (in thousands): 
 
2014
 
2013
Trademarks
$
1,875

 
$
1,875



Amortization expense for other intangible assets was (in thousands): 
2014
$
18,748

2013
20,128

2012
6,308



Intangible assets at December 31, 2014, will be amortized over the next seven years, and that expense is as follows (in thousands):
2015
$
16,939

2016
16,922

2017
16,623

2018
16,225

2019
16,225

Thereafter
13,521

Total
$
96,455

FAIR VALUE MEASUREMENT
FAIR VALUE MEASUREMENT
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, 2014.  
 
2014
 
2013
 
2012
Balance, beginning of period
$

 
$
922

 
$
13,070

Payments of contingent purchase price

 
(927
)
 
(12,661
)
Total unrealized losses included in earnings

 
5

 
513

Balance, end of period
$

 
$

 
$
922

FINANCING ARRANGEMENTS
FINANCING ARRANGEMENTS
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 to allow us to continue to fund working capital, capital expenditures, dividends, and share repurchases. In December 2014, we amended the credit facility to increase the amount available from $500 million to $900 million and to extend the expiration date from October 2017 to December 2019.
As of December 31, 2014 and 2013, we had $605.0 million and $375.0 million in borrowings outstanding under the Credit Agreement, which is classified as a current liability on the consolidated balance sheets. 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 one-month LIBOR plus a specified margin). As of December 31, 2014, 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 2014 was approximately 1.7 percent and at December 31, 2014, was approximately 1.3 percent. 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 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, 2014. As a result of amending the Note Purchase Agreement in February, 2015, the ratio of (i) Consolidated Funded Indebtedness to (ii) EBITDA (earnings before interest, taxes, depreciation and amortization), as of the end of each of our fiscal quarters, may not exceed 3.00 to 1.00.
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, 2014. The Note Purchase Agreement was amended in February 2015 to conform its financial covenants to be consistent with the amended revolving credit facility. As a result of amending the Note Purchase Agreement in February 2015, the ratio of (i) Consolidated Funded Indebtedness to (ii) EBITDA (earnings before interest, taxes, depreciation and amortization), as of the end of each of our fiscal quarters, may not exceed 3.00 to 1.00.
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 $516.3 million at December 31, 2014, and $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
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 2008.
A reconciliation of the beginning and ending amount of unrecognized tax benefits, excluding interest and penalties, is as follows (in thousands): 
 
2014
 
2013
 
2012
Unrecognized tax benefits, beginning of period
$
16,897

 
$
16,788

 
$
7,668

Additions based on tax positions related to the current year
2,002

 
1,572

 
4,172

Additions for tax positions of prior years
839

 
1,105

 
6,911

Reductions for tax positions of prior years
(183
)
 
(1,464
)
 
(1,061
)
Lapse in statute of limitations
(1,281
)
 
(238
)
 
(286
)
Settlements

 
(866
)
 
(616
)
Unrecognized tax benefits, end of the period
$
18,274

 
$
16,897

 
$
16,788


As of December 31, 2014, we had $24.0 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 12 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, 2014, 2013, and 2012, we recognized approximately $1.5 million, $1.2 million, and $0.8 million in interest and penalties. We had approximately $5.7 million and $4.6 million for the payment of interest and penalties accrued within noncurrent taxes payable as of December 31, 2014 and 2013. 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): 
 
2014
 
2013
 
2012
Tax provision:
 
 
 
 
 
Federal
$
224,468

 
$
180,351

 
$
326,708

State
32,110

 
26,351

 
38,931

Foreign
20,259

 
25,529

 
13,461

 
276,837

 
232,231

 
379,100

Deferred provision (benefit):
 
 
 
 
 
Federal
(5,302
)
 
24,877

 
(11,674
)
State
(755
)
 
3,623

 
(1,334
)
Foreign
2,940

 
(3,274
)
 
(1,434
)
 
(3,117
)
 
25,226

 
(14,442
)
Total provision
$
273,720

 
$
257,457

 
$
364,658



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: 
 
2014
 
2013
 
2012
Federal statutory rate
35.0
%
 
35.0
%
 
35.0
%
State income taxes, net of federal benefit
2.8

 
2.9

 
2.7

Other

 
0.3

 
0.3

 
37.8
%
 
38.2
%
 
38.0
%

Deferred tax assets (liabilities) are comprised of the following at December 31 (in thousands): 
 
2014
 
2013
Deferred tax assets:
 
 
 
Compensation
$
78,516

 
$
71,751

Receivables
13,397

 
11,780

Other
8,103

 
8,541

Deferred tax liabilities:
 
 
 
Intangible assets
(115,761
)
 
(113,518
)
Prepaid assets
(10,808
)
 
(9,948
)
Long-lived assets
(19,018
)
 
(20,310
)
Undistributed earnings of foreign subsidiaries
(13,616
)
 
(10,600
)
Other
(28
)
 
(28
)
Net deferred tax (liabilities) assets
$
(59,215
)
 
$
(62,332
)

We had foreign net operating loss carryforwards with a tax effect of $8.3 million as of December 31, 2014 and $7.8 million as of December 31, 2013. 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
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):
 
 
2014
 
2013
 
2012
Stock options
 
$
9,243

 
$
5

 
$
3,585

Stock awards
 
36,510

 
6,808

 
53,481

Company expense on ESPP discount
 
2,108

 
2,281

 
2,315

Total stock-based compensation expense
 
$
47,861

 
$
9,094

 
$
59,381


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 3,048,819 shares were available for stock awards as of December 31, 2014. 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, 2014, unrecognized compensation expense related to stock options was $51.0 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, 2014, relate to the performance-based grants from 2011 through 2014. 
 
Options
 
Weighted
Average
Exercise
Price
 
Aggregate
Intrinsic
Value
(in thousands)
 
Average
Remaining
Life
(years)
Outstanding at December 31, 2013
3,497,544

 
$
62.21

 


 

Grants
1,215,018

 
74.55

 
 
 
 
Exercised
(787
)
 
68.81

 
 
 
 
Terminated
(7,155
)
 
58.25

 
 
 
 
Outstanding at December 31, 2014
4,704,620

 
$
65.40

 
$
44,644

 
8.6
 
 
 
 
 
 
 
 
Vested at December 31, 2014
926,218

 
$
63.28

 
$
10,751

 
7.9
Exercisable at December 31, 2014
926,218

 
$
63.28

 
$
10,751

 
7.9

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):
2014
$
4

2013
7,640

2012
15,516



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
 
911,430

 
$
15.72

 
537,744

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

 
13.15

 
957,394

2013
 
December 31, 2014
 
December 31, 2018
 
1,424,531

 
11.83

 
1,070,145

2014
 
December 31, 2015
 
December 31, 2019
 
1,213,374

 
14.23

 
1,213,374

 
 
 
 
 
 
4,704,620

 
$
13.53

 
3,778,657


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: 
 
2014 Grants
 
2013 Grants
 
2012 Grants
Risk-free interest rate
1.93-1.96%

 
.18-1.94%

 
.18-.89%

Dividend per share (quarterly amounts)
$0.35-0.38

 
$0.35

 
$0.33-0.35

Expected volatility factor
22.0-25.0%

 
25.0-27.5%

 
26.0-27.5%

Expected option term
6.3 years

 
.01-6.3 years

 
.01-6 years

Weighted average fair value per option
$
14.23

 
$
11.73

 
$
13.61


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 17 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, 2014: 
 
Number of Performance
Shares and Restricted Stock Units
 
Weighted Average
Grant Date Fair Value
Unvested at December 31, 2013
2,028,669

 
$
51.55

Granted
321,995

 
60.70

Vested
(516,165
)
 
51.26

Forfeitures
(298,345
)
 
45.88

Unvested at December 31, 2014
1,536,154

 
$
54.67


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
2010
 
December 31, 2011
 
December 31, 2015
 
686,919

 
63.28

 
288,506

2011
 
December 31, 2012
 
December 31, 2016
 
596,676

 
53.72

 
352,037

2012
 
December 31, 2013
 
December 31, 2017
 
333,881

 
48.65

 
277,121

2013
 
December 31, 2014
 
December 31, 2018
 
396,735

 
46.45

 
297,552

2014
 
December 31, 2015
 
December 31, 2019
 
320,738

 
60.74

 
320,938

 
 
 
 
 
 
2,334,949

 
$
55.54

 
1,536,154

________________________ 
(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 restricted stock unit grants as of December 31, 2014: 
 
Number of Restricted
Shares and Stock Units
 
Weighted Average
Grant Date Fair Value
Unvested at December 31, 2013
851,485

 
$
45.68

Granted
355,878

 
61.96

Vested
(187,049
)
 
43.15

Forfeitures
(66,190
)
 
47.60

Unvested at December 31, 2014
954,124

 
$
52.12


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): 
2014
$
36,510

2013
6,808

2012
53,562


As of December 31, 2014, there was unrecognized compensation expense of $134.2 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
2014
 
231,564

 
$
11,943

 
$
2,108

2013
 
259,730

 
12,928

 
2,281

2012
 
248,405

 
13,116

 
2,315


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, 2014, 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

2014 Purchases
 
3,763,583

 
239,037


As of December 31, 2014, there were 10,306,342 shares remaining for repurchase under the 2013 authorization.
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES
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): 
2014
$
30,112

2013
19,907

2012
24,769


We have committed to a defined contribution match of four percent of eligible compensation in 2015.
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 $0.2 million as of December 31, 2014, and $0.9 million as of December 31, 2013. We have purchased investments to fund the future liability. The investments had an aggregate market value of $0.2 million as of December 31, 2014, and $0.9 million as of December 31, 2013, 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): 
2014
$
56,871

2013
54,753

2012
41,689



Minimum future lease commitments under noncancelable lease agreements in excess of one year as of December 31, 2014, are as follows (in thousands): 
2015
$
43,903

2016
35,419

2017
28,295

2018
18,794

2019
13,559

Thereafter
9,807

Total
$
149,777


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 in which we lease space.
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 20 contingent auto liability cases as of December 31, 2014. 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 AND DIVESTITURES
ACQUISITIONS AND DIVESTITURES
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 on hand. 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 related 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 interest 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, 2012, the results of C.H. Robinson excluding T-Chek and including Phoenix would have resulted in the following (in thousands):
 
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


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

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

Rent expense for new lease agreements
280

Depreciation on acquired building
123

Incremental interest expense
(2,127
)
Additional bonus paid by sellers
(1,400
)
Third party advisory fees paid by sellers
(582
)
Elimination of variable interest entities not acquired
215

Tax effect
(1,487
)

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.
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.
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
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 repurchased pursuant to these agreements was 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 other 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 agreements 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. In February 2014, the remaining ASR agreement was terminated. Approximately 1.2 million shares were delivered as final settlement of the remaining agreement. We reclassified 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 12 months ended December 31, 2014 and December 31, 2013. These shares, along with the 1.2 million shares received in February 2014, reduced our outstanding shares used to determine our weighted average shares outstanding for the purposes of calculating basic and diluted earnings per share for the 12 months ended December 31, 2014. We 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
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, 2014, and December 31, 2013, was $28.6 million and $10.6 million, respectively. Accumulated other comprehensive loss is comprised solely of foreign currency translation adjustment at December 31, 2014 and 2013.
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS
On January 2, 2015, we acquired all of the outstanding stock of Freightquote.com, Inc. ("Freightquote"), a privately-held freight broker which provides services throughout North America. For the year ended December 31, 2014, Freightquote had gross revenues of approximately $623 million and net revenues of approximately $124 million. The total purchase price of Freightquote was approximately $365 million, which was paid in cash and is subject to post-closing adjustments.
The Note Purchase Agreement was amended in February 2015 to conform its financial covenants to be consistent with the amended revolving credit facility.
RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS
RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS
RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS
In May 2014, the Financial Accounting Standards Board issued a final standard on revenue recognition from contracts with customers. The new standard sets forth a single comprehensive model for recognizing and reporting revenue. The new standard is effective for the company in 2017, and it permits the use of either a retrospective or a cumulative effect transition method. We are evaluating the effect of the new standard on our consolidated financial statements and related disclosures, and have not yet selected a transition method or determined the impact of this standard on our consolidated financial statements.
SUPPLEMENTARY DATA (UNAUDITED)
SUPPLEMENTARY DATA (UNAUDITED)
SUPPLEMENTARY DATA (UNAUDITED)
Our unaudited results of operations for each of the quarters in the years ended December 31, 2014 and 2013 are summarized below (in thousands, except per share data). 
2014
 
March 31
 
June 30
 
September 30
 
December 31
Revenues:
 
 
 
 
 
 
 
 
Transportation
 
$
2,803,704

 
$
3,038,923

 
$
3,069,056

 
$
3,010,291

Sourcing
 
335,808

 
460,816

 
393,980

 
342,951

Payment Services
 
3,073

 
3,179

 
4,326

 
3,960

Total revenues
 
3,142,585

 
3,502,918

 
3,467,362

 
3,357,202

Costs and expenses:
 
 
 
 
 
 
 
 
Purchased transportation and related services
 
2,375,825

 
2,555,371

 
2,575,069

 
2,535,985

Purchased products sourced for resale
 
308,962

 
425,922

 
364,179

 
318,946

Purchased payment services
 
563

 
588

 
550

 
455

Personnel expenses
 
220,297

 
238,986

 
244,621

 
235,117

Other selling, general, and administrative expenses
 
79,967

 
81,669

 
79,606

 
78,971

Total costs and expenses
 
2,985,614

 
3,302,536

 
3,264,025

 
3,169,474

Income from operations
 
156,971

 
200,382

 
203,337

 
187,728

Net income
 
$
93,187

 
$
118,596

 
$
124,981

 
$
112,947

Basic net income per share
 
$
0.63

 
$
0.80

 
$
0.85

 
$
0.77

Diluted net income per share
 
$
0.63

 
$
0.80

 
$
0.85

 
$
0.77

Basic weighted average shares outstanding
 
148,517

 
147,826

 
146,646

 
145,856

Dilutive effect of outstanding stock awards
 
491

 
148

 
210

 
794

Diluted weighted average shares outstanding
 
149,008

 
147,974

 
146,856

 
146,650

Market price range of common stock:
 
 
 
 
 
 
 
 
High
 
$
60.31

 
$
64.09

 
$
69.50

 
$
77.49

Low
 
$
50.21

 
$
51.10

 
$
63.09

 
$
63.42

 
2013
 
March 31
 
June 30
 
September 30
 
December 31
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

SCHEDULE II. VALUATION AND QUALIFYING ACCOUNTS
SCHEDULE II. VALUTAION 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): 
 
2014
 
2013
 
2012
Balance, beginning of year
$
39,292

 
$
34,560

 
$
31,328

Provision
15,092

 
15,587

 
10,459

Write-offs
(13,333
)
 
(10,855
)
 
(7,227
)
Balance, end of year
$
41,051

 
$
39,292

 
$
34,560

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (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 281 offices operating in North America, Europe, Asia, and South America. 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 offices, as an integrated offering for which our customers are typically provided a single invoice. Our offices 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 location and rely on multiple locations to deliver specific geographic or modal needs. As an example, approximately 48 percent of our truckload transactions are shared transactions between offices. In addition, our methodology of providing services is very similar across all locations. 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 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 offices as the primary performance measures.
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.
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 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 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. We issue stock awards, including stock options, performance shares, and restricted stock units, to key employees and outside directors. In general, the awards vest over five years, either based on the company's earnings growth or the passage of time. 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 17 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.
In May 2014, the Financial Accounting Standards Board issued a final standard on revenue recognition from contracts with customers. The new standard sets forth a single comprehensive model for recognizing and reporting revenue. The new standard is effective for the company in 2017, and it permits the use of either a retrospective or a cumulative effect transition method. We are evaluating the effect of the new standard on our consolidated financial statements and related disclosures, and have not yet selected a transition method or determined the impact of this standard on our consolidated financial statements.
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables)
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,
 
2014
 
2013
 
2012
Total revenues
 
 
 
 
 
United States
$
11,800,140

 
$
11,140,163

 
$
10,183,596

Other locations
1,669,927

 
1,611,913

 
1,175,517

Total revenues
$
13,470,067

 
$
12,752,076

 
$
11,359,113

 
 
December 31,
 
2014
 
2013
 
2012
Long-lived assets
 
 
 
 
 
United States
$
257,587

 
$
284,693

 
$
281,729

Other locations
26,254

 
24,567

 
27,991

Total long-lived assets
$
283,841

 
$
309,260

 
$
309,720

We recognized the following depreciation expense (in thousands): 
2014
$
29,340

2013
27,757

2012
24,254

A summary of our property and equipment as of December 31 is as follows (in thousands): 
 
2014
 
2013
Furniture, fixtures, and equipment
$
180,233

 
$
168,354

Buildings
79,981

 
64,639

Corporate aircraft
11,334

 
11,334

Leasehold improvements
25,545

 
24,489

Land
14,983

 
15,008

Construction in progress
1,612

 
16,971

Less accumulated depreciation
(161,217
)
 
(140,092
)
Net property and equipment
$
152,471

 
$
160,703

We recognized the following amortization expense of purchased and internally developed software (in thousands): 
2014
 
$
8,921

2013
 
8,759

2012
 
7,528

A summary of our purchased and internally developed software as of December 31 is as follows (in thousands): 
 
2014
 
2013
Purchased software
$
21,872

 
$
20,433

Internally developed software
27,429

 
24,358

Less accumulated amortization
(35,369
)
 
(29,802
)
Net software
$
13,932

 
$
14,989

GOODWILL AND OTHER INTANGIBLE ASSETS (Tables)
The change in the carrying amount of goodwill is as follows (in thousands): 
 
2014
 
2013
Balance, beginning of year
$
829,073

 
$
822,215

Acquisitions

 
5,331

Translation
(4,035
)
 
1,527

Balance, end of year
$
825,038

 
$
829,073

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): 
 
2014
 
2013
Gross
$
133,372

 
$
148,917

Accumulated amortization
(36,917
)
 
(33,325
)
Net
$
96,455

 
$
115,592

Other intangible assets, with indefinite lives, as of December 31, is as follows (in thousands): 
 
2014
 
2013
Trademarks
$
1,875

 
$
1,875

Amortization expense for other intangible assets was (in thousands): 
2014
$
18,748

2013
20,128

2012
6,308

Intangible assets at December 31, 2014, will be amortized over the next seven years, and that expense is as follows (in thousands):
2015
$
16,939

2016
16,922

2017
16,623

2018
16,225

2019
16,225

Thereafter
13,521

Total
$
96,455

FAIR VALUE MEASUREMENT (Tables)
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

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, 2014.  
 
2014
 
2013
 
2012
Balance, beginning of period
$

 
$
922

 
$
13,070

Payments of contingent purchase price

 
(927
)
 
(12,661
)
Total unrealized losses included in earnings

 
5

 
513

Balance, end of period
$

 
$

 
$
922

INCOME TAXES (Tables)
A reconciliation of the beginning and ending amount of unrecognized tax benefits, excluding interest and penalties, is as follows (in thousands): 
 
2014
 
2013
 
2012
Unrecognized tax benefits, beginning of period
$
16,897

 
$
16,788

 
$
7,668

Additions based on tax positions related to the current year
2,002

 
1,572

 
4,172

Additions for tax positions of prior years
839

 
1,105

 
6,911

Reductions for tax positions of prior years
(183
)
 
(1,464
)
 
(1,061
)
Lapse in statute of limitations
(1,281
)
 
(238
)
 
(286
)
Settlements

 
(866
)
 
(616
)
Unrecognized tax benefits, end of the period
$
18,274

 
$
16,897

 
$
16,788

The components of the provision for income taxes consist of the following for the years ended December 31 (in thousands): 
 
2014
 
2013
 
2012
Tax provision:
 
 
 
 
 
Federal
$
224,468

 
$
180,351

 
$
326,708

State
32,110

 
26,351

 
38,931

Foreign
20,259

 
25,529

 
13,461

 
276,837

 
232,231

 
379,100

Deferred provision (benefit):
 
 
 
 
 
Federal
(5,302
)
 
24,877

 
(11,674
)
State
(755
)
 
3,623

 
(1,334
)
Foreign
2,940

 
(3,274
)
 
(1,434
)
 
(3,117
)
 
25,226

 
(14,442
)
Total provision
$
273,720

 
$
257,457

 
$
364,658

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: 
 
2014
 
2013
 
2012
Federal statutory rate
35.0
%
 
35.0
%
 
35.0
%
State income taxes, net of federal benefit
2.8

 
2.9

 
2.7

Other

 
0.3

 
0.3

 
37.8
%
 
38.2
%
 
38.0
%
Deferred tax assets (liabilities) are comprised of the following at December 31 (in thousands): 
 
2014
 
2013
Deferred tax assets:
 
 
 
Compensation
$
78,516

 
$
71,751

Receivables
13,397

 
11,780

Other
8,103

 
8,541

Deferred tax liabilities:
 
 
 
Intangible assets
(115,761
)
 
(113,518
)
Prepaid assets
(10,808
)
 
(9,948
)
Long-lived assets
(19,018
)
 
(20,310
)
Undistributed earnings of foreign subsidiaries
(13,616
)
 
(10,600
)
Other
(28
)
 
(28
)
Net deferred tax (liabilities) assets
$
(59,215
)
 
$
(62,332
)
CAPITAL STOCK AND STOCK AWARD PLANS (Tables)
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):
 
 
2014
 
2013
 
2012
Stock options
 
$
9,243

 
$
5

 
$
3,585

Stock awards
 
36,510

 
6,808

 
53,481

Company expense on ESPP discount
 
2,108

 
2,281

 
2,315

Total stock-based compensation expense
 
$
47,861

 
$
9,094

 
$
59,381

The following schedule summarizes stock option activity in the plan. All outstanding unvested options as of December 31, 2014, relate to the performance-based grants from 2011 through 2014. 
 
Options
 
Weighted
Average
Exercise
Price
 
Aggregate
Intrinsic
Value
(in thousands)
 
Average
Remaining
Life
(years)
Outstanding at December 31, 2013
3,497,544

 
$
62.21

 


 

Grants
1,215,018

 
74.55

 
 
 
 
Exercised
(787
)
 
68.81

 
 
 
 
Terminated
(7,155
)
 
58.25

 
 
 
 
Outstanding at December 31, 2014
4,704,620

 
$
65.40

 
$
44,644

 
8.6
 
 
 
 
 
 
 
 
Vested at December 31, 2014
926,218

 
$
63.28

 
$
10,751

 
7.9
Exercisable at December 31, 2014
926,218

 
$
63.28

 
$
10,751

 
7.9
Information on the intrinsic value of options exercised is as follows (in thousands):
2014
$
4

2013
7,640

2012
15,516

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
2010
 
December 31, 2011
 
December 31, 2015
 
686,919

 
63.28

 
288,506

2011
 
December 31, 2012
 
December 31, 2016
 
596,676

 
53.72

 
352,037

2012
 
December 31, 2013
 
December 31, 2017
 
333,881

 
48.65

 
277,121

2013
 
December 31, 2014
 
December 31, 2018
 
396,735

 
46.45

 
297,552

2014
 
December 31, 2015
 
December 31, 2019
 
320,738

 
60.74

 
320,938

 
 
 
 
 
 
2,334,949

 
$
55.54

 
1,536,154

________________________ 
(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
 
911,430

 
$
15.72

 
537,744

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

 
13.15

 
957,394

2013
 
December 31, 2014
 
December 31, 2018
 
1,424,531

 
11.83

 
1,070,145

2014
 
December 31, 2015
 
December 31, 2019
 
1,213,374

 
14.23

 
1,213,374

 
 
 
 
 
 
4,704,620

 
$
13.53

 
3,778,657

The fair value per option was estimated using the Black-Scholes option pricing model with the following assumptions: 
 
2014 Grants
 
2013 Grants
 
2012 Grants
Risk-free interest rate
1.93-1.96%

 
.18-1.94%

 
.18-.89%

Dividend per share (quarterly amounts)
$0.35-0.38

 
$0.35

 
$0.33-0.35

Expected volatility factor
22.0-25.0%

 
25.0-27.5%

 
26.0-27.5%

Expected option term
6.3 years

 
.01-6.3 years

 
.01-6 years

Weighted average fair value per option
$
14.23

 
$
11.73

 
$
13.61

The following table summarizes our unvested performance shares and restricted stock unit grants as of December 31, 2014: 
 
Number of Performance
Shares and Restricted Stock Units
 
Weighted Average
Grant Date Fair Value
Unvested at December 31, 2013
2,028,669

 
$
51.55

Granted
321,995

 
60.70

Vested
(516,165
)
 
51.26

Forfeitures
(298,345
)
 
45.88

Unvested at December 31, 2014
1,536,154

 
$
54.67

The following table summarizes these unvested restricted share and restricted stock unit grants as of December 31, 2014: 
 
Number of Restricted
Shares and Stock Units
 
Weighted Average
Grant Date Fair Value
Unvested at December 31, 2013
851,485

 
$
45.68

Granted
355,878

 
61.96

Vested
(187,049
)
 
43.15

Forfeitures
(66,190
)
 
47.60

Unvested at December 31, 2014
954,124

 
$
52.12

A summary of the fair value of full value awards vested (in thousands): 
2014
$
36,510

2013
6,808

2012
53,562

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
2014
 
231,564

 
$
11,943

 
$
2,108

2013
 
259,730

 
12,928

 
2,281

2012
 
248,405

 
13,116

 
2,315

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

2014 Purchases
 
3,763,583

 
239,037

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)
Defined contribution plan expense, including matching contributions, was approximately (in thousands): 
2014
$
30,112

2013
19,907

2012
24,769

Information regarding our lease expense is as follows (in thousands): 
2014
$
56,871

2013
54,753

2012
41,689

Minimum future lease commitments under noncancelable lease agreements in excess of one year as of December 31, 2014, are as follows (in thousands): 
2015
$
43,903

2016
35,419

2017
28,295

2018
18,794

2019
13,559

Thereafter
9,807

Total
$
149,777

ACQUISITIONS AND DIVESTITURES (Tables)
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

On an unaudited pro forma basis, assuming the T-Chek divestiture and the Phoenix acquisition had closed on January 1, 2012, the results of C.H. Robinson excluding T-Chek and including Phoenix would have resulted in the following (in thousands):
 
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


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

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

Rent expense for new lease agreements
280

Depreciation on acquired building
123

Incremental interest expense
(2,127
)
Additional bonus paid by sellers
(1,400
)
Third party advisory fees paid by sellers
(582
)
Elimination of variable interest entities not acquired
215

Tax effect
(1,487
)
SUPPLEMENTARY DATA (Tables)
Schedule of Quarterly Financial Information
Our unaudited results of operations for each of the quarters in the years ended December 31, 2014 and 2013 are summarized below (in thousands, except per share data). 
2014
 
March 31
 
June 30
 
September 30
 
December 31
Revenues:
 
 
 
 
 
 
 
 
Transportation
 
$
2,803,704

 
$
3,038,923

 
$
3,069,056

 
$
3,010,291

Sourcing
 
335,808

 
460,816

 
393,980

 
342,951

Payment Services
 
3,073

 
3,179

 
4,326

 
3,960

Total revenues
 
3,142,585

 
3,502,918

 
3,467,362

 
3,357,202

Costs and expenses:
 
 
 
 
 
 
 
 
Purchased transportation and related services
 
2,375,825

 
2,555,371

 
2,575,069

 
2,535,985

Purchased products sourced for resale
 
308,962

 
425,922

 
364,179

 
318,946

Purchased payment services
 
563

 
588

 
550

 
455

Personnel expenses
 
220,297

 
238,986

 
244,621

 
235,117

Other selling, general, and administrative expenses
 
79,967

 
81,669

 
79,606

 
78,971

Total costs and expenses
 
2,985,614

 
3,302,536

 
3,264,025

 
3,169,474

Income from operations
 
156,971

 
200,382

 
203,337

 
187,728

Net income
 
$
93,187

 
$
118,596

 
$
124,981

 
$
112,947

Basic net income per share
 
$
0.63

 
$
0.80

 
$
0.85

 
$
0.77

Diluted net income per share
 
$
0.63

 
$
0.80

 
$
0.85

 
$
0.77

Basic weighted average shares outstanding
 
148,517

 
147,826

 
146,646

 
145,856

Dilutive effect of outstanding stock awards
 
491

 
148

 
210

 
794

Diluted weighted average shares outstanding
 
149,008

 
147,974

 
146,856

 
146,650

Market price range of common stock:
 
 
 
 
 
 
 
 
High
 
$
60.31

 
$
64.09

 
$
69.50

 
$
77.49

Low
 
$
50.21

 
$
51.10

 
$
63.09

 
$
63.42

 
2013
 
March 31
 
June 30
 
September 30
 
December 31
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



SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Additional Information (Detail) (USD $)
In Thousands, unless otherwise specified
3 Months Ended 12 Months Ended 3 Months Ended 12 Months Ended 0 Months Ended
Mar. 31, 2014
Dec. 31, 2014
Location
Dec. 31, 2013
Dec. 31, 2012
Mar. 31, 2014
Software
Dec. 31, 2014
Software
Dec. 31, 2014
Minimum
Dec. 31, 2014
Maximum
Dec. 31, 2014
Truckload Transactions
Dec. 31, 2014
Freightquote
Significant Accounting Policies [Line Items]
 
 
 
 
 
 
 
 
 
 
Network of branch offices
 
281 
 
 
 
 
 
 
 
 
Percentage of truckload transactions that are shared transactions between branches
 
 
 
 
 
 
 
 
48.00% 
 
Restricted cash
 
$ 359,388 
$ 0 
$ 0 
 
 
 
 
 
$ 359,400 
Property and equipment, estimated lives (in years)
 
 
 
 
 
 
3 years 
30 years 
 
 
Intangible assets, estimated lives (in years)
 
 
 
 
 
3 years 
3 years 
8 years 
 
 
Restricted shares and restricted units grants, discount for post-vesting holding restrictions
 
 
 
 
 
 
17.00% 
22.00% 
 
 
Shared transactions between branches
Our offices 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 location and rely on multiple locations to deliver specific geographic or modal needs. As an example, approximately 48 percent of our truckload transactions are shared transactions between offices. 
 
 
 
 
 
 
 
 
 
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. 
 
 
 
 
 
 
 
 
 
Intangible assets, amortization method
These intangible assets are being amortized using the straight-line method over their estimated lives, ranging from 3 to 8 years.  
 
 
 
We amortize software using the straight-line method over 3 years. 
 
 
 
 
 
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES 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, 2014
Sep. 30, 2014
Jun. 30, 2014
Mar. 31, 2014
Dec. 31, 2013
Sep. 30, 2013
Jun. 30, 2013
Mar. 31, 2013
Dec. 31, 2014
Dec. 31, 2013
Dec. 31, 2012
Revenues from External Customers and Long-Lived Assets [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Total revenues
$ 3,357,202 
$ 3,467,362 
$ 3,502,918 
$ 3,142,585 
$ 3,152,882 
$ 3,316,665 
$ 3,288,262 
$ 2,994,267 
$ 13,470,067 
$ 12,752,076 
$ 11,359,113 
Total long-lived assets
283,841 
 
 
 
309,260 
 
 
 
283,841 
309,260 
309,720 
United States
 
 
 
 
 
 
 
 
 
 
 
Revenues from External Customers and Long-Lived Assets [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Total revenues
 
 
 
 
 
 
 
 
11,800,140 
11,140,163 
10,183,596 
Total long-lived assets
257,587 
 
 
 
284,693 
 
 
 
257,587 
284,693 
281,729 
Other Locations
 
 
 
 
 
 
 
 
 
 
 
Revenues from External Customers and Long-Lived Assets [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Total revenues
 
 
 
 
 
 
 
 
1,669,927 
1,611,913 
1,175,517 
Total long-lived assets
$ 26,254 
 
 
 
$ 24,567 
 
 
 
$ 26,254 
$ 24,567 
$ 27,991 
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Depreciation Expense (Detail) (USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 31, 2014
Dec. 31, 2013
Dec. 31, 2012
Accounting Policies [Abstract]
 
 
 
Depreciation expense
$ 29,340 
$ 27,757 
$ 24,254 
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Summary of Property and Equipment (Detail) (USD $)
In Thousands, unless otherwise specified
Dec. 31, 2014
Dec. 31, 2013
Accounting Policies [Abstract]
 
 
Furniture, fixtures, and equipment
$ 180,233 
$ 168,354 
Buildings
79,981 
64,639 
Corporate aircraft
11,334 
11,334 
Leasehold improvements
25,545 
24,489 
Land
14,983 
15,008 
Construction in progress
1,612 
16,971 
Less accumulated depreciation
(161,217)
(140,092)
Net property and equipment
$ 152,471 
$ 160,703 
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Amortization Expense of Purchased and Internally Developed Software (Detail) (Software, USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 31, 2014
Dec. 31, 2013
Dec. 31, 2012
Software
 
 
 
Finite-Lived Intangible Assets [Line Items]
 
 
 
Amortization expense
$ 8,921 
$ 8,759 
$ 7,528 
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Summary of Purchased and Internally Developed Software (Detail) (USD $)
In Thousands, unless otherwise specified
Dec. 31, 2014
Dec. 31, 2013
Finite-Lived Intangible Assets [Line Items]
 
 
Less accumulated amortization
$ (36,917)
$ (33,325)
Net software
96,455 
 
Software
 
 
Finite-Lived Intangible Assets [Line Items]
 
 
Less accumulated amortization
(35,369)
(29,802)
Net software
13,932 
14,989 
Software |
Purchased software
 
 
Finite-Lived Intangible Assets [Line Items]
 
 
Software
21,872 
20,433 
Software |
Internally developed software
 
 
Finite-Lived Intangible Assets [Line Items]
 
 
Software
$ 27,429 
$ 24,358 
GOODWILL AND OTHER INTANGIBLE ASSETS Change in the Carrying Amount of Goodwill (Detail) (USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 31, 2014
Dec. 31, 2013
Goodwill [Roll Forward]
 
 
Balance, beginning of year
$ 829,073 
$ 822,215 
Acquisitions
5,331 
Translation
(4,035)
1,527 
Balance, end of year
$ 825,038 
$ 829,073 
GOODWILL AND OTHER INTANGIBLE ASSETS Summary of Other Intangible Assets, with Finite Lives (Detail) (USD $)
In Thousands, unless otherwise specified
Dec. 31, 2014
Dec. 31, 2013
Finite-Lived Intangible Assets [Line Items]
 
 
Accumulated amortization
$ (36,917)
$ (33,325)
Net
96,455 
 
Other Intangible Assets
 
 
Finite-Lived Intangible Assets [Line Items]
 
 
Gross
133,372 
148,917 
Accumulated amortization
(36,917)
(33,325)
Net
$ 96,455 
$ 115,592 
GOODWILL AND OTHER INTANGIBLE ASSETS Other Intangible Assets, with Indefinite Lives (Detail) (USD $)
In Thousands, unless otherwise specified
Dec. 31, 2014
Dec. 31, 2013
Disclosure Other Intangible Assets With Indefinite Lives [Abstract]
 
 
Trademarks
$ 1,875 
$ 1,875 
GOODWILL AND OTHER INTANGIBLE ASSETS Amortization Expense of Other Intangible Assets (Detail) (Other Intangible Assets, USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 31, 2014
Dec. 31, 2013
Dec. 31, 2012
Other Intangible Assets
 
 
 
Finite-Lived Intangible Assets [Line Items]
 
 
 
Amortization expense
$ 18,748 
$ 20,128 
$ 6,308 
GOODWILL AND OTHER INTANGIBLE ASSETS Estimated Amortization Expense on Intangible Assets (Detail) (USD $)
In Thousands, unless otherwise specified
Dec. 31, 2014
Estimated amortization expense
 
2015
$ 16,939 
2016
16,922 
2017
16,623 
2018
16,225 
2019
16,225 
Thereafter
13,521 
Net
$ 96,455 
FAIR VALUE MEASUREMENT 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
Total liabilities at fair value
Level 2
 
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
 
Contingent purchase price related to acquisitions
Total liabilities at fair value
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 
FAIR VALUE MEASUREMENT Reconciliation of Beginning and Ending Level 3 Financial Liability Balances (Detail) (USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 31, 2014
Dec. 31, 2013
Dec. 31, 2012
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
 
 
 
Balance, beginning of period
$ 0 
$ 922 
$ 13,070 
Payments of contingent purchase price
(927)
(12,661)
Total unrealized losses included in earnings
513 
Balance, end of period
$ 0 
$ 0 
$ 922 
FINANCING ARRANGEMENTS (Details) (USD $)
12 Months Ended 12 Months Ended 0 Months Ended 12 Months Ended
Dec. 31, 2014
Level 2
Dec. 31, 2013
Level 2
Dec. 31, 2013
Unsecured Debt
Current Liability
Dec. 31, 2014
Unsecured Debt
Senior Unsecured Revolving Credit Facility 2017 Term Loan
Dec. 31, 2013
Unsecured Debt
Senior Unsecured Revolving Credit Facility 2017 Term Loan
Oct. 29, 2012
Unsecured Debt
Senior Unsecured Revolving Credit Facility 2017 Term Loan
Dec. 31, 2014
Unsecured Debt
Senior Unsecured Revolving Credit Facility 2017 Term Loan
Federal Funds Rate
Dec. 31, 2014
Unsecured Debt
Senior Unsecured Revolving Credit Facility 2017 Term Loan
LIBOR Rate Option
Dec. 31, 2014
Unsecured Debt
Senior Unsecured Revolving Credit Facility 2017 Term Loan
London Interbank Offered Rate (LIBOR)
Dec. 31, 2014
Unsecured Debt
Senior Unsecured Revolving Credit Facility 2017 Term Loan
Current Liability
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, 2014
Senior Notes
Note Purchase Agreement
Feb. 28, 2015
Subsequent Event
Unsecured Debt
Senior Unsecured Revolving Credit Facility 2017 Term Loan
Feb. 28, 2015
Subsequent Event
Senior Notes
Note Purchase Agreement
Debt Instrument [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Line of credit facility, maximum borrowing capacity
 
 
 
$ 900,000,000 
 
$ 500,000,000 
 
 
 
 
 
 
 
 
 
 
 
Additional borrowing capacity credit facility
 
 
 
 
 
500,000,000 
 
 
 
 
 
 
 
 
 
 
 
Borrowing outstanding
 
 
375,000,000 
 
 
 
 
 
 
605,000,000 
 
 
 
 
 
 
 
Debt instrument, basis spread on variable rate
 
 
 
 
 
 
0.50% 
 
1.50% 
 
 
 
 
 
 
 
 
Debt instrument, interest rate during period
 
 
 
1.70% 
1.20% 
 
 
 
 
 
 
 
 
 
 
 
 
Debt, weighted average interest rate
 
 
 
1.30% 
1.70% 
 
 
 
 
 
 
 
 
 
 
 
 
Debt instrument, covenant, leverage ratio, minimum
 
 
 
0.65 
 
 
 
 
 
 
 
 
 
 
0.65 
 
 
Debt instrument, covenant, leverage ratio, maximum
 
 
 
1.00 
 
 
 
 
 
 
 
 
 
 
1.00 
 
 
Debt instrument, covenant, leverage debt to EBITDA ratio, maximum
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
3.00 
3.00 
Debt instrument, covenant, leverage debt to EBITDA ratio, minimum
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
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, interest expense ratio, maximum
 
 
 
 
 
 
 
 
 
 
 
 
 
 
2.00 
 
 
Debt instrument, interest expense ratio, minimum
 
 
 
 
 
 
 
 
 
 
 
 
 
 
1.00 
 
 
Debt instrument, priority debt, percentage
 
 
 
 
 
 
 
 
 
 
 
 
 
 
15.00% 
 
 
Debt instrument, redemption price, percentage
 
 
 
 
 
 
 
 
 
 
 
 
 
100.00% 
 
 
 
Long-term debt fair value
$ 516,300,000 
$ 500,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Debt instrument, description of variable rate basis
 
 
 
 
 
 
 
One-month LIBOR 
 
 
 
 
 
 
 
 
 
INCOME TAXES Reconciliation of Unrecognized Tax Benefits, Excluding Interest and Penalties (Detail) (USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 31, 2014
Dec. 31, 2013
Dec. 31, 2012
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward]
 
 
 
Unrecognized tax benefits, beginning of period
$ 16,897 
$ 16,788 
$ 7,668 
Additions based on tax positions related to the current year
2,002 
1,572 
4,172 
Additions for tax positions of prior years
839 
1,105 
6,911 
Reductions for tax positions of prior years
(183)
(1,464)
(1,061)
Lapse in statute of limitations
(1,281)
(238)
(286)
Settlements
(866)
(616)
Unrecognized tax benefits, end of the period
$ 18,274 
$ 16,897 
$ 16,788 
INCOME TAXES - Additional Information (Detail) (USD $)
In Millions, unless otherwise specified
12 Months Ended
Dec. 31, 2014
Dec. 31, 2013
Dec. 31, 2012
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
$ 24.0 
 
 
Interest and penalties recognized
1.5 
1.2 
0.8 
Interest and penalties accrued
5.7 
4.6 
 
Foreign net operating loss carryforwards tax effect
$ 8.3 
$ 7.8 
 
INCOME TAXES Components of the Provision for Income Taxes (Detail) (USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 31, 2014
Dec. 31, 2013
Dec. 31, 2012
Tax provision:
 
 
 
Federal
$ 224,468 
$ 180,351 
$ 326,708 
State
32,110 
26,351 
38,931 
Foreign
20,259 
25,529 
13,461 
Current Income Tax Expense (Benefit), Total
276,837 
232,231 
379,100 
Deferred provision (benefit):
 
 
 
Federal
(5,302)
24,877 
(11,674)
State
(755)
3,623 
(1,334)
Foreign
2,940 
(3,274)
(1,434)
Deferred provision (benefit):
(3,117)
25,226 
(14,442)
Total provision
$ 273,720 
$ 257,457 
$ 364,658 
INCOME TAXES 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, 2014
Dec. 31, 2013
Dec. 31, 2012
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
2.80% 
2.90% 
2.70% 
Other
0.00% 
0.30% 
0.30% 
Effective Income Tax Rate, Continuing Operations, Total
37.80% 
38.20% 
38.00% 
INCOME TAXES Deferred Tax Assets (Liabilities) (Detail) (USD $)
In Thousands, unless otherwise specified
Dec. 31, 2014
Dec. 31, 2013
Deferred tax assets:
 
 
Compensation
$ 78,516 
$ 71,751 
Receivables
13,397 
11,780 
Other
8,103 
8,541 
Deferred tax liabilities:
 
 
Intangible assets
(115,761)
(113,518)
Prepaid assets
(10,808)
(9,948)
Long-lived assets
(19,018)
(20,310)
Undistributed earnings of foreign subsidiaries
(13,616)
(10,600)
Other
(28)
(28)
Net deferred tax (liabilities) assets
$ (59,215)
$ (62,332)
CAPITAL STOCK AND STOCK AWARD PLANS - Additional Information (Detail) (USD $)
12 Months Ended
Dec. 31, 2014
Vote
Dec. 31, 2013
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
 
 
Antidilutive securities excluded from computation of earnings per share, amount
 
218,932 
127,323 
Maximum employee contribution to purchase company stock
$ 10,000 
 
 
Discount rate used to determine the purchase price
15.00% 
 
 
Stock award, vesting rights
These options are subject to certain vesting requirements over a five-year period, based on the company’s earnings growth. 
 
 
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
 
 
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
 
 
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
10,306,342 
 
 
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
3,048,819 
 
 
Stock award, vesting period
5 years 
 
 
Unrecognized compensation expense
51,000,000 
 
 
Full Value Awards
 
 
 
Compensation Related Costs Share Based Payments Disclosure [Line Items]
 
 
 
Stock award, vesting period
5 years 
 
 
Unrecognized compensation expense
$ 134,200,000 
 
 
Restricted stock awards, discount for post-vesting holding restriction, lower limit
17.00% 
 
 
Restricted stock awards, discount for post-vesting holding restriction, upper limit
22.00% 
 
 
CAPITAL STOCK AND STOCK AWARD PLANS 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, 2014
Dec. 31, 2013
Dec. 31, 2012
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
Stock-based compensation expense
$ 47,861 
$ 9,094 
$ 59,381 
Stock options
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
Stock-based compensation expense
9,243 
3,585 
Stock awards
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
Stock-based compensation expense
36,510 
6,808 
53,481 
Company expense on ESPP discount
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
Stock-based compensation expense
$ 2,108 
$ 2,281 
$ 2,315 
CAPITAL STOCK AND STOCK AWARD PLANS Summary of Stock Option Activity (Detail) (USD $)
In Thousands, except Share data, unless otherwise specified
12 Months Ended
Dec. 31, 2014
Dec. 31, 2013
Dec. 31, 2012
Options Outstanding - Number of Shares [Roll Forward]
 
 
 
Outstanding, Beginning Balance
3,497,544 
 
 
Grants
1,215,018 
 
 
Exercised
(787)
 
 
Terminated
(7,155)
 
 
Outstanding, Ending Balance
4,704,620 
3,497,544 
 
Vested at December 31, 2014
926,218 
 
 
Exercisable at December 31, 2014
926,218 
 
 
Options Outstanding - Weighted Average Exercise Price [Roll Forward]
 
 
 
Outstanding, Beginning Balance
$ 62.21 
 
 
Grants
$ 74.55 
 
 
Exercised
$ 68.81 
 
 
Terminated
$ 58.25 
 
 
Outstanding, Ending Balance
$ 65.40 
$ 62.21 
 
Vested at December 31, 2014
$ 63.28 
 
 
Exercisable at December 31, 2014
$ 63.28 
 
 
Share-based Compensation Arrangement by Share-based Payment Award, Options, Aggregate Intrinsic Value [Roll Forward]
 
 
 
Outstanding, Beginning Balance
   
 
 
Outstanding, Ending Balance
44,644 
   
 
Vested at December 31, 2014
10,751 
 
 
Exercisable at December 31, 2014
$ 10,751 
 
 
Share Based Compensation Arrangement By Share Based Payment Award Options Weighted Average Remaining Contractual Term [Roll Forward]
 
 
 
Outstanding, Beginning Balance
8 years 6 months 22 days 
   
 
Outstanding, Ending Balance
8 years 6 months 22 days 
   
 
Vested at December 31, 2014
7 years 11 months 1 day 
 
 
Exercisable at December 31, 2014
7 years 11 months 1 day 
 
 
Antidilutive securities excluded from computation of earnings per share, amount
 
218,932 
127,323 
CAPITAL STOCK AND STOCK AWARD PLANS Intrinsic Value of Options Exercised (Detail) (USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 31, 2014
Dec. 31, 2013
Dec. 31, 2012
Disclosure Intrinsic Value Of Options Exercised [Abstract]
 
 
 
Intrinsic value
$ 4 
$ 7,640 
$ 15,516 
CAPITAL STOCK AND STOCK AWARD PLANS Summary of Performance Based Options by Year of Grant (Detail) (USD $)
12 Months Ended
Dec. 31, 2014
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
Options granted, net of forfeitures
4,704,620 
Weighted average grant date fair value
$ 13.53 
Unvested options
3,778,657 
2011
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
Options granted, net of forfeitures
911,430 
Weighted average grant date fair value
$ 15.72 
Unvested options
537,744 
2012
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
Options granted, net of forfeitures
1,155,285 
Weighted average grant date fair value
$ 13.15 
Unvested options
957,394 
2013
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
Options granted, net of forfeitures
1,424,531 
Weighted average grant date fair value
$ 11.83 
Unvested options
1,070,145 
2014
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
Options granted, net of forfeitures
1,213,374 
Weighted average grant date fair value
$ 14.23 
Unvested options
1,213,374 
CAPITAL STOCK AND STOCK AWARD PLANS Assumptions Used in Estimating the Fair Value Per Option (Detail)
12 Months Ended
Dec. 31, 2014
Dec. 31, 2013
Dec. 31, 2012
Share based Compensation Arrangement by Share based Payment Award, Fair Value Assumptions, Method Used [Line Items]
 
 
 
Risk-free interest rate, minimum
1.93% 
0.18% 
0.18% 
Risk-free interest rate, maximum
1.96% 
1.94% 
0.89% 
Expected volatility factor, minimum
22.00% 
25.00% 
26.00% 
Expected volatility factor, maximum
25.00% 
27.50% 
27.50% 
Weighted average fair value per option
$ 14.23 
$ 11.73 
$ 13.61 
Minimum
 
 
 
Share based Compensation Arrangement by Share based Payment Award, Fair Value Assumptions, Method Used [Line Items]
 
 
 
Expected option term, minimum
6 years 3 months 17 days 
3 days 
3 days 
Dividend per share (quarterly amounts)
$ 0.35 
$ 0.35 
$ 0.33 
Maximum
 
 
 
Share based Compensation Arrangement by Share based Payment Award, Fair Value Assumptions, Method Used [Line Items]
 
 
 
Expected option term, minimum
 
6 years 3 months 17 days 
6 years 
Dividend per share (quarterly amounts)
$ 0.38 
 
$ 0.35 
CAPITAL STOCK AND STOCK AWARD PLANS Summary of Nonvested Performance-Based Restricted Stock Grants (Detail) (USD $)
12 Months Ended
Dec. 31, 2014
Nonvested Restricted Shares and Units - Number of Shares and Units [Roll Forward]
 
Unvested, Ending Balance
1,536,154 
Nonvested Restricted Shares and Units - Weighted Average Grant Date Fair Value [Roll Forward]
 
Unvested, Ending Balance
$ 55.54 1
Performance Based Restricted Stock and Restricted Stock Units
 
Nonvested Restricted Shares and Units - Number of Shares and Units [Roll Forward]
 
Unvested, Beginning Balance
2,028,669 
Granted
321,995 
Vested
(516,165)
Forfeitures
(298,345)
Unvested, Ending Balance
1,536,154 
Nonvested Restricted Shares and Units - Weighted Average Grant Date Fair Value [Roll Forward]
 
Unvested, Beginning Balance
$ 51.55 
Granted
$ 60.70 
Vested
$ 51.26 
Forfeitures
$ 45.88 
Unvested, Ending Balance
$ 54.67 
CAPITAL STOCK AND STOCK AWARD PLANS Summary of Performance Based Shares and Units by Year of Grant (Detail) (USD $)
12 Months Ended
Dec. 31, 2014
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
Performance shares and stock units granted, net of forfeitures
2,334,949 
Weighted average grant date fair value (1)
$ 55.54 1
Unvested performance shares and restricted stock units
1,536,154 
2010
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
Performance shares and stock units granted, net of forfeitures
686,919 
Weighted average grant date fair value (1)
$ 63.28 1
Unvested performance shares and restricted stock units
288,506 
2011
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
Performance shares and stock units granted, net of forfeitures
596,676 
Weighted average grant date fair value (1)
$ 53.72 1
Unvested performance shares and restricted stock units
352,037 
2012
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
Performance shares and stock units granted, net of forfeitures
333,881 
Weighted average grant date fair value (1)
$ 48.65 1
Unvested performance shares and restricted stock units
277,121 
2013
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
Performance shares and stock units granted, net of forfeitures
396,735 
Weighted average grant date fair value (1)
$ 46.45 1
Unvested performance shares and restricted stock units
297,552 
2014
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
Performance shares and stock units granted, net of forfeitures
320,738 
Weighted average grant date fair value (1)
$ 60.74 1
Unvested performance shares and restricted stock units
320,938 
CAPITAL STOCK AND STOCK AWARD PLANS Summary of Nonvested Restricted Stock Grants (Detail) (USD $)
12 Months Ended
Dec. 31, 2014
Nonvested Restricted Shares and Units - Number of Shares and Units [Roll Forward]
 
Unvested, Ending Balance
1,536,154 
Nonvested Restricted Shares and Units - Weighted Average Grant Date Fair Value [Roll Forward]
 
Unvested, Ending Balance
$ 55.54 1
Restricted Stock and Restricted Stock Units
 
Nonvested Restricted Shares and Units - Number of Shares and Units [Roll Forward]
 
Unvested, Beginning Balance
851,485 
Granted
355,878 
Vested
(187,049)
Forfeitures
(66,190)
Unvested, Ending Balance
954,124 
Nonvested Restricted Shares and Units - Weighted Average Grant Date Fair Value [Roll Forward]
 
Unvested, Beginning Balance
$ 45.68 
Granted
$ 61.96 
Vested
$ 43.15 
Forfeitures
$ 47.60 
Unvested, Ending Balance
$ 52.12 
CAPITAL STOCK AND STOCK AWARD PLANS Summary of Fair Value of Full Value Stock Vested (Detail) (Full Value Awards, USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 31, 2014
Dec. 31, 2013
Dec. 31, 2012
Full Value Awards
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
Fair value
$ 36,510 
$ 6,808 
$ 53,562 
CAPITAL STOCK AND STOCK AWARD PLANS Summary of Employee Stock Purchase Plan Activity (Detail) (USD $)
In Thousands, except Share data, unless otherwise specified
12 Months Ended
Dec. 31, 2014
Dec. 31, 2013
Dec. 31, 2012
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
Shares purchased by employees
231,564 
259,730 
248,405 
Aggregate cost to employees
$ 11,943 
$ 12,928 
$ 13,116 
Expense recognized by the company
47,861 
9,094 
59,381 
Company expense on ESPP discount
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
Expense recognized by the company
$ 2,108 
$ 2,281 
$ 2,315 
CAPITAL STOCK AND STOCK AWARD PLANS Share Repurchase Programs Activity (Detail) (USD $)
In Thousands, except Share data, unless otherwise specified
12 Months Ended
Dec. 31, 2014
Dec. 31, 2013
Dec. 31, 2012
Dec. 31, 2013
2009 Program
Dec. 31, 2012
2009 Program
Dec. 31, 2011
2009 Program
Dec. 31, 2010
2009 Program
Dec. 31, 2013
2012 Program
Dec. 31, 2013
2013 Program
Dec. 31, 2014
2014 Program
Compensation Related Costs Share Based Payments Disclosure [Line Items]
 
 
 
 
 
 
 
 
 
 
Shares repurchased
 
 
 
827,443 
4,237,555 
3,540,171 
1,394,831 
10,000,000 
930,075 
3,763,583 
Total value of shares repurchased
$ 164,037 
$ 760,304 
$ 257,064 
$ 48,048 
$ 257,064 
$ 246,935 
$ 90,500 
$ 579,853 
$ 57,689 
$ 239,037 
COMMITMENTS AND CONTINGENCIES Profit-Sharing Plan Expense, Including Matching Contributions (Detail) (USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 31, 2014
Dec. 31, 2013
Dec. 31, 2012
Disclosure Profit Sharing Plan Expense Including Matching Contributions [Abstract]
 
 
 
Profit-sharing plan expense
$ 30,112 
$ 19,907 
$ 24,769 
Defined contribution match
4.00% 
 
 
COMMITMENTS AND CONTINGENCIES - Additional Information (Detail) (USD $)
In Millions, unless otherwise specified
12 Months Ended
Dec. 31, 2014
Dec. 31, 2013
Commitments and Contingencies Disclosure [Line Items]
 
 
Pending litigation claims, number
20 
 
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
$ 0.2 
$ 0.9 
Investments to fund a future liability, market value
$ 0.2 
$ 0.9 
COMMITMENTS AND CONTINGENCIES Lease Expense (Detail) (USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 31, 2014
Dec. 31, 2013
Dec. 31, 2012
Disclosure Lease Expense [Abstract]
 
 
 
Lease expense
$ 56,871 
$ 54,753 
$ 41,689 
COMMITMENTS AND CONTINGENCIES Minimum Future Lease Commitments Under Noncancelable Lease Agreements (Detail) (USD $)
In Thousands, unless otherwise specified
Dec. 31, 2014
Disclosure Minimum Future Lease Commitments Under Noncancelable Lease Agreements [Abstract]
 
2015
$ 43,903 
2016
35,419 
2017
28,295 
2018
18,794 
2019
13,559 
Thereafter
9,807 
Total
$ 149,777 
ACQUISITIONS AND DIVESTITURES - 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
Dec. 31, 2014
Dec. 31, 2013
Dec. 31, 2012
Nov. 1, 2012
Phoenix
Dec. 31, 2013
Phoenix
Dec. 31, 2013
Phoenix
Accounts Receivable
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. 1, 2012
Apreo
Business Acquisition [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
Purchase consideration
 
 
 
$ 677,273,000 
 
 
 
 
 
 
 
 
$ 26,500,000 
Equity interest issued or issuable, value assigned
 
 
 
60,200,000 
 
 
 
 
 
 
 
 
 
Equity interest issued or issuable, number of shares
 
 
 
1.1 
 
 
 
 
 
 
 
 
 
Acquisition price financed with debt
 
 
 
173,000,000 
 
 
 
 
 
 
 
 
 
Adjustments to financial assets
 
 
 
 
 
1,500,000 
5,300,000 
1,700,000 
2,100,000 
 
 
 
 
Adjustments to financial liabilities
 
 
 
 
 
 
 
 
 
3,000,000 
 
 
 
Adjustments to intangibles
 
 
 
 
10,600,000 
 
 
 
 
 
 
 
 
Long lived assets held-for-sale, proceeds from sale
 
 
 
 
 
 
 
 
 
 
302,500,000 
 
 
Gain on sale
1,848,000 
281,551,000 
 
 
 
 
 
 
 
 
281,600,000 
 
Goodwill and other intangible assets related to acquisition
 
 
 
 
 
 
 
 
 
 
 
 
$ 17,400,000 
ACQUISITIONS AND DIVESTITURES Business Combination (Details) (USD $)
In Thousands, unless otherwise specified
Dec. 31, 2014
Dec. 31, 2013
Dec. 31, 2012
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
825,038 
829,073 
822,215 
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 AND DIVESTITURES 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
 
Business Acquisition [Line Items]
 
Estimated Life (years)
8 years 
Identifiable intangible assets
129,800 
Noncompete Agreements
 
Business Acquisition [Line Items]
 
Estimated Life (years)
5 years 
Identifiable intangible assets
$ 200 
ACQUISITIONS AND DIVESTITURES Pro Forma (Details) (USD $)
In Thousands, unless otherwise specified
3 Months Ended 12 Months Ended
Dec. 31, 2014
Sep. 30, 2014
Jun. 30, 2014
Mar. 31, 2014
Dec. 31, 2013
Sep. 30, 2013
Jun. 30, 2013
Mar. 31, 2013
Dec. 31, 2014
Dec. 31, 2013
Dec. 31, 2012
Business Acquisition [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Revenues
$ 3,357,202 
$ 3,467,362 
$ 3,502,918 
$ 3,142,585 
$ 3,152,882 
$ 3,316,665 
$ 3,288,262 
$ 2,994,267 
$ 13,470,067 
$ 12,752,076 
$ 11,359,113 
Business acquisition, pro forma revenue
 
 
 
 
 
 
 
 
 
 
12,010,326 
Income from operations
187,728 
203,337 
200,382 
156,971 
155,113 
176,355 
182,476 
168,706 
748,418 
682,650 
675,320 
Business acquisition, pro forma operating income
 
 
 
 
 
 
 
 
 
 
678,873 
Net income
112,947 
124,981 
118,596 
93,187 
92,952 
107,737 
111,872 
103,343 
449,711 
415,904 
593,804 
Business acquisition, pro forma net income
 
 
 
 
 
 
 
 
 
 
592,976 
Phoenix
 
 
 
 
 
 
 
 
 
 
 
Business Acquisition [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Business acquisition, pro forma revenue
 
 
 
 
 
 
 
 
 
 
692,836 
Business acquisition, pro forma operating income
 
 
 
 
 
 
 
 
 
 
24,131 
Business acquisition, pro forma net income
 
 
 
 
 
 
 
 
 
 
11,976 
Eliminate personnel costs from purchased transportation and related services
 
 
 
 
 
 
 
 
 
 
(24,422)
Eliminate personnel costs from selling, general, and administrative services
 
 
 
 
 
 
 
 
 
 
(50,065)
Reclassify costs to personnel expenses
 
 
 
 
 
 
 
 
 
 
74,487 
Contractual changes in compensation
 
 
 
 
 
 
 
 
 
 
(5,080)
Additional amortization expense on identifiable intangible assets
 
 
 
 
 
 
 
 
 
 
13,555 
Rent expense for new lease agreements
 
 
 
 
 
 
 
 
 
 
280 
Depreciation on acquired building
 
 
 
 
 
 
 
 
 
 
123 
Incremental interest expense
 
 
 
 
 
 
 
 
 
 
(2,127)
Additional bonus paid by sellers
 
 
 
 
 
 
 
 
 
 
(1,400)
Third party advisory fees paid by sellers
 
 
 
 
 
 
 
 
 
 
(582)
Elimination of variable interest entities not acquired
 
 
 
 
 
 
 
 
 
 
215 
Tax effect
 
 
 
 
 
 
 
 
 
 
(1,487)
T-Chek
 
 
 
 
 
 
 
 
 
 
 
Business Acquisition [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Business divestiture, pro forma revenue
 
 
 
 
 
 
 
 
 
 
(41,623)
Business divestiture, pro forma operating income
 
 
 
 
 
 
 
 
 
 
(20,578)
Business divestiture, pro forma net income
 
 
 
 
 
 
 
 
 
 
$ (12,804)
ACCELERATED SHARE REPURCHASE (Details) (USD $)
12 Months Ended 0 Months Ended 1 Months Ended 3 Months Ended 12 Months Ended
Dec. 31, 2014
Dec. 31, 2013
Dec. 31, 2012
Dec. 13, 2013
Accelerated Share Repurchase
Feb. 28, 2014
Accelerated Share Repurchase
Mar. 31, 2014
Accelerated Share Repurchase
Sep. 30, 2013
Accelerated Share Repurchase
Dec. 31, 2014
Accelerated Share Repurchase
Dec. 31, 2013
Accelerated Share Repurchase
Aug. 24, 2013
Accelerated Share Repurchase
Subsequent Event [Line Items]
 
 
 
 
 
 
 
 
 
 
Accelerated share repurchases, settlement payment
 
 
 
 
 
 
 
 
 
$ 500,000,000 
Accelerated share repurchases, pursuant discount percentage
 
 
 
 
 
 
 
 
 
0.94% 
Shares repurchased
 
 
 
1,200,000 
1,200,000 
 
6,100,000 
7,300,000 
7,300,000 
 
Treasury stock value
164,037,000 
760,304,000 
257,064,000 
 
 
 
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, 2014
Dec. 31, 2013
Accumulated other comprehensive loss [Abstract]
 
 
Accumulated other comprehensive loss
$ (28,610)
$ (10,620)
SUBSEQUENT EVENTS (Details) (USD $)
3 Months Ended 12 Months Ended 0 Months Ended
Dec. 31, 2014
Sep. 30, 2014
Jun. 30, 2014
Mar. 31, 2014
Dec. 31, 2013
Sep. 30, 2013
Jun. 30, 2013
Mar. 31, 2013
Dec. 31, 2014
Dec. 31, 2013
Dec. 31, 2012
Dec. 31, 2014
Freightquote
Jan. 2, 2015
Freightquote
Subsequent Event
Subsequent Event [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
Revenues
$ 3,357,202,000 
$ 3,467,362,000 
$ 3,502,918,000 
$ 3,142,585,000 
$ 3,152,882,000 
$ 3,316,665,000 
$ 3,288,262,000 
$ 2,994,267,000 
$ 13,470,067,000 
$ 12,752,076,000 
$ 11,359,113,000 
$ 623,000,000 
 
Net revenues
 
 
 
 
 
 
 
 
 
 
 
124,000,000 
 
Total purchase price of acquisition
 
 
 
 
 
 
 
 
 
 
 
 
$ 365,000,000 
SUPPLEMENTARY DATA (UNAUDITED) 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, 2014
Sep. 30, 2014
Jun. 30, 2014
Mar. 31, 2014
Dec. 31, 2013
Sep. 30, 2013
Jun. 30, 2013
Mar. 31, 2013
Dec. 31, 2014
Dec. 31, 2013
Dec. 31, 2012
Revenues:
 
 
 
 
 
 
 
 
 
 
 
Transportation
$ 3,010,291 
$ 3,069,056 
$ 3,038,923 
$ 2,803,704 
$ 2,767,550 
$ 2,880,901 
$ 2,818,077 
$ 2,603,182 
$ 11,921,974 
$ 11,069,710 
$ 9,685,415 
Sourcing
342,951 
393,980 
460,816 
335,808 
382,098 
432,373 
466,811 
387,852 
1,533,555 
1,669,134 
1,620,183 
Payment Services
3,960 
4,326 
3,179 
3,073 
3,234 
3,391 
3,374 
3,233 
14,538 
13,232 
53,515 
Total revenues
3,357,202 
3,467,362 
3,502,918 
3,142,585 
3,152,882 
3,316,665 
3,288,262 
2,994,267 
13,470,067 
12,752,076 
11,359,113 
Costs and expenses:
 
 
 
 
 
 
 
 
 
 
 
Purchased transportation and related services
2,535,985 
2,575,069 
2,555,371 
2,375,825 
2,351,530 
2,450,923 
2,386,932 
2,181,930 
10,042,250 
9,371,315 
8,157,278 
Purchased products sourced for resale
318,946 
364,179 
425,922 
308,962 
356,299 
401,820 
428,059 
356,006 
1,418,009 
1,542,184 
1,483,745 
Purchased payment services
455 
550 
588 
563 
588 
616 
669 
609 
2,156 
2,482 
519 
Personnel expenses
235,117 
244,621 
238,986 
220,297 
203,619 
204,388 
206,009 
212,645 
939,021 
826,661 
766,006 
Other selling, general, and administrative expenses
78,971 
79,606 
81,669 
79,967 
85,733 
82,563 
84,117 
74,371 
320,213 
326,784 
276,245 
Total costs and expenses
3,169,474 
3,264,025 
3,302,536 
2,985,614 
2,997,769 
3,140,310 
3,105,786 
2,825,561 
12,721,649 
12,069,426 
10,683,793 
Income from operations
187,728 
203,337 
200,382 
156,971 
155,113 
176,355 
182,476 
168,706 
748,418 
682,650 
675,320 
Net income
$ 112,947 
$ 124,981 
$ 118,596 
$ 93,187 
$ 92,952 
$ 107,737 
$ 111,872 
$ 103,343 
$ 449,711 
$ 415,904 
$ 593,804 
Basic net income per share (in dollars per share)
$ 0.77 
$ 0.85 
$ 0.80 
$ 0.63 
$ 0.62 
$ 0.69 
$ 0.70 
$ 0.64 
$ 3.06 
$ 2.65 
$ 3.68 
Diluted net income per share (in dollars per share)
$ 0.77 
$ 0.85 
$ 0.80 
$ 0.63 
$ 0.62 
$ 0.69 
$ 0.70 
$ 0.64 
$ 3.05 
$ 2.65 
$ 3.67 
Basic weighted average shares outstanding (in shares)
145,856 
146,646 
147,826 
148,517 
150,856 
156,924 
159,818 
160,637 
147,202 
156,915 
161,557 
Dilutive effect of outstanding stock awards (in shares)
794 
210 
148 
491 
274 
120 
99 
53 
340 
165 
389 
Diluted weighted average shares outstanding (in shares)
146,650 
146,856 
147,974 
149,008 
151,130 
157,044 
159,917 
160,690 
147,542 
157,080 
161,946 
Market price range of common stock:
 
 
 
 
 
 
 
 
 
 
 
High (in dollars per share)
$ 77.49 
$ 69.50 
$ 64.09 
$ 60.31 
$ 61.94 
$ 62.46 
$ 61.91 
$ 67.93 
 
 
 
Low (in dollars per share)
$ 63.42 
$ 63.09 
$ 51.10 
$ 50.21 
$ 55.92 
$ 55.26 
$ 53.74 
$ 55.81 
 
 
 
SCHEDULE II. VALUATION AND QUALIFYING ACCOUNTS Transactions in the Allowance for Doubtful Accounts (Detail) (USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 31, 2014
Dec. 31, 2013
Dec. 31, 2012
Mar. 31, 2013
Movement in Valuation Allowances and Reserves [Roll Forward]
 
 
 
 
Balance, beginning of year
$ 39,292 
$ 34,560 
$ 31,328 
$ 39,292 
Provision
15,092 
15,587 
10,459 
 
Write-offs
(13,333)
(10,855)
(7,227)
 
Balance, end of year
$ 41,051 
$ 39,292 
$ 34,560 
$ 39,292