Document and Entity Information

3 Months Ended

Mar. 31, 2015

May 7, 2015

Document and Entity Information [Abstract]

Entity Registrant Name

C H ROBINSON WORLDWIDE INC

Entity Central Index Key

0001043277

Current Fiscal Year End Date

--12-31

Entity Filer Category

Large Accelerated Filer

Document Type

10-Q

Document Period End Date

Mar. 31, 2015

Document Fiscal Year Focus

2015

Document Fiscal Period Focus

Q1

Amendment Flag

false

Trading Symbol

CHRW

Entity Common Stock, Shares Outstanding

145,837,224

CONDENSED CONSOLIDATED BALANCE SHEETS (USD $)

In Thousands, unless otherwise specified

Mar. 31, 2015

Dec. 31, 2014

Current assets:

Cash and cash equivalents

$ 135,783

$ 128,940

Restricted cash

0

359,388

Receivables, net of allowance for doubtful accounts of $43,022 and $41,051

1,651,427

1,571,591

Deferred tax asset

8,387

7,746

Prepaid expenses and other

51,318

37,794

Total current assets

1,846,915

2,105,459

Property and equipment, net

191,141

152,471

Goodwill

1,097,267

825,038

Other intangible assets, net

138,541

98,330

Other assets

35,360

33,040

Total assets

3,309,224

3,214,338

Current liabilities:

Accounts payable

791,722

716,654

Outstanding checks

66,535

78,601

Accrued expenses:

Compensation and profit-sharing contribution

62,563

125,624

Income taxes

52,797

4,616

Other accrued liabilities

47,479

45,365

Current portion of debt

630,000

605,000

Total current liabilities

1,651,096

1,575,860

Long-term debt

500,000

Noncurrent income taxes payable

22,622

24,279

Deferred tax liabilities

77,256

66,961

Other long term liabilities

230

223

Total liabilities

2,251,204

2,167,323

Stockholders’ investment:

Preferred stock, $ .10 par value, 20,000 shares authorized; no shares issued or outstanding

0

Common stock, $ .10 par value, 480,000 shares authorized; 178,494 and 178,621 shares issued, 145,833 and 146,458 outstanding

14,583

14,646

Additional paid-in capital

336,960

321,968

Retained earnings

2,697,680

2,648,539

Accumulated other comprehensive loss

(41,808)

(28,610)

Treasury stock at cost (32,661 and 32,163 shares)

(1,949,395)

(1,909,528)

Total stockholders’ investment

1,058,020

1,047,015

Total liabilities and stockholders’ investment

$ 3,309,224

$ 3,214,338

CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $)

In Thousands, except Share data, unless otherwise specified

Mar. 31, 2015

Dec. 31, 2014

Statement of Financial Position [Abstract]

Receivables, allowance for doubtful accounts

$ 43,022

$ 41,051

Preferred stock, par value

$ 0.10

Preferred stock, shares authorized

20,000,000

Preferred stock, shares issued

0

Preferred stock, shares outstanding

0

Common stock, par value

$ 0.10

Common stock, shares authorized

480,000,000

Common stock, shares issued

178,494,000

178,621,000

Common stock, shares outstanding

145,833,000

146,458,000

Treasury stock, shares

32,661,000

32,163,000

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (USD $)

In Thousands, except Per Share data, unless otherwise specified

3 Months Ended

Mar. 31, 2015

Mar. 31, 2014

Revenues:

Transportation

$ 2,947,257

$ 2,806,777

Sourcing

353,633

335,808

Total revenues

3,300,890

3,142,585

Costs and expenses:

Purchased transportation and related services

2,452,112

2,376,388

Purchased products sourced for resale

323,668

308,962

Personnel expenses

255,144

220,297

Other selling, general, and administrative expenses

88,041

79,967

Total costs and expenses

3,118,965

2,985,614

Income from operations

181,925

156,971

Interest and other expense

(9,605)

(6,131)

Income before provision for income taxes

172,320

150,840

Provision for income taxes

65,844

57,653

Net income

106,476

93,187

Other comprehensive loss

(13,198)

(337)

Comprehensive income

$ 93,278

$ 92,850

Basic net income per share (in dollars per share)

$ 0.73

$ 0.63

Diluted net income per share (in dollars per share)

$ 0.73

$ 0.63

Basic weighted average shares outstanding (in shares)

146,204

148,517

Dilutive effect of outstanding stock awards (in shares)

179

491

Diluted weighted average shares outstanding (in shares)

146,383

149,008

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $)

In Thousands, unless otherwise specified

3 Months Ended

Mar. 31, 2015

Mar. 31, 2014

OPERATING ACTIVITIES

Net income

$ 106,476

$ 93,187

Adjustments to reconcile net income to net cash provided by operating activities:

Depreciation and amortization

16,243

14,549

Provision for doubtful accounts

3,991

6,270

Stock-based compensation

15,336

4,793

Deferred income taxes

426

6,757

Gain on divestiture

0

(1,848)

Loss on sale/disposal of assets

429

372

Changes in operating elements (net of acquisitions):

Receivables

(27,599)

(168,723)

Prepaid expenses and other

(12,639)

(16,286)

Other non-current assets

1,435

201

Accounts payable and outstanding checks

21,105

88,052

Accrued compensation and profit-sharing contribution

(64,709)

(38,008)

Accrued income taxes

48,390

32,223

Other accrued liabilities

(8,489)

(7,099)

Net cash provided by operating activities

100,395

14,440

INVESTING ACTIVITIES

Purchases of property and equipment

(3,895)

(11,124)

Purchases and development of software

(2,771)

(1,471)

Acquisitions, net of cash acquired

(369,143)

0

Restricted cash

359,388

0

Other

462

268

Net cash used for investing activities

(15,959)

(12,327)

FINANCING ACTIVITIES

Proceeds from stock issued for employee benefit plans

6,914

4,686

Stock tendered for payment of withholding taxes

(9,324)

(10,950)

Repurchase of common stock

(37,930)

(2,000)

Cash dividends

(57,335)

(52,420)

Excess tax benefit on stock-based compensation

4,842

4,253

Proceeds from short-term borrowings

2,025,000

1,225,000

Payments on short-term borrowings

(2,000,000)

(1,190,000)

Net cash used for financing activities

(67,833)

(21,431)

Effect of exchange rates on cash

(9,760)

84

Net increase (decrease) in cash and cash equivalents

6,843

(19,234)

Cash and cash equivalents, beginning of period

128,940

162,047

Cash and cash equivalents, end of period

$ 135,783

$ 142,813

GENERAL

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 operating through a network of offices located 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. Starting in 2015, we are reporting Payment Services revenues as a part of Truckload revenues. We had previously reported Payment Services revenues separately from Transportation revenues. The prior year amounts have been combined to conform with the current period presentation. This change in presentation had no effect on our prior year condensed consolidated results of operations, financial condition, or cash flows.

The condensed consolidated financial statements, which are unaudited, have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). In our opinion, these financial statements include all adjustments (consisting only of normal recurring adjustments) necessary for a fair presentation of the financial statements for the interim periods presented. Interim results are not necessarily indicative of results for a full year.

Consistent with SEC rules and regulations, we have condensed or omitted certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States. You should read the condensed consolidated financial statements and related notes in conjunction with the consolidated financial statements and notes in our Annual Report on Form 10-K for the year ended December 31, 2014.

GOODWILL AND OTHER INTANGIBLE ASSETS

The change in the carrying amount of goodwill is as follows (in thousands):




Balance, December 31, 2014	$	825,038
Acquisitions	274,364
Foreign currency translation	(2,135		)
Balance, March 31, 2015	$	1,097,267

A summary of our other intangible assets, with finite lives, which include primarily customer relationships and non-competition agreements, is as follows (in thousands):



	March 31, 2015			December 31, 2014
Gross	$	171,172		$	133,372
Accumulated amortization	(43,106		)	(36,917		)
Net	$	128,066		$	96,455

Other intangible assets, with indefinite lives, are as follows (in thousands):



	March 31, 2015		December 31, 2014
Trademarks	$	10,475	$	1,875

Amortization expense for other intangible assets is as follows (in thousands):



	Three Months Ended March 31,
	2015		2014
Amortization expense	$	6,096	$	4,927

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



Remainder of 2015	$	18,288
2016	24,482
2017	24,205
2018	23,785
2019	23,785
Thereafter	13,521
Total	$	128,066

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.

We had no Level 3 liabilities as of and during the periods ended March 31, 2015, and March 31, 2014.

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 International Freight Services, Ltd. ("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 March 31, 2015, and December 31, 2014, we had $630.0 million and $605.0 million in borrowings outstanding under the Credit Agreement, which is classified as a current liability on the condensed 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 March 31, 2015, 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 the quarter ended March 31, 2015, was approximately 1.3 percent and at March 31, 2015, was approximately 1.3 percent. The weighted average interest rate incurred on borrowings during the quarter ended March 31, 2014, was approximately 1.4 percent and at March 31, 2014, 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) 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. We were in compliance with all of the financial debt covenants as of March 31, 2015.

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 Notes is payable semi-annually in arrears. We applied the proceeds of the sale of the Notes for share repurchases, as discussed in Note 6.

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) EBITDA (earnings before interest, taxes, depreciation, and amortization), as of the end of each of our fiscal quarters, to exceed 3.00 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 then ending, of (i) Consolidated EBIT (earnings before income taxes) to (ii) Consolidated Interest Expense to be less than 2.00 to 1.00; and we will not permit, as of the end of each of our fiscal quarters, Consolidated Priority Debt to exceed 15 percent of Consolidated Total Assets. We were in compliance with all of the financial debt covenants as of March 31, 2015.

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 percent of the principal amount being redeemed together with a “make-whole amount” (as defined in the Note Purchase Agreement), and accrued and unpaid interest 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 the initial purchasers in a private placement in reliance on Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”). The Notes 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 $548.1 million at March 31, 2015, based on observable market-based inputs compared to a carrying value of $500.0 million. If our long-term debt was recorded at fair value, it would be classified as a Level 2 liability.

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 2009.

Our effective tax rate for the three months ended March 31, 2015 and 2014 was 38.2 percent and 38.2 percent, respectively. The effective income tax rate for both periods is greater than the statutory federal income tax rate due to state income taxes, net of federal benefit.

ACCELERATED SHARE REPURCHASE

On August 24, 2013, we entered into two letter agreements with unrelated third party financial institutions to repurchase an aggregate of $500.0 million of our outstanding common stock (the "ASR Agreements"). The total aggregate number of shares to be repurchased pursuant to these agreements was determined based on the volume-weighted average price of our common stock during the purchase period, less a fixed discount of 0.94 percent. 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 ASR agreements. One of the two financial institutions terminated their ASR Agreement and delivered 1.2 million shares in December 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 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 8.5 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 three months ended March 31, 2015, and March 31, 2014.

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 condensed consolidated statements of operations and comprehensive income for stock-based compensation is as follows (in thousands):



	Three Months Ended March 31,
	2015		2014
Stock options	$	3,764	$	453
Stock awards	10,679		3,513
Company expense on ESPP discount	893		827
Total stock-based compensation expense	$	15,336	$	4,793

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 3,191,335 shares were available for stock awards as of March 31, 2015. 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.

Stock Options - 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).

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 March 31, 2015, unrecognized compensation expense related to stock options was $47.2 million. The amount of future expense to be recognized will be based on the company’s earnings growth and certain other conditions.

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.

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.

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.

As of March 31, 2015, there is unrecognized compensation expense of $122.2 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 each quarter discounted by 15 percent. Shares vest immediately. The following is a summary of the employee stock purchase plan activity (dollar amounts in thousands):



Three Months Ended March 31, 2015
Shares purchased by employees	Aggregate cost to employees		Expense recognized by the company
81,318	$	5,061	$	893

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 21 contingent auto liability cases. 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 condensed 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 often unable 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

On January 1, 2015, we completed the acquisition of Freightquote.com, Inc. ("Freightquote") for the purpose of enhancing our less than truckload and truckload businesses and expanding our e-commerce capabilities. Total purchase consideration was $398.4 million, which was paid in cash and is subject to post-closing cash and working capital adjustments, in accordance with the merger agreement. We used advances under the Credit Agreement to fund part of the cash consideration. The following is a preliminary summary of the allocation of purchase consideration to the estimated fair value of net assets for the acquisition of Freightquote (in thousands):



Cash and cash equivalents	$	29,302
Receivables	56,228
Other current assets	2,395
Property and equipment	43,687
Identifiable intangible assets	37,800
Goodwill	274,364
Trademarks	8,600
Other noncurrent assets	3,421
Total assets	455,797

Accounts payable	(41,897		)
Accrued expenses	(5,485		)
Other liabilities	(9,970		)
Estimated net assets acquired	$	398,445

Identifiable intangible assets and estimated useful lives are as follows (dollars in thousands):



	Estimated Life (years)
Customer relationships	5	$	37,500
Noncompete agreements	5	300
Total identifiable intangible assets		$	37,800

We also acquired a trademark valued at $8.6 million which have been determined to be indefinite-lived. The Freightquote goodwill is a result of acquiring and retaining the Freightquote existing workforce and expected synergies from integrating their business into C.H. Robinson. The goodwill will not be deductible for tax purposes. Purchase accounting is considered preliminary, subject to revision, mainly with respect to certain working capital accounts, taxes, and goodwill, as final information was not available as of March 31, 2015.

On an unaudited pro forma basis, assuming the Freightquote acquisition had closed on January 1, 2014, the results of C.H. Robinson including Freightquote would have resulted in the following (in thousands):



	Three Months Ended March 31, 2014
	C.H. Robinson		Freightquote		Combined
	As Reported		Operations		Pro Forma

Total revenues	$	3,142,585	$	141,062	$	3,283,647
Income from operations	156,971		3,710		160,681

Freightquote pro forma financial information includes the following adjustments for the three months ended March 31, 2014 (in thousands):



	Three Months Ended March 31, 2014
Additional amortization expense on identifiable intangible assets	$	(1,890	)
Other	796

The pro forma consolidated financial information was prepared for comparative purposes only and includes certain adjustments, as noted above. The adjustments are estimates based on currently available information and actual amounts may have differed materially from these estimates. They do not reflect the effect of costs or synergies that would have been expected to result from the integration of the acquisition. The pro forma information does not purport to be indicative of the results of operations that actually would have resulted had the acquisition occurred at the beginning of each period presented or of future results of the consolidated entity. The results of operations and financial condition of Freightquote have been included in our condensed consolidated financial statements since their acquisition date of January 1, 2015.

CHANGES IN ACCUMULATED OTHER COMPREHENSIVE LOSS

Accumulated other comprehensive loss is included in the Stockholders' investment on our condensed consolidated balance sheet. The recorded balance, net of taxes, at March 31, 2015, and December 31, 2014, was $41.8 million and $28.6 million, respectively. Accumulated other comprehensive loss is comprised solely of foreign currency translation adjustment at March 31, 2015, and December 31, 2014.

GOODWILL AND OTHER INTANGIBLE ASSETS (Tables)

Schedule of Goodwill

The change in the carrying amount of goodwill is as follows (in thousands):




Balance, December 31, 2014	$	825,038
Acquisitions	274,364
Foreign currency translation	(2,135		)
Balance, March 31, 2015	$	1,097,267

Schedule of Finite-Lived Intangible Assets by Major Class

A summary of our other intangible assets, with finite lives, which include primarily customer relationships and non-competition agreements, is as follows (in thousands):



	March 31, 2015			December 31, 2014
Gross	$	171,172		$	133,372
Accumulated amortization	(43,106		)	(36,917		)
Net	$	128,066		$	96,455

Identifiable intangible assets and estimated useful lives are as follows (dollars in thousands):



	Estimated Life (years)
Customer relationships	5	$	37,500
Noncompete agreements	5	300
Total identifiable intangible assets		$	37,800

Schedule of Indefinite-lived Intangible Assets by Major Class

Other intangible assets, with indefinite lives, are as follows (in thousands):



	March 31, 2015		December 31, 2014
Trademarks	$	10,475	$	1,875

Schedule of Amortization Expense

Amortization expense for other intangible assets is as follows (in thousands):



	Three Months Ended March 31,
	2015		2014
Amortization expense	$	6,096	$	4,927

Schedule of Finite-Lived Intangible Assets, Future Amortization Expense

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



Remainder of 2015	$	18,288
2016	24,482
2017	24,205
2018	23,785
2019	23,785
Thereafter	13,521
Total	$	128,066

STOCK AWARD PLANS (Tables)

Schedule of Employee Service Share-based Compensation, Allocation of Recognized Period Costs

A summary of our total compensation expense recognized in our condensed consolidated statements of operations and comprehensive income for stock-based compensation is as follows (in thousands):



	Three Months Ended March 31,
	2015		2014
Stock options	$	3,764	$	453
Stock awards	10,679		3,513
Company expense on ESPP discount	893		827
Total stock-based compensation expense	$	15,336	$	4,793

Schedule of Share-based Compensation, Employee Stock Purchase Plan, Activity

The following is a summary of the employee stock purchase plan activity (dollar amounts in thousands):



Three Months Ended March 31, 2015
Shares purchased by employees	Aggregate cost to employees		Expense recognized by the company
81,318	$	5,061	$	893

ACQUISITIONS (Tables)

Schedule of Recognized Identified Assets Acquired and Liabilities Assumed

The following is a preliminary summary of the allocation of purchase consideration to the estimated fair value of net assets for the acquisition of Freightquote (in thousands):



Cash and cash equivalents	$	29,302
Receivables	56,228
Other current assets	2,395
Property and equipment	43,687
Identifiable intangible assets	37,800
Goodwill	274,364
Trademarks	8,600
Other noncurrent assets	3,421
Total assets	455,797

Accounts payable	(41,897		)
Accrued expenses	(5,485		)
Other liabilities	(9,970		)
Estimated net assets acquired	$	398,445

Schedule of Finite-Lived Intangible Assets by Major Class

A summary of our other intangible assets, with finite lives, which include primarily customer relationships and non-competition agreements, is as follows (in thousands):



	March 31, 2015			December 31, 2014
Gross	$	171,172		$	133,372
Accumulated amortization	(43,106		)	(36,917		)
Net	$	128,066		$	96,455

Identifiable intangible assets and estimated useful lives are as follows (dollars in thousands):



	Estimated Life (years)
Customer relationships	5	$	37,500
Noncompete agreements	5	300
Total identifiable intangible assets		$	37,800

Pro Forma Information

On an unaudited pro forma basis, assuming the Freightquote acquisition had closed on January 1, 2014, the results of C.H. Robinson including Freightquote would have resulted in the following (in thousands):



	Three Months Ended March 31, 2014
	C.H. Robinson		Freightquote		Combined
	As Reported		Operations		Pro Forma

Total revenues	$	3,142,585	$	141,062	$	3,283,647
Income from operations	156,971		3,710		160,681

Business Acquisition, Pro Forma Information, Nonrecurring Adjustments [Table Text Block]

Freightquote pro forma financial information includes the following adjustments for the three months ended March 31, 2014 (in thousands):



	Three Months Ended March 31, 2014
Additional amortization expense on identifiable intangible assets	$	(1,890	)
Other	796

Change in the Carrying Amount of Goodwill (Detail) (USD $)

In Thousands, unless otherwise specified

3 Months Ended

Mar. 31, 2015

Goodwill [Roll Forward]

Balance, December 31, 2014

$ 825,038

Acquisitions

274,364

Foreign currency translation

(2,135)

Balance, March 31, 2015

$ 1,097,267

Summary of Other Intangible Assets, with Finite Lives (Detail) (USD $)

In Thousands, unless otherwise specified

Mar. 31, 2015

Dec. 31, 2014

Finite-Lived Intangible Assets [Line Items]

Net

$ 128,066

Other Intangible Assets

Finite-Lived Intangible Assets [Line Items]

Gross

171,172

133,372

Accumulated amortization

(43,106)

(36,917)

Net

$ 128,066

$ 96,455

Other Intangible Assets, with Indefinite Lives (Detail) (USD $)

In Thousands, unless otherwise specified

Mar. 31, 2015

Dec. 31, 2014

Goodwill and Intangible Assets Disclosure [Abstract]

Trademarks

$ 10,475

$ 1,875

Amortization Expense of Other Intangible Assets (Detail) (Other Intangible Assets, USD $)

In Thousands, unless otherwise specified

3 Months Ended

Mar. 31, 2015

Mar. 31, 2014

Other Intangible Assets

Finite-Lived Intangible Assets [Line Items]

Amortization expense

$ 6,096

$ 4,927

Estimated Amortization Expense on Intangible Assets (Detail) (USD $)

In Thousands, unless otherwise specified

Mar. 31, 2015

Estimated amortization expense

Remainder of 2015

$ 18,288

2016

24,482

2017

24,205

2018

23,785

2019

23,785

Thereafter

13,521

Net

$ 128,066

FINANCING ARRANGEMENTS (Details) (USD $)

3 Months Ended

0 Months Ended

Mar. 31, 2015

Dec. 31, 2014

Mar. 31, 2015

Unsecured Debt

Senior Unsecured Revolving Credit Facility 2019 Term Loan

Mar. 31, 2014

Unsecured Debt

Senior Unsecured Revolving Credit Facility 2019 Term Loan

Dec. 31, 2014

Unsecured Debt

Senior Unsecured Revolving Credit Facility 2019 Term Loan

Oct. 29, 2012

Unsecured Debt

Senior Unsecured Revolving Credit Facility 2019 Term Loan

Mar. 31, 2015

Unsecured Debt

Senior Unsecured Revolving Credit Facility 2019 Term Loan

Federal Funds Rate

Mar. 31, 2015

Unsecured Debt

Senior Unsecured Revolving Credit Facility 2019 Term Loan

London Interbank Offered Rate (LIBOR)

Mar. 31, 2015

Unsecured Debt

Senior Unsecured Revolving Credit Facility 2019 Term Loan

LIBOR Rate Option

Mar. 31, 2015

Unsecured Debt

Senior Unsecured Revolving Credit Facility 2019 Term Loan

Current Liability

Dec. 31, 2014

Unsecured Debt

Senior Unsecured Revolving Credit Facility 2019 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

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

630,000,000

605,000,000

Debt instrument, basis spread on variable rate

0.50%

1.50%

Debt instrument, description of variable rate basis

One-month LIBOR

Debt instrument, interest rate during period

1.30%

1.40%

Debt, weighted average interest rate

1.30%

1.70%

Debt instrument, covenant, leverage ratio, minimum

3.00

Debt instrument, covenant, leverage ratio, maximum

1.00

Debt instrument, face amount

175,000,000

150,000,000

175,000,000

Debt instrument, interest rate, stated percentage

3.97%

4.26%

4.60%

Debt instrument, covenant, interest expense ratio, maximum

2.00

Debt instrument, covenant, interest expense ratio, minimum

1.00

Debt instrument, covenant, priority debt, percentage

15.00%

Debt instrument, redemption price, percentage

100.00%

Long-term debt, fair value

548,100,000

Long-term debt

$ 500,000,000

Effective Income Tax Rate (Detail)

3 Months Ended

Mar. 31, 2015

Mar. 31, 2014

Income Tax Disclosure [Abstract]

Effective income tax

38.20%

ACCELERATED SHARE REPURCHASE (Details) (Accelerated Share Repurchase, USD $)

In Millions, unless otherwise specified

0 Months Ended

1 Months Ended

3 Months Ended

12 Months Ended

Dec. 13, 2013

Feb. 28, 2014

Mar. 31, 2015

Mar. 31, 2014

Sep. 30, 2013

Dec. 31, 2013

Aug. 24, 2013

Accelerated Share Repurchase

Accelerated Share Repurchases [Line Items]

Accelerated share repurchase amount

$ 500.0

Pursuant discount percentage

0.94%

Treasury shares acquired

1.2

8.5

6.1

Treasury shares value acquired

350.0

425.0

Value of stock repurchased as percentage of total amount of shares estimated under accelerated share repurchase agreement

70.00%

Accelerated share repurchase program adjustment

$ 75.0

Summary of Total Compensation Expense Recognized in Statements of Operations for Stock-Based Compensation (Detail) (USD $)

In Thousands, unless otherwise specified

3 Months Ended

Mar. 31, 2015

Mar. 31, 2014

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Stock-based compensation expense

$ 15,336

$ 4,793

Stock options

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Stock-based compensation expense

3,764

453

Stock awards

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Stock-based compensation expense

10,679

3,513

Company expense on ESPP discount

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Stock-based compensation expense

$ 893

$ 827

STOCK AWARD PLANS - Additional Information (Detail) (USD $)

3 Months Ended

Mar. 31, 2015

Compensation Related Costs Share Based Payments Disclosure [Line Items]

Maximum employee contribution to purchase company stock

$ 10,000

Discount rate used to determine the purchase price

15.00%

Stock Option

Compensation Related Costs Share Based Payments Disclosure [Line Items]

Maximum shares that can be granted under stock plan

3,400,000

Shares available for stock awards

3,191,335

Stock award, vesting period

5 years

Unrecognized compensation expense

47,200,000

Restricted Stock Awards

Compensation Related Costs Share Based Payments Disclosure [Line Items]

Stock award, vesting period

5 years

Unrecognized compensation expense

$ 122,200,000

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%

Summary of Employee Stock Purchase Plan Activity (Detail) (USD $)

In Thousands, except Share data, unless otherwise specified

3 Months Ended

Mar. 31, 2015

Mar. 31, 2014

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Shares purchased by employees

81,318

Aggregate cost to employees

$ 5,061

Expense recognized by the company

15,336

4,793

Company expense on ESPP discount

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Expense recognized by the company

$ 893

$ 827

LITIGATION Litigation (Details) (Contingent Auto Liability Claim)

3 Months Ended

Mar. 31, 2015

case

Contingent Auto Liability Claim

Loss Contingencies [Line Items]

Contingency auto liability cases

21

ACQUISITIONS (Details) (USD $)

0 Months Ended

3 Months Ended

Jan. 1, 2015

Mar. 31, 2015

Mar. 31, 2014

Business Acquisition [Line Items]

Revenues

$ 3,300,890,000

$ 3,142,585,000

Revenues, pro forma

3,283,647,000

Income from operations

181,925,000

156,971,000

Income from operations, pro forma

160,681,000

Freightquote

Business Acquisition [Line Items]

Total purchase price

398,400,000

Estimated life

5 years

Identifiable intangible assets

37,800,000

Revenues

141,062,000

Income from operations

3,710,000

Freightquote |
Acquisition-related Costs

Business Acquisition [Line Items]

Additional amortization expense on identifiable intangible assets

(1,890,000)

Other

796,000

Freightquote |
Trademarks

Business Acquisition [Line Items]

Acquired trademarks value

8,600,000

Freightquote |
Customer relationships

Business Acquisition [Line Items]

Identifiable intangible assets

37,500,000

Freightquote |
Noncompete agreements

Business Acquisition [Line Items]

Identifiable intangible assets

$ 300,000

ACQUISITIONS Business Combinations (Details) (USD $)

In Thousands, unless otherwise specified

Mar. 31, 2015

Dec. 31, 2014

Jan. 1, 2015

Freightquote

Business Acquisition [Line Items]

Cash and cash equivalents

$ 29,302

Receivables

56,228

Other current assets

2,395

Property and equipment

43,687

Identifiable intangible assets

37,800

Goodwill

1,097,267

825,038

274,364

Trademarks

8,600

Other noncurrent assets

3,421

Total assets

455,797

Accounts payable

(41,897)

Accrued expenses

(5,485)

Other liabilities

(9,970)

Estimated net assets acquired

$ 398,445

CHANGES IN ACCUMULATED OTHER COMPREHENSIVE LOSS (Details) (USD $)

In Thousands, unless otherwise specified

Mar. 31, 2015

Dec. 31, 2014

Accumulated other comprehensive loss [Abstract]

Accumulated other comprehensive loss

$ (41,808)

$ (28,610)