XPO Logistics files Form 10 registration statement with SEC for GXO Logistics

Greenwich, Conn.-based XPO Logistics, a provider of global freight transportation and logistics services, said today it has filed its Form 10 registration statement with the Securities and Exchange Commission (SEC) for GXO Logistics, its standalone global contract logistics group.  

The company said that this Form 10 was filed in connection with the XPO’s planned spin-off of its logistics unit into a separate publicly traded company, which was initially announced in December, 2020. And it noted that the spin-off is expected to be completed in the third quarter, adding that GXO will be traded on the New York Stock Exchange.

“GXO’s Form 10 public filing is a key step forward in our spin-off plan,” said Brad Jacobs, chairman and chief executive officer of XPO Logistics, in a statement. “The separation will create two pure-play powerhouses in the supply chain industry, XPO in transportation and GXO in logistics, each with enhanced prospects for growth.”

As previously reported by LM, XPO officials pointed to how, with years of technology-focused investments being a core principle of its growth trajectory, the new GXO will be able to leverage various aspects of what it called the logistics industry’s predominant secular tailwinds, including: the growth in e-commerce and omnichannel retail; fast-growing customer demand for automation and digital capabilities; and a shift toward outsourcing supply chain services.

GXO Logistics will be led by Malcolm Wilson, XPO, CEO, Europe, whom will serve as CEO. Wilson said that the new company’s brand identity captures the qualities that make XPO an industry leader, pointing to the company's ability to deliver faster, leaner, smarter logistics for customers at lower cost, using advanced automation and data science. 

An XPO official said that upon its official debut GXO will be the second-largest global contract logistics company. The company has also unveiled a new website—gxo.com—providing insight into the capabilities by vertical and service offering.

XPO also provided full-year preliminary 2022 guidance for GXO, assuming a 2021 separation, including:

• Organic revenue growth of 8% to 12% above pro forma 2021;
• Adjusted EBITDA of $700 million to $735 million, reflecting year-over-year growth of 14% to 20% above pro forma 2021; and
• Adjusted EBITDAR of approximately $1.5 billion

“GXO will have accelerated momentum out of the gate as an independent company, as reflected in the strong 2022 guidance we issued today,” said Wilson in a statement. “Our growth is being driven by customer demand for outsourcing and for two areas of logistics where we hold leading positions — warehouse automation and e-commerce.”

In a recent interview with LM, Wilson explained that as a pure-play logistics company, the customer’s GXO works with are making longer-term business decisions.

“When we imagine a new automated warehouse, that is a decision that could take two years, in the process,” he said. “We could start by talking to the customer, find an agreement to build a new facility and implement all the automation. It is not unusual for us to find that from the very first contact with the customer to when the first items get dispatched from the warehouse. It can take two-to-three years in some instances. With these big business decisions our customers are making, they are not really making those decisions every year. It is really quite normal nowadays for us to be entering into five- or even ten-year contractual arrangements to provide these kinds of services. It is quite normal, because it is a huge amount of business risk to make a change to these big supply chain environments like logistics warehouses.”

Wilson also explained that GXO is constantly working with its customers on those types of things.

From a competitive perspective, he said assessing the landscape is kind of quite difficult, because GXO is a true global business.

“If you want to work with our company in Mexico or France or New Jersey, you are going to experience the same culture, services, the same way of working, IT, and everything is going to be the same,” he said. “When I think about other companies, we tend to find companies that are very strong in a certain region but outside of that region they are not able to provide the same level of support. Another example is a company may be really good in one vertical but cannot provide the same support outside of that vertical. I think we are in a very unique environment of being of such a significant scale with a global reach, with a major advantage in terms of developed automation and enablement of it into warehouses. I think we are in really good shape. We have a long runway ahead of us, in the context of looking at our business pipeline and that looks very positive. We can see well into the future for all of the different projects we are starting with customers. Overall, we have a very promising outlook for GXO.”