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XPO Logistics, Inc. (XPO)

Q1 2016 Earnings Call· Wed, May 4, 2016

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Transcript

Unknown Speaker

Management

Welcome to the XPO Logistics First Quarter 2016 Earnings Conference Call and Webcast. My name is Mannie and I will be your Operator for today's call. At this time all participants are in a listen only mode. Later we will conduct a question and answer session . Please note that this conference is being recorded. Before the call begins, let me read a brief statement on behalf of the company regarding forward-looking statements and the use of non-GAAP financial measures. During this call, the company will be making certain forward looking statements within the meaning of applicable securities laws which by their nature involve a number of risks, uncertainties and other factors that could cause actual results to differ materially from those projected in the forward-looking statements. A discussion of factors that could cause actual results to differ materially is contained in the Company's SEC filings. The forward looking statements in the company's earnings release or made on this call are made only as of today and the company has no obligation to update any of its forward looking statements, including its outlook except to the extent required by law. During this call, the company may also refer to certain non-GAAP financial measures as defined under applicable SEC rules. Reconciliations of such non-GAAP financial measures to the most comparable GAAP measures are contained in the Company's earnings release and related financial tables. You can find a copy of the company's earnings release, which contains additional important information regarding forward-looking statements and non-GAAP financial measures in the investors section on the company's website at www.xpo.com. I will now turn the call over to Mr. Brad Jacobs. Thank you Mr. Jacobs, you may begin. Bradley S. Jacobs - Chairman & Chief Executive Officer: Thank you operator and welcome to the call everybody.…

John J. Hardig - Chief Financial Officer

Management

Thanks Brad. We had a very strong performance in the quarter. We increased revenue 404% over last year and increased adjusted EBITDA 754% to $249 million primarily through our acquisitions last year. We also drove solid organic growth on the top line and expanded our margins. Revenue in our transportation segment was $2.3 billion during the quarter, up 309% over last year. Transportation net revenue increased by 436% and adjusted EBITDA was up 741% due to acquisitions and strong organic growth. In freight brokerage, we increased revenue by 33% in the quarter led by organic growth in truck brokerage. Freight brokerage net revenue margin declined to 17.9% from 20.1% last year due to decreases in expedite and intermodal margins offset by margin improvement in truck brokerage. In intermodal, our service levels are better than we've seen in several years. However, the market remains competitive against the backdrop of loose truck capacity and low fuel prices. Expedite activity was weaker in the quarter due to the sluggish economy and mild winter weather that limited service disruptions. In our less than truckload business, yields remain strong. Revenue per hundredweight excluding fuel surcharge increased 4.2% over the prior-year. Daily LTL tonnage decreased 5.4% in the quarter as declines in national account revenue were partially offset by increases in revenue from local and 3PL accounts. Our LTL operating ratio excluding amortization of intangibles and integration costs improved to 92.9% compared to 95.6% last year. This was 270 basis points better than a year ago. Looking at April, while LTL tonnage continued to trend down, yield excluding fuel has improved further from the first quarter. From a profitability perspective the yield increase more than offset the tonnage decline and is inline with our profit improvement goals. In last mile we grew revenue by 33% year-over-year…

Scott B. Malat - Chief Strategy Officer

Management

Thanks, John. I'll break down some of our strategy and initiatives by segment, starting with logistics. We've steadily added vertical expertise in supply-chain and as a result, we've opened doors to a broader customer base. We added salespeople and increased incentive comp. The large deals we closed in 2015 and early this year will continue to drive revenue growth in 2016. We are now working on a larger pipeline that we expect to accelerate growth in 2017 and 2018. The new business pipeline for our logistics business in Europe is over €0.5 billion, which is up about 25% from the first quarter last year. A lot of the new business is coming from e-fulfillment, where we're the leader in Western Europe. In North America, our logistics pipeline contains over $400 million of potential business; that's up significantly from about $150 million at the beginning of this year. These are active bids, largely in the areas of consumer packaged goods, chemicals, food & beverage, high-tech and healthcare. In transportation, starting with LTL in North America, industry volumes continue to be soft. The real story though is all the levers we have in LTL to create value within the business. We are maintaining price discipline, increasing our sales and service efforts and rightsizing the cost structure. Our next big wave of savings in LTL is going to come from purchased services, technology and back office functions. We are also implementing several network optimization projects for LTL. We are reengineering our standards and developing new algorithms to improve the efficiency of our line-haul and pickup and delivery routing. And recently we rolled out new hand-held devices in North America and Europe that improved dock operations. Our European LTL team is engaged in similar initiatives for line-haul optimization, pricing and pickup and delivery routing.…

Operator

Operator

Our first question is from Rob Salmon of Deutsche Bank. Please go ahead.

Robert H. Salmon - Deutsche Bank Securities, Inc.

Analyst

Hey, good morning guys. Bradley S. Jacobs - Chairman & Chief Executive Officer: Good morning, Rob.

Robert H. Salmon - Deutsche Bank Securities, Inc.

Analyst

With – the results at Con-way were really impressive in a tough marketplace, and one thing which caught my eye was the $90 million run rate. I'm curious if that savings that you've already achieved to date, does that include the impact of the LTL line-haul bid that you were doing for outsourced third-party truckload and can you give us a sense of how that's gone already? Bradley S. Jacobs - Chairman & Chief Executive Officer: Yes, Rob. It does. The line-haul bid was completed a few weeks ago and it starts in full force actually this week. And it hadn't been re-bid for a number of years. And we kept most of the same carriers, but obviously the market's come down a lot over the last few years and it's a good time to be bidding freight and we'll end up saving $10's of millions now having market-based prices for that line-haul. But that was part of it. That was only part of the $90 million, it was a little less than half of it. We had a lot of back office synergies, a lot of layoffs in the back office and we also got some reductions from vendors particularly in IT, which we appreciate and that got us to $90 million in six months which is a good start since we are looking for $170 million to $210 million over two years.

Robert H. Salmon - Deutsche Bank Securities, Inc.

Analyst

For sure, I mean does that give you confidence that there might be some upside relative to that number given the execution you did? Bradley S. Jacobs - Chairman & Chief Executive Officer: Really happy with the start the $90 million and we feel really good about the $170 million to $210 million and we feel really good about the $1.25 billion this year and the $1.7 billion of EBITDA a couple of years from now. But for the time being we're going to keep with the $170 million to $210 million, we'll revisit it as things progress. Off to a very good start though.

Robert H. Salmon - Deutsche Bank Securities, Inc.

Analyst

Fair enough I appreciate that color. John, in your prepared remarks you'd mentioned a little bit about the cadence of free cash flow. Can you walk us through kind of the bridge in Q1. I have been getting a lot of inbound questions related to kind of the cash from ops and free cash generation. I realize there is a lot of noise given some of the integration costs that were probably accrued toward the end of 2015 and we saw the cash outflows. So if you could kind of help us bridge what the free cash flow is in Q1 versus what a more normalized number would be and which specific line items where that's impacting the accruals on the cash flow statement?

John J. Hardig - Chief Financial Officer

Management

Yeah, sure, Rob, I would be happy to do that. So, we had $7 million of cash flow from operations in the quarter. But we also had a lot of unusual nonrecurring items related to our integration of our acquisitions. We had about $50 million of those one-time cash items and they are made up of things like severance payments. We had some equity that we bought from the Con-way employees. It was kind of a deferred purchase price as part of the transaction. We had management consulting fees. We had re-branding costs in there and so those – there were about $50 million of those one-time integration related expenses and some of that as you mentioned Rob had carried over from the fourth quarter they were accrued there and then paid out in cash in the first quarter. As you know and I mentioned a little bit in my remarks, the first quarter is our weakest quarter from a cash flow perspective. We have the weakest EBITDA quarter in the first quarter. We also have a lot of things that are paid in the first quarter that are typically once a year like for instance the bonuses are paid generally in the first quarter in terms of incentive bonuses. We also have significant prepaid expenses that are paid out in the first quarter, things like insurance premiums and also software licenses, things like that that are prepaid in the first quarter but really are effective for us for the entire year.

Robert H. Salmon - Deutsche Bank Securities, Inc.

Analyst

That's helpful. And I'm assuming that the majority of those are showing up in the prepaid expense as well as the Accounts Payable lines on the cash flow statement?

John J. Hardig - Chief Financial Officer

Management

That's right.

Robert H. Salmon - Deutsche Bank Securities, Inc.

Analyst

Okay. Scott, you had talked a lot about some solid wins within Europe. Can you give us a sense of what the run rate revenue is and kind of how you are thinking about that growth potential within Europe both on the transportation side as well as on the logistics side over the medium-term given some of the cross-selling opportunities you see?

Scott B. Malat - Chief Strategy Officer

Management

Our transportation and logistics revenue have been accelerating. In Europe, transportation is now growing towards the mid-single digits, 4% to 5%. In supply chain it's a little faster more like 5% to 6% and it looks like the likelihood is it will grow a little faster than that given the pipeline that we've already executed on and in addition the pipeline that's grown from there. Right now we are working on mostly deals for next year and the year after. So this year is relatively locked in and it does look like revenue growth will likely accelerate.

Robert H. Salmon - Deutsche Bank Securities, Inc.

Analyst

Okay and you guys said there were a lot of announcements that I saw kind of pop up during Q1 as well as late in Q4 about business wins were those all pretty much at the end of March running at full steam or is there still a scalability factor that I should be thinking about?

Scott B. Malat - Chief Strategy Officer

Management

No, there's still a scalability factor. For instance, Iceland is a contract that we've mentioned in the past that gets rolled up through this year and actually on into 2017. In the beginning of 2017 it will start to get towards the full run rate. Contracts for -- contract logistics for supply chain generally have long sales cycles, 18 months – 12 months to 18 months and then when you get them started it could take several quarters to get going. These are complicated very high value add long-term contracts.

Robert H. Salmon - Deutsche Bank Securities, Inc.

Analyst

All right, great. Appreciate the color. And I will turn it over to someone else.

Scott B. Malat - Chief Strategy Officer

Management

Thank you, Rob.

Operator

Operator

Thank you. The next question is from Chris Wetherbee of Citi. Please go ahead.

Chris Wetherbee - Citigroup Global Markets, Inc.

Analyst

Hey great thanks, good morning guys.

Scott B. Malat - Chief Strategy Officer

Management

Good morning, Chris.

Chris Wetherbee - Citigroup Global Markets, Inc.

Analyst

I wanted to touch on the organic revenue growth there for a minute. Brad I know you highlighted last mile I think up 33% but could you sort of walk us through some of the other segments to get a sense in particular intermodal just want to get a sense of if that's sort of growing at this point and like you said just kind of run through some of the segments so we get a sense of sort of how they stack up? Bradley S. Jacobs - Chairman & Chief Executive Officer: Intermodal is not growing. Intermodal is one of the businesses we're in that's been experiencing a number of headwinds. So you've got lower priced abundant truck capacity together with lower fuel pricing and those are the things that were driving the conversion from truck to intermodal. So intermodal is down, that's okay, we do both truck and intermodal and we are just there to make sure we give the customer the best solution to the supply-chain sometimes it's going to be over the road. Sometimes it's going to be intermodal. We have continued SG&A reductions in intermodal, so the bottom line numbers aren't bad. We've significantly reduced spend in IT, in labor and facilities and we've been leveraging our technology to mitigate the need for head count increases to support the growth. There is a good pipeline, but I wouldn't say that intermodal is our strongest business line at the moment. Fair amount of headwinds there.

Chris Wetherbee - Citigroup Global Markets, Inc.

Analyst

Okay. So you still get to 12% ex any contribution from intermodal I guess was the point that sounds right. Bradley S. Jacobs - Chairman & Chief Executive Officer: 12% includes the intermodal.

Chris Wetherbee - Citigroup Global Markets, Inc.

Analyst

No that makes sense. Wanted to ask also about the technology platform. So as you have been putting together the companies and integrating, I wanted to get a sense of sort of where we are in that process from a technology platform integration. How much of the business is sort of on the system and how much more do you to have to go? Any cost hiccups or any issues that we should be thinking about as you've gone through that. It seems like its moved relatively seamlessly I just want to get a sense of sort of how we -- where we stand in that process? Bradley S. Jacobs - Chairman & Chief Executive Officer: It has gone extremely well. We've moved over most of our platforms onto our cloud-based technology, LTL is the one that we're working on right now. But I'm excited about a lot of things in technology. Most of them are about optimizing things, so in LTL that's pricing optimization as well as route optimization on the line-haul and the pickup and delivery. In intermodal we've talked a lot about the Rail Optimizer that's led to higher service levels, the better visibility across the organization. We've driven some efficiencies but we're now building more efficiency tools into the drayage piece of the equation. In last mile, we completely rebuilt the platform all in the cloud. We're updating the routing for the pickup and delivery right now and we're also working on a LTL integration to be able to move heavy goods through the system. In contract logistics we have some great technology to manage labor in North America, some proprietary technology. We're launching that technology in Europe and it's driving -- it will drive productivity in the labor which is our biggest cost item. And then in freight brokerage we've talked a lot about our Freight Optimizer which continues to improve. There is a lot more automation going into the system and also LTL integration.

Chris Wetherbee - Citigroup Global Markets, Inc.

Analyst

Okay. So you've made good progress LTL is sort of the big one that's in front of you right now? Bradley S. Jacobs - Chairman & Chief Executive Officer: Yes, we launched new handhelds for LTL in June and July. We're going to improve that software that goes on the handheld that improve the dock operations improve accessorial collection. We have new pricing models coming out in three phases which will launch starting in September. The P&D optimization engines are in beta and they are rolling out in phases starting at the end of this year. So there's a lot coming up, a lot going on and a lot of opportunity in LTL.

Chris Wetherbee - Citigroup Global Markets, Inc.

Analyst

Okay. That's helpful. And then my last question would just be on the LTL performance. Obviously, a really, really strong performance in the first quarter particularly relative to the peers. So when I think about the business if I look at the peer group most folks were struggling to get to flat EBIT in the quarter, you guys were up in the neighborhood of $20 million or so. If I think about the typical seasonality of that business it would seem that you're maybe at a run rate a bit higher than kind of that $70 million to $80 million that you've talked about of realized benefits in the full-year in the $90 million run rate. Just want to get a sense if there are any other seasonal factors I should be thinking about that might decelerate that or maybe there could be potentially some upside to what you guys are talking about in LTL this year? Bradley S. Jacobs - Chairman & Chief Executive Officer: Operating income is up 54% year-over-year in LTL. That's great, 54% operating income improvement on a year-over-year basis in any business is a very, very big achievement. That was mainly due to price where we've been rock solid focused on maintaining price discipline and on cost takeout. I mentioned the cost takeout earlier in the call. And the OR improved 270 basis points year-over-year. I think we have the second best OR now of all the carriers in LTL. And I'm pretty sure – I'm very sure we have the most improvement in OR this quarter versus the quarter in last year. So LTL is off to a very, very good start and it shows what focus can do, when you restructure an organization to be leaner and to have every single service center, have our P&L, they didn't have P&L's in the service centers and reinforce P&L accountability at every single level. And focus the organization on the levers to drive the profitability and maintain the strong pricing discipline. And of all the different things to be proud about, about what Tony and the team have done in LTL. The thing I'm most proud of them about is customer service during the integration has gone up which is unusual. In a complex business like LTL we had a lot of naysayers saying what's going to happen to our service during integration, I'm extraordinarily proud that our on-time pickup which was already at industry-leading levels Mastio Award last year for number one in that, is still up over the last six months. On-time delivery is up, it was already at an industry-leading level. Damages coming down, claims are improved. Line haul productivity has improved. So, a lot of good things to be very proud about, we're trying to stay humble about it, but there is a lot of things to be proud about in LTL.

Chris Wetherbee - Citigroup Global Markets, Inc.

Analyst

Okay. So it seems like there's a lot of opportunity there still also though to come is my guess? Bradley S. Jacobs - Chairman & Chief Executive Officer: Absolutely. Lots of initiative and it's continuous improvements, continuous improvements.

Chris Wetherbee - Citigroup Global Markets, Inc.

Analyst

That's great. Well, thanks very much for the time. I appreciate it. Bradley S. Jacobs - Chairman & Chief Executive Officer: Thank you.

Operator

Operator

Thank you. The next question is from Ravi Shanker of Morgan Stanley. Please go ahead. Ravi Shanker - Morgan Stanley & Co. LLC: Thanks, good morning everyone. Brad, you mentioned e-commerce as a big driver of growth in last mile. We are hearing something similar from the big parcel carriers as well. So I'm just wondering as more people buy really large and complex things online, are you seeing UPS and FedEx becoming more prominent as part of the last mile business? Bradley S. Jacobs - Chairman & Chief Executive Officer: Well, FedEx is bigger than we are in LTL. We inherited when we acquired Con-way the second-biggest LTL platform in North America of course we are number one in Western Europe in LTL. But here we are only number two and FedEx is bigger than us. We are bigger than the other competitors. I can't speak to the growth plans or the numbers or the dynamics of those two competitors or any of the competitors for that matter because we're very internally focused on doing everything we can as a team, as an LTL team. That involves a large number of people all across the country, to improve our service to customers, take cost out of our system and just increase the productivity of the business on every level. I really can't speak to what the competitors are doing. I'm not knowledgeable enough to answer that. Ravi Shanker - Morgan Stanley & Co. LLC: So got it. I was actually asking you about the last mile business because that's something that those guys are starting to talk about now as well. Bradley S. Jacobs - Chairman & Chief Executive Officer: Okay. So, last mile is a whole different story. So, last mile we are clearly number one by a…

Operator

Operator

Thank you. The next question is from Brandon Oglenski of Barclays. Please go ahead.

Brandon Oglenski - Barclays Capital, Inc.

Analyst

Hey, good morning everyone, and thanks for getting me on the call here. So I wanted to come back to the first question here on cash flow because I know your cash flow was below $10 million for the quarter from operations. But I think in the past we had talked about normalized for transaction costs, you probably have free cash flow of let's call it $300 million. How do we think about that relative to the roughly $8 million or $9 million you put up this quarter? And what is, -- I think the initial question, I'm not sure if we addressed it, but how do we think about cash flow in 2Q and the next quarters as we progress through 2016? Bradley S. Jacobs - Chairman & Chief Executive Officer: Yes, sure. As I said in my prepared remarks, we have typically the lowest cash flow quarter in the first quarter, and again that's because our EBITDA and our cash generated from operations is the lowest just because that's the way the business runs seasonally. And then we had a lot of integration related cash flows out that happened in the first quarter, I mentioned about $50 million of those things, that would be again, severance. We had some equity that we paid out to the former Con-way shareholders. We had management consulting fees. We had IT and finance advisor fees. And then again in the first quarter we have heavy use of cash for things like prepaids, the bonuses paid in that quarter. And then we had a little bit of a tick up in working capital because you start to see the business pick up again, after a slowdown over the winter start to pick up in the last very end part of the quarter. So – and if you look at the rest of the year, most of the cash in this business is generated in the last two quarters of the year, and so we'll see a sequential improvement in the second over what we saw in the first. We're not going to generate a ton of cash. It will be certainly a lot better than what we had on a free cash flow basis in the second quarter, and then the bulk of the cash we generate for the year, which we think will be $250 million to $300 million, will be in those last two quarters.

Brandon Oglenski - Barclays Capital, Inc.

Analyst

So we should see cash from Ops of $250 million to $300 million this year even with the integration costs?

John J. Hardig - Chief Financial Officer

Management

And then the integration cost will be generally $75 million to $100 million for this year, off of that $250 million to $300 million, and then it will be on a cash basis – that's integration expense on the income statement. On a cash basis it could be a little higher than that $75 million to $100 million to account for some of the costs that were booked in 4Q that dragged into this year.

Brandon Oglenski - Barclays Capital, Inc.

Analyst

All right. So, I'm sorry, I just want to clarify. What should your cash from Ops look like at the end of the year if things go to plan?

John J. Hardig - Chief Financial Officer

Management

Well, cash from Ops minus net CapEx will be in the range of $100 million, $150 million, those type of ranges. When you include the integration cost that could be $125 million to $150 million in cash.

Brandon Oglenski - Barclays Capital, Inc.

Analyst

Okay. Appreciate that. Now, I don't know if this is actually a right topic for this call but, I've been having this conversation with some of your shareholders, and maybe it's just that I'm not that bright. But when we look at the way you guys report your financials now – and you put the Con-way asset based business into a financial structure that you had previously that I think was more geared for an asset light business. It's just hard for us to ascertain what's going on the operating cost structure side at the previous Con-way business because a lot of those expenses get loaded into your purchase tran or your direct operating expense. Is there any way that you guys can think about breaking out your operating ratios similar to other asset based carriers that we can do easier comparisons on the cost side?

John J. Hardig - Chief Financial Officer

Management

Yes. We're always happy – we'll talk about all different ways we can change things. We do give out our operating ratio for LTL along with all the summary data table of all the different operating statistics, but I'd definitely be happy to talk to you about other ways we can change and add more disclosure.

Brandon Oglenski - Barclays Capital, Inc.

Analyst

Okay. I just wanted to bring it up on the public call because I know that some of your shareholders are talking about this too, and it is a little difficult to decipher precisely what's going on.

John J. Hardig - Chief Financial Officer

Management

Yeah, we break it out and pull out purchased transportation, bring out the net revenues gross margin, which is a little different than others where we think we are adding disclosure in how we look at a gross margin on the cost to move a piece of freight, and then we give all the operating statistics again and the operating ratio, but let's talk about if there's additional information that would be helpful. Bradley S. Jacobs - Chairman & Chief Executive Officer: Tell us what you want; happy to give it to you.

Brandon Oglenski - Barclays Capital, Inc.

Analyst

All right. Thanks, guys.

Operator

Operator

Thank you. The next question is from Scott Schneeberger of Oppenheimer. Please go ahead. Scott Schneeberger - Oppenheimer & Co., Inc. (Broker): Thanks very much, good morning. Bradley S. Jacobs - Chairman & Chief Executive Officer: Good morning. Scott Schneeberger - Oppenheimer & Co., Inc. (Broker): In the LTL business, a pretty impressive yield in the quarter excluding fuel over 4%, and that's an acceleration from last quarter. I believe you said earlier that April was trending a little bit better than what you saw in first quarter. If you could speak to that and then take us a level deeper with regard to national accounts and local and 3PL, just what you are seeing on the pricing front and maybe some XPO-specific behavior? Thank you. Bradley S. Jacobs - Chairman & Chief Executive Officer: I will take the first part. Scott can take the second part. So in the first quarter, tonnage was down about 5.4% and price was up 4.2%, so tonnage down 5.4%, price up, 4.2%. In April that trend continued, where we're shedding tonnage from the money-losing accounts, and there's still a handful of significantly losing, money-losing accounts, the large accounts, but we're building business in 3PLs which has been up in the first quarter, which is up in April. We've got some good partnerships with a handful of 3PLs that are really promising, and we're also building the business with the small and medium-sized accounts. So April you see the same kind of trend accelerating, you're seeing pricing being firm. You're seeing tonnage coming down.

Scott B. Malat - Chief Strategy Officer

Management

And then, if you take a look at the breakups of the different business segments, our small customers revenue increased in the quarter. Our 3PL revenue increased in the quarter and increased in March, both of those. When you look at the large customers, which there are a lot of large customers we're growing our business with that are profitable, doing a good job, but if you look at some of the more challenged margin customers, we have taken up price and our revenue in our national account largest customers is down, and that's what's driving the decrease. Bradley S. Jacobs - Chairman & Chief Executive Officer: As Scott said there is 100s and 100s of large national accounts that are just fine. We have a fair price and a decent operating ratio and we're actually making a little bit of profit on it. There's a handful a small handful of large accounts that we are losing like $5 million, $10 million, in some cases $15 million a year. We need to work through that. We're having conversations of how we can get that to at least breakeven and if we can't then we're shedding it. Scott Schneeberger - Oppenheimer & Co., Inc. (Broker): Great. Thanks very much guys. And just switching gears a little bit, following up on something said earlier, in corporate expense you mentioned some elevated legal spend in the quarter. Could you speak to how that trend is going forward and there was noted a litigation settlement yesterday, if you could speak to that and just again back to the line item what we should expect to see on compensation of corporate going forward? Thanks. Bradley S. Jacobs - Chairman & Chief Executive Officer: I will let John handle the part about the trend going forward on the legal SG&A. In terms of the legal settlement that we announced yesterday when we acquired Con-way last October there was a pending DOJ investigation of Menlo and the subcontractor that was handling that account and we were very aware of that and we took that into account into our assessment of the transaction. And yesterday we announced that we reached a settlement that we chipped in $10 million and Estes chipped in $3 million and all claims are dismissed, gone, finished, that case is completely resolved. And very importantly we fervently believe that Menlo did nothing wrong and it is noteworthy that the government did not require any admission of wrongdoing and in fact we strenuously disputed that any wrongdoing took place. I'll let John answer the part about legal fees in general going forward.

John J. Hardig - Chief Financial Officer

Management

Yeah, Scott we -- in the first quarter we did have an additional accrual for litigation liabilities that we put on the balance sheet and that hit the corporate P&L. That's not going to continue through the rest of year. So those legal expenses are going to come down versus what we saw in the first quarter and again we maintain that we're going to continue our guidance for corporate expense in the $95 million to $105 million range for the full year. Scott Schneeberger - Oppenheimer & Co., Inc. (Broker): Great. Thanks very much. Bradley S. Jacobs - Chairman & Chief Executive Officer: Thank you.

Operator

Operator

Thank you. The next question is from Allison Landry of Credit Suisse. Please go ahead. Allison M. Landry - Credit Suisse Securities (USA) LLC (Broker): Thanks, good morning. In LTL are you seeing any aggressive competitor pricing behavior on the margin? One of your peers recently talked about that and then could you remind us where you are in the process of calling unprofitable freight? Bradley S. Jacobs - Chairman & Chief Executive Officer: Yes, good morning Allison. It's so hard to tell what competitors are doing. I mean just think about all the effort and work and analysis and data extraction that we do internally just to get our arms around about exactly how we want to price each customer, each lane each contract. It is anecdotal when we hear about other customers and the amount of information -- other competitors and when you think about the amount of information we have about competitors it is a small percentage of the information we have about ourselves. So I want to draw any conclusions based on a scant amount of data. What we do know is the market has been soft for about a year now, a little more than a year in all freight, LTL and truckload, but pricing has been solid. Pricing has been solid in LTL because you have a handful of carriers that are controlling a lot of the capacity and got hurt really badly in the last downturn and just generally are being more rational about pricing. I think people are more informed about the trade-off, when you trade-off price for volume and that price is much more important than volume. So I don't really want to speak about competitors and frankly we don't want to whine about competitors. You always hear about competitors taking…

John J. Hardig - Chief Financial Officer

Management

Yeah Allison, we do think we'll chip away the rest of year as I mentioned earlier the bulk of our cash is generated in the second half of year and we are going to be increasing our EBITDA as we go through the course of the year and we are looking at leveraging in the low 4s by the end of this year. Allison M. Landry - Credit Suisse Securities (USA) LLC (Broker): Got it. Okay. Thank you. Bradley S. Jacobs - Chairman & Chief Executive Officer: Thank you, Allison.

Operator

Operator

Thank you. The next question is from Kevin Sterling of BB&T Capital Markets. Please go ahead. Kevin Wallance Sterling - BB&T Capital Markets: Thank you. Good morning, gentlemen. Bradley S. Jacobs - Chairman & Chief Executive Officer: Good morning. Kevin Wallance Sterling - BB&T Capital Markets: Brad, it sounds like you are getting some real traction there at the old legacy Con-way truckload business. I think you said you changed management. So is your plan is now to continue moving forward that business and I know you thought about possibly selling it but it seems like you made some positive changes and do you see it as a value added part of your – of the XPO structure? Bradley S. Jacobs - Chairman & Chief Executive Officer: So in truckload the market is weak and freight is soft. There's less freight out there in general. And there is quite a bit of capacity. So, it's a competitive market at this point in time in the cycle but this is a very cyclical business. These things can change and they do change. I would point out that loads in April actually were up 2.3% (52:23) and on the other hand revenue in less full was slightly down because rates per mile were down 2%. So you are seeing kind of the opposite in truckload of what we are seeing in LTL -- LTL you are seeing volumes down and pricing up. And in truckload you are seeing volumes up but pricing down. So we really just got out of the (52:50) truckload literally in the last few weeks and there is a new management team in place. There is a sense of urgency. We are seeing high bid activity. We do have a plan to take that $105 million, $110 million…

Operator

Operator

Thank you. The next question is from Todd Fowler of KeyBanc Capital Markets. Please go ahead.

Todd C. Fowler - KeyBanc Capital Markets, Inc.

Analyst

Great. Thanks. Good morning, everyone. Bradley S. Jacobs - Chairman & Chief Executive Officer: Good morning.

Todd C. Fowler - KeyBanc Capital Markets, Inc.

Analyst

With the -- good morning Brad. With the first quarter results it sounds like that they trended a little bit ahead of plan. Was there anything that was unusual in the first quarter that may not be recurring into the second quarter? And then how should we think about the progression of EBITDA into the second quarter either sequentially or as we think about it as kind of a percent of the full year? Bradley S. Jacobs - Chairman & Chief Executive Officer: Yeah, legal was just some higher activity in the quarter, there was nothing of note, little things all different pieces. And I think that the SG&A for corporate will stay the same as we outlined in the beginning of the year at $95 million to $105 million. I think you asked on the seasonality of EBITDA, is that what you asked?

Todd C. Fowler - KeyBanc Capital Markets, Inc.

Analyst

Yeah, and the strength in 1Q I was actually thinking about more things that went in your favor. I know that you talked about the legal earlier in the call, I was just trying to get a sense. It seems like from the commentary that 1Q was stronger than what was anticipated so I was trying to get a sense of anything that impacted 1Q results on the favorable side that may not be re-occurring? And then yes, for 2Q I'm trying to think about how do we think about either a sequential progression off of 1Q? Or how do we think about 2Q relative to the full year? Bradley S. Jacobs - Chairman & Chief Executive Officer: 1Q, there is nothing really of note, really it is a low seasonal quarter as is typical, might be a little higher percentage of the year than what is typical, it might be more like 20%, it's usually 19% to 20%, maybe it's like 20%. Second quarter could be around 26% of the year. Our third quarter will be our strongest quarter more like 28% of the year. And then fourth quarter will make up the rest.

Todd C. Fowler - KeyBanc Capital Markets, Inc.

Analyst

Okay. That helps. And then I guess just back to the conversation on the cadence of improvement within LTL. So, you've got the $90 million here year-to-date you picked up another $40 million from the last time that you gave an update on LTL. Does that slow down a little bit now that you are through, I don't want to say some of the low hanging fruit because maybe that's not the right way to term it. But how do we think about the continued improvement within LTL as you move toward the expected cost savings? Bradley S. Jacobs - Chairman & Chief Executive Officer: It's just what you said, continuous improvement. Continuous means we don't stop at it. We look at every single – by the way that's not just in LTL. We have a transformation project globally and soon we will be announcing a Chief Transformation Officer that we've hired that we are not able to announce it publicly yet. But we will shortly and he's going to be in charge of that project, a very, very strong operator. And that's the whole plan, is to look at these $14 billion of expenses we've got all around the planet and making sure that we are paying the right fair price for the quantity of those services that we are procuring. And procurement, we are at very early stage on that. And it's amazing when you drill down into the global organization and you look at just a specific event, like packaging or trailers or material handling equipment, we spend $112 million a year on packaging. We spend $71 million on material handling equipment. We spend $60 million a year on tires. When you go down the whole list of truck, of tractors, of trailers, of fuel, of office supplies, of temporary labor, of travel management, we have many, many ways of large spends where we are spending tens or hundreds of millions of dollars a year, and centralizing that, and doing that on a global sourcing basis, enormous opportunity. And that's going to take a couple of years to really execute on a complete basis, it's very early stages there.

Todd C. Fowler - KeyBanc Capital Markets, Inc.

Analyst

No. I guess I understand that Brad, and maybe I didn't ask the question the right way. When I think about achieving the $90 million of cost savings right now on the LTL side, relative to the $190 million to $210 million that you have laid out, I understand that it's a process and you are going to be continuing to improve. I am trying to think about the magnitude of savings that you will be realizing in the calendar second quarter, the calendar third quarter. I am trying to think about does the $90 million, that run rate kind of slow down a little bit based on what you've achieved to date? Bradley S. Jacobs - Chairman & Chief Executive Officer: No, that should continue to improve. The overall reported for 2016 should continue to be somewhere in that $70 million to $80 million of reported savings in the year. And we'll obviously have had a run rate much higher than that at the end of the year, but on the average, because the $90 million that we just got onto is actually this week – the truckload bid went into effect as of Monday of this week.

Todd C. Fowler - KeyBanc Capital Markets, Inc.

Analyst

Okay. Okay. That helps. And then maybe just one last small one for clarification, and I think it is very helpful that you've continued to give the operating statistics for LTL, and I know that there's – obviously we don't see all the line items but it is helpful to have the statistics from a comparison standpoint. But when I think about the OR, the 95.6% previously reported for 1Q of 2015 versus the 92.9%, are there differences in allocation of corporate expenses? I would just think that given the differences in the company structure, how comparable are those two numbers between the predecessor company and the way they are currently being reported? Bradley S. Jacobs - Chairman & Chief Executive Officer: They are completely comparable, apples-to-apples, clean comparisons between the last and this.

Todd C. Fowler - KeyBanc Capital Markets, Inc.

Analyst

Perfect. Well good job on that. Thank you very much for the time this morning. Bradley S. Jacobs - Chairman & Chief Executive Officer: Thank you.

Operator

Operator

Thank you. The next question is from Jason Seidl of Cowen & Company. Please go ahead.

Jason H. Seidl - Cowen and Company, LLC

Analyst

Thanks a lot guys. Good morning. I want to go back again to LTL. I guess it's beating a strong horse here. You gave some numbers for the yields ex-fuel. Is that apples-to-apples, because there seems to be a lot of movement around, it looks like you guys are getting rid of some of the national account business. Is that an apples-to-apples number or is that an all-in number? Bradley S. Jacobs - Chairman & Chief Executive Officer: Is what apples-to-apples? Sorry Jason.

Jason H. Seidl - Cowen and Company, LLC

Analyst

Your yield ex-fuel, is that like business to like business or is that just total? Bradley S. Jacobs - Chairman & Chief Executive Officer: It's total. It's total. It's a pure, clear, transparent comparison between last year's quarter and this year's quarter. I don't know how to say it any more clearly than that.

Jason H. Seidl - Cowen and Company, LLC

Analyst

Okay. And what are you signing new contracts for today, right now in the marketplace? Bradley S. Jacobs - Chairman & Chief Executive Officer: Up about 3.5%.

Jason H. Seidl - Cowen and Company, LLC

Analyst

Up at about 3.5%. Bradley S. Jacobs - Chairman & Chief Executive Officer: Yeah.

Jason H. Seidl - Cowen and Company, LLC

Analyst

Okay. And you talked a little bit about Con-way's line haul and that you put it out to bid. What was your average rate increase or decrease if you will on that line haul business? Bradley S. Jacobs - Chairman & Chief Executive Officer: All in all it was a $550 million spend and it's now a little over a $500 million spend.

Jason H. Seidl - Cowen and Company, LLC

Analyst

Oh, so you guys did... Bradley S. Jacobs - Chairman & Chief Executive Officer: We did okay. We basically got it to market. We got it to today's market prices. It was over the market, now it's at the market.

Jason H. Seidl - Cowen and Company, LLC

Analyst

Okay. That's good color. And looking at the trends in 2Q here, you had a strong 1Q, are you guys projecting profitability for 2Q given such a strong 1Q?

John J. Hardig - Chief Financial Officer

Management

Yes, we are. So we will be net income positive in the quarter.

Jason H. Seidl - Cowen and Company, LLC

Analyst

Perfect. Those are all my questions, guys. Thank you. Bradley S. Jacobs - Chairman & Chief Executive Officer: Thank you, sir.

Operator

Operator

Thank you. The next question is from Donald Broughton of Avondale Partners. Please go ahead.

Donald Allen Broughton - Avondale Partners LLC

Analyst

Good morning, gentlemen. Bradley S. Jacobs - Chairman & Chief Executive Officer: Good morning.

Donald Allen Broughton - Avondale Partners LLC

Analyst

Real quick couple of things. If memory serves, you said that when you first acquired XPO LTL they were spending about $225 million on IT outsourcing, is that right?

Scott B. Malat - Chief Strategy Officer

Management

Yes, but now we are spending less than that because we got some reductions.

Donald Allen Broughton - Avondale Partners LLC

Analyst

Right, and that's what I was going to ask, is you'd said you intended to both bring some in-house as well as rebid to achieve some cost savings. And I think I heard you say just a minute ago the rebid had yielded some cost savings. Can you give us a run rate on where you are and do you have a goal for what IT outsourcing is going to be for XPO LTL by the end of 2016?

Scott B. Malat - Chief Strategy Officer

Management

Yeah. So overall, the $225 million has gone down. We took out, we looked at first the head count and we did do a reduction at the end of last year and early this year. We are right now addressing the contracts, but then at the same time we are investing in technology. We are investing in resources for pricing and for optimization of line-haul and the pickup and delivery. So it's still a little over $200 million, but we think we can get it below that.

Donald Allen Broughton - Avondale Partners LLC

Analyst

But you don't have a goal, Scott?

Scott B. Malat - Chief Strategy Officer

Management

We said when we laid it out somewhere around $30 million, $40 million of cost takeout in technology will be included in the $170 million to $210 million.

Donald Allen Broughton - Avondale Partners LLC

Analyst

Okay. And then on another topic, if it's possible, just so we can kind of get an apples-to-apples comparison, we're certainly seeing it throughout the rest of the industry. On truck brokerage, is it possible to give us on some kind of a same-store sales basis what net revenue margins are doing both on a year-over-year basis and sequentially? Bradley S. Jacobs - Chairman & Chief Executive Officer: Net revenue margins are around an all-time high, in the very high teens, but we don't have our hopes up that that's going to be sustained long-term. Why? Because the majority of our business, the vast majority of our business is now on contract. There is a huge – I am not telling you anything you don't know, but there's a huge difference between the contract market and the spot market. And a lot of our customers are understandably rebidding their freight to take advantage of the lower prices. So we believe that that differential between spot and contract is going to tighten up and that will come at the expense of margin. Having said that, I'm not going to apologize for the truck brokerage guys. They are doing a great job, where they got a very high win rate, it's about 60% right now. They are doing a lot of cross-selling. Having assets as part of the mix is opening up the door. They are doing drop trailer business, which we were unable to do before. The number of bids that we're processing has literally more than doubled on a year-over-year basis. So there is a lot of good stuff going on in truck brokerage, but I would say the margins will have to come down over the next few quarters.

Donald Allen Broughton - Avondale Partners LLC

Analyst

But you don't have any specific numbers?

John J. Hardig - Chief Financial Officer

Management

Yeah. It was up around 200 basis points year-over-year.

Donald Allen Broughton - Avondale Partners LLC

Analyst

And sequentially you saw improvement as well?

John J. Hardig - Chief Financial Officer

Management

Sequentially, it was about the same as fourth quarter.

Donald Allen Broughton - Avondale Partners LLC

Analyst

Okay. Fantastic, thank you. Bradley S. Jacobs - Chairman & Chief Executive Officer: Thank you. Operator, we have time for one more question.

Operator

Operator

Certainly. The final question comes from Nate Brochmann of William Blair. Please go ahead. Nate J. Brochmann - William Blair & Co. LLC: Thanks for squeezing me in at the end. I appreciate it. Bradley S. Jacobs - Chairman & Chief Executive Officer: No problem. Nate J. Brochmann - William Blair & Co. LLC: Wanted to -- two quick things. One, obviously we talked about being there for the customer in whatever mode and I've always been a big believer in the multimodal solution. Can you talk about like just in terms of the customer acceptance of that in terms of what inning of whether it feels like it's gaining momentum or if that theory is still just for a few select of the large customers who really need it and appreciate the value within that supply chain help? Bradley S. Jacobs - Chairman & Chief Executive Officer: It's the former not the latter. It's accepted by the large customers in particular and it's gaining momentum. Of course you've been writing for that for a couple years now. We completely agree with that thesis because we see it in our business. The last week I was in Orlando. I was on a panel at NASSTRAC and part of the discussion I talked about how our conversation with customers is not about selling one specific service offering. It's about understanding their supply chain on a global basis, particularly the larger customers that have transportation logistics spends of hundreds of millions of dollars or several billion dollars, and then understanding every part of it from air, ocean, rail, truck, from Shanghai into someone's apartment building in Manhattan and figuring out where are the pain points? Where is it not working well? Where can we take out tens of millions of dollars of…