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Document and Entity Information - USD ($) $ in Millions	12 Months Ended
Document and Entity Information - USD ($) $ in Millions	Dec. 31, 2013	Feb. 21, 2014	Jun. 28, 2013
Document And Entity Information [Abstract]
Document Type	10-K
Amendment Flag	false
Document Period End Date	Dec. 31, 2013
Document Fiscal Year Focus	2013
Document Fiscal Period Focus	FY
Trading Symbol	XPO
Entity Registrant Name	XPO Logistics, Inc.
Entity Central Index Key	0001166003
Current Fiscal Year End Date	--12-31
Entity Well-known Seasoned Issuer	No
Entity Current Reporting Status	Yes
Entity Voluntary Filers	No
Entity Filer Category	Accelerated Filer
Entity Common Stock, Shares Outstanding		48,747,390
Entity Public Float			$ 329.2

Consolidated Balance Sheets - USD ($) $ in Thousands	Dec. 31, 2013	Dec. 31, 2012
Current assets:
Cash and cash equivalents	$ 21,524	$ 252,293
Restricted cash	2,141
Accounts receivable, net of allowances of $3,539 and $603, respectively	134,227	61,245
Prepaid expenses	3,935	1,555
Deferred tax asset, current	3,041	1,406
Income tax receivable	1,504	2,569
Other current assets	5,800	1,866
Total current assets	172,172	320,934
Property and equipment, net of $11,803 and $5,323 in accumulated depreciation, respectively	56,571	13,090
Goodwill	363,448	55,947
Identifiable intangible assets, net of $15,411 and $4,592 in accumulated amortization, respectively	185,179	22,473
Deferred tax asset, long-term	72
Other long-term assets	2,799	764
Total long-term assets	608,069	92,274
Total assets	780,241	413,208
Current liabilities:
Accounts payable	43,111	22,108
Accrued salaries and wages	11,741	3,516
Accrued expenses, other	37,769	21,123
Current maturities of long-term debt	2,028	491
Other current liabilities	4,684	1,789
Total current liabilities	99,333	49,027
Convertible senior notes	106,268	108,280
Revolving credit facility and other long-term debt, net of current maturities	75,373	676
Deferred tax liability, long term	15,200	6,781
Other long-term liabilities	28,224	3,385
Total long-term liabilities	225,065	119,122
Commitments and contingencies
Stockholders' equity:
Preferred stock, $.001 par value; 10,000,000 shares; 74,175 shares issued and outstanding	42,737	42,794
Common stock, $.001 par value; 150,000,000 shares authorized; 30,583,073 and 18,002,985 shares issued, respectively; and 30,538,073 and 17,957,985 shares outstanding, respectively	30	18
Additional paid-in capital	524,972	262,641
Treasury stock, at cost, 45,000 shares held	(107)	(107)
Accumulated deficit	(111,789)	(60,287)
Total stockholders' equity	455,843	245,059
Total liabilities and stockholders' equity	$ 780,241	$ 413,208

Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands	Dec. 31, 2013	Dec. 31, 2012
Statement Of Financial Position [Abstract]
Accounts receivable, allowances	$ 3,539	$ 603
Property and equipment, accumulated depreciation	11,803	5,323
Identifiable intangible assets, accumulated amortization	$ 15,411	$ 4,592
Preferred stock, par value	$ 0.001	$ 0.001
Preferred stock, shares authorized	10,000,000	10,000,000
Preferred stock, shares issued	74,175	74,175
Preferred stock, shares outstanding	74,175	74,175
Common stock, par value	$ 0.001	$ 0.001
Common stock, shares authorized	150,000,000	150,000,000
Common stock, shares issued	30,583,073	18,002,985
Common stock, shares outstanding	30,538,073	17,957,985
Treasury stock, shares	45,000	45,000

Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands	12 Months Ended
	Dec. 31, 2013	Dec. 31, 2012	Dec. 31, 2011
Income Statement [Abstract]
Revenue	$ 702,303	$ 278,591	$ 177,076
Expenses
Direct expense	578,796	237,765	147,298
Gross margin	123,507	40,826	29,778
Sales general and administrative expense	175,832	68,790	28,054
Operating (loss) income	(52,325)	(27,964)	1,724
Other expense	478	363	56
Interest expense	18,169	3,207	191
(Loss) income before income tax provision	(70,972)	(31,534)	1,477
Income tax (benefit) provision	(22,442)	(11,195)	718
Net (loss) income	(48,530)	(20,339)	759
Preferred stock beneficial conversion charge			(44,211)
Cumulative preferred dividends	(2,972)	(2,993)	(1,125)
Net loss available to common shareholders	$ (51,502)	$ (23,332)	$ (44,577)
Basic loss per share
Net loss	$ (2.26)	$ (1.49)	$ (5.41)
Diluted loss per share
Net loss	$ (2.26)	$ (1.49)	$ (5.41)
Weighted average common shares outstanding
Basic weighted average common shares outstanding	22,752	15,694	8,247
Diluted weighted average common shares outstanding	22,752	15,694	8,247

Consolidated Statements of Cash Flows - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2013	Dec. 31, 2012	Dec. 31, 2011
Operating activities
Net (loss) income	$ (48,530)	$ (20,339)	$ 759
Adjustments to reconcile net (loss) income to net cash from operating activities
Provisions for allowance for doubtful accounts	2,596	916	219
Depreciation and amortization	20,795	2,713	1,240
Stock compensation expense	4,746	4,398	1,180
Accretion of debt	5,973	1,475
Other	1,307	26	12
Changes in assets and liabilities, net of effects of acquisitions:
Accounts receivable	(36,975)	(13,755)	1,627
Deferred tax expense	(22,673)	(8,260)	(327)
Income tax receivable	96	(1,556)	239
Prepaid expense and other current assets	(3,035)	824	425
Other long-term assets	18	(276)	97
Accounts payable	(8,283)	(2,585)	(191)
Accrued expenses and other liabilities	17,663	12,143	1,331
Cash flows (used) provided by operating activities	(66,302)	(24,276)	6,611
Investing activities
Acquisition of businesses, net of cash acquired	(458,794)	(57,236)
Payment for purchases of property and equipment	(11,585)	(6,981)	(754)
Other	125		13
Cash flows used by investing activities	(470,254)	(64,217)	(741)
Financing activities
Proceeds from issuance of preferred stock, net of issuance costs			71,628
Proceeds from issuance of convertible senior notes, net		138,504
Proceeds from borrowing on revolving debt facility, net of issuance costs	73,349
Proceeds from stock offering, net	239,496	136,961
Dividends paid to preferred stockholders	(2,972)	(3,000)	(375)
Other	(4,086)	(5,686)	(3,677)
Cash flows provided by financing activities	305,787	266,779	67,576
Net (decrease)/increase in cash	(230,769)	178,286	73,446
Cash and cash equivalents, beginning of period	252,293	74,007	561
Cash and cash equivalents, end of period	21,524	252,293	74,007
Supplemental disclosure of cash flow information:
Cash paid for interest	12,387	22	110
Cash paid for income taxes, net of cash receipts	243	247	233
Equity portion of acquisition purchase price	$ 10,446

Consolidated Statements of Changes in Stockholders' Equity - USD ($) shares in Thousands, $ in Thousands	Total	Preferred Stock [Member]	Common Stock [Member]	Treasury Stock [Member]	Paid-In Capital [Member]	Accumulated Deficit [Member]
Balance at Dec. 31, 2010	$ 34,013		$ 8	$ (107)	$ 27,233	$ 6,879
Balance (in shares) at Dec. 31, 2010			8,172	(45)
Net Income (loss)	759					759
Issuance of common stock for option exercise	704				704
Issuance of common stock for option exercise (in shares)			237
Issuance of ESOP shares (in shares)			1
Issuance of preferred stock and warrants, net of issuance costs	71,628	$ 42,794			28,834
Issuance of preferred stock and warrants, net of issuance costs (in shares)		75
Deemed distribution for recognition of beneficial conversion feature on preferred stock					44,211	(44,211)
Dividend paid	(375)					(375)
Stock compensation expense	1,180				1,180
Excess tax benefit from stock options	451				451
Balance at Dec. 31, 2011	108,360	$ 42,794	$ 8	$ (107)	102,613	(36,948)
Balance (in shares) at Dec. 31, 2011		75	8,410	(45)
Net Income (loss)	(20,339)					(20,339)
Issuance of common stock for exercises, net of withholdings	(978)				(978)
Issuance of common stock for exercise net of withholdings (in shares)		(1)	393
Proceeds from common stock offering, net of issuance costs	136,962		$ 10		136,952
Proceeds from common stock offering, net of issuance costs (in shares)			9,200
Dividend paid	(3,000)					(3,000)
Stock compensation expense	4,398				4,398
Equity component of convertible debt offering, net of issuance costs and deferred taxes	19,656				19,656
Balance at Dec. 31, 2012	245,059	$ 42,794	$ 18	$ (107)	262,641	(60,287)
Balance (in shares) at Dec. 31, 2012		74	18,003	(45)
Net Income (loss)	(48,530)					(48,530)
Tax withholdings on restricted shares and other issuances of common stock	(1,751)				(1,751)
Tax withholdings on restricted shares and other issuances of common stock (in shares)			192
Conversion of preferred stock to common stock		$ (57)			57
Deemed distribution for recognition of beneficial conversion feature on preferred stock	0
Proceeds from common stock offering, net of issuance costs	239,496		$ 11		239,485
Proceeds from common stock offering, net of issuance costs (in shares)			11,148
Issuance of common stock for acquisitions	10,446		$ 1		10,445
Issuance of common stock for acquisition, (in shares)			617
Issuance of common stock upon conversion of senior notes, net of tax	9,373				9,373
Issuance of common stock upon conversion of senior notes, net of tax (in shares)			609
Sale of business interest	(24)				(24)
Dividend paid	(2,972)					(2,972)
Stock compensation expense	4,746				4,746
Balance at Dec. 31, 2013	$ 455,843	$ 42,737	$ 30	$ (107)	$ 524,972	$ (111,789)
Balance (in shares) at Dec. 31, 2013		74	30,583	(45)
Conversion of preferred stock to common stock (in shares)			14

Organization	12 Months Ended
Organization	Dec. 31, 2013
Accounting Policies [Abstract]
Organization	1. Organization *Nature of Business* XPO Logistics, Inc. (“XPO” or the “Company”)—provides premium transportation and logistics services to thousands of customers through our three business units: Freight Brokerage—provides services primarily under the brands XPO Logistics and 3PD to customers in North America. These services include truckload, less-than truckload, and intermodal brokerage and last-mile delivery logistics services for the delivery of heavy goods. Freight brokerage services are arranged using relationships with subcontracted motor and rail carriers, as well as vehicles that are owned and operated by independent contract drivers. Expedited Transportation—provides services under the brands Express-1, XPO NLM and XPO Air Charter to customers in North America. These services include the management of time-critical, urgent shipments, transacted through direct selling and through our web-based technology. Expedited ground services are provided through a fleet of exclusive-use vehicles that are owned and operated by independent contract drivers, referred to as owner operators, and through contracted third-party motor carriers. For shipments requiring air charter, service is arranged using our relationships with third-party air carriers. Freight Forwarding—provides services under the brand XPO Global Logistics (formerly Concert Group Logistics) to North America-based customers with domestic and global interests. These services are sold and arranged under the authority of XPO Global Logistics through a network of Company-owned and independently-owned offices in the United States and Canada. For specific financial information relating to the above segments, refer to Note 13—Segment Reporting and Geographic Information.

- Definition

The entire disclosure for organization, consolidation and basis of presentation of financial statements disclosure.

+ References

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+ Details

Basis of Presentation and Significant Accounting Policies

12 Months Ended

Dec. 31, 2013

Accounting Policies [Abstract]

Basis of Presentation and Significant Accounting Policies

2. Basis of Presentation and Significant Accounting Policies

Basis of Presentation

The accompanying Consolidated Financial Statements of the Company have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”) and in accordance with the instructions to Form 10-K. The Company believes that the disclosures contained herein are adequate to make the information presented not misleading.

These Consolidated Financial Statements reflect, in the Company’s opinion, all material adjustments (which include only normal recurring adjustments) necessary to fairly present the Company’s financial position as of December 31, 2013 and 2012, and results of operations for the years ended December 31, 2013, 2012 and 2011. The preparation of the Consolidated Financial Statements requires management to make estimates and judgments that affect the reported amounts of assets and liabilities and the disclosure of contingencies at the date of the financial statements as well as the reported amounts of revenue and expense during the reporting period. Estimates have been prepared on the basis of the most current and best available information and actual results could differ materially from those estimates.

Use of Estimates

The Company prepares its Consolidated Financial Statements in conformity with accounting principles generally accepted in the United States of America. These principles require management to make estimates and assumptions that impact the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the Consolidated Financial Statements and the reported amounts of revenue and expense during the reporting period. The Company reviews its estimates on a regular basis and makes adjustments based on historical experience and existing and expected future conditions. Estimates are made with respect to, among other matters, accrued revenue, purchased transportation, recoverability of long-lived assets, accrual of acquisition earn-outs, estimated legal accruals, valuation allowances for deferred taxes, reserve for uncertain tax positions, and allowance for doubtful accounts. These evaluations are performed and adjustments are made as information is available. Management believes that these estimates, which have been discussed with the audit committee of the Company’s board of directors, are reasonable; however, actual results could differ from these estimates.

Reclassification

Certain reclassifications have been made to the December 31, 2012 consolidated balance sheet and 2012 and 2011 consolidated statements of cash flows in order to conform to the 2013 presentation. These reclassifications had no impact on previously reported results.

Significant Accounting Policies

Revenue Recognition

The Company recognizes revenue at the point in time when delivery is completed, with related costs of delivery being accrued as incurred and expensed within the same period in which the associated revenue is recognized. The Company uses the following supporting criteria to determine that revenue has been earned and should be recognized:

•

Persuasive evidence of an arrangement exists;

•

Services have been rendered;

•

The sales price is fixed and determinable; and

•

Collectability is reasonably assured.

The Company reports revenue on a gross basis in accordance with the Financial Accounting Standards Board’s (“FASB”) Accounting Standard Codification (“ASC”) Topic 605, “Reporting Revenue Gross as Principal Versus Net as an Agent”. The Company believes presentation on a gross basis is appropriate under ASC Topic 605 in light of the following factors:

•

The Company is the primary obligor and is responsible for providing the service desired by the customer.

•

The customer holds the Company responsible for fulfillment, including the acceptability of the service (requirements may include, for example, on-time delivery, handling freight loss and damage claims, establishing pick-up and delivery times, and tracing shipments in transit).

•

For Expedited Transportation and Freight Brokerage, the Company has complete discretion to select its drivers, contractors or other transportation providers (collectively, “service providers”). For Freight Forwarding, the Company enters into agreements with significant service providers that specify the cost of services, among other things, and has ultimate authority in providing approval for all service providers that can be used by Freight Forwarding’s independently-owned stations. Independently-owned stations may further negotiate the cost of services with Freight Forwarding-approved service providers for individual customer shipments.

•

Expedited Transportation and Freight Brokerage have complete discretion to establish sales prices. Independently-owned stations within Freight Forwarding have the discretion to establish sales prices.

•

The Company bears credit risk for all receivables. In the case of Freight Forwarding, the independently-owned stations reimburse Freight Forwarding for a portion (typically 70-80%) of credit losses. Freight Forwarding retains the risk that the independent station owners will not meet this obligation.

For a subset of Expedited Transportation, revenue is recognized on a net basis in accordance with ASC Topic 605. The Company does not serve as the primary obligor, receives a fixed management fee for its services and does not assume credit risk for these transactions.

The Company’s Freight Forwarding segment collects certain taxes and duties on behalf of their customers as part of the services offered and arranged for international shipments. The Company’s accounting policy is to present these collections on a gross basis with the revenue recognized of $3.7 million, $2.4 million and $2.0 million for the years ended December 31, 2013, 2012 and 2011, respectively.

Cash and Cash Equivalents and Restricted Cash

The Company considers all highly liquid investments with an original maturity of three months or less as of the date of purchase to be cash equivalents unless the investments are legally or contractually restricted for more than three months. With the acquisition of 3PD in August 2013, the Company acquired restricted cash held as security under 3PD’s captive insurance contracts. At December 31, 2013, the Company had $2.1 million of restricted cash, which primarily related to 3PD’s captive insurance contracts.

Allowance for Doubtful Accounts

The Company records its allowance for doubtful accounts based upon its assessment of various factors. The Company considers historical experience, the age of the accounts receivable balances, credit quality of the Company’s customers, any specific customer collection issues that have been identified, current economic conditions, and other factors that may affect customers’ ability to pay.

Prepaid Expenses and Other Current Assets

Prepaid expenses and other current assets include such items as prepaid rent, software maintenance costs, insurance premiums, other prepaid operating expenses, certain inventories at 3PD, receivables related to certain working capital adjustments from acquisitions, and other miscellaneous receivables.

Income Taxes

Taxes on income are provided in accordance with ASC Topic 740, “Income Taxes”. Deferred income tax assets and liabilities are recognized for the expected future tax consequences of events that have been reflected in the Consolidated Financial Statements. Deferred tax assets and liabilities are determined based on the differences between the book values and the tax basis of particular assets and liabilities, and the tax effects of net operating loss and capital loss carry forwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in the tax rate is recognized as income or expense in the period that included the enactment date. A valuation allowance is provided to offset the net deferred tax assets if, based upon the available evidence, it is more likely than not that some or all of the deferred tax assets will not be realized. Management periodically assesses the likelihood that the Company will utilize its existing deferred tax assets and records a valuation allowance for deferred tax assets when it is more likely than not that such deferred tax assets will not be realized.

Accounting for uncertainty in income taxes is determined based on ASC Topic 740, which clarifies the accounting for uncertainty in income taxes recognized in a company’s financial statements and provides guidance on the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. ASC Topic 740 also provides guidance on derecognition, classification, interest and penalties, accounting in interim periods, disclosures and transition. For additional information refer to Note 10—Income Taxes.

Goodwill and Intangible Assets with Indefinite Lives

Goodwill consists of the excess of cost over the fair value of net assets acquired in business combinations. Intangible assets with indefinite lives consist of the Express-1, Inc. trade name. The Company follows the provisions of ASC Topic 350, “Intangibles—Goodwill and Other”,which requires an annual impairment test for goodwill and intangible assets with indefinite lives. The Company may first choose to perform a qualitative evaluation of the likelihood of goodwill and intangible assets impairment. For the goodwill that was the result of current year acquisitions that are considered to be separate reporting units, the Company chose to perform a qualitative evaluation. If the Company determined a quantitative evaluation was necessary, the goodwill at the reporting unit was subject to a two-step impairment test. The first step compares the book value of a reporting unit, including goodwill, with its fair value. If the book value of a reporting unit exceeds its fair value, the Company completes the second step in order to determine the amount of goodwill impairment loss that should be recorded. In the second step, the Company determines an implied fair value of the reporting unit’s goodwill by allocating the fair value of the reporting unit to all of the assets and liabilities other than goodwill. The amount of impairment is equal to the excess of the book value of goodwill over the implied fair value of that goodwill. The Company performs the annual impairment testing during the third quarter unless events or circumstances indicate impairment of the goodwill may have occurred before that time. For the periods presented, the Company did not recognize any goodwill impairment as the estimated fair value of its reporting units with goodwill exceeded the book value of these reporting units. For additional information refer to Note 6—Goodwill.

The fair value of purchased intangible assets with indefinite lives, primarily a trade name, is estimated and compared to their carrying value. The Company estimates the fair value of these intangible assets based on an income approach using the relief-from-royalty method. This methodology assumes that, in lieu of ownership, a third party would be willing to pay a royalty in order to exploit the related benefits of these types of assets. This approach is dependent on a number of factors, including estimates of future growth and trends, royalty rates for this category of intellectual property, discount rates and other variables. The Company bases its fair value estimates on assumptions it believes to be reasonable, but which are unpredictable and inherently uncertain. Actual future results may differ from those estimates. The Company recognizes an impairment loss when the estimated fair value of the intangible asset is less than the carrying value. The Company performs the annual impairment testing during the third quarter unless events or circumstances indicate impairment of the intangible assets with indefinite lives may have occurred before that time. For the periods presented, the Company did not recognize any impairment of intangible assets with indefinite lives as the estimated fair value of its intangible assets with indefinite lives exceeded the book value of these reporting units; however, during the quarter ended September 30, 2013, the Company rebranded its freight forwarding business to XPO Global Logistics from Concert Group Logistics, Inc. As a result of this action, the Company accelerated the amortization of $3.1 million in indefinite-lived intangible assets related to the CGL trade name based on the reduction in remaining useful life. The $3.1 million of accelerated amortization represented the full value of the CGL trade name intangible assets.

Identifiable Intangible Assets

The Company follows the provisions of ASC Topic 360, “Property, Plant and Equipment”, which establishes accounting standards for the impairment of long-lived assets such as property, plant and equipment and intangible assets subject to amortization. The Company reviews long-lived assets to be held-and-used for impairment whenever events or changes in circumstances indicate that the carrying amount of the assets may not be recoverable. If the sum of the undiscounted expected future cash flows over the remaining useful life of a long-lived asset group is less than its carrying amount, the asset is considered to be impaired. Impairment losses are measured as the amount by which the carrying amount of the asset group exceeds the fair value of the asset. The Company estimates fair value using the expected future cash flows discounted at a rate commensurate with the risks associated with the recovery of the asset. During the periods ended December 31, 2013, 2012 and 2011, there was no impairment of the identified intangible assets.

The Company’s intangible assets subject to amortization consist of customer relationships, non-compete agreements, carrier relationships and other intangibles that are amortized either over the period of economic benefit or on a straight-line basis over the estimated useful lives of the related intangible asset. The estimated useful lives of the respective intangible assets range from four months to 14 years.

The following table sets forth the Company’s identifiable intangible assets as of December 31, 2013 and 2012 (in thousands):


	December 31, 2013			December 31, 2012
Indefinite Lived Intangibles:
Trade name	$	3,346		$	6,416

Definite Lived Intangibles:
Customer lists and relationships		168,666			14,281
Carrier relationships		12,100			—
Trade name		8,041			1,246
Non-compete agreeements		6,265			3,050
Other intangible assets		2,172			2,072

		197,244			20,649
Less: acccumulated amortization		(15,411	)		(4,592	)

Intangible assets, net	$	181,833		$	16,057

Total Identifiable Intangibles	$	185,179		$	22,473

Estimated amortization expense for amortizable intangible assets for the next five years is as follows:


	2014		2015		2016		2017		2018
Estimated amortization expense	$	27,333	$	25,452	$	21,956	$	19,057	$	17,206

Actual amounts of amortization expense may differ from estimated amounts due to changes in foreign currency exchange rates, additional intangible asset acquisitions, impairment of intangible assets, accelerated amortization of intangible assets and other events.

Intangible asset amortization expense was $14.1 million, $1.3 million and $0.5 million for the years ended December 31, 2013, 2012 and 2011, respectively.

Property and Equipment

Property and equipment are generally recorded at cost or in the case of internally developed acquired technology at fair value at the date of acquisition. Maintenance and repair expenditures are charged to expense as incurred. When assets are sold, the applicable costs and accumulated depreciation are removed from the accounts, and any gain or loss is included in income. For internal use software, the Company has adopted the provisions of ASC Topic 350, “Intangibles—Goodwill and Other”. Accordingly, certain costs incurred in the planning and evaluation stage of internal use computer software are expensed as incurred. Costs incurred during the application development stage are capitalized and included in property and equipment. Capitalized internal use software also includes the fair value of acquired internally developed technology. Capitalized internal use software totaled $31.7 million and $1.2 million as of December 31, 2013 and 2012, respectively.

Depreciation is computed on a straight-line basis over the estimated useful lives of the assets as follows:


Classification		Estimated Useful Life
Leasehold improvements		Shorter of term of lease or 15 years
Buildings		39 years
Vehicles		5 years
Office equipment		5 to 7 years
Computer equipment		5 years
Computer software		3 to 5 years
Satellite equipment		3 to 5 years
Warehouse equipment		7 to 10 years

The following table sets forth the Company’s property and equipment as of December 31, 2013 and 2012 (in thousands):


	December 31, 2013			December 31, 2012
Property and Equipment, at cost
Leasehold improvements		7,969			3,971
Buildings		1,115			1,115
Vehicles		2,723			991
Office equipment		6,636			3,265
Computer equipment		8,218			4,479
Computer software		39,709			3,035
Satellite equipment		1,496			1,450
Warehouse equipment		508			107

		68,374			18,413
Less: acccumulated depreciation		(11,803	)		(5,323	)

Property and Equipment, net	$	56,571		$	13,090

Depreciation of property and equipment was $6.7 million, $1.4 million and $0.7 million for the years ended December 31, 2013, 2012 and 2011, respectively.

Other Long-Term Assets

Other long-term assets consist primarily of balances representing various deposits and notes receivable from various XPO Global Logistics independent station owners, incentive payments to independent station owners within the XPO Global Logistics network, and debt issuance costs related to the Company’s revolving credit facility. The incentive payments are made by XPO Global Logistics to certain station owners as an incentive to establish an independently-owned station and are amortized over the life of each independent station contract and the unamortized portion generally is recoverable in the event of default under the terms of the agreements. The debt issue costs are amortized on a straight-line basis over the term of the Credit Agreement.

Other Long Term Liabilities

Other long-term liabilities consist primarily of the holdback of a portion of the purchase price for resolution of certain indemnifiable matters related to the acquisition of 3PD and deferred rent liabilities. The holdback will be used to fund the cost of litigation, including settlements and judgments, for certain lawsuits pending against 3PD regarding the alleged misclassification of independent contractors, with the remainder to be paid to the former owners following satisfaction of all claims. Upon the final resolution of certain of those lawsuits, designated amounts of the holdback either will be paid to the former owners of 3PD or retained by the Company, depending on the nature of the resolution. For additional information, refer to the Litigation subsection of Note 4—Commitments and Contingencies. The following table outlines the Company’s other long term liabilities as of December 31, 2013 and December 31, 2012 (in thousands):


	As of December 31, 2013		As of December 31, 2012
Holdback for resolution of certain indemnifiable matters	$	22,500	$	—
Long term portion of deferred rent liability		4,387		2,292
Liability for uncertain tax positions		916		462
Acquisition lease liability		233		280
Long term portion of vacant rent liability		143		164
Other		45		187

Total Other Long Term Liabilities	$	28,224	$	3,385

Foreign Currency Translation

Exchange gains or losses incurred on transactions conducted by business units in a currency other than the business units’ functional currency are normally reflected in direct expense in the consolidated statements of operations. Assets and liabilities of XPO Logistics Canada, which has the U.S. dollar as its functional currency (but which maintains its accounting records in Canadian currency), have their values remeasured into U.S. dollars at period-end exchange rates, except for non-monetary items for which historical rates are used. Exchange gains or losses are not material to the consolidated statements of operations for the periods presented. 3P Delivery Canada (3PD’s Canadian operations), which has the Canadian dollar as its functional currency, has its revenues and expenses translated into U.S. dollars using weighted average exchange rates while assets and liabilities are translated into U.S. dollars using exchange rates at the balance sheet date. The effects of foreign currency translation adjustments are included in stockholders’ equity for 3P Delivery Canada.

Foreign Currency Hedging and Derivative Financial Instruments

The Company enters into derivative contracts to protect against fluctuations in currency exchange rates from time to time. These contracts are for expected future cash flows and not for speculative purposes. The Company reflects changes in fair value of these contracts in the consolidated statements of operations. In accordance with FASB ASC Topic 815 “Derivatives and Hedging”, the Company does not apply hedge accounting to its derivative contracts.

Fair Value Measurements

FASB ASC Topic 820, “Fair Value Measurements and Disclosures”, defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date and classifies the inputs used to measure fair value into the following hierarchy:

•

Level 1—Quoted prices for identical instruments in active markets;

•

Level 2—Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations in which all significant inputs are observable in active markets; and

•

Level 3—Valuations based on inputs that are unobservable, generally utilizing pricing models or other valuation techniques that reflect management’s judgment and estimates.

The following table sets forth the Company’s financial assets and liabilities that were accounted for at fair value on a recurring basis as of December 31, 2013 and 2012 (in thousands):


	Fair Value Measurements as of December 31, 2013
	Total		Level 1		Level 2		Level 3
Assets:
Money market funds	$	1,577	$	1,577	$	—	$	—

Liabilities:
Contingent consideration obligations	$	—	$	—	$	—	$	—

	Fair Value Measurements as of December 31, 2012
	Total		Level 1		Level 2		Level 3
Assets:
Money market funds	$	239,443	$	239,443	$	—	$	—

Liabilities:
Contingent consideration obligations	$	392	$	—	$	—	$	392

See discussion below for fair value of the convertible senior notes and the borrowings on the revolving credit agreement as of December 31, 2013.

Estimated Fair Value of Financial Instruments

The aggregate net fair value estimates discussed herein are based upon certain market assumptions and pertinent information available to management. The respective carrying value of certain financial instruments approximated their fair values as of the years ended December 31, 2013 and 2012. These financial instruments include cash, accounts receivable, notes receivable, accounts payable, accrued expense, notes payable and current maturities of long-term debt. Fair values approximate carrying values for these financial instruments since they are short-term in nature and they are receivable or payable on demand. The fair value of the Freight Forwarding notes receivable from the owners of the independently-owned stations approximated their respective carrying values based on the interest rates associated with these instruments.

On September 26, 2012, the Company completed a registered underwritten public offering of 4.50% Convertible Senior Notes due October 1, 2017 (the “Notes”), in an aggregate principal amount of $125.0 million. On October 17, 2012, the underwriters exercised the overallotment option to purchase $18.8 million additional principal amount of the Notes. The Company received $138.5 million in net proceeds after underwriting discounts, commissions and expenses were paid. The Notes were allocated to long-term debt and equity in the amounts of $106.8 million and $31.7 million, respectively. These amounts are net of debt issuance costs of $4.1 million for debt and $1.2 million for equity. On October 10, 2013, the Company entered into an agreement pursuant to which it issued an aggregate of 608,467 shares of its common stock to certain holders of the Notes in connection with the conversion of $10.0 million aggregate principal amount of the Notes. The conversion was allocated to long-term debt and equity in the amounts of $7.9 million and $3.3 million, respectively. This transaction included an induced conversion pursuant to which we paid the holder a market-based premium in cash. The negotiated market-based premium, in addition to the difference between the current fair value and the book value of the Notes, was reflected in interest expense in the fourth quarter of 2013.

As of December 31, 2013, the Company had outstanding $133.7 million of 4.50% Convertible Senior Notes due October 1, 2017, which the Company is obligated to repay at face value unless the holder agrees to a lesser amount or elects to convert all or a portion of such notes into the Company’s common stock. Holders of the convertible senior notes are due interest semiannually in arrears on April 1 and October 1 of each year. Payments began on April 1, 2013. The conversion rate was initially 60.8467 shares of common stock per $1,000 principal amount of notes (equivalent to an initial conversion price of approximately $16.43 per share of common stock) and is subject to adjustment in some events but will not be adjusted for any accrued and unpaid interest. The fair value of the convertible senior notes was $225.8 million as of December 31, 2013. For additional information refer to Note 5—Debt.

Stock-Based Compensation

The Company accounts for share-based compensation based on the equity instrument’s grant date fair value in accordance with ASC Topic 718, “Compensation—Stock Compensation”. The fair value of each share-based payment award is established on the date of grant. For grants of restricted stock units, including those subject to service-based vesting conditions and those subject to service and performance or market-based vesting conditions, the fair value is established based on the market price on the date of the grant. For grants of options, the Company uses the Black-Scholes option pricing model to estimate the fair value of share-based payment awards. The determination of the fair value of share-based awards is affected by the Company’s stock price and a number of assumptions, including expected volatility, expected life, risk-free interest rate and expected dividends.

The weighted-average fair value of each stock option recorded in expense for years ended December 31, 2013, 2012 and 2011 was estimated on the date of grant using the Black-Scholes option pricing model and is amortized over the requisite service period of the option. The Company has used one grouping for the assumptions, as its option grants have similar characteristics. The expected term of options granted has been derived based upon the Company’s history of actual exercise behavior and represents the period of time that options granted are expected to be outstanding. Historical data was also used to estimate option exercises and employee terminations. Estimated volatility is based upon the Company’s historical market price at consistent points in a period equal to the expected life of the options. The risk-free interest rate is based on the U.S. Treasury yield curve in effect at the time of grant and the expected dividend yield is zero. For additional information refer to Note 8—Stock-Based Compensation.

Earnings per Share

Earnings per common share are computed in accordance with ASC Topic 260, “Earnings per Share”, which requires companies to present basic earnings per share and diluted earnings per share. For additional information refer to Note 9—Earnings per Share.

Acquisitions

12 Months Ended

Dec. 31, 2013

Business Combinations [Abstract]

Acquisitions

3. Acquisitions

2013 Acquisitions

NLM

On December 11, 2013, the Company entered into a Stock Purchase Agreement with Landstar Supply Chain Solutions, Inc. and Landstar System Holdings, Inc. (the “NLM Stock Purchase Agreement”) to acquire all of the outstanding capital stock of National Logistics Management (“NLM”) (the “NLM Transaction”). NLM is the largest provider of web-based expedited transportation management in North America. The closing of the transaction occurred on December 28, 2013. The fair value of the total consideration paid under the NLM Stock Purchase Agreement was $87.0 million, paid in cash, excluding any working capital adjustments.

The NLM acquisition was accounted for as a purchase business combination in accordance with ASC Topic 805 “Business Combinations”. Assets acquired and liabilities assumed were recorded in the accompanying consolidated balance sheet at their estimated fair values as of December 28, 2013 with the remaining unallocated purchase price recorded as goodwill. As a result of the acquisition, the Company recorded goodwill of $46.8 million and intangible assets of $26.1 million. In addition, the Company recorded an acquired technology asset of $12.6 million as property, plant and equipment in the consolidated balance sheet. As of December 31, 2013, the purchase price allocation is considered final except for the settlement of any working capital adjustments and the fair value of working capital, intangible assets and other assumed liabilities. The working capital adjustments in connection with this acquisition are being finalized, although the Company does not expect there to be a material change in the purchase price as a result.

Optima Service Solutions

On November 13, 2013, the Company entered into a Membership Interest Purchase Agreement with A-1 Home Services, Inc., Mr. Steve Gordon and Mr. Glenn Lebowitz to acquire all of the outstanding equity interests of Optima Service Solutions, LLC (“Optima”) for $26.6 million in cash consideration and deferred payments, excluding any working capital adjustments. Optima is a non-asset, third-party logistics service provider focusing on arranging in-home complex installation and residential delivery services for major retailers.

The Optima acquisition was accounted for as a purchase business combination in accordance with ASC Topic 805 “Business Combinations”. Assets acquired and liabilities assumed were recorded in the accompanying consolidated balance sheet at their estimated fair values as of November 13, 2013 with the remaining unallocated purchase price recorded as goodwill. As a result of the acquisition, the Company recorded goodwill of $13.9 million and intangible assets of $11.3 million. In addition, the Company recorded an acquired technology asset of $0.9 million as property, plant and equipment in the consolidated balance sheet. As of December 31, 2013, the purchase price allocation is considered final except for the settlement of any working capital adjustments and the fair value of intangible assets and assumed liabilities. The working capital adjustments in connection with this acquisition are being finalized, although the Company does not expect there to be a material change in the purchase price as a result.

3PD

On July 12, 2013, the Company entered into a Stock Purchase Agreement with 3PD Holding, Inc., Logistics Holding Company Limited, Mr. Karl Meyer, Karl Frederick Meyer 2008 Irrevocable Trust II, Mr. Randall Meyer, Mr. Daron Pair and Mr. James J. Martell (the “3PD Stock Purchase Agreement”) to acquire all of the outstanding capital stock of 3PD (the “3PD Transaction”). 3PD is a non-asset, third party provider of heavy goods, last-mile logistics in North America. The closing of the transaction occurred on August 15, 2013. The fair value of the total consideration paid under the 3PD Stock Purchase Agreement was approximately $364.3 million, paid in cash, deferred payments (including an escrow), and $7.4 million of restricted shares of the Company’s common stock. The final working capital adjustment in connection with this acquisition has been finalized, and as a result, the cash consideration increased by $1.2 million.

The 3PD acquisition was accounted for as a purchase business combination in accordance with ASC 805 “Business Combinations.” Assets acquired and liabilities assumed were recorded in the accompanying consolidated balance sheet at their estimated fair values as of August 15, 2013, with the remaining unallocated purchase price recorded as goodwill. The following table outlines the Company’s consideration transferred and the identifiable net assets acquired at their estimated fair value as of August 15, 2013 (in thousands).


Consideration	$	364,329

Less: Net Assets Acquired		21,899
Intangibles Acquired:
Less: Fair value of Trademarks/Tradenames		5,900
Less: Fair value of Non-Compete Agreements		1,550
Less: Fair value of Customer Relationships		110,600
Less: Fair value of Carrier Relationships		12,100
Less: Fair value of Acquired Technology		18,000
Plus: Net deferred tax liability on fair value adjustments		(38,040	)

Goodwill	$	232,320

As of December 31, 2013, the purchase price allocation is considered final except for any fair value adjustments for acquired tax assets and liabilities. All goodwill recorded related to the acquisition relates to the Freight Brokerage segment. The carryover of the tax basis in goodwill is deductible for income tax purposes while the step-up in goodwill as a result of the acquisition is non-deductible for income tax purposes.

In connection with the 3PD Transaction, each member of the 3PD senior management team signed an employment agreement with the Company that became effective upon completion of the acquisition. Additionally, in order to incentivize 3PD’s management, the Company granted the 3PD management team time- and performance-based restricted stock unit (“RSU”) awards under the XPO Logistics, Inc. Amended and Restated 2011 Omnibus Incentive Compensation Plan. Pursuant to the RSU award agreements, members of the 3PD management team are eligible to earn up to 600,000 RSUs in the aggregate, of which 150,000 will vest based on the passage of time and 450,000 will vest based on the achievement of certain goals with respect to 3PD’s financial performance during 2016 and 2017 as part of the combined company. The vesting of all such RSUs also are subject to the price of the Company’s common stock exceeding $32.50 per share for a designated period of time and continued employment at the Company by the grantee as of the vesting date.

The following unaudited pro forma consolidated results of operations for the years ended December 31, 2013 and 2012 present consolidated information of the Company as if the 3PD acquisition had occurred as of January 1, 2012 (in thousands):


	Pro Forma Year Ended December 31, 2013			Pro Forma Year Ended December 31, 2012
Revenue	$	916,760		$	743,456
Operating Loss	$	(54,535	)	$	(49,755	)
Net Loss	$	(55,940	)	$	(38,606	)
Loss per common share
Basic	$	(1.87	)	$	(1.42	)
Diluted	$	(1.87	)	$	(1.42	)

The unaudited pro forma consolidated results for the twelve-month periods were prepared using the acquisition method of accounting and are based on the historical financial information of 3PD, Turbo (as defined below), Kelron (as defined below) and the Company. The unaudited pro forma consolidated results incorporate historical financial information for all significant acquisitions pursuant to SEC regulations since January 1, 2012. The historical financial information has been adjusted to give effect to pro forma adjustments that are: (i) directly attributable to the acquisition, (ii) factually supportable and (iii) expected to have a continuing impact on the combined results. The unaudited pro forma consolidated results are not necessarily indicative of what the Company’s consolidated results of operations actually would have been had it completed these acquisitions on January 1, 2012.

Interide Logistics

On May 6, 2013, pursuant to an asset purchase agreement, the Company acquired substantially all of the assets of Interide Logistics, LC (“Interide”) for $3.1 million in cash consideration and 36,878 restricted shares of the Company’s common stock with a value of $0.6 million, excluding any working capital adjustments, with no assumption of debt. Interide is a non-asset, third-party transportation logistics service provider focusing on freight brokerage with offices in Salt Lake City, UT, Louisville, KY and St. Paul, MN.

The Interide acquisition was accounted for as a purchase business combination in accordance with ASC Topic 805 “Business Combinations”. Assets acquired and liabilities assumed were recorded in the accompanying consolidated balance sheet at their estimated fair values as of May 6, 2013 with the remaining unallocated purchase price recorded as goodwill. As a result of the acquisition, the Company recorded goodwill of $3.2 million and intangible assets of $1.7 million. The working capital adjustments in connection with this acquisition are being finalized, although the Company does not expect there to be a material change in the purchase price as a result.

Covered Logistics & Transportation

On February 26, 2013, pursuant to an asset purchase agreement, the Company acquired substantially all of the assets of Covered Logistics & Transportation LLC (“Covered”) for $8.0 million in cash consideration and 173,712 restricted shares of the Company’s common stock with a value of $3.0 million, excluding any working capital adjustments, with no assumption of debt. Covered is a non-asset, third-party transportation logistics service provider focusing on freight brokerage with offices in Lake Forest, IL and Dallas, TX.

The Covered acquisition was accounted for as a purchase business combination in accordance with ASC Topic 805 “Business Combinations”. Assets acquired and liabilities assumed were recorded in the accompanying consolidated balance sheet at their estimated fair values as of February 26, 2013 with the remaining unallocated purchase price recorded as goodwill. As a result of the acquisition, the Company recorded goodwill of $7.2 million and intangible assets of $2.8 million. The working capital adjustments in connection with this acquisition are being finalized, although the Company does not expect there to be a material change in the purchase price as a result.

East Coast Air Charter

On February 8, 2013, pursuant to an asset purchase agreement, the Company purchased substantially all of the operating assets of East Coast Air Charter, Inc. and 9-1-1 Air Charter LLC (together, “ECAC” or “East Coast Air Charter”) for total cash consideration of $9.3 million, excluding any working capital adjustments, with no assumption of debt. ECAC is a non-asset, third party logistics service provider specializing in expedited air charter brokerage in Statesville, NC.

The ECAC acquisition was accounted for as a purchase business combination in accordance with ASC Topic 805 “Business Combinations”. Assets acquired and liabilities assumed were recorded in the accompanying consolidated balance sheet at their estimated fair values as of February 8, 2013 with the remaining unallocated purchase price recorded as goodwill. As a result of the acquisition, the Company recorded goodwill of $3.8 million and intangible assets of $4.8 million. The working capital adjustments in connection with this acquisition have been finalized and there was no material change in the purchase price as a result.

2012 Acquisitions

Turbo Logistics

On October 24, 2012, pursuant to an asset purchase agreement, the Company purchased substantially all of the assets of Turbo Logistics, Inc. and Turbo Dedicated, Inc. (collectively, “Turbo”) for total cash consideration of $50.1 million, excluding any working capital adjustments, with no assumption of debt. As a result of the final working capital adjustment, the cash consideration was reduced by $0.2 million.

Kelron Logistics

On August 3, 2012, the Company purchased all of the outstanding capital stock of Kelron Corporate Services Inc. and certain related entities (collectively, “Kelron”), a non-asset, third-party logistics business based in Canada. The purchase price was $8.0 million, including $2.6 million of consideration for the outstanding stock and $5.4 million of assumed debt and liabilities. The working capital adjustments in connection with this acquisition have been finalized and there was no material change in the purchase price as a result.

All goodwill recorded related to the acquisition relates to the Freight Brokerage segment and is not deductible for Canadian income tax purposes.

In conjunction with the acquisition, the Company issued notes payable to the sellers totaling $1.0 million. The notes do not bear any interest. The notes were treated as consideration transferred as part of the acquisition and are payable in equal quarterly installments on November 3, February 3, May 3 and August 3 of each year with the final installment to be due and payable on August 3, 2015. The Company used an imputed interest rate of 4.53% to determine the appropriate discount to apply to the notes. The carrying value of the notes payable at December 31, 2013 was $0.7 million.

Continental Freight Services

On May 8, 2012, the Company purchased all of the outstanding capital stock of Continental Freight Services, Inc. (“Continental”) and all of the membership interests in G & W Tanks, LLC. The cash purchase price was $3.5 million, excluding any working capital adjustments and a potential earn-out of up to $0.3 million. The acquisition of Continental included a contingent consideration arrangement that requires additional consideration to be paid by the Company to Continental’s former owners based on the adjusted gross profit of Continental during the twelve month period commencing June 1, 2012. Continental’s gross profit during the contingent consideration measurement period was sufficient to receive the full earn-out of $0.3 million which was paid in full during August 2013.

- Definition

The entire disclosure for a business combination (or series of individually immaterial business combinations) completed during the period, including background, timing, and recognized assets and liabilities. The disclosure may include leverage buyout transactions (as applicable).

+ References

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+ Details

Commitments and Contingencies	12 Months Ended
Commitments and Contingencies	Dec. 31, 2013
Commitments And Contingencies Disclosure [Abstract]
Commitments and Contingencies	4. Commitments and Contingencies *Purchase Commitments* As of December 31, 2013, the Company had approximately $2.3 million in future minimum payments required under a non-cancellable contract for services provided in relation to the Company’s customer relationship management platform. Remaining future minimum payments related to this contract amount to approximately $0.7 million, $0.7 million and $0.9 million for the periods ending December 31, 2014, 2015 and 2016, respectively. No expense was recognized in the years ended December 31, 2013, 2012 and 2011 related to this contract. *Lease Commitments* As of December 31, 2013, the Company had approximately $43.9 million in future minimum payments required under operating leases for various real estate, transportation and office equipment that have an initial or remaining non-cancelable lease term. Remaining future minimum payments related to these operating leases amount to approximately $9.0 million, $8.8 million, $8.1 million, $6.7 million, and $11.3 million for the periods ending December 31, 2014, 2015, 2016, 2017, and 2018 and thereafter, respectively. Rent expense was approximately $6.9 million, $1.9 million and $0.5 million for the years ended December 31, 2013, 2012 and 2011, respectively. *Litigation* The Company is involved in litigation in the Fourth Judicial District Court of Hennepin County, Minnesota relating to its hiring of former employees of C.H. Robinson Worldwide, Inc. (“CHR”). In the litigation, CHR asserts claims for breach of contract, breach of fiduciary duty and duty of loyalty, tortious interference with contractual relationships and prospective contractual relationships, misappropriation of trade secrets, violation of the federal Computer Fraud and Abuse Act, inducing, aiding and abetting breaches and conspiracy. CHR seeks temporary, preliminary and permanent injunctions, as well as direct and consequential damages and attorneys’ fees. CHR has asserted that it may seek punitive damages as well. On January 17, 2013, following a hearing, the Court issued an Order Regarding Motion for Temporary Injunction (the “Order”). The Order (as amended on April 16, 2013) prohibits the Company from engaging in business with certain CHR customers (the “Restricted Customers”) within a specified radius of Phoenix, AZ, until July 1, 2014. On November 6, 2013, CHR moved to compel compliance with the Order, requesting discovery and expanded enforcement of the Order. On November 18, 2013, the Company opposed CHR’s motion and cross moved to modify the Order. On February 19, 2014, the Court denied the majority of CHR’s motion, granting only CHR’s request for a report of the Company’s remediation efforts under the Order. At the same time, the Court granted the Company’s motion and modified the Order to allow XPO to do business with Restricted Customers in the Phoenix area if: (a) XPO obtained that business as the result of a merger or acquisition; or (b) the business is part of a competitive bidding process with an entity seeking nationwide services. The Court also clarified that the business restrictions in the Order do not apply to XPO’s servicing of other independent third party logistics entities who might be working for the ultimate benefit of the Restricted Customers. On February 7, 2013, CHR filed a First Amended Complaint against the Company and eight individual defendants who are current or former employees of XPO, including its Chief Operating Officer, Senior Vice President—Strategic Accounts and Vice President—Carrier Procurement and Operations. On April 11, 2013, the Company moved to dismiss the new claims asserted in that First Amended Complaint and moved to stay discovery pending the Court’s resolution of the motion to dismiss. On August 29, 2013, the Court granted in part and denied in part the motion to dismiss and denied as moot the motion to stay discovery. On September 23, 2013, the Company filed its Answer to the First Amended Complaint and asserted counterclaims against CHR for violations of the Minnesota Antitrust, Unlawful Trade Practices, and Deceptive Trade Practices Act, as well as tortious interference with contractual relations and prospective contractual relations. CHR moved to dismiss the Company’s counterclaims on November 12, 2013, and the Company opposed that motion. A hearing on CHR’s motion to dismiss was held on February 10, 2013. The Court has not yet issued a ruling on CHR’s motion to dismiss. The Company intends to vigorously defend the action in court. The outcome of this litigation is uncertain and could have a material adverse effect on the Company’s business and results of operations. The Company is a party to a variety of other legal actions, both as a plaintiff and as a defendant that arose in the ordinary course of business, and may in the future become involved in other legal actions. The Company does not currently expect any of these matters or these matters in the aggregate to have a material adverse effect on the Company’s results of operations, financial condition or cash flows. However, the results of these matters cannot be predicted with certainty, and an unfavorable resolution of one or more of these matters could have a material adverse effect on the Company’s financial condition, results of operations or cash flows. The Company carries liability and excess umbrella insurance policies that it deems sufficient to cover potential legal claims arising in the normal course of conducting its operations as a transportation company. In the event the Company is required to satisfy a legal claim in excess of the coverage provided by this insurance, the Company’s financial condition, results of operations or cash flows could be negatively impacted.

Debt

12 Months Ended

Dec. 31, 2013

Debt Disclosure [Abstract]

Debt

5. Debt

Debt Facilities

The Company uses financing for acquisitions and business start-ups, among other things. The Company also enters into long-term debt and capital leases with various third parties from time to time to finance certain operational equipment and other assets used in its business operations. Generally, these loans and capital leases bear interest at market rates, and are collateralized with accounts receivable, equipment and certain other assets of the Company.

On October 18, 2013, the Company and certain of its wholly-owned subsidiaries, as borrowers, entered into a $125.0 million multicurrency secured Revolving Loan Credit Agreement (the “Credit Agreement”) with the lender parties thereto and Morgan Stanley Senior Funding, Inc., as administrative agent for such lenders, with a maturity of five years. The principal amount of the commitments under the Credit Agreement may be increased by an aggregate amount of up to $75.0 million, subject to certain terms and conditions specified in the Credit Agreement.

The proceeds of the Credit Agreement may be used by the Company for ongoing working capital needs and other general corporate purposes, including strategic acquisitions. Borrowings under the Credit Agreement bear interest at a per annum rate equal to, at the Company’s option, the one, two, three or six month (or such other period less than one month or greater than six months as the lenders may agree) LIBOR rate plus a margin of 1.75% to 2.25%, or a base rate plus a margin of 0.75% to 1.25%. The Company is required to pay an undrawn commitment fee equal to 0.25% or 0.375% of the quarterly average undrawn portion of the commitments under the Credit Agreement, as well as customary letter of credit fees. The margin added to LIBOR, or base rate, will depend on the quarterly average availability of the commitments under the Credit Agreement.

All obligations under the Credit Agreement are secured by substantially all of the Company’s assets and are unconditionally guaranteed by certain of its subsidiaries, provided that no foreign subsidiary guarantees, and no assets of any foreign subsidiary secures, any obligations of any of the Company’s domestic borrower subsidiaries. The borrowings under the Credit Agreement are guaranteed by substantially all of the Company’s subsidiaries. Within the meaning of Regulation S-X, Rule 3-10, XPO Logistics, Inc. (the parent company) has no independent assets or operations, the guarantees of its subsidiaries are full and unconditional and joint and several, and any subsidiaries other than the guarantor subsidiaries are minor. The Credit Agreement contains representations, warranties and covenants that are customary for agreements of this type. Among other things, the covenants in the Credit Agreement limit the Company’s ability to, with certain exceptions: incur indebtedness; grant liens; engage in certain mergers, consolidations, acquisitions and dispositions; make certain investments and restricted payments; and enter into certain transactions with affiliates. In certain circumstances, the Credit Agreement also requires the Company to maintain certain minimum EBITDA or, at the Company’s election, maintain a Fixed Charge Coverage Ratio (as defined in the Credit Agreement) of not less than 1.00 to 1.00. If an event of default under the Credit Agreement shall occur and be continuing, the commitments thereunder may be terminated and the principal amount outstanding thereunder, together with all accrued unpaid interest and other amounts owed thereunder, may be declared immediately due and payable. Certain subsidiaries acquired by the Company in the future may be excluded from the restrictions contained in certain of the foregoing covenants. The Company does not believe that the covenants contained in the Credit Agreement will impair its ability to execute its strategy. At December 31, 2013, the Company had $75.0 million drawn under the Credit Agreement. The Company was in compliance, in all material respects, with all covenants related to the Credit Agreement as of December 31, 2013.

On September 26, 2012, the Company completed the registered underwritten public offering of 4.50% Convertible Senior Notes due October 1, 2017 (the “Notes”), in an aggregate principal amount of $125.0 million. The Notes were allocated to long-term debt and equity in the amounts of $92.8 million and $27.5 million, respectively. These amounts are net of debt issuance costs of $3.6 million for debt and $1.1 million for equity. On October 17, 2012, as part of the underwritten registered public offering on September 26, 2012 of the 4.50% convertible senior notes due October 1, 2017, the underwriters exercised the overallotment option to purchase $18.8 million additional principal amount of the Notes. The Company received approximately $18.2 million in net proceeds after underwriting discounts, commissions and expenses were paid. The overallotment option was allocated to long-term debt and equity in the amounts of $14.0 million and $4.2 million, respectively. These amounts are net of debt issuance costs of $0.5 million for debt and $0.1 million for equity. Interest is payable on the Notes on April 1 and October 1 of each year, beginning on April 1, 2013.

On October 10, 2013, the Company entered into an agreement pursuant to which it issued an aggregate of 608,467 shares of the Company’s common stock to certain holders of the Notes in connection with the conversion of $10.0 million aggregate principal amount of the Notes. The transactions provided in the agreement closed on October 15, 2013. The conversion was allocated to long-term debt and equity in the amounts of $7.9 million and $3.3 million, respectively. This transaction included an induced conversion pursuant to which the Company paid the holder a market-based premium in cash. The negotiated market-based premium, in addition to the difference between the current fair value and the book value of the Notes, was reflected in interest expense during the fourth quarter of 2013. The number of shares of common stock issued in the foregoing transaction equals the number of shares of common stock presently issuable to holders of the Notes upon conversion under the original terms of the Notes.

Under certain circumstances at the election of the holder, the convertible senior notes may be converted until the close of business on the business day immediately preceding April 1, 2017, into cash, shares of the Company’s common stock, or a combination of cash and shares of common stock, at the Company’s election, at the initial conversion rate of approximately 60.8467 shares of common stock per $1,000 in principal amount, which is equivalent to an initial conversion price of approximately $16.43 per share. In addition, following certain corporate events that occur prior to the maturity date, the Company will increase the conversion rate for a holder who elects to convert its convertible senior notes in connection with such corporate event in certain circumstances. On or after April 1, 2017, until the close of business on the business day immediately preceding the maturity date, holders may convert their convertible senior notes at any time.

The convertible senior notes may be redeemed by the Company on or after October 1, 2015 if the last reported sale price of the Company’s common stock has been at least 130% of the conversion price then in effect for at least 20 trading days (whether or not consecutive), including the trading day immediately preceding the date on which the Company provides notice of redemption, during any 30 consecutive trading day period ending on, and including, the trading day immediately preceding the date on which the Company provides notice of redemption. The Company may redeem the convertible senior notes in whole but not in part, at a redemption price in cash equal to 100% of the principal amount to be redeemed, plus accrued and unpaid interest, but excluding, the redemption date, plus a make-whole premium payment. The “make whole premium” payment or delivery will be made, as the case may be, in cash, shares of the Company’s common stock or a combination of cash and shares of the Company’s common stock, at the Company’s election, equal to the present values of the remaining scheduled payments of interest on the convertible senior notes to be redeemed through October 1, 2017 (excluding interest accrued to, but excluding, the redemption date), computed using a discount rate equal to 4.5%. The make-whole premium is paid to holders whether or not they convert the convertible senior notes following the Company’s issuance of a redemption notice.

The following table outlines the Company’s debt obligations (in thousands) as of December 31, 2013 and 2012:


	Interest rates			Term (months)		As of December 31, 2013		As of December 31, 2012
Convertible senior notes		4.50	%		60	$	133,742	$	143,750
Revolving credit facility		3.63	%		60		75,000		—
Notes payable		N/A			N/A		2,205		863
Capital leases for equipment		14.02	%		59		196		154
Line of credit		5.00	%		N/A		—		150

Total debt							211,143		144,917
Less: unamortized bond discount and debt issuance costs							27,474		35,470
Less: current maturities of long-term debt							2,028		491

Total long-term debt, net of current maturities						$	181,641	$	108,956

Goodwill

12 Months Ended

Dec. 31, 2013

Goodwill And Intangible Assets Disclosure [Abstract]

Goodwill

6. Goodwill

The following table is a roll-forward of goodwill from December 31, 2012 to December 31, 2013. The current period additions are the result of the goodwill recognized as the excess of the purchase price over identified tangible and intangible assets in the acquisitions of ECAC, Covered, Interide, 3PD, Optima and NLM (in thousands):


	Expedited Transportation		Freight Forwarding		Freight Brokerage		Total
Goodwill at December 31, 2012	$	7,737	$	9,222		38,988	$	55,947
Acquisitions and other adjustments		50,675		—		256,826		307,501

Goodwill at December 31, 2013	$	58,412	$	9,222	$	295,814	$	363,448

Stockholder's Equity	12 Months Ended
Stockholder's Equity	Dec. 31, 2013
Equity [Abstract]
Stockholder's Equity	7. Stockholder’s Equity On August 13, 2013, the Company closed a registered underwritten public offering of 9,694,027 shares of common stock, and on August 16, 2013, the Company closed as part of the same public offering the sale of an additional 1,454,104 shares as a result of the full exercise of the underwriters’ overallotment option, in each case at a price of $22.75 per share (together, the “August 2013 Offering”). The Company received $239.5 million in net proceeds from the August 2013 Offering after underwriting discounts and expenses. On March 20, 2012, the Company closed a registered underwritten public offering of 9,200,000 shares of common stock (the “March 2012 Offering”), including 1,200,000 shares issued and sold as a result of the full exercise of the underwriters’ overallotment option, at a price of $15.75 per share. The Company received $137.0 million in net proceeds from the March 2012 Offering after underwriting discounts and expenses. On September 2, 2011, pursuant to the Investment Agreement, dated as of June 13, 2011 (the “Investment Agreement”), by and among Jacobs Private Equity, LLC (“JPE”), the other investors party thereto (collectively with JPE, the “Investors”) and the Company, the Company issued to the Investors, for $75.0 million in cash: (i) an aggregate of 75,000 shares of the Preferred Stock which are initially convertible into an aggregate of 10,714,286 shares of common stock, and (ii) warrants initially exercisable for an aggregate of 10,714,286 shares of common stock at an initial exercise price of $7.00 per common share (the “Warrants”). The Company’s stockholders approved the issuance of the Preferred Stock and the Warrants at the special meeting of the Company’s stockholders on September 1, 2011.

- Definition

The entire disclosure for shareholders' equity comprised of portions attributable to the parent entity and noncontrolling interest, including other comprehensive income. Includes, but is not limited to, balances of common stock, preferred stock, additional paid-in capital, other capital and retained earnings, accumulated balance for each classification of other comprehensive income and amount of comprehensive income.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08.(d),(e))
-URI http://asc.fasb.org/extlink&oid=26873400&loc=d3e23780-122690

Reference 2: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 4
-URI http://asc.fasb.org/extlink&oid=6928386&loc=d3e21484-112644

Reference 3: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 310
-SubTopic 10
-Section S99
-Paragraph 2
-Subparagraph (SAB TOPIC 4.E)
-URI http://asc.fasb.org/extlink&oid=27010918&loc=d3e74512-122707

Reference 4: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 5
-URI http://asc.fasb.org/extlink&oid=6928386&loc=d3e21488-112644

Reference 5: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 210
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.5-02.29-31)
-URI http://asc.fasb.org/extlink&oid=6877327&loc=d3e13212-122682

Reference 6: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section S99
-Paragraph 4
-Subparagraph (SAB TOPIC 4.C)
-URI http://asc.fasb.org/extlink&oid=27012166&loc=d3e187143-122770

Reference 7: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 6
-URI http://asc.fasb.org/extlink&oid=6928386&loc=d3e21506-112644

Reference 8: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.3-04)
-URI http://asc.fasb.org/extlink&oid=27012166&loc=d3e187085-122770

Reference 9: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 30
-Section 50
-Paragraph 2
-URI http://asc.fasb.org/extlink&oid=6405834&loc=d3e23285-112656

Reference 10: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 3
-URI http://asc.fasb.org/extlink&oid=6928386&loc=d3e21475-112644

Reference 11: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Glossary Preferred Stock
-URI http://asc.fasb.org/extlink&oid=6521494

Reference 12: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 2
-URI http://asc.fasb.org/extlink&oid=6928386&loc=d3e21463-112644

Reference 13: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 11
-URI http://asc.fasb.org/extlink&oid=6928386&loc=d3e21564-112644

Reference 14: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Regulation S-X (SX)
-Number 210
-Section 08
-Paragraph d
-Article 4

Reference 15: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Regulation S-X (SX)
-Number 210
-Section 02
-Paragraph 29, 30, 31
-Article 5

Reference 16: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Staff Accounting Bulletin (SAB)
-Number Topic 4
-Section E

Reference 17: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Regulation S-X (SX)
-Number 210
-Section 08
-Article 4

Reference 18: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Staff Accounting Bulletin (SAB)
-Number Topic 4
-Section C

Reference 19: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Regulation S-X (SX)
-Number 210
-Section 04
-Article 3

+ Details

Stock-Based Compensation

12 Months Ended

Dec. 31, 2013

Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]

Stock-Based Compensation

8. Stock-Based Compensation

The following table summarizes the Company’s equity awards outstanding and exercisable as of December 31, 2013 and 2012:


	Options								Restricted Stock Units
	Options		Weighted Average Exercise Price		Exercise Price Range		Weighted Average Remaining Term		Restricted Stock Units		Weighted Average Grant Date Fair Value

Outstanding at December 31, 2012		1,383,332	$	10.06		$2.28 - $18.07		8.29		883,816	$	11.31
Granted		111,000	$	20.18		$16.57 - $23.19				755,714	$	14.84
Exercised		57,464	$	4.59		$2.96 - $6.08				219,875	$	11.64
Forfeited		15,348	$	14.25		$6.08 - $16.57				68,000	$	10.65

Outstanding at December 31, 2013		1,421,520	$	11.02		$2.28 - $23.19		6.93		1,351,655	$	13.26

The stock-based compensation expense for outstanding restricted stock units (“RSUs”) was $3.2 million, $3.3 million and $0.5 million for the years ended December 31, 2013, 2012 and 2011, respectively. Of the 1,351,655 outstanding RSUs, 669,155 vest subject to service conditions and 682,500 vest subject to service and a combination of market and performance-based conditions.

As of December 31, 2013, the Company had approximately $9.6 million of unrecognized compensation cost related to non-vested RSU compensation that is anticipated to be recognized over a weighted-average period of approximately 2.26 years. Remaining estimated compensation expense related to outstanding restricted stock-based grants is $4.0 million, $3.2 million, $2.2 million, $0.1 million and $0.1 million for the years ending December 31, 2014, 2015, 2016, 2017 and 2018, respectively.

As of December 31, 2013, the Company had 703,020 options vested and exercisable and $3.8 million of unrecognized compensation cost related to stock options. The remaining estimated compensation expense related to the existing stock options is $1.1 million, $1.7 million, $0.8 million and $0.2 million for the years ended December 31, 2014, 2015, 2016 and 2017, respectively.

Earnings per Share

12 Months Ended

Dec. 31, 2013

Earnings Per Share [Abstract]

Earnings per Share

9. Earnings per Share

Basic earnings per common share are computed by dividing net income available to common shareholders by the weighted average number of shares of common stock outstanding during the period. Diluted earnings per common share are computed by dividing net income available to common shareholders by the combined weighted average number of shares of common stock outstanding and the potential dilution of stock options, warrants, RSUs, convertible senior notes and Company’s Series A Convertible Perpetual Preferred Stock, par value $0.001 per share (“preferred stock”), outstanding during the period, if dilutive. The weighted average of potentially dilutive securities excluded from the computation of diluted earnings per share for the three years ended December 31, 2013 is shown per the table below.


	Year Ended December 31,
	2013		2012		2011
Basic common stock outstanding		22,752,320		15,694,430		8,246,577


Potentially Dilutive Securities:
Shares underlying the conversion of preferred stock to common stock		10,607,309		10,695,326		3,522,505
Shares underlying the conversion of the convertible senior notes		8,623,331		2,238,758		—
Shares underlying warrants to purchase common stock		6,900,642		5,717,284		3,618,061
Shares underlying stock options to purchase common stock		356,815		473,421		298,017
Shares underlying restricted stock units		367,183		249,139		6,456

		26,855,280		19,373,928		7,445,039

Diluted weighted shares outstanding		49,607,600		35,068,358		15,691,616

The impact of this dilution was not reflected in the earnings per share calculations in the consolidated statements of operations because the impact was anti-dilutive. The treasury method was used to determine the shares underlying warrants, stock options and RSUs for potential dilution with an average market price of $19.69 per share, $15.01 per share and $10.57 per share for the years ended December 31, 2013, 2012 and 2011, respectively.

Income Taxes

12 Months Ended

Dec. 31, 2013

Income Tax Disclosure [Abstract]

Income Taxes

10. Income Taxes

A summary of income taxes related to U.S. and non U.S. operations are as follows (in thousands):


	Year Ended December 31,
	2013			2012			2011
Operations
U.S. domestic	$	(69,207	)	$	(29,378	)	$	1,477
Foreign		(1,765	)		(2,156	)		—

Total pre-tax (loss) income	$	(70,972	)	$	(31,534	)	$	1,477

The components of the income tax provision consist of the following (in thousands):


	Year Ended December 31,
	2013			2012			2011
Current
Federal	$	—		$	(2,254	)	$	738
State		285			56			269
Foreign		(55	)		(751	)		—

		230			(2,949	)		1,007

Deferred
Federal		(22,047	)		(7,494	)		(249	)
State		(636	)		(893	)		(40	)
Foreign		11			141			—

		(22,672	)		(8,246	)		(289	)



Total income tax provision	$	(22,442	)	$	(11,195	)	$	718

The provision for income taxes is different from that which would be obtained by applying the statutory federal income tax rate to income before income taxes. The items causing this difference are as follows:


	Year Ended December 31,
	2013			2012			2011
Income tax (benefit)/provision at statutory rate		-34.0	%		-34.0	%		34.0	%
Increase (decrease) in income tax due to:
State and local taxes, net		-0.6	%		-3.6	%		9.3	%
Transaction expense		1.1	%		0.7	%		—
Loss on convertible debt		1.1	%		—			—
Change in valuation allowance		0.6	%		1.6	%		—
Change in uncertain tax position provision		-0.3	%		-1.1	%		4.4	%
All other non-deductible items		0.3	%		0.4	%		0.9	%
Foreign tax rate differences		0.2	%		0.5	%		—

Total (benefit)/provision for income tax		-31.6	%		-35.5	%		48.6	%

The Company’s 2013 consolidated effective tax rate was (31.6%), as compared to (35.5%) in 2012 and 48.6% in 2011. The 2013 effective income tax rate varied from the statutory rate of 34% due primarily to state income taxes, the tax treatment of certain transaction related expenses and changes in the valuation allowance.

The tax effects of temporary differences that give rise to significant portions of the current deferred tax asset and non-current deferred tax liability at December 31, 2013 and 2012 are as follows (in thousands):


	Year Ended December 31,
	2013			2012
Deferred tax assets
Net operating loss carryforward	$	37,054		$	8,145
Accrued expenses		3,673			1,601
Equity based compensation		2,145			1,297
Allowance for doubtful accounts		1,227			177
Deferred rent		1,248			—
AMT credit		262			133
Accrued insurance claims		55			62

Total deferred tax asset		45,664			11,415

Valuation allowance		(2,628	)		(759	)

Total deferred tax asset, net		43,036			10,656


Deferred tax liabilities
Convertible debt discount		(8,734	)		(11,354	)
Intangible assets		(39,582	)		(3,634	)
Property, plant & equipment		(6,260	)		(628	)
Prepaid expenses		(547	)		(415	)

		(55,123	)		(16,031	)



Net deferred tax liability	$	(12,087	)	$	(5,375	)

At December 31, 2013, the Company had federal and state net operating losses (“NOLs”) of $104.9 million and $111.0 million, respectively. If not utilized, the federal NOLs will expire in 2028, and the state NOLs will expire at various times between 2016 and 2033. Included in the federal and state NOLs to be carried forward are $6.4 million of windfall tax benefits for stock compensation that has not been recognized as a deferred tax asset and will be recorded as an adjustment to additional paid-in-capital when recognized. Although currently not anticipated, the Company’s ability to use its federal and state net operating loss carryforwards may become subject to restrictions attributable to equity transactions in the future resulting from changes in ownership as defined under Internal Revenue Code Section 382. At December 31, 2013, the Company had foreign NOLs of $4.8 million available to offset future income. These foreign loss carryforwards of $4.8 million will expire at various times between 2014 and 2033. During 2013, the Company recognized tax benefits related to NOLs of $14.3 million and filed a U.S. Federal net operating loss carryback refund claim for $2.2 million. The Company anticipates receiving the refund in early 2014. This amount has been recorded as a current receivable.

In general, it is the practice and intention of the Company to reinvest the earnings of its non-U.S. subsidiaries in those operations. As of December 31, 2013, the Company has not made a provision for U.S. or additional foreign withholding taxes for financial reporting over the tax basis of investments in foreign subsidiaries that are essentially permanent in duration, if any exists. Generally, such amounts become subject to U.S. taxation upon the remittance of dividends and under certain other circumstances. It is not practicable to estimate the amount of deferred tax liability related to investments in these foreign subsidiaries.

During the year ended December 31, 2013, the Company reassessed its U.S. and foreign valuation allowance requirements. The Company evaluated all available evidence in its analysis, including reversal of the deferred tax liabilities, carrybacks available and historical and projected pre-tax profits generated by the Company’s U.S. operations. The Company also considered tax planning strategies that are prudent and can be reasonably implemented. The reversal of deferred tax liabilities prior to expiration of the deferred tax assets was the most significant factor in the Company’s determination of the valuation allowance under the “more likely than not” criteria. The Company’s valuation allowance as of December 31, 2013 was $1.6 million for domestic deferred tax assets and $1.0 million for foreign jurisdictions where it is not more likely than not that the deferred tax assets will be utilized. At December 31, 2012, the Company had a valuation allowance of $0.3 million on its domestic deferred tax assets of $0.5 million on its foreign deferred tax assets, respectively.

A reconciliation of the beginning and ending amount of unrecognized tax benefits, excluding interest and penalties, is as follows (in thousands):


	Year Ended December 31,
	2013			2012
Uncertain tax positions, beginning of the year	$	600		$	200
Additions for tax positions of prior years		399			612
Reductions due to the statute of limitations		(188	)		(212	)

Uncertain tax positions, end of the year	$	811		$	600

The Company recognizes interest and penalties accrued related to uncertain tax positions in the provision for income taxes. During the years ended December 31, 2013 and 2012, the Company recognized $0.0 million and $0.2 million, respectively, for interest and penalties. During the next twelve months, $0.3 million of unrecognized tax benefits net of accrued interest will be reduced as a result of a lapse of the applicable statute of limitation. For the years ended December 31, 2013 and 2012, the unrecognized tax benefits, if resolved favorably, would impact our effective tax rates.

The Company files income tax returns in the U.S. federal jurisdiction and various states. As a matter of course, various taxing authorities, including the IRS, regularly audit the Company. These audits may result in proposed assessments where the ultimate resolution may result in the Company owing additional taxes. Currently, the Company’s 2010 tax year is under examination by the IRS. The remaining tax years from 2010 to 2013 are currently not under examination by U.S. state jurisdictions. The Company believes that its tax positions comply with applicable tax law and that it has adequately provided for these matters.

Related Party Transactions	12 Months Ended
Related Party Transactions	Dec. 31, 2013
Related Party Transactions [Abstract]
Related Party Transactions	11. Related Party Transactions On August 15, 2013, the Company completed its acquisition of 3PD, pursuant to the 3PD Stock Purchase Agreement to which Mr. James J. Martell was a party. Mr. Martell is a member of the board of directors of the Company and also was an investor in, and member of the board of directors of, 3PD. Mr. Martell recused himself from, and did not participate in, deliberations of the Company’s board of directors with respect to the acquisition of 3PD. Other than his interest in the purchase price paid pursuant to the 3PD Stock Purchase Agreement, Mr. Martell did not receive compensation in connection with the acquisition of 3PD. On July 12, 2013, Mr. Martell entered into a subscription agreement with the Company pursuant to which, on August 15, 2013, he invested $0.7 million of the after-tax proceeds he received in the transaction in restricted shares of the Company’s common stock. There were no other related party transactions that occurred during the years ended December 31, 2013 and 2012.

- Definition

The entire disclosure for related party transactions. Examples of related party transactions include transactions between (a) a parent company and its subsidiary; (b) subsidiaries of a common parent; (c) and entity and its principal owners; and (d) affiliates.

+ References + Details

Quarterly Financial Data (Unaudited)

12 Months Ended

Dec. 31, 2013

Quarterly Financial Information Disclosure [Abstract]

Quarterly Financial Data (Unaudited)

12. Quarterly Financial Data (Unaudited)

Our unaudited results of operations for each of the quarters in the years ended December 31, 2013, 2012 and 2011 are summarized below (in thousands, except per share data).

XPO Logistics, Inc.

Quarterly Financial Data

(In thousands)


	March 31, 2013			June 30, 2013			September 30, 2013			December 31, 2013
Revenue	$	113,999		$	137,091		$	193,982		$	257,231
Direct expense		97,739			117,751			159,147			204,159

Gross margin		16,260			19,340			34,835			53,072

Sales, general and administrative expense		27,627			33,355			53,254			61,596
Other expense		(109	)		167			235			185
Interest expense		3,064			3,106			6,415			5,584

Income before income tax		(14,322	)		(17,288	)		(25,069	)		(14,293	)
Income tax provision		222			74			(19,044	)		(3,694	)

Net loss	$	(14,544	)	$	(17,362	)	$	(6,025	)	$	(10,599	)
Cumulative preferred dividends		(743	)		(743	)		(743	)		(743	)

Net loss available to common shareholders	$	(15,287	)	$	(18,105	)	$	(6,768	)	$	(11,342	)

Basic loss per share
Net loss	$	(0.85	)	$	(1.00	)	$	(0.28	)	$	(0.37	)
Diluted loss per share
Net loss	$	(0.85	)	$	(1.00	)	$	(0.28	)	$	(0.37	)


	March 31, 2012			June 30, 2012			September 30, 2012			December 31, 2012
Revenue	$	44,560		$	54,540		$	70,988		$	108,503
Direct expense		37,787			46,074			61,064			92,840

Gross margin		6,773			8,466			9,924			15,663

Sales, general and administrative expense		10,997			11,834			19,204			26,755
Other (income) expense		(21	)		26			314			44
Interest expense		12			3			15			3,177

Loss before income tax		(4,215	)		(3,397	)		(9,609	)		(14,313	)
Income tax (benefit) provision		(1,521	)		1,780			(6,460	)		(4,994	)

Net loss		(2,694	)		(5,177	)		(3,149	)		(9,319	)
Cumulative preferred dividends		(750	)		(750	)		(750	)		(743	)

Net loss available to common shareholders	$	(3,444	)	$	(5,927	)	$	(3,899	)	$	(10,062	)

Basic loss per share
Net loss	$	(0.36	)	$	(0.34	)	$	(0.22	)	$	(0.57	)
Diluted loss per share
Net loss	$	(0.36	)	$	(0.34	)	$	(0.22	)	$	(0.57	)


	March 31, 2011		June 30, 2011		September 30, 2011			December 31, 2011
Revenue	$	41,508	$	44,094	$	47,389		$	44,085
Direct expense		34,301		36,914		39,169			36,914

Gross margin		7,207		7,180		8,220			7,171

Sales, general and administrative expense		5,207		5,537		7,750			9,560
Other expense (income)		29		33		—			(6	)
Interest expense		49		47		49			46

Income (loss) before income tax		1,922		1,563		421			(2,429	)
Income tax provision (benefit)		805		649		231			(967	)

Net income (loss)		1,117		914		190			(1,462	)
Preferred stock beneficial conversion charge and dividends		—		—		(44,586	)		(750	)

Net income (loss) available to common shareholders	$	1,117	$	914	$	(44,396	)	$	(2,212	)

Basic income (loss) per share
Net income (loss)	$	0.14	$	0.11	$	(5.38	)	$	(0.27	)
Diluted income (loss) per share
Net income (loss)	$	0.13	$	0.11	$	(5.38	)	$	(0.27	)

Segment Reporting and Geographic Information

12 Months Ended

Dec. 31, 2013

Segment Reporting [Abstract]

Segment Reporting and Geographic Information

13. Segment Reporting and Geographic Information

The Company determines its operating segments based on the information utilized by the chief operating decision maker, the Company’s Chief Executive Officer, to allocate resources and assess performance. Based on this information, the Company has determined that it has five operating segments, which are aggregated into three reportable segments as described in Note 1 of the Consolidated Financial Statements.

These reportable segments are strategic business units through which the Company offers different services. The Company evaluates the performance of the segments primarily based on their respective revenues, gross margin and operating income. Accordingly, interest expense and other non-operating items are not reported in segment results. In addition, the Company has disclosed a corporate segment, which is not an operating segment and includes the costs of the Company’s executive and shared service teams, professional services such as legal and consulting, board of directors, and certain other corporate costs associated with operating as a public company. The Company allocates charges to the reportable segments for IT services, depreciation of IT fixed assets as well as centralized recruiting and training resources.

The accounting policies of the reportable segments are the same as those described in the summary of significant accounting policies. The Company evaluates performance based on various financial measures of the respective business segments. The following schedule identifies select financial data for each of the Company’s reportable segments for the years ended December 31, 2013, 2012 and 2011, respectively (in thousands):

XPO Logistics, Inc.

Segment Data

(In thousands)


	Freight Brokerage			Expedited Transportation		Freight Forwarding			Corporate			Eliminations			Total
Year Ended December 31, 2013
Revenue	$	541,389		$	101,817	$	73,154		$	—		$	(14,057	)	$	702,303
Operating (loss) income from operations		(11,422	)		5,204		(995	)		(45,112	)		—			(52,325	)
Depreciation and amortization		14,892			1,351		3,477			1,075			—			20,795
Interest expense		11			8		—			18,150			—			18,169
Tax provision (benefit)		(2,376	)		—		—			(20,066	)		—			(22,442	)
Goodwill		295,814			58,412		9,222			—			—			363,448
Total assets		870,598			192,778		60,045			1,009,427			(1,352,607	)		780,241
Year Ended December 31, 2012
Revenue	$	125,121		$	94,008	$	67,692		$	—		$	(8,230	)	$	278,591
Operating (loss) income from operations		(5,554	)		6,825		1,108			(30,343	)		—			(27,964	)
Depreciation and amortization		1,223			525		574			391			—			2,713
Interest expense		4			5		1			3,197			—			3,207
Tax benefit		(610	)		—		—			(10,585	)		—			(11,195	)
Goodwill		38,988			7,737		9,222			—			—			55,947
Total assets		109,601			35,480		23,324			371,939			(127,136	)		413,208
Year Ended December 31, 2011
Revenue	$	29,186		$	87,558	$	65,148		$	—		$	(4,816	)	$	177,076
Operating (loss) income from operations		1,305			8,199		1,545			(9,325	)		—			1,724
Depreciation and amortization		44			596		576			24			—			1,240
Interest expense		33			4		150			4			—			191
Tax provision (benefit)		42			356		—			320			—			718
Goodwill		—			7,737		9,222			—			—			16,959
Total assets		4,854			22,448		23,394			97,667			(20,722	)		127,641

For segment reporting purposes by geographic region, revenues are attributed to the sales office location. The following table presents revenues generated by geographical area for the years ended December 31, 2013, 2012 and 2011, respectively (in thousands):


	Year Ended December 31,
	2013		2012		2011
Total revenues

United States	$	627,969	$	247,869	$	177,076
Canada		74,334		30,722		—

Total	$	702,303	$	278,591	$	177,076

All material assets are located in the United States of America.

- Definition

The entire disclosure for reporting segments including data and tables. Reportable segments include those that meet any of the following quantitative thresholds a) it's reported revenue, including sales to external customers and intersegment sales or transfers is 10 percent or more of the combined revenue, internal and external, of all operating segments b) the absolute amount of its reported profit or loss is 10 percent or more of the greater, in absolute amount of 1) the combined reported profit of all operating segments that did not report a loss or 2) the combined reported loss of all operating segments that did report a loss c) its assets are 10 percent or more of the combined assets of all operating segments.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 34
-URI http://asc.fasb.org/extlink&oid=6534315&loc=d3e8981-108599

Reference 2: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 41
-URI http://asc.fasb.org/extlink&oid=6534315&loc=d3e9038-108599

Reference 3: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
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Reference 4: http://www.xbrl.org/2003/role/presentationRef
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-Name Accounting Standards Codification
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Reference 5: http://www.xbrl.org/2003/role/presentationRef
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-Name Accounting Standards Codification
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-Paragraph 1
-URI http://asc.fasb.org/extlink&oid=6534315&loc=d3e8380-108599

Reference 6: http://www.xbrl.org/2003/role/presentationRef
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-Name Accounting Standards Codification
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-SubTopic 10
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-URI http://asc.fasb.org/extlink&oid=6534315&loc=d3e8933-108599

Reference 7: http://www.xbrl.org/2003/role/presentationRef
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-Name Accounting Standards Codification
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-SubTopic 10
-Section 50
-Paragraph 26
-URI http://asc.fasb.org/extlink&oid=6534315&loc=d3e8844-108599

Reference 8: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
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-URI http://asc.fasb.org/extlink&oid=6534315&loc=d3e8984-108599

Reference 9: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
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-Section 50
-Paragraph 40
-URI http://asc.fasb.org/extlink&oid=6534315&loc=d3e9031-108599

Reference 10: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 42
-URI http://asc.fasb.org/extlink&oid=6534315&loc=d3e9054-108599

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-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
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-Name Accounting Standards Codification
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Reference 13: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
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Reference 14: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
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-URI http://asc.fasb.org/extlink&oid=6534315&loc=d3e8906-108599

+ Details

Subsequent Events	12 Months Ended
Subsequent Events	Dec. 31, 2013
Subsequent Events [Abstract]
Subsequent Events	14. Subsequent Events *Preferred Stock Dividend* On December 12, 2013, the Company’s board of directors approved the declaration of a dividend payable to holders of the preferred stock. The declared dividend equaled $10 per share of preferred stock as specified in the Certificate of Designation of the preferred stock. The total declared dividend equaled $0.7 million and was paid on January 15, 2014. *Pending Acquisition of Pacer International* On January 5, 2014, XPO entered into a definitive Agreement and Plan of Merger (the “Merger Agreement”) with Pacer International, Inc. (“Pacer”), a Tennessee corporation, and Acquisition Sub, Inc., a Tennessee corporation and a wholly owned subsidiary of XPO (the “Merger Subsidiary”), providing for the acquisition of Pacer by XPO. Pursuant to the terms of Merger Agreement, Merger Subsidiary will be merged with and into Pacer (the “Merger”), with Pacer continuing as the surviving corporation and an indirect wholly owned subsidiary of XPO. Pursuant to the terms of the Merger Agreement and subject to the conditions thereof, at the effective time of the Merger, each outstanding share of common stock of Pacer, par value $0.01 per share (the “Pacer Common Stock”), other than shares of Pacer Common Stock held by Pacer, XPO, Merger Subsidiary or their respective subsidiaries, will be converted into the right to receive (1) $6.00 in cash and (2) subject to the limitations in the following sentence, a fraction (the “Exchange Ratio”) of a share of XPO common stock, par value $0.001 per share (the “XPO Common Stock”), equal to $3.00 divided by the volume-weighted average price per share of XPO Common Stock for the last 10 trading days prior to the closing date (such average, the “VWAP,” and, such cash and stock consideration together, the “Merger Consideration”). For the purpose of calculating the Exchange Ratio, the VWAP may not be less than $23.12 per share or greater than $32.94 per share. If the VWAP for purposes of the Exchange Ratio calculation is less than or equal to $23.12 per share, then the Exchange Ratio will be fixed at 0.1298 of a share of XPO Common Stock. If the VWAP for purposes of the Exchange Ratio calculation is greater than or equal to $32.94 per share, then the Exchange Ratio will be fixed at 0.0911 of a share of XPO Common Stock. The completion of the Merger is subject to customary closing conditions, including approval of the Merger by the holders of a majority of the outstanding shares of Pacer common stock. XPO’s and Merger Subsidiary’s obligations to consummate the Merger are not subject to any condition related to the availability of financing. *Conversions of Convertible Senior Notes* On January 21, 2014 and February 18, 2014, the Company issued an aggregate of 795,814 shares of the Company’s common stock, par value $0.001 per share (the “Common Stock”), to certain holders of the Company’s 4.50% Convertible Senior Notes due 2017 (the “Notes”) in connection with the conversion of $13.1 million aggregate principal amount of the Notes. These transactions represented induced conversions pursuant to which the Company paid the holder a market-based premium in cash. The negotiated market-based premiums, in addition to the difference between the current fair value and the book value of the Notes, will be reflected in interest expense in the first quarter of 2014. The number of shares of common stock issued in the foregoing transactions equals the number of shares of common stock presently issuable to holders of the Notes upon conversion under the original terms of the Notes. *Common Stock Offering* On February 5, 2014, the Company closed a registered underwritten public offering of 15,000,000 shares of common stock, and on February 11, 2014 we closed as part of the same public offering the sale of an additional 2,250,000 shares as a result of the full exercise of the underwriters’ overallotment option, in each case at a price of $25.00 per share (together, the “February 2014 Offering”). The Company received $413.3 million in net proceeds from the February 2014 Offering after underwriting discounts and expenses.

Basis of Presentation and Significant Accounting Policies (Policies)

12 Months Ended

Dec. 31, 2013

Accounting Policies [Abstract]

Basis of Presentation

Basis of Presentation

Use of Estimates

Use of Estimates

Reclassification

Reclassification

Revenue Recognition

Revenue Recognition

•

Persuasive evidence of an arrangement exists;

•

Services have been rendered;

•

The sales price is fixed and determinable; and

•

Collectability is reasonably assured.

•

The Company is the primary obligor and is responsible for providing the service desired by the customer.

•

Cash and Cash Equivalents and Restricted Cash

Cash and Cash Equivalents and Restricted Cash

Allowance for Doubtful Accounts

Allowance for Doubtful Accounts

Prepaid Expenses and Other Current Assets

Prepaid Expenses and Other Current Assets

Income Taxes

Income Taxes

Goodwill and Intangible Assets with Indefinite Lives

Goodwill and Intangible Assets with Indefinite Lives

Goodwill consists of the excess of cost over the fair value of net assets acquired in business combinations. Intangible assets with indefinite lives consist of the Express-1, Inc. trade name. The Company follows the provisions of ASC Topic 350, “Intangibles—Goodwill and Other”, which requires an annual impairment test for goodwill and intangible assets with indefinite lives. The Company may first choose to perform a qualitative evaluation of the likelihood of goodwill and intangible assets impairment. For the goodwill that was the result of current year acquisitions that are considered to be separate reporting units, the Company chose to perform a qualitative evaluation. If the Company determined a quantitative evaluation was necessary, the goodwill at the reporting unit was subject to a two-step impairment test. The first step compares the book value of a reporting unit, including goodwill, with its fair value. If the book value of a reporting unit exceeds its fair value, the Company completes the second step in order to determine the amount of goodwill impairment loss that should be recorded. In the second step, the Company determines an implied fair value of the reporting unit’s goodwill by allocating the fair value of the reporting unit to all of the assets and liabilities other than goodwill. The amount of impairment is equal to the excess of the book value of goodwill over the implied fair value of that goodwill. The Company performs the annual impairment testing during the third quarter unless events or circumstances indicate impairment of the goodwill may have occurred before that time. For the periods presented, the Company did not recognize any goodwill impairment as the estimated fair value of its reporting units with goodwill exceeded the book value of these reporting units. For additional information refer to Note 6—Goodwill.

Identifiable Intangible Assets

Identifiable Intangible Assets

The following table sets forth the Company’s identifiable intangible assets as of December 31, 2013 and 2012 (in thousands):


	December 31, 2013			December 31, 2012
Indefinite Lived Intangibles:
Trade name	$	3,346		$	6,416

Definite Lived Intangibles:
Customer lists and relationships		168,666			14,281
Carrier relationships		12,100			—
Trade name		8,041			1,246
Non-compete agreeements		6,265			3,050
Other intangible assets		2,172			2,072

		197,244			20,649
Less: acccumulated amortization		(15,411	)		(4,592	)

Intangible assets, net	$	181,833		$	16,057

Total Identifiable Intangibles	$	185,179		$	22,473

Estimated amortization expense for amortizable intangible assets for the next five years is as follows:


	2014		2015		2016		2017		2018
Estimated amortization expense	$	27,333	$	25,452	$	21,956	$	19,057	$	17,206

Intangible asset amortization expense was $14.1 million, $1.3 million and $0.5 million for the years ended December 31, 2013, 2012 and 2011, respectively.

Property and Equipment

Property and Equipment

Property and equipment are generally recorded at cost or in the case of internally developed acquired technology at fair value at the date of acquisition. Maintenance and repair expenditures are charged to expense as incurred. When assets are sold, the applicable costs and accumulated depreciation are removed from the accounts, and any gain or loss is included in income. For internal use software, the Company has adopted the provisions of ASC Topic 350, “Intangibles—Goodwill and Other”. Accordingly, certain costs incurred in the planning and evaluation stage of internal use computer software are expensed as incurred. Costs incurred during the application development stage are capitalized and included in property and equipment. Capitalized internal use software also includes the fair value of acquired internally developed technology. Capitalized internal use software totaled $31.7 million and $1.2 million as of December 31, 2013 and 2012, respectively.

Depreciation is computed on a straight-line basis over the estimated useful lives of the assets as follows:


Classification		Estimated Useful Life
Leasehold improvements		Shorter of term of lease or 15 years
Buildings		39 years
Vehicles		5 years
Office equipment		5 to 7 years
Computer equipment		5 years
Computer software		3 to 5 years
Satellite equipment		3 to 5 years
Warehouse equipment		7 to 10 years

The following table sets forth the Company’s property and equipment as of December 31, 2013 and 2012 (in thousands):


	December 31, 2013			December 31, 2012
Property and Equipment, at cost
Leasehold improvements		7,969			3,971
Buildings		1,115			1,115
Vehicles		2,723			991
Office equipment		6,636			3,265
Computer equipment		8,218			4,479
Computer software		39,709			3,035
Satellite equipment		1,496			1,450
Warehouse equipment		508			107

		68,374			18,413
Less: acccumulated depreciation		(11,803	)		(5,323	)

Property and Equipment, net	$	56,571		$	13,090

Depreciation of property and equipment was $6.7 million, $1.4 million and $0.7 million for the years ended December 31, 2013, 2012 and 2011, respectively.

Other Long-Term Assets

Other Long-Term Assets

Other Long Term Liabilities

Other Long Term Liabilities


	As of December 31, 2013		As of December 31, 2012
Holdback for resolution of certain indemnifiable matters	$	22,500	$	—
Long term portion of deferred rent liability		4,387		2,292
Liability for uncertain tax positions		916		462
Acquisition lease liability		233		280
Long term portion of vacant rent liability		143		164
Other		45		187

Total Other Long Term Liabilities	$	28,224	$	3,385

Foreign Currency Translation

Foreign Currency Translation

Foreign Currency Hedging and Derivative Financial Instruments

Foreign Currency Hedging and Derivative Financial Instruments

Fair Value Measurements

Fair Value Measurements

•

Level 1—Quoted prices for identical instruments in active markets;

•

Level 3—Valuations based on inputs that are unobservable, generally utilizing pricing models or other valuation techniques that reflect management’s judgment and estimates.

The following table sets forth the Company’s financial assets and liabilities that were accounted for at fair value on a recurring basis as of December 31, 2013 and 2012 (in thousands):


	Fair Value Measurements as of December 31, 2013
	Total		Level 1		Level 2		Level 3
Assets:
Money market funds	$	1,577	$	1,577	$	—	$	—

Liabilities:
Contingent consideration obligations	$	—	$	—	$	—	$	—

	Fair Value Measurements as of December 31, 2012
	Total		Level 1		Level 2		Level 3
Assets:
Money market funds	$	239,443	$	239,443	$	—	$	—

Liabilities:
Contingent consideration obligations	$	392	$	—	$	—	$	392

See discussion below for fair value of the convertible senior notes and the borrowings on the revolving credit agreement as of December 31, 2013.

Estimated Fair Value of Financial Instruments

Estimated Fair Value of Financial Instruments

Stock-Based Compensation

Stock-Based Compensation

Earnings per Share

Earnings per Share

Basis of Presentation and Significant Accounting Policies (Tables)

12 Months Ended

Dec. 31, 2013

Accounting Policies [Abstract]

Identifiable Intangible Assets

The following table sets forth the Company’s identifiable intangible assets as of December 31, 2013 and 2012 (in thousands):


	December 31, 2013			December 31, 2012
Indefinite Lived Intangibles:
Trade name	$	3,346		$	6,416

Definite Lived Intangibles:
Customer lists and relationships		168,666			14,281
Carrier relationships		12,100			—
Trade name		8,041			1,246
Non-compete agreeements		6,265			3,050
Other intangible assets		2,172			2,072

		197,244			20,649
Less: acccumulated amortization		(15,411	)		(4,592	)

Intangible assets, net	$	181,833		$	16,057

Total Identifiable Intangibles	$	185,179		$	22,473

Estimated Future Amortization Expense for Amortizable Intangible Assets

Estimated amortization expense for amortizable intangible assets for the next five years is as follows:


	2014		2015		2016		2017		2018
Estimated amortization expense	$	27,333	$	25,452	$	21,956	$	19,057	$	17,206

Estimated Useful Life of Assets

Depreciation is computed on a straight-line basis over the estimated useful lives of the assets as follows:


Classification		Estimated Useful Life
Leasehold improvements		Shorter of term of lease or 15 years
Buildings		39 years
Vehicles		5 years
Office equipment		5 to 7 years
Computer equipment		5 years
Computer software		3 to 5 years
Satellite equipment		3 to 5 years
Warehouse equipment		7 to 10 years

Summary of Property and Equipment

The following table sets forth the Company’s property and equipment as of December 31, 2013 and 2012 (in thousands):


	December 31, 2013			December 31, 2012
Property and Equipment, at cost
Leasehold improvements		7,969			3,971
Buildings		1,115			1,115
Vehicles		2,723			991
Office equipment		6,636			3,265
Computer equipment		8,218			4,479
Computer software		39,709			3,035
Satellite equipment		1,496			1,450
Warehouse equipment		508			107

		68,374			18,413
Less: acccumulated depreciation		(11,803	)		(5,323	)

Property and Equipment, net	$	56,571		$	13,090

Other Long Term Liabilities

The following table outlines the Company’s other long term liabilities as of December 31, 2013 and December 31, 2012 (in thousands):


	As of December 31, 2013		As of December 31, 2012
Holdback for resolution of certain indemnifiable matters	$	22,500	$	—
Long term portion of deferred rent liability		4,387		2,292
Liability for uncertain tax positions		916		462
Acquisition lease liability		233		280
Long term portion of vacant rent liability		143		164
Other		45		187

Total Other Long Term Liabilities	$	28,224	$	3,385

Fair Value of Assets and Liabilities Accounted for at Fair Value on Recurring Basis

The following table sets forth the Company’s financial assets and liabilities that were accounted for at fair value on a recurring basis as of December 31, 2013 and 2012 (in thousands):


	Fair Value Measurements as of December 31, 2013
	Total		Level 1		Level 2		Level 3
Assets:
Money market funds	$	1,577	$	1,577	$	—	$	—

Liabilities:
Contingent consideration obligations	$	—	$	—	$	—	$	—

	Fair Value Measurements as of December 31, 2012
	Total		Level 1		Level 2		Level 3
Assets:
Money market funds	$	239,443	$	239,443	$	—	$	—

Liabilities:
Contingent consideration obligations	$	392	$	—	$	—	$	392

Acquisitions (Tables)

12 Months Ended

Dec. 31, 2013

Business Combinations [Abstract]

Recognized Identified Assets Acquired and Liabilities Assumed

The following table outlines the Company’s consideration transferred and the identifiable net assets acquired at their estimated fair value as of August 15, 2013 (in thousands).


Consideration	$	364,329

Less: Net Assets Acquired		21,899
Intangibles Acquired:
Less: Fair value of Trademarks/Tradenames		5,900
Less: Fair value of Non-Compete Agreements		1,550
Less: Fair value of Customer Relationships		110,600
Less: Fair value of Carrier Relationships		12,100
Less: Fair value of Acquired Technology		18,000
Plus: Net deferred tax liability on fair value adjustments		(38,040	)

Goodwill	$	232,320

Business Acquisition Pro Forma Information


	Pro Forma Year Ended December 31, 2013			Pro Forma Year Ended December 31, 2012
Revenue	$	916,760		$	743,456
Operating Loss	$	(54,535	)	$	(49,755	)
Net Loss	$	(55,940	)	$	(38,606	)
Loss per common share
Basic	$	(1.87	)	$	(1.42	)
Diluted	$	(1.87	)	$	(1.42	)

Debt (Tables)

12 Months Ended

Dec. 31, 2013

Debt Disclosure [Abstract]

Schedule of Debt Obligations

The following table outlines the Company’s debt obligations (in thousands) as of December 31, 2013 and 2012:


	Interest rates			Term (months)		As of December 31, 2013		As of December 31, 2012
Convertible senior notes		4.50	%		60	$	133,742	$	143,750
Revolving credit facility		3.63	%		60		75,000		—
Notes payable		N/A			N/A		2,205		863
Capital leases for equipment		14.02	%		59		196		154
Line of credit		5.00	%		N/A		—		150

Total debt							211,143		144,917
Less: unamortized bond discount and debt issuance costs							27,474		35,470
Less: current maturities of long-term debt							2,028		491

Total long-term debt, net of current maturities						$	181,641	$	108,956

Goodwill (Tables)

12 Months Ended

Dec. 31, 2013

Goodwill And Intangible Assets Disclosure [Abstract]

Schedule of Goodwill


	Expedited Transportation		Freight Forwarding		Freight Brokerage		Total
Goodwill at December 31, 2012	$	7,737	$	9,222		38,988	$	55,947
Acquisitions and other adjustments		50,675		—		256,826		307,501

Goodwill at December 31, 2013	$	58,412	$	9,222	$	295,814	$	363,448

Stock-Based Compensation (Tables)

12 Months Ended

Dec. 31, 2013

Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]

Equity Awards Outstanding and Exercisable

The following table summarizes the Company’s equity awards outstanding and exercisable as of December 31, 2013 and 2012:


	Options								Restricted Stock Units
	Options		Weighted Average Exercise Price		Exercise Price Range		Weighted Average Remaining Term		Restricted Stock Units		Weighted Average Grant Date Fair Value

Outstanding at December 31, 2012		1,383,332	$	10.06	$	2.28 - $18.07		8.29		883,816	$	11.31
Granted		111,000	$	20.18	$	16.57 - $23.19				755,714	$	14.84
Exercised		57,464	$	4.59	$	2.96 - $6.08				219,875	$	11.64
Forfeited		15,348	$	14.25	$	6.08 - $16.57				68,000	$	10.65

Outstanding at December 31, 2013		1,421,520	$	11.02	$	2.28 - $23.19		6.93		1,351,655	$	13.26

Earnings per Share (Tables)

12 Months Ended

Dec. 31, 2013

Earnings Per Share [Abstract]

Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share

The weighted average of potentially dilutive securities excluded from the computation of diluted earnings per share for the three years ended December 31, 2013 is shown per the table below.


	Year Ended December 31,
	2013		2012		2011
Basic common stock outstanding		22,752,320		15,694,430		8,246,577


Potentially Dilutive Securities:
Shares underlying the conversion of preferred stock to common stock		10,607,309		10,695,326		3,522,505
Shares underlying the conversion of the convertible senior notes		8,623,331		2,238,758		—
Shares underlying warrants to purchase common stock		6,900,642		5,717,284		3,618,061
Shares underlying stock options to purchase common stock		356,815		473,421		298,017
Shares underlying restricted stock units		367,183		249,139		6,456

		26,855,280		19,373,928		7,445,039

Diluted weighted shares outstanding		49,607,600		35,068,358		15,691,616

Income Taxes (Tables)

12 Months Ended

Dec. 31, 2013

Income Tax Disclosure [Abstract]

Schedule of Income Before Income Tax, Related to Domestic and Foreign

A summary of income taxes related to U.S. and non U.S. operations are as follows (in thousands):


	Year Ended December 31,
	2013			2012			2011
Operations
U.S. domestic	$	(69,207	)	$	(29,378	)	$	1,477
Foreign		(1,765	)		(2,156	)		—

Total pre-tax (loss) income	$	(70,972	)	$	(31,534	)	$	1,477

Schedule of Components of Income Tax Expense (Benefit)

The components of the income tax provision consist of the following (in thousands):


	Year Ended December 31,
	2013			2012			2011
Current
Federal	$	—		$	(2,254	)	$	738
State		285			56			269
Foreign		(55	)		(751	)		—

		230			(2,949	)		1,007

Deferred
Federal		(22,047	)		(7,494	)		(249	)
State		(636	)		(893	)		(40	)
Foreign		11			141			—

		(22,672	)		(8,246	)		(289	)

Total income tax provision	$	(22,442	)	$	(11,195	)	$	718

Schedule of Effective Income Tax Rate Reconciliation


	Year Ended December 31,
	2013			2012			2011
Income tax (benefit)/provision at statutory rate		-34.0	%		-34.0	%		34.0	%
Increase (decrease) in income tax due to:
State and local taxes, net		-0.6	%		-3.6	%		9.3	%
Transaction expense		1.1	%		0.7	%		—
Loss on convertible debt		1.1	%		—			—
Change in valuation allowance		0.6	%		1.6	%		—
Change in uncertain tax position provision		-0.3	%		-1.1	%		4.4	%
All other non-deductible items		0.3	%		0.4	%		0.9	%
Foreign tax rate differences		0.2	%		0.5	%		—

Total (benefit)/provision for income tax		-31.6	%		-35.5	%		48.6	%

Schedule of Deferred Tax Assets and Liabilities


	Year Ended December 31,
	2013			2012
Deferred tax assets
Net operating loss carryforward	$	37,054		$	8,145
Accrued expenses		3,673			1,601
Equity based compensation		2,145			1,297
Allowance for doubtful accounts		1,227			177
Deferred rent		1,248			—
AMT credit		262			133
Accrued insurance claims		55			62

Total deferred tax asset		45,664			11,415

Valuation allowance		(2,628	)		(759	)

Total deferred tax asset, net		43,036			10,656


Deferred tax liabilities
Convertible debt discount		(8,734	)		(11,354	)
Intangible assets		(39,582	)		(3,634	)
Property, plant & equipment		(6,260	)		(628	)
Prepaid expenses		(547	)		(415	)

		(55,123	)		(16,031	)



Net deferred tax liability	$	(12,087	)	$	(5,375	)

Schedule of Unrecognized Tax Benefits Roll Forward

A reconciliation of the beginning and ending amount of unrecognized tax benefits, excluding interest and penalties, is as follows (in thousands):


	Year Ended December 31,
	2013			2012

Uncertain tax positions, beginning of the year	$	600		$	200
Additions for tax positions of prior years		399			612
Reductions due to the statute of limitations		(188	)		(212	)


Uncertain tax positions, end of the year	$	811		$	600

Quarterly Financial Data (Unaudited) (Tables)

12 Months Ended

Dec. 31, 2013

Quarterly Financial Information Disclosure [Abstract]

Schedule of Quarterly Financial Information

Our unaudited results of operations for each of the quarters in the years ended December 31, 2013, 2012 and 2011 are summarized below (in thousands, except per share data).

XPO Logistics, Inc.

Quarterly Financial Data

(In thousands)


	March 31, 2013			June 30, 2013			September 30, 2013			December 31, 2013
Revenue	$	113,999		$	137,091		$	193,982		$	257,231
Direct expense		97,739			117,751			159,147			204,159

Gross margin		16,260			19,340			34,835			53,072

Sales, general and administrative expense		27,627			33,355			53,254			61,596
Other expense		(109	)		167			235			185
Interest expense		3,064			3,106			6,415			5,584

Income before income tax		(14,322	)		(17,288	)		(25,069	)		(14,293	)
Income tax provision		222			74			(19,044	)		(3,694	)

Net loss	$	(14,544	)	$	(17,362	)	$	(6,025	)	$	(10,599	)
Cumulative preferred dividends		(743	)		(743	)		(743	)		(743	)

Net loss available to common shareholders	$	(15,287	)	$	(18,105	)	$	(6,768	)	$	(11,342	)

Basic loss per share
Net loss	$	(0.85	)	$	(1.00	)	$	(0.28	)	$	(0.37	)
Diluted loss per share
Net loss	$	(0.85	)	$	(1.00	)	$	(0.28	)	$	(0.37	)


	March 31, 2012			June 30, 2012			September 30, 2012			December 31, 2012
Revenue	$	44,560		$	54,540		$	70,988		$	108,503
Direct expense		37,787			46,074			61,064			92,840

Gross margin		6,773			8,466			9,924			15,663

Sales, general and administrative expense		10,997			11,834			19,204			26,755
Other (income) expense		(21	)		26			314			44
Interest expense		12			3			15			3,177

Loss before income tax		(4,215	)		(3,397	)		(9,609	)		(14,313	)
Income tax (benefit) provision		(1,521	)		1,780			(6,460	)		(4,994	)

Net loss		(2,694	)		(5,177	)		(3,149	)		(9,319	)
Cumulative preferred dividends		(750	)		(750	)		(750	)		(743	)

Net loss available to common shareholders	$	(3,444	)	$	(5,927	)	$	(3,899	)	$	(10,062	)

Basic loss per share
Net loss	$	(0.36	)	$	(0.34	)	$	(0.22	)	$	(0.57	)
Diluted loss per share
Net loss	$	(0.36	)	$	(0.34	)	$	(0.22	)	$	(0.57	)


	March 31, 2011		June 30, 2011		September 30, 2011			December 31, 2011
Revenue	$	41,508	$	44,094	$	47,389		$	44,085
Direct expense		34,301		36,914		39,169			36,914

Gross margin		7,207		7,180		8,220			7,171

Sales, general and administrative expense		5,207		5,537		7,750			9,560
Other expense (income)		29		33		—			(6	)
Interest expense		49		47		49			46

Income (loss) before income tax		1,922		1,563		421			(2,429	)
Income tax provision (benefit)		805		649		231			(967	)

Net income (loss)		1,117		914		190			(1,462	)
Preferred stock beneficial conversion charge and dividends		—		—		(44,586	)		(750	)

Net income (loss) available to common shareholders	$	1,117	$	914	$	(44,396	)	$	(2,212	)

Basic income (loss) per share
Net income (loss)	$	0.14	$	0.11	$	(5.38	)	$	(0.27	)
Diluted income (loss) per share
Net income (loss)	$	0.13	$	0.11	$	(5.38	)	$	(0.27	)

Segment Reporting and Geographic Information (Tables)

12 Months Ended

Dec. 31, 2013

Segment Reporting [Abstract]

Selected Financial Data for Each of Operating Segments

The following schedule identifies select financial data for each of the Company’s reportable segments for the years ended December 31, 2013, 2012 and 2011, respectively (in thousands):

XPO Logistics, Inc.

Segment Data

(In thousands)


	Freight Brokerage			Expedited Transportation		Freight Forwarding			Corporate			Eliminations			Total
Year Ended December 31, 2013
Revenue	$	541,389		$	101,817	$	73,154		$	—		$	(14,057	)	$	702,303
Operating (loss) income from operations		(11,422	)		5,204		(995	)		(45,112	)		—			(52,325	)
Depreciation and amortization		14,892			1,351		3,477			1,075			—			20,795
Interest expense		11			8		—			18,150			—			18,169
Tax provision (benefit)		(2,376	)		—		—			(20,066	)		—			(22,442	)
Goodwill		295,814			58,412		9,222			—			—			363,448
Total assets		870,598			192,778		60,045			1,009,427			(1,352,607	)		780,241
Year Ended December 31, 2012
Revenue	$	125,121		$	94,008	$	67,692		$	—		$	(8,230	)	$	278,591
Operating (loss) income from operations		(5,554	)		6,825		1,108			(30,343	)		—			(27,964	)
Depreciation and amortization		1,223			525		574			391			—			2,713
Interest expense		4			5		1			3,197			—			3,207
Tax benefit		(610	)		—		—			(10,585	)		—			(11,195	)
Goodwill		38,988			7,737		9,222			—			—			55,947
Total assets		109,601			35,480		23,324			371,939			(127,136	)		413,208
Year Ended December 31, 2011
Revenue	$	29,186		$	87,558	$	65,148		$	—		$	(4,816	)	$	177,076
Operating (loss) income from operations		1,305			8,199		1,545			(9,325	)		—			1,724
Depreciation and amortization		44			596		576			24			—			1,240
Interest expense		33			4		150			4			—			191
Tax provision (benefit)		42			356		—			320			—			718
Goodwill		—			7,737		9,222			—			—			16,959
Total assets		4,854			22,448		23,394			97,667			(20,722	)		127,641

Schedule of Revenues Generated by Geographical Area

The following table presents revenues generated by geographical area for the years ended December 31, 2013, 2012 and 2011, respectively (in thousands):


	Year Ended December 31,
	2013		2012		2011
Total revenues
United States	$	627,969	$	247,869	$	177,076
Canada		74,334		30,722		—

Total	$	702,303	$	278,591	$	177,076

Organization - Additional Information (Detail)	Dec. 31, 2013 Business
Organization Consolidation And Presentation Of Financial Statements [Abstract]
Number of business units	3

Basis of Presentation and Significant Accounting Policies - Revenue Recognition - Additional Information (Detail) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2013	Dec. 31, 2012	Dec. 31, 2011
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items]
Typical percentage of credit losses reimbursed to freight forwarding by independently owned stations	70-80%
Taxes and duties collected on behalf of customer	$ 3.7	$ 2.4	$ 2.0
Minimum [Member]
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items]
Percentage of credit losses reimbursed to freight forwarding by independently owned stations	70.00%
Maximum [Member]
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items]
Percentage of credit losses reimbursed to freight forwarding by independently owned stations	80.00%

Basis of Presentation and Significant Accounting Policies - Cash and Cash Equivalents and Restricted Cash - Additional Information (Detail) $ in Thousands	Dec. 31, 2013 USD ($)
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items]
Restricted cash	$ 2,141
3PD Holding, Inc [Member]
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items]
Restricted cash	$ 2,141

Basis of Presentation and Significant Accounting Policies - Goodwill and Intangible Assets with Indefinite Lives - Additional Information (Detail) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2013	Dec. 31, 2012	Dec. 31, 2011
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items]
Amortization of intangible assets, indefinite-lived, trade name	$ 14.1	$ 1.3	$ 0.5
CGL [Member]
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items]
Amortization of intangible assets, indefinite-lived, trade name	$ 3.1

Basis of Presentation and Significant Accounting Policies - Identifiable Intangible Assets - Additional Information (Detail) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2013	Dec. 31, 2012	Dec. 31, 2011
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items]
Amortization of intangible assets, indefinite-lived, trade name	$ 14.1	$ 1.3	$ 0.5
Minimum [Member]
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items]
Finite-lived intangible asset, useful life	4 months
Maximum [Member]
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items]
Finite-lived intangible asset, useful life	14 years

Basis of Presentation and Significant Accounting Policies - Identifiable Intangible Assets (Detail) - USD ($) $ in Thousands	Dec. 31, 2013	Dec. 31, 2012
Indefinite Lived Intangibles:
Trade name	$ 3,346	$ 6,416
Definite Lived Intangibles:
Customer lists and relationships	168,666	14,281
Carrier relationships	12,100
Trade name	8,041	1,246
Non-compete agreements	6,265	3,050
Other intangible assets	2,172	2,072
Intangible assets, gross	197,244	20,649
Less: accumulated amortization	(15,411)	(4,592)
Intangible assets, net	181,833	16,057
Total Identifiable Intangibles	$ 185,179	$ 22,473

Basis of Presentation and Significant Accounting Policies - Estimated Amortization Expense for Amortizable Intangible Assets (Detail) $ in Thousands	Dec. 31, 2013 USD ($)
Goodwill And Intangible Assets Disclosure [Abstract]
Estimated future amortization expense 2014	$ 27,333
Estimated future amortization expense 2015	25,452
Estimated future amortization expense 2016	21,956
Estimated future amortization expense 2017	19,057
Estimated future amortization expense 2018	$ 17,206

Basis of Presentation and Significant Accounting Policies - Property and Equipment - Additional Information (Detail) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2013	Dec. 31, 2012	Dec. 31, 2011
Accounting Policies [Abstract]
Capitalized computer software, net	$ 31.7	$ 1.2
Depreciation	$ 6.7	$ 1.4	$ 0.7

Basis of Presentation and Significant Accounting Policies - Estimated Useful Life of Assets (Detail)	12 Months Ended
	Dec. 31, 2013
Leasehold improvements [Member] \| Maximum [Member]
Property Plant And Equipment Estimated Useful Lifes [Line Items]
Estimated useful life	15 years
Buildings [Member]
Property Plant And Equipment Estimated Useful Lifes [Line Items]
Estimated useful life	39 years
Vehicles [Member]
Property Plant And Equipment Estimated Useful Lifes [Line Items]
Estimated useful life	5 years
Office equipment [Member] \| Minimum [Member]
Property Plant And Equipment Estimated Useful Lifes [Line Items]
Estimated useful life	5 years
Office equipment [Member] \| Maximum [Member]
Property Plant And Equipment Estimated Useful Lifes [Line Items]
Estimated useful life	7 years
Computer Equipment [Member]
Property Plant And Equipment Estimated Useful Lifes [Line Items]
Estimated useful life	5 years
Computer software [Member] \| Minimum [Member]
Property Plant And Equipment Estimated Useful Lifes [Line Items]
Estimated useful life	3 years
Computer software [Member] \| Maximum [Member]
Property Plant And Equipment Estimated Useful Lifes [Line Items]
Estimated useful life	5 years
Satellite equipment [Member] \| Minimum [Member]
Property Plant And Equipment Estimated Useful Lifes [Line Items]
Estimated useful life	3 years
Satellite equipment [Member] \| Maximum [Member]
Property Plant And Equipment Estimated Useful Lifes [Line Items]
Estimated useful life	5 years
Warehouse equipment [Member] \| Minimum [Member]
Property Plant And Equipment Estimated Useful Lifes [Line Items]
Estimated useful life	7 years
Warehouse equipment [Member] \| Maximum [Member]
Property Plant And Equipment Estimated Useful Lifes [Line Items]
Estimated useful life	10 years

Basis of Presentation and Significant Accounting Policies - Summary of Property and Equipment (Detail) - USD ($) $ in Thousands	Dec. 31, 2013	Dec. 31, 2012
Property, Plant and Equipment [Line Items]
Property and Equipment, at cost	$ 68,374	$ 18,413
Less: Accumulated depreciation	(11,803)	(5,323)
Property and Equipment, net	56,571	13,090
Leasehold improvements [Member]
Property, Plant and Equipment [Line Items]
Property and Equipment, at cost	7,969	3,971
Buildings [Member]
Property, Plant and Equipment [Line Items]
Property and Equipment, at cost	1,115	1,115
Vehicles [Member]
Property, Plant and Equipment [Line Items]
Property and Equipment, at cost	2,723	991
Office equipment [Member]
Property, Plant and Equipment [Line Items]
Property and Equipment, at cost	6,636	3,265
Computer Equipment [Member]
Property, Plant and Equipment [Line Items]
Property and Equipment, at cost	8,218	4,479
Computer software [Member]
Property, Plant and Equipment [Line Items]
Property and Equipment, at cost	39,709	3,035
Satellite equipment [Member]
Property, Plant and Equipment [Line Items]
Property and Equipment, at cost	1,496	1,450
Warehouse equipment [Member]
Property, Plant and Equipment [Line Items]
Property and Equipment, at cost	$ 508	$ 107

Basis of Presentation and Significant Accounting Policies - Other Long Term Liabilities (Detail) - USD ($) $ in Thousands	Dec. 31, 2013	Dec. 31, 2012
Other Liabilities Disclosure [Abstract]
Holdback for resolution of certain indemnifiable matters	$ 22,500
Long term portion of deferred rent liability	4,387	2,292
Liability for uncertain tax positions	916	462
Acquisition lease liability	233	280
Long term portion of vacant rent liability	143	164
Other	45	187
Total Other Long Term Liabilities	$ 28,224	$ 3,385

Basis of Presentation and Significant Accounting Policies - Fair Value of Assets and Liabilities Accounted for at Fair Value on Recurring Basis (Detail) - USD ($) $ in Thousands	Dec. 31, 2013	Dec. 31, 2012
Assets:
Money market funds	$ 1,577	$ 239,443
Liabilities:
Contingent consideration obligations		392
Level 1 [Member]
Assets:
Money market funds	1,577	239,443
Liabilities:
Contingent consideration obligations
Level 2 [Member]
Assets:
Money market funds
Liabilities:
Contingent consideration obligations
Level 3 [Member]
Assets:
Money market funds
Liabilities:
Contingent consideration obligations		$ 392

Basis of Presentation and Significant Accounting Policies - Estimated Fair Value of Financial Instruments - Additional Information (Detail) - USD ($)			12 Months Ended
	Oct. 17, 2012	Sep. 26, 2012	Dec. 31, 2013	Oct. 10, 2013	Dec. 31, 2012
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items]
Common stock issued to holders			30,583,073	608,467	18,002,985
Convertible debt, conversion rate, shares per $1000 in principal amount			60.8467
Convertible debt, conversion rate, principal amount increment			$ 1,000
Debt instrument, convertible, conversion price (in dollars per share)			$ 16.43
Convertible debt, fair value disclosures			$ 225,800,000
Debt instrument, convertible, beneficial conversion feature			$ 0
Debt Portion of Convertible Note [Member]
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items]
Debt issuance cost	$ 4,100,000	$ 3,600,000
Equity Portion of Convertible Note [Member]
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items]
Debt issuance cost	1,200,000	1,100,000
Portion of Debt Issuance Allocated to Equity [Member]
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items]
Debt instrument, convertible, carrying amount of equity component	31,700,000	$ 27,500,000		$ 3,300,000
Convertible Debt [Member]
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items]
Debt instrument, interest rate, stated percentage		4.50%	4.50%
Debt instrument, due date			Oct. 01, 2017
Debt instrument, face amount		$ 125,000,000
Convertible senior notes outstanding			$ 133,700,000
Convertible Debt [Member] \| Additional Principal Amount Overallotment Option Exercised By Underwriters [Member]
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items]
Debt instrument, face amount	18,800,000
Proceeds from issuance of debt	138,500,000
Portion of Debt Issuance Allocated to Long-Term Debt [Member]
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items]
Convertible debt	$ 106,800,000	$ 92,800,000		7,900,000
Convertible Senior Notes [Member]
Basis Of Presentation And Summary Of Significant Accounting Policies [Line Items]
Conversion amount of notes				$ 10,000,000

Basis of Presentation and Significant Accounting Policies - Stock-Based Compensation - Additional Information (Detail)	12 Months Ended
	Dec. 31, 2013
Accounting Policies [Abstract]
Expected dividend yield	0.00%

Acquisitions - NLM - Additional Information (Detail) - NLM [Member] - USD ($) $ in Millions	Dec. 28, 2013	Dec. 11, 2013
Business Acquisition [Line Items]
Cash consideration for acquisition		$ 87.0
Goodwill acquired	$ 46.8
Intangible assets acquired	26.1
Technology Asset [Member]
Business Acquisition [Line Items]
Property, plant and equipment	$ 12.6

Acquisitions - Optima Service Solutions - Additional Information (Detail) - Optima Service Solutions [Member] $ in Millions	Nov. 13, 2013 USD ($)
Business Acquisition [Line Items]
Cash consideration for acquisition	$ 26.6
Goodwill acquired	13.9
Intangible assets acquired	11.3
Technology Asset [Member]
Business Acquisition [Line Items]
Property, plant and equipment	$ 0.9

Acquisitions - 3PD - Additional Information (Detail) - USD ($)		12 Months Ended
	Aug. 15, 2013	Dec. 31, 2013
RSU [Member]
Business Acquisition [Line Items]
Business combination, consideration transferred, restricted shares		$ 600,000
Performance based vesting, common stock price		$ 32.50
RSU [Member] \| Time Based Award [Member]
Business Acquisition [Line Items]
Business combination, consideration transferred, restricted shares		$ 150,000
RSU [Member] \| Performance Based Award [Member]
Business Acquisition [Line Items]
Business combination, consideration transferred, restricted shares		$ 450,000
3PD Holding, Inc [Member]
Business Acquisition [Line Items]
Cash consideration for acquisition	$ 364,300,000
Business combination, consideration transferred, restricted shares	7,400,000
Working capital adjusted to acquisition	$ 1,200,000

Acquisitions - Recognized Identified Assets Acquired and Liabilities Assumed (Detail) - 3PD Holding, Inc [Member] $ in Thousands	Aug. 15, 2013 USD ($)
Business Acquisition [Line Items]
Consideration	$ 364,329
Less: Net Assets Acquired	21,899
Intangibles Acquired:
Plus: Net deferred tax liability on fair value adjustments	(38,040)
Goodwill	232,320
Trademarks [Member]
Intangibles Acquired:
Fair value of Intangible Assets	5,900
Noncompete Agreements [Member]
Intangibles Acquired:
Fair value of Intangible Assets	1,550
Customer Relationships [Member]
Intangibles Acquired:
Fair value of Intangible Assets	110,600
Carrier Relationships [Member]
Intangibles Acquired:
Fair value of Intangible Assets	12,100
Acquired Technology [Member]
Intangibles Acquired:
Fair value of Intangible Assets	$ 18,000

Acquisitions - Business Acquisition Pro Forma Information (Detail) - 3PD Holding, Inc [Member] - USD ($) $ / shares in Units, $ in Thousands	12 Months Ended
	Dec. 31, 2013	Dec. 31, 2012
Business Acquisition [Line Items]
Revenue	$ 916,760	$ 743,456
Operating Loss	(54,535)	(49,755)
Net Loss	$ (55,940)	$ (38,606)
Loss per common share
Basic	$ (1.87)	$ (1.42)
Diluted	$ (1.87)	$ (1.42)

Acquisitions - Interide Logistics - Additional Information (Detail) - Interide Logistics, LC [Member] $ in Millions	May 06, 2013 USD ($) shares
Business Acquisition [Line Items]
Cash consideration for acquisition	$ 3.1
Business acquisition, equity interest issued or issuable	0.6
Goodwill acquired	3.2
Intangible assets acquired	$ 1.7
Restricted Stock [Member]
Business Acquisition [Line Items]
Business acquisition, equity interest issued or issuable, number of shares \| shares	36,878

Acquisitions - Covered Logistics & Transportation - Additional Information (Detail) - Covered Logistics & Transportation LLC ("Covered Logistics") [Member] $ in Millions	Feb. 26, 2013 USD ($) shares
Business Acquisition [Line Items]
Cash consideration for acquisition	$ 8.0
Business acquisition, equity interest issued or issuable	3.0
Goodwill acquired	7.2
Intangible assets acquired	$ 2.8
Restricted Stock [Member]
Business Acquisition [Line Items]
Business acquisition, equity interest issued or issuable, number of shares \| shares	173,712

Acquisitions - East Coast Air Charter - Additional Information (Detail) - ECAC [Member] $ in Millions	Feb. 08, 2013 USD ($)
Business Acquisition [Line Items]
Cash consideration for acquisition	$ 9.3
Goodwill acquired	3.8
Intangible assets acquired	$ 4.8

Acquisitions - Turbo Logistics - Additional Information (Detail) - Turbo Logistics, Inc. [Member] $ in Millions	Oct. 24, 2012 USD ($)
Business Acquisition [Line Items]
Cash consideration for acquisition	$ 50.1
Business acquisition, cost consideration, final working capital adjustment	$ 0.2

Acquisitions - Kelron Logistics - Additional Information (Detail) - USD ($) $ in Thousands	Aug. 31, 2012	Aug. 03, 2012	Dec. 31, 2013	Dec. 31, 2012
Business Acquisition [Line Items]
Notes payable			$ 2,205	$ 863
Kelron Logistics, Inc. [Member]
Business Acquisition [Line Items]
Acquisition, consideration transferred		$ 8,000
Acquisition, consideration transferred for stock purchase		2,600
Assumed debt and liabilities		$ 5,400
Kelron Logistics, Inc. [Member] \| Note Payable to Sellers [Member]
Business Acquisition [Line Items]
Acquisition, consideration transferred	$ 1,000
Fair value inputs, discount rate		4.53%
Notes payable			$ 700

Acquisitions - Continental Freight Services - Additional Information (Detail) - Continental Freight Services, Inc. [Member] $ in Millions	May 08, 2012 USD ($)
Business Acquisition [Line Items]
Cash consideration for acquisition	$ 3.5
Maximum [Member]
Business Acquisition [Line Items]
Acquisition, contingent consideration, earn-out payment	$ 0.3

Commitments and Contingencies - Additional Information (Detail) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2013	Dec. 31, 2012	Dec. 31, 2011
Commitments And Contingencies Disclosure [Abstract]
Purchase obligation, future minimum payments, payments due	$ 2.3
Purchase obligation, future minimum payments, payments due in next twelve months	0.7
Purchase obligation, future minimum payments, payments due in next two years	0.7
Purchase obligation, future minimum payments, payments due in next three years	0.9
Purchase obligation expense	0.0	$ 0.0	$ 0.0
Operating leases, future minimum payments due	43.9
Operating leases, future minimum payments due, next twelve months	9.0
Operating leases, future minimum payments, due in two years	8.8
Operating leases, future minimum payments, due in three years	8.1
Operating leases, future minimum payments, due in four years	6.7
Operating leases, future minimum payments, due thereafter	11.3
Operating leases, rent expense	$ 6.9	$ 1.9	$ 0.5

Debt - Additional Information (Detail)				12 Months Ended
Debt - Additional Information (Detail)	Oct. 18, 2013 USD ($)	Oct. 17, 2012 USD ($)	Sep. 26, 2012 USD ($)	Dec. 31, 2013 USD ($) $ / shares shares	Oct. 10, 2013 USD ($) shares	Dec. 31, 2012 USD ($) shares
Debt Instrument [Line Items]
Interest rate description				LIBOR rate plus a margin of 1.75% to 2.25%, or a base rate plus a margin of 0.75% to 1.25%
Line of credit borrowing capacity				$ 75,000,000
Common stock, shares issued \| shares				30,583,073	608,467	18,002,985
Convertible debt, conversion rate, shares per $1000 in principal amount \| shares				60.8467
Convertible debt, conversion rate, principal amount increment				$ 1,000
Debt instrument, convertible, conversion price (in dollars per share) \| $ / shares				$ 16.43
Convertible debt, redemption terms, common stock market price as a percent of the conversion price				130.00%
Convertible debt, redemption terms, redemption price as percent of principal amount to be redeemed				100.00%
Convertible debt, redemption terms, "make whole premium" payment, discount rate				4.50%
Debt Portion of Convertible Note [Member]
Debt Instrument [Line Items]
Debt issuance cost		$ 4,100,000	$ 3,600,000
Proceeds from debt, net of issuance costs		14,000,000
Equity Portion of Convertible Note [Member]
Debt Instrument [Line Items]
Debt issuance cost		1,200,000	$ 1,100,000
Proceeds from debt, net of issuance costs		4,200,000
Convertible Debt [Member]
Debt Instrument [Line Items]
Debt instrument, interest rate, stated percentage			4.50%	4.50%
Debt instrument, due date				Oct. 01, 2017
Issuance of debt, principal amount			$ 125,000,000
Proceeds from debt, net of issuance costs		18,200,000
Convertible Debt [Member] \| Public Offering [Member]
Debt Instrument [Line Items]
Issuance of debt, principal amount			125,000,000
Convertible Debt [Member] \| Underwriters' Exercise of Overallotment Option [Member]
Debt Instrument [Line Items]
Issuance of debt, principal amount		18,800,000
Portion of Debt Issuance Allocated to Long-Term Debt [Member]
Debt Instrument [Line Items]
Convertible debt		106,800,000	92,800,000		$ 7,900,000
Convertible Senior Notes [Member]
Debt Instrument [Line Items]
Aggregate value of convertible notes					10,000,000
Maximum [Member]
Debt Instrument [Line Items]
Fixed charge coverage ratio				1.00
Portion of Debt Issuance Allocated to Equity [Member]
Debt Instrument [Line Items]
Debt instrument, convertible, carrying amount of equity component		$ 31,700,000	$ 27,500,000		$ 3,300,000
Multi Currency Revolving Credit Facility [Member]
Debt Instrument [Line Items]
Secured revolving loan credit agreement amount	$ 125,000,000
Secured revolving loan credit agreement maturity period				5 years
Increase in principal amount of credit agreement	$ 75,000,000
Multi Currency Revolving Credit Facility [Member] \| Minimum [Member]
Debt Instrument [Line Items]
Undrawn commitment fee percentage				0.25%
Multi Currency Revolving Credit Facility [Member] \| Minimum [Member] \| LIBOR [Member]
Debt Instrument [Line Items]
Percent added to reference rate in effect from time to time to set the interest rate				1.75%
Multi Currency Revolving Credit Facility [Member] \| Minimum [Member] \| Base Rate [Member]
Debt Instrument [Line Items]
Percent added to reference rate in effect from time to time to set the interest rate				0.75%
Multi Currency Revolving Credit Facility [Member] \| Maximum [Member]
Debt Instrument [Line Items]
Undrawn commitment fee percentage				0.375%
Multi Currency Revolving Credit Facility [Member] \| Maximum [Member] \| LIBOR [Member]
Debt Instrument [Line Items]
Percent added to reference rate in effect from time to time to set the interest rate				2.25%
Multi Currency Revolving Credit Facility [Member] \| Maximum [Member] \| Base Rate [Member]
Debt Instrument [Line Items]
Percent added to reference rate in effect from time to time to set the interest rate				1.25%

Debt - Schedule of Debt Obligations (Detail) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2013	Dec. 31, 2012
Debt Disclosure [Abstract]
Convertible senior notes, interest rates	4.50%
Revolving credit facility, interest rates	3.63%
Capital leases for equipment, interest rates	14.02%
Line of credit, interest rates	5.00%
Convertible senior notes, term (months)	60 months
Revolving credit facility, term (months)	60 months
Capital leases for equipment, term (months)	59 months
Convertible senior notes	$ 133,742	$ 143,750
Revolving credit facility	75,000
Notes payable	2,205	863
Capital leases for equipment	196	154
Line of credit		150
Total debt	211,143	144,917
Less: unamortized bond discount and debt issuance costs	27,474	35,470
Less: current maturities of long-term debt	2,028	491
Total long-term debt, net of current maturities	$ 181,641	$ 108,956

Goodwill - Schedule of Goodwill (Detail) $ in Thousands	12 Months Ended
Goodwill - Schedule of Goodwill (Detail) $ in Thousands	Dec. 31, 2013 USD ($)
Goodwill [Line Items]
Goodwill at beginning of period	$ 55,947
Acquisitions and other adjustments	307,501
Goodwill at end of period	363,448
Expedited Transportation [Member]
Goodwill [Line Items]
Goodwill at beginning of period	7,737
Acquisitions and other adjustments	50,675
Goodwill at end of period	58,412
Freight Forwarding [Member]
Goodwill [Line Items]
Goodwill at beginning of period	9,222
Acquisitions and other adjustments
Goodwill at end of period	9,222
Freight Brokerage [Member]
Goodwill [Line Items]
Goodwill at beginning of period	38,988
Acquisitions and other adjustments	256,826
Goodwill at end of period	$ 295,814

Stockholder's Equity - Additional Information (Detail) $ / shares in Units, $ in Thousands			1 Months Ended	12 Months Ended
	Mar. 31, 2012 USD ($) $ / shares shares	Sep. 02, 2011 USD ($) $ / Stock shares	Aug. 31, 2013 USD ($) $ / shares shares	Dec. 31, 2013 USD ($) shares	Dec. 31, 2012 USD ($) shares
Stockholders Equity [Line Items]
Equity issuance, per share amount \| $ / shares	$ 15.75		$ 22.75
Proceeds from issuance of common stock \| $	$ 137,000		$ 239,500	$ 239,496	$ 136,961
Stock issued during period, shares, new issues \| $		$ 75,000
Equity issuance, per share amount		10,714,286
Proceeds from issuance of common stock		10,714,286
Class of warrant or right, exercise price of warrants or rights (in dollars per item) \| $ / Stock		7.00
Convertible Preferred Stock [Member]
Stockholders Equity [Line Items]
Shares issued and sold as a result of the full exercise of the underwriters' overallotment option		75,000
Common Stock [Member]
Stockholders Equity [Line Items]
Shares issued and sold as a result of the full exercise of the underwriters' overallotment option	9,200,000		9,694,027	11,148,000	9,200,000
Shares issued and sold as a result of the full exercise of the underwriters' over-allotment option	1,200,000		1,454,104

Stock-Based Compensation - Equity Awards Outstanding and Exercisable (Detail)	12 Months Ended
	Dec. 31, 2013 $ / shares shares
Options Outstanding
Options, Outstanding at beginning of period \| shares	1,383,332
Options, Granted \| shares	111,000
Options, Exercised \| shares	57,464
Options, Forfeited \| shares	15,348
Options, Outstanding at end of period \| shares	1,421,520
Options, Weighted Average Exercise Price
Options, Weighted Average Exercise Price, at beginning of period	$ 10.06
Options, Weighted Average Exercise Price, Granted	20.18
Options, Weighted Average Exercise Price, Exercised	4.59
Options, Weighted Average Exercise Price, Forfeited	14.25
Options, Weighted Average Exercise Price, at end of period	$ 11.02
Options, Weighted Average Remaining Term
Options, Weighted Average Remaining Term at the end of the period	6 years 11 months 27 days
Restricted Stock Units, shares
Restricted Stock Units, shares at beginning of period \| shares	883,816
Restricted Stock Units, shares, Granted \| shares	755,714
Restricted Stock Units, shares, Exercised \| shares	219,875
Restricted Stock Units, shares, Forfeited \| shares	68,000
Restricted Stock Units, shares at end of period \| shares	1,351,655
Restricted Stock, Weighted Average Grant Date Fair Value
Restricted Stock, Weighted Average Grant Date Fair Value at beginning of period	$ 11.31
Restricted Stock, Weighted Average Grant Date Fair Value, Granted	14.84
Restricted Stock, Weighted Average Grant Date Fair Value, Exercised	11.64
Restricted Stock, Weighted Average Grant Date Fair Value, Forfeited	10.65
Restricted Stock, Weighted Average Grant Date Fair Value at end of period	13.26
Minimum [Member]
Options, Weighted Average Exercise Price
Options, Weighted Average Exercise Price, at beginning of period	2.28
Options, Weighted Average Exercise Price, Granted	16.57
Options, Weighted Average Exercise Price, Exercised	2.96
Options, Weighted Average Exercise Price, Forfeited	6.08
Options, Weighted Average Exercise Price, at end of period	2.28
Maximum [Member]
Options, Weighted Average Exercise Price
Options, Weighted Average Exercise Price, at beginning of period	18.07
Options, Weighted Average Exercise Price, Granted	23.19
Options, Weighted Average Exercise Price, Exercised	6.08
Options, Weighted Average Exercise Price, Forfeited	16.57
Options, Weighted Average Exercise Price, at end of period	$ 23.19

Stock-Based Compensation - Additional Information (Detail) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2013	Dec. 31, 2012	Dec. 31, 2011
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Restricted stock units, outstanding	1,351,655	883,816
RSU [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based compensation expense	$ 3.2	$ 3.3	$ 0.5
Unrecognized compensation cost	$ 9.6
Unrecognized compensation cost, period for recognition	2 years 3 months 4 days
RSU [Member] \| 2014 [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Estimated share based compensation expense	$ 4.0
RSU [Member] \| 2015 [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Estimated share based compensation expense	3.2
RSU [Member] \| 2016 [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Estimated share based compensation expense	2.2
RSU [Member] \| 2017 [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Estimated share based compensation expense	0.1
RSU [Member] \| 2018 [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Estimated share based compensation expense	$ 0.1
Restricted Stock Units (RSUs) - subject to service conditions [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Restricted stock units, outstanding	669,155
Restricted Stock Units (RSUs) - subject to service and performance-based conditions [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Restricted stock units, outstanding	682,500
Stock Option [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unrecognized compensation cost	$ 3.8
Options, vested and exercisable, number	703,020
Stock Option [Member] \| 2014 [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Estimated share based compensation expense	$ 1.1
Stock Option [Member] \| 2015 [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Estimated share based compensation expense	1.7
Stock Option [Member] \| 2016 [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Estimated share based compensation expense	0.8
Stock Option [Member] \| 2017 [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Estimated share based compensation expense	$ 0.2

Earnings per Share - Additional Information (Detail) - $ / shares	12 Months Ended
	Dec. 31, 2013	Dec. 31, 2012	Dec. 31, 2011
Earnings Per Share [Line Items]
Convertible preferred stock par value	$ 0.001	$ 0.001
Assumed average market price per share exercise of warrants treasury method	19.69	$ 15.01	$ 10.57
Series A Convertible Preferred Stock [Member]
Earnings Per Share [Line Items]
Convertible preferred stock par value	$ 0.001

Earnings per Share - Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share (Detail) - shares	12 Months Ended
	Dec. 31, 2013	Dec. 31, 2012	Dec. 31, 2011
Earnings Per Share [Abstract]
Basic common stock outstanding	22,752,000	15,694,000	8,247,000
Shares underlying the conversion of preferred stock to common stock	10,607,309	10,695,326	3,522,505
Shares underlying the conversion of the convertible senior notes	8,623,331	2,238,758
Shares underlying warrants to purchase common stock	6,900,642	5,717,284	3,618,061
Shares underlying stock options to purchase common stock	356,815	473,421	298,017
Shares underlying restricted stock units	367,183	249,139	6,456
Antidilutive shares excluded from the computation of earnings per share	26,855,280	19,373,928	7,445,039
Diluted weighted shares outstanding	49,607,600	35,068,358	15,691,616

Income Taxes - Schedule of Income before Income Tax, Related to Domestic and Foreign (Detail) - USD ($) $ in Thousands	3 Months Ended												12 Months Ended
	Dec. 31, 2013	Sep. 30, 2013	Jun. 30, 2013	Mar. 31, 2013	Dec. 31, 2012	Sep. 30, 2012	Jun. 30, 2012	Mar. 31, 2012	Dec. 31, 2011	Sep. 30, 2011	Jun. 30, 2011	Mar. 31, 2011	Dec. 31, 2013	Dec. 31, 2012	Dec. 31, 2011
Operations
U.S. domestic													$ (69,207)	$ (29,378)	$ 1,477
Foreign													(1,765)	(2,156)
(Loss) income before income tax provision	$ (14,293)	$ (25,069)	$ (17,288)	$ (14,322)	$ (14,313)	$ (9,609)	$ (3,397)	$ (4,215)	$ (2,429)	$ 421	$ 1,563	$ 1,922	$ (70,972)	$ (31,534)	$ 1,477

Income Taxes - Schedule of Components of Income Tax Expense (Benefit) (Detail) - USD ($) $ in Thousands	3 Months Ended												12 Months Ended
	Dec. 31, 2013	Sep. 30, 2013	Jun. 30, 2013	Mar. 31, 2013	Dec. 31, 2012	Sep. 30, 2012	Jun. 30, 2012	Mar. 31, 2012	Dec. 31, 2011	Sep. 30, 2011	Jun. 30, 2011	Mar. 31, 2011	Dec. 31, 2013	Dec. 31, 2012	Dec. 31, 2011
Income Tax Disclosure [Abstract]
Federal														$ (2,254)	$ 738
State													285	56	269
Foreign													(55)	(751)
Current													230	(2,949)	1,007
Federal													(22,047)	(7,494)	(249)
State													(636)	(893)	(40)
Foreign													11	141
Deferred													(22,673)	(8,260)	(327)
Total income tax provision	$ (3,694)	$ (19,044)	$ 74	$ 222	$ (4,994)	$ (6,460)	$ 1,780	$ (1,521)	$ (967)	$ 231	$ 649	$ 805	$ (22,442)	$ (11,195)	$ 718

Income Taxes - Schedule of Effective Income Tax Rate Reconciliation (Detail)	12 Months Ended
	Dec. 31, 2013	Dec. 31, 2012	Dec. 31, 2011
Income Tax Disclosure [Abstract]
Income tax (benefit)/provision at statutory rate	(34.00%)	(34.00%)	34.00%
State and local taxes, net	(0.60%)	(3.60%)	9.30%
Transaction expense	1.10%	0.70%
Loss on convertible debt	1.10%
Change in valuation allowance	0.60%	1.60%
Change in uncertain tax position provision	(0.30%)	(1.10%)	4.40%
All other non-deductible items	0.30%	0.40%	0.90%
Foreign tax rate differences	0.20%	0.50%
Total (benefit)/provision for income tax	(31.60%)	(35.50%)	48.60%

Income Taxes - Additional Information (Detail) - USD ($) $ in Thousands	3 Months Ended												12 Months Ended
	Dec. 31, 2013	Sep. 30, 2013	Jun. 30, 2013	Mar. 31, 2013	Dec. 31, 2012	Sep. 30, 2012	Jun. 30, 2012	Mar. 31, 2012	Dec. 31, 2011	Sep. 30, 2011	Jun. 30, 2011	Mar. 31, 2011	Dec. 31, 2013	Dec. 31, 2012	Dec. 31, 2011
Income Tax Contingency [Line Items]
Effective income tax rate, continuing operations													(31.60%)	(35.50%)	48.60%
Income tax (benefit)/provision at statutory rate													(34.00%)	(34.00%)	34.00%
Adjustments to additional paid in capital, income tax benefit from share-based compensation															$ 451
Income tax expense (benefit)	$ (3,694)	$ (19,044)	$ 74	$ 222	$ (4,994)	$ (6,460)	$ 1,780	$ (1,521)	$ (967)	$ 231	$ 649	$ 805	$ (22,442)	$ (11,195)	$ 718
Deferred tax assets, valuation allowance	2,628				759								2,628	759
Unrecognized tax benefits, income tax penalties and interest expense													0	200
Unrecognized tax benefits, reductions resulting from lapse of applicable statute of limitations, next 12 months	300												300
Internal Revenue Service (IRS) [Member]
Income Tax Contingency [Line Items]
Operating loss carryforwards	104,900												104,900
State and Local Jurisdiction [Member]
Income Tax Contingency [Line Items]
Operating loss carryforwards	111,000												111,000
Federal and State [Member]
Income Tax Contingency [Line Items]
Adjustments to additional paid in capital, income tax benefit from share-based compensation													6,400
Foreign Tax Authority [Member]
Income Tax Contingency [Line Items]
Operating loss carryforwards	4,800												4,800
Deferred tax assets, operating loss carryforwards, subject to expiration	4,800												4,800
Deferred tax assets, valuation allowance	1,000				500								1,000	500
Net Operating Losses [Member]
Income Tax Contingency [Line Items]
Income tax expense (benefit)													14,300
Net Operating Losses - Amount Recorded As A Current Receivable To Be Carried Back Against Prior Year Tax Returns [Member]
Income Tax Contingency [Line Items]
Income tax expense (benefit)													2,200
Domestic Tax Authority [Member]
Income Tax Contingency [Line Items]
Deferred tax assets, valuation allowance	$ 1,600				$ 300								$ 1,600	$ 300

Income Taxes - Schedule of Deferred Tax Assets and Liabilities (Detail) - USD ($) $ in Thousands	Dec. 31, 2013	Dec. 31, 2012
Deferred tax assets
Net operating loss carry forward	$ 37,054	$ 8,145
Accrued expenses	3,673	1,601
Equity based compensation	2,145	1,297
Allowance for doubtful accounts	1,227	177
Deferred rent	1,248
AMT credit	262	133
Accrued insurance claims	55	62
Total deferred tax asset	45,664	11,415
Valuation allowance	(2,628)	(759)
Total deferred tax asset, net	43,036	10,656
Deferred tax liabilities
Convertible debt discount	(8,734)	(11,354)
Intangible assets	(39,582)	(3,634)
Property, plant & equipment	(6,260)	(628)
Prepaid expenses	(547)	(415)
Deferred tax liability	(55,123)	(16,031)
Net deferred tax liability	$ (12,087)	$ (5,375)

Income Taxes - Schedule of Unrecognized Tax Benefits Roll Forward (Detail) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2012	Dec. 31, 2011
Income Tax Disclosure [Abstract]
Uncertain tax positions, beginning of the year	$ 600	$ 200
Additions for tax positions of prior years	399	612
Reductions due to the statute of limitations	(188)	(212)
Uncertain tax positions, end of the year	$ 811	$ 600

Related Party Transactions - Additional Information (Detail) $ in Millions	Aug. 15, 2013 USD ($)
James J. Martell [Member] \| Restricted Stock [Member]
Related Party Transaction [Line Items]
Investment received from related party	$ 0.7

Quarterly Financial Data (Unaudited) - Schedule of Quarterly Financial Information (Detail) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended												12 Months Ended
	Dec. 31, 2013	Sep. 30, 2013	Jun. 30, 2013	Mar. 31, 2013	Dec. 31, 2012	Sep. 30, 2012	Jun. 30, 2012	Mar. 31, 2012	Dec. 31, 2011	Sep. 30, 2011	Jun. 30, 2011	Mar. 31, 2011	Dec. 31, 2013	Dec. 31, 2012	Dec. 31, 2011
Quarterly Financial Information Disclosure [Abstract]
Revenue	$ 257,231	$ 193,982	$ 137,091	$ 113,999	$ 108,503	$ 70,988	$ 54,540	$ 44,560	$ 44,085	$ 47,389	$ 44,094	$ 41,508	$ 702,303	$ 278,591	$ 177,076
Direct expense	204,159	159,147	117,751	97,739	92,840	61,064	46,074	37,787	36,914	39,169	36,914	34,301	578,796	237,765	147,298
Gross margin	53,072	34,835	19,340	16,260	15,663	9,924	8,466	6,773	7,171	8,220	7,180	7,207	123,507	40,826	29,778
Sales, general and administrative expense	61,596	53,254	33,355	27,627	26,755	19,204	11,834	10,997	9,560	7,750	5,537	5,207	175,832	68,790	28,054
Other (income) expense	185	235	167	(109)	44	314	26	(21)	(6)		33	29	478	363	56
Interest expense	5,584	6,415	3,106	3,064	3,177	15	3	12	46	49	47	49	18,169	3,207	191
(Loss) income before income tax provision	(14,293)	(25,069)	(17,288)	(14,322)	(14,313)	(9,609)	(3,397)	(4,215)	(2,429)	421	1,563	1,922	(70,972)	(31,534)	1,477
Income tax (benefit) provision	(3,694)	(19,044)	74	222	(4,994)	(6,460)	1,780	(1,521)	(967)	231	649	805	(22,442)	(11,195)	718
Net Income (loss)	(10,599)	(6,025)	(17,362)	(14,544)	(9,319)	(3,149)	(5,177)	(2,694)	(1,462)	190	914	1,117	(48,530)	(20,339)	759
Cumulative preferred dividends	(743)	(743)	(743)	(743)	(743)	(750)	(750)	(750)					(2,972)	(2,993)	(1,125)
Preferred stock beneficial conversion charge and dividends									(750)	(44,586)					(44,211)
Net income (loss) available to common shareholders	$ (11,342)	$ (6,768)	$ (18,105)	$ (15,287)	$ (10,062)	$ (3,899)	$ (5,927)	$ (3,444)	$ (2,212)	$ (44,396)	$ 914	$ 1,117	$ (51,502)	$ (23,332)	$ (44,577)
Basic income (loss) per share
Net income (loss)	$ (0.37)	$ (0.28)	$ (1.00)	$ (0.85)	$ (0.57)	$ (0.22)	$ (0.34)	$ (0.36)	$ (0.27)	$ (5.38)	$ 0.11	$ 0.14	$ (2.26)	$ (1.49)	$ (5.41)
Diluted income (loss) per share
Net income (loss)	$ (0.37)	$ (0.28)	$ (1.00)	$ (0.85)	$ (0.57)	$ (0.22)	$ (0.34)	$ (0.36)	$ (0.27)	$ (5.38)	$ 0.11	$ 0.13	$ (2.26)	$ (1.49)	$ (5.41)

Segment Reporting and Geographic Information - Additional Information (Detail)	12 Months Ended
	Dec. 31, 2013 Segment
Segment Reporting [Abstract]
Number of reportable segments	3
Number of Operating segments	5

Segment Reporting and Geographic Information - Selected Financial Data for Each of Operating Segments (Detail) - USD ($) $ in Thousands	3 Months Ended												12 Months Ended
	Dec. 31, 2013	Sep. 30, 2013	Jun. 30, 2013	Mar. 31, 2013	Dec. 31, 2012	Sep. 30, 2012	Jun. 30, 2012	Mar. 31, 2012	Dec. 31, 2011	Sep. 30, 2011	Jun. 30, 2011	Mar. 31, 2011	Dec. 31, 2013	Dec. 31, 2012	Dec. 31, 2011
Segment Reporting Information [Line Items]
Revenue	$ 257,231	$ 193,982	$ 137,091	$ 113,999	$ 108,503	$ 70,988	$ 54,540	$ 44,560	$ 44,085	$ 47,389	$ 44,094	$ 41,508	$ 702,303	$ 278,591	$ 177,076
Operating (loss) income from operations													(52,325)	(27,964)	1,724
Depreciation and amortization													20,795	2,713	1,240
Interest expense	5,584	6,415	3,106	3,064	3,177	15	3	12	46	49	47	49	18,169	3,207	191
Tax provision (benefit)	(3,694)	$ (19,044)	$ 74	$ 222	(4,994)	$ (6,460)	$ 1,780	$ (1,521)	(967)	$ 231	$ 649	$ 805	(22,442)	(11,195)	718
Goodwill	363,448				55,947				16,959				363,448	55,947	16,959
Total assets	780,241				413,208				127,641				780,241	413,208	127,641
Freight Brokerage [Member]
Segment Reporting Information [Line Items]
Goodwill	295,814				38,988								295,814	38,988
Expedited Transportation [Member]
Segment Reporting Information [Line Items]
Goodwill	58,412				7,737								58,412	7,737
Freight Forwarding [Member]
Segment Reporting Information [Line Items]
Goodwill	9,222				9,222								9,222	9,222
Operating Segments [Member] \| Freight Brokerage [Member]
Segment Reporting Information [Line Items]
Revenue													541,389	125,121	29,186
Operating (loss) income from operations													(11,422)	(5,554)	1,305
Depreciation and amortization													14,892	1,223	44
Interest expense													11	4	33
Tax provision (benefit)													(2,376)	(610)	42
Goodwill	295,814				38,988								295,814	38,988
Total assets	870,598				109,601				4,854				870,598	109,601	4,854
Operating Segments [Member] \| Expedited Transportation [Member]
Segment Reporting Information [Line Items]
Revenue													101,817	94,008	87,558
Operating (loss) income from operations													5,204	6,825	8,199
Depreciation and amortization													1,351	525	596
Interest expense													8	5	4
Tax provision (benefit)															356
Goodwill	58,412				7,737				7,737				58,412	7,737	7,737
Total assets	192,778				35,480				22,448				192,778	35,480	22,448
Operating Segments [Member] \| Freight Forwarding [Member]
Segment Reporting Information [Line Items]
Revenue													73,154	67,692	65,148
Operating (loss) income from operations													(995)	1,108	1,545
Depreciation and amortization													3,477	574	576
Interest expense														1	150
Tax provision (benefit)
Goodwill	9,222				9,222				9,222				9,222	9,222	9,222
Total assets	60,045				23,324				23,394				60,045	23,324	23,394
Corporate, Non-Segment [Member]
Segment Reporting Information [Line Items]
Revenue
Operating (loss) income from operations													(45,112)	(30,343)	(9,325)
Depreciation and amortization													1,075	391	24
Interest expense													18,150	3,197	4
Tax provision (benefit)													(20,066)	(10,585)	320
Goodwill
Total assets	1,009,427				371,939				97,667				1,009,427	371,939	97,667
Eliminations [Member]
Segment Reporting Information [Line Items]
Revenue													(14,057)	(8,230)	(4,816)
Operating (loss) income from operations
Depreciation and amortization
Interest expense
Tax provision (benefit)
Goodwill
Total assets	$ (1,352,607)				$ (127,136)				$ (20,722)				$ (1,352,607)	$ (127,136)	$ (20,722)

Segment Reporting and Geographic Information - Schedule of Revenues Generated by Geographical Area (Detail) - USD ($) $ in Thousands	3 Months Ended												12 Months Ended
	Dec. 31, 2013	Sep. 30, 2013	Jun. 30, 2013	Mar. 31, 2013	Dec. 31, 2012	Sep. 30, 2012	Jun. 30, 2012	Mar. 31, 2012	Dec. 31, 2011	Sep. 30, 2011	Jun. 30, 2011	Mar. 31, 2011	Dec. 31, 2013	Dec. 31, 2012	Dec. 31, 2011
Revenues from External Customers and Long-Lived Assets [Line Items]
Revenues	$ 257,231	$ 193,982	$ 137,091	$ 113,999	$ 108,503	$ 70,988	$ 54,540	$ 44,560	$ 44,085	$ 47,389	$ 44,094	$ 41,508	$ 702,303	$ 278,591	$ 177,076
United States
Revenues from External Customers and Long-Lived Assets [Line Items]
Revenues													627,969	247,869	$ 177,076
Canada
Revenues from External Customers and Long-Lived Assets [Line Items]
Revenues													$ 74,334	$ 30,722

Subsequent Events - Additional information (Detail) - USD ($) $ / shares in Units, $ in Thousands					1 Months Ended		12 Months Ended
	Jan. 15, 2014	Jan. 05, 2014	Dec. 12, 2013	Mar. 31, 2012	Feb. 28, 2014	Aug. 31, 2013	Dec. 31, 2013	Dec. 31, 2012	Dec. 31, 2011	Feb. 18, 2014	Jan. 21, 2014	Oct. 10, 2013
Subsequent Event [Line Items]
Payments of ordinary dividends, preferred stock and preference stock							$ 2,972	$ 3,000	$ 375
Common stock, par value							$ 0.001	$ 0.001
Common stock, shares issued							30,583,073	18,002,985				608,467
Equity issuance, per share amount				$ 15.75		$ 22.75
Proceeds from issuance of common stock				$ 137,000		$ 239,500	$ 239,496	$ 136,961
Convertible Senior Notes [Member]
Subsequent Event [Line Items]
Aggregate value of convertible notes												$ 10,000
Dividend Paid [Member]
Subsequent Event [Line Items]
Preferred stock, dividend rate, per-dollar-amount			$ 10
Subsequent Event [Member]
Subsequent Event [Line Items]
Common stock, par value										$ 0.001	$ 0.001
Common stock, shares issued										795,814	795,814
Stock issued during period, shares, new issues					15,000,000
Shares issued and sold as a result of the full exercise of the underwriters' over-allotment option					2,250,000
Equity issuance, per share amount					$ 25.00
Proceeds from issuance of common stock					$ 413,300
Subsequent Event [Member] \| Convertible Senior Notes [Member]
Subsequent Event [Line Items]
Debt instrument, interest rate, stated percentage										4.50%	4.50%
Aggregate value of convertible notes										$ 13,100	$ 13,100
Subsequent Event [Member] \| Dividend Paid [Member]
Subsequent Event [Line Items]
Payments of ordinary dividends, preferred stock and preference stock	$ 700
Subsequent Event [Member] \| Pacer International [Member]
Subsequent Event [Line Items]
Common stock, par value		$ 0.010
Right to receive price per share		6.00
Base line share price		3.00
Subsequent Event [Member] \| Pacer International [Member] \| Common Stock [Member]
Subsequent Event [Line Items]
Common stock, par value		0.001
Subsequent Event [Member] \| Minimum [Member] \| Pacer International [Member]
Subsequent Event [Line Items]
Volume weighted average price per share		23.12
Subsequent Event [Member] \| Maximum [Member] \| Pacer International [Member]
Subsequent Event [Line Items]
Volume weighted average price per share		32.94
Subsequent Event [Member] \| less than or equal to $23.12 per share [Member] \| Pacer International [Member]
Subsequent Event [Line Items]
Exchange ratio per share		0.1298
Subsequent Event [Member] \| greater than or equal to $32.94 per share [Member] \| Pacer International [Member]
Subsequent Event [Line Items]
Exchange ratio per share		$ 0.0911