US Market News
2週前
FedEx Completes Spin-Off of FedEx FreightJune 1, 2026 6:30 AM
Business Wire Creates Two Independent, Industry-Leading Public Companies Positioned to Deliver Long-Term Stockholder Value FedEx Freight Begins Trading Today on the New York Stock Exchange under Ticker “FDXF” FedEx Corp. (NYSE: FDX, “FedEx”) today announced the completion of its spin-off of FedEx Freight Holding Company, Inc. (NYSE: FDXF, “FedEx Freight”), establishing FedEx Freight as an independent, publicly traded company and focused leader in the North American less-than-truckload (LTL) industry. FedEx Freight common stock will begin “regular way” trading today on the New York Stock Exchange (“NYSE”) under the ticker symbol “FDXF.” FedEx will continue to trade on the NYSE under the ticker symbol “FDX.” “The successful separation of FedEx Freight is a pivotal milestone, positioning two independent companies to lead their respective industries and create long-term value for their stockholders,” said Raj Subramaniam, FedEx president and chief executive officer. “Today’s spin-off positions FedEx Freight to build on its market-leading scale and a customer-focused culture, and advances the next chapter for FedEx as the industrial network that helps power the global economy.” The spin-off was achieved through the distribution by FedEx of 80.1% of the outstanding shares of FedEx Freight’s common stock on a pro rata basis to the holders of FedEx common stock. Each FedEx stockholder received one share of FedEx Freight common stock for every two shares of FedEx common stock held of record as of the close of business on May 15, 2026. Stockholders will receive cash in lieu of fractional shares of FedEx Freight common stock. FedEx retained 19.9% of the outstanding shares of FedEx Freight common stock. FedEx will dispose of such shares within 24 months of the completion of the separation through one or more subsequent exchanges in repayment of certain FedEx debt held by FedEx creditors and/or through distributions to stockholders of FedEx as dividends or in exchange for outstanding shares of FedEx common stock. Goldman Sachs & Co. LLC and J.P. Morgan Securities LLC served as the financial advisors, and Skadden, Arps, Slate, Meagher & Flom LLP served as legal counsel. About FedEx Corp. FedEx Corp. (NYSE: FDX) provides customers and businesses worldwide with a broad portfolio of transportation, e-commerce, and business services. With annual revenue of $92 billion*, the company offers integrated business solutions utilizing its flexible, efficient, and intelligent global network. Consistently ranked among the world’s most admired and trusted employers, FedEx inspires its more than 500,000 employees to remain focused on safety, the highest ethical and professional standards, and the needs of their customers and communities. FedEx is committed to connecting people and possibilities around the world responsibly and resourcefully, with a goal to achieve carbon-neutral operations by 2040. To learn more, please visit fedex.com/about. *Inclusive of FedEx Freight. Update to be provided following FedEx’s Q4 FY26 earnings call on June 23, 2026. Forward Looking Statements Certain statements in this press release may be considered forward-looking statements within the meaning of the Private Securities Litigation Reform Act, such as statements regarding the FedEx Freight business following its separation from FedEx into a new publicly traded company. Forward-looking statements include those preceded by, followed by, or that include the words “will,” “may,” “could,” “would,” “should,” “believes,” “expects,” “forecasts,” “anticipates,” “plans,” “estimates,” “targets,” “projects,” “intends,” or similar expressions. Such forward-looking statements are subject to risks, uncertainties, and other factors which could cause actual results to differ materially from historical experience or from future results expressed or implied by such forward-looking statements. Potential risks and uncertainties include, but are not limited to, the possibility that the separation of FedEx Freight from FedEx will not result in the intended benefits; the possibility of disruption, including changes to existing business relationships, disputes, litigation, or unanticipated costs, in connection with the separation; uncertainty of the expected financial performance of FedEx following the separation; evolving legal, regulatory, and tax regimes; changes in global economic conditions; actions by third parties, including government agencies; FedEx’s ability to successfully implement its business strategy and global transformation program, and its ability to optimize its network through Network 2.0; FedEx’s ability to achieve cost-reduction initiatives and financial performance goals; and other factors which can be found in FedEx’s press releases and filings with the U.S. Securities and Exchange Commission, including its Annual Report on Form 10-K for the fiscal year ended May 31, 2025, and subsequently filed Quarterly Reports on Form 10-Q. Any forward-looking statement speaks only as of the date on which it is made. Neither FedEx nor anyone else undertakes or assumes any obligation to update or revise any forward-looking statement, whether as a result of new information, future events, or otherwise. View source version on businesswire.com: https://www.businesswire.com/news/home/20260601524105/en/ FedEx Corp. Media Contact:
Caitlin Adams Maier
mediarelations@fedex.com FedEx Corp. Investor Relations Contact:
Jeni Hollander
ir@fedex.com Original: FedEx Completes Spin-Off of FedEx Freight
US Market News
4週前
FedEx Board of Directors Approves Spin-off of FedEx FreightMay 13, 2026 9:47 AM
Business Wire FedEx Stockholders to Receive One Share of FedEx Freight for Every Two Shares of FedEx Owned FedEx Freight to Begin Trading on NYSE on June 1, 2026 under Ticker “FDXF;” FedEx Will Continue to Trade on NYSE under Ticker “FDX” FedEx Corp. (NYSE: FDX, “FedEx”) today announced that its Board of Directors (the “FedEx Board”) has approved the previously announced separation of the FedEx Freight business. The FedEx Board declared a pro rata dividend of 80.1% of the outstanding shares of common stock of FedEx Freight Holding Company, Inc. (“FedEx Freight”) to FedEx’s stockholders of record as of the close of business on May 15, 2026 (the “Record Date”) to achieve the separation. Following the separation, FedEx Freight common stock will begin trading on the New York Stock Exchange (the “NYSE”) on June 1, 2026 under the symbol “FDXF.” “Today’s announcement is an important step as we prepare for a seamless separation of the FedEx Freight business on June 1,” said R. Brad Martin, executive chairman of the FedEx Board and incoming chairman of the FedEx Freight Board of Directors (the “FedEx Freight Board”). “As separate organizations, FedEx and FedEx Freight will build on their respective industry leadership positions to serve customers with excellence, while creating value for their stockholders.” Distribution Details FedEx stockholders will be entitled to receive one share of FedEx Freight common stock for every two shares of FedEx common stock held as of the Record Date. Stockholders will receive cash in lieu of fractional shares of FedEx Freight common stock. FedEx will retain 19.9% of the outstanding shares of FedEx Freight common stock. FedEx will dispose of such shares within 24 months of the completion of the separation through one or more subsequent exchanges in repayment of certain FedEx debt held by FedEx creditors and/or through distributions to stockholders of FedEx as dividends or in exchange for outstanding shares of FedEx common stock. The distribution of FedEx Freight common stock is expected to be tax-free to holders of FedEx common stock for U.S. federal income tax purposes. Trading Details Beginning May 27, 2026 and ending at the close of business on May 29, 2026, it is expected that there will be two markets for FedEx common stock on the NYSE, a “regular-way” market and an “ex-distribution” market, and a “when-issued” market for FedEx Freight: Shares of FedEx common stock that trade on the “regular-way” market beginning on the Record Date will trade under the symbol “FDX” with an entitlement to receive shares of FedEx Freight common stock in the distribution. Shares of FedEx common stock that trade on the “ex-distribution” market will trade under the symbol “FDX WI” without an entitlement to receive shares of FedEx Freight common stock in the distribution. Holders of FedEx common stock as of the Record Date can sell those shares on the “ex-distribution” market up to and including May 29, 2026 and still receive shares of FedEx Freight common stock. Holders of FedEx common stock as of the Record Date can sell their entitlements to receive shares of FedEx Freight common stock to be distributed without selling their shares of FedEx common stock on the “when-issued” market up to and including May 29, 2026, and such entitlements to shares of FedEx Freight common stock to be distributed will trade under the symbol “FDXF WI.” Cash Distribution In connection with the separation and distribution, FedEx Freight will pay a cash dividend of approximately $4.1 billion to FedEx prior to the separation from the proceeds of the $3.7 billion senior notes offering completed in February 2026 and borrowings under its delayed-draw term loan facility. Debt Redemption In connection with the separation, FedEx has also announced that it has given notice of its intention to redeem all €354,878,000 outstanding aggregate principal amount of its 1.300% notes due 2031 (ISIN: XS2034629134) (NYSE: FDX 31) (the “Notes”) with a redemption date of May 28, 2026 (the “Redemption Date”). The Notes will be redeemed at a redemption price equal to the greater of (i) 100% of the principal amount of the Notes and (ii) the sum of the present values of the remaining scheduled payments of principal and interest on the Notes that would be due if the Notes matured on May 5, 2031 (the par call date), not including any portion of such payments of interest accrued as of the redemption date, discounted to the redemption date on an ACTUAL/ACTUAL (ICMA) day count basis, at a comparable government bond rate (calculated the third business day prior to the redemption date) plus 25 basis points, plus, in each case, accrued and unpaid interest on the Notes to the Redemption Date. Payment of the redemption price for the Notes will be made in accordance with the applicable procedures of Euroclear Bank SA/NV and Clearstream Banking, S.A. U.S. Bank Europe DAC, U.K. Branch is the paying agent for the Notes. Holders with questions regarding the redemption may contact the paying agent at U.S. Bank Europe DAC, UK Branch, 125 Old Broad Street, Fifth Floor, London EC2N 1AR, United Kingdom. This press release does not constitute a notice of redemption for the Notes. Furthermore, this press release shall not constitute an offer to sell nor a solicitation of an offer to buy any security, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction. About FedEx Corp. FedEx Corp. (NYSE: FDX) provides customers and businesses worldwide with a broad portfolio of transportation, e-commerce, and business services. With annual revenue of $92 billion, the company offers integrated business solutions utilizing its flexible, efficient, and intelligent global network. Consistently ranked among the world’s most admired and trusted employers, FedEx inspires its more than 500,000 employees to remain focused on safety, the highest ethical and professional standards, and the needs of their customers and communities. FedEx is committed to connecting people and possibilities around the world responsibly and resourcefully, with a goal to achieve carbon-neutral operations by 2040. To learn more, please visit fedex.com/about. About FedEx Freight FedEx Freight is North America’s largest LTL carrier, delivering industry-leading published transit times, service levels, and reliability. FedEx Freight’s service offerings — including Priority, Economy, and Direct — allow customers to balance speed and cost to meet their unique needs. FedEx Custom Critical, a subsidiary of FedEx Freight, provides expedited, time- and temperature-specific freight solutions, including Surface Expedite and White Glove Services, available 24/7/365. With nearly 30,000 vehicles and 40,000 dedicated team members to support its unmatched network of over 365 locations, we ensure freight arrives safely, securely, and on time across all 50 U.S. states, Canada, Mexico, Puerto Rico, and the U.S. Virgin Islands. After the spin-off, FedEx Freight will operate as an independent company, leveraging operational efficiency, data-driven technology, and a focused sales organization to provide outstanding service. Forward-Looking Statements Certain statements in this press release may be considered forward-looking statements within the meaning of the Private Securities Litigation Reform Act, such as statements regarding future financial targets, the planned tax-free separation of the FedEx Freight business into a new publicly traded company, business strategies, management’s views with respect to future events and financial performance, and the assumptions underlying such targets, expected cost savings, strategies, and statements. Forward-looking statements include those preceded by, followed by, or that include the words “will,” “may,” “could,” “would,” “should,” “believes,” “expects,” “forecasts,” “anticipates,” “plans,” “estimates,” “targets,” “projects,” “intends,” or similar expressions. Such forward-looking statements are subject to risks, uncertainties, and other factors which could cause actual results to differ materially from historical experience or from future results expressed or implied by such forward-looking statements. Potential risks and uncertainties include, but are not limited to: potential uncertainty during the pendency of the separation transaction that could affect FedEx’s or FedEx Freight’s financial performance; the possibility that the separation transaction will not be completed within the anticipated time period or at all; the possibility that the separation transaction will not result in the intended benefits; the possibility of disruption, including changes to existing business relationships, disputes, litigation, or unanticipated costs in connection with the separation transaction; FedEx’s or FedEx Freight’s ability to obtain any consents or approvals required to complete the separation; uncertainty of the expected financial performance of FedEx or FedEx Freight following completion of the transaction; negative effects of the announcement or pendency of the transactions, including the separation and redemption, on the market price of FedEx’s securities and/or on the financial performance of FedEx or FedEx Freight; FedEx’s ability to redeem the Notes within the contemplated timing and/or parameters; evolving legal, regulatory, and tax regimes; changes in the economic conditions in the global markets in which FedEx or FedEx Freight operates; actions by third parties, including government agencies; FedEx’s and FedEx Freight’s ability to successfully implement their respective business strategy and global transformation program and FedEx’s ability to optimize FedEx’s network through Network 2.0; FedEx’s and FedEx Freight’s ability to achieve cost-reduction initiatives and financial performance goals; and other factors which can be found in FedEx’s and FedEx Freight’s press releases and FedEx’s and FedEx Freight’s filings with the U.S. Securities and Exchange Commission, including FedEx’s Annual Report on Form 10-K for the fiscal year ended May 31, 2025, and subsequently filed Quarterly Reports on Form 10-Q, and FedEx Freight’s Registration Statement on Form 10 filed in connection with the separation. Any forward-looking statement speaks only as of the date on which it is made. Neither FedEx nor FedEx Freight nor anyone else undertakes or assumes any obligation to update or revise any forward-looking statement, whether as a result of new information, future events, or otherwise. View source version on businesswire.com: https://www.businesswire.com/news/home/20260512056825/en/ FedEx Corp. Media Contact:
Caitlin Adams Maier
mediarelations@fedex.com FedEx Freight Media Contact:
Kelly Crow
media@fedexfreight.com FedEx Corp. Investor Relations Contact:
Jeni Hollander
ir@fedex.com FedEx Freight Investor Relations Contact:
Marianna Rose
ir@fedexfreight.com Original: FedEx Board of Directors Approves Spin-off of FedEx Freight
US Market News
1月前
FedEx Announces Effectiveness of Form 10 Registration Statement for FedEx FreightMay 11, 2026 9:29 AM
Business Wire Separation Remains on Track for June 1, 2026 FedEx Corp. (NYSE: FDX, “FedEx”) today announced that the U.S. Securities and Exchange Commission (the “SEC”) declared effective the Registration Statement on Form 10 (“Form 10”) filed by FedEx Freight Holding Company, Inc. (“FedEx Freight”) in connection with the previously announced separation of FedEx Freight from FedEx into a new, publicly traded company. This milestone concludes the SEC’s review of the Form 10. The separation remains on track for June 1, 2026, subject to final approval by the FedEx Board of Directors and the satisfaction or waiver of customary conditions. About FedEx Corp. FedEx Corp. (NYSE: FDX) provides customers and businesses worldwide with a broad portfolio of transportation, e-commerce, and business services. With annual revenue of $92 billion, the company offers integrated business solutions utilizing its flexible, efficient, and intelligent global network. Consistently ranked among the world’s most admired and trusted employers, FedEx inspires its more than 500,000 employees to remain focused on safety, the highest ethical and professional standards, and the needs of their customers and communities. FedEx is committed to connecting people and possibilities around the world responsibly and resourcefully, with a goal to achieve carbon-neutral operations by 2040. To learn more, please visit fedex.com/about. About FedEx Freight FedEx Freight is North America’s largest LTL carrier, delivering industry-leading published transit times, service levels, and reliability. FedEx Freight’s service offerings — including Priority, Economy, and Direct — allow customers to balance speed and cost to meet their unique needs. FedEx Custom Critical, a subsidiary of FedEx Freight, provides expedited, time- and temperature-specific freight solutions, including Surface Expedite and White Glove Services, available 24/7/365. With nearly 30,000 vehicles and 40,000 dedicated team members to support its unmatched network of over 365 locations, we ensure freight arrives safely, securely, and on time across all 50 U.S. states, Canada, Mexico, Puerto Rico, and the U.S. Virgin Islands. After the spin-off, FedEx Freight will operate as an independent company, leveraging operational efficiency, data-driven technology, and a focused sales organization to provide outstanding service. Forward-Looking Statements Certain statements in this press release may be considered forward-looking statements within the meaning of the Private Securities Litigation Reform Act, such as statements regarding future financial targets, the planned tax-free separation of the FedEx Freight business into a new publicly traded company, business strategies, management’s views with respect to future events and financial performance, and the assumptions underlying such targets, expected cost savings, strategies, and statements. Forward-looking statements include those preceded by, followed by, or that include the words “will,” “may,” “could,” “would,” “should,” “believes,” “expects,” “forecasts,” “anticipates,” “plans,” “estimates,” “targets,” “projects,” “intends,” or similar expressions. Such forward-looking statements are subject to risks, uncertainties, and other factors which could cause actual results to differ materially from historical experience or from future results expressed or implied by such forward-looking statements. Potential risks and uncertainties include, but are not limited to: FedEx’s or FedEx Freight’s ability to obtain any consents or approvals required to complete the separation; potential uncertainty during the pendency of the separation transaction that could affect FedEx’s or FedEx Freight’s financial performance; the possibility that the separation transaction will not be completed within the anticipated time period or at all; the possibility that the separation transaction will not result in the intended benefits; the possibility of disruption, including changes to existing business relationships, disputes, litigation, or unanticipated costs in connection with the separation transaction; uncertainty of the expected financial performance of FedEx or FedEx Freight following completion of the transaction; negative effects of the announcement or pendency of the transactions on the market price of FedEx’s securities and/or on the financial performance of FedEx or FedEx Freight; evolving legal, regulatory, and tax regimes; changes in the economic conditions in the global markets in which FedEx or FedEx Freight operates; actions by third parties, including government agencies; FedEx’s and FedEx Freight’s ability to successfully implement their respective business strategy and global transformation program and FedEx’s ability to optimize FedEx’s network through Network 2.0; FedEx’s and FedEx Freight’s ability to achieve cost-reduction initiatives and financial performance goals; and other factors which can be found in FedEx’s and FedEx Freight’s press releases and FedEx’s and FedEx Freight’s filings with the U.S. Securities and Exchange Commission, including FedEx’s Annual Report on Form 10-K for the fiscal year ended May 31, 2025, and subsequently filed Quarterly Reports on Form 10-Q, and FedEx Freight’s Registration Statement on Form 10 filed in connection with the separation. Any forward-looking statement speaks only as of the date on which it is made. Neither FedEx nor FedEx Freight nor anyone else undertakes or assumes any obligation to update or revise any forward-looking statement, whether as a result of new information, future events, or otherwise. View source version on businesswire.com: https://www.businesswire.com/news/home/20260510520674/en/ FedEx Corp. Media Contact:
Caitlin Adams Maier
mediarelations@fedex.com FedEx Freight Media Contact:
Kelly Crow
media@fedexfreight.com FedEx Corp. Investor Relations Contact:
Jeni Hollander
ir@fedex.com FedEx Freight Investor Relations Contact:
Marianna Rose
ir@fedexfreight.com Original: FedEx Announces Effectiveness of Form 10 Registration Statement for FedEx Freight
US Market News
1月前
FedEx and ServiceNow expand strategic collaboration with new AI-powered supply chain solutionMay 5, 2026 12:59 PM
Business Wire Collaboration powers enterprise-wide AI-driven automation and embeds intelligence across workflows Knowledge 2026 – Today, FedEx (NYSE: FDX) and ServiceNow (NYSE: NOW), the AI control tower for business reinvention, are furthering their collaboration by embedding trusted logistics intelligence from FedEx Dataworks — the insights and intelligence platform moving FedEx beyond transportation — directly into existing ServiceNow Source-to-Pay (S2P) journeys as well as building net-new Supply Chain Management workflows. The companies will seek to optimize workflows to improve supply chain visibility, exception management, and customer experiences, beginning with a suite of procurement solutions. “As the pace of change accelerates, supply chain transformation is the only way forward,” said Bill McDermott, chairman and CEO of ServiceNow. “That’s why I’m proud to partner with FedEx, home to the world’s richest datasets on the movement of goods, people, and commerce — combining ServiceNow’s agentic workflows with FedEx intelligence to power resilient value chains that never stop running.” “The physical scale and reach of the FedEx global network generates more than 2 petabytes of data daily,” said Raj Subramaniam, president and chief executive officer of FedEx Corporation. “The expanded collaboration with ServiceNow and FedEx Dataworks combines and leverages the power of this network DNA with ServiceNow’s AI-driven capabilities. By bringing our strengths together, we are improving customer workflows and making supply chains smarter for everyone.” Developing intelligent Source-to-Pay with FedEx Dataworks Supply chain disruptions remain pervasive, with rising fragmentation and complexity increasing both costs and operational anomaly for large enterprises. The industry has long prioritized increased visibility to establish a clear understanding of the “what” and “where.” The new solution from FedEx and ServiceNow enables the “what’s next” and utilizes data insights like shipment delays from the FedEx physical network to automatically trigger workflows to help resolve disruptions. An intelligent Source-to-Pay solution suite will extend the value of ServiceNow Source-to-Pay Operations by infusing data, signals, and domain expertise from FedEx Dataworks directly into ServiceNow AI-driven procurement workflows. Instead of toggling between systems, procurement teams get near real-time logistics intelligence surfaced at the moment of decision, inside the platform where they already work. This will include three key capabilities: Supplier Insights: Procurement teams can request insights from FedEx Dataworks based on informed FedEx network data, reducing uncertainty in supplier lifecycle management. Supplier Visibility: Provides an automated supplier assessment during onboarding based on FedEx Dataworks intelligence, bolstered by the company’s deep supply chain expertise. Assessment insights surfaced directly within ServiceNow workflows give procurement teams early visibility to act before issues occur. Success Indicators: Post onboarding, provides actionable insights powered by ServiceNow supplier data and FedEx Dataworks anonymized, best-in-class industry benchmarks, enabling more proactive, data-driven supplier management. Together, FedEx and ServiceNow look forward to exploring other innovations that help define the future of intelligent supply chain management. Additional Information Explore the ServiceNow AI Platform. Learn more about FedEx Dataworks. About ServiceNow ServiceNow (NYSE: NOW) is the AI control tower for business reinvention. The ServiceNow AI Platform integrates with any cloud, any model, and any data source to orchestrate how work flows across the enterprise. By unifying legacy systems, departmental tools, cloud applications, and AI agents, ServiceNow provides a single pane of glass that connects intelligence to execution across every corner of business. With more than 100 billion workflows running on the platform each year, ServiceNow helps organizations turn fragmented operations into coordinated, autonomous workflows that deliver measurable results. Learn how ServiceNow puts AI to work for people at www.servicenow.com. About FedEx Corp. FedEx Corp. (NYSE: FDX) provides customers and businesses worldwide with a broad portfolio of transportation, e-commerce, and business services. With annual revenue of $92 billion, the company offers integrated business solutions utilizing its flexible, efficient, and intelligent global network. Consistently ranked among the world's most admired and trusted employers, FedEx inspires its more than 500,000 employees to remain focused on safety, the highest ethical and professional standards, and the needs of their customers and communities. FedEx is committed to connecting people and possibilities around the world responsibly and resourcefully, with a goal to achieve carbon-neutral operations by 2040. To learn more, please visit fedex.com/about. About FedEx Dataworks FedEx Dataworks is the insights and intelligence platform moving FedEx beyond transportation, helping to power global commerce through actionable, data-driven solutions. We combine real-world movement data with advanced analytics and agentic capabilities to create products that enable enterprises and ecosystems to seamlessly optimize their value chains. Built on the trust, scale, and the operational DNA of FedEx, we provide the insights, automation, and predictive intelligence designed to help businesses shift from reactive visibility to coordinated, proactive action. Forward-looking statements This press release contains “forward-looking statements” about the expectations, beliefs, plans, and intentions relating to ServiceNow and FedEx’s expanded collaboration. Such statements include statements regarding future product capabilities and offerings and expected benefits to ServiceNow. Forward-looking statements are subject to known and unknown risks and uncertainties and are based on potentially inaccurate assumptions that could cause actual results to differ materially from those expected or implied by the forward-looking statements. If any such risks or uncertainties materialize or if any of the assumptions prove incorrect, ServiceNow’s results could differ materially from the results expressed or implied by the forward-looking statements made. ServiceNow undertakes no obligation, and does not intend, to update the forward-looking statements. Factors that may cause actual results to differ materially from those in any forward-looking statements include: (i) delays and unexpected difficulties and expenses in executing the product capabilities and offerings, (ii) changes in the regulatory landscape related to AI and (iii) uncertainty as to whether sales will justify the investments in the product capabilities and offerings. Further information on factors that could affect ServiceNow’s financial and other results is included in the filings ServiceNow makes with the Securities and Exchange Commission from time to time. © 2026 ServiceNow, Inc. All rights reserved. ServiceNow, the ServiceNow logo, Now, and other ServiceNow marks are trademarks and/or registered trademarks of ServiceNow, Inc. in the United States and/or other countries. Other company names, product names, and logos may be trademarks of the respective companies with which they are associated. View source version on businesswire.com: https://www.businesswire.com/news/home/20260505190346/en/ Media Contacts
Rachel Alvarez
press@servicenow.com Caitlin Maier
Caitlin.maier@fedex.com Original: FedEx and ServiceNow expand strategic collaboration with new AI-powered supply chain solution
US Market News
2月前
FedEx Freight Hosts Inaugural Investor Day Ahead of Planned Spinoff from FedExApril 8, 2026 8:16 AM
Business Wire
Leadership presents strategy to drive sustainable, profitable growth as an independent, focused leader in the North American LTL industry
FedEx Freight introduces a medium-term financial framework that prioritizes high-quality revenue, margin expansion, free cash flow generation, and disciplined capital management
Separation remains on track for completion on June 1, 2026
FedEx Freight will host its inaugural Investor Day at the New York Stock Exchange (NYSE) in New York City today, ahead of its planned spinoff from FedEx Corporation (NYSE: FDX).
Members of the FedEx Freight executive leadership team, led by incoming president and chief executive officer John Smith, will outline the company’s advantaged positioning as the largest North American less-than-truckload (LTL) carrier and unique value proposition, compelling financial model, and strategy to unlock future profitable growth.
“We are pleased to introduce FedEx Freight as an independent public company to the investment community as we move closer to our next chapter,” said John Smith, incoming president and chief executive officer. “As the largest pure-play LTL carrier in North America, we are combining our market-leading network scale, published transit times, and reliability with a differentiated service model to meet the evolving needs of our customers. Built on a culture of safety above all with 40,000 team members across North America, FedEx Freight is moving forward from a position of strength and a renewed focus and flexibility to build on our competitive advantages, accelerate our growth trajectory, and unlock our full potential.”
“FedEx Freight is well-positioned to drive profitable growth through greater focus, disciplined capital allocation, and targeted investments in its network and technology," said Brad Martin, current executive chairman of the FedEx Corp. board of directors and incoming chairman of the board of FedEx Freight. “As a long-established leader in an attractive LTL market, FedEx Freight is committed to executing its focused strategy and creating sustainable long-term value for stockholders.”
Delivering the New FedEx Freight
The company will outline four strategic priorities to deliver on its strategy as an independent company and achieve its financial goals:
Optimizing the Network: LTL-focused operating model designed to drive efficiency through network optimization, fleet modernization, and lower cost-to-serve initiatives, with safety and service excellence at the forefront;
Leading Commercial Offering: Differentiated commercial strategy that offers customers the flexibility to choose between superior transit times or more economic alternatives, a dedicated LTL salesforce, and targeted growth in attractive verticals, supported by simplified processes and an enhanced digital customer experience;
Advancing Technology Capabilities: Modernized technology strategy that streamlines systems, strengthens data and analytics capabilities, and leverages automation and AI to enable commercial execution and optimize operational performance; and
Financial Value Creation: Accelerating profitable growth, driving free cash flow durability, and maintaining a disciplined approach to capital allocation to unlock compelling value for stockholders.
Medium-Term Financial Outlook
The company is introducing a comprehensive medium-term financial framework with the following outlook:
Financial Metric
Medium-Term Outlook¹
Revenue Growth
4-6% CAGR
Adjusted Operating Income Growth
10-12% CAGR
CapEx to Revenue Ratio
~5%
Free Cash Flow Generation
>$1.0 billion
Free Cash Flow Conversion
>90%
¹FY26 outlook used as baseline for CAGR
Webcast and Materials
The Investor Day will be streamed beginning at 9:00 a.m. ET / 8:00 a.m. CT on April 8 at ir.fedexfreight.com. Individuals may view the presentation and download the materials presented during the meeting. This news release contains only a short summary of some of the information presented and should be read in conjunction with the management presentations and other materials made available on the website.
Additional Information
FedEx Freight is expected to spin off from FedEx on June 1, 2026, subject to final approval from the FedEx Corporation Board of Directors and other customary conditions. FedEx Freight common stock is expected to be listed on the New York Stock Exchange under the ticker symbol “FDXF.” The planned spinoff of FedEx Freight is intended to be tax-free for FedEx and FedEx stockholders for U.S. federal income tax purposes.
About FedEx Corp.
FedEx Corp. (NYSE: FDX) provides customers and businesses worldwide with a broad portfolio of transportation, e-commerce, and business services. With annual revenue of $92 billion, the company offers integrated business solutions utilizing its flexible, efficient, and intelligent global network. Consistently ranked among the world's most admired and trusted employers, FedEx inspires its more than 500,000 employees to remain focused on safety, the highest ethical and professional standards, and the needs of their customers and communities. FedEx is committed to connecting people and possibilities around the world responsibly and resourcefully, with a goal to achieve carbon-neutral operations by 2040. To learn more, please visit fedex.com/about.
About FedEx Freight
FedEx Freight is North America’s largest LTL carrier, delivering industry-leading published transit times, service levels, and reliability. FedEx Freight’s service offerings – including Priority, Economy, and Direct – allow customers to balance speed and cost to meet their unique needs. FedEx Custom Critical, a subsidiary of FedEx Freight, provides expedited, time- and temperature-specific freight solutions, including Surface Expedite and White Glove Services, available 24/7/365. With nearly 30,000 vehicles and 40,000 dedicated team members to support its unmatched network of approximately 365 locations, we ensure freight arrives safely, securely, and on time across all 50 U.S. states, Canada, Mexico, Puerto Rico, and the U.S. Virgin Islands. After the spin-off, FedEx Freight will operate as an independent company, leveraging operational efficiency, data-driven technology, and a focused sales organization to provide outstanding service.
Forward-Looking Statements and Non-GAAP Financial Measures
Certain statements in this press release may be considered forward-looking statements within the meaning of the Private Securities Litigation Reform Act, such as statements regarding future financial targets, the planned tax-free full separation of the FedEx Freight business into a new publicly traded company, business strategies, management’s views with respect to future events and financial performance, and the assumptions underlying such targets, expected cost savings, strategies, and statements.
Forward-looking statements include those preceded by, followed by, or that include the words “will,” “may,” “could,” “would,” “should,” “believes,” “expects,” “forecasts,” “anticipates,” “plans,” “estimates,” “targets,” “projects,” “intends” or similar expressions. Such forward-looking statements are subject to risks, uncertainties, and other factors which could cause actual results to differ materially from historical experience or from future results expressed or implied by such forward-looking statements. Potential risks and uncertainties include, but are not limited to, economic conditions in the markets in which FedEx Freight operates; significant changes in the volumes of shipments transported through FedEx Freight’s network, customer demand for FedEx Freight’s various services, or the prices it obtains for its services; geopolitical developments and additional changes in international trade policies and relations; the price and availability of fuel; failure to successfully implement FedEx Freight’s business strategy and effectively respond to changes in market dynamics and customer preferences; our ability to successfully implement the spin-off and achieve some or all of its anticipated benefits, or if such benefits are delayed; the spin-off not being completed; the consequences of FedEx Freight no longer operating as part of a globally diversified company; costs of restructuring transactions or dis-synergies and other costs incurred in connection with the spin-off exceeding FedEx and FedEx Freight’s estimates; the distribution of shares of FedEx Freight, together with certain related transactions, not qualifying for the intended tax treatment, in which case FedEx, its stockholders, and FedEx Freight could be subject to significant liabilities; a significant data breach or other disruption to FedEx Freight’s technology infrastructure, and its ability to mitigate the technological, operational, legal, regulatory, and reputational risks related to emerging technologies such as autonomous technology and artificial intelligence (“AI”); increased insurance and claims expenses related to vehicle accidents, workers’ compensation claims, property and cargo loss, general business liabilities, and benefits paid under employee disability programs; failure to receive or collect expected insurance coverage; the effect of any international conflicts or terrorist activities; failure of third-party service providers to perform as expected, or disruptions in FedEx Freight’s relationships with those providers or their provision of services to FedEx Freight; widespread outbreak of an illness or any other communicable disease or public health crisis; damage to FedEx Freight’s or FedEx’s reputation or loss of brand equity; the intense competition within FedEx Freight’s industry; FedEx Freight’s ability to manage its network capacity and cost structure for capital expenditures and operating expenses, and match it to shifting and future customer volume levels; FedEx Freight’s ability to maintain good relationships with its employees and avoid attempts by labor organizations to organize groups of its employees; any effects on FedEx Freight’s businesses resulting from evolving or new U.S. domestic or international government regulations, laws, policies, and actions; any liability resulting from and the costs of defending against litigation and governmental proceedings; the sufficiency of insurance coverage FedEx Freight purchases; the effect of technology developments (including AI and machine learning) on FedEx Freight’s operations and on demand for its services, and FedEx Freight’s ability to identify and eliminate unnecessary information technology redundancy and complexity throughout the organization; disruptions in global supply chains; constraints, volatility, or disruption in the global capital and credit markets; FedEx Freight’s ability to maintain its current credit ratings, commercial paper ratings, and senior unsecured debt credit ratings, its ability to meet credit agreement financial covenants. and other factors which can be found in FedEx Corp.’s and its subsidiaries’ press releases and filings with the Securities and Exchange Commission (SEC), including the registration statement on Form 10 filed by FedEx Freight Holding Company, Inc. and FedEx Corp.’s Annual Report on Form 10-K for the fiscal year ended May 31, 2025 and subsequent Quarterly Reports on Form 10-Q. Any forward-looking statement speaks only as of the date on which it is made. We do not undertake or assume any obligation to update or revise any forward-looking statement, whether as a result of new information, future events, or otherwise.
FedEx Freight reports its financial results in accordance with accounting principles generally accepted in the United States (GAAP or reported). The company supplements the reporting of its financial information determined in accordance with GAAP with certain non-GAAP (or adjusted) financial measures, including the medium-term outlook for FedEx Freight’s adjusted operating income growth, free cash flow generation, and net income to free cash flow conversion. We do not provide a reconciliation of FedEx Freight’s medium-term adjusted operating income or free cash flow outlook to the most directly comparable GAAP measures because we are unable to provide a meaningful or accurate calculation or estimation of reconciling items without unreasonable effort. These items are inherently uncertain and depend on various factors, many of which are beyond our control, and as such, any associated estimate and its impact on FedEx Freight’s GAAP financial measures could vary materially. We present the compound annual growth rate of FedEx Freight’s medium-term adjusted operating income outlook compared to its fiscal 2026 adjusted operating income outlook, which excludes estimated costs related to the spin-off of FedEx Freight from FedEx. Estimated costs related to the spin-off are excluded from FedEx Freight’s medium-term adjusted operating income outlook because they are unrelated to FedEx Freight’s core operating performance and to assist investors with assessing trends in its underlying businesses.
While FedEx Freight views free cash flow as cash provided by operating activities less capital expenditures, free cash flow is not defined under GAAP. Therefore, FedEx Freight’s medium-term free cash flow generation and net income to free cash flow conversion outlook should not be considered a substitute for income or cash flow data prepared in accordance with GAAP and may not be comparable to similarly titled measures used by other companies. It should not be inferred that FedEx Freight’s free cash flow represents amounts available for discretionary expenditures.
FedEx Freight’s non-GAAP financial measures are intended to supplement and should be read together with, and are not an alternative or substitute for, and should not be considered superior to, its reported financial results. Accordingly, users of FedEx Freight’s financial statements should not place undue reliance on these non-GAAP financial measures. Because non-GAAP financial measures are not standardized, it may not be possible to compare these financial measures with other companies’ non-GAAP financial measures having the same or similar names. As required by SEC rules, the table below presents a reconciliation of FedEx Freight’s fiscal 2026 adjusted operating income outlook to the most directly comparable GAAP measure:
(in millions)
FY26 Outlook
Operating Income (GAAP Measure)
$600
Estimated spin-off costs
500
Operating Income (Non-GAAP Measure)
$1,100
View source version on businesswire.com: https://www.businesswire.com/news/home/20260407887168/en/
FedEx Freight Media Contact:
Kelly Crow
media@fedexfreight.com
FedEx Corporation Media Contact:
Caitlin Adams Maier
mediarelations@fedex.com
FedEx Freight Investor Relations Contact:
Marianna Rose
ir@fedexfreight.com
FedEx Corporation Investor Relations Contact:
Jeni Hollander
ir@fedex.com
Original: FedEx Freight Hosts Inaugural Investor Day Ahead of Planned Spinoff from FedEx
US Market News
3月前
FedEx Reports Strong Third Quarter ResultsMarch 19, 2026 4:06 PM
Business Wire
Raises Full-year Fiscal 2026 Earnings Outlook
On Track to Spin Off FedEx Freight on June 1, 2026
FedEx Corp. (NYSE: FDX) today reported the following consolidated results for the third quarter ended February 28 (adjusted measures exclude the items listed below):
Fiscal 2026
Fiscal 2025
As Reported
(GAAP)
Adjusted
(non-GAAP)
As Reported
(GAAP)
Adjusted
(non-GAAP)
Revenue
$24.0 billion
$24.0 billion
$22.2 billion
$22.2 billion
Operating income
$1.35 billion
$1.62 billion
$1.29 billion
$1.51 billion
Operating margin
5.6%
6.7%
5.8%
6.8%
Net income
$1.06 billion
$1.26 billion
$0.91 billion
$1.09 billion
Diluted EPS
$4.41
$5.25
$3.76
$4.51
This year’s and last year’s quarterly consolidated results have been adjusted for:
Impact per diluted share
Fiscal 2026
Fiscal 2025
FedEx Freight spin-off costs
$0.61
$0.07
Business optimization costs
0.21
0.56
Fiscal year change costs
0.02
—
International regulatory and legacy FedEx Ground legal matters
—
0.12
Consolidated operating income improved in the third quarter, reflecting strength in U.S. domestic and International Priority package yields, continued cost savings from transformation initiatives, and increased U.S. domestic package volume. Net income includes a tax benefit of $99 million ($0.41 per diluted share) from the recognition of certain foreign tax loss carryforwards.
“Team FedEx delivered another quarter of strong financial results and excellent service for our customers, powered by disciplined operational execution, the resilience of our global network, and the accelerating impact of our advanced digital solutions,” said Raj Subramaniam, FedEx Corp. president and chief executive officer. “We are the industrial network that powers the global economy, and our network and digital transformation is enabling us to make supply chains smarter for everyone. Our strategy not only strengthens our operations but also drives robust free cash flow, positioning FedEx to deliver durable, long-term value for stockholders.”
Federal Express segment operating results improved during the quarter, driven by higher U.S. domestic and International Priority package yields, continued cost savings from transformation initiatives, and increased U.S. domestic package volume. These factors were partially offset by higher variable incentive compensation expenses and wage rates, the financial impacts of global trade policy changes, increased purchased transportation rates, and the MD-11 groundings.
FedEx Freight segment operating results decreased during the quarter due to increased costs associated with the company's planned spin-off, lower shipments, and higher wage rates, partially offset by increased yield.
FedEx Freight Separation On Track
The planned spin-off of FedEx Freight into a new publicly traded company is on track for June 1, 2026. On February 5, 2026, FedEx Freight completed the issuance of $3.7 billion of senior notes. FedEx Freight intends to distribute the net proceeds from the offering of the notes to FedEx Corporation as part of the consideration for FedEx Corporation’s contribution of assets to FedEx Freight in connection with the spin-off.
FedEx Freight will host an Investor Day in New York City on April 8, 2026.
InPost Offer
On February 9, 2026, FedEx announced that, together with Advent International, A&R Investments, and PPF Group, it reached a conditional agreement on a recommended all-cash offer to take InPost private at €15.60 per share. The transaction is subject to regulatory approvals and customary closing conditions and is expected to close in the second half of 2026. FedEx’s minority investment is anticipated to be accretive to FedEx earnings in the first year, with incremental accretion thereafter.
Outlook
FedEx is unable to forecast the fiscal 2026 mark-to-market (“MTM”) retirement plans accounting adjustments. As a result, FedEx is unable to provide a fiscal 2026 earnings per share (“EPS”) or effective tax rate (“ETR”) outlook on a GAAP basis and is relying on the exemption provided by the Securities and Exchange Commission (“SEC”). It is reasonably possible that the fiscal 2026 MTM retirement plans accounting adjustments could have a material effect on fiscal 2026 consolidated financial results and ETR.
FedEx is revising its fiscal 2026 outlook, and now expects:
A 6.0% to 6.5% revenue growth rate year over year, compared to the prior forecast of 5% to 6% growth;
Diluted earnings per share of $16.05 to $16.85 before the MTM retirement plans accounting adjustments compared to the prior forecast of $14.80 to $16.00, and $19.30 to $20.10 after also excluding costs related to the planned spin-off of FedEx Freight, business optimization initiatives, the planned change in the company's fiscal year end, and an international regulatory matter, compared to the prior forecast of $17.80 to $19.00;
Permanent cost reductions of more than $1 billion in transformation-related savings from structural cost reductions and the advancement of Network 2.0, compared to the prior forecast of $1 billion;
An ETR of approximately 24% prior to the MTM retirement plans accounting adjustments, compared to the prior forecast of approximately 25%;
Pension contributions of $275 million, compared to the prior forecast of up to $275 million; and
Capital spending of no more than $4.1 billion, with a priority on investments in network optimization and efficiency improvement, including fleet and facility modernization and automation, compared to the December forecast of $4.5 billion.
These forecasts assume the company's current economic forecast and fuel price expectations, and no additional adverse economic, geopolitical, or international trade-related developments. FedEx’s ETR and EPS forecasts are based on current law and related regulations and guidance.
“Our third quarter results and improved financial outlook reflect the resilience of our business and outstanding execution against our strategy to drive profitable growth,” said John Dietrich, FedEx Corp. executive vice president and chief financial officer. “As we look ahead, we are very well positioned to drive higher profitability and generate strong free cash flow both this fiscal year and longer-term, supporting meaningful stockholder value creation.”
Corporate Overview
FedEx Corp. (NYSE: FDX) provides customers and businesses worldwide with a broad portfolio of transportation, e-commerce and business services. With annual revenue of $92 billion, the company offers integrated business solutions utilizing its flexible, efficient, and intelligent global network. Consistently ranked among the world's most admired and trusted employers, FedEx inspires its more than 500,000 employees to remain focused on safety, the highest ethical and professional standards and the needs of their customers and communities. FedEx is committed to connecting people and possibilities around the world responsibly and resourcefully, with a goal to achieve carbon-neutral operations by 2040. To learn more, please visit fedex.com/about.
Additional information and operating data are contained in the company’s annual report, Form 10-K, Form 10-Qs, Form 8-Ks and Statistical Books. These materials, as well as a webcast of the earnings release conference call to be held at 5:30 p.m. EDT on March 19, are available on the company’s website at investors.fedex.com. A replay of the conference call webcast will be posted on our website following the call.
The Investor Relations page of our website, investors.fedex.com, contains a significant amount of information about FedEx, including our SEC filings and financial and other information for investors. The information that we post on our Investor Relations website could be deemed to be material information. We encourage investors, the media and others interested in the company to visit this website from time to time, as information is updated and new information is posted.
Certain statements in this press release may be considered forward-looking statements within the meaning of the Private Securities Litigation Reform Act, such as statements regarding expected cost savings, the optimization of our network through Network 2.0, the planned tax-free full separation of the FedEx Freight business into a new publicly traded company (the “FedEx Freight Spin-Off,”), future financial targets, business strategies, management’s views with respect to future events and financial performance, and the assumptions underlying such expected cost savings, targets, strategies, and statements. Forward-looking statements include those preceded by, followed by or that include the words “will,” “may,” “could,” “would,” “should,” “believes,” “expects,” “forecasts,” “anticipates,” “plans,” “estimates,” “targets,” “projects,” “intends” or similar expressions. Such forward-looking statements are subject to risks, uncertainties and other factors which could cause actual results to differ materially from historical experience or from future results expressed or implied by such forward-looking statements. Potential risks and uncertainties include, but are not limited to, economic conditions in the global markets in which we operate; uncertainty and additional volatility in the global trade environment; our ability to successfully implement our business strategies and global transformation program and network optimization initiatives, including Network 2.0 and Tricolor, effectively respond to changes in market dynamics, and achieve the anticipated benefits of such strategies and actions; our ability to achieve our cost reduction initiatives and financial performance goals, including our 2029 financial performance targets; our ability to successfully implement the FedEx Freight Spin-Off and achieve the anticipated benefits of such transaction; the timing and amount of any costs or benefits or any specific outcome, transaction, or change (of which there can be no assurance), or the terms, timing, and structure thereof, related to our global transformation program and other ongoing reviews and initiatives; a significant data breach or other disruption to our technology infrastructure; damage to our reputation or loss of brand equity; our ability to meet our labor and purchased transportation needs while controlling related costs; failure of third-party service providers to perform as expected, or disruptions in our relationships with those providers or their provision of services to FedEx; the effect of any international conflicts or terrorist activities, including as a result of the current conflicts between Russia and Ukraine and in the Middle East; evolving or new U.S. domestic or international laws and government regulations, policies, and actions, including regulatory and/or legal compliance requirements that can affect our ability to efficiently or fully utilize our aircraft; changes in fuel prices or currency exchange rates, including significant increases in fuel prices as a result of the ongoing conflicts between Russia and Ukraine and in the Middle East and other geopolitical and regulatory developments; the effect of intense competition; our ability to match capacity to shifting volume levels; an increase in self-insurance accruals and expenses; loss or delay in the collection of accounts receivable, including those related to tariffs in light of recent judicial rulings; the effect of technology developments, including autonomous technology and artificial intelligence; failure to receive or collect expected insurance coverage; our ability to effectively operate, integrate, leverage, and grow acquired businesses and complete and realize the anticipated benefits of acquisitions and other strategic transactions including FedEx's investment in InPost, as a consortium member, and related commercial agreements; noncash impairment charges related to our goodwill and certain deferred tax assets; the future rate of e-commerce growth; future guidance, regulations, interpretations, challenges, or judicial decisions related to tariffs and our tax positions; labor-related disruptions; legal challenges or changes related to service providers contracted to conduct certain linehaul and pickup-and-delivery operations and the drivers providing services on their behalf and the coverage of U.S. employees at Federal Express Corporation under the Railway Labor Act of 1926, as amended; our ability to quickly and effectively restore operations following adverse weather or a localized disaster or disturbance in a key geography; the effects of a widespread outbreak of an illness or any other communicable disease or public health crises; any liability resulting from and the costs of defending against litigation, including refunds of tariffs; our ability to achieve or demonstrate progress on our goal of carbon-neutral operations by 2040; successful completion of stock repurchases; and other factors which can be found in FedEx Corp.’s and its subsidiaries’ press releases and FedEx Corp.’s filings with the SEC, including our Annual Report on Form 10-K for the fiscal year ended May 31, 2025 and subsequent Quarterly Reports on Form 10-Q. Any forward-looking statement speaks only as of the date on which it is made. We do not undertake or assume any obligation to update or revise any forward-looking statement, whether as a result of new information, future events, or otherwise.
The financial section of this release is provided on the company's website at investors.fedex.com.
RECONCILIATIONS OF NON-GAAP FINANCIAL MEASURES
TO GAAP FINANCIAL MEASURES
Third Quarter Fiscal 2026 and Fiscal 2025 Results
The company reports its financial results in accordance with accounting principles generally accepted in the United States (“GAAP” or “reported”). We have supplemented the reporting of our financial information determined in accordance with GAAP with certain non-GAAP (or “adjusted”) financial measures, including our adjusted third quarter fiscal 2026 and 2025 consolidated operating income and margin, income taxes, net income and diluted earnings per share, adjusted third quarter fiscal 2026 and 2025 Federal Express segment operating income and margin, and adjusted third quarter fiscal 2026 FedEx Freight segment operating income and margin. These financial measures have been adjusted to exclude the effects of the following items (as applicable):
Costs related to the planned spin-off of FedEx Freight incurred in fiscal 2026 and 2025;
Business optimization costs incurred in fiscal 2026 and 2025;
Costs related to the planned change in the company's fiscal year end incurred in fiscal 2026; and
Costs related to international regulatory and legacy FedEx Ground legal matters incurred in fiscal 2025.
In December 2024, FedEx announced that its Board of Directors had decided to pursue a full separation of FedEx Freight through the capital markets, creating a new publicly traded company. The transaction, which will be implemented through the spin-off of shares of the new company to FedEx stockholders, is expected to be tax-free for U.S. federal income tax purposes for FedEx stockholders. We incurred costs associated with the planned spin-off of FedEx Freight in the third quarter of fiscal 2026 and fiscal 2025. These costs were primarily related to professional fees.
Our business optimization costs relate to the following transformation initiatives aimed to improve long-term profitability, drive efficiency within and between our transportation segments, lower our overhead and support costs, and transform our digital capabilities: our Network 2.0 program, the Europe workforce reduction plan, and DRIVE initiatives commenced in prior years. We incurred costs associated with these business optimization initiatives in the third quarter of fiscal 2026 and fiscal 2025. These costs were primarily related to professional services and severance.
In January 2025, FedEx announced that its Board of Directors had approved a change in the company’s fiscal year end from May 31 to December 31, which will be effective June 1, 2026. We incurred costs associated with the planned fiscal year change in the third quarter of fiscal 2026. These costs were primarily related to professional fees.
The charges incurred in connection with the international regulatory matter are extraordinary in nature and do not represent recurring expenses in our ordinary course of business. This item has been reduced in the amount of a gain recognized in the third quarter of fiscal 2025 in connection with the partial reversal of a loss accrual related to a legacy FedEx Ground legal matter that was also extraordinary in nature following a settlement.
Costs related to the planned spin-off of FedEx Freight, business optimization initiatives, the planned fiscal year change, and international regulatory and legacy FedEx Ground legal matters, are excluded from our third quarter fiscal 2026 and 2025 consolidated Federal Express segment and FedEx Freight segment non-GAAP financial measures, as applicable, because they are unrelated to our core operating performance and to assist investors with assessing trends in our underlying businesses.
The income tax effect of these costs is calculated based upon the tax laws and statutory income tax rates applicable in the tax jurisdiction(s) of the underlying non-GAAP adjustment. The impact of these non-GAAP items on the company's effective tax rate represents the difference in the effective tax rate calculated with and without the non-GAAP adjustment.
We believe these adjusted financial measures facilitate analysis and comparisons of our ongoing business operations because they exclude items that may not be indicative of, or are unrelated to, the company's and our business segments' core operating performance, and may assist investors with comparisons to prior periods and assessing trends in our underlying businesses. These adjustments are consistent with how management views our businesses. Management uses these non-GAAP financial measures in making financial, operating and planning decisions and evaluating the company's and each business segments' ongoing performance.
Our non-GAAP financial measures are intended to supplement and should be read together with, and are not an alternative or substitute for, and should not be considered superior to, our reported financial results. Accordingly, users of our financial statements should not place undue reliance on these non-GAAP financial measures. Because non-GAAP financial measures are not standardized, it may not be possible to compare these financial measures with other companies' non-GAAP financial measures having the same or similar names. As required by SEC rules, the tables below present a reconciliation of our presented non-GAAP financial measures to the most directly comparable GAAP measures.
Fiscal 2026 Earnings Per Share and Effective Tax Rate Forecasts
Our fiscal 2026 EPS forecast is a non-GAAP financial measure because it excludes fiscal 2026 MTM retirement plans accounting adjustments, the planned spin-off of FedEx Freight, estimated costs related to business optimization initiatives, the planned fiscal year change, and the partial reversal of a loss accrual related to an international regulatory matter. Our fiscal 2026 ETR forecast is a non-GAAP financial measure because it excludes the effect of fiscal 2026 MTM retirement plans accounting adjustments.
We have provided these non-GAAP financial measures for the same reasons that were outlined above for historical non-GAAP measures. Costs related to the planned spin-off of FedEx Freight, business optimization initiatives, and the planned fiscal year change, as well as the partial reversal of a loss accrual related to an international regulatory matter, are excluded from our fiscal 2026 EPS forecast for the same reasons described above for historical non-GAAP measures.
We are unable to predict the amount of the MTM retirement plans accounting adjustments, as they are significantly affected by changes in interest rates and the financial markets, so such adjustments are not included in our fiscal 2026 EPS and ETR forecasts. For this reason, a full reconciliation of our fiscal 2026 EPS and ETR forecasts to the most directly comparable GAAP measures is impracticable. It is reasonably possible, however, that our fiscal 2026 MTM retirement plans accounting adjustments could have a material effect on our fiscal 2026 consolidated financial results and ETR.
The table included below titled “Fiscal 2026 Diluted Earnings Per Share Forecast” outlines the effects of the items that are excluded from our fiscal 2026 EPS forecast, other than the MTM retirement plans accounting adjustments.
Third Quarter Fiscal 2026
FedEx Corporation
Diluted
Earnings
Per Share
Operating
Income
Taxes1
Net
Income2
Dollars in millions, except EPS
Income
Margin
GAAP measure
$
1,348
5.6
%
$
207
$
1,056
$
4.41
FedEx Freight spin-off costs3
194
0.8
%
48
147
0.61
Business optimization costs4
65
0.3
%
16
49
0.21
Fiscal year change costs4
8
—
%
2
6
0.02
Non-GAAP measure
$
1,615
6.7
%
$
273
$
1,258
$
5.25
Federal Express Segment
Operating
Dollars in millions
Income
Margin
GAAP measure
$
1,572
7.4
%
FedEx Freight spin-off costs
32
0.2
%
Business optimization costs
67
0.3
%
Fiscal year change costs
5
—
%
Non-GAAP measure
$
1,676
7.9
%
FedEx Freight Segment
Operating
Dollars in millions
Income
Margin
GAAP measure
$
8
0.4
%
FedEx Freight spin-off costs
126
6.3
%
Non-GAAP measure
$
134
6.7
%
Note: tables may not sum to totals due to rounding.
Third Quarter Fiscal 2025
FedEx Corporation
Diluted
Earnings
Per Share
Operating
Income
Taxes1
Net
Income2
Dollars in millions, except EPS
Income
Margin
GAAP measure
$
1,292
5.8
%
$
272
$
909
$
3.76
Business optimization costs4
179
0.8
%
42
137
0.56
International regulatory and legacy FedEx Ground legal matters5
38
0.2
%
9
29
0.12
FedEx Freight spin-off costs3
5
—
%
5
17
0.07
Non-GAAP measure
$
1,514
6.8
%
$
328
$
1,092
$
4.51
Federal Express Segment
Operating
Dollars in millions
Income
Margin
GAAP measure
$
1,294
6.7
%
Business optimization costs
92
0.5
%
International regulatory and legacy FedEx Ground legal matters5
38
0.2
%
Non-GAAP measure
$
1,424
7.4
%
Note: tables may not sum to totals due to rounding.
Fiscal 2026 Diluted Earnings Per Share Forecast
Diluted
Earnings Per
Share
Dollars in millions, except EPS
Adjustments
Diluted earnings per share before MTM retirement plans accounting adjustments (non-GAAP)6
$16.05 to $16.85
FedEx Freight spin-off costs
$700
Business optimization costs
290
Fiscal year change costs
30
International regulatory matter
(12)
Total adjustments
$1,008
Income tax effect
(228)
Net of tax effect
$780
3.25
Diluted earnings per share with adjustments (non-GAAP)6
$19.30 to $20.10
Notes:
1 –
Income taxes are based on the company’s approximate statutory tax rates applicable to each transaction.
2 –
Effect of “total other (expense) income” on net income amount not shown.
3 –
These expenses were recognized at FedEx Freight, Corporate, other, and eliminations, as well as Federal Express.
4 –
These expenses were recognized at Corporate, other, and eliminations, as well as Federal Express.
5 –
These expenses were recognized at Federal Express.
6 –
The MTM retirement plans accounting adjustments, which are impracticable to calculate at this time, are excluded.
View source version on businesswire.com: https://www.businesswire.com/news/home/20260319879864/en/
Media Contact:
Caitlin Maier
901-434-8100
mediarelations@fedex.com
Investor Relations Contact:
Jeni Hollander
901-818-7200
ir@fedex.com
Original: FedEx Reports Strong Third Quarter Results
US Market News
4月前
FedEx Corporation Hosts 2026 Investor DayFebruary 12, 2026 8:16 AM
Business Wire
Introduces Key Strategic Initiatives Supporting the Company’s Vision of Making Supply Chains Smarter for Everyone
Targets Strong Earnings Growth, Margin Expansion, and Adjusted Free Cash Flow Through 2029
Provides Third Fiscal Quarter Update
FedEx Corp. (NYSE: FDX) today announced at its 2026 Investor Day the company’s strategy to strengthen its position as the leading industrial network that powers the global economy. Looking ahead, FedEx is prioritizing premium growth in high-margin verticals, scaling its digital and AI capabilities, and further transforming its network to drive significant profit improvement and stockholder value creation.
“For over five decades, FedEx has built one of the world’s most reliable and valuable industrial networks powering global trade,” said Raj Subramaniam, FedEx Corp. president and chief executive officer. “FedEx is now entering a new era as we build the most flexible, efficient, and intelligent network in history. Our vision is simple: to make supply chains smarter for everyone.”
“Our physical scale combined with digital insight serves as the foundation of our indispensable industrial network with unmatched global reach, reliability, and expertise,” Subramaniam continued. “What sets this moment apart is the role of digital intelligence. This is a true force multiplier that will support durable value with profitable growth, higher margins, stronger cash generation, and increased returns for our stockholders.”
FedEx: The industrial network that powers the global economy
The company outlined four strategic priorities to continue its transformation and achieve its financial goals:
Grow in High-Margin Verticals: The company will focus its commercial strategy on premium B2B and specialized B2C segments where customers value speed, precision, visibility, and reliability. Key target industries include healthcare, automotive, aerospace, data centers, and the premium end of e-commerce.
Build on Data & Technology Advantage: Leveraging the two petabytes of data processed daily and its unparallelled physical network, FedEx will scale its digital backbone, AI, and automation to enhance customer value, improve network planning, and unlock new revenue streams.
Transform the Network: FedEx will continue to modernize and optimize its integrated air and surface networks. This includes evolving its Tricolor air network strategy and advancing Network 2.0, both of which enable flexibility, increase asset utilization, and reduce structural costs while improving the customer experience. Additionally, Europe remains the company’s largest long-term international value-creation opportunity.
Deliver Ongoing Efficiency Gains: FedEx will continue to embed the One FedEx operating model, powered by the DRIVE process, to support durable value creation and enhanced profitability.
Financial Targets for 2029
The company is introducing a comprehensive multi-year financial framework with the following targets for 2029 (compared to the midpoint of the FY26 outlook provided in December and excluding FedEx Freight):
Financial Metric
2029 Target1
Revenue
~$98 billion (~4% CAGR)
Operating Income
~$8 billion (~17% GAAP CAGR, ~14% non-GAAP CAGR)
Operating Margin
~8% (GAAP up ~270 bp, non-GAAP up ~200 bp)
Return on Invested Capital
~11%, up ~200 basis points2
CapEx to Revenue Ratio
~4% of revenue
Adjusted Free Cash Flow
~$6 billion
1 – The 2029 targets (other than adjusted free cash flow) assume no non-GAAP adjustments.
2 – The ROIC baseline is FY26 FedEx Corp. ROIC (including FedEx Freight).
Aircraft-related capital spending is expected to remain at or below $1 billion through 2029.
Segment Outlook and Growth Drivers
The expected ~$3 billion increase in operating income is driven by targeted strategies across FedEx’s realigned reporting segments (new segments to be effective following the planned spin-off of FedEx Freight on June 1, 2026):
U.S. Domestic: Targeting a 10% operating margin in 2029 (GAAP up ~150 bp, non-GAAP up ~110 bp). Operating income growth will be driven by executing Network 2.0 and One FedEx initiatives and growing revenue from disciplined pricing and B2B and premium B2C volume.
International: Targeting an 8% operating margin in 2029 (GAAP up ~450 bp, non-GAAP up ~440 bp). Key drivers include continued improvement in European performance, growth in premium cross-border and intercontinental lanes, and benefits from the Tricolor airfreight strategy.
InPost
Earlier this week, FedEx announced that, together with Advent International, A&R Investments and PPF Group, it has reached a conditional agreement on a recommended all-cash offer to take InPost private at €15.60 per share. The transaction is subject to shareholder and customary regulatory approvals and is expected to close in the second half of 2026. FedEx’s minority investment is anticipated to be accretive to FedEx earnings in the first year, with incremental accretion thereafter. FedEx’s 2029 financial targets do not reflect any potential contributions from InPost, which, upon completion, would be reported as “other income” on FedEx’s income statement.
Third Fiscal Quarter Update
Due to the company’s exceptional execution in delivering a successful Peak season, FedEx now expects third fiscal quarter adjusted earnings per share to exceed the consensus average (as of February 11).
FedEx Freight Separation On Track
The planned spin-off of FedEx Freight into a new publicly traded company is on track for June 1, 2026. On February 5, 2026, FedEx Freight completed the issuance of $3.7 billion of senior notes. FedEx Freight intends to distribute the net proceeds from the offering of the notes to FedEx Corporation as part of the consideration for FedEx Corporation’s contribution of assets to FedEx Freight in connection with the spin-off.
FedEx Freight will host an Investor Day in New York City on April 8, 2026.
Webcast and Materials
The Investor Day will be streamed beginning at 8:00 a.m. CT on February 12 at investors.fedex.com. Individuals may view the presentation and download the materials presented during the meeting. This news release contains only a short summary of some of the information presented and should be read in conjunction with the management presentations and other materials made available on the website.
Corporate Overview
FedEx Corp. (NYSE: FDX) provides customers and businesses worldwide with a broad portfolio of transportation, e-commerce and business services. With annual revenue of $90 billion, the company offers integrated business solutions utilizing its flexible, efficient, and intelligent global network. Consistently ranked among the world's most admired and trusted employers, FedEx inspires its more than 500,000 employees to remain focused on safety, the highest ethical and professional standards and the needs of their customers and communities.
FedEx is committed to connecting people and possibilities around the world responsibly and resourcefully, with a goal to achieve carbon-neutral operations by 2040. To learn more, please visit fedex.com/about.
Forward-Looking Statements and Non-GAAP Financial Measures
Certain statements in this press release may be considered forward-looking statements within the meaning of the Private Securities Litigation Reform Act, such as statements regarding future financial targets, expected cost savings, the optimization of our network through Network 2.0, the planned tax-free full separation of the FedEx Freight business into a new publicly traded company (the “FedEx Freight Spin-Off,”), business strategies, management’s views with respect to future events and financial performance, and the assumptions underlying such targets, expected cost savings, strategies, and statements.
Forward-looking statements include those preceded by, followed by, or that include the words “will,” “may,” “could,” “would,” “should,” “believes,” “expects,” “forecasts,” “anticipates,” “plans,” “estimates,” “targets,” “projects,” “intends” or similar expressions. Such forward-looking statements are subject to risks, uncertainties, and other factors which could cause actual results to differ materially from historical experience or from future results expressed or implied by such forward-looking statements. Potential risks and uncertainties include, but are not limited to, economic conditions in the global markets in which we operate; uncertainty and additional volatility in the global trade environment; our ability to successfully implement our business strategies and global transformation program and network optimization initiatives, including Network 2.0 and Tricolor, effectively respond to changes in market dynamics, and achieve the anticipated benefits of such strategies and actions; our ability to achieve our cost reduction initiatives and financial performance goals; the timing and amount of any costs or benefits or any specific outcome, transaction, or change (of which there can be no assurance), or the terms, timing, and structure thereof, related to our global transformation program and other ongoing reviews and initiatives; a significant data breach or other disruption to our technology infrastructure; our ability to successfully implement the FedEx Freight Spin-Off and achieve the anticipated benefits of such transaction; damage to our reputation or loss of brand equity; our ability to meet our labor and purchased transportation needs while controlling related costs; failure of third-party service providers to perform as expected, or disruptions in our relationships with those providers or their provision of services to FedEx; the effect of any international conflicts or terrorist activities, including as a result of the current conflicts between Russia and Ukraine and in the Middle East; evolving or new U.S. domestic or international laws and government regulations, policies, and actions, including regulatory and/or legal compliance requirements that can affect our ability to efficiently or fully utilize our aircraft; changes in fuel prices or currency exchange rates, including significant increases in fuel prices as a result of the ongoing conflicts between Russia and Ukraine and in the Middle East and other geopolitical and regulatory developments; the effect of intense competition; our ability to match capacity to shifting volume levels; an increase in self-insurance accruals and expenses; failure to receive or collect expected insurance coverage; our ability to effectively operate, integrate, leverage, and grow acquired businesses and complete and realize the anticipated benefits of acquisitions and other strategic transactions including FedEx’s investment in the consortium to take InPost private and related transactions; noncash impairment charges related to our goodwill and certain deferred tax assets; the future rate of e-commerce growth; future guidance, regulations, interpretations, challenges, or judicial decisions related to our tax positions; labor-related disruptions; legal challenges or changes related to service providers contracted to conduct certain linehaul and pickup-and-delivery operations and the drivers providing services on their behalf and the coverage of U.S. employees at Federal Express Corporation under the Railway Labor Act of 1926, as amended; our ability to quickly and effectively restore operations following adverse weather or a localized disaster or disturbance in a key geography; the effects of a widespread outbreak of an illness or any other communicable disease or public health crises; any liability resulting from and the costs of defending against litigation; our ability to achieve or demonstrate progress on our goal of carbon-neutral operations by 2040; successful completion of stock repurchases; and other factors which can be found in FedEx Corp.’s and its subsidiaries’ press releases and FedEx Corp.’s filings with the SEC, including our Annual Report on Form 10-K for the fiscal year ended May 31, 2025. Any forward-looking statement speaks only as of the date on which it is made. We do not undertake or assume any obligation to update or revise any forward-looking statement, whether as a result of new information, future events, or otherwise.
See “Reconciliations of non-GAAP Financial Measures to GAAP Financial Measures” for additional information on non-GAAP financial measures and reconciliations of non-GAAP financial measures to GAAP financial measures. The financial targets and outlook provided herein assume the company’s current economic forecast and fuel price expectations and no additional adverse economic, geopolitical, or international trade-related developments.
RECONCILIATIONS OF NON-GAAP FINANCIAL MEASURES TO GAAP FINANCIAL MEASURES
Fiscal 2026 and Fiscal 2029 Financial Forecasts
We have provided forecasts for fiscal 2029 consolidated operating income and margin, ROIC, and adjusted free cash flow, as well as the U.S. Domestic and International segment operating margin. While these targets (other than adjusted free cash flow, which is discussed in more detail below) assume no non-GAAP adjustments, we present the compound annual growth rate (“CAGR”) of these targets compared to the midpoint of the fiscal 2026 outlook provided in December and excluding FedEx Freight on both a GAAP and non-GAAP basis. Our fiscal 2026 consolidated adjusted operating income and margin forecasts, as well as the U.S. Domestic and International segment adjusted operating margin forecasts, are non-GAAP financial measures because they exclude, as applicable, estimated costs related to business optimization initiatives, the planned spin-off of FedEx Freight, the planned fiscal year change, and the partial reversal of a loss accrual related to an international regulatory matter.
Estimated costs related to business optimization initiatives, the planned spin-off of FedEx Freight, and the planned fiscal year change, as well as the partial reversal of an accrual related to an international regulatory matter, are excluded from our fiscal 2026 consolidated adjusted operating income and margin forecasts, as well as the U.S. Domestic and International segment adjusted operating margin forecasts, as applicable, because they are unrelated to our core operating performance and to assist investors with assessing trends in our underlying businesses.
The income tax effect of these costs is calculated based upon the tax laws and statutory income tax rates applicable in the tax jurisdiction(s) of the underlying non-GAAP adjustment. As we execute our business strategy we may subsequently identify non-GAAP adjustments that are appropriate to incorporate into the fiscal 2029 targets.
Return on Invested Capital
Our fiscal 2026 return on invested capital (“ROIC”) forecast is calculated, in part, using non-GAAP financial measures. Adjusted operating income is included in the numerator, as we believe it is most indicative of our core operating performance. We believe ROIC is a meaningful measure of how effectively we are deploying our key assets and using capital to generate profits. Numerous methods exist for calculating ROIC. Accordingly, the method used by FedEx may differ from the methods used by other companies. We encourage readers to understand the methods used by another company to calculate ROIC before comparing its ROIC to ours.
Adjusted Free Cash Flow
Free cash flow and adjusted free cash flow are not defined under GAAP. Therefore, our fiscal 2026 and fiscal 2029 free cash flow and adjusted free cash flow forecasts should not be considered a substitute for income or cash flow data prepared in accordance with GAAP and may not be comparable to similarly titled measures used by other companies. It should not be inferred that our non-GAAP free cash flow and adjusted free cash flow measures represent amounts available for discretionary expenditures.
We do not provide a reconciliation of fiscal 2029 free cash flow and adjusted free cash flow to the most directly comparable GAAP forecasts because we are unable to provide a meaningful or accurate calculation or estimation of reconciling items without unreasonable effort. These items are inherently uncertain and depend on various factors, many of which are beyond our control, and as such, any associated estimate and its impact on our GAAP financial measures could vary materially.
Our non-GAAP financial measures are intended to supplement and should be read together with, and are not an alternative or substitute for, and should not be considered superior to, our reported financial results. Accordingly, users of our financial statements should not place undue reliance on these non-GAAP financial measures. Because non-GAAP financial measures are not standardized, it may not be possible to compare these financial measures with other companies' non-GAAP financial measures having the same or similar names. As required by SEC rules, the tables below present a reconciliation of our presented non-GAAP financial measures to the most directly comparable GAAP measures.
FY26 Outlook Midpoint
FY26 Outlook - Consolidated
Dollars in millions
Revenue
Operating
Income
Operating
Margin
GAAP measure (including FedEx Freight)
$93,500
$5,272
5.6%
Removal of FedEx Freight segment, net of related eliminations
(8,500)
(740)
Consolidated, excluding FedEx Freight
$85,000
$4,532
5.3%
Business optimization costs
–
310
0.4%
FedEx Freight spin-off costs
–
140
0.2%
Fiscal year change costs
–
30
0.0%
International regulatory matter
–
(12)
(0.0%)
Non-GAAP measure
$85,000
$5,000
6.0%
FY26 Outlook - FEC Domestic
Dollars in millions
Revenue
Operating
Income
Operating
Margin
GAAP measure
$56,000
$4,750
8.5%
Business optimization costs
–
190
0.3%
FedEx Freight spin-off costs
–
30
0.1%
Fiscal year change costs
–
30
0.1%
Non-GAAP measure
$56,000
$5,000
8.9%
FY26 Outlook - FEC International
Dollars in millions
Revenue
Operating
Income
Operating
Margin
GAAP measure
$25,000
$882
3.5%
Business optimization costs
–
30
0.1%
FedEx Freight spin-off costs
–
0
0.0%
Fiscal year change costs
–
0
0.0%
International regulatory matter
–
(12)
(0.0%)
Non-GAAP measure
$25,000
$900
3.6%
Note: tables may not sum to totals due to rounding
Reconciliation of Fiscal 2026 ROIC Target (dollars in millions)
Numerator
Fiscal 2026
Operating income (GAAP)
$5,272
FedEx Freight spin-off costs
600
Business optimization costs
310
Fiscal year change costs
30
International regulatory matter
(12)
Adjusted operating income (non-GAAP)
$6,200
Provision for income taxes
(1,550)
Adjusted operating income after taxes (non-GAAP)
$4,650
Denominator
Average invested capital
$51,400
Return on invested capital
9.0%
Reconciliation of Fiscal 2026 Free Cash Flow Target
Dollars in millions
Fiscal 2026
Cash provided by operating activities (GAAP)
$7,755
-Capital expenditures
(4,300)
+ Proceeds from asset dispositions
115
Free cash flow (non-GAAP)
3,570
+ Voluntary contributions to tax qualified U.S. domestic pension plans
275
Adjusted free cash flow (non-GAAP)
$3,845
View source version on businesswire.com: https://www.businesswire.com/news/home/20260211186299/en/
Media Contact:
Caitlin Maier
901-434-8100
mediarelations@fedex.com
Investor Relations Contact:
Jeni Hollander
901-818-7200
ir@fedex.com
Original: FedEx Corporation Hosts 2026 Investor Day
US Market News
4月前
InPost, Advent, FedEx, A&R and PPF Announce Agreement on Recommended All-Cash Offer for All Issued and Outstanding InPost Shares at an Offer Price of EUR 15.60 Per ShareFebruary 9, 2026 2:59 AM
Business Wire
This is a joint press release by InPost S.A. (“InPost” or the “Company”) and Iris Lux Bidco S.à r.l. (the “Offeror”). This joint press release is issued pursuant to the provisions of Section 17, paragraph 1 of the European Market Abuse Regulation (596/2014), as well as the provisions of Section 4, paragraphs 1 and 3, Section 5, paragraph 1 and Section 7, paragraph 4 of the Dutch Decree on public takeover bids (Besluit openbare biedingen Wft) (the “Decree”) in connection with the intended recommended public offer by the Offeror for all the issued and outstanding shares in the capital of the Company (the “Offer” together with the transactions contemplated in connection therewith the “Transaction”). This press release does not constitute an offer, or any solicitation of any offer, to buy or subscribe for any securities in the Company. Any offer will be made only by means of the offer memorandum (the “Offer Memorandum”) approved by the Dutch Authority for the Financial Markets (Autoriteit Financiële Markten, the “AFM”). This press release is not for release, publication or distribution, in whole or in part, in or into, directly or indirectly, in any jurisdiction in which such release, publication or distribution would be unlawful.
Transaction highlights
The offer price of EUR 15.60 (cum dividend) values 100% of the Shares at EUR 7.8 billion, providing immediate and certain value for InPost’s shareholders with a highly attractive offer premium of 50% to the Undisturbed Share Price on 2 January 2026 and 53% to the three-month Volume Weighted Average Price prior to 2 January 2026.
The Consortium will help drive InPost’s growth potential as a leading European e-commerce solutions enabler by supporting its existing growth strategy including further expansion of its parcel locker network and growth in consumer-centric digital solutions.
FedEx brings deep industry expertise based on its diversified and global network, and advanced technology.
InPost’s Boards through a special committee conducted a thorough review of the Transaction with external advisors. The Boards consider the Offer to be in the best interest of all stakeholders and unanimously support the Transaction and recommend that shareholders tender their Shares under the Offer.
The Transaction is supported by shareholders representing 48% of the outstanding Shares in the Company.
PPF will sell the entirety of its stake in support of the Transaction but will remain committed to InPost through the reinvestment of a part of the proceeds to become a 10% shareholder in the Consortium.
InPost will continue to operate under the InPost brand with its head office in Poland and with its current management structure led by CEO Rafal Brzoska who will maintain his stake in InPost through the Consortium.
The Consortium has committed financing in place providing certainty of funds.
The Consortium has agreed to certain Non-Financial Covenants following Settlement of the Offer.
The Transaction is expected to complete in H2 2026.
Funds managed and/or advised by Advent International, L.P. and its affiliates (“Advent”), FCWB LLC, a wholly owned subsidiary of FedEx Corporation (“FedEx”), A&R Investments Ltd. (“A&R”) and PPF Group (“PPF”), together with InPost – a leading European e-commerce solutions enabler specializing in out-of-home delivery and automated parcel lockers – have reached a conditional agreement on an intended recommended all-cash public offer for all issued and outstanding shares in InPost at an offer price of EUR 15.60 (cum dividend) per share.
As a leading European e-commerce enabler, InPost offers secure, automated, and easily accessible parcel pickup solutions that generate profitable last-mile business-to-consumer (B2C) shipments. The Transaction, expected to be completed in the second half of 2026, brings together InPost, Advent, FedEx, A&R, a company founded by Rafal Brzoska, and PPF (the “Consortium”), to unlock growth, consumer choice and value creation in Europe’s fast-growing delivery sector. Post-Settlement, the Consortium will be structured with Advent holding 37%, FedEx holding 37%, A&R holding 16% and PPF holding 10%. PPF will tender the entirety of its stake in support of the Transaction and will reinvest a part of the proceeds to become a 10% shareholder in the Consortium. InPost will continue to operate as a standalone company, bringing together a proven and visionary founder and long-term, experienced financial and strategic investors in the sector. The business operations will be maintained in their current form, and the head office remains in Poland.
Building on the strength of its position as an innovative out-of-home delivery enabler in Poland, InPost has expanded successfully into Western Europe, quadrupling parcel volumes between 2020 and 2025. With a network of 61,000 automated parcel lockers, combined with pick-up and drop-off (PUDO) locations and fast and flexible doorstep delivery options, there is a clear path to significantly grow InPost’s out-of-home network and extend its reach to consumers across Europe. InPost also benefits from strong tailwinds in the European delivery market, including rising consumer demand for speed and convenience, attractive pricing for merchants, and the shift towards more sustainable technology enabled delivery solutions.
The Consortium is committed to supporting InPost’s existing strategy, including further expansion of its European footprint in France, Spain, Portugal, Italy, Benelux and the UK, the largest e-commerce market in Europe. The Consortium will also support InPost’s ongoing initiatives to redefine the European e-commerce sector by deepening partnerships across the value chain, including continued investment in its consumer-centric mobile offering.
Hein Pretorius, Chair of the Supervisory Board of InPost and the Special Committee: “Together with our advisers, we have thoroughly assessed the interest expressed by the Consortium in InPost in a Special Committee and conducted a careful, structured process, reviewing alternatives and weighing a broad range of financial and non-financial considerations. We are confident that the Offer represents a compelling opportunity for shareholders to realize immediate and certain value at an attractive premium. We believe that the Transaction provides a solid foundation for the future of InPost, with the Consortium that has a long-term perspective on value creation and fully endorses the strategy. We are convinced that the Offer serves the best interests of the Company and all its stakeholders, and therefore the Supervisory Board members unanimously support the Offer.”
Rafal Brzoska, CEO/Founder of InPost: “Building on our success in Poland, this Transaction will support our next phase of growth as we continue to grow across Europe. By partnering with the long-term financial and strategic investors of the Consortium who know our business and the industry well, we benefit from the expertise, stability and resources needed to capitalize on the strong tailwinds including increasing e-commerce penetration, rising consumer demand for speed and convenience and the shift towards more sustainable delivery solutions. Together, we will strengthen our network and reach more consumers with enhanced fast and flexible delivery options as we continue our objective of redefining the European e-commerce sector. I remain fully committed to leading InPost in the years ahead. Our headquarters, our brand, business management and the core of our innovation capabilities will remain in Poland, which continues to be the blueprint for our successful strategy. With the support of our partners, I believe we can unlock InPost’s full potential and further grow our position as an e-commerce enabler in Western Europe.”
Ranjan Sen, Managing Partner at Advent: “InPost is transforming the European e-commerce landscape and we are excited to form this strategic partnership with FedEx, a global sector leader, to help accelerate InPost’s growth. Building on Advent’s strong track record in the logistics, technology and consumer sectors, we will support InPost’s proven strategy including the expansion of its locker network, deepening its partnerships with customers and enhancing its offering for consumers. We look forward to working with Rafal, the management team and the Consortium to provide the strategic support and long-term view needed to unlock InPost’s growth potential and enhance its position as a leading pan-European e-commerce enabler.”
Raj Subramaniam, CEO of FedEx: “FedEx has a global network that powers the industrial economy, and InPost has a strong and successful presence in Europe’s out-of-home delivery segment. We will be entering into agreements with InPost following completion of the Transaction that will provide our customers access to InPost’s last-mile B2C capabilities while bringing FedEx’s global network and logistics expertise to support InPost’s next phase of growth. Our investment in InPost reflects our disciplined approach to capital allocation and long-term value creation. Together with InPost’s leadership and our fellow consortium members, we see a clear path to unlocking growth, improving the efficiency of our B2C last mile operations, enhancing returns, and better serving customers across Europe.”
Didier Stoessel, Co-CEO of PPF: “Since our initial investment in InPost almost three years ago, we have committed to helping the company realize its vision for InPost’s European expansion. We believe the offer is attractive and are therefore selling the majority of our interest in support of the transaction. We are pleased to continue our support as a minority investor as InPost begins a new chapter in pursuit of sustainable growth.”
The Consortium believes the Transaction has compelling financial attributes for accepting shareholders and will support long-term value creation for customers, communities and employees. Alongside Advent, Rafal Brzoska and PPF, FedEx brings deep industry expertise based on its diversified and global network, and advanced technology, and supports InPost’s ambition to become a leading European e-commerce enabler. FedEx and InPost will not integrate their operations and will remain independent competitors in their respective markets and segments.
Following completion of this Transaction, in compliance with applicable antitrust laws, InPost and FedEx will enter into arm's length commercial agreements that will enable both businesses to benefit from complementary strengths and a shared vision by:
Connecting FedEx’s global network of 3 million businesses and 225 million recipients worldwide with InPost’s locker network and B2C last mile operations, allowing efficient delivery to consumers where they want to receive goods.
Allowing FedEx to accelerate the rapid growth of out-of-home parcel delivery across key European markets, improving profitability and returns in its European operations.
InPost’s shareholders will receive a cash consideration of EUR 15.60 for each validly tendered Share. The offer price values all issued and outstanding shares of InPost (“Shares”) at approximately EUR 7.8 billion and delivers an immediate, certain and compelling valuation to the shareholders of the Company.
The offer price represents the following premia to the undisturbed share price referenced as of 2 January 2026 (the “Undisturbed Share Price”):
50% to the closing share price of EUR 10.4;
55% to the 1-month volume-weighted average share price up to and including 2 January 2026 of EUR 10.1;
53% to the 3-months volume-weighted average share price up to and including 2 January 2026 of EUR 10.2; and
43% to the 6-months volume-weighted average share price up to and including 2 January 2026 of EUR 10.9.
Transaction governance
Following the initial expression of interest of the Offeror in InPost, a special transaction committee (the “Special Committee”) was formed of all non-conflicted members of the Supervisory Board and of the Management Board for the purpose of considering all aspects of a potential transaction, and ensuring that the interests of the Company and all of its stakeholders were taken into account in the decision making. The Boards have received financial and legal advice to evaluate the proposed Transaction.
The Special Committee entered into discussions with the Offeror, while assuring a diligent and careful process in compliance with applicable laws. The Special Committee met on a frequent basis throughout the process to discuss the negotiations with the Offeror, to monitor the progress of the Offer, and to contemplate key decisions in connection with the Transaction.
Mr. Rafal Brzoska has not participated (and shall not participate) in any (future) discussion or meeting of the management board with respect to the proposed Transaction. Consequently, any reference in this press release to the decision-making of the management board in relation to the Transaction refers to the management board of InPost excluding Mr. Brzoska (the “Management Board”) and any unanimous action by the Management Board or Boards should be read as the unanimous action of the members of the Management Board or Boards other than Mr. Brzoska.
Mr. Stoessel, Mr. Sen, Mr. Huep and Mr. Harrer have not participated (and shall not participate) in any (future) discussion or meeting of the supervisory board with respect to the Transaction. Consequently, any reference in this press release to the decision-making of the supervisory board in relation to the Transaction refers to the supervisory board of InPost excluding Mr. Stoessel, Mr. Sen, Mr. Huep and Mr. Harrer (the “Supervisory Board” and together with the Management Board, the “Boards”) and any unanimous action by the Supervisory Board or Boards should be read as the unanimous action of the members of the Supervisory Board or Boards other than Mr. Stoessel, Mr. Sen, Mr. Huep and Mr. Harrer.
Consistent with their fiduciary duties, the Boards, with the assistance of their advisors, carefully reviewed and evaluated all aspects of the proposal, including, amongst others, the financial value of the Offer to accepting shareholders, deal certainty, the strategic, operational and social aspects, and other terms of the proposal. Subsequent to these reviews, discussions, and evaluations, the Boards entered into the Merger Agreement with the Offeror on the date hereof under the terms and conditions as set out in this press release.
Support and unanimous Board recommendations
After multiple rounds of negotiations, the Offeror has put forward a final conditional and non-binding proposal. Following a diligent evaluation, the Boards believe that the Offer provides InPost’s shareholders with an attractive offer price at an attractive premium, with attractive non-financial terms while also delivering strong commitments in respect of deal certainty. Further, the Boards conclude that the Offer is in the best interest of the Company and will allow it to deliver superior value for all stakeholders.
Accordingly, the Boards unanimously support the proposed Transaction and recommend that InPost’s shareholders tender their Shares under the Offer, if and when made, and vote in favor of the resolutions relating to the Transaction at the relevant extraordinary general meeting of the Company (as further described under the heading ‘EGMs’).
Consortium
The Consortium will be structured with Advent holding 37%, FedEx holding 37%, A&R holding 16% and PPF holding 10% of the shares in (the indirect sole shareholder of) the Offeror entity upon settlement of the Offer (“Settlement”). PPF will tender all of its Shares under the offer and will subsequently reinvest part of its proceeds in exchange for a 10% indirect equity stake in (the indirect sole shareholder of) the Offeror upon Settlement.
A&R will roll-over their existing shareholding in full, underscoring their long-term commitment to supporting InPost’s strategic development and growth trajectory following Settlement.
Irrevocable undertakings
In addition to PPF and A&R, AI Prime (Luxembourg) & Cy S.C.A., who holds approximately 5.9% of the Shares in the Company and Advent Global Opportunities Master Limited Partnership, who holds approximately 0.6% of the Shares in the Company, have each irrevocably undertaken to tender their Shares into the Offer, subject to the Offer being made and other customary conditions, and vote all those Shares in favor of the Resolutions (as defined below). In total, approximately 48% of the Shares in the Company have been irrevocably committed to be tendered in the Offer.
Fairness Opinions
On 8 February 2026, J.P. Morgan Securities plc has issued a written opinion to the Boards and Banco Santander, S.A. has issued a separate written opinion to the Supervisory Board, in each case that, as of such date and based upon and subject to the assumptions, qualifications and limitations set forth therein (i) the offer price is, in its opinion, fair to the shareholders from a financial point of view and (ii) the purchase price payable to the Company in respect of the Demerger Share Sale is fair to the Company from a financial point of view (the “Fairness Opinions”).
The full text of the Fairness Opinions, which sets forth the assumptions made, procedures followed, matters considered and limitations on the review undertaken in connection with the opinion, will be included in the Company's position statement. The Fairness Opinions have been given solely to the Boards and to the Supervisory Board respectively, and not to the holders of Shares.
Non-Financial Covenants
The Company and the Offeror have agreed to certain non-financial covenants (the “Non-Financial Covenants”), including the covenants summarized below, in respect of, amongst others, strategy, financing, governance, employees, customers, consumers and minority shareholders. The Offeror shall comply with each of the Non-Financial Covenants for a duration of eighteen months after Settlement, subject to any deviations with the prior approval of the Boards including the affirmative vote of at least one independent Supervisory Board member.
Strategy
The Offeror supports InPost’s publicly communicated business strategy and organic and inorganic growth ambitions. The Offeror also endorses the current required Environmental, Social, and Governance principles, policies and goals of the Group.
Financing
The Offeror shall procure that the Company will remain prudently capitalized and financed to safeguard the continuity of the business.
Employees
Existing employee rights and benefits will be respected, as will the Group's current employee consultation structure. No material changes to the Group's workforce is envisaged as a direct consequence of the Transaction.
Organization, operations and governance
The Offeror intends that the Company’s corporate identity, culture and values are maintained as a separate independent entity. The Offeror will maintain the Group's business locations including its head office, key support functions and continue to manage the Group's business from its head office and from the respective regional offices.
Minority shareholders
The Offeror will respect the interests of all minority shareholders within the Company. As long as the Company has minority shareholders, the Company will not: (a) issue new shares for cash without offering pre-emption rights to minority shareholders; (b) engage in transactions with the Offeror or its affiliates that are not at arm’s length; or (c) take any action that disproportionately prejudices the value or rights of minority shareholders.
Customers and consumers
The Offeror intends that the Company will maintain customer centricity and provide continued quality of service and offering to customers and consumers.
Financing of the Transaction
The Offeror will fund the Transaction through a combination of equity funding and debt financing. The equity funding for the Transaction in an aggregate amount of EUR 5,918 million is to be provided by Advent, FedEx, A&R and PPF, which is secured through binding equity commitments. The Offeror has secured committed debt financing from a consortium of reputable financial institutions for an aggregate amount of up to EUR 4,950 million (which will be reduced if any existing financing of InPost (or any portion thereof) remains in place) comprising senior term facilities (to be denominated in EUR and PLN), senior secured bridge facilities and a multi-currency revolving credit facility, which is fully committed on a 'certain funds' basis. The Offeror has no reason to believe that any conditions to the equity financing or the debt financing to be satisfied by the Offeror will not be fulfilled on or prior to Settlement. From the aggregate debt commitment amount and equity commitment amount pursuant to the arranged equity financing and debt financing, the Offeror will be able to fund the acquisition of the Shares under the Offer and the Squeeze-Out Proceedings (as defined below) (if implemented), the purchase price under the Post-Closing Demerger and Liquidation (as defined below) (if implemented) and the payment of fees and expenses related to the Offer. It is envisaged that (part of) the current financing arrangements of InPost will be refinanced as a result of the Transaction.
Post settlement restructuring
InPost and the Offeror believe the sustainable and long-term success of InPost will be enhanced under private ownership and acknowledge the importance of the Offeror acquiring 100% of the Shares (or 100% of the businesses of the Group). Both InPost and the Offeror believe that private ownership will allow InPost to operate more efficiently and will increase its ability to achieve its goals and implement its strategy, while removing costs related to listing requirements and dependency on market expectations driven by short-term performance outlook and periodic reporting. Furthermore, a private setting increases the ability to achieve and implement a more flexible and efficient capital structure.
If, after Settlement or settlement of the Shares tendered during the post-acceptance period (if applicable), the Offeror holds at least 80%, but less than 95% of the Shares, the Offeror and the Company have agreed to execute a post-closing demerger whereby the Company (a) at the occasion of a legal demerger, will incorporate a subsidiary (“Company Splitco”) to which the Company transfers its business and (b) subsequently will sell its shares in Company Splitco to the Offeror ((a) and (b) together, the “Demerger Share Sale”), (c) following which the Company is liquidated ((a), (b) and (c) together, the “Post-Closing Demerger and Liquidation”).
If the Offeror holds at least 95% of the Shares after Settlement or settlement of the Shares tendered during the post-acceptance period (if applicable), the Offeror shall commence statutory squeeze-out proceedings to obtain 100% of the Shares (the “Squeeze-Out Proceedings”).
EGMs
Two extraordinary general meetings of shareholders of InPost (each an “EGM”) will be convened in connection with the Transaction. The first EGM will be held during the Offer period to inform shareholders about the Transaction and to allow them to vote on governance changes, subject to and effective as per Settlement (the “Offer Resolutions”). The second EGM will take place after Settlement, during which shareholders will vote on the resolutions approving the Post-Closing Demerger and Liquidation (the “Demerger Resolutions” and, together with the Offer Resolutions, the “Resolutions”). The Demerger Resolutions will be subject to a 75% majority requirement and will be subject to Settlement. By tendering their Shares under the Offer, shareholders will give a proxy and voting instruction to vote in favor of the Demerger Resolutions. The Boards recommend that shareholders vote in favor of the Resolutions.
Pre-Offer Conditions and Offer Conditions
The commencement of the Offer is subject to the satisfaction or waiver of pre-Offer conditions customary for a transaction of this kind, including:
no material breach of the Merger Agreement having occurred;
no material adverse effect having occurred;
the AFM having approved the Offer Memorandum;
no competing or mandatory offer having occurred;
no adverse Board recommendation having occurred; and
the irrevocable undertakings of the relevant Board members and shareholders being in full force and effect.
If and when made, the consummation of the Offer will be subject to the satisfaction or waiver of Offer conditions customary for a transaction of this kind, including:
minimum acceptance level of at least 80% of the Shares;
no material breach of the Merger Agreement having occurred;
no material adverse effect having occurred;
all Regulatory Clearances (as defined below) in relation to the Transaction having been obtained;
no Competing Offer having occurred; and
no adverse Board recommendation having occurred.
Regulatory Clearances
InPost and the Offeror shall seek to obtain the relevant and recommended regulatory and competition clearances (the “Regulatory Clearances”) as soon as practicable and prepare and file with the regulatory authorities the relevant applications. To that end, they shall provide the regulatory authorities with any additional information and documentation that may be reasonably requested in connection with these applications.
Exclusivity and Competing Offer
As part of the Merger Agreement, InPost has entered into customary undertakings not to solicit any third party offers. If a bona fide third party makes an offer for at least eighty per cent (80%) of the Shares which, in the reasonable opinion of the Boards, is a more beneficial offer and transaction for InPost than the Transaction and exceeds the Offer price by at least 10% (a “Competing Offer”), the Offeror has the opportunity to match such Competing Offer. If it does, and on balance the terms and conditions of such revised offer are, in the good faith opinion of the Boards, at least equal to those of the Competing Offer, the Merger Agreement will remain in force. However, if a Competing Offer is not matched by the Offeror, the Company shall be entitled to (conditionally) agree to the Competing Offer, after which each party may terminate the Merger Agreement. The same conditions apply to any consecutive Competing Offer.
Termination
If the Merger Agreement is terminated in the event the Company agreed to a Competing Offer or made an intervening event recommendation change, the Company shall pay the Offeror an amount of EUR 78 million. If the Merger Agreement is terminated in the event a shareholder irrevocable undertaking is no longer in full force and effect, the Offeror shall pay the Company an amount of EUR 78 million. If the Merger Agreement is terminated because of a material breach of the Merger Agreement by either the Offeror or the Company, the defaulting party shall pay the non-defaulting party an amount of EUR 78 million.
Next steps and additional information
The Offeror intends to launch the Offer as soon as practically possible and in accordance with the applicable statutory timetable. The Offer Memorandum is expected to be published, and the Offer is expected to commence, in Q2 2026.
InPost will hold an informative EGM prior to the closing of the Offer period and will publish its position statement at least ten business days prior to the closing of the Offer period in accordance with Section 18a Paragraph 1 of the Decree, to inform the shareholders about the Transaction and adopt the Offer Resolutions that will be applicable after Settlement. InPost will hold a second EGM after Settlement to adopt the Post-Closing Demerger and Liquidation Resolutions.
Based on the required steps and subject to the approval of the Offer Memorandum, InPost and the Offeror anticipate that the Offer will close in H2 2026.
Audio Webcast
Hein Pretorius (Chairman of the Supervisory Board), Michael Rouse (CEO International) and Javier van Engelen (CFO) will host a conference call for analysts and investors at 8:30 AM UKT / 9:30 AM CET on 9th February at: https://brrmedia.news/INPST_Update
About InPost.
InPost (Euronext Amsterdam: INPST) has revolutionised e-commerce parcel delivery in Poland and is now one of Europe’s leading out-of-home (OOH) e-commerce enablement platforms. Founded in 1999 by Rafal Brzoska, InPost provides delivery services through a network of over 61,000 Automated Parcel Machines (APMs) and more than 33,000 pick-up and drop-off (PUDO) points across nine European countries: Poland, the United Kingdom, France, Italy, Spain, Portugal, Belgium, the Netherlands and Luxembourg, alongside to-door courier and fulfilment services for e-commerce merchants.
InPost’s extensive OOH network supports rapidly growing parcel volumes across its markets, with 1.4 billion parcels delivered in 2025. Its locker solutions offer consumers a delivery option that is cheaper, more flexible and convenient, environmentally friendly and contactless. As a leading OOH logistics provider, InPost is recognised for transforming parcel delivery economics in Europe, appealing to both consumers and merchants through its flexible, technology-driven solutions.
About Advent.
Advent is a leading global private equity investor committed to working in partnership with management teams, entrepreneurs, and founders to help transform businesses. With 16 offices across five continents, we oversee more than EUR 85 billion in assets under management* and have made 435 investments across 44 countries.
Since our founding in 1984, we have developed specialist market expertise across our five core sectors: business & financial services, consumer, healthcare, industrial, and technology. This approach is bolstered by our deep sub-sector knowledge, which informs every aspect of our investment strategy, from sourcing opportunities to working in partnership with management to execute value creation plans. We bring hands-on operational expertise to enhance and accelerate businesses.
As one of the largest privately-owned partnerships, our 675+ colleagues leverage the full ecosystem of Advent’s global resources, including our Portfolio Support Group, insights provided by industry expert Operating Partners and Operations Advisors, as well as bespoke tools to support and guide our portfolio companies as they seek to achieve their strategic goals.
To learn more, visit our website or connect with us on LinkedIn.
*Assets under management (AUM) as of June 30, 2025. AUM includes assets attributable to Advent advisory clients as well as employee and third-party co-investment vehicles.
About FedEx.
FedEx Corp. (NYSE: FDX) provides customers and businesses worldwide with a broad portfolio of transportation, e-commerce, and business services. With annual revenue of $90 billion, the company offers integrated business solutions utilizing its flexible, efficient, and intelligent global network. Consistently ranked among the world’s most admired and trusted employers, FedEx inspires its more than 500,000 employees to remain focused on safety, the highest ethical and professional standards and the needs of their customers and communities. FedEx is committed to connecting people and possibilities around the world responsibly and resourcefully, with a goal to achieve carbon-neutral operations by 2040. To learn more, please visit fedex.com/about.
About A&R.
A&R is an independent investment company founded by Rafal Brzoska that manages a diversified portfolio of private and public investments. Since the InPost IPO A&R has been a shareholder in the company holding a stake of approximately 12%.
About PPF.
PPF Group, a privately held investment and industrial holding company, operates in 25 countries, investing in multiple sectors, including telecommunications, media, financial services, e-commerce, real estate, and mechanical engineering. The Group owns assets to the value of EUR 43.5 billion and employs 45,000 people globally (30 June 2025). Learn more about PPF Group on https://www.ppf.eu/en.
Inside Information
This press release contains inside information within the meaning of Section 7, paragraph 1 of the European Market Abuse Regulation (596/2014).
General restrictions
The information in this press release is not intended to be complete. This press release is for information purposes only. This press release is not intended to, and does not, constitute or form part of any offer, invitation or the solicitation of an offer to purchase, otherwise acquire, subscribe for, sell or otherwise dispose of any securities, or the solicitation of any vote or approval in any jurisdiction pursuant to this press release or otherwise. This press release does not constitute investment advice or an inducement to enter into investment activity. Any public offer will be made only on the basis of the Offer Memorandum, approved by the AFM, which shall contain the full terms and conditions of the Offer.
The distribution of this press release may, in some countries, be restricted by law or regulation. Accordingly, persons who come into possession of this document should inform themselves of and observe these restrictions. To the fullest extent permitted by applicable law, the Offeror and the Company disclaim any responsibility or liability for the violation of any such restrictions by any person. Any failure to comply with these restrictions may constitute a violation of the securities laws of that jurisdiction. Neither the Company, nor the Offeror, nor any of their advisers assume any responsibility for any violation by any person of any of these restrictions. The Company shareholders in any doubt as to their position should consult an appropriate professional adviser without delay. This press release is not to be released, published or distributed, in whole or in part, directly or indirectly, in any jurisdiction in which such release, publication or distribution would be unlawful.
Forward looking statements
This press release may include 'forward-looking statements' and language that indicates trends, such as 'anticipated' and 'expected'. Although the Company and the Offeror believe that the assumptions upon which their respective financial information and their respective forward-looking statements are based are reasonable, they can give no assurance that these assumptions will prove to be correct. Neither the Company, nor the Offeror, nor any of their advisers accept any responsibility for any financial information contained in this press release relating to the business or operations or results or financial condition of the other or their respective groups.
Notice to Company shareholders in the United States
The Offer will be made for the Shares of the Company, a public limited company incorporated under the laws of Luxembourg with its Shares listed on Euronext Amsterdam. It is important that U.S. shareholders of the Company understand that the Offer and any related offer documents are subject to Dutch disclosure and procedural requirements and Luxembourg corporate law, which are different from those of the United States. U.S. shareholders of the Company are advised that the Company’s Shares are not listed on a U.S. securities exchange and that the Company is not subject to the periodic reporting requirements of the U.S. Securities Exchange Act of 1934 (the “Exchange Act”), and is not required to, and does not, file any reports with the Securities and Exchange Commission (the “SEC”) thereunder.
The Offer will be made in the United States in compliance with, and in reliance on, the exemption provided by Rule 14d-1(d), known as “Tier II” exemption, under the Exchange Act and otherwise in accordance with the requirements of Dutch law. Accordingly, the Offer will be subject to certain disclosure and other procedural requirements, including with respect to the Offer timetable and settlement procedures that are different from those applicable under U.S. domestic tender offer procedures and laws.
The receipt of cash pursuant to the Offer by a U.S. holder of the Company’s Shares may be a taxable transaction for U.S. federal income tax purposes and under applicable state and local, as well as foreign and other tax laws. Each holder of the Shares is urged to consult their independent professional advisor immediately regarding the tax consequences of acceptance of the Offer.
It may be difficult for U.S. holders of Shares to enforce any rights and claims arising out of the U.S. federal securities laws, since the Company is located in a country other than the United States, and some or all of its officers and directors may be residents of a country other than the United States. U.S. holders of Shares may not be able to sue a non-U.S. company or its officers or directors in a non-U.S. court for violations of U.S. securities laws. Further, it may be difficult to compel a non-U.S. company and its affiliates to subject themselves to a U.S. court’s judgment.
Neither the SEC nor any U.S. state securities commission has approved or disapproved or passed judgment upon the merits or fairness of the Transaction or determined whether this press release is adequate, accurate or complete. Any representation to the contrary is a criminal offence in the United States.
View source version on businesswire.com: https://www.businesswire.com/news/home/20260208585540/en/
For more information, please contact:
Media contacts:
FedEx:
FedEx Media Relations
901-434-8100
mediarelations@fedex.com
Press enquiries for InPost:
Wojciech Kadziolka,
Spokesman
wkadziolka@inpost.pl
+48 725 25 09 85
Gabriela Burdach,
Director of Investor Relations
ir@inpost.eu
Press enquiries for the Consortium:
FGS Global
Charlie Chichester
Rory King
Amanda Healy
Consortium-Offer@fgsglobal.com
Original: InPost, Advent, FedEx, A&R and PPF Announce Agreement on Recommended All-Cash Offer for All Issued and Outstanding InPost Shares at an Offer Price of EUR 15.60 Per Share
US Market News
4月前
FedEx Announces Pricing of FedEx Freight’s $3.7 Billion Offering of Senior Notes in Connection with Planned Spin-OffJanuary 27, 2026 9:59 PM
Business Wire
FedEx Corp. (NYSE: FDX) (“FedEx”) announced today that FedEx Freight Holding Company, Inc., a wholly owned subsidiary of FedEx (the “Issuer”), has priced a private offering of $1,000,000,000 aggregate principal amount of 4.300% senior notes due 2029, $1,000,000,000 aggregate principal amount of 4.650% senior notes due 2031, $700,000,000 aggregate principal amount of 4.950% senior notes due 2033 and $1,000,000,000 aggregate principal amount of 5.250% senior notes due 2036 (collectively, the “Notes”). The offering of the Notes is expected to close on or about February 5, 2026, subject to the satisfaction of customary closing conditions.
The Notes are being offered as part of the financing for the proposed separation of the Issuer from FedEx (the “Spin-Off”) which will result in the Issuer owning and operating, through its subsidiaries, FedEx’s less-than-truckload (LTL) freight transportation services business, including FedEx Freight Direct and LTL Select, and the other businesses, including FedEx Custom Critical, included in FedEx’s FedEx Freight reporting segment as a separate public company. The Spin-Off is expected to be completed on June 1, 2026. The Issuer intends to distribute the net proceeds from the offering of the Notes to FedEx as part of the consideration for FedEx’s contribution of assets to the Issuer in connection with the Spin-Off. Pending the consummation of the Spin-Off, the net proceeds from the offering of the Notes will be held in a segregated account. If the Spin-Off is not consummated by February 5, 2027, the Notes will be redeemed at 101% of principal plus accrued interest.
The Notes will be senior unsecured obligations of the Issuer and will initially be fully and unconditionally guaranteed on a senior unsecured basis by FedEx and FedEx Freight, Inc., a wholly owned subsidiary of FedEx that will be a subsidiary of the Issuer following the Spin-Off (“Freight Inc.”). Upon consummation of the Spin-Off, (i) FedEx will automatically and unconditionally be released from all obligations under its guarantee and (ii) FedEx Custom Critical, Inc., a wholly owned subsidiary of Freight Inc., will also guarantee the Notes.
The Notes and related guarantees have not been registered under the Securities Act of 1933, as amended (the “Securities Act”), or any state securities laws and may not be offered or sold within the United States or to, or for the account or benefit of, U.S. persons (as defined in Regulation S under the Securities Act) except in transactions exempt from, or not subject to, the registration requirements of the Securities Act. Accordingly, the Notes and related guarantees are being offered and sold only to persons reasonably believed to be qualified institutional buyers in accordance with Rule 144A under the Securities Act and outside the United States to non-U.S. persons in reliance on Regulation S under the Securities Act. The Issuer has agreed to file with the Securities and Exchange Commission (the “SEC”) an exchange registration statement with respect to an exchange offer for the Notes and related guarantees or a shelf registration statement for the resale of the Notes and related guarantees.
This press release does not constitute an offer to sell or the solicitation of an offer to buy the Notes or any other security, nor shall it constitute an offer, solicitation or sale in any jurisdiction in which such offer, solicitation or sale is unlawful. Any offers of the Notes or related guarantees will be made only by means of a private offering memorandum.
Corporate Overview
FedEx Corp. (NYSE: FDX) provides customers and businesses worldwide with a broad portfolio of transportation, e-commerce and business services. With annual revenue of $90 billion, the company offers integrated business solutions utilizing its flexible, efficient, and intelligent global network. Consistently ranked among the world’s most admired and trusted employers, FedEx inspires its more than 500,000 employees to remain focused on safety, the highest ethical and professional standards and the needs of their customers and communities. FedEx is committed to connecting people and possibilities around the world responsibly and resourcefully, with a goal to achieve carbon-neutral operations by 2040.
Cautionary Statement Regarding Forward-Looking Information
Certain statements in this press release may be considered forward-looking statements within the meaning of the Private Securities Litigation Reform Act (the “PSLRA”), such as statements regarding the Spin-Off and the expected timing for the offering of the Notes. Forward-looking statements include those preceded by, followed by or that include the words “will,” “may,” “could,” “would,” “should,” “believes,” “expects,” “forecasts,” “anticipates,” “plans,” “estimates,” “targets,” “projects,” “intends” or similar expressions. Such forward-looking statements, which are intended to enjoy the protection of the safe harbor for forward-looking statements provided by the PSLRA as well as other legal protections, are subject to risks, uncertainties and other factors which could cause actual results to differ materially from historical experience or from future results expressed or implied by such forward-looking statements. Potential risks and uncertainties include, but are not limited to, FedEx’s ability to satisfy required closing conditions and successfully implement the Spin-Off and achieve the anticipated benefits of such transaction; constraints, volatility, or disruption in the global capital and credit markets and other factors which can be found in FedEx’s and its subsidiaries’ press releases and FedEx’s filings with the SEC, including its Annual Report on Form 10-K for the fiscal year ended May 31, 2025. Any forward-looking statement speaks only as of the date on which it is made. FedEx does not undertake or assume any obligation to update or revise any forward-looking statement, whether as a result of new information, future events, or otherwise.
View source version on businesswire.com: https://www.businesswire.com/news/home/20260127889261/en/
Media Contact:
Caitlin Maier
901-434-8100
mediarelations@fedex.com
Investor Relations Contact:
Jeni Hollander
901-818-7200
ir@fedex.com
Original: FedEx Announces Pricing of FedEx Freight’s $3.7 Billion Offering of Senior Notes in Connection with Planned Spin-Off
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