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XPO > SEC Filings for XPO > Form 8-K on 13-Aug-2013All Recent SEC Filings

Show all filings for XPO LOGISTICS, INC. | Request a Trial to NEW EDGAR Online Pro

Form 8-K for XPO LOGISTICS, INC.


13-Aug-2013

Other Events, Financial Statements and Exhibits


Item 8.01 Events

On August 13, 2013, XPO Logistics, Inc. ("XPO Logistics") issued a press release announcing the closing of a registered underwritten public offering of 9,694,027 shares of its common stock, par value $0.001 per share (the "Shares"), pursuant to an underwriting agreement, dated August 7, 2013 (the "Underwriting Agreement"), among XPO Logistics and Credit Suisse Securities (USA) LLC and Morgan Stanley & Co. LLC, as representatives of the several underwriters listed on Schedule II to the Underwriting Agreement, which agreement is filed herewith as Exhibit 1.1. A copy of the press release is filed herewith as Exhibit 99.1. The 9,694,027 Shares were issued pursuant to a shelf registration statement filed with the U.S. Securities and Exchange Commission ("SEC") on Form S-3 and a registration statement filed with the SEC on Form S-3MEF pursuant to Rule 462(b) of the Securities Act of 1933 (Registration Nos. 333-176700 and 333-190364). XPO Logistics has also granted the underwriters a 30-day option to purchase up to an additional 1,454,104 Shares from XPO. XPO Logistics received approximately $209 million in net proceeds from the offering after underwriting discounts and estimated expenses of the offering.

The opinion of Skadden, Arps, Slate, Meagher & Flom LLP, relating to the validity of the Shares offered and sold pursuant to the Underwriting Agreement, is filed herewith as Exhibit 5.1.



Item 9.01 Financial Statements and Exhibits

(d) Exhibits

Exhibit
No. Exhibit Description
1.1 Underwriting Agreement, dated August 7, 2013, among XPO Logistics, Inc. and Credit Suisse Securities (USA) LLC and Morgan Stanley & Co. LLC, as representatives of the several underwriters listed on Schedule II to the Underwriting Agreement
5.1 Opinion of Skadden, Arps, Slate, Meagher & Flom LLP
23.1 Consent of Skadden, Arps, Slate, Meagher & Flom LLP (included in Exhibit 5.1)
99.1 Press Release, dated August 13, 2013, issued by XPO Logistics, Inc.


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