rxo-20260630

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

___________________________________

Form 10-Q

___________________________________

(Mark One)


☒			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2026


o			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ____________ to ____________

Commission File Number: 001-41514

_______________________________________________

RXO, INC.

(Exact name of registrant as specified in its charter)

_______________________________________________


Delaware			88-2183384
(State or other jurisdiction of incorporation or organization)			(I.R.S. Employer Identification No.)

11215 North Community House Road Charlotte, NC			28277

(Address of principal executive offices)			(Zip Code)

(980) 308-6058

(Registrant’s telephone number, including area code)

_______________________________________________

N/A

_______________________________________________

(Former name, former address and former fiscal year, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common stock, par value $0.01 per share

RXO

New York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No o

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer

☒

Accelerated filer

Non-accelerated filer

☐

Smaller reporting company

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes o No ☒

As of August 4, 2026, there were 164,926,128 shares of the registrant’s common stock, par value $0.01 per share, outstanding.

RXO, Inc.

Quarterly Report on Form 10-Q

For the Quarterly Period Ended June 30, 2026

Table of Contents


			Page No.
Part I—Financial Information
Item 1. Financial Statements:
Condensed Consolidated Balance Sheets			2
Condensed Consolidated Statements of Operations			3
Condensed Consolidated Statements of Comprehensive Loss			4
Condensed Consolidated Statements of Cash Flows			5
Condensed Consolidated Statements of Changes in Equity			6
Notes to Condensed Consolidated Financial Statements			8
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations			16
Item 3. Quantitative and Qualitative Disclosures About Market Risk			22
Item 4. Controls and Procedures			23
Part II—Other Information
Item 1. Legal Proceedings			24
Item 1A. Risk Factors			24
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds			24
Item 3. Defaults Upon Senior Securities			24
Item 4. Mine Safety Disclosures			24
Item 5. Other Information			24
Item 6. Exhibits			25
Signatures			26

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PART I—FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

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RXO, Inc.

Condensed Consolidated Balance Sheets

(Unaudited)


	June 30,		December 31,
(Dollars in millions, shares in thousands, except per share amounts)	2026		2025
ASSETS
Current assets
Cash and cash equivalents	$	15	$	17
Accounts receivable, net of $15 and $16 in allowances, respectively	1,444		1,226
Other current assets	97		74
Total current assets	1,556		1,317
Long-term assets
Property and equipment, net of $412 and $381 in accumulated depreciation, respectively	126		134
Operating lease assets	205		238
Goodwill	1,111		1,111
Identifiable intangible assets, net of $184 and $164 in accumulated amortization, respectively	432		453
Other long-term assets	29		24
Total long-term assets	1,903		1,960
Total assets	$	3,459	$	3,277
LIABILITIES AND EQUITY
Current liabilities
Accounts payable	$	713	$	539
Accrued expenses	404		397
Short-term debt and current maturities of long-term debt	36		17
Short-term operating lease liabilities	66		75
Other current liabilities	8		10
Total current liabilities	1,227		1,038
Long-term liabilities
Long-term debt and obligations under finance leases	459		387
Deferred tax liabilities	35		51
Long-term operating lease liabilities	167		191
Other long-term liabilities	65		69
Total long-term liabilities	726		698
Commitments and Contingencies (Note 9)
Equity
Preferred stock, $0.01 par value; 10,000 shares authorized; 0 shares issued and outstanding as of June 30, 2026 and December 31, 2025	—		—
Common stock, $0.01 par value; 300,000 shares authorized; 164,920 and 164,160 shares issued and outstanding as of June 30, 2026 and December 31, 2025, respectively	2		2
Additional paid-in capital	1,940		1,929
Accumulated deficit	(429)		(384)

Accumulated other comprehensive loss	(7)		(6)
Total equity	1,506		1,541
Total liabilities and equity	$	3,459	$	3,277

See accompanying notes to condensed consolidated financial statements.

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RXO, Inc.

Condensed Consolidated Statements of Operations

(Unaudited)


	Three Months Ended June 30,				Six Months Ended June 30,
(Dollars in millions, shares in thousands, except per share amounts)	2026		2025		2026		2025
Revenue	$	1,774	$	1,419	$	3,199	$	2,852
Cost of transportation and services (exclusive of depreciation and amortization)	1,472		1,118		2,643		2,271
Direct operating expense (exclusive of depreciation and amortization)	53		47		103		95
Sales, general and administrative expense	211		214		408		424
Depreciation and amortization expense	26		30		52		62
Transaction and integration costs	4		7		6		13
Restructuring costs	7		3		14		17
Operating income (loss)	$	1	$	—	$	(27)	$	(30)
Other expense	—		2		1		2

Debt extinguishment loss	—		—		11		—
Interest expense, net	9		8		18		17
Loss before income taxes	$	(8)	$	(10)	$	(57)	$	(49)
Income tax provision (benefit)	1		(1)		(12)		(9)
Net loss	$	(9)	$	(9)	$	(45)	$	(40)

Loss per share
Basic	$	(0.05)	$	(0.05)	$	(0.27)	$	(0.24)
Diluted	$	(0.05)	$	(0.05)	$	(0.27)	$	(0.24)

Weighted-average common shares outstanding
Basic	169,646		168,525		169,377		168,275
Diluted	169,646		168,525		169,377		168,275

See accompanying notes to condensed consolidated financial statements.

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RXO, Inc.

Condensed Consolidated Statements of Comprehensive Loss

(Unaudited)


	Three Months Ended June 30,				Six Months Ended June 30,
(In millions)	2026		2025		2026		2025
Net loss	$	(9)	$	(9)	$	(45)	$	(40)

Other comprehensive income (loss)
Foreign currency gain (loss)	$	—	$	3	$	(1)	$	5
Other comprehensive income (loss)	—		3		(1)		5
Comprehensive loss	$	(9)	$	(6)	$	(46)	$	(35)

See accompanying notes to condensed consolidated financial statements.

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RXO, Inc.

Condensed Consolidated Statements of Cash Flows

(Unaudited)


	Six Months Ended June 30,
(In millions)	2026		2025
Operating activities
Net loss	$	(45)	$	(40)
Adjustments to reconcile net loss to net cash from operating activities
Depreciation and amortization expense	52		62
Stock compensation expense	14		14
Deferred tax benefit	(15)		(13)

Impairment of operating lease assets	2		4
Debt extinguishment loss	11		—
Other	5		6
Changes in assets and liabilities
Accounts receivable	(223)		159
Other current assets and other long-term assets	(26)		(7)
Accounts payable	179		(93)
Accrued expenses, other current liabilities and other long-term liabilities	(1)		(71)

Net cash provided by (used in) operating activities	(47)		21
Investing activities
Payment for purchases of property and equipment	(29)		(29)
Proceeds from sale of property and equipment	—		1
Business acquisition, net of cash acquired	—		(10)
Other	—		(5)
Net cash used in investing activities	(29)		(43)
Financing activities
Proceeds from borrowings on revolving credit facilities	656		261
Repayment of borrowings on revolving credit facilities	(607)		(227)
Proceeds from issuance of debt	400		—
Repurchase of debt	(362)		—
Repayment of debt and finance leases	(1)		(1)
Payment for debt issuance costs	(9)		—

Payment for equity issuance costs	—		(1)
Payment for tax withholdings related to vesting of stock compensation awards	(3)		(18)



Other	—		(10)
Net cash provided by financing activities	74		4
Effect of exchange rates on cash, cash equivalents and restricted cash	—		2
Net decrease in cash, cash equivalents and restricted cash	(2)		(16)
Cash, cash equivalents, and restricted cash, beginning of period	18		35
Cash, cash equivalents, and restricted cash, end of period	$	16	$	19

Supplemental disclosure of cash flow information:
Leased assets obtained in exchange for new operating lease liabilities	$	19	$	22

Cash paid for income taxes, net	5		4
Cash paid for interest, net	11		16
Purchases of property and equipment in accounts payable, accrued expenses and other liabilities	2		10

See accompanying notes to condensed consolidated financial statements.

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RXO, Inc.

Condensed Consolidated Statements of Changes in Equity

(Unaudited)



	Common Stock
(Dollars in millions, shares in thousands)	Shares	Amount		Additional Paid-in Capital		Accumulated Deficit		Accumulated Other Comprehensive Loss		Total Equity
Balance as of March 31, 2026	164,867	$	2	$	1,934	$	(420)	$	(7)	$	1,509
Net loss	—	—		—		(9)		—		(9)

Stock compensation expense	—	—		7		—		—		7
Vesting of stock compensation awards	53	—		—		—		—		—
Tax withholdings related to vesting of stock compensation awards	—	—		(1)		—		—		(1)




Balance as of June 30, 2026	164,920	$	2	$	1,940	$	(429)	$	(7)	$	1,506



	Common Stock
(Dollars in millions, shares in thousands)	Shares	Amount		Additional Paid-in Capital		Accumulated Deficit		Accumulated Other Comprehensive Loss		Total Equity
Balance as of December 31, 2025	164,160	$	2	$	1,929	$	(384)	$	(6)	$	1,541
Net loss	—	—		—		(45)		—		(45)
Other comprehensive loss	—	—		—		—		(1)		(1)
Stock compensation expense	—	—		14		—		—		14
Vesting of stock compensation awards	760	—		—		—		—		—
Tax withholdings related to vesting of stock compensation awards	—	—		(3)		—		—		(3)




Balance as of June 30, 2026	164,920	$	2	$	1,940	$	(429)	$	(7)	$	1,506



	Common Stock
(Dollars in millions, shares in thousands)	Shares	Amount		Additional Paid-in Capital		Accumulated Deficit		Accumulated Other Comprehensive Loss		Total Equity
Balance as of March 31, 2025	163,912	$	2	$	1,908	$	(315)	$	(8)	$	1,587
Net loss	—	—		—		(9)		—		(9)
Other comprehensive income	—	—		—		—		3		3
Stock compensation expense	—	—		7		—		—		7
Vesting of stock compensation awards	58	—		—		—		—		—



Balance as of June 30, 2025	163,970	$	2	$	1,915	$	(324)	$	(5)	$	1,588

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	Common Stock
(Dollars in millions, shares in thousands)	Shares	Amount		Additional Paid-in Capital		Accumulated Deficit		Accumulated Other Comprehensive Loss		Total Equity
Balance as of December 31, 2024	162,517	$	2	$	1,904	$	(284)	$	(10)	$	1,612
Net loss	—	—		—		(40)		—		(40)
Other comprehensive income	—	—		—		—		5		5
Stock compensation expense	—	—		14		—		—		14
Vesting of stock compensation awards	1,453	—		—		—		—		—
Tax withholdings related to vesting of stock compensation awards	—	—		(3)		—		—		(3)


Balance as of June 30, 2025	163,970	$	2	$	1,915	$	(324)	$	(5)	$	1,588

See accompanying notes to condensed consolidated financial statements.

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RXO, Inc.

Notes to Condensed Consolidated Financial Statements

(Unaudited)

1. Organization

RXO, Inc. (“RXO”, the “Company” or “we”) is a brokered transportation platform defined by cutting-edge technology and an asset-light business model. The largest component is our core truck brokerage business. Our operations also include asset-light managed transportation and last mile services, which complement our truck brokerage business. We present our operations in the condensed consolidated financial statements as one reportable segment.

2. Basis of Presentation and Significant Accounting Policies

Basis of Presentation

The accompanying unaudited condensed consolidated financial statements of the Company have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial information and pursuant to the rules of the Securities and Exchange Commission (“SEC”). Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. These financial statements have been prepared on a basis that is substantially consistent with the accounting principles applied in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025 (the “2025 Form 10-K”). The accompanying unaudited condensed consolidated financial statements and notes thereto should be read in conjunction with the 2025 Form 10-K.

The Company’s condensed consolidated financial statements include the accounts of RXO, Inc. and its majority-owned subsidiaries. All intercompany accounts and transactions have been eliminated. In management’s opinion, the condensed consolidated financial statements reflect all adjustments that are of a normal recurring nature and are necessary for a fair presentation of financial condition, results of operations and cash flows for the interim periods presented. Operating results for the three and six months ended June 30, 2026 are not necessarily indicative of the results that may be expected for the year ending December 31, 2026.

Significant Accounting Policies

Our significant accounting policies are disclosed in Note 2 to the 2025 Form 10-K. There have been no material changes to the Company’s significant accounting policies as of June 30, 2026.

Restricted Cash

As of June 30, 2026 and December 31, 2025, our restricted cash included in Other current assets on our Condensed Consolidated Balance Sheets was $1 million.

Adoption of New Accounting Standard

In July 2025, the FASB issued ASU 2025-05, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses for Accounts Receivable and Contract Assets (“ASU 2025-09”), which creates a new optional practical expedient related to the estimation of future expected credit losses on accounts receivable. If elected, this expedient removes the requirement, when estimating expected credit losses, to consider changes in forecasted macroeconomic conditions, such as changes in unemployment rates or gross domestic product growth. Instead, companies electing the practical expedient may assume that current conditions as of the balance sheet date will not change for the remaining life of the asset. The amendments in ASU 2025-05 are effective for annual reporting periods beginning after December 15, 2025, including interim periods within those fiscal years. We adopted this standard on January 1, 2026, on a prospective basis. The adoption did not have an impact on our condensed consolidated financial statements.

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Accounting Pronouncements Issued but Not Yet Effective

In November 2024, the FASB issued ASU 2024-03, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40) - Disaggregation of Income Statement Expenses (“ASU 2024-03”). ASU 2024-03 seeks to improve the disclosures about a public business entity’s expenses by requiring more detailed information about the types of expenses in commonly presented expense captions. The amendments are effective for annual periods beginning after December 15, 2026 and interim reporting periods after December 15, 2027 on either a prospective or retrospective basis. Early adoption is permitted. We are currently evaluating the impact of the new guidance.

In September 2025, the FASB issued ASU 2025-06, Intangibles - Goodwill and Other - Internal Use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software (“ASU 2025-06”). ASU 2025-06 improves the operability of the accounting for internal-use software by removing all references to software development project stages so that the guidance is neutral to different software development methods. This standard is effective for annual periods beginning after December 15, 2027, including interim periods within those fiscal years, and early adoption is permitted. We are currently evaluating the potential impact of the new guidance.

In December 2025, the FASB issued ASU 2025-11, Interim Reporting (Topic 270): Narrow-Scope Improvements (“ASU 2025-11”), which clarifies the guidance in Topic 270 to improve the consistency of interim financial reporting. ASU 2025-11 provides a comprehensive list of required interim disclosures and introduces a disclosure principle requiring entities to disclose events since the end of the last annual reporting period that have a material impact on the entity. This standard is effective for fiscal years beginning after December 15, 2027, including interim periods within those fiscal years, with early adoption permitted. We are currently evaluating the potential impact of the new guidance.

On July 4, 2025, the U.S. enacted into law H.R.1, commonly referred to as “The One Big Beautiful Bill Act” (the “Act”). The Act contains several key tax provisions impacting businesses, including the permanent reinstatement of 100% bonus depreciation for qualified property and the restoration of immediate expensing of domestic research and experimental expenditures. The Act also modifies the business interest deduction limitation as well as several international tax provisions. The legislation has various effective dates of implementation from 2025 through 2027. Certain provisions of the Act that were in effect for fiscal 2025 were reflected in our consolidated financial statements for the year ended December 31, 2025. The Act did not have any material impact on our effective tax rate or cash flow for the three and six months ended June 30, 2026.

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3. Segment Reporting

The tables below provide information about the Company’s reportable segment:


	Three Months Ended June 30,				Six Months Ended June 30,
(In millions)	2026		2025		2026		2025
Revenue	$	1,774	$	1,419	$	3,199	$	2,852

Less:
Cost of transportation and services (exclusive of depreciation and amortization)	1,472		1,118		2,643		2,271
Direct operating expense (exclusive of depreciation and amortization)	53		47		103		95
Sales, general and administrative expense (1)	198		202		385		405

Segment adjusted EBITDA	$	51	$	52	$	68	$	81

Unallocated corporate expenses	10		12		20		19
Depreciation and amortization expense	26		30		52		62
Transaction and integration costs	4		7		6		13
Restructuring and other costs	9		3		16		17
Other expense (2)	1		2		2		2
Debt extinguishment loss	—		—		11		—
Interest expense, net	9		8		18		17
Consolidated loss before income taxes	$	(8)	$	(10)	$	(57)	$	(49)

(1)Excludes unallocated corporate expenses and other costs.

(2)Excludes other costs.


(In millions)	June 30, 2026		December 31, 2025
Segment assets	$	3,395	$	3,207
Corporate assets	64		70
Total assets	$	3,459	$	3,277

4. Revenue Recognition

Disaggregation of Revenues

We disaggregate our revenue by geographic area, service offering and industry sector. The majority of our revenue, based on sales office location, is generated in the U.S. Approximately 8% and 7% of our revenues were generated outside the U.S. (primarily in Canada, Europe, Mexico and Asia) for the three months ended June 30, 2026 and 2025, respectively. Approximately 7% of our revenues were generated outside the U.S. (primarily in Canada, Europe, Mexico and Asia) for the six months ended June 30, 2026 and 2025.

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Our revenue disaggregated by service offering is as follows:


	Three Months Ended June 30,				Six Months Ended June 30,
(In millions)	2026		2025		2026		2025
Truck brokerage	$	1,349	$	1,025	$	2,446	$	2,092
Last mile	344		315		609		593
Managed transportation	144		142		267		279
Eliminations	(63)		(63)		(123)		(112)
Total	$	1,774	$	1,419	$	3,199	$	2,852

Our revenue disaggregated by industry sector is as follows:


	Three Months Ended June 30,				Six Months Ended June 30,
(In millions)	2026		2025		2026		2025
Retail/e-commerce	$	652	$	540	$	1,182	$	1,071
Industrial/manufacturing	364		269		638		547
Food and beverage	320		220		571		453
Logistics and transportation	124		111		244		236
Automotive	121		92		216		188
Other	193		187		348		357
Total	$	1,774	$	1,419	$	3,199	$	2,852

Performance Obligations

Remaining performance obligations represent firm contracts for which services have not been performed and future revenue recognition is expected. As permitted in determining the remaining performance obligation, we omit obligations that: (i) have original expected durations of one year or less or (ii) contain variable consideration. As of June 30, 2026, the fixed consideration component of our remaining performance obligation was approximately $54 million, and we expect approximately 98% of that amount to be recognized over the next four years and the remainder thereafter. We estimate remaining performance obligations at a point in time and actual amounts may differ from these estimates due to contract revisions or terminations.

5. Restructuring Charges

We engage in restructuring actions as part of our ongoing efforts to best use our resources and infrastructure. These actions generally include severance and impairment of real estate and equipment operating lease assets, and are intended to improve our efficiency and profitability going forward.

The following is a roll-forward of the Company’s restructuring activity:


			Six Months Ended June 30, 2026
(In millions)	Reserve Balance as of December 31, 2025		Charges Incurred		Payments		Other		Reserve Balance as of June 30, 2026
Severance	$	8	$	6	$	(10)	$	—	$	4
Equipment and facilities	19		8		(8)		2		21

Total	$	27	$	14	$	(18)	$	2	$	25

We expect the majority of the cash outlays related to the remaining severance restructuring liability at June 30, 2026 to be complete within twelve months. Cash outlays related to the remaining equipment and facilities restructuring liability at June 30, 2026 will be completed over the remaining term of the impaired leases.

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6. Debt

The following table summarizes the principal balance and carrying value of our debt:


	June 30, 2026				December 31, 2025
(In millions)	Principal Balance		Carrying Value		Principal Balance		Carrying Value
Revolver	$	—	$	—	$	35	$	35
ABL Facility	65		65		—		—
7.50% Notes due 2027 (1)	—		—		355		351
6.375% Notes due 2031 (2)	400		394		—		—
Finance leases, asset financing and short-term debt	36		36		18		18
Total debt and obligations under finance leases	501		495		408		404
Less: Short-term debt and current maturities of long-term debt	36		36		17		17
Total long-term debt and obligations under finance leases	$	465	$	459	$	391	$	387

(1)The carrying value of the 7.50% Notes due 2027 is presented net of unamortized debt issuance cost and discount of $4 million as of December 31, 2025.

(2)The carrying value of the 6.375% Notes due 2031 is presented net of unamortized debt issuance cost of $6 million as of June 30, 2026.

Revolving Credit Facilities

On February 5, 2026 we entered into an asset-based revolving credit facility (the “ABL Facility”) and used proceeds from loans under the ABL Facility to repay and terminate our previous revolving credit agreement (the “Revolver”). The ABL Facility matures on February 5, 2031.

The aggregate commitment of all lenders under the ABL Facility is $450 million, with the option to request an increase in the revolving commitment by up to the greater of $200 million and the amount, if positive, by which the borrowing base exceeds the aggregate commitments of the lenders, not to exceed 5% of the aggregate amount of the commitments of the lenders at such time. A portion of the ABL Facility, not to exceed $100 million, is available for the issuance of letters of credit. The Company is required to pay a commitment fee on any unused commitment, based on pricing levels set forth in the agreement.

The ABL Facility is secured by a first priority perfected security interest (subject to customary exceptions) in all assets of the credit parties, whether consisting of personal, tangible or intangible property; provided that all interests in fee-owned real property and all leasehold interests in real property are excluded. Amounts available to be drawn under the ABL Facility are determined by calculating the applicable borrowing base, which is based upon applicable percentages of the values of eligible investment grade accounts receivable, eligible non-investment grade accounts receivable, eligible unbilled accounts receivable, and eligible liquid assets, less reserves.

As of June 30, 2026, the Company had $335 million available under the ABL Facility, net of $65 million of outstanding borrowings and $50 million of outstanding letters of credit.

Outstanding amounts under the ABL Facility bear interest at a rate per annum equal to, at the Company’s election: (i) a base rate plus an applicable margin or (ii) an adjusted term SOFR plus an applicable margin; interest is payable monthly or quarterly, at the Company’s election. The effective interest rate on the ABL Facility was 5.12% as of June 30, 2026.

Subject to customary exceptions and restrictions, the Company may voluntarily prepay outstanding amounts under the ABL Facility at any time without premium or penalty. Any voluntary prepayments made will not reduce commitments under the ABL Facility. The ABL Facility contains mandatory prepayment provisions which require prepayment of amounts outstanding under the ABL Facility (i) upon the receipt of proceeds from the issuance of any non-permitted indebtedness and (ii) when there is an availability shortfall.

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The ABL Facility contains customary representations and warranties, events of default and financial, affirmative and negative covenants for facilities of this type, including, but not limited to, financial covenants relating to a fixed charge coverage ratio, a minimum liquidity requirement and a minimum excess availability requirement, and restrictions on indebtedness, liens, investments and acquisitions, asset dispositions, specified agreements, restricted payments and prepayment of certain indebtedness. At June 30, 2026, the Company was in compliance with the covenants of the ABL Facility.

We also have a non-U.S. revolving credit facility with a maximum commitment of approximately $