v3.25.4
Acquisitions (Tables)
 12 Months Ended
Dec. 31, 2025
Business Combination, Asset Acquisition, Transaction between Entities under Common Control, and Joint Venture Formation [Abstract]  
Schedule of Purchase Price Allocation Assets acquired and liabilities assumed as of the acquisition date are presented in the following table:
January 26, 2024 Opening Balance Sheet as Reported at March 31, 2024
Adjustments
January 26, 2024 Opening Balance Sheet as Reported at December 31, 2024
Consideration Transferred
Cash consideration paid$1,643,502 $— $1,643,502 
Contingent consideration
13,270 — 13,270 
Equity Consideration1
656,881 (39,413)617,468 
Total purchase price and noncontrolling interest
2,313,653 (39,413)2,274,240 
Fair Value of Assets Acquired and Liabilities Assumed
Cash and cash equivalents acquired78,260 (10,977)67,283 
Accounts receivable181,570 10,441 192,011 
Property and equipment75,292 14,082 89,374 
Other assets35,639 (3,084)32,555 
Operating lease right-of-use assets234,025 13,665 247,690 
Customer relationships1,062,729 (158,929)903,800 
Non-compete agreements42,509 (19,109)23,400 
Trademarks and other42,510 (19,410)23,100 
Total assets acquired1,752,534 (173,321)1,579,213 
Current liabilities156,408 (368)156,040 
Finance lease obligations14,606 2,977 17,583 
Operating lease liabilities234,025 13,844 247,869 
Other liabilities643 (559)84 
Deferred income taxes133,673 22,127 155,800 
Total liabilities assumed539,355 38,021 577,376 
Goodwill$1,100,474 $171,929 $1,272,403 
1Includes (i) $84,138 related to the issuance of the 700 common shares and 1.21 shares of Series C Preferred Stock, (ii) $345,003 related to the fair value of the Class B Opco units and (iii) $188,327 related to the fair value of the noncontrolling interest retained by the Omni Holders. In consolidation, the Class B Opco units are eliminated and $121,379 is recorded to additional paid-in capital as an equity transaction and $223,284 is recorded to noncontrolling interest representing the Omni Holders share of the historical carrying value of the Company’s net operating assets.
The associated goodwill has been included in the Company’s Expedited Freight reportable segment.
Land Air
January 31, 2023
Tangible assets:
Property and equipment$738 
Total tangible assets738 
Intangible assets:
Customer relationships 1
35,200 
Goodwill20,629 
Total intangible assets55,829 
Total assets acquired56,567 
Net assets acquired 2
$56,567 
1 Estimated useful life of 15 years
2 No liabilities were assumed in relation to the Land Air transaction.
Schedule of Weighted-Average Useful Life of Acquired Intangible Assets The acquired intangible assets have a weighted-average useful life as follows:
Intangible AssetsWeighted-Average Useful Life
Customer relationships14 years
Non-compete agreements4 years
Trade names5 years
The estimated useful life of Omni acquired intangible assets as of the acquisition date are summarized in the following table:
Years
Customer relationships14 years
Non-compete agreements4 years
Trademarks and other
5 years
Schedule of Pro Forma Information The following table represents the pro forma financial information as if Omni had been included in the consolidated results of the Company since January 1, 2023 (unaudited and in thousands):
 Year Ended
 December 31,
2024		December 31,
2023
Pro forma revenue
$2,556,262 $2,659,431 
Pro forma net loss from continuing operations
(1,190,392)(159,425)