v3.26.3
Transactions, Strategic Initiatives and Other Costs, Net
9 Months Ended
Sep. 30, 2026
Acquisition, Litigation and Other Special Charges [Abstract]  
Transactions, Strategic Initiatives and Other Costs, Net Transactions, Strategic Initiatives and Other Costs, Net
The components of the charges and credits included in “Transactions, strategic initiatives and other costs, net” in our Condensed Consolidated Statements of Operations are as follows:
Three Months Ended September 30,Nine Months Ended September 30,
2026202520262025
Transactions, strategic initiatives and other costs, net
(In thousands)
Acquisition and transaction related costs
$12,060 $830 $23,546 $4,175 
Orion Related Costs:
Transformation related costs (non-capitalizable costs)(1)(2)
8,235 10,092 21,177 29,685 
Oracle related costs (non-capitalizable costs)(1)(2)
1,784 2,867 5,857 10,212 
Total Orion related costs10,019 12,959 27,034 39,897 
Held for sale, closed, and idled site costs, net, excluding severance
Lease termination fees— — — 4,957 
Other costs, net7,443 4,864 15,794 10,892 
Total held for sale, closed, and idled site costs, net, excluding severance7,443 4,864 15,794 15,849 
Severance and other compensation costs(2)
3,343 7,605 13,693 11,615 
Cyber incident related costs, net of insurance recoveries(813)1,061 (636)3,191 
Other, net(2)
156 1,733 1,692 2,965 
Total Transactions, strategic initiatives and other costs, net
$32,208 $29,052 $81,123 $77,692 
(1)Beginning with the year ended December 31, 2025, the Company has begun presenting Orion related non-capitalizable costs separately within the table above.
(2)Certain prior period amounts have been reclassified to conform to the current period presentation.
Acquisition and transaction related costs include costs associated with any potential acquisition and joint venture activity, whether consummated or not, such as advisory, legal, accounting, valuation, and other professional or consulting fees. During the three and nine months ended September 30, 2026, these costs also included those associated with the formation of the EQT JV which is further described in Note 13 - Investments in and Advances to Partially Owned Entities to these Condensed Consolidated Financial Statements. We also include integration costs pre- and post-acquisition that reflect work being performed to facilitate acquisition integration, such as work associated with information systems and other projects, including spending to support future acquisitions, which primarily consists of professional services. We consider acquisition-related costs to be corporate costs regardless of the segment or segments involved in the transaction.
Orion: Transformation related costs (non-capitalizable costs) represent the non-capitalizable portion of various transformation-related projects, including but not limited to various cost reduction and market expansion initiatives.
Orion: Oracle related costs (non-capitalizable costs) represent the non-capitalizable portion of charges related to the implementation of the Company’s new cloud-based ERP system, Oracle, and related applications. The Company deployed Project Orion (Oracle-related) in North America and Asia Pacific during the second quarter of 2024 and is currently implementing the project in its European operations.
Held for sale, closed, and idled site revenues and costs, net, excluding severance includes net revenues and expenses associated with winding down operations at sites held for sale, closed, sold, or idled within our warehouse and transportation related operations. Such costs include lease termination fees, fixed operating costs, and asset retirement obligations, but exclude any reduction in workforce or severance-related costs associated with the exit of these operations, as those expenses are included within Severance and other compensation costs.
Severance and other compensation costs represent certain contractual and negotiated severance and separation costs from former executives who have exited the Company (excluding charges in the normal course of retirement), costs associated with reorganizations, reductions in headcount due to synergies achieved through acquisitions or operational efficiencies, reductions in workforce costs associated with exiting or selling non-strategic warehouses or businesses, and non-routine stock-based compensation expense associated with certain employee awards.
Cyber incident related costs, net of insurance recoveries, represent incremental legal and other costs associated with cybersecurity incidents that occurred in November 2020 and April 2023, net of business interruption insurance proceeds received. For further information regarding these cyber incidents, refer to our 2025 Annual Report on Form 10-K.
Other, net includes consulting fees for strategic projects and other miscellaneous non-routine costs.