Overview

Expeditors International of Washington, Inc. provides a full suite of global
logistics services. Our services include air and ocean freight consolidation and
forwarding, customs brokerage, warehousing and distribution, purchase order
management, vendor consolidation, time-definite transportation services,
temperature-controlled transit, cargo insurance, specialized cargo monitoring
and tracking, and other logistics solutions. We do not compete for overnight
courier or small parcel business. As a non-asset based carrier, we do not own or
operate transportation assets.

We derive our revenues by entering into agreements that are generally comprised
of a single performance obligation, which is that freight is shipped for and
received by our customer. Each performance obligation is comprised of one or
more of the Company's services. We typically satisfy our performance obligations
as services are rendered over time. A typical shipment would include services
rendered at origin, such as pick-up and delivery to port, freight services from
origin to destination port and destination services, such as customs clearance
and final delivery. Our three principal services are the revenue categories
presented in our financial statements: 1) airfreight services, 2) ocean freight
and ocean services, and 3) customs brokerage and other services. The most
significant drivers of changes in gross revenues and related transportation
expenses are volume, sell rates and buy rates. Volume has a similar effect on
the change in both gross revenues and related transportation expenses in each of
our three primary sources of revenue.

We generate the major portion of our air and ocean freight revenues by
purchasing transportation services on a wholesale basis from direct
(asset-based) carriers and then reselling those services to our customers on a
retail basis. The rate billed to our customers (the sell rate) is recognized as
revenues and the rate we pay to the carrier (the buy rate) is recognized in
operating expenses as the directly related cost of transportation and other
expenses. By consolidating shipments from multiple customers and concentrating
our buying power, we are able to negotiate favorable buy rates from the direct
carriers, while at the same time offering lower sell rates than customers would
otherwise be able to negotiate themselves.

In most cases we act as an indirect carrier. When acting as an indirect carrier,
we issue a House Airway Bill (HAWB), a House Ocean Bill of Lading (HOBL) or a
House Seaway Bill to customers as the contract of carriage. In turn, when the
freight is physically tendered to a direct carrier, we receive a contract of
carriage known as a Master Airway Bill for airfreight shipments and a Master
Ocean Bill of Lading for ocean shipments.

Customs brokerage and other services involve providing services at destination, such as helping customers clear shipments through customs by preparing and filing required documentation, calculating and providing for payment of duties and other taxes on behalf of customers as well as arranging for any required inspections by governmental agencies, and import services such as arranging for delivery. These are complicated functions requiring technical knowledge of customs rules and regulations in the multitude of countries in which we have offices. We also provide other value added services at destination, such as warehousing and distribution, time-definitive transportation services and consulting.



In these transactions, we evaluate whether it is appropriate to record the gross
or net amount as revenue. Generally, revenue is recorded on a gross basis when
we are primarily responsible for fulfilling the promise to provide the services,
when we assume risk of loss, when we have discretion in setting the prices for
the services to the customers, and we have the ability to direct the use of the
services provided by the third party. When revenue is recorded on a net basis,
the amounts earned are determined using a fixed fee, a per unit of activity fee
or a combination thereof. For revenues earned in other capacities, for instance,
when we do not issue a HAWB, a HOBL, or a House Seaway Bill or otherwise act
solely as an agent for the shipper, only the commissions and fees earned for
such services are included in revenues. In these transactions, we are not a
principal and report only commissions and fees earned in revenue.

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We manage our company along five geographic areas of responsibility: Americas;
North Asia; South Asia; Europe; and Middle East, Africa and India (MAIR). Each
area is divided into sub-regions that are composed of operating units with
individual profit and loss responsibility. Our business involves shipments
between operating units and typically touches more than one geographic area. The
nature of the international logistics business necessitates a high degree of
communication and cooperation among operating units. Because of this
inter-relationship between operating units, it is very difficult to examine any
one geographic area and draw meaningful conclusions as to its contribution to
our overall success on a stand-alone basis. The following chart shows revenues
by geographic areas of responsibility for the years ended December 31, 2019,
2018 and 2017:



                               [[Image Removed]]



Our operating units share revenue using the same arms-length pricing
methodologies that we use when our offices transact business with independent
agents. Certain costs are allocated among the segments based on the relative
value of the underlying services, which can include allocation based on actual
costs incurred or estimated cost plus a profit margin. Our strategy closely
links compensation with operating unit profitability, which includes shared
revenues and allocated costs. Therefore, individual success is closely linked to
cooperation with other operating units within our network.

The mix of services varies by segment based primarily on the import or export
orientation of local operations in each of our regions. In accordance with our
revenue recognition policy (see Note 1.E to the consolidated financial
statements in this report), almost all freight revenues and related expenses are
recorded at origin and shipment profits are split between origin and destination
offices by recording a commission fee or profit share revenue at the
destination.

North Asia is our largest export oriented region and accounted for 31% of
revenues, 36% of directly related cost of transportation and other expenses and
33% of operating income for the year ended December 31, 2019. North Asia's
directly related cost of transportation and other expenses are higher than other
segments due to the largely export nature of the operations in that region. The
People's Republic of China, including Hong Kong, represented more than 85% of
North Asia revenues, 86% of directly related cost of transportation and other
expenses and 81% operating income for the year ended December 31, 2019.

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Expeditors' Culture



From the inception of our company, management has believed that the elements
required for a successful global service organization can only be assured
through recruiting, training, and ultimately retaining superior personnel. We
believe that our greatest challenge is now, and always has been, perpetuating a
consistent global corporate culture which demands:

• Total dedication to providing superior customer service;

• Compliance with our policies and procedures and government regulations;




  • Aggressive marketing of all of our service offerings;


    •   A positive, safe work environment that is inclusive and free from
        discrimination and harassment;


  • Ongoing development of key employees and management personnel;

• Creation of unlimited advancement opportunities for employees dedicated to

hard work, personal growth and continuous improvement;

• Individual commitment to the identification and mentoring of successors


        for every key position so that when change occurs, a qualified and
        well-trained internal candidate is ready to step forward; and

• Continuous identification, design and implementation of system solutions

and differentiated service offerings, both technological and otherwise, to

meet and exceed the needs of our customers while simultaneously delivering

tools to make our employees more efficient and effective.




We reinforce these values with a compensation system that rewards employees for
profitably managing the things they can control. This compensation system has
been in place since we became a publicly traded company. There is no limit to
how much a key manager can be compensated for success. We believe in a "real
world" environment where the employees of our operating units are held
accountable for the profit implications of their decisions. If these decisions
result in operating losses, management generally must make up these losses with
future operating profits, in the aggregate, before any cash incentive
compensation can be earned. Executive management, in limited circumstances,
makes exceptions at the branch operating unit level. At the same time, our
policies, processes and relevant training focus on such things as cargo
management, risk mitigation, compliance, accounts receivable collection, cash
flow and credit soundness in an attempt to help managers avoid the kinds of
errors that might end a career.

We believe that our unique culture is a critical component to our continued
success. We strongly believe that it is nearly impossible to predict events
that, individually or in the aggregate, could have a positive or a negative
impact on our future operations. As a result, management's focus is on building
and maintaining a global corporate culture and an environment where well-trained
employees and managers are prepared to identify and react to changes as they
develop and thereby help us adapt and thrive as major trends emerge.

Our business growth strategy emphasizes a focus on the right markets and, within
each market, on the right customers that lead to profitable business growth.
Expeditors' teams are aligned on the specific markets; on the targeted accounts
within those markets; and on ways that we can continue to differentiate
ourselves from our competitors.

Our ability to provide services to customers is highly dependent on good working
relationships with a variety of entities including airlines, ocean carriers,
ground transportation providers and governmental agencies. The significance of
maintaining acceptable working relationships with these entities has gained
increased importance as a result of ongoing concern over terrorism, security,
changes in governmental regulation and oversight of international trade. A good
reputation helps to develop practical working understandings that will assist in
meeting security requirements while minimizing potential international trade
obstacles, especially as governments promulgate new regulations and increase
oversight and enforcement of new and existing laws. We consider our current
working relationships with these entities to be satisfactory.

Our business is also highly dependent on the financial stability and operational
capabilities of the carriers we utilize. Although airline profitability has
improved, many carriers remain highly leveraged with debt. Moreover, the ocean
carrier industry has incurred substantial losses in recent years. Many carriers
are highly leveraged with debt and certain carriers are facing significant
liquidity challenges. This environment requires that we be selective in
determining which carriers to utilize. Further changes in the financial
stability, operating capabilities and capacity of asset-based carriers, capacity
allotments available from carriers, governmental regulations, and/or trade
accords could adversely affect our business in unpredictable ways.

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International Trade and Competition



We operate in over 60 countries in the competitive global logistics industry and
our activities are closely tied to the global economy. International trade is
influenced by many factors, including economic and political conditions in the
United States and abroad, currency exchange rates, laws and policies relating to
tariffs, trade restrictions, foreign investments and taxation. Periodically,
governments consider a variety of changes to tariffs and trade restrictions and
accords. Currently, the United States and China have significantly increased
tariffs on certain imports and are engaged in trade negotiations. The United
Kingdom and the European Union are negotiating the terms of the United Kingdom's
exit from the European Union. We cannot predict the outcome of these proposals
or negotiations, or the effects they will have on our business. As governments
implement higher tariffs on imports, manufacturers may accelerate, to the extent
possible, shipments to avoid higher tariffs and, over time, may shift
manufacturing to other countries. Doing business in foreign locations also
subjects us to a variety of risks and considerations not normally encountered by
domestic enterprises. In addition to being influenced by governmental policies
and inter-governmental disputes concerning international trade, our business may
also be negatively affected by political developments and changes in government
personnel or policies in the United States and other countries, as well as
economic turbulence, political unrest and security concerns in the nations and
on the trade shipping lanes in which we conduct business and the future impact
that these events may have on international trade, oil prices and security
costs.

The global logistics services industry is intensely competitive and is expected
to remain so for the foreseeable future. Our pricing and terms continue to be
pressured by uncertainty in global trade and economic conditions, concerns over
volatile fuel costs, disruptions in port services, political unrest and
fluctuating currency exchange rates. We expect these operating and competitive
conditions to continue.

Ocean carriers have incurred substantial operating losses in recent years, and
many are highly leveraged with debt. These financial challenges have resulted in
multiple carrier acquisitions and carrier alliance formations. Additionally,
carriers continue to take delivery of new and larger ships, which may increase
capacity. Carriers also face new regulatory requirements that became effective
in 2020 requiring reductions in the sulfur in marine fuel, which are increasing
their operating and capital costs. When the market experiences seasonal peaks or
any sort of disruption, the carriers often increase their pricing suddenly. This
carrier behavior creates pricing volatility that could impact Expeditors'
ability to maintain historical unitary profitability.

There is uncertainty as to how new regulatory requirements and changes in oil
prices will continue to impact future buy rates. Because fuel is an integral
part of carriers' costs and impacts both our buy rates and sell rates, we would
expect our revenues and costs to be impacted as carriers adjust rates for the
effect of changing fuel prices. To the extent that we are unable to pass through
any increases to our customers, this could adversely affect our operating
income.

We expect China trade, and hence our operations, to be affected by the recent
outbreak of Novel Coronavirus (COVID-19) that began in China and was declared by
the World Health Organization as a global health emergency. As precautionary
measures, the government in China extended the Lunar New Year Holiday into
February 2020 and has implemented travel restrictions and closures of certain
central China ports and government offices. Additionally, factories have
experienced extended closures and certain airlines are cancelling flights to and
from China. As a result, certain of our central China offices have experienced
closures and limited operations and shipments are being rerouted or delayed by
customers and service providers, who are taking their own precautionary
measures. Also, available airfreight capacity could be reduced affecting our
ability to efficiently route our customers' freight. Any such conditions of
operations, for an extended period of time would result in a reduction in
shipments that could negatively affect our results of operations in 2020. In
addition to traditional supply chain movements, we also believe this may have a
further impact to global supply chains through potential shortages of raw
materials, parts and supplies.

The global economic and trade environments remain uncertain. We cannot predict
the impact of future changes in global trade on our operating results, freight
volumes, pricing, changes in consumer demand, carrier stability and capacity,
customers' abilities to pay or on changes in competitors' behavior.
Additionally, we cannot predict the direct or indirect impact that further
changes in consumer purchasing behavior, such as online shopping, could have on
our business. In response to governments implementing higher tariffs on imports,
some customers have begun shifting manufacturing to other countries which could
negatively impact us.

Critical Accounting Estimates

Our consolidated financial statements and accompanying notes are prepared in
accordance with accounting principles generally accepted in the United States
(U.S. GAAP). Preparing our consolidated financial statements requires management
to make estimates and assumptions that affect the reported amounts of assets,
liabilities and expenses. A summary of our significant accounting policies can
be found in Note 1 to the consolidated financial statements in this report.

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Management believes that the nature of our business is such that there are few
complex challenges in accounting for operations. While judgments and estimates
are a necessary component of any system of accounting, the use of estimates is
limited primarily to the following areas:

  • accrual of loss contingencies;


  • accrual of various tax liabilities and contingencies;


  • accounts receivable valuation; and

• accrual of insurance liabilities for the portion of the related exposure

that we have self-insured.




These estimates, other than the accrual of loss contingencies and tax
liabilities and contingencies, are not highly uncertain and have not
historically been subject to significant change. Management believes that the
methods utilized in all of these areas are non-aggressive in approach and
consistent in application. Management believes that there are limited, if any,
alternative accounting principles or methods which could be applied to these
transactions. While the use of estimates means that actual future results may be
different from those contemplated by the estimates, management believes that
alternative principles and methods used for making such estimates would not
produce materially different results than those reported.

The outcome of loss contingencies, including legal proceedings and claims and
government investigations, brought against us are subject to significant
uncertainty. An estimated loss from a contingency, such as a legal proceeding,
claim or government investigation, is recorded by a charge to income if it is
probable that an asset has been impaired or a liability has been incurred and
the amount of the loss can be reasonably estimated. Disclosure of a loss
contingency is made if there is at least a reasonable possibility that a
significant loss has been incurred. In determining whether a loss should be
recorded, management evaluates several factors, including advice from outside
legal counsel, in order to estimate the likelihood of an unfavorable outcome and
to make a reasonable estimate of the amount of loss or range of reasonably
possible loss. Changes in these factors could have a material impact on our
financial position, results of operations and operating cash flows for any
particular quarter or year.

Accounting for income taxes involves significant estimates and judgments. We are
subject to taxation in various states and in many foreign jurisdictions
including the People's Republic of China, including Hong Kong, Taiwan, Vietnam,
India, Mexico, Canada, Netherlands and the United Kingdom. Management believes
that our tax positions, including intercompany transfer pricing policies, are
reasonable and that they are consistently applied. We are under, or may be
subject to, audit or examination and assessments by the relevant authorities in
respect of these particular jurisdictions primarily for 2009 and thereafter.
Sometimes audits and examinations result in proposed assessments where the
ultimate resolution could result in significant additional tax, penalties and
interest payments being required. We establish liabilities when, despite our
belief that the tax return positions are appropriate and consistent with tax
law, we conclude that we may not be successful in realizing the tax position. In
evaluating a tax position, we determine whether it is more likely than not that
the position will be sustained upon examination, including resolution of any
related appeals or litigation processes, based on the technical merits of the
position and in consultation with qualified tax advisors.

The total amount of our tax contingencies may increase in 2020. In addition,
changes in state, federal, and foreign tax laws and changes in interpretations
of these laws may increase our existing tax contingencies. The timing of the
resolution of income tax examinations can be highly uncertain, and the amounts
ultimately paid, if any, upon resolution of the issues raised by the taxing
authorities may differ significantly from the amounts recorded. It is reasonably
possible that within the next 12 months we may undergo further audits and
examinations by various tax authorities and it is also possible that we may
reach resolution related to income tax examinations in one or more
jurisdictions. These assessments or settlements could result in changes to our
contingencies related to positions on tax filings in future years and may
increase the amount of tax expense we recognize as well as the potential for
penalties and interest being incurred. Our estimate of any ultimate tax
liability contains assumptions based on our experience, judgments about
potential actions by taxing jurisdictions as well as judgments about the likely
outcome of issues that have been raised by the taxing jurisdiction. Though we
believe the estimates and assumptions used to support the evaluation of our tax
positions are reasonable, the actual amount of any change could vary
significantly depending on the ultimate timing and nature of its resolution.

As discussed in Note 1.F to the consolidated financial statements, earnings of
our foreign subsidiaries are not considered to be indefinitely reinvested
outside of the United States. Accordingly, prior to the implementation of the
requirements of U.S. tax reform under the Tax Cuts and Jobs Act (2017 Tax Act)
in December of 2017, U.S. Federal and State income taxes were provided for all
undistributed earnings net of related foreign tax credits. See Note 7 to the
consolidated financial statements for impacts associated with U.S. tax reform
under the 2017 Tax Act. The 2017 Tax Act, which is also commonly referred to as
"U.S. tax reform," significantly changed U.S. corporate income tax laws by,
among other things, reducing the U.S. corporate income tax rate to 21% starting
in 2018 and creating a territorial tax system with a one-time mandatory tax on
previously undistributed foreign earnings of non-U.S. subsidiaries.

Our effective tax rate will largely depend on the mix of pretax earnings that we
generate in the U.S. as compared to the rest of the world and the impact of any
discrete items for events occurring in the period or future changes in tax
regulations and related interpretations.

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Results of Operations



This section of this Form 10-K generally discusses 2019 and 2018 items and
year-to-year comparisons between 2019 and 2018. Discussions of 2017 items and
year-to-year comparisons between 2018 and 2017 that are not included in this
Form 10-K can be found in "Management's Discussion and Analysis of Financial
Condition and Results of Operations" in Part II, Item 7 of the Company's Annual
Report on Form 10-K for the fiscal year ended December 31, 2018.

The following table shows the revenues, the directly related cost of transportation and other expenses for our principal services and our overhead expenses for 2019, 2018 and 2017. The table, chart and the accompanying discussion and analysis should be read in conjunction with the consolidated financial statements and related notes thereto in this report.





                                                                                    Percentage
                                                                                      change
                                                                                     2019 vs.
In thousands                           2019            2018            2017            2018
Airfreight services:
Revenues                            $ 2,929,882     $ 3,271,932     $ 2,877,032       (10)%
Expenses                              2,143,999       2,410,793       2,126,761        (11)
Ocean freight and ocean services:
Revenues                              2,217,554       2,251,754       2,107,045        (2)
Expenses                              1,613,646       1,664,168       1,543,740        (3)
Customs brokerage and other
services:
Revenues                              3,027,990       2,614,679       1,936,871         16
Expenses                              1,781,313       1,443,031         931,258         23
Overhead expenses:
Salaries and related costs            1,422,315       1,393,259       1,267,120         2
Other                                   447,461         430,551         351,809         4
Total overhead expenses               1,869,776       1,823,810       1,618,929         3
Operating income                        766,692         796,563         700,260        (4)
Other income, net                        29,102          21,766          18,335         34
Earnings before income taxes            795,794         818,329         718,595        (3)
Income tax expense                      203,778         198,539         228,212         3
Net earnings                            592,016         619,790         490,383        (4)
Less net earnings attributable to
the noncontrolling interest               1,621           1,591           1,038         2
Net earnings attributable to
shareholders                        $   590,395     $   618,199     $   489,345        (4)%


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2019 compared with 2018

Airfreight services:

Airfreight services revenues decreased 10% in 2019, as compared with 2018,
primarily due to a 9% decrease in sell rates and a 6% decrease in tonnage as a
result of the softening of market demand due to slowing of the global economy
and continuing inter-governmental trade disputes. North Asia, North America and
Europe revenues decreased 16%, 15% and 13%, respectively, in 2019.

Airfreight services expenses decreased 11% in 2019, respectively, as compared
with the same periods for 2018 principally as a result of a 9% decrease in buy
rates and a 6% decrease in tonnage due to available carrier capacity relative to
market demand. North Asia, North America and Europe directly related expenses
decreased 16%, 18% and 15%, respectively, in 2019.

Most regions experienced decreases in tonnage with the largest being North Asia,
North America and Europe with declines in tonnage of 9%, 5% and 5% respectively,
in 2019. The latter part of 2018 benefited from customers accelerating shipments
in order to avoid higher tariffs.

The global airfreight market has been experiencing imbalances between carrier
capacity and demand in certain lanes, which is resulting in lower buy and sell
rates. These conditions are exacerbated by on-going inter-governmental trade
disputes and uncertainties. Customers remain focused on improving supply-chain
efficiency, reducing overall logistics costs by negotiating lower rates and
utilizing ocean freight whenever possible. We expect these trends to continue in
conjunction with carriers' efforts to manage available capacity and the
evolution of consumer purchasing behavior, such as online shopping. These
conditions could be affected by new product launches and customer responses to
governmental trade policies during periods that have historically experienced
higher demand. These conditions, should they continue to occur, could create a
higher degree of volatility in volumes and, ultimately, buy and sell rates.



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Ocean freight and ocean services:





Ocean freight consolidation, direct ocean forwarding and order management are
the three basic services that constitute and are collectively referred to as
ocean freight and ocean services. Ocean freight and ocean services revenues and
expenses decreased 2% and 3%, respectively, in 2019, as compared with 2018. The
largest component of our ocean freight and ocean services revenue was derived
from ocean freight consolidation, which represented 65% and 68% of ocean freight
and ocean services revenue in 2019 and 2018, respectively.



Ocean freight consolidation revenues and expenses decreased 6% and 7%,
respectively in 2019, as compared with 2018 primarily due to a 3% decline in
containers shipped primarily in North Asia and North America. The 2019 decline
in containers shipped began in the third quarter and accelerated in the fourth
quarter with a quarterly decline of 13% compared to fourth quarter 2018. The
latter part of 2018 benefited from customers accelerating shipments in order to
avoid higher tariffs. The changes in freight consolidation revenues and directly
related expenses also include the revised presentation of destination services
in 2019, which decreased revenues and directly related operating expenses in
ocean freight consolidation but did not change consolidated operating income.



Direct ocean freight forwarding revenues and expenses increased 9% and 12%, respectively, primarily due to higher volumes in North America and Europe. Order management revenues and expenses increased 6% and 7%, respectively, mostly resulting from higher volumes in South Asia.

North Asia ocean freight and ocean services revenues and directly related
expenses decreased 13% and 15%, respectively, primarily due to a decrease in
container volume. This was partially offset by an increase in South Asia ocean
freight and ocean services revenues and directly related expenses of 12% and 9%,
respectively, primarily due to an increase in container volume and higher sell
and buy rates.

We expect that pricing volatility will continue as customers solicit bids, react
to governmental trade policies, and carriers adapt to changes in capacity and
market demand, and merge or create alliances with other carriers. Carriers also
face new regulatory requirements that become effective in 2020 to reduce the use
of sulfur in marine fuel, which are increasing their operating and capital
costs, which could result in higher costs for us. These conditions could result
in lower operating income.

Customs brokerage and other services:



Customs brokerage and other services revenues increased 16% and expenses
increased 23% in 2019, as compared with 2018, primarily due to increased demand
for brokerage services and time-definite value added road freight services.
Customers are seeking knowledgeable customs brokers with sophisticated
computerized capabilities critical to an overall logistics management program,
necessary to rapidly respond to changes in the regulatory and security
environment. The 2019 results include the effect of changing our presentation of
certain import services from a net to a gross basis and our revised presentation
of destination services, which increased revenues and directly related operating
expenses in customs brokerage and other services but did not change operating
income.

North America revenues and directly related expenses increased 23% and 33%,
respectively, and Europe revenues and directly related expenses increased 4% and
6%, respectively, in 2019, as compared with 2018, primarily as a result of
higher volumes in road freight and the effect of the change in presentation of
certain import services.

Overhead expenses:

Salaries and related costs increased 2% in 2019, as compared with 2018,
principally due to an increase in the number of employees, primarily in North
America and Europe, higher base salaries and stock based compensation, partially
offset by reductions in bonus earned from lower operating income. The number of
employees increased primarily to support increased activity in our business
operations.

Historically, the relatively consistent relationship between salaries and
operating income has been the result of a compensation philosophy that has been
maintained since the inception of our company: offer a modest base salary and
the opportunity to share in a fixed and determinable percentage of the operating
profit of the business unit controlled by each key employee. Using this
compensation model, changes in individual incentive compensation occur in
proportion to changes in our operating income, creating an alignment between
branch and corporate performance and shareholder interests.

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Our management compensation programs have always been incentive-based and
performance driven. Bonuses to field management in 2019 were up 2% when compared
to the same period in 2018. Bonuses under the executive incentive compensation
plan were down 12%, primarily due a decrease in operating income, a 3% reduction
made to senior executive management bonus allocations, as well as unused bonus
allocations available for future investments in the development of key
personnel.

Because our management incentive compensation programs are also cumulative,
generally no management bonuses can be paid unless the relevant business unit
is, from inception, cumulatively profitable. Any operating losses must be offset
in their entirety by operating profits before management is eligible for a
bonus. Executive management, in limited circumstances, makes exceptions at the
branch operating unit level. Since the most significant portion of management
compensation comes from the incentive bonus programs, we believe that this
cumulative feature is a disincentive to excessive risk taking by our managers.
The outcome of any higher risk transactions, such as overriding established
credit limits, would be known in a relatively short time frame. Management
believes that when the potential and certain impact on the bonus is fully
considered in light of the short operating cycle of our services, the potential
for short-term gains that could be generated by engaging in risky business
practices is sufficiently mitigated to discourage excessive and inappropriate
risk taking. Management believes that both the stability and the long-term
growth in operating income and net earnings are a result of the incentives
inherent in our compensation programs.

Other overhead expenses increased 4% in 2019, as compared with 2018. The
increase in expenses was due to renting additional space, occupancy costs,
technology-related fees, consulting expenses and warehouse expenses, partially
offset by lower depreciation and amortization expense. We will continue to make
important investments in people, processes and technology, as well as to invest
in our strategic efforts to explore new areas for profitable growth.

Income tax expense:





Our consolidated effective income tax rate was 25.6% in 2019, as compared to
24.3% in 2018. The effect of higher average tax rates of our international
subsidiaries, when compared to U.S. federal and state tax rates, were partially
offset by U.S. foreign tax credits and U.S. income tax deductions for
Foreign-derived intangible income (FDII). In 2019 and 2018, we benefited from
U.S. Federal tax credits totaling $15.7 million and $20.3 million, respectively,
principally because of withholding taxes related to our foreign operations, as
well as U.S. income tax deductions for Foreign-derived intangible income (FDII)
of $9.0 and $4.8 million, respectively. In addition, in both 2019 and 2018 we
benefited from state income tax refunds totaling approximately $4 million. These
amounts were partially offset by the effect of higher foreign tax rates of our
international subsidiaries, when compared to the U.S. Federal income tax rate of
21%, as well as certain expenses that are no longer deductible under the 2017
Tax Act, including certain executive compensation in excess of amounts allowed.

Some elements of the recorded impacts of the 2017 Tax Act could be impacted by
further legislative action as well as additional interpretations and guidance
issued by the IRS or Treasury. See Note 7 to the consolidated financial
statements for additional information.

The tax benefit associated with non-qualified stock option and restricted stock
unit grants is recorded when the related compensation expense is recorded
(excess tax benefits are recorded upon the exercise of non-qualified stock
options and vesting of RSUs and PSUs) while the tax benefit received for
incentive stock options and employee stock purchase plans shares cannot be
anticipated and are therefore recognized if and when a disqualifying disposition
occurs. Our effective tax rate is subject to variation and the effective tax
rate may be more or less volatile based on the amounts of pre-tax income or
loss. For example, the impact of discrete items and non-deductible expenses on
the effective rate is greater when pre-tax income is lower. Total consolidated
foreign income tax expense is composed of the income tax expense of our non-U.S.
subsidiaries as well as income based withholding taxes paid by our non-U.S.
subsidiaries on behalf of its parent for intercompany payments, including the
remittance of dividends.

Currency and Other Risk Factors



The nature of our worldwide operations necessitates dealing with a multitude of
currencies other than the U.S. dollar. This results in our being exposed to the
inherent risks of volatile international currency markets and governmental
interference. Some of the countries where we maintain offices and/or agency
relationships have strict currency control regulations, which influence our
ability to hedge foreign currency exposure. We try to compensate for these
exposures by accelerating international currency settlements among our offices
and agents. We may enter into foreign currency hedging transactions where there
are regulatory or commercial limitations on our ability to move money freely
around the world or the short-term financial outlook in any country is such that
hedging is the most time-sensitive way to mitigate short-term exchange
losses. Any such hedging activity during 2019, 2018 and 2017 was
insignificant. We had no foreign currency derivatives outstanding at
December 31, 2019 and 2018. Net foreign currency losses were approximately $9
million, $2 million and $13 million in 2019, 2018 and 2017, respectively.

International air and ocean freight forwarding and customs brokerage are
intensely competitive and are expected to remain so for the foreseeable
future. There are a large number of entities competing in the international
logistics industry, including new technology-based competitors entering the
industry, many of which have significantly more resources than us; however, our
primary competition is confined to a relatively small number of companies within
this group. Expeditors must compete against both the niche players and larger
entities. The industry continues to experience consolidations into larger firms
striving for stronger and more complete multinational and multi-service
networks. However, regional and local brokers and forwarders remain a
competitive force.

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The primary competitive factors in the international logistics industry continue
to be price and quality of service, including reliability, responsiveness,
expertise, convenience, and scope of operations. We emphasize quality customer
service and believe that our prices are competitive with those of others in the
industry. Customers regularly solicit bids from competitors in order to improve
service, pricing and contractual terms such as seeking longer payment terms,
higher or unlimited liability limits and performance penalties. Increased
competition and competitors' acceptance of expanded contractual terms could
result in reduced revenues, reduced margins, higher operating costs, higher
claims or loss of market share, any of which would damage our results of
operations and financial condition.

Larger customers utilize more sophisticated and efficient procedures for the
management of their logistics supply chains by embracing strategies such as
just-in-time inventory management. We believe that this trend has resulted in
customers using fewer service providers with greater technological capacity and
more consistent global coverage. Accordingly, sophisticated computerized
customer service capabilities and a stable worldwide network have become
significant factors in attracting and retaining customers. Developing and
maintaining these systems and a worldwide network has added a considerable
indirect cost to the services provided to customers. Smaller and middle-tier
competitors, in general, do not have the resources available to develop
customized systems and a worldwide network.

Liquidity and Capital Resources



Our principal source of liquidity is cash and cash equivalents and cash
generated from operating activities. Net cash provided by operating activities
for the year ended December 31, 2019 was $772 million, as compared with $573
million for 2018. This $199 million increase is primarily due to decreases in
accounts receivable, partially offset by a decrease in earnings. At December 31,
2019, working capital was $1,602 million, including cash and cash equivalents of
$1,230 million. We had no long-term debt at December 31, 2019. Management
believes that our current cash position and operating cash flows will be
sufficient to meet our capital and liquidity requirements for at least the next
12 months and thereafter for the foreseeable future, including meeting any
contingent liabilities related to standby letters of credit and other
obligations.

As a customs broker, we make significant cash advances for a select group of our
credit-worthy customers. These cash advances are for customer obligations such
as the payment of duties and taxes to customs authorities in various countries
throughout the world. Increases in duty rates could result in increases in the
amounts we advance on behalf of our customers. Cash advances are a "pass
through" and are not recorded as a component of revenue and expense. The
billings of such advances to customers are accounted for as a direct increase in
accounts receivable from the customer and a corresponding increase in accounts
payable to governmental customs authorities. As a result of these "pass through"
billings, the conventional Days Sales Outstanding or DSO calculation does not
directly measure collection efficiency. For customers that meet certain
criteria, we have agreed to extend payment terms beyond our customary terms.
Management believes that it has established effective credit control procedures,
and historically has experienced relatively insignificant collection problems.

Our business historically has been subject to seasonal fluctuations and this is
expected to continue in the future. Cash flows fluctuate as a result of this
seasonality. Historically, the first quarter shows an excess of customer
collections over customer billings. This results in positive cash flow. The
increased activity associated with periods of higher demand (typically
commencing late second or early third quarter and continuing well into the
fourth quarter) causes an excess of customer billings over customer
collections. This cyclical growth in customer receivables consumes available
cash.

Cash used in investing activities for the year ended December 31, 2019 was $46
million, as compared with $48 million for 2018. We had capital expenditures of
$47 million in 2019 which is consistent with 2018. Capital expenditures in 2019
related primarily to continuing investments in building and leasehold
improvements and technology and facilities equipment. Occasionally, we elect to
purchase buildings to house staff and to facilitate the staging of customers'
freight. Total anticipated capital expenditures in 2020 are currently estimated
to be $50 million. This includes routine capital expenditures and investments in
technology.

Cash used in financing activities for the year ended December 31, 2019 was $418
million as compared with $628 million in 2018. We used the proceeds from stock
option exercises, employee stock purchases and available cash to repurchase our
common stock on the open market to reduce issued and outstanding shares. During
2019 and 2018, we used cash to repurchase 5.3 million and 9.0 million shares of
common stock, respectively, to reduce the number of total outstanding shares.
During 2019 and 2018, we paid dividends of $1.00 and $0.90 per share,
respectively.

We have a Discretionary Stock Repurchase Plan under which management is allowed
to repurchase shares to reduce the issued and outstanding stock to 160 million
shares of common stock. During 2019, we repurchased 5.2 million shares at an
average price of $72.89 per share. We had a Non-Discretionary Stock Repurchase
Plan to repurchase shares from the proceeds of stock option exercises. As of
March 31, 2019, all shares authorized under this plan have been repurchased.
During 2019, we repurchased 88 thousand shares at an average price of $74.03 per
share. See Note 5 to the consolidated financial statements for cumulative
repurchases under both repurchase plans.

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We follow established guidelines relating to credit quality, diversification and
maturities of our investments to preserve principal and maintain liquidity.
Historically, our investment portfolio has not been adversely impacted by
disruptions occurring in the credit markets. However, there can be no assurance
that our investment portfolio will not be adversely affected in the future.

We cannot predict what impact ongoing uncertainties in the global economy and political uncertainty may have on our operating results, freight volumes, pricing, amounts advanced on behalf of our customers, changes in consumer demand, carrier stability and capacity, customers' abilities to pay or on changes in competitors' behavior.



At December 31, 2019, we were contingently liable for $69 million from standby
letters of credit and guarantees. The standby letters of credit and guarantees
relate to obligations of our foreign subsidiaries for credit extended in the
ordinary course of business by direct carriers, primarily airlines, and for duty
and tax deferrals available from governmental entities responsible for customs
and value-added-tax (VAT) taxation. The total underlying amounts due and payable
for transportation and governmental excises are properly recorded as obligations
in the accounting records of the respective foreign subsidiaries, and there
would be no need to record additional expense in the unlikely event the parent
company is required to perform.



                                                                    Amount 

of commitment expiration per period


                                              Total
                                             amounts        Less than            1 - 3            3 - 5         After
In thousands                                committed         1 year             years            years        5 years
Standby letters of credit and guarantees   $    69,489           62,745             2,952             842         2,950



At December 31, 2019, our contractual obligations are as follows:





                                                                   Payments due by period
                                                    Less than        1 - 3         3 - 5         After
In thousands                            Total         1 year         years         years        5 years
Contractual Obligations:
Operating leases, including imputed
interest                              $ 467,226         81,713       138,980       100,872       145,661
Unconditional purchase obligations    $  49,698         49,698             -             -             -

Construction, equipment and technology purchase obligations $ 46,682 25,309 21,097

            52           224

Total contractual cash obligations $ 563,606 156,720 160,077 100,924 145,885






We typically enter into short-term unconditional purchase obligations with
asset-based providers reserving space on a guaranteed basis. The pricing of
these obligations varies to some degree with market conditions. We only enter
into agreements that management believes we can fulfill. In the regular course
of business, we also enter into agreements with service providers to maintain or
operate equipment, facilities or software that can be longer than one year. We
also regularly have contractual obligations for specific projects related to
improvements of our owned or leased facilities and information technology
infrastructure.

Our foreign subsidiaries regularly remit dividends to the U.S. parent company
after evaluating their working capital requirements and funds necessary to
finance local capital expenditures. In some cases, our ability to repatriate
funds from foreign operations may be subject to foreign exchange controls. At
December 31, 2019, cash and cash equivalent balances of $457 million were held
by our non-United States subsidiaries, of which $5 million was held in banks in
the United States. Earnings of our foreign subsidiaries are not considered to be
indefinitely reinvested outside of the United States.

Impact of Inflation



To date, our business has not been adversely affected by inflation. Direct
carrier rate increases could occur over the short to medium-term period. Due to
the high degree of competition in the market place, these rate increases can
lead to an erosion in our margins. As we are not required to purchase or
maintain extensive property and equipment and have not otherwise incurred
substantial interest rate-sensitive indebtedness, we currently have limited
direct exposure to increased costs resulting from increases in interest rates.

Off-Balance Sheet Arrangements

As of December 31, 2019, we did not have any material off-balance-sheet arrangements, as defined in Item 303(a)(4)(ii) of SEC Regulation S-K.


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