M&A activity snapshot
The benchmark brokerage deal of the cycle is RXO's purchase of Coyote Logistics from UPS. RXO agreed to pay $1.025 billion in cash for Coyote, a business with approximately $3.2 billion in revenue in 2023 with approximately $470 million in gross margin and approximately $86 million of adjusted EBITDA. RXO said the deal creates the third-largest provider of brokered transportation in North America.
Private brokerage platforms consolidated in 2026. Echo Global Logistics closed on ITS Logistics, and the companies said their combined revenue in 2025 ended at an estimated $5.2 billion. Thoma Bravo agreed to acquire WWEX Group, parent of GlobalTranz, which reported annual systemwide revenue of approximately $5 billion in 2025. Capstone Partners estimated that deal's enterprise value of $5 billion, 1.0x EV/Revenue.
Below those deals, the market is crowded. FMCSA's 2024 rulemaking estimated 32,362 brokers and noted that the number of brokers with operating authority grew by 20.90 percent from 2020 to 2021. RXO describes a highly fragmented industry with thousands of companies competing to provide brokered transportation.
Who is buying
Asset-light 3PLs buy scale and customer lists, as RXO did with Coyote. Asset-based carriers add brokerage to sell capacity they do not own. ArcBest bought truckload broker MoLo, Werner bought ReedTMS, and Hub Group bought 51% of cross-border provider EASO for approximately $55 million, with a right to buy more later at a price based on earnings.
Private equity owns several of the largest private brokers and keeps adding to them, as with Echo (The Jordan Company) and WWEX (Thoma Bravo). Search funds and independent sponsors target smaller brokerages with a stable customer book; for how they approach outreach, see the search fund deal sourcing playbook.
What buyers look for
Gross margin per load. FMCSA notes brokerage margins generally align with the self-reported industry averages of approximately 15 percent. J.B. Hunt's brokerage segment handled 553,126 loads with a 14.5% gross profit margin and 575 employees at year-end 2025, which by Axia arithmetic is about 962 loads per employee.
Customer concentration. Even at scale, RXO's top five customers in total accounted for approximately 23% of revenue. A small broker with one shipper above that level will be priced for it. Sales model. Agent-based brokers depend on people who can leave. Landstar reports its Million Dollar Agents represented 95% and 94% of consolidated revenue in 2025 and 2024.
Working capital. Brokers pay carriers before shippers pay them. C.H. Robinson describes a higher length of days sales outstanding than days payables outstanding, so buyers set a working-capital peg carefully. Carrier vetting. Armstrong & Associates ties investment in carrier-compliance technology to high-profile cargo theft and double-brokering cases.
What makes a strong company
A brokerage that reaches the top of the range typically shows:
- Gross margin near or above the approximately 15 percent industry average, held through 2025-2026 rather than only in the 2021-2022 peak.
- Contract freight with shippers who have used the broker for years, and no customer that dominates gross profit.
- Company-employed sales staff, or agents under written agreements with non-solicitation terms.
- A documented carrier-vetting and fraud-screening process.
- A clean bond history and current $75,000 surety bond or trust fund.
- Clean receivables with a predictable collection cycle.
Valuation and deal structure
By Axia arithmetic, RXO's $1.025 billion price is about 11.9x Coyote's 2023 adjusted EBITDA, and about 9.2x after RXO's expected annual cost savings of at least $25 million. On revenue, Capstone's WWEX estimate was 1.0x EV/Revenue. No major data provider publishes a separate multiple series for small private brokerages, so treat these as large-deal reference points. Owners can get a starting estimate from Axia's valuation tool.
Earnouts are standard and carry real risk for the seller. ArcBest's MoLo deal paid $239.4 million total of initial purchase price and net working capital adjustments, plus an earnout of $215.0 million at 100% of the target. After the freight downturn, ArcBest reduced the contingent consideration for the MoLo acquisition to zero during 2025. Werner's ReedTMS earnout resulted in an additional cash payment of $1.5 million. Hub Group's EASO deal used $30.6 million of deferred cash consideration. Sellers should weigh cash at close more heavily than a large earnout headline.
Outlook
The 2026 market is tighter for brokers. C.H. Robinson's truckload linehaul cost per mile increased approximately 29.0 percent in Q2 2026, faster than the 25.5 percent rise in what it charged customers. RXO reported a 3.8 percentage point increase in truck brokerage cost of transportation as a share of revenue in the same quarter, as capacity kept exiting.
Armstrong & Associates says the freight recession is ending through capacity reduction rather than demand rebound and projects growth through 2026 and 2027. Regulation is also tightening: FMCSA's broker transparency rule shows a Supplemental NPRM 07/00/2026 on the federal agenda. Over the next 12-24 months, expect buyers to favor brokers that protected margin through the squeeze and to keep using earnouts for the rest. See the Transportation & Logistics overview for the wider market.