Safe Harbor for Forward-Looking Statements Under Private Securities Litigation Reform Act Of 1995; Certain Cautionary Statements



Certain portions of this report on Form 10-Q including the sections entitled
"Overview," "Highlights from Third Quarter 2022," "Industry Trends, Trade
Conditions and Competition," "Seasonality," "Critical Accounting Estimates,"
"Results of Operations," "Income tax expense," "Currency and Other Risk Factors"
and "Liquidity and Capital Resources" contain forward-looking statements. Words
such as "will likely result," "expects", "are expected to," "would expect,"
"would not expect," "will continue," "is anticipated," "estimate," "project,"
"plan," "believe," "probable," "reasonably possible," "may," "could," "should,"
"intends," "foreseeable future" or similar expressions are intended to identify
such forward-looking statements within the meaning of the Private Securities
Litigation Reform Act of 1995. In addition, any statements that refer to
projections of future financial performance, our anticipated growth and trends
in the Company's businesses, signs of a slowing economy and drop in demand, the
uneven lifting of the Novel Coronavirus (COVID-19) pandemic restrictions around
the world, current supply chain and transportation disruptions and other
characterizations of future events or circumstances are forward-looking
statements. In addition, forward-looking statements are subject to certain risks
and uncertainties that could cause actual results to differ materially from our
historical experience and our present expectations or projections. These
statements must be considered in connection with the discussion of the important
factors that could cause actual results to differ materially from the
forward-looking statements.  Attention should be given to the risk factors
identified and discussed in Part I, Item 1A in the Company's annual report on
Form 10-K filed on March 15, 2022 and in Part II, Item 1A in this report.
Management believes that these forward-looking statements are reasonable as of
this filing date and we do not assume any obligations to update these statements
except as required by law.

Overview

Expeditors International of Washington, Inc. (herein referred to as
"Expeditors," the "Company," "we," "us," "our") provides a full suite of global
logistics services. Our services include air and ocean freight consolidation and
forwarding, customs brokerage, purchase order management, vendor consolidation,
time-definite transportation services, temperature-controlled transit, cargo
insurance, specialized cargo monitoring and tracking, and other supply chain
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 revenues and related transportation expenses
are volume, sell rates and buy rates. Volume has a similar effect on the change
in both 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
local pick up, storage and delivery at destination. 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.

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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.

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. B to the condensed consolidated
financial statements in this report), almost all freight revenue 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 of revenue
at the destination.

Highlights from Third Quarter 2022



In the first quarter of 2022, our company was the subject of a targeted
cyber-attack which resulted in having to shut down most of our connectivity,
operating and accounting systems globally to manage the safety of our entire
global systems environment. We had limited ability to conduct operations for a
period of approximately three weeks, including but not limited to arranging for
shipments of freight or managing customs and distribution activities for our
customers' shipments. While we continued to navigate residual effects and
incorporate learnings from the cyber-attack, our core systems were utilized to
deliver our services throughout the second and third quarter. Beyond the loss of
revenue and additional expenses incurred in the first half of the year, we do
not expect to have further material adverse impact on the Company's business.

In the third quarter of 2022, the COVID-19 pandemic, including the effect of
ongoing quarantine requirements in China and resulting disruptions on supply
chains, continued to affect our business operations and financial results.
Although we believe these disruptive conditions have diminished, we expect them
to continue to some degree at least through 2022.

The significant impacts are discussed within "Results of Operations" and the financial highlights below.

• Volumes transacted in most services were down due to softening customer

demand from a slowdown in the global economy and retail customers' inventory

build-up earlier in the year.

• Average buy and sell rates, while still higher than historical levels and


      higher than the third quarter of 2021, have continued declining as
      imbalances between available capacity for transportation and demand and
      major port congestion have eased.

• As a result of volume and rate trends above, airfreight revenues and

expenses were down compared to prior year and previous quarters in 2022,

while the year-over-year growth in ocean freight and customs brokerage and

other services significantly slowed in the third quarter of 2022 compared to


      previous quarters.


   •  Continuing shortages in equipment, labor and warehousing space at
      destinations and disruptions from COVID-19 precautionary measures, in

addition to higher inflation and fuel prices, resulted in ongoing pressure

on pricing of services at origin and destination.

• Net earnings to shareholders increased 15%, operating cash flows were $670

million and we returned $469 million to shareholders in common stock

repurchases.

Industry Trends, Trade Conditions 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 investment, and taxation.
Periodically, governments consider a variety of changes to tariffs and impose
trade restrictions and accords. Currently, the United States and China have
increased concerns affecting certain imports and exports and have implemented
additional tariffs. We cannot predict the outcome of changes in tariffs,
interpretations, trade restrictions and accords and the effects they will have
on our business. As governments implement restrictions on imports and exports,
manufacturers may change sourcing patterns to the extent possible 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

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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. We
do not have employees, assets, or operations in Russia or Ukraine. Any shipment
activity is conducted with independent agents in those countries and is
inconsequential to the Company.

Our ability to provide services to our customers is highly dependent on good
working relationships with a variety of entities, including airlines, ocean
carrier lines and ground transportation providers, as well as governmental
agencies. We select and engage with best-in-class, compliance-focused,
efficiently run, growth-oriented partners, based upon defined value elements and
are intentional in our relationship and performance management activity,
reinforcing success by awarding service providers who consistently achieve at
the highest levels with additional business. We consider our current working
relationships with these entities to be satisfactory. However, changes in the
financial stability and operating capabilities and capacity of asset-based
carriers, capacity allotments available from carriers, governmental regulation
or deregulation efforts, modernization of the regulations governing customs
brokerage, and/or changes in governmental restrictions, quota restrictions or
trade accords could affect our business in unpredictable ways. Many air carriers
are recovering from significant cash flow challenges and record operating losses
incurred in 2020 and 2021 as a result of travel restrictions resulting in
cancellation of flights. Uncertainty over recovery of demand for trans-pacific
passenger air travel, in particular business travel, compared to pre-pandemic
levels may impact air carriers' operations and financial stability long term.
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.

The global economic and trade environments remain uncertain, including
the ongoing impacts of the pandemic, higher inflation and oil prices and the
conflict in Ukraine. Starting in the second quarter and continuing in the third
quarter, we saw a slowdown in the global economy and a softening of customer
demand resulting in declines in average buy and sell rates compared to the
previous quarter. Until supply chain congestion, labor, truck, rail and
equipment shortages and COVID 19-related restrictions fully subside, we expect a
continued high level of volatility in average buy and sell rates. We also expect
that pricing volatility will continue as carriers adapt to lower demand,
changing fuel prices and react to governmental trade policies and other
regulations. Additionally, we cannot predict the direct or indirect impact that
further changes in and purchasing behavior, such as online shopping, could have
on our business. In response to governments implementing higher tariffs on
imports, as well as responses to the pandemic's disruptions, some customers have
begun shifting manufacturing to other countries which could negatively impact
us.

Seasonality

Historically, our operating results have been subject to seasonal demand trends
with the first quarter being the weakest and the third and fourth quarters being
the strongest; however, there is no assurance that this seasonal trend will
occur in the future or to what degree it will continue to be impacted in 2022 by
the downtime caused by the cyber-attack, impacts of a slowing economy and the
continued effects of the pandemic. This historical pattern has been the result
of, or influenced by, numerous factors, including weather patterns, national
holidays, consumer demand, new product launches, just-in-time inventory models,
economic conditions, pandemics, governmental policies and inter-governmental
disputes and a myriad of other similar and subtle forces. In addition, this
historical quarterly trend has been influenced by the growth and diversification
of our international network and service offerings.

A significant portion of our revenues is derived from customers in the retail
and technology industries whose shipping patterns are tied closely to consumer
demand, and from customers in industries whose shipping patterns are dependent
upon just-in-time production schedules. Therefore, the timing of our revenues
is, to a large degree, impacted by factors out of our control, such as a sudden
change in consumer demand for retail goods, changes in trade tariffs, product
launches, disruptions in supply-chains and/or manufacturing production
delays. Additionally, many customers ship a significant portion of their goods
at or near the end of a quarter and, therefore, we may not learn of a shortfall
in revenues until late in a quarter.

To the extent that a shortfall in revenues or earnings was not expected by
securities analysts or investors, any such shortfall from levels predicted by
securities analysts or investors could have an immediate and adverse effect on
the trading price of our stock. We cannot accurately forecast many of these
factors, nor can we estimate accurately the relative influence of any particular
factor and, as a result, there can be no assurance that historical patterns will
continue in future periods.

Critical Accounting Estimates



The preparation of consolidated financial statements in accordance with
accounting principles generally accepted in the United States requires us to
make estimates and judgments. We base our estimates on historical experience and
on

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assumptions that we believe are reasonable. Our critical accounting estimates
are discussed in Part II, Item 7, "Management's Discussion and Analysis of
Financial Condition and Results of Operations" section of our annual report on
Form 10-K for the year ended December 31, 2021, filed on March 15, 2022 to the
critical accounting estimates previously disclosed in that report.

Results of Operations

The following table shows the revenues, the directly related cost of transportation and other expenses for our principal services and our overhead expenses for the three and nine months ended September 30, 2022 and 2021, including the respective percentage changes comparing 2022 and 2021.

The table and the accompanying discussion and analysis should be read in conjunction with the condensed consolidated financial statements and related notes thereto in this quarterly report.



                                    Three months ended September 30,        

Nine months ended September 30,


                                                               Percentage                                   Percentage
(in thousands)                    2022            2021           change        2022            2021           change
Airfreight services:
Revenues                       $ 1,480,955     $ 1,628,115        (9)%      $ 4,682,076     $ 4,477,599         5%
Expenses                         1,104,812       1,244,381        (11)        3,459,861       3,335,253         4
Ocean freight services and
ocean
  services:
Revenues                         1,684,579       1,598,597         5          5,420,471       3,651,059         48
Expenses                         1,343,355       1,254,334         7          4,345,963       2,859,020         52
Customs brokerage and other
  services:
Revenues                         1,196,612       1,092,549         10         3,527,209       2,998,516         18
Expenses                           746,106         686,775         9          2,345,508       1,837,134         28
Overhead expenses:
Salaries and related costs         499,341         519,611        (4)         1,546,503       1,452,902         6
Other                              141,609         124,523         14           437,256         357,068         22
Total overhead expenses            640,950         644,134         -          1,983,759       1,809,970         10
Operating income                   526,923         489,637         8          1,494,665       1,285,797         16
Other income, net                    7,933           3,195        148            20,178          12,978         55
Earnings before income taxes       534,856         492,832         9          1,514,843       1,298,775         17
Income tax expense                 120,694         132,922        (9)           368,975         333,941         10
Net earnings                       414,162         359,910         15         1,145,868         964,834         19
Less net (losses) earnings
attributable to
  the noncontrolling
interest                               (47 )           842       (106)            7,745           2,174        256

Net earnings attributable to


  shareholders                 $   414,209     $   359,068        15%       $ 1,138,123     $   962,660        18%




Airfreight services:

In the third quarter of 2022, demand for airfreight services continued to soften
but remained high relative to available capacity compared to pre-pandemic
levels, which resulted in sustained high average buy and sell rates. Continued
restrictions from the pandemic, such as ongoing quarantine requirements in
China, have resulted in airlines not increasing passenger flight schedules to
pre-pandemic levels, which limited available belly space for cargo.
Additionally, capacity was further limited due to the conflict in Ukraine and
the related route restrictions in Asia and Europe lanes and sanctions on Russian
carriers. In order to execute and meet the transportation needs of our
customers, we continued to purchase capacity in advance and on the spot market.
Volumes were lower in 2022 as a result of softening demand and compared to
strong volumes in the same period in 2021 from customers converting to air
shipments due to ocean port congestion.

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Airfreight services revenues and expenses decreased 9% and 11%, respectively,
during the three months ended September 30, 2022, as compared with the same
period in 2021, due to a 13% decrease in tonnage partially offset by 4% and 2%
increases in average sell and buy rates, respectively. Tonnage decreased in
almost all regions due to softening demand from slowing economies, with the
largest decreases coming from exports out of North Asia. Compared to the same
quarter in 2021, average sell rates increased as a result of increased buy rates
due to imbalances in available capacity relative to demand and increased fuel
costs.

Airfreight services revenues and expenses increased 5% and 4%, respectively,
during the nine months ended September 30, 2022, as compared with the same
period in 2021, due to 25% and 23% increases in average sell and buy rates,
respectively, partially offset by a 16% decrease in tonnage. Average sell rates
increased as a result of increased buy rates due to imbalances in available
capacity relative to demand and increased fuel costs. Average sell and buy rates
increased in all regions with most significant increases on exports out of North
Asia and South Asia. Tonnage decreased due to COVID-19 related lockdowns in
China, softening demand and downtime caused by the cyber-attack with the largest
decreases coming from exports out of North Asia and South Asia. Though we
continued to process air shipments on a limited basis during the downtime caused
by the cyber-attack, our volumes were negatively affected. Subsequent to the
downtime in March, our volumes began to recover as customers gradually returned
but were negatively affected through the second quarter.

These conditions including the impact of rising jet fuel costs create a high
degree of volatility in average buy rates and sell rates and are expected to
continue at least through the end of 2022. Furthermore, transpacific passenger
flights are not expected to return to pre-pandemic levels and further
disruptions in the ocean market may continue to impact demand for airfreight.
The continued high average buy and sell rates have significantly contributed to
the growth in our revenues, expenses and operating income compared to 2021.
These unprecedented operating conditions in 2021 and in the first half of 2022
are not expected to be sustained long-term. Buy rates and sell rates have been
declining since the second quarter of 2022. Should customer demand decrease
further and rates return to pre-pandemic levels, it will result in a significant
decrease in our revenues, expenses and operating income. We are unable to
predict how these uncertainties and any future disruptions will affect our
future operations or financial results.

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
increased 5% and 48%, respectively, while expenses increased 7% and 52%,
respectively for the three and nine months ended September 30, 2022 as compared
with the same periods in 2021. The largest component of our ocean freight and
ocean services revenue is derived from ocean freight consolidation, which
represented 86% and 80% of ocean freight and ocean services revenue for the nine
months ended September 30, 2022 and 2021, respectively.

Ocean freight consolidation revenues and expenses increased 8% and 9%,
respectively, for the three months ended September 30, 2022, as compared with
the same period in 2021, primarily due to 20% and 21% increases in average sell
and buy rates, respectively, partially offset by a 10% decrease in containers
shipped. Ocean freight consolidation revenues and expenses increased 60% and
61%, respectively, for the nine months ended September 30, 2022 as compared with
the same period in 2021, primarily due to a 74% increase in both average sell
and buy rates, partially offset by an 8% decrease in containers shipped. Rising
fuel prices, congestion at ports due to labor, truck and equipment shortages and
disrupted sailing schedules resulted in continued high average buy rates in
2022. While the ability to secure necessary capacity from ocean carriers and
major port congestions have eased, availability of labor and equipment at ports
and rail heads remains challenging in certain locations.

Containers shipped were lower in all regions, most significantly in North Asia
as a result of COVID-19 related lockdowns in China. A slowdown in international
trade and a buildup of retail inventories in the United States resulted in
softening demand which negatively affected containers shipped compared to
historically high volumes in the three and nine months ended September 30, 2021.
Europe and Middle East ocean freight and ocean services revenues increased 26%
and 47%, respectively, while directly related expenses increased 32% and 54%,
respectively, for the three months ended September 30, 2022 primarily due to
higher average sell rates and buy rates. North Asia and South Asia ocean freight
and ocean services revenues increased 40% and 62%, respectively, while directly
related expenses increased 42% and 66%, respectively, for the nine months ended
September 30, 2022 primarily due to higher average sell rates and buy rates.

Direct ocean freight forwarding revenues increased 10% and 7%, respectively,
while expenses increased 11% and 9%, respectively, for the three and nine months
ended September 30, 2022 principally due to increased ancillary services
provided at higher rates. Order management revenues decreased 23% and 5%,
respectively, while expenses decreased 27% and 2%, respectively, for the three
and nine months ended September 30, 2022, mainly due to lower volumes from
retail customers, including those that advanced holiday related shipments to the
first half of the year, and the impact of downtime and lost customers caused by
the cyber-attack. Our ability to provide order management services in the first
quarter of 2022 was significantly affected by limited system connectivity during
the downtime caused by the cyber-attack.

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Although global economic conditions are slowing and sell and buy rates have been
declining since the second quarter of 2022, we expect ocean carriers to continue
to manage available capacity. Until supply-chain congestion, labor, rail, truck
and equipment shortages and COVID 19-related restrictions fully subside, we
expect a high level of volatility in average buy and sell rates. We also expect
that pricing volatility will continue as carriers adapt to increases in fuel
prices and customers react to governmental trade policies and other regulations.
The high average buy and sell rates have significantly contributed to the growth
in our revenues and expenses in the nine months ended September 30, 2022. Should
customer demand or rates further decrease from these levels, or if we are unable
to secure sufficient capacity from carriers, it will result in a significant
decrease in our revenues, expenses and operating income.

Customs brokerage and other services:



Customs brokerage and other services revenues increased 10% and 18%,
respectively, and expenses increased 9% and 28%, for the three and nine months
ended September 30, 2022, respectively, as compared with the same periods
in 2021, primarily due to higher charges on import services due to supply chain
congestion and costs related to the downtime caused by the cyber-attack.
Revenues and expenses for import services increased significantly due to high
drayage, storage, delivery, demurrage, and detention costs incurred at
destinations caused by supply chains congestion, shortages in warehousing space
and delays in retrieving and delivering cargo and were partially offset by a
decrease in revenue from customs clearance due to fewer shipments. Additionally,
as a result of our inability to timely process and move shipments through ports
during the cyber-attack downtime, we directly incurred approximately $55 million
in incremental demurrage charges for the nine months ended September 30, 2022.
Road freight, warehousing and distribution services also grew due to higher
volumes and higher trucking, storage and labor costs. While customers continue
to value our brokerage services due to changing tariffs and increasing
complexity in the declaration process, some customers opt to using multiple
customs brokerage service providers to reduce their risk. Customers continue to
seek knowledgeable customs brokers with sophisticated computerized capabilities
critical to an overall logistics management program that are necessary to
rapidly respond to changes in the regulatory and security environment.
Additionally, as supply-chains congestion subsides and international trade
slows, volumes shipped and pricing could be negatively affected resulting in
lower revenues and expenses.

North America revenues increased 13% and 25%, respectively, and directly related
expenses increased 13% and 39% for the three and nine months ended September 30,
2022, respectively, as compared with the same periods in 2021, primarily as a
result of higher charges on import services due to port congestion.
Additionally, $51 million in demurrage charges related to the downtime caused by
the cyber-attack also contributed to the increase in expenses for the nine
months ended September 30, 2022.


Overhead expenses:



Salaries and related costs increased 6% for the nine months ended September 30,
2022 as compared with the same period in 2021, principally due to increases in
commissions and bonuses earned from higher revenues and operating income and a
6% increase in headcount during the same period to support increased complexity
and disruptions in global supply chains. During the three months ended September
30, 2022 salaries and related costs decreased 4% due to decreases in bonus
expense offset by a 6% increase in headcount during the same period.

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.

Our management compensation programs have always been incentive-based and
performance driven. Total bonuses to field and executive management for the nine
months ended September 30, 2022 were up 4% when compared to the same period in
2021, due to an increase in operating income offset by unused bonus allocations
and reductions in bonuses awarded to senior management.

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

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excessive and inappropriate risk taking. Management believes that both the stability and the long-term growth in revenues, operating income and net earnings are a result of the incentives inherent in our compensation programs.



Other overhead expenses increased 14% and 22% for the three and nine months
ended September 30, 2022, respectively, as compared with the same period in
2021. We incurred $15 million of incremental costs in relation with the
cyber-attack in the nine months ended September 30, 2022. These costs comprised
of various consulting services including cybersecurity experts, outside legal
advisors, and other IT professional expenses; and estimated liabilities for
potential shipment-related claims. The remaining increases in other overhead
expenses are the result of certain operational expenses, renting additional
space, bad debt, higher claims and technology and consulting related costs to
support our operations. During the three months ended September 30, 2022, the
Company revised earlier estimates of incremental cyber-attack costs downward by
$11 million. We expect to continue to enhance the effectiveness and security of
our systems and deploy additional protection technologies and processes which
will result in increased expenses in the future. We will also 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 22.6% and 24.4% for the three and
nine months ended September 30, 2022, as compared to 27.0% and 25.7%,
respectively, for the same periods in 2021. Both periods in 2022 benefited from
U.S. income tax deductions for FDII. For the three and nine months ended
September 30, 2022 and 2021, there was no BEAT expense and GILTI expense was
insignificant. 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 U.S. Internal Revenue Service and Department of
Treasury.

Currency and Other Risk Factors



The nature of our worldwide operations necessitates transacting in a multitude
of currencies other than the U.S. dollar. That exposes us to the inherent risks
of volatile international currency markets and governmental interference. Some
of the countries where we maintain offices and/or have agency relationships have
strict currency control regulations that 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 the three and nine months ended September 30, 2022 and 2021 was
insignificant. We had no foreign currency derivatives outstanding at
September 30, 2022 and December 31, 2021. For the three months ended
September 30, 2022, net foreign currency gains were approximately $9 million
compared to less than $1 million in the same period in 2021. During the nine
months ended September 30, 2022, net foreign currency gains were approximately
$17 million compared to net foreign currency losses of approximately $1 million
in the same period in 2021.

Historically, our business has not been adversely affected by inflation.
However, starting in 2021, most countries including the United States
experienced higher inflation than in recent years. In 2021 and continuing into
2022, our business has experienced rising labor costs, significant service
provider rate increases, higher rent and occupancy and other expenses. Due to
the high degree of competition in the marketplace we may not be able to increase
our prices to our customers to offset this inflationary pressure, which could
lead to an erosion in our margins and operating income in the future.
Conversely, raising our prices to keep pace with inflationary pressure may
result in a decrease in customer demand. 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.

There is uncertainty as to how new regulatory requirements and increases in oil
prices are expected to 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 future fuel prices
increase and we are unable to pass through the increase to our customers, fuel
price increases could adversely affect our operating income.

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 three and nine months ended September 30, 2022 was $670 million and
$1,643 million, respectively, as compared with $177 million and $563 million for
the same periods in 2021. The increase of $493 million for the three months
ended September 30, 2022, was primarily due to collection of accounts receivable
and higher net earnings. At September 30, 2022, working capital was $2,881
million, including cash and cash equivalents of $2,155 million. Other than our
recorded lease liabilities, we had no long-term obligations or debt at
September 30, 2022.

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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 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. Our
accounts receivable and consequently our customer credit exposure has also
increased as a result of historically high freight rates. 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. However,
there is no assurance that this seasonal trend will occur in the future or to
what degree it will continue to be impacted in 2022 by the pandemic, the
downtime caused by the cyber-attack and the impacts of the slowing down economy.

Cash used in investing activities for the three and nine months ended
September 30, 2022 was $17 million and $69 million as compared with $10 million
and $25 million for the same periods in 2021, respectively, primarily for
capital expenditures. Capital expenditures in the three and nine months ended
September 30, 2022 were primarily related to continuing investments in building
and leasehold improvements and technology and facilities equipment. In the first
quarter of 2022 we spent $3 million on capital expenditures for technology
equipment and software in relation with the remediation effort for the
cyber-attack. Total anticipated capital expenditures in 2022 are currently
estimated to be $80 million.

Cash used in financing activities during the three and nine months ended
September 30, 2022 was $429 million and $1,048 million as compared with cash
used in financing activities of $14 million and $233 million for the same
periods in 2021. We use the proceeds from stock option exercises, employee stock
purchases and available cash to repurchase our common stock on the open market
to reduce, or limit the growth of outstanding shares. During the three and nine
months ended September 30, 2022, we used cash to repurchase 4.5 million and 9.5
million shares of common stock, respectively, compared to 0.6 million and 2.0
million, respectively, during the same periods in 2021.

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 further impact growing uncertainties in the global
economy, political uncertainty, increase in oil prices, nor the pandemic 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.

We maintain international unsecured bank lines of credit for short-term working
capital purposes. A few of these credit lines are supported by standby letters
of credit issued by a United States bank or guarantees issued by the Company to
the foreign banks issuing the credit line. At September 30, 2022, borrowings
under these credit lines were $31 million and we were contingently liable for
$70 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.

We have lease arrangements primarily for office and warehouse space in all districts where we conduct business. At of September 30 2022, we had fixed lease payment obligations of $563 million, with $107 million payable within 12 months.

We typically enter into unconditional purchase obligations with asset-based providers (generally short-term in nature) 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


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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. Purchase obligations outstanding as of September 30, 2022 totaled $336 million.



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
September 30, 2022, cash and cash equivalent balances of $904 million were held
by our non-United States subsidiaries, of which $24 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.

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