Item 7.01. Regulation FD Disclosure.
On May 18, 2022, GXO Logistics, Inc. (the "Company") released a press release in
connection with the recommended cash and share offer made by the Company for the
entire issued and to be issued share capital of Clipper Logistics plc
("Clipper") intended to be effected by means of a court sanctioned scheme of
arrangement under Part 26 of the UK Companies Act (the "Acquisition"). The press
release includes an announcement regarding (i) the waiver by the Company of the
condition to the completion of the Acquisition requiring that the Company obtain
clearance from the U.K. Competition and Markets Authority (the "CMA") and (ii)
the issue of an initial enforcement order by the CMA, also known as a
hold-separate order, conditional upon and with effect from the effective date of
the Acquisition, the purpose of which is to ensure that Clipper continues to be
run independently from the Company until the CMA's review has been completed. A
copy of the press release is attached as Exhibit 99.1 to this Current Report on
Form 8-K.
The information furnished in this Item 7.01, including Exhibit 99.1, shall not
be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of
1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities
of that Section, and shall not be deemed to be incorporated by reference into
any filing of the Company under the Exchange Act or the Securities Act of 1933,
as amended, except to the extent that the registrant specifically incorporates
any such information by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
Exhibit No. Exhibit Description
99.1 Press Release, dated May 18, 2022
104 Cover Page Interactive Data File -- the cover page XBRL tags are
embedded within the Inline XBRL document
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GXO LOGISTICS, INC. 
