TFI International 6K Earnings Press Release | TFII 23 Oct 23

EXHIBIT 99.3

CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS

For the third quarter ended

September 30, 2023

CONTENTS


CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL POSITION	2
CONDENSED CONSOLIDATED STATEMENTS OF INCOME	3
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME	4
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY	5
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS	6
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS	7

│1


TFI International Inc.	CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL POSITION

(UNAUDITED)


(in thousands of U.S. dollars)		As at			As at
	Note	September 30, 2023			December 31, 2022
Assets
Cash and cash equivalents			88,264			147,117
Trade and other receivables			975,245			1,030,726
Inventoried supplies			27,247			24,181
Current taxes recoverable			17,463			12,788
Prepaid expenses			63,299			38,501
Assets held for sale			4,176			10,250
Current assets			1,175,694			1,263,563

Property and equipment	8		2,406,822			2,131,955
Right-of-use assets	9		382,478			381,640
Intangible assets	10		2,017,288			1,592,110
Investments	11		18,300			85,964
Employee benefits	14		-			4,359
Other assets			32,774			19,192
Deferred tax assets			22,195			27,047
Non-current assets			4,879,857			4,242,267
Total assets			6,055,551			5,505,830

Liabilities
Trade and other payables			719,722			708,768
Current taxes payable			3,152			41,714
Provisions	15		55,072			43,903
Other financial liabilities			26,268			19,275
Long-term debt	12		26,132			37,087
Lease liabilities	13		125,363			115,934
Current liabilities			955,709			966,681

Long-term debt	12		1,584,272			1,278,670
Lease liabilities	13		289,876			297,105
Employee benefits	14		40,561			-
Provisions	15		114,443			131,736
Other financial liabilities			3,653			382
Deferred tax liabilities			444,207			368,186
Non-current liabilities			2,477,012			2,076,079
Total liabilities			3,432,721			3,042,760

Equity
Share capital	16		1,123,099			1,089,229
Contributed surplus	16, 18		33,552			41,491
Accumulated other comprehensive loss			(234,121	)		(233,321	)
Retained earnings			1,700,300			1,565,671
Total equity			2,622,830			2,463,070

Contingencies, letters of credit and other commitments	22
Subsequent events	23
Total liabilities and equity			6,055,551			5,505,830

The notes on pages 7 to 26 are an integral part of these condensed consolidated interim financial statements.

│2


TFI International Inc.	CONDENSED CONSOLIDATED STATEMENTS OF INCOME

(UNAUDITED)


(In thousands of U.S. dollars, except per share amounts)		Three months			Three months			Nine months			Nine months
		ended			ended			ended			ended
	Note	Sept. 30, 2023			Sept. 30, 2022			Sept. 30, 2023			Sept. 30, 2022

Revenue			1,632,894			1,857,271			4,742,772			5,740,569
Fuel surcharge			278,152			384,690			809,717			1,115,228
Total revenue			1,911,046			2,241,961			5,552,489			6,855,797

Materials and services expenses	19		961,949			1,158,503			2,799,934			3,558,035
Personnel expenses			540,767			604,679			1,575,399			1,848,284
Other operating expenses			107,130			140,278			324,320			383,305
Depreciation of property and equipment	8		64,387			61,226			185,782			192,051
Depreciation of right-of-use assets	9		33,822			31,305			97,211			94,126
Amortization of intangible assets	10		15,882			14,026			43,327			42,417
Loss (gain) on sale of business	6		3,011			(75,722	)		3,011			(75,722	)
Gain on sale of rolling stock and equipment			(1,131	)		(9,713	)		(12,925	)		(53,883	)
Gain on derecognition of right-of-use assets			(174	)		-			(1,241	)		(12	)
Loss (gain) on sale of land and buildings			-			-			40			(43	)
Gain on sale of assets held for sale			(15,156	)		(1,063	)		(21,747	)		(61,939	)
Total operating expenses			1,710,487			1,923,519			4,993,111			5,926,619

Operating income			200,559			318,442			559,378			929,178

Finance (income) costs
Finance income	20		(2,002	)		(592	)		(4,283	)		(675	)
Finance costs	20		23,751			22,300			61,891			64,109
Net finance costs			21,749			21,708			57,608			63,434

Income before income tax			178,810			296,734			501,770			865,744
Income tax expense	21		45,471			51,544			128,279			196,006

Net income			133,339			245,190			373,491			669,738

Earnings per share
Basic earnings per share	17		1.55			2.78			4.33			7.42
Diluted earnings per share	17		1.54			2.72			4.28			7.27

The notes on pages 7 to 26 are an integral part of these condensed consolidated interim financial statements.

│3


TFI International Inc.	CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(UNAUDITED)


(In thousands of U.S. dollars)	Three months			Three months			Nine months			Nine months
	ended			ended			ended			ended
	Sept. 30, 2023			Sept. 30, 2022			Sept. 30, 2023			Sept. 30, 2022

Net income		133,339			245,190			373,491			669,738

Other comprehensive (loss) income
Items that may be reclassified to income or loss in future periods:
Foreign currency translation differences		(7,627	)		(15,990	)		479			(15,683	)
Net investment hedge, net of tax		(28,384	)		(72,040	)		(1,518	)		(92,206	)
Employee benefits, net of tax		-			292			-			292
Items directly reclassified to retained earnings:
Unrealized gain (loss) on investments in equity securities
measured at fair value through OCI, net of tax		-			6,810			13,562			(2,235	)
Other comprehensive (loss) income, net of tax		(36,011	)		(80,928	)		12,523			(109,832	)

Total comprehensive income		97,328			164,262			386,014			559,906

The notes on pages 7 to 26 are an integral part of these condensed consolidated interim financial statements.

│4


TFI International Inc.	CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
	PERIODS ENDED September 30, 2023 AND 2022 (UNAUDITED)


(In thousands of U.S. dollars)											Accumulated			Accumulated
								Accumulated			foreign			unrealized						Total
								unrealized			currency			gain (loss)						equity
								loss on			translation			on invest-						attributable
								employee			differences			ments in			Retained			to owners
		Share			Contributed			benefit			& net invest-			equity			earnings			of the
	Note	capital			surplus			plans			ment hedge			securities			(deficit)			Company

Balance as at December 31, 2022			1,089,229			41,491			-			(239,120	)		5,799			1,565,671			2,463,070

Net income			-			-			-			-			-			373,491			373,491
Other comprehensive (loss) income, net of tax			-			-			-			(1,039	)		13,562			-			12,523
Realized (loss) gain on equity securities			-			-			-			-			(13,323	)		13,323			-
Total comprehensive (loss) income			-			-			-			(1,039	)		239			386,814			386,014

Share-based payment transactions, net of tax	18		-			17,118			-			-			-			-			17,118
Stock options exercised, net of tax	16, 18		16,750			(4,228	)		-			-			-			-			12,522
Dividends to owners of the Company	16		-			-			-			-			-			(90,478	)		(90,478	)
Repurchase of own shares	16		(12,065	)		-			-			-			-			(106,770	)		(118,835	)
Net settlement of restricted share units
and performance share units, net of tax	16, 18		29,185			(20,829	)		-			-			-			(54,937	)		(46,581	)
Total transactions with owners, recorded directly in equity			33,870			(7,939	)		-			-			-			(252,185	)		(226,254	)

Balance as at September 30, 2023			1,123,099			33,552			-			(240,159	)		6,038			1,700,300			2,622,830

Balance as at December 31, 2021			1,133,181			39,150			(292	)		(156,926	)		12,553			1,282,689			2,310,355

Net income			-			-			-			-			-			669,738			669,738
Other comprehensive income (loss), net of tax			-			-			292			(107,889	)		(2,235	)		-			(109,832	)
Realized (loss) gain on equity securities			-			-			-			-			(447	)		447			-
Total comprehensive income (loss)			-			-			292			(107,889	)		(2,682	)		670,185			559,906

Share-based payment transactions, net of tax	18		-			11,116			-			-			-			-			11,116
Stock options exercised, net of tax	16, 18		15,559			(4,565	)		-			-			-			-			10,994
Dividends to owners of the Company	16		-			-			-			-			-			(72,327	)		(72,327	)
Repurchase of own shares	16		(59,209	)		-			-			-			-			(425,277	)		(484,486	)
Net settlement of restricted share units, net of tax	16, 18		1,784			(7,355	)		-			-			-			(2,290	)		(7,861	)
Total transactions with owners, recorded directly in equity			(41,866	)		(804	)		-			-			-			(499,894	)		(542,564	)

Balance as at September 30, 2022			1,091,315			38,346			-			(264,815	)		9,871			1,452,980			2,327,697

The notes on pages 7 to 26 are an integral part of these condensed consolidated interim financial statements.

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TFI International Inc.	CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
	(UNAUDITED)


(In thousands of U.S. dollars)			Three months			Three months			Nine months			Nine months
			ended			ended			ended			ended
	Note		Sept. 30, 2023			Sept. 30, 2022			Sept. 30, 2023			Sept. 30, 2022

Cash flows from operating activities
Net income				133,339			245,190			373,491			669,738
Adjustments for:
Depreciation of property and equipment		8		64,387			61,226			185,782			192,051
Depreciation of right-of-use assets		9		33,822			31,305			97,211			94,126
Amortization of intangible assets		10		15,882			14,026			43,327			42,417
Share-based payment transactions		18		3,294			3,747			9,943			11,433
Net finance costs		20		21,749			21,708			57,608			63,434
Income tax expense		21		45,471			51,544			128,279			196,006
Loss (gain) on sale of business		6		3,011			(75,722	)		3,011			(75,722	)
Gain on sale of property and equipment				(1,131	)		(9,713	)		(12,885	)		(53,926	)
Gain on derecognition of right-of-use assets				(174	)		-			(1,241	)		(12	)
Gain on sale of assets held for sale				(15,156	)		(1,063	)		(21,747	)		(61,939	)
Employee benefits				15,080			2,665			45,255			17,027
Provisions, net of payments				3,707			19,561			(24,155	)		36,970
Net change in non-cash operating working capital		7		18,370			47,362			69,193			(175,944	)
Interest paid				(20,560	)		(19,029	)		(54,079	)		(59,034	)
Income tax paid				(42,352	)		(55,026	)		(187,734	)		(173,328	)
Net cash from operating activities				278,739			337,781			711,259			723,297

Cash flows used in investing activities
Purchases of property and equipment		8		(120,520	)		(74,160	)		(280,920	)		(239,108	)
Proceeds from sale of property and equipment				17,451			23,150			61,631			111,136
Proceeds from sale of assets held for sale				22,651			5,366			40,137			97,294
Purchases of intangible assets		10		(629	)		(1,511	)		(2,274	)		(4,248	)
Proceeds from sale of intangible assets				-			-			-			250
Proceeds from sale of business, net of cash disposed				-			548,300			-			548,300
Business combinations, net of cash acquired		5		(503,535	)		(78,809	)		(618,587	)		(135,074	)
Purchases of investments				-			(7,707	)		(4,352	)		(80,551	)
Proceeds from sale of investments				13			-			89,225			4,490
Others				1,333			176			724			783
Net cash (used in) from investing activities				(583,236	)		414,805			(714,416	)		303,272

Cash flows used in financing activities
Net increase in bank indebtedness				3,700			8,774			2,471			8,428
Proceeds from long-term debt		12		75,000			9,230			75,000			323,415
Repayment of long-term debt		12		(8,974	)		(11,160	)		(31,471	)		(360,115	)
Net increase (decrease) in revolving facilities		12		209,471			(387,227	)		246,260			(236,502	)
Repayment of lease liabilities		13		(31,967	)		(31,187	)		(94,531	)		(92,412	)
(Decrease) increase of other financial liabilities				(6,122	)		509			(9,419	)		(172	)
Dividends paid				(30,156	)		(24,425	)		(91,112	)		(73,575	)
Repurchase of own shares		16		-			(198,760	)		(118,835	)		(484,486	)
Proceeds from exercise of stock options		16		3,675			4,351			12,522			10,994
Share repurchase for settlement of restricted share
units and performance share units				-			(4,491	)		(46,581	)		(8,296	)
Net cash from (used in) financing activities				214,627			(634,386	)		(55,696	)		(912,721	)

Net change in cash and cash equivalents				(89,870	)		118,200			(58,853	)		113,848
Cash and cash equivalents, beginning of period				178,134			14,940			147,117			19,292
Cash and cash equivalents, end of period				88,264			133,140			88,264			133,140

The notes on pages 7 to 26 are an integral part of these condensed consolidated interim financial statements.

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TFI International Inc.	NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Tabular amounts in thousands of U.S. dollars, unless otherwise noted.)	PERIODS ENDED SEPTEMBER 30 2023 AND 2022 – (UNAUDITED)

Reporting entity

TFI International Inc. (the “Company”) is incorporated under the Canada Business Corporations Act, and is a company domiciled in Canada. The address of the Company’s registered office is 8801 Trans-Canada Highway, Suite 500, Montreal, Quebec, H4S 1Z6.

The condensed consolidated interim financial statements of the Company as at and for the three and nine months ended September 30, 2023 and 2022 comprise the Company and its subsidiaries (together referred to as the “Group” and individually as “Group entities”).

The Group is involved in the provision of transportation and logistics services across the United States, Canada and, until August 31, 2022, Mexico.

Basis of preparation

Statement of compliance

These condensed consolidated interim financial statements have been prepared in accordance with IAS 34 Interim Financial Reporting of International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board (“IASB”). These condensed consolidated interim financial statements do not include all of the information required for full annual financial statements and should be read in conjunction with the most recent annual consolidated financial statements of the Group.

These condensed consolidated interim financial statements were authorized for issue by the Board of Directors on October 23, 2023.

Basis of measurement

These condensed consolidated interim financial statements have been prepared on the historical cost basis except for the following material items in the statements of financial position:

•

investment in equity securities, derivative financial instruments and contingent considerations are measured at fair value;

•

liabilities for cash-settled share-based payment arrangements are measured at fair value in accordance with IFRS 2;

•

the defined benefit pension plan liability is recognized as the net total of the present value of the defined benefit obligation less the fair value of the plan assets; and

•

assets and liabilities acquired in business combinations are measured at fair value at acquisition date.

These condensed consolidated interim financial statements are expressed in U.S. dollars, except where otherwise indicated.

Seasonality of interim operations

The activities conducted by the Group are subject to general demand for freight transportation. Historically, demand has been relatively stable with the first quarter being generally the weakest in terms of demand. Furthermore, during the harsh winter months, fuel consumption and maintenance costs tend to rise. Consequently, the results of operations for the interim period are not necessarily indicative of the results of operations for the full year.

Functional and presentation currency

The Company’s consolidated interim financial statements are presented in U.S. dollars (“U.S. dollars” or “USD”).

The Company’s functional currency is the Canadian dollar (“CAD” or CDN$”). Translation gains and losses from the application of the U.S. dollar as the presentation currency while the Canadian dollar is the functional currency are included as part of the cumulative foreign currency translation adjustment.

All financial information presented in U.S. dollars has been rounded to the nearest thousand.

Use of estimates and judgments

The preparation of the accompanying financial statements in conformity with IFRS requires management to make judgments, estimates and assumptions about future events. These estimates and the underlying assumptions affect the reported amounts of assets and liabilities, the disclosures about contingent assets and liabilities, and the reported amounts of revenues and expenses. Such estimates include the valuation of goodwill and intangible assets, the measurement of identifiable assets and liabilities acquired in business combinations, income tax provisions, defined benefit obligation, the self-insurance and other provisions, and contingencies. These estimates and assumptions are based on management’s best estimates and judgments.

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TFI International Inc.	NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Tabular amounts in thousands of U.S. dollars, unless otherwise noted.)	PERIODS ENDED SEPTEMBER 30 2023 AND 2022 – (UNAUDITED)

Management evaluates its estimates and assumptions on an ongoing basis using historical experience and other factors, including the current economic environment, which management believes to be reasonable under the circumstances. Management adjusts such estimates and assumptions when facts and circumstances dictate. Actual results could differ from these estimates. Changes in those estimates and assumptions resulting from changes in the economic environment will be reflected in the financial statements of future periods.

In preparing these condensed consolidated interim financial statements, the significant judgments made by management applying the Group’s accounting policies and the key sources of estimation uncertainty are the same as those applied and described in the Group’s 2022 annual consolidated financial statements.

Significant accounting policies

The accounting policies described in the Group’s 2022 annual consolidated financial statements have been applied consistently to all periods presented in these condensed consolidated interim financial statements, unless otherwise indicated in note 3. The accounting policies have been applied consistently by Group entities.

New standards and interpretations adopted during the period

The following new standards, and amendments to standards and interpretations, are effective for the first time for interim periods beginning on or after January 1, 2023 and have been applied in preparing these condensed consolidated interim financial statements.

Definition of Accounting Estimates (Amendments to IAS 8)

On February 12, 2021, the IASB issued Definition of Accounting Estimates (Amendments to IAS 8). The amendments are effective for annual periods beginning on or after January 1, 2023. The amendments introduce a new definition for accounting estimates, clarifying that they are monetary amounts in the financial statements that are subject to measurement uncertainty. The amendments also clarify the relationship between accounting policies and accounting estimates by specifying that a company develops an accounting estimate to achieve the objective set out by an accounting policy. The adoption of the amendments did not have a material impact on the Group’s condensed consolidated interim financial statements.

New standards and interpretations not yet adopted

The following new standards are not yet effective, and have not been applied in preparing these condensed consolidated interim financial statements:

Classification of Liabilities as Current or Non-current (Amendments to IAS 1)

On January 23, 2020, the IASB issued amendments to IAS 1 Presentation of Financial Statements (the 2020 amendments), to clarify the classification of liabilities as current or non-current. On October 31, 2022, the IASB issued Non-current Liabilities with Covenants (Amendments to IAS 1) (the 2022 amendments), to improve the information a company provides about long-term debt with covenants. The 2020 amendments and the 2022 amendments (collectively “the Amendments”) are effective for annual periods beginning on or after January 1, 2024. Early adoption is permitted. A company that applies the 2020 amendments early is required to also apply the 2022 amendments.

For the purposes of non-current classification, the Amendments removed the requirement for a right to defer settlement or roll over of a liability for at least twelve months to be unconditional. Instead, such a right must exist at the end of the reporting period and have substance. The Amendments reconfirmed that only covenants with which a company must comply on or before the reporting date affect the classification of a liability as current or non-current. Covenants with which a company must comply after the reporting date do not affect a liability’s classification at that date.

The Amendments also clarify how a company classifies a liability that includes a counterparty conversion option. The Amendments state that:

•

the settlement of a liability includes transferring a company’s own equity instruments to the counterparty; and

•

when classifying liabilities as current or non-current a company can ignore only those conversion options that are recognized as equity.

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TFI International Inc.	NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Tabular amounts in thousands of U.S. dollars, unless otherwise noted.)	PERIODS ENDED SEPTEMBER 30 2023 AND 2022 – (UNAUDITED)

The adoption of the amendments is not expected to have a material impact.

Lease Liability in a Sale and Leaseback

On September 22, 2022, the IASB issued Lease Liability in a Sale and Leaseback (Amendments to IFRS 16). The amendments are effective for annual periods beginning on or after January 1, 2024. Early adoption is permitted. The amendment introduces a new accounting model which impacts how a seller-lessee accounts for variable lease payments that arise in a sale-and-leaseback transaction. The amendments clarify that on initial recognition, the seller-lessee includes variable lease payments when it measures a lease liability arising from a sale-and-leaseback transaction and after initial recognition, the seller-lessee applies the general requirements for subsequent accounting of the lease liability such that it recognizes no gain or loss relating to the right of use it retains. The amendments need to be applied retrospectively, which require seller-lessees to reassess and potentially restate sale-and-leaseback transactions entered into since implementation of IFRS 16 in 2019. The adoption of the amendments is not expected to have a material impact.

Segment reporting

The Group operates within the transportation and logistics industry in the United States, Canada and, until August 31, 2022, Mexico, in different reportable segments, as described below. The reportable segments are managed independently as they require different technology and capital resources. For each of the operating segments, the Group’s CEO reviews internal management reports. The following summary describes the operations in each of the Group’s reportable segments:


Package and Courier:	Pickup, transport and delivery of items across North America.
Less-Than-Truckload (a):	Pickup, consolidation, transport and delivery of smaller loads.
Truckload (b):	Full loads carried directly from the customer to the destination using a closed van or specialized equipment to meet customers’ specific needs. Includes expedited transportation, flatbed, tank, container and dedicated services.
Logistics:	Asset-light logistics services, including brokerage, freight forwarding and transportation management, as well as small package parcel delivery.

(a)

The Less-Than-Truckload reporting segment represents the aggregation of the Canadian Less-Than-Truckload and U.S. Less-Than-Truckload operating segments. The aggregation of the segment was analyzed using management’s judgment in accordance with IFRS 8. The operating segments were determined to be similar, amongst others, with respect to the nature of services offered and the methods used to distribute their services. Additionally, they have similar economic characteristics with respect to long-term expected gross margin, levels of capital invested and market place trends.

(b)

Prior to August 31, 2022, the Truckload reporting segment represented the aggregation of the Canadian Conventional Truckload, U.S. Conventional Truckload, and Specialized Truckload operating segments. The aggregation of the segment was analyzed using management’s judgment in accordance with IFRS 8. The operating segments were determined to be similar, amongst others, with respect to the nature of services offered and the methods used to distribute their services. Additionally, they have similar economic characteristics with respect to long-term expected gross margin, levels of capital invested and market place trends. On August 31,2022, the Group sold CFI’s Truckload, Temp Control and Mexican non-asset logistics businesses, operating primarily in the U.S. Conventional Truckload operating segment. Subsequent to the sale, the remaining business operations in the Group’s U.S. Conventional Truckload operating segment were transferred to the Specialized Truckload operating segment. Because the transfer was amongst operating segments in the same reportable segment and the aggregation criteria continued to be met, there was no impact on the reportable segment results.

Information regarding the results of each reportable segment is included below. Performance is measured based on segment operating income or loss. This measure is included in the internal management reports that are reviewed by the Group’s CEO and refers to “Operating income (loss)” in the consolidated statements of income. Segment operating income or loss is used to measure performance as management believes that such information is the most relevant in evaluating the results of certain segments relative to other entities that operate within these industries.

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TFI International Inc.	NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Tabular amounts in thousands of U.S. dollars, unless otherwise noted.)	PERIODS ENDED SEPTEMBER 30 2023 AND 2022 – (UNAUDITED)


	Package		Less-
	and		Than-
	Courier		Truckload		Truckload		Logistics		Corporate			Eliminations			Total
Three months ended September 30, 2023
Revenue(1)		111,749		717,690		401,510		416,222		-			(14,277	)		1,632,894
Fuel surcharge(1)		27,808		152,365		75,058		26,003		-			(3,082	)		278,152
Total revenue(1)		139,557		870,055		476,568		442,225		-			(17,359	)		1,911,046
Operating income (loss)		25,222		100,370		50,057		40,855		(15,945	)		-			200,559
Selected items:
Depreciation and
amortization		6,139		44,774		50,070		12,977		131			-			114,091
Gain on sale of
assets held for sale		-		14,610		546		-		-			-			15,156
Loss on sale of business		-		-		-		-		(3,011	)		-			(3,011	)
Intangible assets		179,391		194,628		838,644		804,509		116			-			2,017,288
Total assets		347,243		2,375,591		1,985,704		1,189,077		157,936			-			6,055,551
Total liabilities		79,525		747,889		409,383		343,982		1,852,066			(124	)		3,432,721
Additions to property
and equipment		6,417		61,310		50,085		2,674		34			-			120,520

Three months ended September 30, 2022
Revenue(1)		120,236		817,198		510,185		424,075		-			(14,423	)		1,857,271
Fuel surcharge(1)		38,927		204,165		125,185		20,332		-			(3,919	)		384,690
Total revenue(1)		159,163		1,021,363		635,370		444,407		-			(18,342	)		2,241,961
Operating income		33,858		100,513		96,628		28,992		58,451			-			318,442
Selected items:
Depreciation and
amortization		6,530		37,908		52,313		9,646		160			-			106,557
Gain on sale of
assets held for sale		-		1,062		1		-		-			-			1,063
Gain on sale of business		-		-		-		-		75,722			-			75,722
Intangible assets		176,634		166,578		754,248		470,990		223			-			1,568,673
Total assets		351,188		2,303,716		1,828,983		756,149		260,686			-			5,500,722
Total liabilities		98,698		859,267		398,710		239,813		1,576,659			(122	)		3,173,025
Additions to property
and equipment		2,181		25,353		46,481		61		90			-			74,166

(1) Includes intersegment revenue and intersegment fuel surcharge

│10


TFI International Inc.	NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Tabular amounts in thousands of U.S. dollars, unless otherwise noted.)	PERIODS ENDED SEPTEMBER 30 2023 AND 2022 – (UNAUDITED)


	Package		Less-
	and		Than-
	Courier		Truckload			Truckload			Logistics		Corporate			Eliminations			Total
Nine months ended September 30, 2023
Revenue(1)		339,897		2,081,378			1,226,315			1,133,240		-			(38,058	)		4,742,772
Fuel surcharge(1)		87,103		440,779			230,127			59,283		-			(7,575	)		809,717
Total revenue(1)		427,000		2,522,157			1,456,442			1,192,523		-			(45,633	)		5,552,489
Operating income (loss)		79,649		238,982			186,736			105,458		(51,447	)		-			559,378
Selected items:
Depreciation and
amortization		18,842		127,312			146,655			33,112		399			-			326,320
Loss on sale of
land and buildings		-		(36	)		(4	)		-		-			-			(40	)
Gain on sale of
assets held for sale		-		17,792			3,955			-		-			-			21,747
Loss on sale of business		-		-			-			-		(3,011	)		-			(3,011	)
Intangible assets		179,391		194,628			838,644			804,509		116			-			2,017,288
Total assets		347,243		2,375,591			1,985,704			1,189,077		157,936			-			6,055,551
Total liabilities		79,525		747,889			409,383			343,982		1,852,066			(124	)		3,432,721
Additions to property
and equipment		12,110		170,254			93,489			3,569		182			-			279,604

Nine months ended September 30, 2022
Revenue(1)		369,898		2,522,773			1,582,980			1,313,154		-			(48,236	)		5,740,569
Fuel surcharge(1)		108,565		596,677			365,274			56,055		-			(11,343	)		1,115,228
Total revenue(1)		478,463		3,119,450			1,948,254			1,369,209		-			(59,579	)		6,855,797
Operating income		96,743		382,567			295,026			106,242		48,600			-			929,178
Selected items:
Depreciation and
amortization		20,160		114,586			164,306			28,975		567			-			328,594
(Loss) gain on sale of
land and buildings		-		(1	)		44			-		-			-			43
Gain on sale of
assets held for sale		-		55,702			6,237			-		-			-			61,939
Gain on sale of business		-		-			-			-		75,722			-			75,722
Intangible assets		176,634		166,578			754,248			470,990		223			-			1,568,673
Total assets		351,188		2,303,717			1,828,982			756,149		260,686			-			5,500,722
Total liabilities		98,698		859,268			398,709			239,813		1,576,659			(122	)		3,173,025
Additions to property
and equipment		8,534		94,275			134,584			703		136			-			238,232

(1) Includes intersegment revenue and intersegment fuel surcharge

│11


TFI International Inc.	NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Tabular amounts in thousands of U.S. dollars, unless otherwise noted.)	PERIODS ENDED SEPTEMBER 30 2023 AND 2022 – (UNAUDITED)

Geographical information

Revenue is attributed to geographical locations based on the origin of service location.


	Package		Less-
	and		Than-
	Courier		Truckload		Truckload		Logistics		Eliminations			Total
Three months ended September 30, 2023
Canada		139,557		158,801		279,229		65,105		(9,044	)		633,648
United States		-		711,254		197,339		377,120		(8,315	)		1,277,398
Total		139,557		870,055		476,568		442,225		(17,359	)		1,911,046

Three months ended September 30, 2022
Canada		159,163		166,939		303,167		59,255		(7,975	)		680,549
United States		-		854,424		332,203		379,646		(10,367	)		1,555,906
Mexico		-		-		-		5,506		-			5,506
Total		159,163		1,021,363		635,370		444,407		(18,342	)		2,241,961

Nine months ended September 30, 2023
Canada		427,000		456,216		850,812		194,512		(24,463	)		1,904,077
United States		-		2,065,941		605,630		998,011		(21,170	)		3,648,412
Total		427,000		2,522,157		1,456,442		1,192,523		(45,633	)		5,552,489

Nine months ended September 30, 2022
Canada		478,463		514,323		889,298		193,601		(25,802	)		2,049,883
United States		-		2,605,127		1,058,956		1,155,041		(33,777	)		4,785,347
Mexico		-		-		-		20,567		-			20,567
Total		478,463		3,119,450		1,948,254		1,369,209		(59,579	)		6,855,797

Segment assets are based on the geographical location of the assets.


	As at		As at
	September 30, 2023		December 31, 2022
Property and equipment, right-of-use assets and intangible assets
Canada		2,155,360		1,848,746
United States		2,651,228		2,256,959
		4,806,588		4,105,705

Business combinations

In line with the Group’s growth strategy, the Group acquired eleven businesses during 2023, of which JHT Holdings, Inc. was considered material. All other acquisitions were not considered to be material. These transactions were concluded in order to add density in the Group’s current network and further expand value-added services.

On August 16, 2023, the Group completed the acquisition of JHT Holdings, Inc. ("JHT"). The purchase price for this business acquisition totaled $302.6 million, which was funded by a mixture of cash on hand and the remaining balance was drawn from the currently existing unsecured revolving credit facility. During the nine months ended September 30, 2023, the business contributed revenue and net income of $75.0 million and $4.9 million, respectively since the acquisition.

Had the Group acquired JHT on January 1, 2023, as per management’s best estimates, the revenue and net income for this entity would have been $345.8 million and $27.8 million, respectively. In determining these estimated amounts, management assumed that the fair value adjustments that arose on the date of acquisition would have been the same had the acquisition occurred on January 1, 2023 and adjusted for interest, based on the purchase price and average borrowing rate of the Group, and income tax expense based on the effective tax rate.

During the nine months ended September 30, 2023, the non-material businesses, in aggregate, contributed revenue and net loss of $138.6 million and $4.2 million, respectively, since the acquisitions.

Had the Group acquired the non-material businesses on January 1, 2023, as per management’s best estimates, the revenue and net income for these entities would have been $281.7 million and $10.6 million, respectively. In determining these estimated amounts, management assumed that the fair value adjustments that arose on the date of acquisition would have been the same

│12


TFI International Inc.	NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Tabular amounts in thousands of U.S. dollars, unless otherwise noted.)	PERIODS ENDED SEPTEMBER 30 2023 AND 2022 – (UNAUDITED)

had the acquisitions occurred on January 1, 2023 and adjusted for interest, based on the purchase price and average borrowing rate of the Group, and income tax expense based on the effective tax rate.

During the nine months ended September 30, 2023, $0.6 million of transaction costs (2022 – $0.1 million) have been expensed in other operating expenses in the consolidated statements of income in relation to the above-mentioned business acquisitions.

As of the reporting date, the Group had not yet completed the purchase price allocation over the identifiable net assets and goodwill of the 2023 acquisitions. Information to confirm the fair value of certain assets and liabilities still needs to be obtained for these acquisitions. As the Group obtains more information, the allocation will be completed.

The table below presents the preliminary purchase price allocation based on the best information available to the Group to date:


Identifiable assets acquired and liabilities assumed	Note		JHT			Others			Total
Cash and cash equivalents				5,709			11,171			16,880
Trade and other receivables				38,680			37,264			75,944
Inventoried supplies and prepaid expenses				10,960			6,700			17,660
Property and equipment		8		72,009			173,120			245,129
Right-of-use assets		9		4,782			25,690			30,472
Intangible assets		10		249,598			75,003			324,601
Other assets				16,386			118			16,504
Trade and other payables				(35,812	)		(24,002	)		(59,814	)
Income tax (payable) receivable				(4,863	)		3,700			(1,163	)
Provisions				(20,267	)		-			(20,267	)
Other non-current liabilities				(444	)		(44	)		(488	)
Long-term debt		12		(4,808	)		-			(4,808	)
Lease liabilities		13		(4,782	)		(25,690	)		(30,472	)
Deferred tax liabilities				(72,656	)		(30,514	)		(103,170	)
Total identifiable net assets				254,492			252,516			507,008
Total consideration transferred				302,623			349,342			651,965
Goodwill		10		48,131			96,826			144,957
Cash				302,623			332,844			635,467
Contingent consideration				-			16,498			16,498
Total consideration transferred				302,623			349,342			651,965

The fair values measured on the amounts regarding JHT are on a provisional basis, mainly regarding intangible assets. This is mainly due to pending completion and review of independent valuations. The fair values will be revised as more information is obtained about the facts and circumstances that existed at the date of acquisition.

JHT participates in three multiemployer pension plans. These are classified and accounted for as defined contribution plans.

The trade receivables comprise gross amounts due of $77.8 million, of which $1.9 million was expected to be uncollectible at the acquisition date.

Of the goodwill and intangible assets acquired through business combinations in 2023, $18.9 million is deductible for tax purposes.

Goodwill

The goodwill is attributable mainly to the premium of an established business operation with a good reputation in the transportation industry, and the synergies expected to be achieved from integrating the acquired entity into the Group’s existing business.

The goodwill arising in the business combinations has been allocated to operating segments as indicated in the table below, which represents the lowest level at which goodwill is monitored internally.


Operating segment	Reportable segment	Sept. 30, 2023		Sept. 30, 2022
Canadian Less-Than-Truckload	Less-Than-Truckload		11,143		-
U.S. Less-Than-Truckload	Less-Than-Truckload		3,376		-
Canadian Truckload	Truckload		13,879		2,117
Specialized Truckload	Truckload		41,181		18,907
U.S. Truckload	Truckload		-		(1,125	)
Logistics	Logistics		75,378		22,531
			144,957		42,430

│13


TFI International Inc.	NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Tabular amounts in thousands of U.S. dollars, unless otherwise noted.)	PERIODS ENDED SEPTEMBER 30 2023 AND 2022 – (UNAUDITED)

Contingent consideration

The contingent consideration for the nine months ended September 30, 2023 relates to non-material business acquisitions and is recorded in the original purchase price allocation. The fair value was determined using expected cash flows discounted at a rate of 8.2% for long-term contingent consideration. These considerations are contingent on achieving specified earnings levels in future periods. The maximum amount payable is $15.8 million in less than one year and $0.8 million in 2 years.

The contingent consideration balance at September 30, 2023 is $16.1 million (December 31, 2022 - $8.8 million) and is presented in other financial liabilities on the consolidated statements of financial position.

Adjustment to the provisional amounts of prior year’s non-material business combinations

The 2022 annual consolidated financial statements included details of the Group’s business combinations and set out provisional fair values relating to the consideration paid and net assets acquired of various non-material acquisitions. These acquisitions were accounted for under the provisions of IFRS 3.

As required by IFRS 3, the provisional fair values have been reassessed in light of information obtained during the measurement period following the acquisition. No material adjustments were required to the provisional fair values for these prior period business combinations during the nine months ended September 30, 2023.

Sale of business

On August 31, 2022, CFI’s Truckload, Temp Control and Mexican non-asset logistics businesses were sold to Heartland Express for a total consideration of $555.1 million, which included cash consideration, net working capital adjustments and was net of incremental selling costs of $4.5 million. The total consideration was subject to additional working capital closing adjustments as at September 30, 2022. The businesses operated primarily in the U.S. Conventional Truckload operating segment of the Group’s Truckload reportable segment. The Group kept the Dedicated and U.S. Logistics (non-asset U.S. based logistics services provider) divisions, which continue to be reported in the Truckload reportable segment. TFI also retained pre-closing accident and workers’ compensation claims.

The table below presents the net assets disposed :


	Note		September 30, 2023			September 30, 2022
Cash and cash equivalents				-			6,788
Trade and other receivables				-			77,879
Inventoried supplies and prepaid expenses				-			7,856
Property and equipment				-			321,123
Right-of-use assets				-			3,203
Intangible assets				-			42,599
Goodwill				-			144,551
Other assets				-			306
Accumulated other comprehensive income - CTA				-			2,737
Trade and other payables				-			(46,776	)
Income tax payable				-			(564	)
Employee benefits				-			(1,302	)
Provisions				-			(1,464	)
Other liabilities adjustment				3,011			-
Lease liabilities		13		-			(3,129	)
Deferred tax liabilities				-			(74,441	)
Total identifiable net assets				3,011			479,366
Total consideration received				-			555,088
(Loss) gain on sale of business				(3,011	)		75,722

The goodwill disposed of was allocated to operating segments as indicated in the table below, which represents the lowest level at which goodwill is monitored internally:


Operating segment	Reportable segment	September 30, 2023		September 30, 2022
U.S. Truckload	Truckload		-		141,056
Logistics	Logistics		-		3,495
			-		144,551

│14


TFI International Inc.	NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Tabular amounts in thousands of U.S. dollars, unless otherwise noted.)	PERIODS ENDED SEPTEMBER 30 2023 AND 2022 – (UNAUDITED)

Additional cash flow information

Net change in non-cash operating working capital


	Three months			Three months		Nine months			Nine months
	ended			ended		ended			ended
	Sept. 30, 2023			Sept. 30, 2022		Sept. 30, 2023			Sept. 30, 2022
Trade and other receivables		(27,604	)		29,868		125,677			(172,733	)
Inventoried supplies		2,150			1,559		3,238			(1,176	)
Prepaid expenses		7,844			1,374		(13,647	)		(7,321	)
Trade and other payables		35,980			14,561		(46,075	)		5,286
		18,370			47,362		69,193			(175,944	)

Property and equipment


			Land and			Rolling
	Note		buildings			stock			Equipment			Total
Cost
Balance at December 31, 2022				1,166,990			1,501,548			204,788			2,873,326
Additions through business combinations		5		144,640			93,059			7,430			245,129
Other additions				63,894			205,332			10,378			279,604
Disposals				(408	)		(128,800	)		(444	)		(129,652	)
Reclassification (to) from assets held for sale				(13,843	)		58			-			(13,785	)
Reclassification between categories*				-			36,319			(36,319	)		-
Effect of movements in exchange rates				(1,374	)		(2,636	)		(245	)		(4,255	)
Balance at September 30, 2023				1,359,899			1,704,880			185,588			3,250,367

Accumulated Depreciation
Balance at December 31, 2022				83,140			543,272			114,959			741,371
Depreciation				17,118			155,458			13,206			185,782
Disposals				(109	)		(80,469	)		(328	)		(80,906	)
Reclassification (to) from assets held for sale				(1,529	)		48			-			(1,481	)
Reclassification between categories*				-			11,089			(11,089	)		-
Effect of movements in exchange rates				(165	)		(818	)		(238	)		(1,221	)
Balance at September 30, 2023				98,455			628,580			116,510			843,545

Net carrying amounts
At December 31, 2022				1,083,850			958,276			89,829			2,131,955
At September 30, 2023				1,261,444			1,076,300			69,078			2,406,822

* Reclassification between categories had no impact on the depreciation policy of the reclassified property and equipment.

As at September 30, 2023, there are no amounts included in trade and other payables for the purchases of property and equipment (December 31, 2022 – $1.3 million).

│15


TFI International Inc.	NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Tabular amounts in thousands of U.S. dollars, unless otherwise noted.)	PERIODS ENDED SEPTEMBER 30 2023 AND 2022 – (UNAUDITED)

Right-of-use assets


			Land and			Rolling
	Note		buildings			stock			Equipment			Total
Cost
Balance at December 31, 2022				528,791			252,043			3,797			784,631
Other additions				31,367			52,343			331			84,041
Additions through business combinations		5		14,430			16,042			-			30,472
Derecognition*				(33,174	)		(52,300	)		(935	)		(86,409	)
Effect of movements in exchange rates				(962	)		(831	)		(1	)		(1,794	)
Balance at September 30, 2023				540,452			267,297			3,192			810,941

Depreciation
Balance at December 31, 2022				286,256			114,971			1,764			402,991
Depreciation				49,577			46,965			669			97,211
Derecognition*				(22,111	)		(47,761	)		(935	)		(70,807	)
Effect of movements in exchange rates				(679	)		(251	)		(2	)		(932	)
Balance at September 30, 2023				313,043			113,924			1,496			428,463

Net carrying amounts
At December 31, 2022				242,535			137,072			2,033			381,640
At September 30, 2023				227,409			153,373			1,696			382,478

* Derecognized right-of-use assets include negotiated asset purchases and extinguishments resulting from accidents as well as fully amortized or end of term right-of-use assets.

10.

Intangible assets


					Other intangible assets
											Non-
					Customer			Trademarks			compete			Information
Note		Goodwill			relationships			and other			agreements			technology			Total
Cost
Balance at December 31, 2022			1,359,345			513,697			42,680			20,007			35,122			1,970,851
Additions through
business combinations	5		144,957			295,934			14,405			12,047			2,215			469,558
Other additions			-			-			-			-			2,274			2,274
Extinguishments			-			(4,813	)		-			(2,131	)		(992	)		(7,936	)
Effect of movements in
exchange rates			(2,307	)		(434	)		(430	)		(315	)		(159	)		(3,645	)
Balance at September 30, 2023			1,501,995			804,384			56,655			29,608			38,460			2,431,102

Amortization and impairment losses
Balance at December 31, 2022			78,012			244,252			27,050			10,130			19,297			378,741
Amortization			-			33,492			3,848			3,252			2,735			43,327
Extinguishments			-			(4,813	)		-			(2,131	)		(992	)		(7,936	)
Effect of movements in exchange rates
exchange rates			(74	)		(222	)		(32	)		17			(7	)		(318	)
Balance at September 30, 2023			77,938			272,709			30,866			11,268			21,033			413,814

Net carrying amounts
At December 31, 2022			1,281,333			269,445			15,630			9,877			15,825			1,592,110
At September 30, 2023			1,424,057			531,675			25,789			18,340			17,427			2,017,288

11.

Investments


	As at		As at
	September 30, 2023		December 31, 2022
Level 1 investments		-		71,979
Level 2 investments		4,339		-
Level 3 investments		13,961		13,985
		18,300		85,964

│16


TFI International Inc.	NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Tabular amounts in thousands of U.S. dollars, unless otherwise noted.)	PERIODS ENDED SEPTEMBER 30 2023 AND 2022 – (UNAUDITED)

Level 3 investments were marked to fair value based on the company performance as at September 30, 2023. The Group elected to designate these investments as at fair value through OCI.

12.

Long-term debt


	As at		As at
	September 30, 2023		December 31, 2022
Non-current liabilities
Unsecured revolving facilities		243,530		-
Unsecured debenture		147,105		147,233
Unsecured senior notes		1,153,495		1,075,702
Conditional sales contracts		35,685		55,735
Other long-term debt		4,457		-
		1,584,272		1,278,670

Current liabilities
Current portion of other long-term debt		351		-
Current portion of conditional sales contracts		25,781		37,087
		26,132		37,087

The table below summarizes changes to the long-term debt:


			Nine months ended			Nine months ended
	Note		September 30, 2023			September 30, 2022
Balance at beginning of period				1,315,757			1,608,094
Proceeds from long-term debt				75,000			323,415
Business combinations		5		4,808			-
Repayment of long-term debt				(31,471	)		(360,115	)
Net increase (decrease) in revolving facilities				246,260			(236,502	)
Amortization of deferred financing fees				980			972
Effect of movements in exchange rates				(4,313	)		(121,880	)
Effect of movements in exchange rates - debt
designated as net investment hedge				3,383			95,832
Balance at end of period				1,610,404			1,309,816

The Group’s revolving facilities have a total size of $954.4 million at September 30, 2023 (December 31, 2022 – $929.6 million) and an additional $185.5 million of credit availability (CAD $245 million and USD $5 million). The additional credit is available under certain conditions under the Group’s syndicated revolving credit agreement.

On August 21, 2023, the Company received $75 million in proceeds from the issuance of new debts taking the form of unsecured senior notes consisting of two tranches, $50 million and $25 million, maturing on August 19, 2035 and 2038, bearing fixed interest rates of 5.56% and 5.64%, respectively. Deferred financing fees of $0.1 million were recognized as a result of the transaction.

On September 2, 2022, the Group extended its credit facility until August 16, 2026. Under the new extension, the CAD availability and USD availability remain unchanged. The adoption of the Interest Rate Benchmark Reform - Phase 2 did not have a material impact on the Group’s consolidated financial statements as the only debt balances subject to LIBOR reform is the USD portion of unsecured revolver. The revolver agreement indicated that SOFR would be the main replacement for LIBOR in the United States. Effective as of September 2, 2022, the interest rate was the sum of the adjusted term secured overnight financing rate published by the Federal Reserve Bank of New York (“SOFR”) plus an applicable margin, which can vary between 113 and 175 basis points based on certain ratios. The change in interest rate did not have a material impact on the Group’s financial statements as the Group has no interest rate swaps that hedge variable interest debt. Deferred financing fees of $0.8 million were recognized on the extension.

On March 23, 2022, the Company received $200 million in proceeds from the issuance of new debts taking the form of unsecured senior notes consisting of two tranches, of $100 million each, maturing on March 23, 2032, and 2037, bearing fixed interest rates of 3.50% and 3.80%, respectively. Deferred financing fees of $0.3 million were recognized as a result of the transaction.

On March 23, 2022, the Company received additional $100 million in proceeds from the amendment and restatement of the debt agreement signed on July 2, 2021, taking the form of unsecured senior notes as the third tranche maturing on April 2, 2034, bearing fixed interest rate of 3.55%. Deferred financing fees of $0.1 million were recognized as a result of the transaction.

The proceeds raised from the two debt issuances were used in full to pay off the unsecured term loan which was due in June 2022 without any penalty.

│17


TFI International Inc.	NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Tabular amounts in thousands of U.S. dollars, unless otherwise noted.)	PERIODS ENDED SEPTEMBER 30 2023 AND 2022 – (UNAUDITED)

The debt issuances described above are subject to certain covenants regarding the maintenance of financial ratios. These are the same covenants as previously required by the Company’s syndicated revolving credit agreement as described in note 26(f) of the 2022 annual consolidated financial statements.

13.

Lease liabilities


	As at		As at
	September 30, 2023		December 31, 2022
Current portion of lease liabilities		125,363		115,934
Long-term portion of lease liabilities		289,876		297,105
		415,239		413,039

The table below summarizes changes to the lease liabilities:


			Nine months ended			Nine months ended
	Note		September 30, 2023			September 30, 2022
Balance at beginning of period				413,039			429,206
Business combinations		5		30,472			20,450
Sale of business		6		-			(3,129	)
Additions				84,041			66,642
Derecognition*				(16,843	)		(11,207	)
Repayment				(94,531	)		(92,412	)
Effect of movements in exchange rates				(939	)		(23,971	)
Balance at end of period				415,239			385,579

* Derecognized lease liabilities include negotiated asset purchases and extinguishments resulting from accidents.

Extension options

Some real estate leases contain extension options exercisable by the Group. Where practicable, the Group seeks to include extension options in new leases to provide operational flexibility. The Group assesses at the lease commencement date whether it is reasonably certain to exercise the extension options. The Group reassesses whether it is reasonably certain to exercise the options if there are significant events or significant changes in circumstances within its control.

The lease liabilities include future lease payments of $7.6 million (December 31, 2022 – $9.9 million) related to extension options that the Group is reasonably certain to exercise.

The Group has estimated that the potential future lease payments, should it exercise the remaining extension options, would result in an increase in lease liabilities of $358.0 million (December 31, 2022 - $377.7 million).

The Group does not have a significant exposure to termination options and penalties.

Contractual cash flows

The total contractual cash flow maturities of the Group’s lease liabilities are as follows:


	As at
	September 30, 2023
Less than 1 year		140,471
Between 1 and 5 years		264,767
More than 5 years		52,167
		457,405

│18


TFI International Inc.	NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Tabular amounts in thousands of U.S. dollars, unless otherwise noted.)	PERIODS ENDED SEPTEMBER 30 2023 AND 2022 – (UNAUDITED)

14.

Employee benefits

The Group has various benefit plans, mainly TForce Freight pension plans and TFI International pension plans, under which participants are entitled to benefits once participation requirements are satisfied. Additional information relating to the retirement benefit plans is provided in Note 16 - Employee benefits of the Group’s 2022 annual consolidated financial statements.

Net periodic benefit cost and pension contributions are as follows for the TForce Freight pension plans:


	Three months			Three months		Nine months			Nine months
	ended			ended		ended			ended
	Sept. 30, 2023			Sept. 30, 2022		Sept. 30, 2023			Sept. 30, 2022
Current service cost		14,984			31,280		44,964			93,841
Net interest (income) cost		(196	)		52		(711	)		157
Net periodic benefit cost		14,788			31,332		44,253			93,998

Pension contributions		-			25,750		-			77,250

The pension plan is funded in line with the statutory funding requirements of the Employee Retirement Income Security Act.

15.

Provisions


	Self-insurance		Other		Total
As at September 30, 2023
Current provisions		44,217		10,855		55,072
Non-current provisions		79,387		35,056		114,443
		123,604		45,911		169,515

As at December 31, 2022
Current provisions		33,918		9,985		43,903
Non-current provisions		62,333		69,403		131,736
		96,251		79,388		175,639

Self-insurance provisions represent the uninsured portion of outstanding claims at period-end. Other provisions include mainly litigation provisions of $19.1 million (December 31, 2022 - $42.3 million) and environmental remediation liabilities of $16.0 million (December 31, 2022 - $23.4 million). Litigation provisions contain various pending claims for which management uses judgement and assumptions about future events. The outcomes will depend on future claim developments.

16.

Share capital and other components of equity

The following table summarizes the number of common shares issued:


(in number of shares)			Nine months			Nine months
			ended			ended
	Note		Sept. 30, 2023			Sept. 30, 2022
Balance, beginning of period				86,539,559			92,152,893
Repurchase and cancellation of own shares				(1,109,900	)		(5,466,855	)
Stock options exercised		18		502,041			492,782
Balance, end of period				85,931,700			87,178,820

The following table summarizes the share capital issued and fully paid:


	Nine months			Nine months
	ended			ended
	Sept. 30, 2023			Sept. 30, 2022
Balance, beginning of period		1,089,229			1,133,181
Repurchase and cancellation of own shares		(12,065	)		(59,209	)
Cash consideration of stock options exercised		12,522			10,994
Ascribed value credited to share capital on stock options exercised, net of tax		4,228			4,565
Issuance of shares on settlement of RSUs and PSUs, net of tax		29,185			1,784
Balance, end of period		1,123,099			1,091,315

Pursuant to the normal course issuer bid (“NCIB”) which began on November 2, 2022 and ending on November 1, 2023, the Company is authorized to repurchase for cancellation up to a maximum of 6,370,199 of its common shares under certain conditions. As at September 30, 2023, and since the inception of this NCIB, the Company has repurchased and cancelled 1,546,720 shares. Subsequent to the third

│19


TFI International Inc.	NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Tabular amounts in thousands of U.S. dollars, unless otherwise noted.)	PERIODS ENDED SEPTEMBER 30 2023 AND 2022 – (UNAUDITED)

quarter of 2023, the Toronto Stock Exchange approved the renewal of the Company's NCIB entitling the Company to repurchase for cancellation up to 7,161,046 common shares until expiry of the NCIB on November 1, 2024.

During the nine months ended September 30, 2023, the Company repurchased 1,109,900 common shares at a weighted average price of $107.07 per share for a total purchase price of $118.8 million relating to the NCIB. During the nine months ended September 30, 2022, the Company repurchased 5,466,855 common shares at a weighted average price of $88.62 per share for a total purchase price of $484.5 million relating to a previous NCIB. The excess of the purchase price paid over the carrying value of the shares repurchased in the amount of $106.8 million (2022 – $425.3 million) was charged to retained earnings as share repurchase premium.

17.

Earnings per share

Basic earnings per share

The basic earnings per share and the weighted average number of common shares outstanding have been calculated as follows:


(in thousands of dollars and number of shares)	Three months		Three months			Nine months			Nine months
	ended		ended			ended			ended
	Sept. 30, 2023		Sept. 30, 2022			Sept. 30, 2023			Sept. 30, 2022
Net income		133,339		245,190			373,491			669,738
Issued common shares, beginning of period		85,801,479		89,094,521			86,539,559			92,152,893
Effect of stock options exercised		47,956		69,710			285,794			214,729
Effect of repurchase of own shares		-		(937,871	)		(639,301	)		(2,100,507	)
Weighted average number of common shares		85,849,435		88,226,360			86,186,052			90,267,115

Earnings per share – basic (in dollars)		1.55		2.78			4.33			7.42

Diluted earnings per share

The diluted earnings per share and the weighted average number of common shares outstanding after adjustment for the effects of all dilutive common shares have been calculated as follows:


(in thousands of dollars and number of shares)	Three months		Three months		Nine months		Nine months
	ended		ended		ended		ended
	Sept. 30, 2023		Sept. 30, 2022		Sept. 30, 2023		Sept. 30, 2022
Net income		133,339		245,190		373,491		669,738
Weighted average number of common shares		85,849,435		88,226,360		86,186,052		90,267,115
Dilutive effect:
Stock options, restricted share units
and performance share units		1,002,184		1,807,350		1,144,205		1,879,562
Weighted average number of diluted common shares		86,851,619		90,033,710		87,330,257		92,146,677

Earnings per share - diluted (in dollars)		1.54		2.72		4.28		7.27

As at September 30, 2023, no stock options were excluded from the calculation of diluted earnings per share (September 30, 2022 – nil) as none were anti-dilutive.

The average market value of the Company’s shares for purposes of calculating the dilutive effect of stock options was based on quoted market prices for the period during which the options were outstanding.

18.

Share-based payment arrangements

Stock option plan (equity-settled)

The Company offers a stock option plan for the benefit of certain of its employees. The maximum number of shares that can be issued upon the exercise of options granted under the current 2012 stock option plan is 5,979,201. Each stock option entitles its holder to receive one common share upon exercise. The exercise price payable for each option is determined by the Board of Directors at the date of grant, and may not be less than the volume weighted average trading price of the Company’s shares for the last five trading days immediately preceding the grant date. The options vest in equal installments over three years and the expense is recognized following the accelerated method as each installment is fair valued separately and recorded over the respective vesting periods. The table below summarizes the changes in the outstanding stock options:

│20


TFI International Inc.	NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Tabular amounts in thousands of U.S. dollars, unless otherwise noted.)	PERIODS ENDED SEPTEMBER 30 2023 AND 2022 – (UNAUDITED)


(in thousands of options	Three months					Three months					Nine months					Nine months
and in dollars)				ended					ended					ended					ended
	Sept. 30, 2023					Sept. 30, 2022					Sept. 30, 2023					Sept. 30, 2022
				Weighted					Weighted					Weighted					Weighted
	Number			average		Number			average		Number			average		Number			average
	of			exercise		of			exercise		of			exercise		of			exercise
	options			price		options			price		options			price		options			price
Balance, beginning
of period		930			29.14		1,754			26.49		1,302			27.89		2,061			25.70
Exercised		(130	)		29.21		(186	)		23.13		(502	)		25.91		(493	)		21.89
Forfeited		-			-		(4	)		40.41		-			-		(4	)		40.41
Balance, end of period		800			29.13		1,564			26.86		800			29.13		1,564			26.86
Options exercisable, end of period												771			28.71		1,535			26.60

The following table summarizes information about stock options outstanding and exercisable at September 30, 2023:


(in thousands of options and in dollars)		Options outstanding				Options
						exercisable
				Weighted
				average
		Number		remaining		Number
		of		contractual life		of
Exercise prices		options		(in years)		options
	26.82		14		0.4		14
	23.70		238		1.4		238
	30.71		500		2.4		500
	40.41		48		3.8		19
			800		2.2		771

Of the options outstanding at September 30, 2023, a total of 740,989 (December 31, 2022 - 1,106,883) are held by key management personnel.

The weighted average share price at the date of exercise for stock options exercised in the nine months ended September 30, 2023 was $121.85 (September 30, 2022 – $106.16).

For the three and nine months ended September 30, 2023, the Group recognized a compensation expense of nil and $0.2 million, respectively (September 30, 2022 - $0.1 million and $0.3 million) with a corresponding increase to contributed surplus.

No stock options were granted during the three and nine months ended September 30, 2023 or September 30, 2022 under the Company’s stock option plan.

Deferred share unit plan for board members (cash-settled)

Quarterly cash amounts are paid to the board members on the second Thursday following each quarter. In addition, an equity portion of compensation is awarded, comprised of restricted share units granted annually effective on the date of each Annual Meeting, with a vesting period of one year.

Until December 31, 2020, the Company offered a deferred share unit (“DSU”) plan for its board members. Under this plan, board members could elect to receive cash, DSUs or a combination of both for their compensation. The following table provides the number of DSUs related to this plan:


(in units)	Three months		Three months		Nine months			Nine months
	ended		ended		ended			ended
	Sept. 30, 2023		Sept. 30, 2022		Sept. 30, 2023			Sept. 30, 2022
Balance, beginning of period		259,835		308,277		310,128			306,554
Paid		-		-		(51,925	)		-
Forfeited		-		-		(170	)		-
Dividends paid in units		825		973		2,627			2,697
Balance, end of period		260,660		309,251		260,660			309,251

│21


TFI International Inc.	NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Tabular amounts in thousands of U.S. dollars, unless otherwise noted.)	PERIODS ENDED SEPTEMBER 30 2023 AND 2022 – (UNAUDITED)

For the three and nine months ended September 30, 2023, the Group recognized, as a result of the cash-settled director compensation plan, a compensation expense of $0.2 million and $0.8 million respectively (September 30, 2022 – $0.3 million and $0.9 million). In personnel expenses, the Group recognized a mark-to-market loss on DSUs of $4.7 million and $7.9 million for the three and nine months ended September 30, 2023 respectively (September 30, 2022 – loss of $5.3 million and gain of $3.9 million). As at September 30, 2023, the total carrying amount of liabilities for cash-settled arrangements recorded in trade and other payables amounted to $33.5 million (December 31, 2022 - $31.0 million).

Performance contingent restricted share unit and performance share unit plans (equity-settled)

The Company offers an equity incentive plan for the benefit of senior employees of the Group. Each participant’s annual LTIP allocation is split in two equally weighted awards of restricted share units (‘’RSUs’’) and of performance share units (“PSUs”). The RSUs are only subject to a time cliff vesting condition on the third anniversary of the award whereas the PSUs are subject to both performance and time cliff vesting conditions on the third anniversary of the award. The performance conditions attached to the PSUs are equally weighted between absolute earnings before interest and income tax and relative total shareholder return (“TSR”). For purposes of the relative TSR portion, there are two equally weighted comparisons: the first portion is compared against the TSR of a group of transportation industry peers and the second portion is compared against the S&P/TSX60 index.

Restricted share units

On February 6, 2023, the Company granted a total of 55,400 RSUs under the Company’s equity incentive plan of which 38,275 were granted to key management personnel. The fair value of the RSUs is determined to be the share price fair value at the date of the grant and is recognized as a share-based compensation expense, through contributed surplus, over the vesting period. The fair value of the RSUs granted was $115.51 per unit.

On April 26, 2023, the Company granted a total of 7,632 RSUs under the Company’s equity incentive plan of which 7,632 were granted to the directors under the director compensation plan. The fair value of the RSUs is determined to be the share price fair value at the date of the grant and is recognized as a share-based compensation expense, through contributed surplus, over the vesting period. The fair value of the RSUs granted was $117.85 per unit.

On February 7, 2022, the Company granted a total of 63,404 RSUs under the Company’s equity incentive plan of which 39,750 were granted to key management personnel. The fair value of the RSUs is determined to be the share price fair value at the date of the grant and is recognized as a share-based compensation expense, through contributed surplus, over the vesting period. The fair value of the RSUs granted was $98.27 per unit.

On April 28, 2022, the Company granted a total of 10,815 RSUs under the Company’s equity incentive plan of which 10,815 were granted the directors under the director compensation plan. The fair value of the RSUs is determined to be the share price fair value at the date of the grant and is recognized as a share-based compensation expense, through contributed surplus, over the vesting period. The fair value of the RSUs granted was $83.28 per unit.

The table below summarizes changes to the outstanding RSUs:


(in thousands of RSUs	Three months				Three months					Nine months					Nine months
and in dollars)			ended					ended					ended					ended
	Sept. 30, 2023				Sept. 30, 2022					Sept. 30, 2023					Sept. 30, 2022
			Weighted					Weighted					Weighted					Weighted
	Number		average		Number			average		Number			average		Number			average
	of		grant date		of			grant date		of			grant date		of			grant date
	RSUs		fair value		RSUs			fair value		RSUs			fair value		RSUs			fair value
Balance, beginning
of period		191		93.62		299			57.98		272			58.33		272			54.27
Granted		-		-		-			-		63			115.81		74			96.04
Reinvested		1		93.86		1			57.27		3			80.97		3			60.68
Settled		-		-		-			-		(145	)		36.87		(46	)		96.96
Settled on sale of business		-		-		(15	)		44.19		-			-		(15	)		44.19
Forfeited		-		-		(9	)		71.85		(1	)		85.37		(12	)		70.24
Balance, end of period		192		93.62		276			58.28		192			93.62		276			58.28

│22


TFI International Inc.	NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Tabular amounts in thousands of U.S. dollars, unless otherwise noted.)	PERIODS ENDED SEPTEMBER 30 2023 AND 2022 – (UNAUDITED)

The following table summarizes information about RSUs outstanding as at September 30, 2023:


(in thousands of RSUs and in dollars)		RSUs outstanding
				Remaining
		Number of		contractual life
Grant date fair value		RSUs		(in years)
	70.59		71		0.4
	117.85		8		0.6
	98.27		58		1.4
	115.51		55		2.4
			192		1.3

The weighted average share price at the date of settlement of the RSUs vested in the nine months ended September 30, 2023 was $115.13.

On August 31, 2022, due to the sale of CFI’s truckload, Temp Control and Mexican non-asset logistics businesses, a total of 22,876 RSUs were cancelled (14,630 RSUs settled and 8,246 RSUs forfeited), and the employees were compensated based on the plan terms, which required unvested awards to be forfeited and vested awards to be paid out in cash equal to the fair value of the shares. The weighted average share price at the date of settlement of RSUs was $104.28. The Group expensed the total initial grant date fair value of the settled RSUs and the excess of the price paid over the carrying value of shares, in the amount of $0.8 million, was accounted for as repurchase of an equity interest and charged to retained earnings. The weighted average share price at the date of settlement of the other RSUs vested in the nine months ended September 30, 2022 was $81.89. The excess of the purchase price paid over the carrying value of shares repurchased for settlement of the award, in the amount of $1.0 million, was charged to retained earnings as share repurchase premium.

For the three and nine months ended September 30, 2023, the Group recognized, as a result of RSUs, a compensation expense of $1.5 million and $4.7 million, respectively (September 30, 2022 - $1.4 million and $5.7 million) with a corresponding increase to contributed surplus.

Of the RSUs outstanding at September 30, 2023, a total of 126,113 (December 31, 2022 – 171,790) are held by key management personnel.

Performance share units

On February 6, 2023, the Company granted a total of 55,400 PSUs under the Company’s equity incentive plan of which 38,275 were granted to key management personnel. The fair value of the PSUs is determined using a Monte Carlo simulation model for the TSR portion and using management’s estimates for the absolute earnings before interest and income tax portion. The estimates related to the absolute earnings before interest and income tax portion are revised during the vesting period and the cumulative amount recognized at each reporting date is based on the number of equity instruments for which service and non-market performance conditions are expected to be satisfied. The share-based compensation expense is recognized, through contributed surplus, over the vesting period. The fair value of the PSUs granted was $135.15 per unit as at grant date and $135.15 per unit as at September 30, 2023.

On February 7, 2022, the Company granted a total of 63,404 PSUs under the Company’s equity incentive plan of which 39,750 were granted to key management personnel. The fair value of the PSUs is determined using a Monte Carlo simulation model for the TSR portion and using management’s estimates for the absolute earnings before interest and income tax portion. The estimates related to the absolute earnings before interest and income tax portion are revised during the vesting period and the cumulative amount recognized at each reporting date is based on the number of equity instruments for which service and non-market performance conditions are expected to be satisfied. The share-based compensation expense is recognized, through contributed surplus, over the vesting period. The fair value of the PSUs granted was $100.43 per unit as at grant date and $120.08 per unit as at September 30, 2023.

│23


TFI International Inc.	NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Tabular amounts in thousands of U.S. dollars, unless otherwise noted.)	PERIODS ENDED SEPTEMBER 30 2023 AND 2022 – (UNAUDITED)

The table below summarizes changes to the outstanding PSUs:


(in thousands of PSUs	Three months				Three months					Nine months					Nine months
and in dollars)			ended					ended					ended					ended
	Sept. 30, 2023				Sept. 30, 2022					Sept. 30, 2023					Sept. 30, 2022
			Weighted					Weighted					Weighted					Weighted
	Number		average		Number			average		Number			average		Number			average
	of		grant date		of			grant date		of			grant date		of			grant date
	PSUs		fair value		PSUs			fair value		PSUs			fair value		PSUs			fair value
Balance, beginning
of period		184		106.22		288			62.67		261			62.87		226			52.25
Granted		-		-		-			-		55			135.15		63			100.43
Reinvested		-		-		-			-		3			77.65		2			62.88
Settled		-		-		-			-		(267	)		32.70		-			-
Added due to
performance conditions		-		-		19			50.89		134			32.93		19			50.89
Settled on sale of business		-		-		(28	)		46.85		-			-		(28	)		46.85
Forfeited		-		-		(14	)		75.24		(2	)		106.46		(17	)		74.44
Balance, end of period		184		106.22		265			62.84		184			106.22		265			62.84

The following table summarizes information about PSUs outstanding as at September 30, 2023:


(in thousands of PSUs and in dollars)		PSUs outstanding
				Remaining
		Number of		contractual life
Grant date fair value		PSUs		(in years)
	89.64		70		0.4
	100.43		59		1.4
	135.15		55		2.4
			184		1.3

The weighted average share price at the date of settlement of the PSUs vested in the nine months ended September 30, 2023 was $115.13.

On August 31, 2022, due to the sale of CFI’s truckload, Temp Control and Mexican non-asset logistics businesses, a total of 41,380 PSUs, including 18,504 PSUs added for performance conditions met as per PSU plan terms, were cancelled (28,442 PSUs settled and 12,938 PSUs forfeited), and the employees were compensated based on the plan terms, which require unvested awards to be forfeited and vested awards to be paid out in cash equal to the fair value of the shares. The weighted average share price at the date of settlement of PSUs was $104.28. The Group expensed the total fair value of the settled PSUs and the excess of the price paid over the carrying value of shares, in the amount of $0.8 million, was accounted for as repurchase of an equity interest and charged to retained earnings.

For the three and nine months ended September 30, 2023, the Group recognized, as a result of PSUs, a compensation expense of $1.8 million and $5.0 million, respectively (September 30, 2022 – $2.2 million and $5.4 million) with a corresponding increase to contributed surplus.

Of the PSUs outstanding at September 30, 2023, a total of 119,307 (December 31, 2022 - 171,790) are held by key management personnel.

19.

Materials and services expenses

The Group’s materials and services expenses are primarily costs related to independent contractors and vehicle operation expenses. Vehicle operation expenses consist primarily of fuel costs, repairs and maintenance, insurance, permits and operating supplies.


	Three months		Three months		Nine months		Nine months
	ended		ended		ended		ended
	Sept. 30, 2023		Sept. 30, 2022		Sept. 30, 2023		Sept. 30, 2022
Independent contractors		706,827		854,442		2,088,608		2,623,396
Vehicle operation expenses		255,122		304,061		711,326		934,639
		961,949		1,158,503		2,799,934		3,558,035

│24


TFI International Inc.	NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Tabular amounts in thousands of U.S. dollars, unless otherwise noted.)	PERIODS ENDED SEPTEMBER 30 2023 AND 2022 – (UNAUDITED)

20.

Finance income and finance costs

Recognized in income or loss:


Costs (income)	Three months			Three months			Nine months			Nine months
	ended			ended			ended			ended
	Sept. 30, 2023			Sept. 30, 2022			Sept. 30, 2023			Sept. 30, 2022
Interest expense on long-term debt and amortization of
deferred financing fees		14,260			14,144			38,675			40,421
Interest expense on lease liabilities		4,027			3,228			11,611			9,851
Interest income		(1,702	)		(592	)		(4,283	)		(675	)
Net change in fair value and accretion expense
of contingent considerations		(300	)		97			134			126
Net foreign exchange loss		1,906			918			1,129			1,120
Other financial expenses		3,558			3,913			10,342			12,591
Net finance costs		21,749			21,708			57,608			63,434
Presented as:
Finance income		(2,002	)		(592	)		(4,283	)		(675	)
Finance costs		23,751			22,300			61,891			64,109

21.

Income tax expense

Income tax recognized in income or loss:


	Three months			Three months			Nine months			Nine months
	ended			ended			ended			ended
	Sept. 30, 2023			Sept. 30, 2022			Sept. 30, 2023			Sept. 30, 2022
Current tax expense
Current period		53,418			67,394			152,252			227,127
Adjustment for prior periods		2,020			(2,517	)		1,627			(2,643	)
		55,438			64,877			153,879			224,484
Deferred tax expense (recovery)
Origination and reversal of temporary differences		(7,956	)		(13,098	)		(24,253	)		(30,388	)
Variation in tax rate		(328	)		(2,229	)		256			(1,767	)
Adjustment for prior periods		(1,683	)		1,994			(1,603	)		3,677
		(9,967	)		(13,333	)		(25,600	)		(28,478	)
Income tax expense		45,471			51,544			128,279			196,006

Reconciliation of effective tax rate:


	Three months					Three months					Nine months					Nine months
	ended					ended					ended					ended
	Sept. 30, 2023					Sept. 30, 2022					Sept. 30, 2023					Sept. 30, 2022
Income before income tax				178,810					296,734					501,770					865,744
Income tax using the Company’s
statutory tax rate		26.5	%	47,385			26.5	%	78,634			26.5	%	132,969			26.5	%	229,422

Increase (decrease) resulting from:
Rate differential between jurisdictions		-0.1	%	(216	)		-0.7	%	(2,001	)		0.1	%	319			-0.3	%	(2,772	)
Variation in tax rate		-0.2	%	(328	)		-0.8	%	(2,229	)		0.1	%	256			-0.2	%	(1,767	)
Non deductible expenses		0.4	%	685			0.4	%	1,103			0.3	%	1,422			0.3	%	2,781
Tax deductions and tax
exempt income*		-2.1	%	(3,769	)		-8.0	%	(23,681	)		-2.2	%	(11,083	)		-3.9	%	(33,399	)
Adjustment for prior periods		0.2	%	337			-0.2	%	(523	)		0.0	%	24			0.1	%	1,034
Multi-jurisdiction tax		0.8	%	1,377			0.1	%	241			0.9	%	4,372			0.1	%	707
		25.4	%	45,471			17.4	%	51,544			25.6	%	128,279			22.6	%	196,006

* Tax deductions and tax exempt income for 2022 is mainly due to the gain on sale of business recorded on the sale of CFI’s Truckload, Temp Control and Mexican non-asset logistics businesses resulting in no taxes.

22.

Contingencies, letters of credit and other commitments

Contingencies

There are pending operational and personnel related claims against the Group. In the opinion of management, these claims are adequately provided for in long-term provisions on the consolidated statements of financial position and settlement should not have a significant impact on the Group’s financial position or results of operations.

│25


TFI International Inc.	NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Tabular amounts in thousands of U.S. dollars, unless otherwise noted.)	PERIODS ENDED SEPTEMBER 30 2023 AND 2022 – (UNAUDITED)

Letters of credit

As at September 30, 2023, the Group had $73.7 million of outstanding letters of credit (December 31, 2022 - $66.8 million).

Other commitments

As at September 30, 2023, the Group had 84.9 million of purchase commitments (December 31, 2022 – $149.8 million) and $35.3 million of purchase orders for leases that the Group intends to enter into (December 31, 2022 – $13.9 million).

23.

Subsequent events

Subsequent to September 30, 2023, the Group issued new debt taking the form of unsecured senior notes for $500.0 million with terms from 5 to 20 years and bearing fixed interest rates between 6.27% and 7.11%.

│26

TFI International (TFII) 6-KEarnings Press Release