(Mark One)
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☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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For the fiscal year ended December 31, 2016
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OR
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☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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For the transition period from
to
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COMMISSION FILE NUMBER 1-9533
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Florida
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59-2459427
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(State or other jurisdiction of incorporation or organization)
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(I.R.S. Employer Identification No.)
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9800 Northwest 41st Street
Miami, Florida
(Address of principal executive offices)
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33178
(Zip Code)
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Registrant’s telephone number, including area code: (305) 428-8000
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Securities registered pursuant to Section 12(b) of the Act:
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Title of each class:
Common Stock, par value $0.01 per share
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Name of each exchange on which registered:
New York Stock Exchange
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Documents incorporated by reference:
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Part III -
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Specified Portions of the Registrant’s Definitive Proxy Statement for the 2017 Annual Meeting of Shareholders.
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Page
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•
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customer and counterparty creditworthiness and our ability to collect accounts receivable and settle derivative contracts;
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•
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changes in the market price of fuel;
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•
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changes in the political, economic or regulatory conditions generally and in the markets in which we operate;
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•
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our failure to effectively hedge certain financial risks and the use of derivatives;
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•
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non-performance by counterparties or customers to derivative contracts;
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changes in credit terms extended to us from our suppliers;
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non-performance of suppliers on their sale commitments and customers on their purchase commitments;
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loss of, or reduced sales to a significant government customer;
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non-performance of third-party service providers;
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adverse conditions in the industries in which our customers operate, including a continuation of the global economic instability and its impact on the airline and shipping industries;
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the impact of cyber and other information security-related incidents;
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currency exchange fluctuations;
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currency and other global market impacts associated with U.K. referendum vote to exit from the European Union;
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failure of fuel and other products we sell to meet specifications;
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•
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our ability to manage growth;
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our ability to effectively integrate and derive benefits from acquired businesses;
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material disruptions in the availability or supply of fuel;
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•
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environmental and other risks associated with the storage, transportation and delivery of petroleum products;
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risks associated with operating in high risk locations;
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uninsured losses;
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•
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our ability to realize the benefits of any cost savings;
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•
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the impact of natural disasters, such as hurricanes;
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our failure to comply with restrictions and covenants in our senior revolving credit facility (“Credit Facility”) and our senior term loans (“Term Loans”);
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declines in the value and liquidity of cash equivalents and investments;
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our ability to retain and attract senior management and other key employees;
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changes in U.S. or foreign tax laws, interpretations of such laws, or changes in the mix of taxable income among different tax jurisdictions;
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our ability to comply with U.S. and international laws and regulations including those related to anti-corruption, economic sanction programs and environmental matters;
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increased levels of competition;
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the outcome of litigation and other proceedings, including the costs associated in defending any actions;
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the liquidity and solvency of banks within our Credit Facility and Term Loans;
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increases in interest rates; and
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other risks, including those described in “Item 1A - Risk Factors” and those described from time to time in our other filings with the SEC.
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•
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the transportation, handling and delivery of fuel and fuel products;
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the operation of fuel storage, blending and distribution facilities;
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workplace safety;
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fuel spillage or seepage;
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environmental protection;
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consumer and data protection;
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payment card industry data security standards;
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government contracting and procurement;
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anti-trust and competition;
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anti-money laundering and statutes and regulations governing the transmission of funds;
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regulatory reporting and licensing; and
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hazardous waste disposal.
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oil spills and other environmental mishaps;
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fires, collisions and other catastrophic disasters;
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•
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injuries and loss of life;
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severe damage to and destruction of property and equipment; and
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loss of product and business interruption.
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•
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our ability to effectively integrate the operations, financial reporting, and personnel of acquired companies and manage acquired businesses or strategic investments, while maintaining uniform standards and controls;
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our ability to realize our investment and anticipated synergies in the acquired businesses or strategic investments;
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the diversion of management’s time and attention from other business concerns, the potentially negative impact of changes in management on existing business relationships and other disruptions of our business;
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the risks associated with entering into businesses or markets in which we may have no or limited direct prior experience;
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the potential loss of key employees, customers or suppliers of the acquired businesses;
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a decrease in our liquidity resulting from a significant portion of our available cash or borrowing capacity being used to fund acquisitions and a corresponding increase in our interest expense or financial leverage if we incur additional debt to fund acquisitions;
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the ability to integrate the IT systems of acquired businesses into our existing IT infrastructure and manage those systems that cannot be effectively integrated;
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the requirement to write down acquired assets as a result of the acquired business or strategic investment being worth less than we paid or invested in it;
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capital expenditure requirements exceeding our estimates;
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the risk that an acquisition or strategic investment could reduce our future earnings; and
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the assumption of material liabilities, exposure to litigation, regulatory noncompliance or unknown liabilities, and no or limited indemnities from sellers or ongoing indemnity obligations to purchasers.
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•
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global economic conditions;
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changes in global crude oil and natural gas prices;
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expected and actual supply and demand for fuel;
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the ability or willingness of the Organization of Petroleum Exporting Countries (“OPEC”) to set and maintain production levels for oil;
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oil and gas production levels by non-OPEC countries;
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geopolitical conditions;
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laws and regulations related to environmental matters, including those mandating or incentivizing alternative energy sources or otherwise addressing global climate change;
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changes in pricing or production controls by various organizations and oil producing countries;
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technological advances affecting energy consumption or supply;
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•
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energy conservation efforts;
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price and availability of alternative fuels; and
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weather.
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trade protection measures and import, export and other licensing requirements, which could increase our costs or prevent us from doing certain business internationally;
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•
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the costs of hiring and retaining senior management for overseas operations;
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difficulty in staffing and managing widespread operations, which could reduce our productivity;
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unexpected changes in regulatory requirements, which may be costly and require significant time to implement;
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laws restricting us from repatriating profits earned from our activities within foreign countries, including the payment of distributions;
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governmental actions that may result in the deprivation of our contractual rights or the inability to obtain or retain authorizations required to conduct our business;
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political risks, including changes in governments; and
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terrorism, war, civil unrest and natural disasters.
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•
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significantly increase the cost of our derivative contracts (including through requirements to post collateral, which could adversely affect our cash flows and liquidity, or require us to obtain licenses and subject us directly or indirectly to additional reporting and other requirements),
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•
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materially alter the terms of our derivative contracts,
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reduce our ability to offer derivative and other price management products to our customers,
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•
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require that we limit our derivatives activities to avoid being subject to burdensome requirements and regulations;
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reduce the demand for our price risk management services,
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reduce the availability of derivatives to protect against risks we encounter,
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•
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increase price volatility in the commodities we buy and sell (and derivatives related to those commodities),
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•
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affect cash flow and liquidity due to margin calls,
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•
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reduce our ability to monetize or restructure our existing commodity price contracts, and
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•
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increase our exposure to less creditworthy counterparties.
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Location
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Principal Use
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Lease Expiration
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9800 Northwest 41st Street
Miami, FL 33178, USA |
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Executive, administrative, operations and sales office for corporate, aviation, marine and land segments
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May 2021
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62 Buckingham Gate
London, UK SW1E 6AJ |
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Administrative, operations and sales office for aviation, marine and land segments
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June 2028
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238A Thompson Road #08‑01/10
Novena Square Tower A Singapore 307684 |
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Administrative, operations and sales office for aviation and marine segments
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March 2020
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Office No. 2003, Swiss Tower
Plot No. Y3, Jumeirah Lakes Towers Dubai, United Arab Emirates |
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Sales and marketing office for aviation and marine segments
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March 2017
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Av. Rio Branco 181, Suite 3301 -
Parte, Centro Rio de Janeiro, Brazil 20040 007 |
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Administrative, operations and sales office for aviation, marine and land segments
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Month-to-month
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Praia do Flamengo, 200, 22nd floor
Rio de Janeiro, Brazil 22210 030 |
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Administrative, operations and sales office for aviation, marine and land segments
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November 2021
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Paseo de la Reforma 231, Piso 8
Cuauhtémoc Delegacion Cuauhtémoc C.P. 06500, Mexico D.F |
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Administrative, operations and sales office for aviation segment
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January 2020
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Forum 2, Building N, Level 4, Radial
Santa Ana Belén (Lindoral), Pozos, Santa Ana San José, Costa Rica |
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Administrative, operations and sales office for aviation and marine segments
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December 2019
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605 North Highway 169, Suites 1100 & 1200
Plymouth, MN 55441, USA |
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Administrative, operations and sales office for land segment
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June 2018
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25 Mill Street
Parish, NY 13131, USA |
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Administrative, operations and sales office for aviation segment
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March 2020
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Strommen 6
9400 Norresundby, Denmark |
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Administrative, operations and sales office for aviation and land segments
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Month-to-month
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6000 Metcalf Avenue
Overland Park, KS 66202, USA |
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Administrative, operations and sales office for land segment
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August 2017
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8650 College Boulevard
Overland Park, KS 66210, USA |
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Administrative, operations and sales office for aviation, marine and land segments
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August 2017
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Causeway End, Brinkworth,
Chippenham SN15 5DN, United Kingdom |
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Administrative, operations and sales office for land segment
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Owned
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300 Flint Ridge Road
Webster, Texas 77598, USA |
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Administrative, operations and sales office for aviation segment
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Owned
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Fantoftvegen 38, 5072
Bergen, Norway |
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Administrative, operations and sales office for land segment
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November 2023
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2320 Milwaukee Way,
Tacoma, Washington 98421, USA |
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Administrative, operations and sales office for land segment
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June 2026
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Location
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Principal Use
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Lease Expiration
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4920 Southern Boulevard
Virginia Beach, VA 23462, USA |
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Administrative, operations and sales office for land segment
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Owned
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Odinsgatan 10, SE-411 03
Göteborg, Sweden |
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Administrative, operations and sales office for aviation segment
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January 2019
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1B North Mole Road (C.P. No. 1360)
Gibraltar |
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Administrative, operations and sales office for marine segment
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May 2021
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The Docks, Falmouth, Cornwall,
TR11 4NR, United Kingdom |
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Administrative, operations and sales office for marine segment
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February 2037
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Huskisson Dock No.1
Regent Road Liverpool, United Kingdom |
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Administrative, operations and sales office for marine segment
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February 2029
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Per Share Amount
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Declaration Date
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Record Date
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Payment Date
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2016
|
|
|
|
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|
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First quarter
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$
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0.0600
|
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March 3, 2016
|
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March 18, 2016
|
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April 8, 2016
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Second quarter
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0.0600
|
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May 26, 2016
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June 10, 2016
|
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July 1, 2016
|
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Third quarter
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0.0600
|
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September 12, 2016
|
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September 23, 2016
|
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October 12, 2016
|
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Fourth quarter
|
0.0600
|
|
|
November 30, 2016
|
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December 16, 2016
|
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January 6, 2017
|
|
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|
|
|
|
|
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2015
|
|
|
|
|
|
|
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First quarter
|
$
|
0.0600
|
|
|
March 3, 2015
|
|
March 20, 2015
|
|
April 10, 2015
|
Second quarter
|
0.0600
|
|
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June 1, 2015
|
|
June 19, 2015
|
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July 10, 2015
|
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Third quarter
|
0.0600
|
|
|
September 9, 2015
|
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September 21, 2015
|
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October 13, 2015
|
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Fourth quarter
|
0.0600
|
|
|
November 24, 2015
|
|
December 18, 2015
|
|
January 8, 2016
|
Plan name or description
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(a) Maximum number of securities to be issued upon exercise of outstanding RSUs and SSAR Awards
|
|
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(b) Weighted average exercise price of outstanding RSUs and SSAR Awards
(1)
|
|
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(c) Number of securities remaining available for future issuance under equity compensation plan (excluding securities reflected in column (a))
|
|
|
2016 Omnibus Plan
|
—
|
|
|
$
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—
|
|
|
4.3
|
|
2006 Omnibus Plan (amended and restated)
|
1.5
|
|
|
$
|
44.97
|
|
|
—
|
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(1)
|
Calculated without taking into account shares of common stock subject to the RSUs reported in column (a) and that will become issuable following vesting of such RSUs without any cash consideration or other payment required.
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Period
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Total Number of Shares Purchased
(1)
|
|
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Average Price Paid Per Share
|
|
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Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs
|
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Approximate Dollar Value of Shares that May Yet Be Purchased Under the Plans or Programs
(2)
|
|
||
10/1/16-10/31/16
|
—
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|
|
$
|
—
|
|
|
—
|
|
|
$
|
100,000
|
|
11/1/16-11/30/16
|
562
|
|
|
40.91
|
|
|
556
|
|
|
77,243
|
|
||
12/1/16-12/31/16
|
—
|
|
|
—
|
|
|
—
|
|
|
77,243
|
|
||
Total
|
562
|
|
|
$
|
40.91
|
|
|
556
|
|
|
$
|
77,243
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(1)
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These amounts include shares purchased as part of our publicly announced programs and shares owned and tendered by employees to satisfy the required withholding taxes related to share-based payment awards, which are not deducted from shares available to be purchased under publicly announced programs.
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(2)
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In September 2016, our Board of Directors approved a common stock repurchase program which replaced the remainder of the existing program and authorized the purchase of up to $100.0 million in common stock (the “Repurchase Program”). The Repurchase Program does not require a minimum number of shares of common stock to be purchased, has no expiration date and may be suspended or discontinued at any time. As of
December 31, 2016
,
$77.2 million
remains available for purchase under the Repurchase Program. The timing and amount of shares of common stock to be repurchased under the program will depend on market conditions, share price, securities laws and other legal requirements and factors.
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For the Year ended December 31,
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|||||||||||||||||||
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2016
|
|
(1)
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2015
|
|
(2)(3)
|
2014
|
|
(2)(4)
|
2013
|
|
(2)(5)
|
2012
|
|
(2)(6)
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|||||
Revenue
|
$
|
27,015.8
|
|
|
$
|
30,381.4
|
|
|
$
|
43,391.8
|
|
|
$
|
41,559.9
|
|
|
$
|
38,947.2
|
|
|
Cost of revenue
|
26,116.8
|
|
|
29,520.4
|
|
|
42,572.7
|
|
|
40,807.8
|
|
|
38,277.4
|
|
|
|||||
Gross profit
|
899.0
|
|
|
861.0
|
|
|
819.1
|
|
|
752.2
|
|
|
669.8
|
|
|
|||||
Operating expenses
(7)
|
710.1
|
|
|
615.3
|
|
|
542.4
|
|
|
488.5
|
|
|
416.4
|
|
|
|||||
Income from operations
|
188.9
|
|
|
245.7
|
|
|
276.7
|
|
|
263.7
|
|
|
253.4
|
|
|
|||||
Non-operating income (expenses), net
(8)
|
(46.7
|
)
|
|
(27.9
|
)
|
|
(1.9
|
)
|
|
(15.4
|
)
|
|
(17.4
|
)
|
|
|||||
Income before income taxes
|
142.1
|
|
|
217.7
|
|
|
274.8
|
|
|
248.3
|
|
|
236.0
|
|
|
|||||
Provision for income taxes
|
15.7
|
|
|
47.2
|
|
|
53.6
|
|
|
46.0
|
|
|
38.0
|
|
|
|||||
Net income including noncontrolling interest
|
126.4
|
|
|
170.5
|
|
|
221.1
|
|
|
202.3
|
|
|
198.0
|
|
|
|||||
Net (loss) income attributable to noncontrolling interest
|
—
|
|
|
(3.9
|
)
|
|
(3.3
|
)
|
|
4.4
|
|
|
11.7
|
|
|
|||||
Net income attributable to World Fuel
(8)
|
$
|
126.5
|
|
|
$
|
174.5
|
|
|
$
|
224.5
|
|
|
$
|
198.0
|
|
|
$
|
186.3
|
|
|
Basic earnings per common share
(8)
|
$
|
1.82
|
|
|
$
|
2.49
|
|
|
$
|
3.17
|
|
|
$
|
2.78
|
|
|
$
|
2.62
|
|
|
Basic weighted average common shares
|
69.3
|
|
|
70.2
|
|
|
70.8
|
|
|
71.2
|
|
|
71.2
|
|
|
|||||
Diluted earnings per common share
(8)
|
$
|
1.81
|
|
|
$
|
2.47
|
|
|
$
|
3.15
|
|
|
$
|
2.76
|
|
|
$
|
2.59
|
|
|
Diluted weighted average common shares
|
69.8
|
|
|
70.7
|
|
|
71.3
|
|
|
71.8
|
|
|
71.8
|
|
|
|||||
Cash dividends declared per common share
|
$
|
0.24
|
|
|
$
|
0.24
|
|
|
$
|
0.15
|
|
|
$
|
0.15
|
|
|
$
|
0.15
|
|
|
|
As of December 31,
|
|||||||||||||||||||
|
2016
|
|
(1)
|
2015
|
|
(2)(3)
|
2014
|
|
(2)(4)
|
2013
|
|
(2)(5)
|
2012
|
|
(2)(6)
|
|||||
Cash, cash equivalents and short-term investments
|
$
|
698.6
|
|
|
$
|
582.5
|
|
|
$
|
302.3
|
|
|
$
|
292.1
|
|
|
$
|
172.7
|
|
|
Accounts receivable, net
|
2,344.0
|
|
|
1,812.6
|
|
|
2,308.2
|
|
|
2,538.6
|
|
|
2,193.9
|
|
|
|||||
Total current assets
|
3,836.6
|
|
|
3,246.0
|
|
|
3,675.2
|
|
|
3,815.5
|
|
|
3,281.4
|
|
|
|||||
Total assets
|
5,412.6
|
|
|
4,525.3
|
|
|
4,878.1
|
|
|
4,735.2
|
|
|
4,105.4
|
|
|
|||||
Total current liabilities
|
2,182.7
|
|
|
1,754.2
|
|
|
2,241.9
|
|
|
2,518.9
|
|
|
2,152.0
|
|
|
|||||
Total long-term liabilities
|
1,290.0
|
|
|
865.3
|
|
|
776.8
|
|
|
545.9
|
|
|
416.8
|
|
|
|||||
Total equity
(9)
|
1,940.0
|
|
|
1,905.9
|
|
|
1,859.4
|
|
|
1,670.5
|
|
|
1,536.6
|
|
|
(1)
|
In 2016, we acquired the assets of certain ExxonMobil affiliates in Canada and two airports in France on November 1
st
, and the U.K. and one airport in France on December 1
st
, as well as all of the outstanding stock of PAPCO, Inc. ("PAPCO") and Associated Petroleum Products, Inc. ("APP") on July 1
st
. We also completed
six
additional acquisitions which were not material, individually or in the aggregate. The financial position and results of operations of these acquisitions have been included in our consolidated financial statements since their respective acquisition dates.
|
(2)
|
Certain prior period amounts have been revised to reflect the impact of adjustments made to the company's provision for income taxes.
|
(3)
|
In 2015, we acquired all the outstanding stock of Pester Marketing Company (“Pester”) on September 1st and completed four additional acquisitions which were not material, individually or in the aggregate. The financial position and results of operations of these acquisitions have been included in our consolidated financial statements since their respective acquisition dates.
|
(4)
|
In 2014, we acquired i) all of the outstanding stock of Watson Petroleum Limited (now known as WFL (UK) Limited) (“Watson Petroleum”) on March 7th, ii) all of the outstanding stock of Colt International, L.L.C. (“Colt”) on July 29th, and iii) completed three additional acquisitions which were not material, individually or in the aggregate. The financial position and results of operations of these acquisitions have been included in our consolidated financial statements since their respective acquisition dates.
|
(5)
|
In 2013, we completed three acquisitions which were not material individually or in the aggregate. The financial position and results of operations of these acquisitions have been included in our consolidated financial statements since their respective acquisition dates.
|
(6)
|
In 2012, we acquired i) certain assets of CarterEnergy Corporation, including the assets comprising its wholesale motor fuel distribution business (the “CarterEnergy business”) on September 1st, ii) certain assets of Multi Service Corporation, including the assets comprising its transaction management business, and all of the outstanding stock of its foreign subsidiaries (the “Multi Service business”) on December 31st and iii) completed three additional acquisitions which were not material individually or in the aggregate. The financial position and results of operations of these acquisitions have been included in our consolidated financial statements since their respective acquisition dates.
|
(7)
|
Included in operating expenses are total non‑cash compensation costs associated with share‑based payment awards of
$19.3 million
for
2016
, $17.0 million for
2015
, $15.8 million for
2014
, $16.7 million for
2013
, and $14.1 million for
2012
and intangible amortization expense of
$39.7 million
for
2016
,
$30.4 million
for
2015
,
$27.0 million
for
2014
,
$22.6 million
for
2013
, and
$18.1 million
for
2012
.
|
(8)
|
Included in non-operating income (expenses), net for 2014 is a gain of $18.1 million related to the sale of our crude oil joint venture interests. The after-tax gain, net of certain related operating expenses was $9.9 million, or $0.14 per basic and diluted share.
|
(9)
|
In 2016, we repurchased
963,217
shares of common stock for an aggregate value of
$41.2 million
. In 2015, we repurchased 1,584,000 shares of our common stock for an aggregate value of $70.5 million. In 2014, we repurchased 227,000 shares of our common stock for an aggregate value of $10.0 million. In 2013, we repurchased 926,000 shares of our common stock for an aggregate value of $35.0 million.
|
|
2016
|
|
|
2015
|
|
|
$ Change
|
|
|||
Aviation segment
|
$
|
10,914.4
|
|
|
$
|
11,739.8
|
|
|
$
|
(825.4
|
)
|
Marine segment
|
7,182.5
|
|
|
9,367.2
|
|
|
(2,184.7
|
)
|
|||
Land segment
|
8,918.8
|
|
|
9,274.3
|
|
|
(355.5
|
)
|
|||
Total
|
$
|
27,015.8
|
|
|
$
|
30,381.4
|
|
|
$
|
(3,365.6
|
)
|
|
2016
|
|
|
2015
|
|
|
$ Change
|
|
|||
Aviation segment
|
$
|
401.0
|
|
|
$
|
361.9
|
|
|
$
|
39.1
|
|
Marine segment
|
149.5
|
|
|
189.6
|
|
|
(40.1
|
)
|
|||
Land segment
|
348.5
|
|
|
309.5
|
|
|
39.0
|
|
|||
Total
|
$
|
899.0
|
|
|
$
|
861.0
|
|
|
$
|
38.0
|
|
|
2016
|
|
|
2015
|
|
|
$ Change
|
|
|||
Compensation and employee benefits
|
$
|
413.3
|
|
|
$
|
365.8
|
|
|
$
|
47.5
|
|
Provision for bad debt
|
15.4
|
|
|
7.5
|
|
|
8.0
|
|
|||
General and administrative
|
281.4
|
|
|
242.1
|
|
|
39.3
|
|
|||
Total
|
$
|
710.1
|
|
|
$
|
615.3
|
|
|
$
|
94.8
|
|
|
2016
|
|
|
2015
|
|
|
$ Change
|
|
|||
Aviation segment
|
$
|
160.5
|
|
|
$
|
132.2
|
|
|
$
|
28.3
|
|
Marine segment
|
30.2
|
|
|
73.0
|
|
|
(42.7
|
)
|
|||
Land segment
|
70.8
|
|
|
101.4
|
|
|
(30.6
|
)
|
|||
|
261.5
|
|
|
306.5
|
|
|
(45.0
|
)
|
|||
Corporate overhead - unallocated
|
72.7
|
|
|
60.9
|
|
|
11.8
|
|
|||
Total
|
$
|
188.9
|
|
|
$
|
245.7
|
|
|
$
|
(56.8
|
)
|
|
2015
|
|
|
2014
|
|
|
$ Change
|
|
|||
Aviation segment
|
$
|
11,739.8
|
|
|
$
|
17,268.8
|
|
|
$
|
(5,529.0
|
)
|
Marine segment
|
9,367.2
|
|
|
13,843.3
|
|
|
(4,476.1
|
)
|
|||
Land segment
|
9,274.3
|
|
|
12,279.6
|
|
|
(3,005.3
|
)
|
|||
Total
|
$
|
30,381.4
|
|
|
$
|
43,391.8
|
|
|
$
|
(13,010.4
|
)
|
|
2015
|
|
|
2014
|
|
|
$ Change
|
|
|||
Aviation segment
|
$
|
361.9
|
|
|
$
|
323.4
|
|
|
$
|
38.5
|
|
Marine segment
|
189.6
|
|
|
207.8
|
|
|
(18.2
|
)
|
|||
Land segment
|
309.5
|
|
|
287.9
|
|
|
21.6
|
|
|||
Total
|
$
|
861.0
|
|
|
$
|
819.1
|
|
|
$
|
41.9
|
|
|
2015
|
|
|
2014
|
|
|
$ Change
|
|
|||
Compensation and employee benefits
|
$
|
365.8
|
|
|
$
|
319.8
|
|
|
$
|
46.0
|
|
Provision for bad debt
|
7.5
|
|
|
3.8
|
|
|
3.7
|
|
|||
General and administrative
|
242.1
|
|
|
218.8
|
|
|
23.3
|
|
|||
Total
|
$
|
615.3
|
|
|
$
|
542.4
|
|
|
$
|
72.9
|
|
|
2015
|
|
|
2014
|
|
|
$ Change
|
|
|||
Aviation segment
|
$
|
132.2
|
|
|
$
|
144.1
|
|
|
$
|
(11.9
|
)
|
Marine segment
|
73.0
|
|
|
92.2
|
|
|
(19.2
|
)
|
|||
Land segment
|
101.4
|
|
|
93.9
|
|
|
7.5
|
|
|||
|
306.5
|
|
|
330.2
|
|
|
(23.7
|
)
|
|||
Corporate overhead - unallocated
|
60.9
|
|
|
53.5
|
|
|
7.3
|
|
|||
Total
|
$
|
245.7
|
|
|
$
|
276.7
|
|
|
$
|
(31.0
|
)
|
|
2016
|
|
|
2015
|
|
|
2014
|
|
|||
Net cash provided by operating activities
|
$
|
205.2
|
|
|
$
|
447.5
|
|
|
$
|
141.1
|
|
Net cash used in investing activities
|
(428.5
|
)
|
|
(144.8
|
)
|
|
(297.1
|
)
|
|||
Net cash provided by financing activities
|
340.9
|
|
|
(17.0
|
)
|
|
169.5
|
|
|
Total
|
|
|
< 1 year
|
|
|
1-3 years
|
|
|
3-5 years
|
|
|
> 5 years
|
|
|||||
Debt and interest obligations
|
$
|
1,353.5
|
|
|
$
|
50.4
|
|
|
$
|
132.0
|
|
|
$
|
1,169.0
|
|
|
$
|
2.2
|
|
Operating lease obligations
|
149.8
|
|
|
38.4
|
|
|
46.8
|
|
|
29.8
|
|
|
34.7
|
|
|||||
Employment agreement obligations
|
1.3
|
|
|
1.3
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Derivatives obligations
|
369.6
|
|
|
323.2
|
|
|
46.4
|
|
|
—
|
|
|
—
|
|
|||||
Purchase commitment obligations
|
143.5
|
|
|
137.8
|
|
|
5.7
|
|
|
—
|
|
|
—
|
|
|||||
Other obligations
|
13.5
|
|
|
8.5
|
|
|
4.1
|
|
|
0.7
|
|
|
0.2
|
|
|||||
Total
|
$
|
2,031.2
|
|
|
$
|
559.6
|
|
|
$
|
235.1
|
|
|
$
|
1,199.5
|
|
|
$
|
37.0
|
|
(a)(1)
|
The following consolidated financial statements are filed as a part of this 2016 10‑K Report:
|
||
|
|
|
|
|
|||
|
|
|
|
|
|||
|
|
|
|
|
|||
|
|
|
|
|
|||
|
|
|
|
|
|||
|
|
|
|
|
|||
|
|
|
|
(a)(2)
|
Consolidated financial statement schedules have been omitted either because the required information is set forth in the consolidated financial statements or notes thereto, or the information called for is not required.
|
||
|
|
||
(b)
|
The exhibits set forth in the following index of exhibits are filed or incorporated by reference as a part of this 2016 10‑K Report:
|
Exhibit No.
|
|
Description
|
3.1
|
|
Restated Articles of Incorporation (incorporated by reference herein to Exhibit 99.2 to our Current Report on Form 8‑K filed on February 3, 2005).
|
3.2
|
|
Articles of Amendment to Restated Articles of Incorporation (incorporated by reference herein to Exhibit 3.1 to our Current Report on Form 8‑K filed on November 23, 2009).
|
3.3
|
|
By‑Laws, amended and restated as of August 26, 2011 (incorporated by reference herein to Exhibit 3.1 to our Current Report on Form 8‑K filed on August 29, 2011).
|
10.1
|
|
Agreement between World Fuel Services Corporation and Michael J. Kasbar, dated March 14, 2008 (incorporated by reference herein to Exhibit 10.2 to our Current Report on Form 8‑K filed on March 20, 2008). *
|
10.2
|
|
Amendment No. 1, dated August 26, 2011, to Agreement between World Fuel Services Corporation and Michael J. Kasbar (incorporated by reference herein to Exhibit 10.1 to our Current Report on Form 8‑K filed on August 29, 2011). *
|
10.3
|
|
Amendment No. 2, dated April 9, 2012, to Agreement between World Fuel Services Corporation and Michael J. Kasbar (incorporated by reference herein to Exhibit 10.1 to our Current Report on Form 8‑K filed on April 13, 2012). *
|
10.4
|
|
Amendment No. 3, dated April 11, 2014, to Agreement between World Fuel Services Corporation and Michael J. Kasbar (incorporated by reference herein to Exhibit 10.2 to our Current Report on Form 8‑K filed on April 11, 2014). *
|
10.5
|
|
Executive Severance Agreement between World Fuel Services Corporation and Ira M. Birns, dated April 16, 2007 (incorporated by reference herein to Exhibit 10.2 to our Current Report on Form 8‑K filed on April 16, 2007). *
|
10.6
|
|
2001 Omnibus Plan, as amended and restated (incorporated by reference herein to Exhibit 4.2 to our Registration Statement on Form S‑8 (Registration No. 333-130528) filed on December 20, 2005). *
|
10.7
|
|
2006 Omnibus Plan (incorporated by reference herein to Appendix A to the our Definitive Proxy Statement on Schedule 14A filed with the SEC on April 27, 2009).*
|
10.8
|
|
2016 Omnibus Plan (incorporated by reference herein to Exhibit 10.1 to our Current Report on Form 8-K filed on June 2, 2016).*
|
10.9
|
|
World Fuel Services Corporation 2013 Executive Incentive Plan (incorporated by reference herein to Exhibit 10.1 to our Current Report on Form 8‑K filed on June 4, 2013). *
|
10.10
|
|
Form of Named Executive Officer Restricted Stock Unit Grant Agreement under the 2006 Omnibus Plan (incorporated by reference herein to Exhibit 10.4 to our Quarterly Report on Form 10‑Q for the quarter ended June 30, 2011 filed on August 2, 2011). *
|
10.11
|
|
Form of Named Executive Officer Restricted Stock Grant Agreement under the 2006 Omnibus Plan (incorporated by reference herein to Exhibit 10.5 to our Quarterly Report on Form 10‑Q for the quarter ended June 30, 2011 filed on August 2, 2011). *
|
10.12
|
|
Form of Stock‑Settled Stock Appreciation Right Agreement in connection with the 2006 Omnibus Plan (incorporated by reference herein to Exhibit 10.3 to our Current Report on Form 8‑K filed on November 7, 2006). *
|
10.13
|
|
Form of Named Executive Officer Performance‑Based Restricted Stock Grant Agreement under the 2006 Omnibus Plan (incorporated by reference herein to Exhibit 10.1 to our Quarterly Report on Form 10‑Q for the quarter ended September 30, 2012 filed on November 1, 2012). *
|
10.14
|
|
Form of Michael J. Kasbar Stock-Settled Stock Appreciation Right Agreement under the 2006 Omnibus Plan (incorporated by reference herein to Exhibit 10.1 to our Quarterly Report on Form 10-Q for the quarter ended June 30, 2014 filed on July 30, 2014). *
|
10.15
|
|
Form of Michael J. Kasbar Stock-Settled Stock Appreciation Right Agreement (3-year Cliff Vesting) under the 2006 Omnibus Plan. *
|
10.16
|
|
Form of Ira M. Birns Stock-Settled Stock Appreciation Right Agreement under the 2006 Omnibus Plan (incorporated by reference herein to Exhibit 10.2 to our Quarterly Report on Form 10-Q for the quarter ended June 30, 2014 filed on July 30, 2014). *
|
10.17
|
|
Form of Named Executive Officer Long-Term Incentive Restricted Stock Unit Grant Agreement under the 2006 Omnibus Plan (incorporated by reference herein to Exhibit 10.1 to our Quarterly Report on Form 10‑Q for the quarter ended June 30, 2015 filed on July 30, 2015). *
|
10.18
|
|
Form of Named Executive Officer Performance-Based Restricted Stock Unit Grant Agreement under the 2006 Omnibus Plan. *
|
10.19
|
|
Form of 2013 and 2014 Non-Employee Director Restricted Stock Units Grant Agreement under the 2006 Omnibus Plan (incorporated by reference herein to Exhibit 10.25 to our Annual Report on Form 10-K for the year ended December 31, 2013 filed on February 14, 2014). *
|
Exhibit No.
|
|
Description
|
10.20
|
|
Form of Amendment to 2013 and 2014 Non-Employee Director Restricted Stock Unit Grant Agreements, dated November 24, 2015 (incorporated by reference herein to Exhibit 10.25 to our Annual Report on Form 10-K for the year ended December 31, 2015 filed on February 16, 2016).*
|
10.21
|
|
Form of Non-Employee Director Restricted Stock Units Grant Agreement under the 2006 Omnibus Plan (incorporated by reference herein to Exhibit 10.24 to our Annual Report on Form 10-K
for the year ended December 31, 2015 filed on February 16, 2016). *
|
10.22
|
|
Fourth Amended and Restated Credit Agreement, dated as of October 10, 2013, among World Fuel Services Corporation, World Fuel Services Europe, Ltd. and World Fuel Services (Singapore) Pte Ltd, as borrowers, Bank of America, N.A., as administrative agent, and the financial institutions named therein as lenders (incorporated herein by reference to Exhibit 10.1 to our Current Report on Form 8-K filed on October 11, 2013). *
|
10.23
|
|
Amendment No. 1 to the Fourth Amended and Restated Credit Agreement, dated as of January 30, 2015, among World Fuel Services Corporation, World Fuel Services Europe, Ltd. and World Fuel Services (Singapore) Pte Ltd, as borrowers, Bank of America, N.A., as administrative agent, and the financial institutions named therein as lenders (incorporated herein by reference to Exhibit 10.1 to our Current Report on Form 8-K filed on February 5, 2015).
|
10.24
|
|
Amendment No. 2 to the Fourth Amended and Restated Credit Agreement, dated as of October 26, 2016, among World Fuel Services Corporation, World Fuel Services Europe, Ltd. and World Fuel Services (Singapore) Pte Ltd, as borrowers, Bank of America, N.A., as administrative agent, and the financial institutions named therein as lenders (incorporated herein by reference to Exhibit 10.1 to our Current Report on Form 8-K filed on October 27, 2016).
|
21.1
|
|
Subsidiaries of the Registrant.
|
23.1
|
|
Consent of Independent Registered Certified Public Accounting Firm.
|
31.1
|
|
Certification of the Chief Executive Officer pursuant to Rule 13a‑14(a) or Rule 15d‑14(a).
|
31.2
|
|
Certification of the Chief Financial Officer pursuant to Rule 13a‑14(a) or Rule 15d‑14(a).
|
32.1
|
|
Statement of Chief Executive Officer and Chief Financial Officer under Section 906 of the Sarbanes‑Oxley Act of 2002 (18 U.S.C. Section 1350).
|
101
|
|
The following materials from World Fuel Services Corporation’s Annual Report on Form 10‑K for the year ended December 31, 2016, formatted in XBRL (Extensible Business Reporting Language); (i) Consolidated Balance Sheets, (ii) Consolidated Statements of Income and Comprehensive Income, (iii) Consolidated Statements of Shareholders’ Equity, (iv) Consolidated Statements of Cash Flows, and (v) Notes to the Consolidated Financial Statements.
|
|
As of December 31,
|
|
|||||
|
2016
|
|
|
2015
|
|
||
Assets:
|
|
|
|
||||
Current assets:
|
|
|
|
||||
Cash and cash equivalents
|
$
|
698.6
|
|
|
$
|
582.5
|
|
Accounts receivable, net
|
2,344.0
|
|
|
1,812.6
|
|
||
Inventories
|
458.0
|
|
|
359.1
|
|
||
Prepaid expenses
|
46.5
|
|
|
57.9
|
|
||
Short-term derivative assets, net
|
58.9
|
|
|
220.4
|
|
||
Other current assets
|
230.6
|
|
|
208.0
|
|
||
Current assets held for sale
|
—
|
|
|
5.5
|
|
||
Total current assets
|
3,836.6
|
|
|
3,246.0
|
|
||
Property and equipment, net
|
311.2
|
|
|
225.6
|
|
||
Goodwill
|
835.8
|
|
|
675.8
|
|
||
Identifiable intangible and other non-current assets
|
429.1
|
|
|
341.4
|
|
||
Non-current assets held for sale
|
—
|
|
|
36.5
|
|
||
Total assets
|
$
|
5,412.6
|
|
|
$
|
4,525.3
|
|
Liabilities:
|
|
|
|
||||
Current liabilities:
|
|
|
|
||||
Short-term debt
|
$
|
15.4
|
|
|
$
|
25.5
|
|
Accounts payable
|
1,770.4
|
|
|
1,349.6
|
|
||
Customer deposits
|
90.8
|
|
|
118.3
|
|
||
Accrued expenses and other current liabilities
|
306.0
|
|
|
255.2
|
|
||
Current liabilities held for sale
|
—
|
|
|
5.6
|
|
||
Total current liabilities
|
2,182.7
|
|
|
1,754.2
|
|
||
Long-term debt
|
1,170.8
|
|
|
746.7
|
|
||
Non-current income tax liabilities, net
|
84.6
|
|
|
87.7
|
|
||
Other long-term liabilities
|
34.5
|
|
|
25.8
|
|
||
Non-current liabilities held for sale
|
—
|
|
|
5.0
|
|
||
Total liabilities
|
3,472.6
|
|
|
2,619.4
|
|
||
Commitments and contingencies
|
|
|
|
||||
Equity:
|
|
|
|
||||
World Fuel shareholders' equity:
|
|
|
|
||||
Preferred stock, $1.00 par value; 0.1 shares authorized, none issued
|
—
|
|
|
—
|
|
||
Common stock, $0.01 par value; 100.0 shares authorized, 69.9 and 70.8 issued and outstanding as of December 31, 2016 and December 31, 2015, respectively
|
0.7
|
|
|
0.7
|
|
||
Capital in excess of par value
|
399.9
|
|
|
435.3
|
|
||
Retained earnings
|
1,679.3
|
|
|
1,569.4
|
|
||
Accumulated other comprehensive loss
|
(154.8
|
)
|
|
(109.5
|
)
|
||
Total World Fuel shareholders' equity
|
1,925.0
|
|
|
1,895.9
|
|
||
Noncontrolling interest equity
|
15.0
|
|
|
10.0
|
|
||
Total equity
|
1,940.0
|
|
|
1,905.9
|
|
||
Total liabilities and equity
|
$
|
5,412.6
|
|
|
$
|
4,525.3
|
|
|
For the Year ended December 31,
|
|
|||||||||
|
2016
|
|
|
2015
|
|
|
2014
|
|
|||
Revenue
|
$
|
27,015.8
|
|
|
$
|
30,381.4
|
|
|
$
|
43,391.8
|
|
Cost of revenue
|
26,116.8
|
|
|
29,520.4
|
|
|
42,572.7
|
|
|||
Gross profit
|
899.0
|
|
|
861.0
|
|
|
819.1
|
|
|||
Operating expenses:
|
|
|
|
|
|
||||||
Compensation and employee benefits
|
413.3
|
|
|
365.8
|
|
|
319.8
|
|
|||
Provision for bad debt
|
15.4
|
|
|
7.5
|
|
|
3.8
|
|
|||
General and administrative
|
281.4
|
|
|
242.1
|
|
|
218.8
|
|
|||
|
710.1
|
|
|
615.3
|
|
|
542.4
|
|
|||
Income from operations
|
188.9
|
|
|
245.7
|
|
|
276.7
|
|
|||
Non-operating expenses, net:
|
|
|
|
|
|
||||||
Interest expense and other financing costs, net
|
(39.2
|
)
|
|
(29.9
|
)
|
|
(25.2
|
)
|
|||
Other (expense) income, net
|
(7.5
|
)
|
|
2.0
|
|
|
23.3
|
|
|||
|
(46.7
|
)
|
|
(27.9
|
)
|
|
(1.9
|
)
|
|||
Income before income taxes
|
142.1
|
|
|
217.7
|
|
|
274.8
|
|
|||
Provision for income taxes
|
15.7
|
|
|
47.2
|
|
|
53.6
|
|
|||
Net income including noncontrolling interest
|
126.4
|
|
|
170.5
|
|
|
221.1
|
|
|||
Net loss attributable to noncontrolling interest
|
—
|
|
|
(3.9
|
)
|
|
(3.3
|
)
|
|||
Net income attributable to World Fuel
|
$
|
126.5
|
|
|
$
|
174.5
|
|
|
$
|
224.5
|
|
Basic earnings per common share
|
$
|
1.82
|
|
|
$
|
2.49
|
|
|
$
|
3.17
|
|
Basic weighted average common shares
|
69.3
|
|
|
70.2
|
|
|
70.8
|
|
|||
Diluted earnings per common share
|
$
|
1.81
|
|
|
$
|
2.47
|
|
|
$
|
3.15
|
|
Diluted weighted average common shares
|
69.8
|
|
|
70.7
|
|
|
71.3
|
|
|||
Comprehensive income:
|
|
|
|
|
|
||||||
Net income including noncontrolling interest
|
$
|
126.4
|
|
|
$
|
170.5
|
|
|
$
|
221.1
|
|
Other comprehensive (loss):
|
|
|
|
|
|
||||||
Foreign currency translation adjustments
|
(40.4
|
)
|
|
(45.4
|
)
|
|
(30.8
|
)
|
|||
Cash Flow hedges, net of income tax benefit of $4.1 for the twelve months ended December 31, 2016
|
(6.6
|
)
|
|
(0.8
|
)
|
|
—
|
|
|||
Other comprehensive (loss)
|
(47.0
|
)
|
|
(46.2
|
)
|
|
(30.8
|
)
|
|||
Comprehensive income including noncontrolling interest
|
79.5
|
|
|
124.3
|
|
|
190.4
|
|
|||
Comprehensive income (loss) attributable to noncontrolling interest
|
1.6
|
|
|
(2.2
|
)
|
|
(1.1
|
)
|
|||
Comprehensive income attributable to World Fuel
|
$
|
77.9
|
|
|
$
|
126.4
|
|
|
$
|
191.4
|
|
|
Common Stock
|
|
|
Capital in Excess of Par Value
|
|
|
|
|
Accumulated Other Comprehensive Loss
|
|
|
Total World Fuel Shareholders’ Equity
|
|
|
Noncontrolling Interest Equity
|
|
|
|
||||||||||||
|
Shares
|
|
|
Amount
|
|
|
|
Retained Earnings
|
|
|
|
Total Equity
|
|
|||||||||||||||||
Balance as of December 31, 2013
|
71.9
|
|
|
$
|
0.7
|
|
|
$
|
495.2
|
|
|
$
|
1,198.1
|
|
|
$
|
(28.5
|
)
|
|
$
|
1,665.5
|
|
|
$
|
5.0
|
|
|
$
|
1,670.5
|
|
Net income
|
—
|
|
|
—
|
|
|
—
|
|
|
224.5
|
|
|
—
|
|
|
224.5
|
|
|
(3.3
|
)
|
|
221.1
|
|
|||||||
Cash dividends declared
|
—
|
|
|
—
|
|
|
—
|
|
|
(10.6
|
)
|
|
—
|
|
|
(10.6
|
)
|
|
—
|
|
|
(10.6
|
)
|
|||||||
Initial noncontrolling interest upon acquisition of businesses
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
—
|
|
|
19.4
|
|
|
19.4
|
|
|||||||
Distribution of noncontrolling interest
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(11.6
|
)
|
|
(11.6
|
)
|
|||||||
Amortization of share-based payment awards
|
—
|
|
|
—
|
|
|
15.3
|
|
|
—
|
|
|
—
|
|
|
15.3
|
|
|
—
|
|
|
15.3
|
|
|||||||
Issuance of common stock related to share-based payment awards including income tax benefit of $1.0 million
|
0.5
|
|
|
—
|
|
|
1.0
|
|
|
—
|
|
|
—
|
|
|
1.0
|
|
|
—
|
|
|
1.0
|
|
|||||||
Purchases of common stock tendered by employees to satisfy the required withholding taxes related to share-based payment awards
|
(0.1
|
)
|
|
—
|
|
|
(5.1
|
)
|
|
—
|
|
|
—
|
|
|
(5.1
|
)
|
|
—
|
|
|
(5.1
|
)
|
|||||||
Purchases of common stock
|
(0.2
|
)
|
|
—
|
|
|
(10.0
|
)
|
|
—
|
|
|
—
|
|
|
(10.0
|
)
|
|
—
|
|
|
(10.0
|
)
|
|||||||
Other comprehensive loss
|
—
|
|
|
—
|
|
|
—
|
|
|
|
|
|
(30.8
|
)
|
|
(30.8
|
)
|
|
|
|
|
(30.8
|
)
|
|||||||
Balance as of December 31, 2014
|
72.1
|
|
|
0.7
|
|
|
496.4
|
|
|
1,412.0
|
|
|
(59.2
|
)
|
|
1,849.9
|
|
|
9.5
|
|
|
1,859.4
|
|
|||||||
Net income
|
—
|
|
|
—
|
|
|
—
|
|
|
174.5
|
|
|
—
|
|
|
174.5
|
|
|
(3.9
|
)
|
|
170.5
|
|
|||||||
Cash dividends declared
|
—
|
|
|
—
|
|
|
—
|
|
|
(16.8
|
)
|
|
—
|
|
|
(16.8
|
)
|
|
—
|
|
|
(16.8
|
)
|
|||||||
Investment by noncontrolling interest
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
—
|
|
|
0.5
|
|
|
0.5
|
|
|||||||
Distribution of noncontrolling interest
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(0.2
|
)
|
|
(0.2
|
)
|
|||||||
Amortization of share-based payment awards
|
—
|
|
|
—
|
|
|
16.9
|
|
|
—
|
|
|
—
|
|
|
16.9
|
|
|
—
|
|
|
16.9
|
|
|||||||
Issuance of common stock related to share-based payment awards
|
0.4
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||
Purchases of common stock tendered by employees to satisfy the required withholding taxes related to share-based payment awards
|
(0.1
|
)
|
|
—
|
|
|
(7.3
|
)
|
|
—
|
|
|
—
|
|
|
(7.3
|
)
|
|
—
|
|
|
(7.3
|
)
|
|||||||
Purchases of common stock
|
(1.6
|
)
|
|
—
|
|
|
(70.5
|
)
|
|
—
|
|
|
—
|
|
|
(70.5
|
)
|
|
—
|
|
|
(70.5
|
)
|
|||||||
Other comprehensive (loss) income
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(50.3
|
)
|
|
(50.3
|
)
|
|
4.0
|
|
|
(46.2
|
)
|
|||||||
Other
|
—
|
|
|
|
|
|
(0.1
|
)
|
|
(0.3
|
)
|
|
|
|
|
(0.4
|
)
|
|
0.1
|
|
|
(0.3
|
)
|
|||||||
Balance as of December 31, 2015
|
70.8
|
|
|
0.7
|
|
|
435.3
|
|
|
1,569.4
|
|
|
(109.5
|
)
|
|
1,895.9
|
|
|
10.0
|
|
|
1,905.9
|
|
|||||||
Net income
|
—
|
|
|
—
|
|
|
—
|
|
|
126.5
|
|
|
—
|
|
|
126.5
|
|
|
—
|
|
|
126.4
|
|
|||||||
Cash dividends declared
|
—
|
|
|
—
|
|
|
—
|
|
|
(16.6
|
)
|
|
—
|
|
|
(16.6
|
)
|
|
—
|
|
|
(16.6
|
)
|
|||||||
Distribution of noncontrolling interest
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(0.5
|
)
|
|
(0.5
|
)
|
|||||||
Amortization of share-based payment awards
|
—
|
|
|
—
|
|
|
19.7
|
|
|
—
|
|
|
—
|
|
|
19.7
|
|
|
—
|
|
|
19.7
|
|
|||||||
Issuance of common stock related to share-based payment awards including income tax benefit of $1.6 million
|
0.1
|
|
|
—
|
|
|
1.6
|
|
|
—
|
|
|
—
|
|
|
1.6
|
|
|
—
|
|
|
1.6
|
|
|||||||
Purchases of common stock tendered by employees to satisfy the required withholding taxes related to share-based payment awards
|
(0.1
|
)
|
|
—
|
|
|
(4.6
|
)
|
|
—
|
|
|
—
|
|
|
(4.6
|
)
|
|
—
|
|
|
(4.6
|
)
|
|||||||
Purchases of common stock
|
(1.0
|
)
|
|
—
|
|
|
(41.2
|
)
|
|
—
|
|
|
—
|
|
|
(41.2
|
)
|
|
—
|
|
|
(41.2
|
)
|
|||||||
Acquisition of remaining 49% equity interest
|
—
|
|
|
—
|
|
|
(10.9
|
)
|
|
—
|
|
|
—
|
|
|
(10.9
|
)
|
|
7.2
|
|
|
(3.7
|
)
|
|||||||
Other comprehensive (loss)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(45.4
|
)
|
|
(45.4
|
)
|
|
(1.6
|
)
|
|
(47.0
|
)
|
|||||||
Other
|
—
|
|
|
—
|
|
|
(0.1
|
)
|
|
—
|
|
|
—
|
|
|
(0.1
|
)
|
|
—
|
|
|
—
|
|
|||||||
Balance as of December 31, 2016
|
69.9
|
|
|
$
|
0.7
|
|
|
$
|
399.9
|
|
|
$
|
1,679.3
|
|
|
$
|
(154.8
|
)
|
|
$
|
1,925.0
|
|
|
$
|
15.0
|
|
|
$
|
1,940.0
|
|
|
For the Year ended December 31,
|
|
|||||||||
|
2016
|
|
|
2015
|
|
|
2014
|
|
|||
Cash flows from operating activities:
|
|
|
|
|
|
||||||
Net income including noncontrolling interest
|
$
|
126.4
|
|
|
$
|
170.5
|
|
|
$
|
221.1
|
|
Adjustments to reconcile net income including noncontrolling interest to net cash provided by operating activities:
|
|
|
|
|
|
||||||
Depreciation and amortization
|
82.3
|
|
|
65.5
|
|
|
57.3
|
|
|||
Provision for bad debt
|
15.4
|
|
|
7.5
|
|
|
3.8
|
|
|||
Gain on sale of held for sale assets and liabilities
|
(3.8
|
)
|
|
—
|
|
|
(18.1
|
)
|
|||
Share-based payment award compensation costs
|
19.2
|
|
|
17.0
|
|
|
15.8
|
|
|||
Deferred income tax provision (benefit)
|
(36.0
|
)
|
|
5.3
|
|
|
10.8
|
|
|||
Extinguishment of liabilities, net
|
(7.0
|
)
|
|
(8.2
|
)
|
|
(5.3
|
)
|
|||
Foreign currency (gains), net
|
(11.8
|
)
|
|
(7.3
|
)
|
|
(7.8
|
)
|
|||
Other
|
3.3
|
|
|
3.2
|
|
|
(5.3
|
)
|
|||
Changes in assets and liabilities, net of acquisitions:
|
|
|
|
|
|
|
|||||
Accounts receivable, net
|
(506.8
|
)
|
|
485.0
|
|
|
460.7
|
|
|||
Inventories
|
(49.5
|
)
|
|
81.4
|
|
|
232.3
|
|
|||
Prepaid expenses
|
7.7
|
|
|
10.8
|
|
|
46.5
|
|
|||
Short-term derivative assets, net
|
163.7
|
|
|
81.5
|
|
|
(265.8
|
)
|
|||
Other current assets
|
(20.4
|
)
|
|
34.0
|
|
|
(38.0
|
)
|
|||
Cash collateral with financial counterparties
|
149.2
|
|
|
133.3
|
|
|
(288.0
|
)
|
|||
Other non-current assets
|
4.4
|
|
|
(1.9
|
)
|
|
13.7
|
|
|||
Accounts payable
|
423.4
|
|
|
(481.5
|
)
|
|
(587.8
|
)
|
|||
Customer deposits
|
(26.3
|
)
|
|
(17.5
|
)
|
|
12.8
|
|
|||
Accrued expenses and other current liabilities
|
(121.9
|
)
|
|
(141.9
|
)
|
|
267.0
|
|
|||
Non-current income tax, net and other long-term liabilities
|
(6.4
|
)
|
|
11.0
|
|
|
15.4
|
|
|||
Total adjustments
|
78.8
|
|
|
276.9
|
|
|
(80.0
|
)
|
|||
Net cash provided by operating activities
|
205.2
|
|
|
447.5
|
|
|
141.1
|
|
|||
Cash flows from investing activities:
|
|
|
|
|
|
||||||
Acquisition of businesses, net of cash acquired and other investments
|
(430.8
|
)
|
|
(96.9
|
)
|
|
(273.6
|
)
|
|||
Proceeds from sale of business
|
29.0
|
|
|
—
|
|
|
—
|
|
|||
Capital expenditures
|
(36.1
|
)
|
|
(51.0
|
)
|
|
(50.2
|
)
|
|||
Proceeds from the sale of fixed assets
|
7.3
|
|
|
5.3
|
|
|
—
|
|
|||
Escrow payment related to an assumed obligation of an acquired business
|
—
|
|
|
—
|
|
|
(21.7
|
)
|
|||
Proceeds from the sale of crude oil joint venture interests
|
—
|
|
|
—
|
|
|
43.0
|
|
|||
Purchase of (COLI) investments
|
(1.0
|
)
|
|
(1.0
|
)
|
|
(2.1
|
)
|
|||
Issuance of Note Receivable
|
(3.5
|
)
|
|
(1.4
|
)
|
|
—
|
|
|||
Repayment of Note Receivable
|
6.5
|
|
|
0.3
|
|
|
7.5
|
|
|||
Net cash used in investing activities
|
(428.5
|
)
|
|
(144.8
|
)
|
|
(297.1
|
)
|
|||
Cash flows from financing activities:
|
|
|
|
|
|
||||||
Borrowings of debt
|
4,688.0
|
|
|
4,831.2
|
|
|
5,757.3
|
|
|||
Repayments of debt
|
(4,280.3
|
)
|
|
(4,752.0
|
)
|
|
(5,551.5
|
)
|
|||
Payments of senior revolving credit facility and senior term loan facility loan costs
|
(5.7
|
)
|
|
(3.4
|
)
|
|
—
|
|
|||
Dividends paid on common stock
|
(16.6
|
)
|
|
(15.3
|
)
|
|
(10.6
|
)
|
|||
Investment by noncontrolling interest
|
—
|
|
|
0.5
|
|
|
—
|
|
|||
Distribution of noncontrolling interest
|
(0.3
|
)
|
|
(0.3
|
)
|
|
(11.6
|
)
|
|||
Purchases of common stock
|
(41.2
|
)
|
|
(70.5
|
)
|
|
(10.0
|
)
|
|||
Federal and state tax benefits resulting from tax deductions in excess of the compensation cost recognized for share-based payment awards
|
1.6
|
|
|
—
|
|
|
1.0
|
|
|||
Purchases of common stock tendered by employees to satisfy the required withholding taxes related to share-based payment awards
|
(4.6
|
)
|
|
(7.3
|
)
|
|
(5.1
|
)
|
|||
Net cash provided by (used in) financing activities
|
340.9
|
|
|
(17.0
|
)
|
|
169.5
|
|
|||
Effect of exchange rate changes on cash and cash equivalents
|
(1.5
|
)
|
|
(5.5
|
)
|
|
(3.4
|
)
|
|||
Net increase in cash and cash equivalents
|
116.1
|
|
|
280.2
|
|
|
10.2
|
|
|||
Cash and cash equivalents, as of beginning of period
|
582.5
|
|
|
302.3
|
|
|
292.1
|
|
|||
Cash and cash equivalents, as of end of period
|
$
|
698.6
|
|
|
$
|
582.5
|
|
|
$
|
302.3
|
|
|
For the Year ended December 31,
|
|
|||||||||
|
2016
|
|
|
2015
|
|
|
2014
|
|
|||
Supplemental Disclosures of Cash Flow Information
|
|
|
|
|
|
||||||
Cash paid during the year for:
|
|
|
|
|
|
||||||
Interest, net of capitalized interest
|
$
|
40.7
|
|
|
$
|
33.1
|
|
|
$
|
29.1
|
|
Income taxes
|
$
|
37.5
|
|
|
$
|
44.0
|
|
|
$
|
40.8
|
|
|
For the Year ended December 31,
|
|
|||||||||
|
2016
|
|
|
2015
|
|
|
2014
|
|
|||
Assets acquired, net of cash
|
$
|
508.8
|
|
|
$
|
154.3
|
|
|
$
|
611.0
|
|
Liabilities assumed
|
$
|
64.5
|
|
|
$
|
61.8
|
|
|
$
|
314.8
|
|
|
2016
|
|
|
2015
|
|
|
2014
|
|
|||
Numerator:
|
|
|
|
|
|
||||||
Net income attributable to World Fuel
|
$
|
126.5
|
|
|
$
|
174.5
|
|
|
$
|
224.5
|
|
Denominator:
|
|
|
|
|
|
||||||
Weighted average common shares for basic earnings per common share
|
69.3
|
|
|
70.2
|
|
|
70.8
|
|
|||
Effect of dilutive securities
|
0.5
|
|
|
0.5
|
|
|
0.5
|
|
|||
Weighted average common shares for diluted earnings per common share
|
69.8
|
|
|
70.7
|
|
|
71.3
|
|
|||
Weighted average securities which are not included in the calculation of diluted earnings per common share because their impact is anti-dilutive or their performance conditions have not been met
|
1.3
|
|
|
1.0
|
|
|
0.9
|
|
|||
Basic earnings per common share
|
$
|
1.82
|
|
|
$
|
2.49
|
|
|
$
|
3.17
|
|
Diluted earnings per common share
|
$
|
1.81
|
|
|
$
|
2.47
|
|
|
$
|
3.15
|
|
|
2016
|
|
|
2015
|
|
|
2014
|
|
|||
Balance as of beginning of period
|
$
|
25.0
|
|
|
$
|
25.7
|
|
|
$
|
29.2
|
|
Charges to provision for bad debt
|
15.4
|
|
|
7.5
|
|
|
3.8
|
|
|||
Write-off of uncollectible accounts receivable
|
(15.9
|
)
|
|
(8.3
|
)
|
|
(8.0
|
)
|
|||
Recoveries of bad debt
|
0.3
|
|
|
0.5
|
|
|
0.8
|
|
|||
Translation Adjustments
|
0.2
|
|
|
(0.4
|
)
|
|
—
|
|
|||
Balance as of end of period
|
$
|
24.9
|
|
|
$
|
25.0
|
|
|
$
|
25.7
|
|
Estimated purchase price
|
$
|
446.9
|
|
Less: Cash acquired
|
2.6
|
|
|
Estimated purchase price, net of cash acquired
|
444.3
|
|
|
Less: Amounts due to sellers and promissory notes issued
|
20.0
|
|
|
Cash paid for acquisition of businesses
|
$
|
424.3
|
|
Assets acquired:
|
|
||
Cash and cash equivalents
|
$
|
2.6
|
|
Accounts receivable
|
62.8
|
|
|
Inventories
|
39.0
|
|
|
Property and equipment
|
100.3
|
|
|
Other current assets
|
11.9
|
|
|
Goodwill and identifiable intangible assets
|
291.9
|
|
|
Other long-term assets
|
2.9
|
|
|
Liabilities assumed:
|
|
|
|
Accounts payable
|
(38.1
|
)
|
|
Accrued expenses and other current liabilities
|
(22.9
|
)
|
|
Non-current income tax liabilities and other long term liabilities
|
(3.5
|
)
|
|
Estimated purchase price
|
$
|
446.9
|
|
|
2016
|
|
|
2015
|
|
||
|
(pro forma)
|
|
|
(pro forma)
|
|
||
Revenue
|
$
|
27,925.0
|
|
|
$
|
32,604.4
|
|
Net income attributable to World Fuel
|
$
|
146.1
|
|
|
$
|
202.0
|
|
|
|
|
|
||||
Earnings per common share:
|
|
|
|
|
|
||
Basic
|
$
|
2.11
|
|
|
$
|
2.88
|
|
Diluted
|
$
|
2.09
|
|
|
$
|
2.86
|
|
Purchase price
|
$
|
102.3
|
|
Less: Cash acquired
|
8.7
|
|
|
Purchase price, net of cash acquired
|
93.6
|
|
|
Less: Amounts due to sellers and promissory notes issued
|
0.5
|
|
|
Cash paid for acquisition of businesses
|
$
|
93.1
|
|
Assets acquired:
|
|
||
Cash and cash equivalents
|
$
|
8.7
|
|
Accounts receivable
|
8.9
|
|
|
Inventories
|
7.4
|
|
|
Property and equipment
|
40.7
|
|
|
Identifiable intangible assets
|
25.9
|
|
|
Goodwill
|
39.4
|
|
|
Other current and long-term assets
|
31.1
|
|
|
Liabilities assumed:
|
|
|
|
Short-term debt
|
(0.5
|
)
|
|
Accounts payable
|
(10.7
|
)
|
|
Customer Deposits
|
(1.5
|
)
|
|
Accrued expenses and other current liabilities
|
(38.6
|
)
|
|
Non-current income tax liabilities and other long term liabilities
|
(8.5
|
)
|
|
Purchase price
|
$
|
102.3
|
|
|
2015
|
|
|
2014
|
|
||
|
(pro forma)
|
|
|
(pro forma)
|
|
||
Revenue
|
$
|
30,952.0
|
|
|
$
|
44,432.0
|
|
Net income attributable to World Fuel
|
$
|
190.6
|
|
|
$
|
231.1
|
|
|
|
|
|
||||
Earnings per common share:
|
|
|
|
|
|
||
Basic
|
$
|
2.71
|
|
|
$
|
3.26
|
|
Diluted
|
$
|
2.70
|
|
|
$
|
3.24
|
|
Purchase price
|
$
|
295.8
|
|
Less: Cash acquired
|
20.2
|
|
|
Purchase price, net of cash acquired
|
275.6
|
|
|
Less: Promissory notes issued
|
9.0
|
|
|
Less: Amounts due to sellers
|
3.4
|
|
|
Cash paid for acquisition of businesses
|
$
|
263.2
|
|
Assets acquired:
|
|
||
Cash and cash equivalents
|
$
|
20.2
|
|
Accounts receivable
|
257.9
|
|
|
Inventories
|
14.4
|
|
|
Property and equipment
|
55.9
|
|
|
Identifiable intangible assets
|
83.5
|
|
|
Goodwill
|
177.8
|
|
|
Other current and long-term assets
|
22.5
|
|
|
Liabilities assumed:
|
|
|
|
Accounts payable
|
(247.6
|
)
|
|
Accrued expenses and other current liabilities
|
(50.7
|
)
|
|
Other long-term liabilities
|
(18.7
|
)
|
|
Initial noncontrolling interest upon acquisition of businesses
|
(19.4
|
)
|
|
Purchase price
|
$
|
295.8
|
|
|
As of December 31,
|
|
|||
Derivative Instruments
|
|
Units
|
|
2016
|
|
Commodity contracts
|
|
|
|
|
|
Long
|
|
BBL
|
|
62.7
|
|
Short
|
|
BBL
|
|
(66.7
|
)
|
|
|
|
|
|
|
Foreign currency exchange contracts
|
|
|
|
|
|
Long
|
|
AUD
|
|
0.2
|
|
Short
|
|
AUD
|
|
(5.2
|
)
|
Long
|
|
CAD
|
|
51.9
|
|
Short
|
|
CAD
|
|
(115.9
|
)
|
Long
|
|
CHF
|
|
—
|
|
Short
|
|
CHF
|
|
(0.6
|
)
|
Long
|
|
CLP
|
|
1,769.6
|
|
Short
|
|
CLP
|
|
(2,015.1
|
)
|
Long
|
|
COP
|
|
27,753.2
|
|
Short
|
|
COP
|
|
(48,454.9
|
)
|
Long
|
|
DKK
|
|
5.5
|
|
Short
|
|
DKK
|
|
(135.7
|
)
|
Long
|
|
EUR
|
|
5.0
|
|
Short
|
|
EUR
|
|
(38.7
|
)
|
Long
|
|
GBP
|
|
72.0
|
|
Short
|
|
GBP
|
|
(81.4
|
)
|
Long
|
|
INR
|
|
20.3
|
|
Short
|
|
INR
|
|
(92.7
|
)
|
Long
|
|
JPY
|
|
1,167.9
|
|
Short
|
|
JPY
|
|
(1,509.2
|
)
|
Short
|
|
KRW
|
|
(11,735.9
|
)
|
Long
|
|
MXN
|
|
1,229.1
|
|
Short
|
|
MXN
|
|
(1,105.6
|
)
|
Long
|
|
NOK
|
|
9.6
|
|
Short
|
|
NOK
|
|
(43.8
|
)
|
Short
|
|
NZD
|
|
(0.9
|
)
|
Short
|
|
PHP
|
|
(8.0
|
)
|
Long
|
|
PLN
|
|
—
|
|
Short
|
|
PLN
|
|
(9.7
|
)
|
Short
|
|
RON
|
|
(3.9
|
)
|
Long
|
|
SEK
|
|
36.7
|
|
Short
|
|
SEK
|
|
(6.4
|
)
|
Long
|
|
SGD
|
|
15.9
|
|
Short
|
|
SGD
|
|
(31.6
|
)
|
Long
|
|
ZAR
|
|
16.4
|
|
Short
|
|
ZAR
|
|
(15.4
|
)
|
|
|
Realized and Unrealized
Gain (Loss)
|
|
|
|
|
Realized and Unrealized
Gain (Loss)
|
|
||||||||||||||
|
|
for the Year ended
December 31,
|
|
|
|
|
for the Year ended
December 31,
|
|
||||||||||||||
Derivative Instruments
|
Location of Gain (Loss)
|
|
2016
|
|
|
2015
|
|
|
2014
|
|
|
Hedged Items
|
Location of Gain (Loss)
|
|
2016
|
|
|
2015
|
|
|
2014
|
|
Commodity contracts
|
|
|
|
|
|
|
|
|
Inventories
|
|
|
|
|
|
|
|
||||||
|
Revenue
|
$
|
—
|
|
$
|
49.3
|
|
$
|
—
|
|
|
|
Revenue
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
|
Cost of revenue
|
|
(25.3
|
)
|
|
37.5
|
|
|
132.2
|
|
|
|
Cost of revenue
|
|
10.8
|
|
|
(70.7
|
)
|
|
(150.9
|
)
|
Total gain (loss)
|
$
|
(25.3
|
)
|
$
|
86.8
|
|
$
|
132.2
|
|
|
Total gain (loss)
|
$
|
10.8
|
|
$
|
(70.7
|
)
|
$
|
(150.9
|
)
|
|
Amount of Gain (Loss) Recognized in Accumulated Other Comprehensive Income (Effective Portion)
|
|
|
|
Amount of Gain (Loss) Reclassified from Accumulated Other Comprehensive Income into Income (Effective Portion)
|
|
||||||||||||||
Derivative
|
for the Year ended December 31,
|
|
|
Location of
|
for the Year ended December 31,
|
|
||||||||||||||
Instruments
|
|
2016
|
|
|
2015
|
|
|
2014
|
|
|
Gain (Loss)
|
|
2016
|
|
|
2015
|
|
|
2014
|
|
Commodity contracts
|
$
|
(145.8
|
)
|
$
|
106.5
|
|
$
|
—
|
|
|
Revenue
|
$
|
18.1
|
|
$
|
7.2
|
|
$
|
—
|
|
Commodity contracts
|
|
178.1
|
|
|
(105.4
|
)
|
|
—
|
|
|
Cost of revenue
|
|
20.8
|
|
|
(5.3
|
)
|
|
—
|
|
Total gain (loss)
|
$
|
32.3
|
|
$
|
1.0
|
|
$
|
—
|
|
|
Total gain (loss)
|
$
|
38.8
|
|
$
|
1.8
|
|
$
|
—
|
|
|
Amount of Gain (Loss) Recognized in Income (Ineffective Portion and Amount Excluded from Effectiveness Testing)
|
|
|||||||
|
for the Year ended December 31,
|
|
|||||||
Location of Gain (Loss)
|
|
2016
|
|
|
2015
|
|
|
2014
|
|
Revenue
|
$
|
(13.7
|
)
|
$
|
28.6
|
|
$
|
—
|
|
Cost of revenue
|
|
9.4
|
|
|
(17.8
|
)
|
|
—
|
|
Total gain (loss)
|
$
|
(4.4
|
)
|
$
|
10.8
|
|
$
|
—
|
|
|
|
Amount of Realized and Unrealized Gain (Loss)
|
|
|||||||
|
|
for the Year ended December 31,
|
|
|||||||
Derivative Instruments - Non-designated
|
Location of Gain (Loss)
|
|
2016
|
|
|
2015
|
|
|
2014
|
|
Commodity contracts
|
|
|
|
|
|
|
||||
|
Revenue
|
$
|
29.7
|
|
$
|
171.7
|
|
$
|
64.5
|
|
|
Cost of revenue
|
|
(31.6
|
)
|
|
(139.0
|
)
|
|
2.2
|
|
|
|
$
|
(1.9
|
)
|
$
|
32.7
|
|
$
|
66.7
|
|
Foreign currency contracts
|
|
|
|
|
|
|
||||
|
Revenue
|
$
|
10.0
|
|
$
|
4.1
|
|
$
|
4.3
|
|
|
Other (expense) income, net
|
|
(0.8
|
)
|
|
9.5
|
|
|
12.6
|
|
|
|
$
|
9.2
|
|
$
|
13.6
|
|
$
|
16.9
|
|
Total gain (loss)
|
|
$
|
7.3
|
|
$
|
46.3
|
|
$
|
83.6
|
|
|
|
As of December 31,
|
|
|
Estimated
|
|||||
|
|
2016
|
|
|
2015
|
|
|
Useful Lives
|
||
Land
|
|
$
|
27.4
|
|
|
$
|
31.6
|
|
|
Indefinite
|
Buildings and leasehold improvements
|
|
87.3
|
|
|
41.2
|
|
|
3 - 40 years
|
||
Office equipment, furniture and fixtures
|
|
15.4
|
|
|
14.1
|
|
|
3 - 10 years
|
||
Computer equipment and software costs
|
|
140.7
|
|
|
118.9
|
|
|
3 - 10 years
|
||
Machinery, equipment and vehicles
|
|
217.5
|
|
|
160.1
|
|
|
3 - 40 years
|
||
|
|
488.3
|
|
|
365.9
|
|
|
|
||
Accumulated depreciation and amortization
|
|
177.1
|
|
|
140.3
|
|
|
|
||
|
|
$
|
311.2
|
|
|
$
|
225.6
|
|
|
|
|
As of December 31,
|
|
|||||
|
2016
|
|
|
2015
|
|
||
Computer software costs
|
$
|
94.5
|
|
|
$
|
91.4
|
|
Accumulated amortization
|
69.5
|
|
|
55.8
|
|
||
Computer software costs, net
|
$
|
25.0
|
|
|
$
|
35.6
|
|
|
As of December 31,
|
|
|||||
|
2016
|
|
|
2015
|
|
||
Capital leases
|
$
|
24.4
|
|
|
$
|
23.0
|
|
Accumulated amortization
|
8.2
|
|
|
11.0
|
|
||
Capital leases, net
|
$
|
16.2
|
|
|
$
|
12.0
|
|
|
Aviation
Segment
|
|
|
Marine
Segment
|
|
|
Land
Segment
|
|
|
Total
|
|
||||
As of December 31, 2014
|
$
|
174.3
|
|
|
$
|
73.1
|
|
|
$
|
405.9
|
|
|
$
|
653.3
|
|
2015 acquisitions
|
$
|
1.7
|
|
|
$
|
—
|
|
|
$
|
37.7
|
|
|
$
|
39.4
|
|
Goodwill classified as held for sale
|
—
|
|
|
—
|
|
|
(5.9
|
)
|
|
(5.9
|
)
|
||||
Foreign currency translation of non-USD functional currency subsidiary goodwill
|
(2.3
|
)
|
|
(1.7
|
)
|
|
(7.0
|
)
|
|
(11.0
|
)
|
||||
As of December 31, 2015
|
173.7
|
|
|
71.4
|
|
|
430.7
|
|
|
675.8
|
|
||||
2016 acquisitions
(a)
|
95.6
|
|
|
—
|
|
|
77.7
|
|
|
173.3
|
|
||||
Adjustment of purchase price allocations
(b)
|
1.3
|
|
|
0.1
|
|
|
5.5
|
|
|
6.9
|
|
||||
Foreign currency translation of non-USD functional currency subsidiary goodwill
|
(3.7
|
)
|
|
0.7
|
|
|
(17.3
|
)
|
|
(20.3
|
)
|
||||
As of December 31, 2016
|
$
|
266.8
|
|
|
$
|
72.3
|
|
|
$
|
496.7
|
|
|
$
|
835.8
|
|
|
As of December 31, 2016
|
|
|
As of December 31, 2015
|
|
||||||||||||||||||
|
Gross
Carrying Amount |
|
|
Accumulated
Amortization (1) |
|
|
Net
|
|
|
Gross
Carrying Amount |
|
|
Accumulated
Amortization (1) |
|
|
Net
|
|
||||||
Intangible assets subject to amortization:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Customer relationships
|
$
|
353.8
|
|
|
$
|
155.5
|
|
|
$
|
198.3
|
|
|
$
|
255.5
|
|
|
$
|
125.4
|
|
|
$
|
130.1
|
|
Supplier agreements
|
38.7
|
|
|
13.3
|
|
|
25.4
|
|
|
38.5
|
|
|
10.7
|
|
|
27.8
|
|
||||||
Others
|
37.2
|
|
|
20.2
|
|
|
17.0
|
|
|
37.2
|
|
|
16.1
|
|
|
21.1
|
|
||||||
|
429.7
|
|
|
189.1
|
|
|
240.7
|
|
|
331.2
|
|
|
152.2
|
|
|
179.0
|
|
||||||
Intangible assets not subject to amortization:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Trademark/trade name rights
|
41.7
|
|
|
—
|
|
|
41.7
|
|
|
31.9
|
|
|
—
|
|
|
31.9
|
|
||||||
|
$
|
471.4
|
|
|
$
|
189.1
|
|
|
$
|
282.3
|
|
|
$
|
363.1
|
|
|
$
|
152.2
|
|
|
$
|
210.9
|
|
|
2016
|
|
|
2015
|
|
|
2014
|
|
|||
Interest income
|
$
|
4.5
|
|
|
$
|
5.0
|
|
|
$
|
6.0
|
|
Interest expense and other financing costs
|
(43.7
|
)
|
|
(34.9
|
)
|
|
(31.2
|
)
|
|||
|
$
|
(39.2
|
)
|
|
$
|
(29.9
|
)
|
|
$
|
(25.2
|
)
|
Year Ended December 31,
|
|
||
2017
|
$
|
1.3
|
|
Plan name
|
Restricted Stock
|
|
|
RSUs
|
|
|
SSAR Awards
|
|
|
Remaining shares of common stock available for future issuance
|
|
2016 Plan (1)
|
—
|
|
|
—
|
|
|
—
|
|
|
4.3
|
|
2006 Plan (amended and restated) (2)
|
1.2
|
|
|
1.2
|
|
|
0.3
|
|
|
—
|
|
|
Unvested Restricted Stock
|
|
|
Weighted Average Grant date Fair Value Price
|
|
|
Aggregate Intrinsic Value
|
|
|
Weighted Average Remaining Vesting Term (in Years)
|
||
As of December 31, 2013
|
1.4
|
|
|
$
|
40.07
|
|
|
$
|
59.3
|
|
|
2.7
|
Granted
|
0.3
|
|
|
44.18
|
|
|
|
|
|
|||
Vested
|
(0.2
|
)
|
|
38.00
|
|
|
|
|
|
|||
Forfeited
|
—
|
|
|
39.58
|
|
|
|
|
|
|||
As of December 31, 2014
|
1.5
|
|
|
41.18
|
|
|
70.2
|
|
|
2.1
|
||
Granted
|
0.2
|
|
|
49.95
|
|
|
|
|
|
|||
Vested
|
(0.2
|
)
|
|
39.63
|
|
|
|
|
|
|||
Forfeited
|
(0.1
|
)
|
|
41.84
|
|
|
|
|
|
|||
As of December 31, 2015
|
1.4
|
|
|
42.69
|
|
|
54.9
|
|
|
1.4
|
||
Granted
|
0.1
|
|
|
42.92
|
|
|
|
|
|
|||
Vested
|
(0.2
|
)
|
|
40.40
|
|
|
|
|
|
|||
Forfeited
|
(0.1
|
)
|
|
43.30
|
|
|
|
|
|
|||
As of December 31, 2016
|
1.2
|
|
|
$
|
43.10
|
|
|
$
|
55.7
|
|
|
0.8
|
RSUs Outstanding
|
||||||||||||
|
RSUs
|
|
|
Weighted Average Grant date Fair Value Price
|
|
|
Aggregate Intrinsic Value
|
|
|
Weighted Average Remaining Contractual Life (in Years)
|
||
As of December 31, 2013
|
0.7
|
|
|
$
|
35.61
|
|
|
$
|
31.8
|
|
|
1.3
|
Granted
|
0.3
|
|
|
44.34
|
|
|
|
|
|
|||
Issued
|
(0.2
|
)
|
|
36.67
|
|
|
|
|
|
|||
Forfeited
|
—
|
|
|
40.25
|
|
|
|
|
|
|||
As of December 31, 2014
|
0.8
|
|
|
38.55
|
|
|
36.9
|
|
|
1.5
|
||
Granted
|
0.2
|
|
|
51.00
|
|
|
|
|
|
|||
Issued
|
(0.3
|
)
|
|
38.80
|
|
|
|
|
|
|||
Forfeited
|
—
|
|
|
42.65
|
|
|
|
|
|
|||
As of December 31, 2015
|
0.7
|
|
|
43.10
|
|
|
28.0
|
|
|
1.7
|
||
Granted
|
0.7
|
|
|
44.23
|
|
|
|
|
|
|||
Vested
|
(0.1
|
)
|
|
42.78
|
|
|
|
|
|
|||
Forfeited
|
(0.1
|
)
|
|
44.78
|
|
|
|
|
|
|||
As of December 31, 2016
|
1.2
|
|
|
$
|
43.28
|
|
|
$
|
55.7
|
|
|
1.6
|
|
SSAR Awards Outstanding
|
SSAR Awards Exercisable
|
||||||||||||||||
|
SSAR Awards
|
|
Weighted Average Exercise Price
|
|
Aggregate Intrinsic Value
|
|
Weighted Average Remaining Contractual Life (in Years)
|
SSAR Awards
|
|
Weighted Average Exercise Price
|
|
Aggregate Intrinsic Value
|
|
Weighted Average Remaining Contractual Life (in Years)
|
||||
As of December 31, 2013
|
0.2
|
|
$
|
37.69
|
|
$
|
1.5
|
|
3.6
|
—
|
|
$
|
23.25
|
|
$
|
1.1
|
|
1.0
|
Exercised
|
—
|
|
22.26
|
|
|
|
|
|
|
|
||||||||
Forfeited
|
—
|
|
40.91
|
|
|
|
|
|
|
|
||||||||
As of December 31, 2014
|
0.2
|
|
40.06
|
|
1.5
|
|
3.0
|
—
|
|
35.81
|
|
0.6
|
|
2.2
|
||||
Granted
|
—
|
|
57.48
|
|
|
|
|
|
|
|
||||||||
Exercised
|
—
|
|
25.08
|
|
|
|
|
|
|
|
||||||||
As of December 31, 2015
|
0.2
|
|
42.91
|
|
—
|
|
2.5
|
—
|
|
42.06
|
|
—
|
|
2.2
|
||||
Granted
|
0.1
|
|
48.58
|
|
|
|
|
|
|
|
||||||||
Exercised
|
—
|
|
40.91
|
|
|
|
|
|
|
|
||||||||
As of December 31, 2016
|
0.3
|
|
$
|
44.97
|
|
$
|
0.3
|
|
2.4
|
0.2
|
|
$
|
42.15
|
|
$
|
0.7
|
|
1.3
|
|
Foreign Currency Translation Adjustments
|
|
|
Cash Flow Hedges
|
|
|
Accumulated Other Comprehensive Loss
|
|
|||
Balance as of December 31, 2014
|
$
|
(59.2
|
)
|
|
$
|
—
|
|
|
$
|
(59.2
|
)
|
Other comprehensive loss
|
(45.4
|
)
|
|
(0.8
|
)
|
|
(46.2
|
)
|
|||
Less: Net other comprehensive income attributable to noncontrolling interest
|
(4.0
|
)
|
|
—
|
|
|
(4.0
|
)
|
|||
Balance as of December 31, 2015
|
(108.7
|
)
|
|
(0.8
|
)
|
|
(109.5
|
)
|
|||
Other comprehensive loss
|
(40.4
|
)
|
|
(6.6
|
)
|
|
(47.0
|
)
|
|||
Less: Net other comprehensive income attributable to noncontrolling interest
|
1.6
|
|
|
—
|
|
|
1.6
|
|
|||
Balance as of December 31, 2016
|
$
|
(147.5
|
)
|
|
$
|
(7.4
|
)
|
|
$
|
(154.8
|
)
|
|
2016
|
|
|
2015
|
|
|
2014
|
|
|||
United States
|
$
|
(85.4
|
)
|
|
$
|
3.5
|
|
|
$
|
59.7
|
|
Foreign
|
227.5
|
|
|
214.2
|
|
|
215.1
|
|
|||
|
$
|
142.1
|
|
|
$
|
217.7
|
|
|
$
|
274.8
|
|
|
2016
|
|
|
2015
|
|
|
2014
|
|
|||
Current:
|
|
|
|
|
|
||||||
U.S. federal statutory tax
|
$
|
7.5
|
|
|
$
|
(9.9
|
)
|
|
$
|
13.9
|
|
State
|
0.8
|
|
|
0.7
|
|
|
2.5
|
|
|||
Foreign
|
30.4
|
|
|
27.0
|
|
|
23.5
|
|
|||
|
38.7
|
|
|
17.8
|
|
|
39.9
|
|
|||
Deferred:
|
|
|
|
|
|
||||||
U.S. federal statutory tax
|
(29.3
|
)
|
|
4.6
|
|
|
10.7
|
|
|||
State
|
(4.2
|
)
|
|
3.0
|
|
|
2.7
|
|
|||
Foreign
|
(2.5
|
)
|
|
(2.3
|
)
|
|
(2.6
|
)
|
|||
|
(36.0
|
)
|
|
5.3
|
|
|
10.8
|
|
|||
Non-current tax expense (income)
|
13.0
|
|
|
24.1
|
|
|
2.9
|
|
|||
|
$
|
15.7
|
|
|
$
|
47.2
|
|
|
$
|
53.6
|
|
|
2016
|
|
|
2015
|
|
|
2014
|
|
U.S. federal statutory tax rate
|
35.0
|
%
|
|
35.0
|
%
|
|
35.0
|
%
|
Foreign earnings, net of foreign taxes
|
(42.4
|
)
|
|
(28.3
|
)
|
|
(18.2
|
)
|
State income taxes, net of U.S. federal income tax benefit
|
(1.5
|
)
|
|
1.1
|
|
|
1.3
|
|
U.S. tax on deemed dividends
|
1.3
|
|
|
1.7
|
|
|
1.2
|
|
Sale of subsidiary
|
3.8
|
|
|
—
|
|
|
—
|
|
Uncertain tax positions
|
9.2
|
|
|
10.3
|
|
|
1.1
|
|
Other permanent differences
|
5.6
|
|
|
1.9
|
|
|
(0.9
|
)
|
Effective income tax rate
|
11.0
|
%
|
|
21.7
|
%
|
|
19.5
|
%
|
|
As of December 31,
|
|
|||||
|
2016
|
|
|
2015
|
|
||
Gross Deferred Tax Assets:
|
|
|
|
||||
Bad debt reserve
|
$
|
4.5
|
|
|
$
|
5.0
|
|
Net operating loss
|
38.6
|
|
|
13.0
|
|
||
Accrued and other share-based compensation
|
26.2
|
|
|
20.6
|
|
||
Accrued expenses
|
5.0
|
|
|
—
|
|
||
U.S. foreign income tax credits
|
7.8
|
|
|
5.3
|
|
||
Other income tax credits
|
0.2
|
|
|
0.7
|
|
||
Customer deposits
|
6.3
|
|
|
5.7
|
|
||
Installment sale
|
—
|
|
|
6.7
|
|
||
Cash flow hedges
|
4.6
|
|
|
0.8
|
|
||
Unrealized foreign exchange
|
—
|
|
|
2.7
|
|
||
Total gross deferred tax assets
|
93.2
|
|
|
60.5
|
|
||
Less: Valuation allowance
|
7.1
|
|
|
2.9
|
|
||
Gross deferred tax assets, net of valuation allowance
|
86.1
|
|
|
57.6
|
|
||
Deferred Tax Liabilities:
|
|
|
|
||||
Depreciation
|
(8.5
|
)
|
|
(20.8
|
)
|
||
Goodwill and intangible assets
|
(56.1
|
)
|
|
(56.2
|
)
|
||
Unrealized foreign exchange
|
(8.0
|
)
|
|
—
|
|
||
Prepaid expenses, deductible for tax purposes
|
(5.8
|
)
|
|
(4.4
|
)
|
||
Accrued expenses
|
—
|
|
|
(2.5
|
)
|
||
Unrealized derivatives
|
(2.4
|
)
|
|
(5.1
|
)
|
||
Other
|
(0.7
|
)
|
|
—
|
|
||
Total gross deferred tax liabilities
|
(81.5
|
)
|
|
(89.0
|
)
|
||
Net deferred tax liability
|
$
|
—
|
|
|
$
|
(31.4
|
)
|
Net deferred tax asset
|
4.6
|
|
|
—
|
|
||
Reported on the consolidated balance sheets as:
|
|
|
|
||||
Identifiable intangible and other non-current assets for deferred tax assets, non-current
|
$
|
20.6
|
|
|
$
|
5.2
|
|
|
|
|
|
|
|
||
Non-current income tax liabilities, net for deferred tax liabilities, non-current
|
$
|
16.0
|
|
|
$
|
36.6
|
|
Expiration Date
|
Deferred
Tax Asset |
||
December 31, 2021
|
$
|
0.1
|
|
December 31, 2022
|
0.1
|
|
|
December 31, 2023
|
0.3
|
|
|
December 31, 2024
|
0.6
|
|
|
December 31, 2025
|
0.9
|
|
|
December 31, 2036
|
31.8
|
|
|
Indefinite
|
4.8
|
|
|
Total
|
$
|
38.6
|
|
|
2016
|
|
|
2015
|
|
|
2014
|
|
|||
Unrecognized Tax Liabilities – opening balance
|
$
|
46.7
|
|
|
$
|
24.3
|
|
|
$
|
26.5
|
|
Gross increases – tax positions in prior period
|
18.0
|
|
|
9.2
|
|
|
—
|
|
|||
Gross decreases – tax positions in prior period
|
(15.4
|
)
|
|
(4.8
|
)
|
|
(2.8
|
)
|
|||
Gross increases – tax positions in current period
|
11.3
|
|
|
20.9
|
|
|
6.6
|
|
|||
Gross decreases – tax positions in current period
|
—
|
|
|
—
|
|
|
—
|
|
|||
Settlements
|
—
|
|
|
—
|
|
|
(3.6
|
)
|
|||
Lapse of statute of limitations
|
(2.8
|
)
|
|
(2.9
|
)
|
|
(2.4
|
)
|
|||
Unrecognized Tax Liabilities – ending balance
|
$
|
57.8
|
|
|
$
|
46.7
|
|
|
$
|
24.3
|
|
|
Open Tax Year
|
||
Jurisdiction
|
Examination
in progress |
|
Examination not
yet initiated |
United States
|
2011 - 2012
|
|
2013 - 2016
|
Korea
|
2011 - 2014
|
|
2015 - 2016
|
Singapore
|
None
|
|
2011 - 2016
|
United Kingdom
|
2014
|
|
2012 - 2016
|
Brazil
|
None
|
|
2011 - 2016
|
Chile
|
None
|
|
2014 - 2016
|
Denmark
|
None
|
|
2012 - 2016
|
|
Fair Value Measurements as of December 31, 2016
|
|
||||||||||
|
|
Level 1 Inputs
|
|
|
Level 2 Inputs
|
|
|
Level 3 Inputs
|
|
|
Total Fair Value
|
|
Assets:
|
|
|
|
|
|
|
|
|
||||
Commodities contracts
|
$
|
273.6
|
|
$
|
55.3
|
|
$
|
2.3
|
|
$
|
331.2
|
|
Foreign currency contracts
|
|
—
|
|
|
16.0
|
|
|
—
|
|
|
16.0
|
|
Cash surrender value of life insurance
|
|
—
|
|
|
4.0
|
|
|
—
|
|
|
4.0
|
|
Total assets at fair value
|
$
|
273.6
|
|
$
|
75.3
|
|
$
|
2.3
|
|
$
|
351.2
|
|
|
|
|
|
|
|
|
|
|
||||
Liabilities:
|
|
|
|
|
|
|
|
|
||||
Commodities contracts
|
$
|
236.6
|
|
$
|
88.8
|
|
$
|
0.7
|
|
$
|
326.1
|
|
Foreign currency contracts
|
|
—
|
|
|
6.4
|
|
|
—
|
|
|
6.4
|
|
Total liabilities at fair value
|
$
|
236.6
|
|
$
|
95.2
|
|
$
|
0.7
|
|
$
|
332.5
|
|
|
Fair Value Measurements as of December 31, 2015
|
|
||||||||||
|
|
Level 1 Inputs
|
|
|
Level 2 Inputs
|
|
|
Level 3 Inputs
|
|
|
Total Fair Value
|
|
Assets:
|
|
|
|
|
|
|
|
|
||||
Commodities contracts
|
$
|
262.0
|
|
$
|
252.0
|
|
$
|
3.3
|
|
$
|
517.3
|
|
Foreign currency contracts
|
|
—
|
|
|
12.4
|
|
|
—
|
|
|
12.4
|
|
Cash surrender value of life insurance
|
|
—
|
|
|
2.4
|
|
|
—
|
|
|
2.4
|
|
Total assets at fair value
|
$
|
262.0
|
|
$
|
266.8
|
|
$
|
3.3
|
|
$
|
532.1
|
|
|
|
|
|
|
|
|
|
|
||||
Liabilities:
|
|
|
|
|
|
|
|
|
||||
Commodities contracts
|
$
|
339.8
|
|
$
|
123.4
|
|
$
|
0.2
|
|
$
|
463.4
|
|
Foreign currency contracts
|
|
—
|
|
|
5.0
|
|
|
—
|
|
|
5.0
|
|
Total liabilities at fair value
|
$
|
339.8
|
|
$
|
128.4
|
|
$
|
0.2
|
|
$
|
468.5
|
|
|
Fair Value as of December 31, 2015
|
|
||||||||||||||||
|
|
Gross Amounts Recognized
|
|
|
Gross Amounts Offset
|
|
|
Net Amounts Presented
|
|
|
Cash Collateral
|
|
|
Gross Amounts Without Right of Offset
|
|
|
Net Amounts
|
|
|
|
|
|
|
|
|
||||||||||||
|
|
|
|
|
|
|
||||||||||||
Assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Commodities contracts
|
$
|
517.3
|
|
$
|
257.2
|
|
$
|
260.1
|
|
$
|
28.4
|
|
$
|
—
|
|
$
|
231.7
|
|
Foreign currency contracts
|
|
12.4
|
|
|
4.1
|
|
|
8.2
|
|
|
—
|
|
|
—
|
|
|
8.2
|
|
Total assets at fair value
|
$
|
529.6
|
|
$
|
261.3
|
|
$
|
268.4
|
|
$
|
28.4
|
|
$
|
—
|
|
$
|
240.0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Commodities contracts
|
$
|
463.4
|
|
$
|
257.2
|
|
$
|
206.3
|
|
$
|
140.8
|
|
$
|
—
|
|
$
|
65.5
|
|
Foreign currency contracts
|
|
5.0
|
|
|
4.1
|
|
|
0.9
|
|
|
—
|
|
|
—
|
|
|
0.9
|
|
Total liabilities at fair value
|
$
|
468.5
|
|
$
|
261.3
|
|
$
|
207.2
|
|
$
|
140.8
|
|
$
|
—
|
|
$
|
66.4
|
|
|
|
|||||
|
2016
|
|
2015
|
|
||
Fair value at beginning of the period
|
$
|
3.0
|
|
$
|
2.8
|
|
Included in earnings
|
(1.3
|
)
|
4.2
|
|
||
Settlements
|
—
|
|
4.8
|
|
||
Transfers in
|
—
|
|
0.9
|
|
||
Transfers out
|
0.1
|
|
—
|
|
||
Fair value at end of period
|
$
|
1.6
|
|
$
|
3.0
|
|
|
|
|
||||
Gains for the period included in earnings attributable to the change in unrealized gains relating to derivatives still held at the reporting date
|
$
|
1.6
|
|
$
|
2.6
|
|
|
For the Year ended December 31,
|
|
|||||||||
|
2016
|
|
|
2015
|
|
|
2014
|
|
|||
Revenue:
|
|
|
|
|
|
||||||
Aviation segment
|
$
|
10,914.4
|
|
|
$
|
11,739.8
|
|
|
$
|
17,268.8
|
|
Marine segment
|
7,182.5
|
|
|
9,367.2
|
|
|
13,843.3
|
|
|||
Land segment
|
8,918.8
|
|
|
9,274.3
|
|
|
12,279.6
|
|
|||
|
$
|
27,015.8
|
|
|
$
|
30,381.4
|
|
|
$
|
43,391.8
|
|
Gross profit:
|
|
|
|
|
|
||||||
Aviation segment
|
$
|
401.0
|
|
|
$
|
361.9
|
|
|
$
|
323.4
|
|
Marine segment
|
149.5
|
|
|
189.6
|
|
|
207.8
|
|
|||
Land segment
|
348.5
|
|
|
309.5
|
|
|
287.9
|
|
|||
|
$
|
899.0
|
|
|
$
|
861.0
|
|
|
$
|
819.1
|
|
Income from operations:
|
|
|
|
|
|
||||||
Aviation segment
|
$
|
160.5
|
|
|
$
|
132.2
|
|
|
$
|
144.1
|
|
Marine segment
|
30.2
|
|
|
73.0
|
|
|
92.2
|
|
|||
Land segment
|
70.8
|
|
|
101.4
|
|
|
93.9
|
|
|||
|
261.5
|
|
|
306.5
|
|
|
330.2
|
|
|||
Corporate overhead - unallocated
|
(72.7
|
)
|
|
(60.9
|
)
|
|
(53.5
|
)
|
|||
|
$
|
188.9
|
|
|
$
|
245.7
|
|
|
$
|
276.7
|
|
Depreciation and amortization:
|
|
|
|
|
|
||||||
Aviation segment, includes allocation from corporate
|
$
|
24.2
|
|
|
$
|
22.6
|
|
|
$
|
15.4
|
|
Marine segment, includes allocation from corporate
|
6.6
|
|
|
6.4
|
|
|
5.6
|
|
|||
Land segment, includes allocation from corporate
|
47.1
|
|
|
32.9
|
|
|
32.5
|
|
|||
Corporate
|
4.4
|
|
|
3.7
|
|
|
3.7
|
|
|||
|
$
|
82.3
|
|
|
$
|
65.5
|
|
|
$
|
57.3
|
|
Capital expenditures:
|
|
|
|
|
|
||||||
Aviation segment
|
$
|
4.9
|
|
|
$
|
13.4
|
|
|
$
|
9.0
|
|
Marine segment
|
6.1
|
|
|
8.0
|
|
|
13.9
|
|
|||
Land segment
|
12.3
|
|
|
16.4
|
|
|
16.0
|
|
|||
Corporate
|
14.5
|
|
|
10.6
|
|
|
12.9
|
|
|||
|
$
|
37.7
|
|
|
$
|
48.4
|
|
|
$
|
51.8
|
|
|
As of December 31,
|
|
|||||
|
2016
|
|
|
2015
|
|
||
Accounts receivable, net:
|
|
|
|
||||
Aviation segment, net of allowance for bad debt of $6.6 and $6.1 as of December 31, 2016 and December 31, 2015, respectively
|
$
|
776.0
|
|
|
$
|
571.6
|
|
Marine segment, net of allowance for bad debt of $10.2 and $10.7 as of December 31, 2016 and December 31, 2015, respectively
|
830.5
|
|
|
611.2
|
|
||
Land segment, net of allowance for bad debt of $8.2 and $8.2 as of December 31, 2016 and December 31, 2015, respectively
|
737.5
|
|
|
629.8
|
|
||
|
$
|
2,344.0
|
|
|
$
|
1,812.6
|
|
Goodwill:
|
|
|
|
||||
Aviation segment
|
$
|
266.8
|
|
|
$
|
173.7
|
|
Marine segment
|
72.3
|
|
|
71.4
|
|
||
Land segment
|
496.7
|
|
|
430.7
|
|
||
|
$
|
835.8
|
|
|
$
|
675.8
|
|
Identifiable intangible assets, net:
|
|
|
|
||||
Aviation segment
|
$
|
72.1
|
|
|
$
|
64.7
|
|
Marine segment
|
5.0
|
|
|
6.1
|
|
||
Land segment
|
205.2
|
|
|
140.2
|
|
||
|
$
|
282.3
|
|
|
$
|
210.9
|
|
Total assets:
|
|
|
|
||||
Aviation segment
|
$
|
2,050.6
|
|
|
$
|
1,546.9
|
|
Marine segment
|
1,287.7
|
|
|
1,149.5
|
|
||
Land segment
|
1,928.5
|
|
|
1,651.5
|
|
||
Corporate
|
145.8
|
|
|
177.3
|
|
||
|
$
|
5,412.6
|
|
|
$
|
4,525.3
|
|
|
For the Year ended December 31,
|
|
|||||||||
|
2016
|
|
|
2015
|
|
|
2014
|
|
|||
Revenue:
|
|
|
|
|
|
||||||
United States
|
$
|
14,368.8
|
|
|
$
|
15,496.3
|
|
|
$
|
21,519.6
|
|
EMEA
(1)
|
6,018.6
|
|
|
6,382.2
|
|
|
8,613.1
|
|
|||
Asia/Pacific
(2)
|
4,271.1
|
|
|
5,863.4
|
|
|
9,844.7
|
|
|||
Americas, excluding United States
|
2,357.2
|
|
|
2,639.5
|
|
|
3,414.4
|
|
|||
Total
|
$
|
27,015.8
|
|
|
$
|
30,381.4
|
|
|
$
|
43,391.8
|
|
Income from operations:
|
|
|
|
|
|
||||||
United States
|
$
|
(26.1
|
)
|
|
$
|
19.2
|
|
|
$
|
51.8
|
|
EMEA
|
155.3
|
|
|
153.8
|
|
|
123.7
|
|
|||
Asia/Pacific
|
38.3
|
|
|
54.4
|
|
|
76.2
|
|
|||
Americas, excluding United States
|
21.3
|
|
|
18.2
|
|
|
24.9
|
|
|||
Total
|
$
|
188.9
|
|
|
$
|
245.7
|
|
|
$
|
276.7
|
|
|
As of December 31,
|
|
|||||
|
2016
|
|
|
2015
|
|
||
Non-current assets:
|
|
|
|
||||
United States
|
$
|
799.2
|
|
|
$
|
639.9
|
|
EMEA
|
587.4
|
|
|
604.6
|
|
||
Asia/Pacific
|
17.2
|
|
|
5.3
|
|
||
Americas, excluding United States
|
172.4
|
|
|
29.5
|
|
||
Total
|
$
|
1,576.1
|
|
|
$
|
1,279.3
|
|
Total assets:
|
|
|
|
||||
United States
|
$
|
2,462.0
|
|
|
$
|
1,890.5
|
|
EMEA
|
1,805.6
|
|
|
1,719.5
|
|
||
Asia/Pacific
|
661.2
|
|
|
614.9
|
|
||
Americas, excluding United States
|
483.9
|
|
|
300.2
|
|
||
Total
|
$
|
5,412.6
|
|
|
$
|
4,525.3
|
|
(1)
|
Includes revenue related to the U.K. of
$4.1 billion
,
$4.7 billion
and
$6.2 billion
for
2016
,
2015
and
2014
, respectively.
|
(2)
|
Includes revenue related to Singapore of
$4.2 billion
,
$5.8 billion
and
$9.7 billion
for
2016
,
2015
and
2014
, respectively.
|
|
March 31,
|
|
|
June 30,
|
|
|
September 30,
|
|
|
December 31,
|
|
||||
|
2016
|
|
|
2016
|
|
|
2016
(1)
|
|
|
2016
(1)(2)
|
|
||||
Revenue
|
$
|
5,190.8
|
|
|
$
|
6,633.0
|
|
|
$
|
7,399.8
|
|
|
$
|
7,792.1
|
|
Gross profit
|
$
|
221.5
|
|
|
$
|
218.5
|
|
|
$
|
236.7
|
|
|
$
|
222.3
|
|
Net income including noncontrolling interest
|
$
|
51.6
|
|
|
$
|
29.8
|
|
|
$
|
43.0
|
|
|
$
|
2.1
|
|
Net income attributable to World Fuel
|
$
|
51.8
|
|
|
$
|
30.0
|
|
|
$
|
42.7
|
|
|
$
|
2.2
|
|
Basic earnings per common share
(5)
|
$
|
0.74
|
|
|
$
|
0.43
|
|
|
$
|
0.62
|
|
|
$
|
0.03
|
|
Diluted earnings per common share
(5)
|
$
|
0.74
|
|
|
$
|
0.43
|
|
|
$
|
0.61
|
|
|
$
|
0.03
|
|
|
March 31,
|
|
|
June 30,
|
|
|
September 30,
|
|
|
December 31,
|
|
||||
|
2015
(3)
|
|
|
2015
(3)
|
|
|
2015
(3)(4)
|
|
|
2015
(3)(4)
|
|
||||
Revenue
|
$
|
7,340.7
|
|
|
$
|
8,496.4
|
|
|
$
|
7,810.7
|
|
|
$
|
6,733.6
|
|
Gross profit
|
$
|
213.6
|
|
|
$
|
190.4
|
|
|
$
|
226.7
|
|
|
$
|
230.2
|
|
Net income including noncontrolling interest
|
$
|
49.3
|
|
|
$
|
29.0
|
|
|
$
|
42.7
|
|
|
$
|
49.6
|
|
Net income attributable to World Fuel
|
$
|
50.3
|
|
|
$
|
30.5
|
|
|
$
|
43.7
|
|
|
$
|
49.9
|
|
Basic earnings per common share
(5)
|
$
|
0.71
|
|
|
$
|
0.43
|
|
|
$
|
0.62
|
|
|
$
|
0.72
|
|
Diluted earnings per common share
|
$
|
0.70
|
|
|
$
|
0.43
|
|
|
$
|
0.62
|
|
|
$
|
0.71
|
|
|
As of December 31, 2015
|
|
||||||||
|
As Reported
|
|
|
Adjustment
|
|
|
Revised
|
|
||
Assets:
|
|
|
|
|
|
|||||
Current assets:
|
|
|
|
|
|
|||||
Cash and cash equivalents
|
$
|
582.5
|
|
|
—
|
|
|
$
|
582.5
|
|
Accounts receivable, net
|
1,812.6
|
|
|
—
|
|
|
1,812.6
|
|
||
Inventories
|
359.1
|
|
|
—
|
|
|
359.1
|
|
||
Prepaid expenses
|
57.9
|
|
|
—
|
|
|
57.9
|
|
||
Short-term derivative assets, net
|
227.2
|
|
|
(6.8
|
)
|
|
220.4
|
|
||
Other current assets
|
209.8
|
|
|
(1.8
|
)
|
|
208.0
|
|
||
Current assets held for sale
|
5.5
|
|
|
—
|
|
|
5.5
|
|
||
Total current assets
|
3,254.6
|
|
|
(8.6
|
)
|
|
3,246.0
|
|
||
|
|
|
|
|
|
|||||
Property and equipment, net
|
225.6
|
|
|
—
|
|
|
225.6
|
|
||
Goodwill
|
675.8
|
|
|
—
|
|
|
675.8
|
|
||
Identifiable intangible and other non-current assets
|
356.9
|
|
|
(15.5
|
)
|
|
341.4
|
|
||
Non-current assets held for sale
|
36.5
|
|
|
—
|
|
|
36.5
|
|
||
Total assets
|
$
|
4,549.4
|
|
|
(24.1
|
)
|
|
$
|
4,525.3
|
|
|
|
|
|
|
|
|||||
Liabilities:
|
|
|
|
|
|
|||||
Current liabilities:
|
|
|
|
|
|
|||||
Short-term debt
|
$
|
25.5
|
|
|
—
|
|
|
$
|
25.5
|
|
Accounts payable
|
1,349.6
|
|
|
—
|
|
|
1,349.6
|
|
||
Customer deposits
|
118.3
|
|
|
—
|
|
|
118.3
|
|
||
Accrued expenses and other current liabilities
|
263.8
|
|
|
(8.6
|
)
|
|
255.2
|
|
||
Current liabilities held for sale
|
5.6
|
|
|
—
|
|
|
5.6
|
|
||
Total current liabilities
|
1,762.8
|
|
|
(8.6
|
)
|
|
1,754.2
|
|
||
|
|
|
|
|
|
|||||
Long-term debt
|
746.7
|
|
|
—
|
|
|
746.7
|
|
||
Non-current income tax liabilities, net
|
87.7
|
|
|
—
|
|
|
87.7
|
|
||
Other long-term liabilities
|
25.8
|
|
|
—
|
|
|
25.8
|
|
||
Non-current liabilities held for sale
|
5.0
|
|
|
—
|
|
|
5.0
|
|
||
Total liabilities
|
$
|
2,628.0
|
|
|
(8.6
|
)
|
|
$
|
2,619.4
|
|
|
|
|
|
|
|
|||||
Commitments and contingencies
|
|
|
|
|
|
|
|
|||
|
|
|
|
|
|
|||||
Equity:
|
|
|
|
|
|
|||||
World Fuel shareholders' equity:
|
|
|
|
|
|
|||||
Preferred stock, $1.00 par value; 0.1 shares authorized, none issued
|
—
|
|
|
—
|
|
|
—
|
|
||
Common stock, $0.01 par value; 100.0 shares authorized, 70.8 and 72.1 issued and outstanding as of December 31, 2015 and December 31, 2014, respectively
|
0.7
|
|
|
—
|
|
|
0.7
|
|
||
Capital in excess of par value
|
435.3
|
|
|
—
|
|
|
435.3
|
|
||
Retained earnings
|
1,588.6
|
|
|
(19.2
|
)
|
|
1,569.4
|
|
||
Accumulated other comprehensive loss
|
(113.2
|
)
|
|
3.7
|
|
|
(109.5
|
)
|
||
Total World Fuel shareholders' equity
|
1,911.4
|
|
|
(15.5
|
)
|
|
1,895.9
|
|
||
Noncontrolling interest equity
|
10.0
|
|
|
—
|
|
|
10.0
|
|
||
Total equity
|
1,921.4
|
|
|
(15.5
|
)
|
|
1,905.9
|
|
||
Total liabilities and equity
|
$
|
4,549.4
|
|
|
(24.1
|
)
|
|
$
|
4,525.3
|
|
|
|
For the Year ended
|
|
|
For the Year ended
|
|
||||||||||||||||
|
|
December 31, 2015
|
|
|
December 31, 2014
|
|
||||||||||||||||
|
|
As Reported
|
|
|
Adjustment
|
|
|
Revised
|
|
|
As Reported
|
|
|
Adjustment
|
|
|
Revised
|
|
||||
Revenue
|
|
$
|
30,379.7
|
|
|
1.7
|
|
|
$
|
30,381.4
|
|
|
$
|
43,386.4
|
|
|
5.4
|
|
|
$
|
43,391.8
|
|
Cost of revenue
|
|
29,519.2
|
|
|
1.2
|
|
|
29,520.4
|
|
|
42,572.8
|
|
|
(0.1
|
)
|
|
42,572.7
|
|
||||
Gross profit
|
|
860.5
|
|
|
0.5
|
|
|
861.0
|
|
|
813.6
|
|
|
5.5
|
|
|
819.1
|
|
||||
Operating expenses:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Compensation and employee benefits
|
|
365.8
|
|
|
—
|
|
|
365.8
|
|
|
319.8
|
|
|
—
|
|
|
319.8
|
|
||||
Provision for bad debt
|
|
7.5
|
|
|
—
|
|
|
7.5
|
|
|
3.8
|
|
|
—
|
|
|
3.8
|
|
||||
General and administrative
|
|
240.0
|
|
|
2.1
|
|
|
242.1
|
|
|
220.9
|
|
|
(2.1
|
)
|
|
218.8
|
|
||||
|
|
613.3
|
|
|
2.0
|
|
|
615.3
|
|
|
544.5
|
|
|
(2.1
|
)
|
|
542.4
|
|
||||
Income from operations
|
|
247.2
|
|
|
(1.5
|
)
|
|
245.7
|
|
|
269.1
|
|
|
7.6
|
|
|
276.7
|
|
||||
Non-operating expenses, net:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Interest expense and other financing costs, net
|
|
(29.9
|
)
|
|
—
|
|
|
(29.9
|
)
|
|
(25.2
|
)
|
|
—
|
|
|
(25.2
|
)
|
||||
Other income, net
|
|
2.0
|
|
|
—
|
|
|
2.0
|
|
|
25.6
|
|
|
(2.3
|
)
|
|
23.3
|
|
||||
|
|
(27.9
|
)
|
|
—
|
|
|
(27.9
|
)
|
|
0.4
|
|
|
(2.3
|
)
|
|
(1.9
|
)
|
||||
Income before income taxes
|
|
219.3
|
|
|
(1.6
|
)
|
|
217.7
|
|
|
269.5
|
|
|
5.3
|
|
|
274.8
|
|
||||
Provision for income taxes
|
|
36.3
|
|
|
10.9
|
|
|
47.2
|
|
|
51.1
|
|
|
2.5
|
|
|
53.6
|
|
||||
Net income including noncontrolling interest
|
|
183.0
|
|
|
(12.5
|
)
|
|
170.5
|
|
|
218.4
|
|
|
2.7
|
|
|
221.1
|
|
||||
Net (loss) attributable to noncontrolling interest
|
|
(3.9
|
)
|
|
—
|
|
|
(3.9
|
)
|
|
(3.3
|
)
|
|
—
|
|
|
(3.3
|
)
|
||||
Net income attributable to World Fuel
|
|
$
|
186.9
|
|
|
(12.4
|
)
|
|
$
|
174.5
|
|
|
$
|
221.7
|
|
|
2.8
|
|
|
$
|
224.5
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Basic earnings per common share
|
|
$
|
2.66
|
|
|
(0.17
|
)
|
|
$
|
2.49
|
|
|
$
|
3.13
|
|
|
0.04
|
|
|
$
|
3.17
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Basic weighted average common shares
|
|
70.2
|
|
|
—
|
|
|
70.2
|
|
|
70.8
|
|
|
—
|
|
|
70.8
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Diluted earnings per common share
|
|
$
|
2.64
|
|
|
(0.17
|
)
|
|
$
|
2.47
|
|
|
$
|
3.11
|
|
|
0.04
|
|
|
$
|
3.15
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Diluted weighted average common shares
|
|
70.7
|
|
|
—
|
|
|
70.7
|
|
|
71.3
|
|
|
—
|
|
|
71.3
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Comprehensive income:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Net income including noncontrolling interest
|
|
$
|
183.0
|
|
|
(12.5
|
)
|
|
$
|
170.5
|
|
|
$
|
218.4
|
|
|
2.7
|
|
|
$
|
221.1
|
|
Other comprehensive income (loss):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Foreign currency translation adjustments
|
|
(49.6
|
)
|
|
4.2
|
|
|
(45.4
|
)
|
|
(30.9
|
)
|
|
0.1
|
|
|
(30.8
|
)
|
||||
Cash Flow hedge, net
|
|
0.6
|
|
|
(1.4
|
)
|
|
(0.8
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
|
|
(49.0
|
)
|
|
2.8
|
|
|
(46.2
|
)
|
|
(30.9
|
)
|
|
0.1
|
|
|
(30.8
|
)
|
||||
Comprehensive income including noncontrolling interest
|
|
134.0
|
|
|
(9.7
|
)
|
|
124.3
|
|
|
187.5
|
|
|
2.9
|
|
|
190.4
|
|
||||
Comprehensive income (loss) attributable to noncontrolling interest
|
|
0.1
|
|
|
(8.0
|
)
|
|
(2.2
|
)
|
|
(3.3
|
)
|
|
—
|
|
|
(1.1
|
)
|
||||
Comprehensive income attributable to World Fuel
|
|
$
|
133.9
|
|
|
(1.6
|
)
|
|
$
|
126.4
|
|
|
$
|
190.8
|
|
|
2.9
|
|
|
$
|
191.4
|
|
/s/ MICHAEL J. KASBAR
|
|
Michael J. Kasbar
Chairman, President and Chief Executive Officer
|
|
|
|
/s/ IRA M. BIRNS
|
|
Ira M. Birns
Executive Vice President and Chief Financial Officer
|
Signature
|
|
Title
|
/s/ MICHAEL J. KASBAR
|
|
Chairman, President and Chief Executive Officer
|
Michael J. Kasbar
|
|
(Principal Executive Officer)
|
|
|
|
/s/ IRA M. BIRNS
|
|
Executive Vice President and Chief Financial Officer
|
Ira M. Birns
|
|
(Principal Financial Officer)
|
|
|
|
/s/ CARLOS M. VELAZQUEZ
|
|
Senior Vice President and Chief Accounting Officer
|
Carlos M. Velazquez
|
|
(Principal Accounting Officer)
|
|
|
|
/s/ KEN BAKSHI
|
|
Director
|
Ken Bakshi
|
|
|
|
|
|
/s/ JORGE L. BENITEZ
|
|
Director
|
Jorge L. Benitez
|
|
|
|
|
|
/s/ RICHARD A. KASSAR
|
|
Director
|
Richard A. Kassar
|
|
|
|
|
|
/s/ MYLES KLEIN
|
|
Director
|
Myles Klein
|
|
|
|
|
|
/s/ JOHN L. MANLEY
|
|
Director
|
John L. Manley
|
|
|
|
|
|
/s/ J. THOMAS PRESBY
|
|
Director
|
J. Thomas Presby
|
|
|
|
|
|
/s/ STEPHEN K. RODDENBERRY
|
|
Director
|
Stephen K. Roddenberry
|
|
|
|
|
|
/s/ PAUL H. STEBBINS
|
|
Director
|
Paul H. Stebbins
|
|
|
|
|
|
|
Less than [●]%
|
At least [●]% but less than [●]%
|
At least [●]% but less than [●]%
|
At least [●]% but less than [●]%
|
[●]% or more
|
Earned PRSUs
|
0% of target PRSUs
|
25% of target PRSUs
|
100% of target PRSUs
|
150% of target PRSUs
|
200% of target PRSUs
|
Entity Name
|
Jurisdiction
|
Advance Petroleum, LLC
|
Florida
|
AHT Services, LLC
|
Nevada
|
Air Petro Corp.
|
California
|
Alta Fuels, LLC
|
Colorado
|
Alta Transportation, LLC
|
Colorado
|
Altitude Ventures Holding Inc.
|
Delaware
|
Amelia Holding AB
|
Sweden
|
ANY-G B.V.
|
Netherlands
|
ANY-G Services B.V.
|
Netherlands
|
Ascent Aviation Group, Inc.
|
New York
|
Associated Petroleum Products, Inc.
|
Washington
|
AVCARD Holding Company (BVI) Ltd.
|
British Virgin Islands
|
AVCARD Services (BVI), Ltd.
|
British Virgin Islands
|
Avinode, Inc.
|
Delaware
|
Avinode Aktiebolag
|
Sweden
|
Avinode Shared Services AB
|
Sweden
|
Baseops International, Inc.
|
Texas
|
Bergen Energi AB
|
Sweden
|
Bergen Energi ApS
|
Denmark
|
Bergen Energi Deutschland GmbH
|
Germany
|
Bergen Energi France SarL
|
France
|
Bergen Energi Green Services AS
|
Norway
|
Bergen Energi Markets AS
|
Norway
|
Bergen Energi Nederland B.V.
|
Netherlands
|
Bergen Energi Spot AS
|
Norway
|
Casa Petro, S.R.L.
|
Costa Rica
|
Chrome Club, Inc.
|
Minnesota
|
Colt International, L.L.C.
|
Texas
|
Colt International das Américas Serviços de Aviação Ltda.
|
Brazil
|
Colt International Europe SARL
|
Switzerland
|
Colt Risk Management Services, LLC
|
Texas
|
Combustibles Aereos Nacionales, S. de R.L. de C.V. *
|
Mexico
|
Ecuacentair Cia. Ltda.
|
Ecuador
|
Falmouth Oil Services Limited *
|
United Kingdom
|
Falmouth Petroleum Limited
|
United Kingdom
|
Gib Oil (UK) Limited
|
United Kingdom
|
Gib Oil Limited
|
Gibraltar
|
Hellenic Aviation Fuel Company S.A.
|
Greece
|
Henty Oil Limited
|
United Kingdom
|
Henty Shipping Services Limited
|
United Kingdom
|
IRC Oil Technics, Inc.*
|
Delaware
|
JCP Brazil, LLC
|
Texas
|
K T M, Inc.
|
Colorado
|
Kinect Energy AS
|
Norway
|
Kinect Energy Denmark A/S
|
Denmark
|
Kinect Energy Hungary Kft
|
Hungary
|
Kinect Energy, Inc.
|
Florida
|
Kinect Energy UK Limited
|
United Kingdom
|
Kropp Holdings, Inc.
|
Maryland
|
LFO Holdings Limited
|
United Kingdom
|
Entity Name
|
Jurisdiction
|
Linton Fuel Oils Limited
|
United Kingdom
|
MH Aviation Services (Pty) Ltd
|
South Africa
|
MS Europe B.V.
|
Netherlands
|
Multi Service Aero B.V.
|
Netherlands
|
Multi Service Comercio, S. de R.L. de C.V.
|
Mexico
|
Multi Service Holding B.V.
|
Netherlands
|
Multi Service Pre Paid Solutions B.V.
|
Netherlands
|
Multi Service Private Label B.V.
|
Netherlands
|
Multi Service PTY Limited
|
Australia
|
Multi Service Technology Solutions, Inc.
|
Florida
|
Nordic Camp Supply ApS
|
Denmark
|
Nordic Camp Supply B.V.
|
Netherlands
|
Norenergi A/S
|
Denmark
|
Norse Bunkers AS
|
Norway
|
Oil Shipping (Bunkering) B.V.
|
Netherlands
|
Oil Shipping Korea Limited
|
Korea
|
PAPCO, Inc.
|
Virginia
|
PAX Distribution, LLC
|
Washington
|
PayNode AB
|
Sweden
|
Petro Air, Corp.
|
Puerto Rico
|
Petroleum Transport Solutions, LLC
|
Minnesota
|
PetroServicios de Costa Rica, S.R.L.
|
Costa Rica
|
PT Oil Shipping Trans Indonesia
|
Indonesia
|
PT Servicios De Guatemala, Limitada
|
Guatemala
|
Redline Oil Services Limited
|
United Kingdom
|
Resource Recovery of America, Inc.*
|
Florida
|
Schedaero AB
|
Sweden
|
Schedaero, Inc.
|
Delaware
|
Servicios Auxiliares de México, S. de R.L. de C.V.
|
Mexico
|
Servicios WFSE Ecuador C.L.
|
Ecuador
|
Spire Flight Solutions (Ireland) Limited
|
Ireland
|
Tamlyn Shipping Limited *
|
United Kingdom
|
Tank and Marine Engineering Limited
|
United Kingdom
|
The Hiller Group Incorporated
|
Florida
|
The Lubricant Company Limited
|
United Kingdom
|
TM Hawkins Brazil, LLC
|
Texas
|
Tobras Distribuidora de Combustíveis Ltda.
|
Brazil
|
Tramp Group Limited *
|
United Kingdom
|
Tramp Holdings Limited *
|
United Kingdom
|
Tramp Oil & Marine (Argentina) S.R.L.
|
Argentina
|
Tramp Oil & Marine (Chile), Limitada
|
Chile
|
Tramp Oil & Marine (Romania) SRL
|
Romania
|
Tramp Oil & Marine Limited *
|
United Kingdom
|
Tramp Oil (Brasil) Ltda.
|
Brazil
|
Tramp Oil Germany GmbH
|
Germany
|
Tramp Oil Participações Ltda.
|
Brazil
|
Tramp Oil Schiffahrts-und Handelsgesellschaft mbH & Co.
|
Germany
|
Trans-Tec International S.R.L.
|
Costa Rica
|
Trans-Tec Mundial Acquisition Company, Limitada
|
Costa Rica
|
U.S. Energy Engineering, Inc.
|
Minnesota
|
Entity Name
|
Jurisdiction
|
U.S. Energy Services, Inc.
|
Minnesota
|
Western Aviation Products LLC *
|
Minnesota
|
Western Petroleum Company
|
Minnesota
|
WF Lubricants S.L.
|
Spain
|
WFL (UK) Limited
|
United Kingdom
|
WFL (UK) II Limited
|
United Kingdom
|
WFL Mozambique, Lda
|
Mozambique
|
WFS & J Company Limited
|
Japan
|
WFS Agencia de Naves, Limitada
|
Chile
|
WFS Commercial Consulting (Shanghai) Co., Ltd.
|
Shanghai, People's Republic of China
|
WFS Danish Holding Company I ApS *
|
Denmark
|
WFS Danish Holding Company I ApS - Norway Branch
|
Norway
|
WFS Danish Holding Partnership K/S
|
Denmark
|
WFS UK Holding Company II Limited
|
United Kingdom
|
WFS UK Holding Company III Limited
|
United Kingdom
|
WFS UK Holding Partnership II LP
|
United Kingdom
|
WFS UK Holding Partnership III LP
|
United Kingdom
|
WFS UK Holding Partnership LP
|
United Kingdom
|
WFS US Holding Company I LLC
|
Delaware
|
WFS US Holding Company II LLC
|
Florida
|
WFS US Holding Company III LLC
|
Florida
|
WFS US Holding Company IV, LLC
|
Florida
|
WFS US Holding Company V, LLC
|
Florida
|
WFS US Holding Company VI, LLC
|
Florida
|
WFS US Holding Company VII, LLC
|
Florida
|
World Fuel Capital Limited
|
United Kingdom
|
World Fuel Cayman Holding Company I
|
Cayman Islands
|
World Fuel Cayman Holding Company III
|
Cayman Islands
|
World Fuel Cayman Holding Company IV *
|
Cayman Islands
|
World Fuel Cayman Holding Company V *
|
Cayman Islands
|
World Fuel CX, LLC
|
Kansas
|
World Fuel Gas and Power Limited
|
United Kingdom
|
World Fuel International S.R.L.
|
Costa Rica
|
World Fuel Services (Australia) Pty Ltd
|
Australia
|
World Fuel Services (Bahamas) LLC
|
Bahamas
|
World Fuel Services (Costa Rica) Limitada *
|
Costa Rica
|
World Fuel Services (Denmark) ApS
|
Denmark
|
World Fuel Services (KG) Limited Liability Company
|
Kyrgyzstan
|
World Fuel Services (Malaysia) Sdn. Bhd.
|
Malaysia
|
World Fuel Services (New Zealand) Limited
|
New Zealand
|
World Fuel Services (Panama) Limited Liability Company Sociedad de Responsabilidad Limitada *
|
Panama
|
World Fuel Services (Singapore) Pte Ltd
|
Singapore
|
World Fuel Services (South Africa) (Pty) Ltd
|
South Africa
|
World Fuel Services Argentina S.R.L.
|
Argentina
|
World Fuel Services Aviation Limited
|
United Kingdom
|
World Fuel Services Belgium BVBA
|
Belgium
|
World Fuel Services Canada, ULC
|
Canada
|
World Fuel Services Chile, Limitada
|
Chile
|
World Fuel Services Company, LLC
|
Florida
|
Entity Name
|
Jurisdiction
|
World Fuel Services Company, LLC - Honduras Branch
|
Honduras
|
World Fuel Services Corporate Aviation Support Services, Inc.
|
Delaware
|
World Fuel Services CZ s.r.o.
|
Czech Republic
|
World Fuel Services Europe, Ltd.
|
United Kingdom
|
World Fuel Services European Holding Company I, Ltd.
|
United Kingdom
|
World Fuel Services Finance Company II S.à.r.L.
|
Luxembourg
|
World Fuel Services Finance Company S.à.r.L.
|
Luxembourg
|
World Fuel Services France SAS
|
France
|
World Fuel Services International (Panama) LLC
|
Panama
|
World Fuel Services Italy S.r.L.
|
Italy
|
World Fuel Services Japan G.K.
|
Japan
|
World Fuel Services Kenya Limited
|
Kenya
|
World Fuel Services México, S. de R.L. de C.V.
|
Mexico
|
World Fuel Services Pakistan (Pvt.) Limited
|
Pakistan
|
World Fuel Services Peru S.R.L.
|
Peru
|
World Fuel Services Private Limited
|
India
|
World Fuel Services Trading DMCC
|
United Arab Emirates
|
World Fuel Services Turkey Petrol Urunleri Dagitim Ve Ticaret Limited Sirketi
|
Turkey
|
World Fuel Services, Inc.
|
Texas
|
World Fuel Singapore Holding Company I Pte Ltd
|
Singapore
|
World Fuel Singapore Holding Company II Pte Ltd
|
Singapore
|
Yacht Fuel Services Limited
|
United Kingdom
|
|
|
*These entities are inactive.
|
|
1.
|
I have reviewed this Annual Report on Form 10-K of World Fuel Services Corporation for the period ended
December 31, 2016
;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a -15(f) and 15d-15(f)) for the registrant and have:
|
a.
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
b.
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
c.
|
Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
d.
|
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
|
5.
|
The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
|
a.
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
|
b.
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
|
Date: February 17, 2017
|
|
|
|
|
/s/ Michael J. Kasbar
|
|
Michael J. Kasbar
|
|
Chairman, President and Chief Executive Officer
|
1.
|
I have reviewed this Annual Report on Form 10-K of World Fuel Services Corporation for the period ended
December 31, 2016
;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a -15(f) and 15d-15(f)) for the registrant and have:
|
a.
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
b.
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
c.
|
Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
d.
|
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
|
5.
|
The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
|
a.
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
|
b.
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
|
Date: February 17, 2017
|
|
|
|
|
/s/ Ira M. Birns
|
|
Ira M. Birns
|
|
Executive Vice President and Chief Financial Officer
|
i.
|
the Annual Report on Form 10-K of the Company for the period ended
December 31, 2016
(the “Report”) fully complies with the requirements of Section 13(a) or 15(d), as applicable, of the Securities Exchange Act of 1934; and
|
ii.
|
the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
|
Date: February 17, 2017
|
|
|
|
|
/s/ Michael J. Kasbar
|
|
Michael J. Kasbar
|
|
Chairman, President and Chief Executive Officer
|
|
|
|
|
|
/s/ Ira M. Birns
|
|
Ira M. Birns
|
|
Executive Vice President and Chief Financial Officer
|
|
|
|
|
|