World Fuel Services 2009 Annual Report Download

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STABILITY
VISION
2 0 0 9 A N N U A L R E P O R T
RESOURCES
GLOBAL
®

Table of contents

  • Page 1
    STABILITY VISION RESOURCES GLOBAL 2 0 0 9 A N N U A L R E P O R T ®

  • Page 2
    ... financing of aviation, marine, and land transportation fuel products and related services. Our mission is to provide value for our business partners in energy and transportation by delivering innovative solutions and logistics through a global team of local professionals. Number of Customers 8,500...

  • Page 3
    ...-Term Investments Debt Shareholders' Equity $ 44 45 484 $ 322 33 608 $ 307 17 733 Income from Operations Net Income Table of Contents Financial Highlights Corporate Overview 1 2-3 4-5 6-7 8-9 10 11 $154 $154 $117 $105 Shareholder Letter Global Coverage Customers/Suppliers Our Team $86...

  • Page 4
    ...we go well beyond the supply and demand of fuel, providing a comprehensive outsource service that encompasses quality control, logistical support, and price risk management across three segments of business, in 200 countries. Business Segments 5-Year Compound Annual Growth Rate Aviation Gross Pro...

  • Page 5
    ..., and generating solid returns for our shareholders. STABILITY INNOVATION VALUE "Our deep risk management focus and solid liquidity profile provide a stable platform for profitable growth." - Ira M. Birns Executive Vice President and Chief Financial Officer World Fuel Services Corporation 3

  • Page 6
    ... platform provided a reliable conduit for suppliers trying to manage access to safe ratable demand. For our customers, World Fuel represented safe harbor as they sought a reliable source of supply, competitive pricing, quality service and financial support. In our marine segment we faced a special...

  • Page 7
    ...as well as organic growth resulted in record results. On the international front, our Henty acquisition has opened up new land markets for us in the U.K. and our operations in Brazil showed promising results. We are very excited about the progress we have made in the development of our land business...

  • Page 8
    ... 200 countries and more than 8,500 customers. We continue to identify strategic opportunities that help enhance our service offerings to not only set us apart from the competition, but also set the stage for future growth. GLOBAL AMERICAS Headquartered in Miami, we serve 46 countries, with 24...

  • Page 9
    "...global reach and local presence..." ASIA, PACIFIC Headquartered in Singapore, we serve 47 countries, with 6 offices. EUROPE, MIDDLE EAST, AFRICA Headquartered in London, we serve 107 countries, with 14 offices. ®

  • Page 10
    ... Demands World Fuel is engaged in the marketing and sale of marine, aviation, and land fuel products and related services in 200 countries throughout the world. Beyond global sourcing, we provide competitive pricing, fuel quality control, logistical support, and price risk management. Our customers...

  • Page 11
    "World Fuel's focused customer programs add value by driving demand for our refined products." - Mark D. Wilson VP Business Development, Marketing and Logistics, Tesoro Companies, Inc. Our efficient global distribution platform, combined with our balance sheet strength and ratable demand, ...

  • Page 12
    ... in Miami or Singapore, World Fuel's 1,250 employees take a team approach, working in partnership with each other to provide exceptional service, support and solutions, locally and globally. Senior Management Paul H. Stebbins Chairman and Chief Executive Officer Michael J. Kasbar President and...

  • Page 13
    ... the World Fuel Services Board of Directors have led the company to significant growth. Paul H. Stebbins Chairman and Chief Executive Officer World Fuel Services Corporation Joachim Heel Member of the Governance Committee and Technology and Operations Committee Former Senior Vice President, Global...

  • Page 14
    Focused on Service Excellence Through an unyielding commitment to service, World Fuel goes well beyond fuel supply and serves as a strong counter-party, creating value for our business partners, in energy and transportation, by delivering innovative solutions and logistics through a global team of ...

  • Page 15
    ... Suite 400 Miami, Florida (Address of principal executive offices) 33178 (Zip Code) Registrant's telephone number, including area code: (305) 428-8000 Securities registered pursuant to Section 12(b) of the Act: Title of each class: Name of each exchange on which registered: Common Stock, New York...

  • Page 16
    ...Item 13. Item 14. PART IV. Item 15. SIGNATURES Exhibits, Financial Statement Schedules ...42 Directors, Executive Officers and Corporate Governance ...Executive Compensation ...Security Ownership of Certain Beneficial Owners and Management and Related Shareholder Matters ...Certain Relationships and...

  • Page 17
    ... We have offices located in the United States, the United Kingdom, Denmark, Norway, the Netherlands, Germany, Greece, Turkey, the United Arab Emirates, Russia, Taiwan, South Korea, Singapore, Japan, Hong Kong, Costa Rica, Brazil, Chile, Argentina, Mexico, Colombia, Canada and South Africa. See "Item...

  • Page 18
    ... provide marine fuel and related services throughout most of the world under the following trade names: World Fuel, Trans-Tec, Bunkerfuels, Oil Shipping, Marine Energy, Norse Bunker, Casa Petro, Henty Oil and Tramp Oil. Through our extensive network of offices, we provide our customers global market...

  • Page 19
    ...land fuel and related services throughout most of the United States as well as parts of Brazil and the United Kingdom under the following trade names: World Fuel, Tobras, Henty Oil and Texor. In our land segment, we principally act as a reseller. When acting as a reseller, we generally purchase fuel...

  • Page 20
    ... in other reports, filings with the SEC, press releases, teleconferences, industry conferences or otherwise, are "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. The forward-looking statements include, without limitation, any statement that may...

  • Page 21
    ... or regulatory conditions generally and in the markets in which we operate; our failure to effectively hedge certain financial risks and the use of derivatives; non-performance by counterparties or customers to derivatives contracts; changes in credit terms extended to us from our suppliers; non...

  • Page 22
    ... or post letters of credit with other suppliers of fuel and related services. While no single customer represents more than 10% of our total consolidated revenue, diversification of credit risk is limited because we sell primarily within the marine, aviation and land transportation industries. Our...

  • Page 23
    ..., which include our customers and suppliers and financial institutions, could adversely affect us. We have exposure to the marine, aviation and land fuel industries as well as to our customers and suppliers in those industries. As part of our price risk management services, we offer our...

  • Page 24
    ... outside the control of the Company, such as expected and actual supply and demand for fuel; political conditions laws and regulations related to environmental matters, including those mandating or incentivizing alternative energy sources or otherwise addressing global climate change; changes in...

  • Page 25
    ...these third parties to comply with the laws and regulations of the U.S. government and various international jurisdictions. If the fuel we purchase from our suppliers fails to meet the specifications we have agreed to supply to our customers, our business could be adversely affected. We purchase the...

  • Page 26
    ...may reduce the number of customers that purchase our products and services, as well as the prices we are able to charge for such products and services. In addition, the marine, aviation and land transportation industries are subject to laws and regulations related to environmental matters, including...

  • Page 27
    ... senior management and key employees, our business and results of operations could be harmed. Our ability to maintain our competitive position is dependent largely on the services of our senior management and professional team. Although we have employment agreements with certain of our key executive...

  • Page 28
    ... opportunities of fuel resellers and other related service businesses. For example, we purchased Henty Oil Limited, Tank and Marine Engineering Limited and Henty Shipping Services Limited (collectively, "Henty") and certain assets of TGS Petroleum, Inc. (the "TGS business") in 2009. We cannot...

  • Page 29
    ...-owned business enterprises, the employees of which are considered foreign officials for purposes of the FCPA. In addition, some of the international locations in which we operate lack a developed legal system and have higher than normal levels of corruption. Economic sanctions programs restrict...

  • Page 30
    ... oil companies, who may choose to directly market to airlines, shipping companies and petroleum distributors operating in the land transportation market, or to provide less advantageous price and credit terms to us than to our fuel reseller competitors. If we fail to comply with environmental laws...

  • Page 31
    ... additional management resources to Section 404 compliance. In the event that our chief executive officer, chief financial officer or independent registered public accounting firm determines that our internal control over financial reporting is not effective as defined under Section 404, investor...

  • Page 32
    ... the sale of alcohol and tobacco products in our convenience stores. A violation or change of these laws could adversely affect our business, financial condition and results of operations because state and local regulatory agencies have the power to approve, revoke, suspend or deny applications...

  • Page 33
    WORLD FUEL SERVICES CORPORATION and SUBSIDIARIES PROPERTIES Location Principal Use Lease Expiration 9800 Northwest 41st Street, Suite 400 Miami, FL 33178, USA 333 Cypress Run #200 Houston, Texas 77094, USA 23 Wallace Street Red Bank, NJ 07701, USA 3340 S. Harlem Avenue Riverside, IL 60546, USA 4 ...

  • Page 34
    ..., World Fuel Services, Inc. ("WFSI"), is involved in a dispute with Brendan Airways, LLC ("Brendan"), an aviation fuel customer, with respect to certain amounts Brendan claims to have been overcharged in connection with fuel sale transactions from 2003 to 2006. In August 2007, WFSI filed an...

  • Page 35
    ... benefit of Planet Aviation, Inc., a WFSI customer, for which the Debtors claim they received no consideration. In June 2009, the Plaintiff, as Chapter 11 Trustee for TransContinental Aviation, Inc. ("TCA"), filed a complaint in the United States Bankruptcy Court for the Middle District of Florida...

  • Page 36
    ... of the above dividends were in compliance with the Credit Facility. For additional information regarding our Credit Facility, see Note 7 to the accompanying consolidated financial statements, included herein, and "Liquidity and Capital Resources" in "Item 7-Management's Discussion and Analysis...

  • Page 37
    ... stock with the total return on the Russell 2000 Index and the S&P Energy Index for the five-year period from December 31, 2004 through December 31, 2009. The cumulative return includes reinvestment of dividends. COMPARISON OF 5 YEAR CUMULATIVE TOTAL RETURN* Among World Fuel Services Corporation...

  • Page 38
    ... and amount of shares to be repurchased under the program will depend on market conditions, share price, securities law and other legal requirements and other factors. For information on repurchases of common stock for the first three quarters of 2009, see the corresponding Form 10-Q for each such...

  • Page 39
    ... prepared in U.S. dollars and in accordance with accounting principles generally accepted in the United States. WORLD FUEL SERVICES CORPORATION AND SUBSIDIARIES SELECTED FINANCIAL DATA (In thousands, except earnings and dividends per share data) 2009 (1) For the Year ended December 31, 2008 (2) 2007...

  • Page 40
    ... corporate fleets, fractional operators, private aircraft, military fleets and to the U.S. and foreign governments, as well as a private label charge card used to purchase aviation fuel and related services to customers in the general aviation industry. In our land segment, we offer fuel and related...

  • Page 41
    ... accordance with accounting principles generally accepted in the United States. The preparation of these financial statements requires management to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses and related disclosure of contingent assets...

  • Page 42
    ... credit standards and managing the overall quality of the credit portfolio. We perform ongoing credit evaluations of our customers and adjust credit limits based upon a customer's payment history and creditworthiness, as determined by our review of our customer's credit information. We extend credit...

  • Page 43
    ... in marine, aviation and land fuel, to offer our customers fuel pricing alternatives to meet their needs. From time to time, we also enter into certain limited risk derivative transactions which are speculative in nature, primarily basis spreads related to fuel products sold by the company. We...

  • Page 44
    ...results of operations do not include the results of Henty (marine and land segments) or the TGS business (land segment) prior to April 1, 2009, the results of the Texor business (land segment) prior to June 1, 2008 or the results of AVCARD (aviation segment) prior to December 1, 2007, the respective...

  • Page 45
    ... $5.6 million was related to general and administrative expenses. The decrease in compensation and employee benefits was primarily due to a reduction in incentive based compensation offset by salaries for new hires to support our growing global business and salaries related to employees of acquired...

  • Page 46
    ... 2009, a decrease of $9.8 million, or 24.7%, as compared to 2008. The decrease in corporate overhead costs not charged to the business segments was attributable to decreases in compensation and employee benefits, primarily as a result of a larger amount of bonuses and stock compensation, including...

  • Page 47
    ... million in increased gross profit per metric ton sold due to favorable market conditions, as well as a focus to increase our return relative to invested working capital and $4.3 million due to increased sales volume. Our aviation segment gross profit for 2008 was $165.8 million, an increase of $43...

  • Page 48
    ... our CEO, Chief Operating Officer, CFO and Chief Risk and Administrative Officer as a result of our strong financial performance in 2008, new hires to support our growing global business, and the incremental compensation and employee benefits costs related to the acquisitions of AVCARD and the Texor...

  • Page 49
    ... as a result of the acquisition of the Texor business, partially offset by an increase in land segment operating expenses attributable to increases in compensation and employee benefits, provision for bad debt and general and administrative expenses. Corporate overhead costs not charged to the...

  • Page 50
    ... credit. Increases in oil prices can negatively affect liquidity by increasing the amount of cash needed to fund fuel purchases as well as reducing the amount of fuel which we can purchase on an unsecured basis from our suppliers. Short Term Investments. At December 31, 2009 and 2008, our short-term...

  • Page 51
    ... working capital advances and letters of credit, which would have a material adverse effect on our business, financial condition and results of operations. As of December 31, 2009, we believe we were in compliance with all covenants contained in our Credit Facility. Accounts Receivable Facility...

  • Page 52
    ... information on our Credit Facility and credit lines, see the discussion thereof in "Liquidity and Capital Resources" above. Surety Bonds. In the normal course of business, we are required to post bid, performance and garnishment bonds. The majority of the surety bonds posted relate to our aviation...

  • Page 53
    ... we primarily enter into in order to mitigate the risk of market price fluctuations in marine, aviation and land fuel in the form of swaps as well as fixed price purchase and sale contracts and to offer our customers fuel pricing alternatives to meet their needs. In addition, non-designated...

  • Page 54
    ... As of December 31, 2009, we had no outstanding borrowings under our Credit Facility. As of December 31, 2009, the aggregate outstanding balance of our promissory notes issued in connection with our acquisitions was $13.6 million, of which $9.3 million bears interest at an annual rate equal to LIBOR...

  • Page 55
    ... in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC's rules and forms, and that such information is accumulated and communicated to our management, including our CEO and CFO, as appropriate...

  • Page 56
    ...Other Information Agreement for Advancement of Expenses On February 25, 2010, WFSI, one of our subsidiaries and a Texas corporation, entered into an agreement for the advancement of expenses (the "Agreement") with Michael S. Clementi, President of our Aviation segment, in connection with the Brendan...

  • Page 57
    ...the close of the fiscal year ended December 31, 2009. Item 11. Executive Compensation Information on executive compensation is incorporated herein by reference from our Definitive Proxy Statement for the 2010 Annual Meeting of Shareholders to be filed pursuant to Regulation 14A within 120 days after...

  • Page 58
    ... 2008). Agreement between World Fuel Services Corporation and Paul H. Stebbins, dated March 14, 2008 (incorporated by reference herein to Exhibit 10.1 to our Current Report on Form 8-K filed on March 20, 2008). * Agreement between World Fuel Services Corporation and Michael J. Kasbar, dated March 14...

  • Page 59
    ...Limited Consent and Amendment No. 2 to Second Amended and Restated Credit Agreement by and among World Fuel Services Corporation, World Fuel Services Europe, Ltd. and World Fuel Services (Singapore) Pte. Ltd., as borrowers, the financial institutions signatory thereto as lenders, and Bank of America...

  • Page 60
    ... for Advancement of Expenses by and between World Fuel Services, Inc. and Michael S. Clementi, dated as of February 25, 2010. Subsidiaries of the Registrant. Consent of Independent Registered Certified Public Accounting Firm. Certification of the Chief Executive Officer pursuant to Rule 13a-14(a) or...

  • Page 61
    ... balance sheets and the related consolidated statements of income, shareholders' equity and comprehensive income, and cash flows present fairly, in all material respects, the financial position of World Fuel Services Corporation and its subsidiaries (the "Company") at December 31, 2009 and 2008, and...

  • Page 62
    WORLD FUEL SERVICES CORPORATION AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (In thousands, except per share data) As of December 31, 2009 2008 Assets: Current assets: Cash and cash equivalents ...Short-term investments ...Accounts receivable, net ...Inventories ...Short-term derivative assets ......

  • Page 63
    WORLD FUEL SERVICES CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF INCOME (In thousands, except earnings per share data) For the Year ended December 31, 2009 2008 2007 Revenue ...Cost of revenue ...Gross profit ...Operating expenses: Compensation and employee benefits ...Provision for bad ...

  • Page 64
    WORLD FUEL SERVICES CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY AND COMPREHENSIVE INCOME (In thousands) Accumulated in Other World Fuel Noncontrolling Common Stock Capital Excess of Retained Comprehensive Shareholders' Interest Shares Amount Par Value Earnings Income...

  • Page 65
    WORLD FUEL SERVICES CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY AND COMPREHENSIVE INCOME-(Continued) (In thousands) Accumulated Other World Fuel Noncontrolling Common Stock Capital in Excess of Retained Comprehensive Shareholders' Interest Shares Amount Par Value ...

  • Page 66
    ... of debt other than senior revolving credit facility ...Proceeds from exercise of stock options ...Federal and state tax benefits resulting from tax deductions in excess of the compensation cost recognized for share-based payment awards ...Purchases of stock tendered by employees to satisfy the...

  • Page 67
    WORLD FUEL SERVICES CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS-(Continued) (In thousands) Supplemental Schedule of Noncash Investing and Financing Activities Cash dividends declared, but not yet paid, were $2.2 million and $1.1 million at December 31, 2009 and 2008, ...

  • Page 68
    ...corporate fleets, fractional operators, private aircraft, military fleets and to the U.S. and foreign governments, as well as offer a private label charge card to purchase aviation fuel and related services to customers in the general aviation industry. In our land segment, we offer fuel and related...

  • Page 69
    WORLD FUEL SERVICES CORPORATION AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued) The Henty purchase agreement includes a contingent consideration clause (the "Earn-out") based on Henty meeting certain operating targets over the three-year period ending April 30, 2012. The ...

  • Page 70
    ... all of the outstanding stock of each of Kropp Holdings, Inc., and Avcard Service, Ltd., which we collectively refer to as AVCARD, the brand name under which it does business. AVCARD offers a private label charge card and sells aviation fuel to the general aviation industry. The aggregate purchase...

  • Page 71
    ... is included in repayments of debt other than senior revolving credit facility, in the accompanying consolidated statements of cash flows. Pro Forma Information The following presents the unaudited pro forma results for 2009 as if the Henty and TGS business acquisitions had been completed on January...

  • Page 72
    WORLD FUEL SERVICES CORPORATION AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued) inputs by requiring that the most observable inputs be used when available. Observable inputs are inputs that market participants would use in pricing the asset or liability developed based on...

  • Page 73
    ... in marine, aviation and land fuel, to offer our customers fuel pricing alternatives to meet their needs. From time to time, we also enter into certain limited risk derivative transactions which are speculative in nature, primarily basis spreads related to fuel products sold by the company. We...

  • Page 74
    WORLD FUEL SERVICES CORPORATION AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued) determined that a transaction designated as NPNS no longer meets the scope of the exception, the fair value of the related contract is recorded as an asset or liability on the consolidated ...

  • Page 75
    WORLD FUEL SERVICES CORPORATION AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued) Goodwill and Identifiable Intangible Assets Goodwill represents our cost in excess of the estimated fair value of net assets, including identifiable intangible assets, of acquired businesses ...

  • Page 76
    WORLD FUEL SERVICES CORPORATION AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued) Vendor and Customer Rebates and Branding Allowances From time to time, we receive vendor rebates and provide customer rebates. Generally, volume rebates are received from vendors under ...

  • Page 77
    WORLD FUEL SERVICES CORPORATION AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued) Cash flows from tax benefits resulting from tax deductions in excess of the compensation cost recognized for share-based payment awards (excess tax benefits) are classified as financing cash ...

  • Page 78
    ... FINANCIAL STATEMENTS-(Continued) Earnings per Share Basic earnings per share is computed by dividing net income attributable to World Fuel and available to common shareholders by the sum of the weighted average number of shares of common stock, stock units, restricted stock entitled to dividends...

  • Page 79
    WORLD FUEL SERVICES CORPORATION AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued) restated to give retroactive recognition to the stock split for all periods presented by reclassifying the par value of the additional shares arising from the split from capital in excess of ...

  • Page 80
    WORLD FUEL SERVICES CORPORATION AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued) consistent with the fair value measurement principles in the Codification such as the income and market approach to valuation. The amendments in this update also clarify that when estimating ...

  • Page 81
    WORLD FUEL SERVICES CORPORATION AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued) Recognition and Presentation of Other-Than-Temporary Impairments. In the second quarter of 2009, we adopted new accounting guidance for the recognition and presentation of other-than-temporary...

  • Page 82
    WORLD FUEL SERVICES CORPORATION AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued) Determination of the Useful Life of Intangible Assets. Effective January 1, 2009, we adopted new accounting guidance on the determination of the useful life of intangible assets. This guidance...

  • Page 83
    WORLD FUEL SERVICES CORPORATION AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued) 2. Short-Term Investments At December 31, 2009 and 2008, our short-term investments consisted of $8.1 million of commercial paper with a par value of $10.0 million. On the maturity date of the...

  • Page 84
    WORLD FUEL SERVICES CORPORATION AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued) failure to make timely payments under the Receivable Facility, the breach of covenants, and the occurrence and continuance of events of default under our senior revolving credit facility. In ...

  • Page 85
    WORLD FUEL SERVICES CORPORATION AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued) As of December 31, 2009, our derivative instruments and related hedged items, if designated in a fair value hedging relationship, at their respective fair value positions were as follows (in ...

  • Page 86
    WORLD FUEL SERVICES CORPORATION AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued) The following table presents information about our derivative instruments measured at fair value and their locations on the consolidated balance sheet as of December 31, 2009 (in thousands): ...

  • Page 87
    WORLD FUEL SERVICES CORPORATION AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued) There were no gains or losses for the year ended December 31, 2009 that were excluded from the assessment of the effectiveness of our fair value hedges. The following table presents the effect...

  • Page 88
    ... the following years (in thousands): Marine Segment Aviation Segment Land Segment Total At December 31, 2006 ...$36,112 $ 8,054 $ AVCARD acquisition ...- 7,783 At December 31, 2007 ...Texor business acquisition ...Tramp Oil (Brasil) Limitada ("Brazil subsidiary") contingent consideration adjustment...

  • Page 89
    WORLD FUEL SERVICES CORPORATION AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued) Identifiable Intangible Assets The following table provides information about our identifiable intangible assets for each of the following years (in thousands): As of December 31, 2009 Gross ...

  • Page 90
    WORLD FUEL SERVICES CORPORATION AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued) Our Credit Facility contains certain operating and financial covenants with which we are required to comply. Our failure to comply with the operating and financial covenants contained in our ...

  • Page 91
    WORLD FUEL SERVICES CORPORATION AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued) As of December 31, 2009, the aggregate annual maturities of debt are as follows (in thousands): Year Ended December 31, 2010 2011 2012 2013 2014 ... $ 6,684 6,832 1,389 852 852 $16,609 The ...

  • Page 92
    WORLD FUEL SERVICES CORPORATION AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued) The estimated fair value of stock and stock units issued to non-employee directors under the Stock Deferral Plan is based on the market value of our common stock on the date of grant and ...

  • Page 93
    WORLD FUEL SERVICES CORPORATION AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued) awards are outstanding. No awards may be granted under the 2006 Plan after June 2016. The term... In 2009, our shareholders approved an increase to the number of shares of common stock authorized...

  • Page 94
    WORLD FUEL SERVICES CORPORATION AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued) Options Awards The following table summarizes the status of our outstanding and exercisable Option Awards and related transactions for each of the following years (in thousands, except ...

  • Page 95
    WORLD FUEL SERVICES CORPORATION AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued) Restricted Stock Awards The following table summarizes the status of our unvested restricted stock outstanding and related transactions for each of the following years (in thousands, except ...

  • Page 96
    WORLD FUEL SERVICES CORPORATION AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued) Exercisable RSUs are only held by our non-employee directors. Upon the date that the non-employee director ceases, for any reason, to be a member of the Board of Directors, shares of our ...

  • Page 97
    WORLD FUEL SERVICES CORPORATION AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued) The income tax provision (benefit) related to income before taxes consists of the following components (in thousands): 2009 2008 2007 Current: U.S. federal statutory tax rate ...State ......

  • Page 98
    ... for financial reporting. As of December 31, 2009 and 2008, we had no unrecognized U.S. federal NOLs. As of December 31, 2009 and 2008, we had FTCs of $7.9 million and $7.2 million, respectively, related to the excess stock compensation deductions that resulted in a tax deduction or credit before...

  • Page 99
    WORLD FUEL SERVICES CORPORATION AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued) and investment thresholds are not met in accordance with our agreement, the tax concession may be eliminated retroactively to the beginning of 2008. This ...

  • Page 100
    WORLD FUEL SERVICES CORPORATION AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued) In many cases, our uncertain tax positions are related to tax years that remain subject to examination by the relevant tax authorities. The following table summarizes these open tax years by ...

  • Page 101
    ...Officers and Key Employees In March 2008, we entered into new agreements with both our Chairman and Chief Executive Officer ("CEO") and President and Chief Operating Officer ("COO") containing identical terms, which, among other things, provide for such base salary, incentives and other compensation...

  • Page 102
    WORLD FUEL SERVICES CORPORATION AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued) We have also entered into employment agreements or separation agreements with certain of our other executive officers and key employees. These agreements provide for minimum salary levels, and...

  • Page 103
    WORLD FUEL SERVICES CORPORATION AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued) certain limitations. During 2009 and 2008, we made matching contributions of 50% for each 1% of the participants' contributions up to 6% of the participants' contributions. During 2007, we ...

  • Page 104
    ..., World Fuel Services, Inc. ("WFSI"), is involved in a dispute with Brendan Airways, LLC ("Brendan"), an aviation fuel customer, with respect to certain amounts Brendan claims to have been overcharged in connection with fuel sale transactions from 2003 to 2006. In August 2007, WFSI filed an...

  • Page 105
    WORLD FUEL SERVICES CORPORATION AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued) TransContinental Litigation In April 2009, Soneet Kapila (the "Plaintiff"), as Chapter 11 Trustee for Louis Pearlman, TransContinental Airlines, Inc., and Louis J. Pearlman Enterprises, Inc. (...

  • Page 106
    WORLD FUEL SERVICES CORPORATION AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued) 11. Fair Value Measurements for Financial Assets and Liabilities In connection with the adoption of the new accounting standard for fair value measurements on January 1, 2008, we recorded a ...

  • Page 107
    WORLD FUEL SERVICES CORPORATION AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued) previously presented in our 2008 10-K Report included some netting within the level information. The information has been amended herein to be consistent with the 2009 presentation in order to...

  • Page 108
    WORLD FUEL SERVICES CORPORATION AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued) 12. Business Segments, Geographic Information, and Major Customers Business Segments Based on the nature of operations and quantitative thresholds pursuant to the accounting guidance on ...

  • Page 109
    WORLD FUEL SERVICES CORPORATION AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued) Information concerning our accounts receivable, goodwill, identifiable intangible assets, net and total assets by segment is as follows (in thousands): As of December 31, 2009 2008 Accounts ...

  • Page 110
    WORLD FUEL SERVICES CORPORATION AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued) Geographic Information Information concerning our revenue, income from operations, non-current and total assets, as segregated between U.S. and foreign, is presented as follows, based on the ...

  • Page 111
    WORLD FUEL SERVICES CORPORATION AND SUBSIDIARIES NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS-(Continued) 13. Summary Quarterly Information (Unaudited) The following is a summary of the unaudited quarterly results for 2009 and 2008 (in thousands, except earnings per share data): March 31, 2009 ...

  • Page 112
    ... MICHAEL J. KASBAR Michael J. Kasbar /s/ IRA M. BIRNS Ira M. Birns Executive Vice President and Chief Financial Officer (Principal Financial Officer) Senior Vice President and Chief Accounting Officer (Principal Accounting Officer) Director /s/ PAUL M. NOBEL Paul M. Nobel /s/ KEN BAKSHI Ken...

  • Page 113
    ...UK Limited, a United Kingdom corporation (1) -Henty Oil (Ireland) Limited, a Ireland corporation (1) -World Fuel Services European Holding Company I, Ltd., a United Kingdom corporation -World Fuel Services Europe, Ltd., a United Kingdom corporation -WFS Shared Services (UK) Limited, a United Kingdom...

  • Page 114
    ...Fuel Capital Limited, a United Kingdom corporation - World Fuel Services (Denmark) ApS, a Denmark corporation - World Fuel Services CIS LLC, a Russia corporation (11) - AVCARD Services, Ltd., a United Kingdom corporation - Tank and Marine Engineering Limited, a United Kingdom corporation - Henty Oil...

  • Page 115
    (12) These corporations are owned 50% by World Fuel Cayman Holding Company IV and 50% by World Fuel Cayman Holding Company I. (13) These corporations are owned 49% by Advance Petroleum, Inc. and 51% by World Fuel Services Corporation.

  • Page 116
    .... 333-130528 and No. 333-68276) of World Fuel Services Corporation of our report dated February 25, 2010 relating to the financial statements and the effectiveness of internal control over financial reporting, which appears in this Form 10-K. /s/ PricewaterhouseCoopers LLP Miami, Florida February 25...

  • Page 117
    ... OF THE CHIEF EXECUTIVE OFFICER pursuant to Rule 13a-14(a) or Rule 15d-14(a) I, Paul H. Stebbins, certify that: 1. 2. I have reviewed this Annual Report on Form 10-K of World Fuel Services Corporation; Based on my knowledge, this report does not contain any untrue statement of a material fact...

  • Page 118
    ... and report financial information; and 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. b. Date: February 25, 2010 /s/ Ira M. Birns Ira M. Birns Executive Vice-President and...

  • Page 119
    ... 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) We, Paul H. Stebbins, the Chairman and Chief Executive Officer of World Fuel Services Corporation (the "Company"), and Ira M. Birns, Executive Vice-President...

  • Page 120
    ... Officer World Fuel Services Corporation Michael S. Clementi President Aviation Segment Paul M. Nobel Senior Vice President and Chief Accounting Officer World Fuel Services Corporation Stockholder Inquiries For copies of the Company's recent news releases and Securities and Exchange Commission (SEC...

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    More Than a Fuel Company Innovation • Logistics • Execution ® 9800 N.W. 41st Street Suite 400 Miami, Florida 33178 Tel: 305.428.8000 / Fax: 305.392.5621 www.wfscorp.com NYSE: INT