UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
FORM 8-K
CURRENT
REPORT
PURSUANT
TO SECTION 13 OR 15(d) OF
THE
SECURITIES EXCHANGE ACT OF 1934
Date of
Report (Date of earliest event reported): June 8, 2015
WORLD
FUEL SERVICES CORPORATION
(Exact
name of registrant as specified in its charter)
Florida
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1-9533
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59-2459427
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(State or other jurisdiction of
incorporation)
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(Commission File
Number)
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(I.R.S. Employer
Identification No.)
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9800 N.W. 41st Street
Miami, FL
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33178
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(Address
of principal executive offices)
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(Zip
Code)
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Registrant’s telephone number, including
area code: (305) 428-8000
Check the
appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any
of the following provisions:
⃞
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
⃞
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
⃞
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
⃞
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
Item 8.01. Other Events.
On June 8, 2015, World Fuel Services Corporation (the “Company”)
announced that it has entered into a settlement agreement (the
“Settlement Agreement”) with the Trustee (the “Trustee”) for the U.S.
bankruptcy estate of Montreal, Maine & Atlantic Railway, Ltd., Montreal,
Maine and Atlantic Canada Co. (“MMAC”), and the monitor (the “Monitor”)
in MMAC’s Canadian bankruptcy (collectively, the “MMA Parties”) to
resolve claims arising out of the July 2013 train derailment in
Lac-Mégantic, Quebec (the “Derailment”). Under the terms of the
Settlement Agreement, the Company will contribute US$110 million (the
“Settlement Payment”) to a compensation fund established to compensate
parties who suffered losses as a result of the Derailment. The Company
expects that the full amount of the Settlement Payment will be covered
by insurance. As part of the settlement, the Company and its affiliates
will also assign to the Trustee and MMAC certain claims they have
against third parties arising out of the Derailment.
In consideration of the Settlement Payment and the assignment of claims
to the Trustee and MMAC, the Company and its affiliates, as well as the
Company’s former joint ventures, DPTS Marketing, LLC and Dakota
Petroleum Transport Solutions, LLC and each of their affiliates
(collectively, the “WFS Parties”), will receive the benefit of the
global releases and injunctions set forth in the respective bankruptcy
plans filed by the Trustee in the U.S. and by MMAC in Canada
(collectively, the “Plans”). The effect of these global releases and
injunctions will be to bar all claims which may exist now or in the
future against the WFS Parties arising out of the Derailment, other than
criminal claims which by law may not be released.
Prior to becoming effective, the Settlement Agreement and Plans must be
approved by creditors in both the U.S. and Canadian bankruptcies, as
well as the U.S. and Canadian Bankruptcy courts. The Province of Quebec
and other key creditors in the bankruptcies have consented to the
settlement. The Plans are also subject to challenge by third parties. As
a result, approval of the Plans, the effectiveness of the Settlement
Agreement and the related timing is uncertain.
A copy of the Company’s press release is attached hereto as Exhibit 99.1
and is incorporated by reference herein.
Information Relating to Forward-Looking Statements
This Form 8-K includes forward-looking statements within the meaning of
the Private Securities Litigation Reform Act of 1995, including, without
limitation, statements regarding the settlement agreement and the nature
of the settlement, and the Company’s expected insurance recovery. These
forward-looking statements are qualified in their entirety by cautionary
statements and risk factor disclosures contained in the Company’s
Securities and Exchange Commission (“SEC”) filings, including the
Company’s Annual Report on Form 10-K filed with the SEC on February 12,
2015. Actual results may differ materially from any forward-looking
statements due to risks and uncertainties, including, but not limited
to: whether the Plans, including the Company’s Settlement Agreement, are
approved by the creditors and receive final approval from the courts
involved in the U.S. and Canadian bankruptcies, the Company’s ability to
recover from its insurance carriers, any unforeseen litigation and other
costs related to the incident that may arise in the future, as well as
the other risks detailed from time to time in the Company’s SEC
filings. New risks emerge from time to time and it is not possible for
management to predict all such risk factors or to assess the impact of
such risks on the Company's business. Accordingly, the Company
undertakes no obligation to publicly update or revise any
forward-looking statements, whether as a result of new information,
changes in expectations, future events, or otherwise.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits
Exhibit No.
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Description
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99.1
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Press Release, dated June 8, 2015.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
Date:
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June 8, 2015
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World Fuel Services Corporation
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By:
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/s/Ira M. Birns
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Ira M. Birns
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Executive Vice President and Chief Financial Officer
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EXHIBIT INDEX
Exhibit No.
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Description
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99.1
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Press Release, dated June 8, 2015.
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Exhibit 99.1
World
Fuel Services Corporation Announces Lac-Mégantic Settlement
MIAMI--(BUSINESS WIRE)--June 8, 2015--World Fuel Services Corporation
(NYSE: INT) today announced that it has entered into a settlement
agreement with the Trustee for the U.S. bankruptcy estate of Montreal,
Maine & Atlantic Railway Ltd. (the “Trustee”), Montreal, Maine and
Atlantic Canada Co. (“MMAC”), and the monitor in MMAC’s Canadian
bankruptcy to resolve claims arising out of the July 2013 train
derailment in Lac-Mégantic, Quebec.
Under the terms of the settlement agreement, which is subject to
approval by the creditors and courts involved in the U.S. and Canadian
bankruptcies, the company will contribute US$110 million to a
compensation fund established to compensate parties who suffered losses
as a result of the derailment. The company expects that the full
settlement amount will be covered by insurance. As part of the
settlement, the company will also assign to the Trustee and MMAC certain
claims it has against third parties arising out of the derailment.
In consideration of the settlement amount and the assignment of claims,
the company and its affiliates, as well as the company’s former joint
ventures, DPTS Marketing, LLC and Dakota Petroleum Transport Solutions,
LLC and each of their affiliates (the “WFS Parties”), will receive the
benefit of the global releases and injunctions barring claims against
the WFS Parties set forth in the respective bankruptcy plans filed by
the Trustee in the U.S. and by MMAC in Canada. The Province of Quebec
and other key creditors in the bankruptcies have consented to the
settlement.
“We believe that participating in the settlement and contributing to the
compensation fund is in the best interests of our shareholders and will
also aid in providing closure to those affected by this tragic
accident,” said Michael J. Kasbar, chairman and chief executive officer.
“The entire community of Lac-Mégantic remains in our thoughts and
prayers as they continue to recover from this tragedy.”
Additional information regarding the settlement can be found in the
company’s current report on Form 8-K filed with the Securities and
Exchange Commission at: www.sec.gov.
Information Relating to Forward-Looking Statements
This release includes forward-looking statements within the meaning of
the Private Securities Litigation Reform Act of 1995, including, without
limitation, statements regarding the settlement agreement and nature of
the settlement, and our expected insurance recovery. These
forward-looking statements are qualified in their entirety by cautionary
statements and risk factor disclosures contained in the company’s
Securities and Exchange Commission (“SEC”) filings, including the
company’s Annual Report on Form 10-K filed with the SEC on February 12,
2015. Actual results may differ materially from any forward-looking
statements due to risks and uncertainties, including, but not limited
to: whether the bankruptcy plans, including our settlement agreement,
are approved by the creditors and receive final approval from the courts
involved in the U.S. and Canadian bankruptcies, our ability to recover
from our insurance carriers, any unforeseen litigation and other costs
related to the incident that may arise in the future, as well as the
other risks detailed from time to time in the company’s SEC filings. New
risks emerge from time to time and it is not possible for management to
predict all such risk factors or to assess the impact of such risks on
our business. Accordingly, we undertake no obligation to publicly update
or revise any forward-looking statements, whether as a result of new
information, changes in expectations, future events, or otherwise.
About World Fuel Services Corporation
Headquartered in Miami, Florida, World Fuel Services is a global fuel
logistics, transaction management and payment processing company,
principally engaged in the distribution of fuel and related products and
services in the aviation, marine and land transportation industries.
World Fuel Services sells fuel and delivers services to its clients at
more than 8,000 locations in more than 200 countries and territories
worldwide.
The company's global team of market makers provides deep domain
expertise in all aspects of aviation, marine and land fuel management.
Aviation customers include commercial airlines, cargo carriers, private
aircraft and fixed base operators (FBOs), as well as the United States
and foreign governments. World Fuel Services' marine customers include
international container and tanker fleets, cruise lines and time-charter
operators, as well as the United States and foreign governments. Land
customers include petroleum distributors, retail petroleum operators,
and industrial, commercial, residential and government accounts. The
company also offers transaction management services which consist of
card payment solutions and merchant processing services to customers in
the aviation, marine and land transportation industries. For more
information, call 305-428-8000 or visit www.wfscorp.com.
CONTACT:
World Fuel Services Corporation
Ira M. Birns, 305-428-8000
Executive
Vice President & Chief Financial Officer
World Fuel Services (NYSE:INT)
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