World Fuel Services Corp - Current report filing (8-K)
March 28 2008 - 3:06PM
Edgar (US Regulatory)
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):
March
28, 2008
WORLD FUEL SERVICES CORPORATION
(Exact name
of registrant as specified in its charter)
Florida
|
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)
|
(I.R.S. Employer
Identification No.)
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9800 N.W. 41
st
Street, Suite 400
Miami
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33178
|
(Address
of principal executive offices)
|
(Zip
Code)
|
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 1.01.
Entry
into a Material Definitive Agreement.
On March 28, 2008, World Fuel Services Corporation ("
Parent
")
and World Fuel Services, Inc., a wholly-owned subsidiary of Parent ("
Buyer
"),
entered into an asset purchase agreement (the "
Purchase Agreement
")
with Texor Petroleum Company, Inc., an Illinois corporation ("
Texor
"),
Thomas E. Gleitsman ("
Gleitsman
") and Anthony E. Speiser ("
Speiser
"
together with Texor and Gleitsman, the "
Seller Parties
").
The Purchase Agreement provides for the acquisition by Buyer of certain
assets of Texor (the "
Acquisition
"), including the assets
comprising Texor’s wholesale motor fuel distribution business. Texor is
a leading independent distributor of branded gasoline and diesel fuel in
the Chicago area.
The purchase price for the Acquisition is $104 million, subject to
adjustment based on the net asset value of the acquired assets. In
addition, Buyer will assume certain ordinary course operating
liabilities of Texor pursuant to the terms of the Purchase Agreement.
The purchase price is to be paid in the form of a $14 million promissory
note, with the remainder payable in cash. Buyer may elect to pay up to
$10 million of the cash portion of the purchase price in shares of
Parent’s common stock, with the number of shares to be determined based
on the average of the closing price of a share of Parent’s common stock
for each of the last 10 trading days prior to the closing of the
Acquisition.
The closing of the Acquisition is subject to the satisfaction of a
number of customary conditions, including the expiration or termination
of any waiting period required under the Hart-Scott-Rodino Antitrust
Improvements Act of 1976, as amended.
The foregoing description of the material terms of the Purchase
Agreement is qualified in its entirety by reference to the full text of
the Purchase Agreement, which Parent expects to file as an exhibit to
its Quarterly Report on Form 10-Q for the quarter ending March 31, 2008.
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 hereunto duly authorized.
Date:
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March 28, 2008
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World Fuel Services Corporation
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/s/ R. Alexander Lake
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R. Alexander Lake
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General Counsel and Corporate Secretary
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