-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, FSlG1gaw2LdhqMtfNpNsq1AI8S6Nbh8g2H+iLxZnsGfVAlserbWBjJ+ZgfSJMzOM WdHpzGUW3hJbj0DGFS2r2g== 0001299933-05-003402.txt : 20050712 0001299933-05-003402.hdr.sgml : 20050712 20050712090015 ACCESSION NUMBER: 0001299933-05-003402 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050706 ITEM INFORMATION: Entry into a Material Definitive Agreement ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050712 DATE AS OF CHANGE: 20050712 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Wright Express CORP CENTRAL INDEX KEY: 0001309108 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-AUTOMOTIVE REPAIR, SERVICES & PARKING [7500] IRS NUMBER: 010526993 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-32426 FILM NUMBER: 05949340 BUSINESS ADDRESS: STREET 1: 97 DARLING AVENUE CITY: SOUTH PORTLAND STATE: ME ZIP: 04106 BUSINESS PHONE: (207) 773-8171 MAIL ADDRESS: STREET 1: 97 DARLING AVENUE CITY: SOUTH PORTLAND STATE: ME ZIP: 04106 8-K 1 htm_5757.htm LIVE FILING Wright Express Corporation (Form: 8-K)  

 


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):   July 6, 2005

Wright Express Corporation
__________________________________________
(Exact name of registrant as specified in its charter)

     
Delaware 001-32426 01-526993
_____________________
(State or other jurisdiction
_____________
(Commission
______________
(I.R.S. Employer
of incorporation) File Number) Identification No.)
      
97 Darling Avenue, South Portland, Maine   04106
_________________________________
(Address of principal executive offices)
  ___________
(Zip Code)
     
Registrant’s telephone number, including area code:   (207) 773-8171

Not Applicable
______________________________________________
Former name or former address, if changed since last report

 

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 July 6, 2005, Wright Express Corporation (the "Company") purchased put option contracts and sold call option contracts, designed to be a costless collar, on the price of gasoline and diesel fuel with J. Aron & Company (collectively, the "Contracts"). The Contracts have an aggregate notional amount of approximately 24 million gallons of gasoline and diesel fuel and will expire on a monthly basis during the first three quarters of 2007. The settlement of the Contracts is based upon the U.S. Department of Energy's weekly retail on-highway national US average diesel price and the New York Mercantile Exchange nearby unleaded gasoline contracts for the month. The Contracts lock in a weighted average floor price of approximately $2.29 per gallon and a weighted average ceiling price of approximately $2.36 per gallon.

On July 12, 2005, the Company issued a press release announcing this transaction.





Item 8.01 Other Events.

On July 12, 2005, Wright Express Corporation issued a press release entitled "Wright Express Extends Fuel-Price Hedging Program into 2007." A copy of the press release is attached hereto as exhibit 99.1 and is incorporated by reference in its entirety.





Item 9.01 Financial Statements and Exhibits.

(c) Exhibits.

EXHIBIT NO.     DESCRIPTION
99.1                       Press release of Wright Express Corporation dated July 12, 2005






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.

         
    Wright Express Corporation
          
July 12, 2005   By:   /s/ Melissa D. Goodwin
       
        Name: Melissa D. Goodwin
        Title: Senior Vice President and Chief Financial Officer


Exhibit Index


     
Exhibit No.   Description

 
99.1
  Press release of Wright Express Corporation dated July 12, 2005
EX-99.1 2 exhibit1.htm EX-99.1 EX-99.1

FOR IMMEDIATE RELEASE

     
News media contact:   Investor contact:
Jessica Roy
Wright Express
(207) 523-6763
Jessica_Roy@wrightexpress.com
  Steve Elder
Wright Express
(207) 523-7769
Steve_Elder@wrightexpress.com

Wright Express Extends Fuel-Price Hedging Program into 2007

Program is Designed to Reduce the Sensitivity of the Company’s Earnings
to Changes in Retail Fuel Prices, Approximate Price Range
Between $2.29 and $2.36 per Gallon

South Portland, Maine – July 12, 2005 – Wright Express Corporation (NYSE: WXS) announced today that it has begun executing on a fuel-price hedging strategy that extends the Company’s hedging program into 2007.

The Company believes that the structure of the new instruments improves on the hedging program currently in effect. The instruments are intended to be more effective in enhancing the visibility and predictability of the Company’s future earnings. In addition, the settlement terms of the Company’s existing fuel-price instrument have been amended to provide benefits comparable to those expected from the new strategy.

On July 6, 2005 the Company entered into a “costless collar” similar to its current fuel-price hedging instrument, which runs through December 2006. As compared with the current instrument, the 2007 program incorporates several design changes. These include an adjustment to the monthly settlement period, and an accounting for the mix between gasoline and diesel fuel.

The change in settlement terms is intended to account for the time lag between wholesale and retail fuel prices, and thus more accurately reflect the Company’s future quarterly cash flow. In addition, the program was further refined by using instruments based upon both the U.S. Department of Energy’s weekly diesel fuel price index and NYMEX unleaded gasoline contracts. Both of these changes should further improve the correlations with retail fuel prices and the Company’s cash flow. The Company intends to hedge approximately 90 percent of its fuel-price-related earnings exposure in every quarter, on a rolling basis.

In the initial purchase completed on July 6, based on a weighted average of the two indexes, the new instrument locked in a floor price of approximately $2.29 per gallon and a ceiling price of approximately $2.36 per gallon. Wright Express intends to make a purchase each quarter locking in an additional 30 percent of the Company’s fuel-price exposure for three quarters, as illustrated in the table below.

                                         
Timing of planned   Hedged Percentage of the Company’s Expected
purchase/sale   Fuel-Price-Related Earnings Exposure
 
    Q1 2007       Q2 2007       Q3 2007       Q4 2007       Q1 2008 ...  
 
                                       
Q3 2005*
    90 %     60 %     30 %  
 
 
                                       
Q4 2005**
            30 %     30 %     30 %  
 
                                       
Q1 2006** ...
                    30 %     30 %     30 %

*Purchase completed July 6, 2005
**Intended future purchases shown through Q1 2006

About Wright Express

Wright Express is a leading provider of payment processing and information management services to the U.S. commercial and government vehicle fleet industry. Wright Express provides these services for more than 285,000 commercial and government fleets containing approximately 3.9 million vehicles. Wright Express markets these services directly as well as through more than 85 strategic relationships, and offers a MasterCard-branded corporate card. The Company employs more than 640 people and maintains its headquarters in South Portland, Maine. For more information about Wright Express, please visit http://www.wrightexpress.com.

This press release contains forward looking statements, including statements regarding Wright Express Corporation’s: belief that the structure of the new instruments improves on the Company’s current hedging program; expectation that its new fuel-price hedging strategy will be more effective in enhancing the visibility and predictability of the Company’s future earnings than its existing fuel-price hedging program; the benefits of the amendments to the existing fuel price instruments; the improved correlations with retail fuel prices and the Company’s cash flow; the intention to hedge approximately 90 percent of its fuel-price-related earnings exposure in every quarter, on a rolling basis; the Company’s intention to make purchases each quarter locking in 30 percent of the Company’s fuel-price exposure for three quarters, on a rolling basis; as well as other statements regarding the structure of the new instrument and anticipated results. These forward looking statements include a number of risks and uncertainties that could cause actual results to differ materially. These risks and uncertainties include: volatility in fuel prices; the effect of the Company’s fuel-price related derivative instruments; effects of competition; the potential loss of key strategic relationships; decreased demand for fuel and other vehicle products and services and the effects of general economic conditions on the commercial activity of fleets; the Company’s ability to rapidly implement new technology and systems; changes in interest rates and the other risks and uncertainties outlined in the Company’s filings with the Securities and Exchange Commission, including the final prospectus filed with the SEC on February 16, 2005. Wright Express Corporation undertakes no obligation to update these forward looking statements at any future date or dates.

# # #

-----END PRIVACY-ENHANCED MESSAGE-----