8-KOther EventsExhibits & Filings

CORPAY, INC. 8-K Report, Corporate Update (Mar 13, 2012)

Filed March 13, 2012For Securities:CPAY

Summary

This 8-K filing from FleetCor Technologies, Inc. (now Corpay) on March 13, 2012, primarily announces recent developments related to strategic growth initiatives and financial flexibility. The company is actively pursuing three non-U.S. based acquisitions with an aggregate purchase price of approximately $250 million. These potential acquisitions are in various stages of due diligence and negotiation, and their completion is subject to customary conditions. This indicates FleetCor's ongoing commitment to expanding its global footprint and business operations. Furthermore, the filing details an amendment to FleetCor's $900 million Credit Agreement. Key changes include the addition of two UK entities as designated borrowers and the introduction of a $110 million foreign currency swing line subfacility, enhancing its ability to conduct international operations and manage currency fluctuations. The amendment also provides flexibility for a cash deposit related to a MasterCard program. Investors should note the pro forma financial information related to the Allstar Business Solutions Limited acquisition, which is also being filed.

Key Highlights

  • 1FleetCor is pursuing three potential acquisitions outside the U.S. with an aggregate price of approximately $250 million.
  • 2Acquisition funding is expected to come from existing cash and credit facilities.
  • 3All potential acquisitions are subject to satisfactory completion of due diligence and definitive agreements.
  • 4An amendment to the $900 million Credit Agreement was executed on March 13, 2012.
  • 5The credit agreement amendment adds two UK entities as designated borrowers.
  • 6A $110 million foreign currency swing line subfacility has been added to the credit agreement.
  • 7The amendment allows for greater flexibility in international currency borrowing.
  • 8Unaudited pro forma condensed combined financial information related to the Allstar Business Solutions Limited acquisition is filed.

Frequently Asked Questions

The primary strategic initiatives include the active pursuit of three potential acquisitions outside of the United States, with an aggregate purchase price of approximately $250 million, and an amendment to the company's credit agreement to enhance financial flexibility for international operations.

No, the acquisitions are not guaranteed. They are subject to the satisfactory completion of due diligence, negotiation of definitive agreements, resolution of business and legal issues, and corporate approvals from all parties involved. FleetCor cannot provide assurance that any of these acquisitions will be completed on acceptable terms or at all.

The amendment to the Credit Agreement adds two U.K. entities as designated borrowers and introduces a $110 million foreign currency swing line subfacility. This subfacility allows for alternate currency borrowing on the swing line, providing greater flexibility for international operations. It also permits a cash deposit of up to $50 million to a processor in connection with a MasterCard program.

The filing includes unaudited pro forma condensed combined financial statements for the year ended December 31, 2011, giving effect to FleetCor's acquisition of Allstar Business Solutions Limited. This information helps investors understand the combined financial performance.