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, 2009 (June 2, 2009)
WRIGHT EXPRESS CORPORATION
(Exact name of registrant as specified in its charter)
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Delaware
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001-32426
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01-0526993 |
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(State or other jurisdiction of
incorporation)
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(Commission File Number)
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(IRS Employer Identification No.) |
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97 Darling Avenue, South Portland, ME
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04106 |
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Address of principal executive offices
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Zip Code |
Registrants telephone number, including area code (207) 773-8171
(Former name or former address if changes 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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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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.
Entry into
Derivative Contracts
On June 2, 2009,Wright Express Corporation (the Company)
purchased put option contracts and sold
call option contracts, designed to be a costless collar, on the wholesale price of gasoline with Bank of America, N.A.
and the retail price of diesel fuel with Wachovia Bank, N.A. (collectively,
the Contracts). The Contracts have an aggregate notional amount of approximately 6.7 million
gallons of gasoline and diesel fuel and will settle on a monthly basis during the last three
quarters of 2010. The settlement of the Contracts is based upon the New York Mercantile Exchanges
New York Harbor Reformulated Gasoline Blendstock for Oxygen Blending and the U.S. Department of
Energys weekly retail on-highway diesel fuel price for the month. The Contracts lock in a
weighted average retail floor price of approximately $2.65 per gallon and a weighted average retail
ceiling price of approximately $2.71 per gallon.
On
June 8, 2009, the Company issued a press release announcing this transaction.
Approval of Director Indemnification Agreements
On June 2, 2009, the Company entered into indemnification agreements (the Agreement) with each of
the Companys directors. The Agreement provides that, among other things, the Company will
indemnify a director against certain liabilities that may arise by reason of status or service with
the Company, and that the Company will advance expenses paid or incurred as a result of a
proceeding as to which the director may be indemnified. The Agreement also provides customary
procedures regarding the defense of certain claims. The form of Agreement is attached as Exhibit
10.1 and is incorporated by reference into this Item 1.01.
Item 8.01 Other Events.
On
June 8, 2009, the Company issued a press release entitled Wright Express Resumes Purchases
Under Its Fuel-Price Risk Management Program. A copy of the press release is furnished as Exhibit
99.1 and is incorporated by reference in its entirety.
Item 9.01 Financial Statements and Exhibits.
(c) Exhibits.
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Exhibit No. |
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Description |
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10.1*
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Form of director indemnification agreement |
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99.1*
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Press release of Wright Express
Corporation dated June 8, 2009 |
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Indicates that exhibit is filed with this report. |