world fuel investor presentation

October 28, 2021 - World Fuel Services Corporation to Acquire Flyers Energy Group

• The largest acquisition in company history will drive scale and operating synergies in the North American Land platform
• Accelerates strategy to drive higher and more ratable returns
• Will drive significant margin, earnings per share, and cash flow accretion
• The liquidity profile will remain strong post-acquisition

MIAMI--(BUSINESS WIRE)--Oct. 28, 2021-- World Fuel Services Corporation (NYSE: INT) today announced that a wholly-owned subsidiary of the company has signed a definitive agreement to acquire Flyers Energy Group (“Flyers”) from the Dwelle family, who have been engaged in the petroleum marketing industry for more than 40 years.

The total purchase price for the acquisition will be approximately $775 million, of which $675 million will be paid at closing, consisting of cash and at the company’s option, up to $50 million of World Fuel Services common stock. The remaining $100 million will be paid in equal installments over the two years following completion of the transaction. The transaction will be principally funded with cash-on-hand with the balance drawn from the company’s revolving credit facility.

Flyers is headquartered in Auburn, California with 475 employees and 2021 estimated revenue of $2.4 billion. The company provides fleet fueling, fuel supply and lubricants distribution to more than 12,000 customers across the United States. Flyers’ leading national network of cardlock locations facilitates high volume - high frequency fueling to meet the needs of commercial fleets, 24 hours a day/365 days a year. This acquisition is a reflection of World Fuel Services’ ongoing strategy to accelerate growth in its core business activities, drive enhanced operating efficiencies and generate long-term shareholder value. The addition of Flyers’ cardlock network will also provide a highly efficient, low-cost operating model with stable and ratable business activity to complement the company’s Land segment activities in North America. “The acquisition of Flyers will significantly expand the breadth of our land business in North America, further enhancing our supply and distribution capabilities as well as our fleet fueling platform,” stated Michael J. Kasbar, chairman and chief executive officer of World Fuel Services Corporation.

“The Flyers business is a perfect business and cultural fit for World Fuel given the relative markets in which we operate, and we are comfortable that our phenomenal Flyers team members will be at home with World Fuel,” said Walt Dwelle, Managing Partner, Flyers Energy Group. “Our continued strong cash flow generation contributed to a $796 million cash position at the end of the third quarter. This positions us well to complete this strategic acquisition while continuing to maintain a strong and liquid balance sheet to further grow our core businesses and capitalize on additional strategic investment opportunities,” said Ira M. Birns, executive vice president and chief financial officer. The transaction is subject to customary closing conditions, including regulatory approvals, and is expected be completed within 60 to 90 days. BofA Securities, Inc. acted as exclusive financial advisor to World Fuel Services in the transaction, and Norton Rose Fulbright and Kirkland & Ellis acted as legal advisors. DCA Partners acted as financial advisor to Flyers Energy Group, and Weintraub Tobin acted as legal advisor. World Fuel Services’ management will further discuss and review a presentation about the transaction on this evening’s earnings conference call scheduled for 5:00pm Eastern Time. The live conference call will be accessible by telephone and via webcast. Instructions on how to join this evening’s call is available on the company’s website.

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 statements regarding our beliefs and expectations with respect to the impact of the acquisition on our land business, supply and distribution capabilities and our fleet fueling platform, Flyers’ ability to provide a highly efficient, low-cost operating model with stable and ratable business activity, our position to complete the transaction while maintaining a strong and liquid balance sheet, as well as the timing for closing and funding of the purchase price. 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 most recent Annual Report on Form 10-K filed with the SEC. Actual results may differ materially from any forward-looking statements due to risks and uncertainties, including, but not limited to: our ability to obtain required consents and regulatory approvals as well as satisfy closing conditions, our ability to effectively integrate and derive the expected benefits from the acquisition, our ability to capitalize on new market opportunities, potential liabilities, limited indemnities and the extent of any insurance coverage, our ability to effectively manage the effects of the COVID-19 pandemic, the extent of the impact of the pandemic on ours and our customers' sales, profitability, operations and supply chains due to actions taken by governments and businesses to contain the virus, such as restrictions on travel, the speed and effectiveness of vaccine development and distribution, customer and counterparty creditworthiness and our ability to collect accounts receivable and settle derivative contracts, particularly for those customers most significantly impacted by the pandemic, sudden changes in the market price of fuel or extremely high or low fuel prices that continue for an extended period of time, the availability of cash and sufficient liquidity to fund our working capital and strategic investment needs, adverse conditions in the markets or industries in which we or our customers and suppliers operate such as the current global economic environment as a result of the coronavirus pandemic, our failure to comply with restrictions and covenants in our senior revolving credit facility and our senior term loans, including our financial covenants, our ability to manage the changes in supply and other market dynamics in the regions where we operate, our ability to successfully execute and achieve efficiencies, our ability to achieve the expected level of benefit from any restructuring activities and cost reduction initiatives, our ability to successfully implement our growth strategy and integrate acquired businesses and recognize the anticipated benefits, unanticipated tax liabilities or adverse results of tax audits, assessments, or disputes, our ability to capitalize on new market opportunities, risks related to the complexity of U.S. tax legislation and any subsequently issued regulations and our ability to accurately predict the impact on our effective tax rate and future earnings, our ability to effectively leverage technology and operating systems and realize the anticipated benefits, potential liabilities and the extent of any insurance coverage, actions that may be taken under the current administration in the U.S. that increase costs or otherwise negatively impact ours or our customers and suppliers businesses, the outcome of pending litigation and other proceedings, the impact of quarterly fluctuations in results, particularly as a result of seasonality, supply disruptions, border closures and other logistical difficulties that can arise when sourcing and delivering fuel in areas that are actively engaged in war or other military conflicts, our failure to effectively hedge certain financial risks associated with the use of derivatives, uninsured losses, the impact of climate change and natural disasters, adverse results in legal disputes, and other risks detailed from time to time in our 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, except as required by law. 

About World Fuel Services Corporation

Headquartered in Miami, Florida, World Fuel Services is a global energy management company involved in providing energy procurement advisory services, supply fulfillment and transaction and payment management solutions to commercial and industrial customers, principally 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.

For more information, call 305-428-8000 or visit www.wfscorp.com.

View source version on businesswire.com: https://www.businesswire.com/news/home/20211028006161/en

Ira M. Birns, Executive Vice President & Chief Financial Officer Glenn Klevitz, Vice President, Treasurer & Investor Relations (305) 351-4763 Source: World Fuel Services Corporation

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• Transcripts

World Fuel Services Corporation (INT) Q1 2023 Earnings Call Transcript

World Fuel Services Corporation. (INT) Q1 2023 Earnings Conference Call April 27, 2023 5:00 PM ET

Company Participants

Glenn Klevitz - VP, Treasurer & IR Michael Kasbar - Chairman, CEO Ira Birns - EVP, CFO

Conference Call Participants

Ken Hoexter - Bank of America Ben Nolan - Stifel. Pavel Molchanov - Raymond James

Thank you for standing by and welcome to the World Fuel Services First Quarter 2023 Earnings Conference Call. My name is Gigi, and I'll be coordinating the call this evening. [Operator Instructions] As a reminder, this conference is being recorded.

I would now like to turn the conference over to Mr. Glenn Klevitz, World Fuel’s Vice President, Treasurer and Investor Relations. Mr. Klevitz, you may begin your conference.

Glenn Klevitz

Thank you, Gigi. Good evening, everyone, and welcome to the World Fuel Services first quarter 2023 earnings conference call, which will be presented alongside our live slide presentation.

Today's presentation is also available via webcast. To access this webcast or future webcasts, please visit the World Fuel Services corporation website and click on the webcast icon.

With us on the call today are Michael Kasbar, Chairman and Chief Executive Officer; and Ira Birns, Executive Vice President and Chief Financial Officer. By now, you should have all received a copy of our earnings release. If not, you can access the release on our website.

Before we get started, I would like to review World Fuel Safe Harbor statement. Certain statements made today, including comments about World Fuel's expectations regarding future plans and performance. Our forward-looking statements that are subject to a range of uncertainties and risks that could cause World Fuel's actual results to materially differ from the forward-looking information.

A description of the risk factors that could cause results to materially differ from these projections can be found in World Fuel's most recent Form 10-K and other reports filed with the Securities and Exchange Commission. World Fuel assumes no obligation to revise or publicly released the results of any revisions to these forward-looking statements in light of new information or future events.

This presentation also includes certain non-GAAP financial measures as defined in regulation G. a reconciliation of these non-GAAP financial measures to their most directly comparable GAAP financial measures is included in World Fuel's press release, and can be found on its website. We'll begin with several minutes of prepared remarks which will then be followed by a question-and-answer period. As with prior conference calls, we have members of the media and individual private investors on the line participate in listen only mode.

At this time, I would like to introduce our Chairman and Chief Executive Officer, Michael Kasbar.

Michael Kasbar

Thank you, Glenn. Good afternoon, everyone. We appreciate you joining us today. The first quarter of 2023 saw a continuation of the many trends that made last year a successful one for our business. Our aviation business benefited from increased international airline passenger demand, as many parts of the world were still experiencing pandemic related travel restrictions, which did not fully ease into the latter part of the year. Aviation has also benefited from the inventory risk mitigation efforts we implemented in response to the extreme price volatility experienced in 2022, which negatively impacted our aviation results to the first half of last year.

We experienced continued growth of our diversified business in general aviation offerings, including products and services ancillary to our core fuel supply, such as trip support services and de-icing fluid, which also contributed meaningfully to the year-over-year increase in aviation profitability. Many of the services and digital offerings we provide to these customers form integral parts of a broader aviation ecosystem that connects us intimately with our customer base. This connectivity has proven to be more resilient to short-term economic weakness than traditional fuel sales, which is why our investment in an expansion of these lines of business over the past several years has been a primary strategic focus.

Looking forward this is a key underpinning of our digital growth strategy. We believe that by expanding our portfolio of digital offerings across all of our businesses, we can not only engage more deeply with our customers, but also improve the readability of our revenue sources and reduce the capital intensity of our offerings to deliver enhanced returns. We are also focused on implementing advanced technologies to integrate our processes and make us easier to do business with further enabling us to be the counterparty of choice in the markets we serve.

On previous calls, I've emphasized our efforts over the last several years to sharpen our portfolio and maximize returns, which resulted in the reorganization of our marine business. These actions have positioned our business to be able to weather the inevitable cyclicality of the global shipping industry through a lower cost structure that enables us to generate respectable financial returns in down markets, while preserving the ability to provide value in volatile and credit constrained markets, especially when demand strengthens.

While the high fuel prices witness throughout much of 2022 began to ease the first quarter of 2023 submarine visitors nevertheless benefited from the elevated interest rate environment and continued fuel price volatility, which together with our prudent allocation of working capital enabled marine to again deliver outstanding financial performance during the quarter.

Both our aviation marine businesses have benefited from our ability to leverage our strength and stability as a preferred reliable counterparty to support our customers fuel and financial requirements amidst an increasingly constrained and costly credit environment, and a continued period of heightened supply and logistical uncertainly. While a land fuels business was liquid land fuel business was impacted by extreme weather in North America, our gas power and sustainability businesses performed well. Our liquid land and world connect sustainability businesses are following the common operating model we have in aviation and marine and we are now enhancing our products and services, realigning teams hiring top talent where needed and leveraging our digital capabilities to build that a similar solutions ecosystem. I continue to be optimistic about our liquid land, gas power and sustainability businesses becoming a larger and very complementary contributor to our overall business.

In closing, while we continue to focus on driving growth and efficiencies in our conventional fuels business activities, which remain critical to our success for years to come, we recognize the evolving needs of our customers the growing global demand for sustainable solutions. We therefore continue to focus on building our lower carbon fuel offerings, as well as a growing suite of other sustainability related products and services, where you're continuing to build a business that not only thrives in the present, but also paves the way for an even brighter future. All of our successes to date are due to the collective efforts of every individual in our organization. And these are the same individuals who will lead us to a greener tomorrow in more ways than one. Thank you for your continued support.

I'll now turn the call over to Ira for a review of our financial results.

Thank you, Michael. And good evening, everyone. Before I walked through our first quarter results, please note that while there were no adjustments to GAAP results in this year's first quarter, that's correct can no adjustments that comparative prior year numbers do exclude the impact of non-operational items, principally acquisition related expenses and integration costs, all highlighted in our earnings release. To assist you in reconciling the results published in earnings release. The breakdown of last year last year is not operational items can be found on our website on the last slide of today's webcast presentation.

Now let's continue with the financial highlights. Consolidated revenue for the first quarter was $12.5 billion. That's up 1% compared to the first quarter of last year. Consolidated volume for the first quarter was 4.5 billion gallons and gallon equivalents, effectively flat with the prior year. I'll talk a bit more about gallon equivalents shortly. Adjusted EBITDA for the first quarter was at $87 million that's an increase of $12 million, or 16%, compared to the first quarter of last year. Adjusted first quarter net income and earnings per share with $23 million and $0.36 per share, respectively. That's a decline of $4 million or $0.06 per share, compared to the first quarter of 2022.

First quarter volume and our aviation segment was 1.8 billion gallons. That's an increase of 7% compared to the first quarter of 2022. The volume increase in the first quarter was principally driven by a further year-over-year increase in commercial passenger activity. Looking forward and considering the significantly higher interest rate environment we are placing an even greater emphasis on generating commensurate returns, which may temper volume growth over the next few quarters. However, we remain confident in our opportunities to drive profitability in aviation over the balance of the year.

Our land segment volume was 1.6 billion gallons or gallon equivalents in the first quarter. That's a slight decline of 1% compared to the first quarter of last year. As a reminder, this gallon equivalent amount comprises liquid fuel activity, as well as a growing contribution from natural gas and power volume, which represented approximately 1/3 of the aggregate land volume reported for the first quarter. While volume in our North American liquid fuel business was negatively impacted by adverse weather during the quarter, including two record atmospheric rivers, which drenched parts of flyers territory on the West Coast, we were pleased to see natural gas activity offset this decline, which benefited from increased demand and a growing customer base.

And lastly, volume and our marine segment for the first quarter was 4.3 million metric tons. That's a 9% decrease year-over-year, driven principally by a softening container market.

Consolidated gross profit for the first quarter was $263 million. That's an increase of $32 million, or 14% year-over-year. Our aviation segment contributed $101 million of gross profit in the first quarter, an increase of $36 million, or 57% compared to last year's first quarter results, when as you recall, we were negatively impacted by the backward at jet fuel market that commenced in a significant way in the latter half of last year's first quarter. We also have benefited from strong growth in our business and general aviation activities.

As we look ahead to the second quarter, we anticipate a significant seasonal increase in aviation gross profit with year-over-year results expected to be up even more significantly, when compared to the backwardation impacted second quarter of 2022. Our land segment delivered gross profit of $110 million in the first quarter. That's a decrease of $10 million, or 8% year-over-year. As already mentioned extreme weather events during the first quarter resulted in both volume and gross profit declines in our core liquid fuel activities in North America. Reduced volatility and somewhat warmer weather also negatively impacted the year-over-year comparison of our U.K. land results and partially offsetting these declines were strong increases in profitability in our Connect natural gas power and sustainability related offerings.

For the second quarter, we anticipate land gross profit to be flat sequentially, but down from the second quarter of 2022 when our U.K. operations continue to benefit from significant market volatility.

The Marine segment generated first quarter gross profit of $52 million. That's an 11% increase when compared to the first quarter of last year. While bunker fuel prices have declined, marine benefited from a significantly higher interest rate and credit constrained credit environment in the first quarter. As we look ahead to the second quarter, margins are expected to remain well ahead of historical averages. However, gross profit is expected to decline sequentially driven principally by flattening prices and reduce market volatility.

Consolidated operating expenses were $198 million in the first quarter below the low end of the guidance provided on last quarters call. Looking ahead to the second quarter, we expect operating expenses will be in the range of $204 million to $208 million. The anticipated sequential increase principally relates to increased variable compensation related to the expectation that was significantly higher, consolidated results in the second quarter. I already mentioned our first quarter adjusted EBITDA earlier, but our year-over-year adjusted trailing 12-month EBITDA was also up significantly increasing 56% year-over-year to $392 million, our highest level of trailing 12-month EBITDA since the first quarter of 2020. This year the increase is inclusive of the benefit of the flyers acquisition completed to start the year in 2022.

Interest expense for the first quarter was $34 million in line with our guidance on last quarters call, but up $20 million from last year's first quarter when interest rates were still materially lower. Fees associated with our receivable sales activity, again comprised approximately 40% of our total interest costs in the first quarter. We expect our consolidated interest expense for the second quarter to be flat to modestly down sequentially, and we remain focused on opportunities to reduce our current run rate of interest expense.

Our adjusted effective tax rate for the first quarter was 16% compared to 20% for the first quarter and full year in 2022. As I mentioned our last quarters call, we believe our 2023 full year tax rate will remain generally consistent with 2022. However, our quarterly rates may vary as evidenced by the lower rate in this year's first quarter.

During the first quarter, we generated positive operating cash flow of $143 million driven by lower fuel prices and solid focus on and management of all components of working capital including accounts receivable inventory, and accounts payable. While not the easy to repeat the strong results in the second quarter with average fuel prices already up 67% from the first quarter, we remain focused on delivering solid cash flow for the full year, contributing to overall liquidity and returns. And our liquidity profile remains strong with significant availability under our revolving credit facility. This positions us well to pursue growth opportunities while maintaining very important financial flexibility.

So despite it being a seasonally weak quarter for us in the first quarter, we delivered solid overall results. Aviation delivered very strong performance what is in what is traditionally the weakest quarter for air travel, or land liquid fuels activity in North America was impacted by extreme weather on natural gas and power businesses continued to perform well. Marine continued to outperform historical averages with very strong operating margins. And we are now entering our seasonally strongest second and third quarters and remain optimistic about our opportunities to deliver strong results for the full year.

On the corporate development side of the house, we have expanded our team are busy analyzing a growing pipeline of synergistic conventional fuel opportunities, as well as a growing number of opportunities to complement our existing suite of sustainability solutions in world connect. And our focus on operating margin improvement continues. I frequently remind our team how many gallons of fuel we need to sell to cover each and every expense we incur so that every member of our organization thinks critically about how each activity and costs contributes to our overall financial performance. We are scrutinizing every aspect of our business to identify areas to eliminate waste, and drive greater process efficiencies. And we therefore remain confident in our ability to achieve or even surpass our longer term articulated goals for operating margin improvement.

And finally, we remain confident in our ability to continue to navigate challenges and capitalize on opportunities. Our strong balance sheet combined with our continuing commitment to profitable growth positions as well for continued success. And we remain steadfast in our commitment to delivering value to our shareholders, customers, and employees.

Thank you, I will now turn the call back over to our wonderful operator Gigi for the Q&A session.

Question-and-Answer Session

Thank you. [Operator Instructions] Our first question comes from the line of Ken Hoexter from Bank of America.

Ken Hoexter

Hey, Greg, good afternoon. Ira. Michael. Glen. So just a couple of from me on let's start on land. I guess Ira you talked about the harsh weather? Are you back up and running? Should we look at kind of the run rate they're getting back to normal, obviously, typically, middle of the year tends to be stronger, some years weaker and others with the U.K., I guess balanced out now with your acquisition seems like the middle of year should get stronger. So maybe just talk us through how you think about lands going forward.

With flyers in the mix, that obviously the weather conditions have improved, that that happens, during bleeding months of February and March in, in that business, and we generally see seasonal strength as we get into the second and third quarter. And we, we think that'll be that will generally be the case again, at the same time. The strongest periods for the U.K. business are the fourth quarter in the first quarter. So we generally see a drop off obviously, the heating oil business drops off dramatically in Q2. So you have some you have some pluses and minuses, but nothing extraordinary or, or out of the ordinary in the second quarter compared to historical trends.

Okay. By the way, I just wanted to say before I get started, congrats on so many things I wrote but not just the fact that there's no adjustments but now that jets have gotten bred for version two of Aaron Rodgers should be a good year. The interest expense. Can you kind of dig into what you were talking about there? Obviously, we just looked at on a trade-off but you've got a 17% rate just on your debt, but you're talking about throwing in there you've got the accounts receivable thrown in there, but you were talking about maybe holding this despite debt coming down, that your level, your interest expense should be flat. So maybe walk us through what's what's in the makeup there?

Remember, over the first few months of the year, interest rates were rising, they hopefully have that that's hopefully stopped, except for maybe another 25 basis points next month. So that's where the flat comes from, we do not have a 17% rate on our debt. That's the reason that I've been sharing the percentage of the interest related to the receivable sales, our average rate on debt is just under 7%. So working like we're working with that number is still obviously a lot higher than where it was when interest rates were at historical lows. But as evidenced by this quarter, we're working really hard to drive, cash flow, as best we can and bring down our trade cycle, which, which, should help us reduce interest expense a bit going forward, it's a little easier if rates don't keep going up. But for the moment, our run rate is what our run rate is. So we'll probably be a little bit lighter in Q2, and then hopefully come down a little bit more in the second half of the year, as I mentioned, last quarter.

Okay. My last one, and I'll turn it over to Ben is just on the on your OpEx target, right, you're 204 million to 208 million in next quarter. Can you walk us through is that now your kind of run rate? If we're looking out from there, is there, obviously if you're jumping up, is there something that's running it up and maybe just talked about? What's in it and how we think about it going forward?

It's a great question, Ken, thanks. Look, there are certain elements of variability in our expenses on a quarterly basis that are tied to the level of profitability. One of those, the example that I shared in my prepared remarks is variable compensation so that, that's not spread like peanut butter over the course of the year, it's more directly correlated with the profit contribution by quarter. So we generally will see a bump in expenses, assuming everything else was constant in Q2, that number will probably be a little bit higher in Q3, which is expected to be an even stronger quarter, and then should come down a bit in Q4. So very consistent with the, with the trend of our results on a quarterly basis, the way that you have them modeled out.

Perfect. Thank you so much. Have a great FM [Ph]. Appreciate the time.

Thanks. Good. Yes.

Thank you. One moment for our next question. Our next question comes from the line of Ben Nolan from Stifel.

Thank you, Gigi. By the way, let me start off by just mentioning that I really the tweaks that you guys did do the presentation and your remarks, I mean, are very, very helpful. So, so good job on that. And I appreciate it. The My first question is related to, conceptually, the margins, and you talked a little bit about this Ira, but pushing for higher margins in the aviation business, it looks like that has been pretty well done or executed in the marine side. But maybe a little bit less so on the land and on the aviation side, and just trying to understand if there's something structural, because, your cost of business has gone up with interest rates, and it would seem like you should be able to pass that through to your customers. Is there something that sort of inhibits your ability to do that in a few those categories?

Sure, great and important question. So I'll try to, I'll try to be as clear as possible in my response. If you start with marine, of course, we all know we had a phenomenal year next year, which was impacted by a couple of things, honestly, one was tremendous amount of volatility, record prices, but also rising interest rates, and we're able to address that head on and more immediately in marine because as we've said, over and over again over the years is Marine is generally a spot business. So when I am I'm not doing it personally, but when we're quoting a customer, we can react to market conditions every day, every hour of the day. And of course, if interest rates are moving up, we can factor that into our thinking in our in our in our return hurdle rates etcetera on a very regular basis.

In aviation, in a large part of aviation, commercial passenger cargo, etcetera most of that activity, very large percentage of that activity is under annual contract, a very large percentage of those annual contracts roll over on the first of July. Some of them in Europe are enrolling over this quarter, but a very large percentage rollover in July. So over the course of July 1, 2022, to June 30, of 2023, the margin is what the margin is right. As, as those contracts come due, and this higher interest rate environment, being focused, as we always are on returns, we're obviously, hyper focus on making sure that those returns don't deteriorate. And actually, we hopefully catch up a bit, as we're able to price the, the current interest rate into our return criteria and tried to drive higher markets.

One of the reasons I mentioned on in my remarks, that volume may be tempered a little bit where we can't do that, in some cases, we may forego some volume upon renewal. And there's also the other lever is terms, right. It may not always be achieved by getting a higher cent per gallon number in a customer engagement, but that number can stay the same in some circumstances. And, and we may have tighter terms and therefore have a positive contribution to the interest line. So we can mix and match that way. So it's all about, increased acceptable level of returns in this interest rate environment.

So, we've, we've, we've certainly raised the bar there, as rates have gone up. Land is a bit more of a mixed bag. Land, you've got some spot business, where, many parts of flyers are spot, we have seen our core margin per gallon and land, 2022 was higher than 2021. And first quarter of 2023 was higher than 2022. So we are in parts of that business able to achieve a higher margin. There's a part of that business, which is the retail gas station distribution, much of that is over contracts that spanned many, many years where we don't have the ability to go in and, and reprice on a on a regular basis, that that's a business where the way that we achieve the return that we need is higher environment has to be achieved by driving greater operating efficiencies. Right. So there are different levers for different parts of the business. But overall, we've clearly, we clearly gotten the the offset in marine, we have a chance to get some higher margins in aviation the second half of the year. And then obviously, same to same goes for most of the land business except for that retail segment.

Okay, that helps. It does that. That's a good, excellent explanation. I appreciate it. I had just a couple more. I wanted to circle back real quick on the on the tax side, what did you say was the annualized tax rate that you were expecting?

Same as last year, I think, we're, we were lower this quarter, will probably be a little a little bit higher than the annual for the balance that year, but it should, it should annualize out to the same 20% or so maybe 21% compared to last year, where we were we were actually also at 20%.

Okay, and any sense as to how you said that first quarter was low, and sense with respect to second quarter, if there's any nuance that would move in one direction or the other?

If I had to guess it will be a little over 20. But it's more likely to be a little over 20 than 100 in the second quarter.

Okay. And then, as it relates to the aviation business, appreciating the whole pricing dynamic us talked about, but I know typically the peak season for that is in the second third quarter is you have a lot of vacation travel in Europe and that sort of thing. What's your sort of you -- or what are you hearing from your customers about how the, what they're expecting for fuel demand aviation, on the aviation side over the next two quarters?

Look, I think in many markets, we, we've seen, pretty much the full recovery from pre pandemic, but despite all, maybe I'm providing a personal view here. All the fears of recession and conversations around that, I think a lot of people, including myself are still getting on planes very regularly and I think the summer travel season in Europe, which was very strong last year is expected to be strong this year. So I think the volume story is still pretty good, the acceleration is not going to be near what it was the last five or six quarters, rebounding from the pandemic. But I think just kind of core macro volume opportunities, most particularly in North America and Europe, are still strong, we're seeing a little bit of softening on the business and general aviation side that had a big boost during the pandemic, when those that could afford it, prefer to travel private, to avoid masking up, etcetera. But obviously, that's waned, and many of those types of customers have reverted back to commercial travel.

So, on the commercial side, I think strong on the on the business and general aviation side, maybe a little bit weaker, but that's a lower volume number. So, I'd say, reasonably strong our results may be a bit different than that, again, if certain business doesn't meet, our return criteria. We're, we're willing to give up a little volume for the sake of driving, “profitable growth”.

Okay. And then lastly, for me. I appreciate you bearing with me here. But I was curious on capital allocation, you have been reducing the leverage, which makes sense in a higher interest rate environment. There hasn't been much in the way of buybacks lately, which, as you move forward to generating pretty good levels of free cash flow is sort of what's the best home for that cash flow from here?

Yes, always, always a tough question. In this interest rate environment, maybe I'm making a political statement buybacks aren't as accretive as they were when rates were zero. And I think we generally prefer to allocate a, a great percentage of our capital to driving, driving our core business. I mentioned, our core team growing, we actually now have someone specifically focused on the sustainability related side of our business. So this is a huge pipeline of inorganic opportunities. We want to keep our powder dry for that. And then, of course, there's the dividend, right.

So, we always consider buybacks. We've been pretty consistent over the last few years, that's not necessarily a message about this year in terms of, buying back enough shares to cover the diluted impact of employee equity awards. So we know we'll continue to consider that but no, no meaningful promises for what we may throw into that bucket in 2023.

Understand, appreciate it again. I do do like the tweaks that you guys have made very helpful.

Thanks, Ben. I appreciate the comments.

Thank you. One moment for our next question. Our next question comes from the line of Pavel Molchanov from Raymond James.

Pavel Molchanov

Thanks for taking the question. Pleasure to be on your call for the first time. Can we get an update on World Connect please?

So World Connect is a business we started our journey a long time ago by investing in a business that had sophistication in the natural gas business in the U.S., and that was in 2012. And we, we acquired a number of companies. The most notable one was Bergen Energy in 2015, which handles a lot of power business and renewable energy certificates. GIOS is in the renewable energy solutions business does a great job in Europe. And we're expanding that now in the U.S. with de novo operations in Asia and Latin America.

So we're using our global platform to continue to follow our land base customers with any number of different services on site solar offsets, energy efficiency, carbon footprint reporting. So it's continuing to grow. We've been adding tremendous amount of talent to that part of the business. As Ira commented, we've got a pipeline of targets there. Presently, we've been growing that organically, but and then also investing in future fuels, putting a little bit of money, but a reasonable amount of time, again, following our customers and looking to make sure that we're a fast follower on those emerging future fuels. But most notably, focusing on site solar renewable energy solutions within those two sustainability businesses, we've developed their natural gas business in the U.S. And that's been growing materially, in the last several years in our power business.

So I think it's, it's probably a good opportunity to talk about what we're doing there. So we're a physical power supplier in the Nordics and Netherlands, working in the B2B market. So we sit between the grid and the consumers of electricity, and we're providing scheduling, balancing forecasting services, and we handle some of their risk management. And then we're acting more and more as an off taker for power producers, wind farms, and others where we're buying their daily production, production, and selling back to the grid. So that's what we're doing most notably in Europe on power.

On the natural gas side, it's offering natural gas supply, dealing with the risk management in the B2B side, again, scheduling, balancing forecasting, ensuring logistics around the product, and then some financial optimization we'll do on our own account. So that that was the, the commodity side of it. And, we continue to develop that and sourcing demand in Asia, Latin America. So it's an important part of the business. It's growing at a pretty good clip, we'd like to continue to supersize that a bit more. So that's, that's basically World Connect on our sustainability have probably forgot a couple of things. Ira, anything you want to add?

So just to try to frame that in numbers a little bit up Pavel, as Mike said, it's it's been growing. It's so in the first quarter, about 25% of lands gross profit related to the nat gas and power activity and the sustainability and advisory services. So that's, that's grown, it's still a relatively small number from a consolidated or consolidated standpoint, but it's grown significantly from where it was just a short time ago. So it's, it's moving forward on a on a pretty steady clip. And dropping more to the bottom line as well. And that's an area where we'll continue to invest.

Appreciate all that detail. Let me zoom in on kind of an emerging market angle of your, I suppose. All three businesses, but perhaps most notably, in aviation, a lot of the currencies I'm thinking are Argentinian peso, Lira are literally all time lows against the dollar right now. To what extent is that hurting demand for importing feel in those markets?

[Indiscernible] a fake it answer here. Yes. Listen, I -- it's not something that I'm aware of as being a topic. Certainly not anything that's been brought up in any of our sort of meetings. So, but I read you have maybe you've got a little bit of color on that.

And I'd say, I'm not sure exactly what the full angle there Pavel is, but most of our activity around the world on the fuel side, regardless of jurisdiction, and we're talking about a lot of jurisdictions, right, because we're selling fuel in over 200 countries and territories around the world is U.S. dollar base. So, that the FX side of the equation may have some indirect impacts, but we're buying and selling in U.S. dollars, almost everywhere. We do have some foreign currency denominated activity. But on the fuel side, it's mostly you USD.

But I think, as you see and obviously, Russia and what's going on in terms of just different markets. I'm sure there's, any number of activity there. But that's not it's not something that we're zeroed in on, or it's not anything that is mainstream for us that I know of.

Okay, clear enough. Thank you, guys.

Thanks for dialing Pavel. I appreciate it.

Thank you. Mr. Kasbar, there are no further questions at this time. I will now turn the call back to you for closing remarks.

Well, this is not necessarily closing remark. In terms of our land business you asked the question earlier, and, so off to, a bit of a bit of a storm with weather, but it's a well-run business, the flyers team is great addition. We've brought on some additional talent, and I'm really just emphasizing, the comments that I had, in my prepared statements. So feel strongly about the fact that we're modeling those offers and the business and the processes against our well run marine and aviation business. So while it's not an exact sort of overlay, there is a lot of commonality that we're going to leverage off of our, marine and aviation organizational design.

At the end of the day, we're moving molecules. We're dealing with the logistics where the customers coming to us and our card locks, we're going to the customer and wholesale or business to their retail stations. So that business is taken a long time to be the fourth and fifth leg of the stool, but I'm optimistic that it will be. And we'll be reporting back to you, on a quarter by quarter basis. So I just wanted to sort of emphasize that, obviously, we can't control the weather, but that business will start to produce some. Any case thanks very much. Appreciate you spending your time with us. And I look forward to talking with you next quarter. And thanks to the fantastic team that we have. It's a pleasure working with you every day. Thanks to our shareholders. Thanks very much. Take care.

Ladies and gentlemen, that does conclude the conference call for today. We thank you for your participation and ask that you please disconnect your line.

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Nelson Leite –  Board Member and Chief Technology Officer

Nelson Leite, Chief Technology Officer, is focused on the design, development and production of the FuelPositive prototype units and the future commercialized units. Nelson comes from an engineering and manufacturing background, with over 30 years in the high tech automation and robotics industries. His key transferrable experiences include inventing solutions for companies such as Toyota, Tesla, Kimberly Clark and many more. The size of systems ranged from smaller under $100,000 to large projects over $10 million. Many of the systems are currently in production today at the various facilities around the world. At FuelPositive, Nelson is taking an aggressive approach, driving the commercialization of our systems, along with evolving the technology further with our team of researchers and scientists.

Lenore Newman, BSc, MES, PhD –

Compensation committee chair and, independent board member., global food security advisor.

Lenore Newman, is the Director of the Food and Agriculture Institute at the University of the Fraser Valley. A leading researcher and author, she is also past Canada Research Chair in Food Security. Lenore researches agricultural land use policy, agricultural technologies (including controlled environment agriculture), and bioengineering in the food system.  Lenore is also an emeritus member of the Royal Society of Canada’s New College. Lenore researches agricultural land use policy, agricultural technology, and bioengineering in the food system. She is a scientific advisor with Creative Destruction Labs Rockies, and she sat on the BC Premier’s Food Security Task Force. She holds a BSc in Physics from the University of British Columbia, and a PhD in Environmental Studies from York University. Lenore will help guide our efforts to identify the best demonstration pilot project partners to showcase how our technology is ideally suited to support Controlled Environment Agriculture in real-world settings around the world.

Luna Charlebois Clifford –

Co-founder and chief impact officer.

An experienced business owner and advisor, Luna’s progressive spirit has shaped multiple start-ups. Her expertise in fostering partnerships, optimizing team dynamics, communication, healthcare, brand-building and permaculture guides her work.

In early 2019, Luna and her co-founder developed FuelPositive’s vision, creating the mission and values that fueled the Company’s business plan and rapid growth.

Luna, integral to the leadership team, has played a key role in guiding the company’s direction in collaboration with its agricultural and cultural advisors.

Luna champions ethical, inclusive, bold business models and advocates for a more compassionate, fair, and mindful food industry, prioritizing the environment, animal welfare and human health.

She has confidence that Canadians are capable of the necessary change to adapt to environmental imperatives and will be instrumental in creating the positive shift the world needs for global food security and a sustainable future.

Ibrahim Dincer, BSc, MSc, PhD, PEng

Co-inventor, technology advisor.

Dr. Ibrahim Dincer is recognized as a pioneer and international leader in the area of sustainable energy technologies. Along with his team, Dr. Dincer invented the modular green ammonia production technology that FuelPositive is commercializing. His area of specialty covers various topics including ammonia, hydrogen energy and fuel cells; renewable energy systems; energy storage systems and applications; carbon capturing technologies and integrated and hybrid energy systems.

Claudia Wagner-Riddle, BSc, MSc, PhD Advisor, Agriculture

Dr. Claudia Wagner-Riddle is a Professor in the School of Environmental Sciences (SES), University of Guelph, Canada. Originally from Brazil, Claudia has degrees from the University of Sao Paulo and Guelph. Claudia leads an internationally-renowned research program utilizing the measurement of greenhouse gas emissions to determine the carbon footprint of food, feed and fuel produced by agriculture. She currently leads several projects focused on evaluating how soil health impacts ecosystem services, including a new $2 million infrastructure project using a large-scale soil weighing lysimeter. Claudia is a fellow of the Soil Science Society of America, the American Meteorological Society and the Canadian Society of Agricultural and Forest Meteorology. She is the Editor-in-Chief of the international journal Agricultural and Forest Meteorology and leads a nationwide training program on climate-smart soils. Claudia was recently appointed Director of the North American regional chapter of the International Nitrogen Initiative and was awarded the 2020 IFA Borlaug Award of Excellence in Crop Nutrition. Dr. Wagner-Riddle has published more than 160 papers and has an h-index of 45 (Google Scholar).

More about Dr. Wagner-Riddle, including affiliations, partnerships, awards and honours can be found here . A full list of her publications can be found here .

Ian Clifford – Co-Founder, CEO and Board Chair

Ian Clifford brings a wealth of expertise in marketing innovative green technology, stakeholder and shareholder relations and brand-building to FuelPositive.

Since the inception of trailblazing ZENN Motor Company, Ian has secured upwards of $80 million in equity and public sector financing to develop and commercialize new environmentally friendly technologies.

In early 2019, Ian and his co-founder developed FuelPositive’s vision, creating the mission and values that fueled the Company’s business plan and rapid growth.

As the primary spokesperson for the Company, Ian leads Fuelpositive investor relations and is responsible for the company’s global growth, guided by the company’s principles.

Ian is confident that FuelPositive can seamlessly blend business success with a commitment to a sustainable future for the next generations.

Gord Ellis – Independent Board Member

Gord is an experienced executive, serial entrepreneur and highly capable computer engineer with broad and deep experience focused on delivering innovative solutions to the Industrial, Commercial, and Institutional sectors that focus on energy conservation and demand management, energy informatics, and more recently smart grid enabled energy optimization. In total, Gord has over 30 years’ management and technology-based experience delivering robust, market-driven software and advanced computing solutions that leverage skills in the areas of real-time systems, software engineering, advanced model-based control, data communications, database design and human machine interfaces. Through this combination of domain expertise, deep technical skills, and strong business acumen Gord provides unique and valuable leadership and insight on strategic and technology-based initiatives.

Gord has co-founded several technology start-ups with successful exits. Presently Gord operates a management consulting firm providing “technology strategics” to energy sector stakeholders and owns and operates a prosperous manufacturing facility in the gourmet foods sector. Over the course of his career Gord has held C-level roles of CEO, CTO, CFO, and CPO at various technology firms in southwestern Ontario, and Board and Advisory positions in these and other enterprises. Gord has also volunteered with the MaRS Discovery District Cleantech Practice and the Wilfrid Laurier Launchpad providing coaching and mentorship to start-ups enrolled in these accelerator programs.

InvestorIntel Corp.

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Transcend Capital Advisors

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Darrell Brown – Indigenous Clean Energy Advisor  

Darrell Brown is a Cree business owner based in Winnipeg, MB. Darrell is the President of Kisik Clean Energy. He is a 2004 founding member and current chair of the Aboriginal Chamber of Commerce in Manitoba. Darrell has extensive experience in International Business, Indigenous Leadership and Governance and has completed the ICE (Indigenous Clean Energy) 20/20 Catalyst program focusing on the Indigenous Renewable Energy Sector. Darrell is the past Chair of the Indigenous Clean Energy (ICE) Social Enterprise Board of Directors. ICE aims to accelerate First Nations, Inuit and Métis participation in clean energy projects and supports Indigenous communities to be clean energy change agents through capacity-building, skills development, career training and mentorship.

Mario Tenuta – Agricultural Greenhouse Gas Mitigation Advisor

Dr. Mario Tenuta is the Senior Industrial Research Chair in 4R Nutrient Stewardship, and Professor of Applied Soil Ecology at the University of Manitoba. The 4Rs are comprised of right fertilizer, right rate, right time, right place. The 4R Industrial Research Chair Program is advancing research in 4R nitrogen management practices on the Canadian Prairies, to identify solutions to achieving reductions in N2O emissions, as well as improved soil health and crop productivity. It is a joint project of the Natural Sciences and Engineering Research Council of Canada (NSERC), the Western Grains Research Foundation (WGRF) and Fertilizer Canada. For FuelPositive, Mario is leading a research project to showcase that by using 4R best practices, used in combination with anhydrous ammonia and a nitrification inhibitor, it is possible for farmers to reduce nitrate emissions well beyond 30%, and to better match fertilizer rate to crop needs, while achieving the same or higher yields.

Controlled Environment Systems Research Facility, University of Guelph

The Research Facility’s work is focused on “controlled environment agriculture”, which includes greenhouses and vertical farming, where plants are grown indoors. Because of damage caused by climate change and the precariousness of traditional farming, many sustainable farming experts believe controlled environment agriculture will play a key role in feeding the billions of people on the planet in the coming decades. This partnership will be led by Professor Mike Dixon who is the Director of the Facility, as well as with his colleague Assistant Professor Thomas Graham, who is the PhytoGro Research Chair in Controlled Environment Systems. Our plan is to conduct research to identify the optimal performance of our systems with various crops and growing environments.

Marek Warunkiewicz – Independent Board Member and Marketing Advisor

Marek Warunkiewicz brings 40-plus years of entrepreneurial expertise to the FuelPositive board and management. Marek’s experience spans the areas of marketing, branding, advertising, project management and graphic design and has held Creative Director and VP of Marketing positions at various companies. Marek has created successful business-to-business marketing and advertising campaigns for a diverse group of clients ranging from high-tech to agriculture. Marek, along with Ian Clifford, co-founded digIT Interactive and ZENN Motor Company.

Olushola (Shola) Ashiru – Independent Board Member and Audit Committee Chair

A Partner and Portfolio Manager at New Energy Fund (NEF) II, Shola Ashiru has worked in the field of clean technologies since 2007. She co-founded New Energy Fund II (an NEF Advisors company), which is a private equity yield fund set up to take equity positions in high yielding renewable energy projects ranging from fuel cells, solar and wind to efficiency and storage options. Based in New York City, Shola started her career in Cleantech Equity Research, then Equity Capital Markets at Ardour Capital Investments. Shola serves as judge in the annual New York Business Plan Competition, the annual Cleantech Open Northeast competition, and also the annual National Renewable Energy Laboratory’s Industry Growth Forum.

Tracy and Curtis Hiebert, Demonstration Project Partners

Tracy and Curtis Hiebert have signed a Letter of Intent to be FuelPositive’s first demonstration project partners. The first, full-sized, green ammonia production system will be placed on the Hieberts’ 11,000-acre family-operated plant-crop farm near the town of Sperling, south of Winnipeg. The Hieberts take a modern approach to farming, want to be more sustainable, and are early adopters of new agricultural technologies and techniques to increase efficiency while reducing greenhouse gas emissions. As well, they want to gain control of their supply of fertilizer after experiencing huge price increases and a lack of reliable supply over the past number of years.

Pollara Strategic Insights

Founded in 1980, Pollara Strategic Insights is one of Canada’s premier full-service research firms – a collaborative team of senior research veterans who are passionate about conducting research through hands-on creativity and customized solutions. Taking full advantage of their comprehensive toolbox of industry-leading quantitative and qualitative methodologies and analytical techniques, Pollara provides research-based strategic advice to a wide array of clients across all sectors on a local, national and global scale. For more information, please visit www.pollara.com.

Leith Deacon, BA, MSc, PhD – Advisor, Market Research

Leith Deacon is an Associate Professor in the Rural Planning and Development Program in the School of Environmental Design and Rural Development at the University of Guelph. He is a full member of the Canadian Institute of Planners and a Registered Professional Planner. Leith’s research focuses on rural and small communities and concepts around sustainability, governance and resiliency. A recent research project resulted in a data-based of 30,000 individuals living in rural Ontario.

Ghassan Chehade, BEng, MSc, EIT, PhD – Co-Inventor, Lead Project Engineer

Dr. Ghassan Chehade is a hydrogen/ammonia subject matter specialist, focused on the link between climate change and energy systems. He worked for more than half a decade at the Clean Energy Research Laboratory at the University of Ontario Institute of Technology, performing research related to clean energy systems. His discoveries on ammonia and hydrogen production methods in the lab have translated to commercial solutions that can revolutionize the way to reduce carbon emissions.

Derek Boudreau, BEng, MBA – Strategic Advisor, Agricultural Implementation

Derek Boudreau has over 27 years of global experience working in sales, management, manufacturing and distribution with agricultural equipment and internal combustion engines, gained at John Deere Company. Originally from Canada, Derek’s experience spans the areas of sales, marketing, product engineering, product support and operations management. Derek developed a broad global perspective as he successfully led businesses for John Deere in Canada, the U.S., Russia and Finland. His knowledge will play a critical role as we determine and maximize the impact of our on-site green ammonia production systems on farms and in other applications as we grow. Derek has a passion for expanding product offerings to better serve customers through organic development and strategic partnerships. He holds a BEng (McGill University) and an MBA (University of Chicago).

Jeanne Milne, Advisor, Government Relations

Calgary-based business analyst Jeanne Milne leads FuelPositive’s efforts to secure government grants. Jeanne is a Principal at Milne Advisory Group, supporting small- and medium-sized enterprises to navigate shifting markets. She has helped technology companies commercialize their innovations and articulate their brands. She has founded, managed and grown two companies, has served as Director of Marketing for an international consumer goods company, and has worked extensively in the area of corporate finance, responsible for commercial loans and private placements in the energy sector in Western Canada.

Marie-Ève Turgeon – Illustrator/ Illustratrice

Marie-Ève lives her passion surrounded by forest in the magnificent Laurentian region of Quebec. Simplicity, everyday life and the environment are these sources of inspiration. Represented by Miss Illustration https://www.marieeveturgeon.com

André Mech, BEng, MBA – Advisor, Carbon Credits and Emissions Reduction

André has worked in the emissions reduction space for more than 20 years, assessing the emission profiles of hundreds of transportation and renewable energy companies and technologies on two continents. His experience positions him as one of the most knowledgeable emissions reduction and carbon credit specialists in the sector.

Greg Gooch, BEng, MBA, Advisor

Greg Gooch’s multifaceted career in the fields of electronics and finance has positioned him as a key advisor and funding partner to start-ups and new technology companies for more than 40 years. Greg has been involved with FuelPositive since its early days and has remained a significant supporter and consultant to the company.

François Desloges, BEng – Senior Business and Technology Analyst

François has over 25 years of experience in high tech entrepreneurship. With a degree in electrical engineering from Polytechnique de Montréal, he has developed electronic systems software applications and material science at the heart of innovative processes for start-up companies. An out-of-the-box-thinker obsessed with quality, François has always preferred small teams and projects with the potential to disrupt the status quo.

In recent years, he has enjoyed contributing to ventures that resonate with his ethical values, whether in the area of privacy or the transition to carbon-free energy sources.

Jing Peng, CPA – Chief Financial Officer

Jing Peng is a Canadian Chartered Professional Accountant. He has worked in public accounting for the past 10 years, providing financial services primarily to junior exploration companies. Jing has been the CFO of Austin Resources Ltd., a TSXV-listed company, since September 2015 and the CFO of Captor Capital Inc., a CSE-listed company, since March 2014. In addition, since December 2010, he has been the senior financial analyst at Marrelli Support Services, a well-respected supplier of accounting and reporting services. Earlier in his career, Jing was a senior accountant at MSCM LLP and KPMG LLP. Jing holds a master’s degree in management and professional accounting from Rotman School of Management, University of Toronto.

Rob Tocchio – Independent Board Member

Dr. Robert Tocchio operated a successful orthodontic practice for more than 25 years and brings extensive entrepreneurial experience to his role with FuelPositive. Dr. Tocchio has participated in a wide array of private and public start-ups, including participating as a Founder and Board Member of Medisystem Technologies through IPO and sale to Shoppers Drug Mart. Dr. Tocchio has been one of the most significant and consistent supporters of FuelPositive since the Company went public in 2006.

Marek Warunkiewicz – Independent Board Member

Marek Warunkiewicz brings 40-plus years of entrepreneurial expertise to the FuelPositive board and management. Marek’s experience spans the areas of marketing, branding, advertising, project management and graphic design and has held Creative Director and VP of Marketing positions at various companies. Marek has created successful business-to-business marketing and advertising campaigns for a diverse group of clients ranging from high-tech to agriculture.

Marek, along with Ian Clifford, co-founded digIT Interactive and ZENN Motor Company.

North Equities

North Equities Corp. specializes in various social media platforms and facilitates greater awareness and widespread dissemination of FuelPositive’s news.

Stockhouse.com

With over 10 million users each year, Stockhouse.com is an influential global hub for small-cap investors to find relevant financial news, access expert analysis and opinion, as well as share knowledge and information with other retail investors.

Sussex Strategy Group

One of Canada’s leading government relations and strategic communications firms, Sussex is helping FuelPositive to manage public opinion and advancing our interests with decision-makers at the federal, provincial and municipal levels of government with an aim to develop partnerships and secure funding for Canadian pilot projects.

RB Milestone Group

RBMG is O’Dwyer’s 2020 #1 investor relations firm in America. With a specialization in emerging companies, its advisory practice assists FuelPositive with market intelligence, as well as targeting and securing relationships with niche stakeholders and industry strategists globally. RBMG maximizes ROI by improving traditional investor relations using digital techniques, artificial intelligence (AI) and machine learning.

Dr. Robert Tocchio

Dr. Robert Tocchio has operated a successful orthodontic practice for more than 25 years and brings extensive entrepreneurial experience to his role with Fuel Positive. Dr. Tocchio has participated in a wide array of private and public start-ups, including participating as a Founder and Board Member of Medisystem Technologies through IPO and sale to Shoppers Drug Mart.

Dr. Tocchio has been one of the most significant and consistent supporters of FuelPositive since the Company went public in 2006.

Recommended voluntary cash offer to the shareholders of Everfuel A/S

Attention everfuel shareholder.

Reference is made to the stock exchange notice published by Everfuel today, detailing Everfuels Board of Directors recommendation to accept an Offer to acquire all issued and outstanding shares in the Company except for Shares owned by the Company and Rollover Shareholders, by infrastructure funds managed or advised by Swiss Life Asset Managers.

All shareholders are encouraged to carefully read the press release, the Boards fairness opinion and other related documents coming in the following days. The offer is subject to certain regulatory restrictions and may not be available for shareholders in all jurisdictions. For more information about the offer see below:

Offer announcement

Fairness opinion letter.

Offer Document and Board recommendation is available on the Nordea deal site

Offer Document and Board recommendation is available on the SpareBank 1 deal site

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World Fuel Services Corporation Completes PAPCO, Inc. and Associated Petroleum Products, Inc. Acquisitions

MIAMI--(BUSINESS WIRE)--Jul. 5, 2016-- World Fuel Services Corporation (NYSE: INT), today announced that it has completed the previously announced acquisitions of PAPCO, Inc. and Associated Petroleum Products, Inc.

PAPCO is headquartered in Virginia Beach, VA, with 150 employees and 2015 revenue of $1 billion and APP is headquartered in Tacoma, WA, with 275 employees and 2015 revenue of $600 million. Both are leading distributors of gasoline, diesel, lubricants, propane and related services in their respective regions.

“We are pleased to welcome the PAPCO and APP teams to the World Fuel Services organization,” stated Michael J. Kasbar, chairman and chief executive officer of World Fuel Services Corporation. “These transactions, combined with our existing World Fuel land segment operations, will serve to further enhance our commercial and industrial platforms to deliver value-added solutions to customers across the United States.”

Excluding the impact of one-time acquisition related expenses and amortization of acquired intangible assets of approximately $4 million and $9 million respectively, the transactions are expected to be $0.22 to $0.26 accretive to earnings on a Non-GAAP basis in the first twelve months.

Non-GAAP Financial Measures

This press release includes selected financial information that has not been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”). Specifically, we have used non-GAAP accretion to earnings per share, which excludes one-time acquisition-related expenses and amortization of acquired intangible assets, primarily because we do not believe they are reflective of the company’s core operating results. We believe that this non-GAAP financial measure, when considered in conjunction with our financial information prepared in accordance with GAAP, is useful to investors to further aid in evaluating the ongoing financial performance of the Company and to provide greater transparency as supplemental information to our GAAP results. Non-GAAP financial measures should not be considered in isolation from, or as a substitute for, financial information prepared in accordance with GAAP. In addition, our presentation of non-GAAP accretion may not be comparable to the presentation of such metric by other companies. Investors are encouraged to review the reconciliation of this non-GAAP measure to its most directly comparable GAAP financial measure contained in this press release.

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 statements regarding our expectations about the effect of the acquisitions on our land segment, our commercial and industrial platform and delivery of value-added solutions, as well as the effect of the transaction on our earnings. 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 16, 2016. Actual results may differ materially from any forward-looking statements due to risks and uncertainties, including, but not limited to: our ability to effectively integrate and derive benefits from the acquisitions, our ability to capitalize on new market opportunities, potential liabilities, limited indemnities and the extent of any insurance coverage, the outcome of pending litigation and other proceedings, the impact of quarterly fluctuations in results, the creditworthiness of our customers and counterparties and our ability to collect accounts receivable, environmental and other risks associated with the storage, transportation and delivery of petroleum products, our failure to effectively hedge certain financial risks associated with the use of derivatives, non-performance by counterparties or customers on derivatives contracts, loss of, or reduced sales, to a significant government customer, uninsured losses, the failure of fuel and other products we sell to meet specifications, fluctuations in world oil prices or foreign currency, changes in political, economic, regulatory, or environmental conditions, adverse conditions in the markets or industries in which we or our customers and suppliers operate, the impact of natural disasters, adverse results in legal disputes, unanticipated tax liabilities, our ability to retain and attract senior management and other key employees and 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 .

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Source: World Fuel Services Corporation

World Fuel Services Corporation Ira M. Birns, 305-428-8000 Executive Vice President & Chief Financial Officer or Glenn Klevitz, 305-428-8000 Vice President, Assistant Treasurer

Fact Check Team: Why are gas prices dropping?

by EMMA WITHROW | Fact Check Team

WASHINGTON (TND) — The national average for a gallon of gas has dropped by about 20 cents since May, and is almost fifty cents lower than this time last year, according to AAA .

Experts say there are a number of things driving gas prices down, one being the fact that hurricane season has been pretty mild. Without severe weather, prices are more stable.

There are also some geopolitical factors: Iran keeps pumping out oil despite political tensions, and China’s slower economy is lessening their demand.

The rise in electric vehicles also plays a role, with an estimated 3.3 million electric vehicles on U.S. roads. That's more than twice as many as in 2021.

But most notably, the U.S. is producing more oil now than ever before, with a record-breaking average production of 12.9 million barrels per day, according to the Energy Information Administration.

Some experts from Gas Buddy predict gas prices could drop below $3 a gallon before Thanksgiving and stay that way through the end of the year.

According to AAA, California has the highest prices at an average of $4.59 per gallon, and Mississippi has the lowest at $2.93 per gallon. Local taxes and fees play a big part in the price disparity.

For example, California has the highest state gas tax in the nation, so they naturally see much higher prices at the pump.