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Shareholders' Equity | 12 Months Ended
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Dec. 31, 2013
Shareholders' Equity |
Shareholders' Equity | 8. Shareholders' Equity Dividends We declared cash dividends of $0.15 per share of common stock for each of 2013, 2012 and 2011. Our Credit Facility and Term Loans restrict the payment of cash dividends to a maximum of the sum of (i) $50.0 million plus (ii) 50% of the cumulative consolidated net income for each fiscal quarter beginning with the fiscal quarter ended March 31, 2010, plus (iii) 100% of the net proceeds of all equity issuances made after October 2013. The payment of the above-referenced dividends was in compliance with the Credit Facility and Term Loans. Stock Repurchase Programs Our Board of Directors, from time to time, has authorized stock repurchase programs under the terms of which we may repurchase our common stock, subject to certain restrictions contained in our Credit Facility and Term Loans. In October 2008, our Board of Directors authorized a $50.0 million common stock repurchase program (the "Repurchase Program"). The Repurchase Program does not require a minimum number of shares of common stock to be purchased and has no expiration date but may be suspended or discontinued at any time. In 2013, we repurchased 926,000 shares of our common stock for an aggregate value of $35.0 million pursuant to the Repurchase Program. We did not repurchase any shares of common stock under any stock repurchase program in 2012 or 2011. As of December 31, 2013, $15.0 million remains available for purchase under the Repurchase Program. Share-Based Payment Plans Plan Summary and Description In 2006, our shareholders approved the 2006 Omnibus Plan (the "2006 Plan"). The 2006 Plan is administered by the Compensation Committee of the Board of Directors (the "Compensation Committee"). The purpose of the 2006 Plan is to (i) attract and retain persons eligible to participate in the 2006 Plan; (ii) motivate participants, by means of appropriate incentives, to achieve long-range goals; (iii) provide incentive compensation opportunities that are competitive with those of other similar companies; and (iv) further align participants' interests with those of our other shareholders through compensation that is based on the value of our common stock. The goal is to promote the long-term financial interest of World Fuel and its subsidiaries, including the growth in value of our equity and enhancement of long-term shareholder return. The persons eligible to receive awards under the 2006 Plan are our employees, officers, and members of the Board of Directors, or any consultant or other person who performs services for us. The provisions of the 2006 Plan authorize the grant of stock options which can be "qualified" or "nonqualified" under the Internal Revenue Code of 1986, as amended, restricted stock, RSUs, SSAR Awards, performance shares and performance units and other share- based awards. The 2006 Plan is unlimited in duration and, in the event of its termination, the 2006 Plan will remain in effect as long as any of the above awards are outstanding. No awards may be granted under the 2006 Plan after June 2016. The term and vesting period of awards granted under the 2006 Plan are established on a per grant basis, but options and SSAR Awards may not remain exercisable after the seven-year anniversary of the date of grant. Under the 2006 Plan, 4,900,000 shares of common stock are authorized for issuance. Additional shares of common stock that are authorized for issuance under the 2006 Plan include any shares that were available for future grant under any of our prior stock plans, and any stock or stock options granted under the 2006 Plan or any prior plans that expire or are forfeited or canceled. Furthermore, any employee's shares used to satisfy the withholding taxes due upon vesting of restricted stock or RSUs or exercise of SSAR Awards are added to the maximum number of shares authorized for issuance under the 2006 Plan. The following table summarizes the outstanding awards issued pursuant to the 2006 Plan described above as of December 31, 2013 and the remaining shares of common stock available for future issuance (in thousands):
Plan name |  | Restricted Stock |  | RSUs |  | SSAR Awards |  | Remaining shares of common stock available for future issuance
--- | --- | --- | --- | --- | --- | --- | --- | ---
2006 Plan (1) |  | 1,374 |  | 747 |  | 272 |  | 3,495
(1) As of December 31, 2013, unvested restricted stock will vest between November 2014 and August 2018, unvested RSUs will vest between December 2014 and May 2019 and the outstanding SSAR Awards will expire between May 2014 and August 2018. RSUs granted to non-employee directors under the 2006 Plan prior to 2011 remain outstanding until the date the non-employee director ceases, for any reason, to be a member of the Board of Directors. Restricted Stock Awards The following table summarizes the status of our unvested restricted stock outstanding and related transactions for each of the following years (in thousands, except weighted average grant-date fair value price and weighted average remaining vesting term data):
Unvested Restricted Stock Outstanding |
--- | ---
|  | Unvested Restricted Stock |  | Weighted Average Grant-date Fair Value Price |  | Aggregate Intrinsic Value |  | Weighted Average Remaining Vesting Term (in Years) |
As of December 31, 2010 |  | 386 |  | $ | 20.84 |  | $ | 13,991 |  |  | 0.6 |
Granted |  | 353 |  |  | 37.40 |  |  |  |  |  |  |
Vested |  | (284) |  |  | 20.49 |  |  |  |  |  |  |
Forfeited |  | (9) |  |  | 26.45 |  |  |  |  |  |  |
As of December 31, 2011 |  | 446 |  |  | 34.07 |  |  | 18,707 |  |  | 2.2 |
Granted |  | 798 |  |  | 40.19 |  |  |  |  |  |  |
Vested |  | (128) |  |  | 26.26 |  |  |  |  |  |  |
Forfeited |  | (16) |  |  | 37.24 |  |  |  |  |  |  |
As of December 31, 2012 |  | 1,100 |  |  | 39.38 |  |  | 45,295 |  |  | 3.4 |
Granted |  | 342 |  |  | 41.83 |  |  |  |  |  |  |
Vested |  | (43) |  |  | 37.00 |  |  |  |  |  |  |
Forfeited |  | (25) |  |  | 38.89 |  |  |  |  |  |  |
As of December 31, 2013 |  | 1,374 |  | $ | 40.07 |  | $ | 59,307 |  |  | 2.7 |
The aggregate value of restricted stock which vested during 2013, 2012 and 2011 was $1.7 million, $5.3 million and $10.6 million, respectively, based on the average high and low market price of our common stock at the vesting date. RSU Awards The following table summarizes the status of our RSUs and related transactions for each of the following years (in thousands, except for weighted average grant-date fair value data and weighted average remaining contractual life):
RSUs Outstanding |
--- | ---
|  | RSUs |  | Weighted Average Grant-date Fair Value |  | Aggregate Intrinsic Value |  | Weighted Average Remaining Contractual Life (in Years) |
As of December 31, 2010 |  | 1,218 |  | $ | 18.34 |  | $ | 44,038 |  |  | 2.6 |
Granted |  | 224 |  |  | 38.01 |  |  |  |  |  |  |
Issued |  | (515) |  |  | 14.03 |  |  |  |  |  |  |
Forfeited |  | (26) |  |  | 16.19 |  |  |  |  |  |  |
As of December 31, 2011 |  | 901 |  |  | 25.59 |  |  | 37,373 |  |  | 1.7 |
Granted |  | 369 |  |  | 40.98 |  |  |  |  |  |  |
Issued |  | (275) |  |  | 16.12 |  |  |  |  |  |  |
Forfeited |  | (14) |  |  | 30.74 |  |  |  |  |  |  |
As of December 31, 2012 |  | 981 |  |  | 34.06 |  |  | 39,888 |  |  | 1.5 |
Granted |  | 98 |  |  | 40.59 |  |  |  |  |  |  |
Issued |  | (287) |  |  | 32.00 |  |  |  |  |  |  |
Forfeited |  | (45) |  |  | 35.92 |  |  |  |  |  |  |
As of December 31, 2013 |  | 747 |  | $ | 35.61 |  | $ | 31,775 |  |  | 1.3 |
The aggregate intrinsic value of RSUs issued during 2013, 2012 and 2011 was $11.3 million, $11.6 million and $19.5 million, respectively. SSAR Awards The following table summarizes the status of our outstanding and exercisable SSAR Awards and related transactions for each of the following years (in thousands, except weighted average exercise price and weighted average remaining contractual life data):
|  | SSAR Awards Outstanding |  | SSAR Awards Exercisable |
--- | --- | --- | --- | --- | ---
|  | SSAR Awards |  | Weighted Average Exercise Price |  | Aggregate Intrinsic Value |  | Weighted Average Remaining Contractual Life (in Years) |  | SSAR Awards |  | Weighted Average Exercise Price |  | Aggregate Intrinsic Value |  | Weighted Average Remaining Contractual Life (in Years) |
As of December 31, 2010 |  |  | 1,012 |  | $ | 16.10 |  | $ | 20,346 |  |  | 1.9 |  |  | 480 |  | $ | 18.29 |  | $ | 8,619 |  |  | 1.3 |
Exercised |  |  | (486) |  |  | 16.56 |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Forfeited |  |  | (9) |  |  | 12.39 |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
As of December 31, 2011 |  |  | 517 |  |  | 15.06 |  |  | 13,921 |  |  | 1.4 |  |  | 410 |  |  | 15.39 |  |  | 10,895 |  |  | 1.4 |
Exercised |  |  | (95) |  |  | 16.76 |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
As of December 31, 2012 |  |  | 422 |  |  | 15.30 |  |  | 10,927 |  |  | 0.6 |  |  | 322 |  |  | 16.02 |  |  | 8,108 |  |  | 0.7 |
Granted |  |  | 218 |  |  | 41.42 |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Exercised |  |  | (366) |  |  | 14.07 |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Forfeited |  |  | (2) |  |  | 37.34 |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
As of December 31, 2013 |  |  | 272 |  | $ | 37.69 |  | $ | 1,594 |  |  | 3.6 |  |  | 56 |  | $ | 23.25 |  | $ | 1,124 |  |  | 1.0 |
The aggregate intrinsic value of SSAR Awards exercised during 2013, 2012 and 2011 was $9.1 million, $2.1 million and $10.2 million, respectively, based on the difference between the average of the high and low market price of our common stock at the exercise date and the SSAR Award exercise price. As discussed in Note 1, we currently use the Black Scholes option pricing model to estimate the fair value of SSAR Awards granted to employees and non-employee directors. The weighted average fair value of the SSAR Awards for 2013 was $11.65 and the assumptions used to determine such fair value were as follows: expected term of 4.1 years, volatility of 38.0%, dividend yields of 0.4% and risk-free interest rates of 0.6%. There were no SSAR Awards issued in 2012 and 2011. Unrecognized Compensation Cost As of December 31, 2013, there was $32.7 million of total unrecognized compensation cost related to unvested share-based payment awards, which is included as capital in excess of par value in the accompanying consolidated balance sheets. The unrecognized compensation cost as of December 31, 2013 is expected to be recognized as compensation expense over a weighted average period of 1.4 years as follows (in thousands):
Year Ended December 31, |  |  |
--- | --- | --- | ---
2014 |  | $ | 14,829 |
2015 |  |  | 9,595 |
2016 |  |  | 5,637 |
2017 |  |  | 2,223 |
2018 |  |  | 392 |
|  | $ | 32,676 |
Other Comprehensive Loss and Accumulated Other Comprehensive Loss Our other comprehensive loss, consisting of foreign currency translation adjustments related to our subsidiaries that have a functional currency other than the U.S. dollar and cash flow hedges, was as follows (in thousands):
|  | Foreign Currency Translation Adjustments |  | Cash Flow Hedges |  | Accumulated Other Comprehensive Loss |
--- | --- | --- | --- | --- | --- | --- | ---
Balance as of December 31, 2012 |  | $ | (16,130) |  | $ | 112 |  | $ | (16,018) |
Other comprehensive loss |  |  | (13,189) |  |  | (112) |  |  | (13,301) |
Balance as of December 31, 2013 |  | $ | (29,319) |  | $ | — |  | $ | (29,319) |
The foreign currency translation adjustment losses for 2013, 2012 and 2011 were primarily due to the strengthening of the U.S. dollar as compared to the Brazilian Real.

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- Definition The entire disclosure for shareholders' equity comprised of portions attributable to the parent entity and noncontrolling interest, including other comprehensive income. Includes, but is not limited to, balances of common stock, preferred stock, additional paid-in capital, other capital and retained earnings, accumulated balance for each classification of other comprehensive income and amount of comprehensive income. + References Reference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 210 -SubTopic 10 -Section S99 -Paragraph 1 -Subparagraph (SX 210.5-02.29-31) -URI http://asc.fasb.org/extlink&oid=6877327&loc=d3e13212-122682 Reference 2: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 505 -SubTopic 10 -Section 50 -Paragraph 6 -URI http://asc.fasb.org/extlink&oid=6928386&loc=d3e21506-112644 Reference 3: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Regulation S-X (SX) -Number 210 -Section 02 -Paragraph 29, 30, 31 -Article 5 Reference 4: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 310 -SubTopic 10 -Section S99 -Paragraph 2 -Subparagraph (SAB TOPIC 4.E) -URI http://asc.fasb.org/extlink&oid=27010918&loc=d3e74512-122707 Reference 5: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 505 -SubTopic 10 -Section S99 -Paragraph 4 -Subparagraph (SAB TOPIC 4.C) -URI http://asc.fasb.org/extlink&oid=27012166&loc=d3e187143-122770 Reference 6: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Regulation S-X (SX) -Number 210 -Section 08 -Article 4 Reference 7: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Staff Accounting Bulletin (SAB) -Number Topic 4 -Section C Reference 8: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Staff Accounting Bulletin (SAB) -Number Topic 4 -Section E Reference 9: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 235 -SubTopic 10 -Section S99 -Paragraph 1 -Subparagraph (SX 210.4-08.(d),(e)) -URI http://asc.fasb.org/extlink&oid=26873400&loc=d3e23780-122690 Reference 10: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Glossary Preferred Stock -URI http://asc.fasb.org/extlink&oid=6521494 Reference 11: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Regulation S-X (SX) -Number 210 -Section 04 -Article 3 Reference 12: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 505 -SubTopic 10 -Section 50 -Paragraph 2 -URI http://asc.fasb.org/extlink&oid=6928386&loc=d3e21463-112644 Reference 13: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 505 -SubTopic 10 -Section S99 -Paragraph 1 -Subparagraph (SX 210.3-04) -URI http://asc.fasb.org/extlink&oid=27012166&loc=d3e187085-122770 Reference 14: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 505 -SubTopic 10 -Section 50 -Paragraph 3 -URI http://asc.fasb.org/extlink&oid=6928386&loc=d3e21475-112644 Reference 15: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 505 -SubTopic 10 -Section 50 -Paragraph 11 -URI http://asc.fasb.org/extlink&oid=6928386&loc=d3e21564-112644 Reference 16: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 505 -SubTopic 10 -Section 50 -Paragraph 5 -URI http://asc.fasb.org/extlink&oid=6928386&loc=d3e21488-112644 Reference 17: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 505 -SubTopic 10 -Section 50 -Paragraph 4 -URI http://asc.fasb.org/extlink&oid=6928386&loc=d3e21484-112644 Reference 18: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Regulation S-X (SX) -Number 210 -Section 08 -Paragraph d -Article 4 Reference 19: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Accounting Standards Codification -Topic 505 -SubTopic 30 -Section 50 -Paragraph 2 -URI http://asc.fasb.org/extlink&oid=6405834&loc=d3e23285-112656 + Details
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