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Commitments and Contingencies
6 Months Ended
Jun. 30, 2014
Commitments and Contingencies  
Commitments and Contingencies

7.              Commitments and Contingencies

 

Legal Matters

 

Lac-Megantic, Quebec

 

As previously disclosed in “Note 7 — Commitments and Contingencies” in the Notes to the Consolidated Financial Statements included in our 2013 10-K Report, various lawsuits have been filed against us and other third parties related to the July 2013 train derailment in Lac-Mégantic, Quebec. For additional information regarding legal proceedings related to the train derailment, see our 2013 10-K Report and Part II — Item 1 of this 10-Q Report.

 

We are currently unable to determine the probability of loss, or reasonably estimate a range of potential losses related to the proceedings arising from the train derailment. Accordingly, we have not made any provision for these potential losses in our consolidated financial statements.  However, based on estimated losses related to the value of the tank cars involved in the incident, as well as legal costs incurred in connection with the incident, which we believe are probable and for which a reasonable estimate can be made, we have recorded total liabilities of $31.6 million.  We believe that a substantial portion of these liabilities are covered by insurance and have recorded total receivables of $30.6 million. As of June 30, 2014, the remaining unpaid liabilities of $16.3 million are included primarily in accrued expenses and other current liabilities and the remaining uncollected receivable of $24.9 million is included in other current assets in the accompanying consolidated balance sheets.

 

Other Matters

 

We are a party to various claims, complaints and proceedings arising in the ordinary course of our business including, but not limited to, environmental claims, commercial and governmental contract claims, such as property damage, demurrage, billing and fuel quality claims, as well as bankruptcy preference claims. We have established loss provisions for these ordinary course claims as well as other matters in which losses are probable and can be reasonably estimated. As of June 30, 2014, we had recorded certain reserves which were not significant. For those matters where a reserve has not been established and for which we believe a loss is reasonably possible, as well as for matters where a reserve has been recorded but for which an exposure to loss in excess of the amount accrued is reasonably possible, we believe that such losses will not have a material adverse effect on our consolidated financial statements. However, any adverse resolution of one or more such claims, complaints or proceedings during a particular period could have a material adverse effect on our consolidated financial statements or disclosures for that period.

 

Our estimates regarding potential losses and materiality are based on our judgment and assessment of the claims utilizing currently available information. Although we will continue to reassess our reserves and estimates based on future developments, our objective assessment of the legal merits of such claims may not always be predictive of the outcome and actual results may vary from our current estimates.

 

Executive Non-Renewal Charge

 

On April 11, 2014, we announced that Paul H. Stebbins would step down as Executive Chairman of the Board of Directors (the “Board”) immediately after the 2014 Annual Meeting of Shareholders on May 29, 2014 (the “Effective Time”) and the Board would appoint Michael J. Kasbar to the position of Chairman of the Board in addition to his role as President and Chief Executive Officer of the Company.  In connection with this transition, the employment agreement between the Company and Mr. Stebbins, dated March 14, 2008, as previously amended (the “Stebbins Employment Agreement”), was further amended in order to reflect (i) the non-renewal of the employment agreement after the expiration date of the current term on January 1, 2015, and (ii) the change in Mr. Stebbins’ title as a result of his stepping down as Executive Chairman of the Board, effective as of the Effective Time.  In addition, the employment agreement between World Fuel and Mr. Kasbar, dated March 14, 2008, as previously amended, was further amended to change his title to Chairman, President and Chief Executive Officer of the Company, effective as of the Effective Time.

 

In May 2014, we recorded a charge totaling $4.8 million in connection with the non-renewal of the Stebbins Employment Agreement. Included in the executive non-renewal charge are non-cash expenses of $1.1 million related to previously awarded stock compensation.  The cash portion of the executive non-renewal charge of $3.7 million will be paid in varying specified amounts through December 2016.  As of June 30, 2014, $0.8 million of this amount was included in accrued expenses and other current liabilities and $2.9 million was included in other long-term liabilities in the accompanying consolidated balance sheets.

 

Nonqualified Deferred Compensation Plan

 

We offer a non-qualified deferred compensation (“NQDC”) plan to certain eligible employees, excluding our named executive officers, whereby the participants may defer a portion of their compensation.  World Fuel does not match any participant deferrals under the NQDC plan.  Participants can elect from a variety of investment choices for their deferred compensation and gains and losses on these investments are credited to their respective accounts.  The deferred compensation payable amount under this NQDC plan is subject to the claims of World Fuel’s general creditors and was $2.2 million and $0.9 million as of June 30, 2014 and December 31, 2013, respectively, which was included other long-term liabilities in the accompanying consolidated balance sheets.