Of Commerce to the Bringing the Future Present
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BRINGING THE FUTURE OF COMMERCE 97 Darling Avenue | South Portland, Maine 04106 (207) 773-8171 [email protected] | www.wexinc.com TO THE PRESENT. 2016 WEX INC. Annual Report 2016_CoverNEW.indd 1 3/22/17 7:25 PM DIRECTORS KIRK POND KENNETH W. JANOSICK Former Chairman, President and Senior Vice President and MICHAEL E. DUBYAK CEO of Fairchild Semiconductor General Manager, Chairman of WEX Inc. International, Inc. Global Fleet Direct ROWLAND T. MORIARTY MELISSA D. SMITH NICOLA S. MORRIS Lead Director and President and Senior Vice President, Vice Chairman of WEX Inc. Chief Executive Officer of WEX Inc. Corporate Development Chairman, CRA International, Inc. REGINA O. SOMMER SCOTT PHILLIPS JOHN (JEB) E. BACHMAN Financial and Business Consultant Senior Vice President and General Manager, Retired Partner, PwC JACK VANWOERKOM EFS — a WEX Company Operating Partner of ERIC DUPRAT JAMES PRATT Business Consultant Highland Consumer Fund Senior Vice President and SHIKHAR GHOSH General Manager, EXECUTIVE OFFICERS Virtual Products Professor, Harvard Business School MELISSA D. SMITH HILARY A. RAPKIN RONALD T. MAHEU President and Senior Vice President, Financial and Business Consultant Chief Executive Officer General Counsel and Corporate Secretary GEORGE L. MCTAVISH DAVID COOPER Business Consultant Chief Technology Officer ROBERTO SIMON Chief Financial Officer JAMES NEARY GEORGE HOGAN Managing Director, Warburg Pincus Senior Vice President, JEFF YOUNG International Senior Vice President and General Manager, WEX Health CORPORATE HEADQUARTERS ATTORNEYS INVESTOR RELATIONS WEX Inc. Wilmer Cutler Pickering Hale Steve Elder 97 Darling Avenue and Dorr LLP Senior Vice President, Global Investor Relations South Portland, ME 04106 60 State Street (207) 523-7769 (207) 773-8171 Boston, MA 02109 [email protected] Email: [email protected] (617) 526-6000 www.wexinc.com FORM 10-K STOCKHOLDERS’ MEETING TRANSFER AGENT A copy of the Company’s Form 10-K, Date: May 12, 2017 filed with the Securities and Exchange American Stock Transfer Time: 8:00 a.m. Commission, is available without charge & Trust Company Location: upon written request to: WEX Inc. 6201 15th Avenue WEX Inc. Long Creek Campus Investor Relations, 97 Darling Avenue Brooklyn, NY 11219 225 Gorham Road South Portland, ME 04106; by calling (866) 668-6550 South Portland, Maine (866) 230-1633; or by emailing [email protected]. INDEPENDENT REGISTERED (207) 773-8171 PUBLIC ACCOUNTING FIRM TICKER SYMBOL Deloitte & Touche LLP NYSE: WEX 200 Berkeley Street Boston, MA 02116-5022 (617) 437-2000 2016_CoverNEW.indd 2 3/22/17 7:25 PM ABOUT WEX WEX is a leading global provider of corporate payment solutions. Since our founding as a domestic fl eet card company in 1983, we have expanded our scope to become a diversifi ed corporate payment solutions provider supporting customers around the world. At WEX, our focus is to simplify the complexities of payments systems through innovative technology, user-friendly tools and industry- leading customer service. Our proprietary technology allows us to harness massive amounts of data and deliver insights that help customers make better business decisions. Our expertise within our core Fleet, Travel, and Health verticals is complemented by our ability to deliver solutions tailored to meet specifi c customer needs. Through our products and services, we provide security, control and intelligence for the payment transactions of more than 10.5 million fl eet vehicles, more than $23 billion of Travel and Corporate Solutions spend, and more than 23 million healthcare customer accounts. WEX currently operates its business in three segments: Fleet Solutions, Travel and Corporate Solutions, and Health and Employee Benefi t Solutions. WEX and its subsidiaries employ more than 2,700 associates across our network of locations in the United States, Australia, New Zealand, Brazil, the United Kingdom, Italy, France, Germany, Norway and Singapore. The company has been publicly traded since 2005, and is listed on the New York Stock Exchange under the ticker symbol “WEX.” 1 50010_GutsNEW.indd 1 3/28/17 5:54 PM 2 50010_GutsNEW.indd 2 3/28/17 5:54 PM DEAR FELLOW SHAREHOLDERS 2016 was a transformative year in our company’s history. We This segment, in particular, has made meaningful headway built upon the underlying strength of our payment solutions in 2016 with revenue growth of 44%, having experienced which improved our positioning in our core verticals. Our signifi cant organic growth, in addition to acquiring Benaissance. achievements refl ect our ability to grow organically, capture We continue to invest in Health and Benefi ts due to the effi ciencies, and provide market-leading product off erings tremendous long-term growth prospects we see in the space. to a global customer base. Despite a challenging fuel price environment, we delivered strong results and reinforced our Driving innovation and advancing commerce is ingrained leadership position in payment technologies. in our DNA. We operate ahead of the curve by off ering customizable, modern solutions that meet client needs not This year’s success can be attributed to a continued focus on just for today, but also the future. While we are proud of our organic growth of our core segments, complemented by a more 2016 accomplishments, fostering growth and innovation in the diversifi ed product portfolio and an expanded geographic years to come is our main priority. We are investing in the future presence. Our commitment to these priorities is demonstrated by funding strategic investments, while remaining focused on by the acquisition of Electronic Funds Source (EFS), our largest operational effi ciency. We are building upon our momentum transaction to date. EFS provides access to additional mid-to- in the marketplace and will continue to attract new business large over-the-road fl eets, signifi cantly enhancing the scale of our partners, expand existing relationships, scale our business core enterprise and further expanding our product capabilities. I overseas, and enhance our capabilities and product off erings. am very pleased with the integration process thus far, as we have already captured meaningful synergies. I look forward to WEX Our achievements to date refl ect our unique ability to meet further leveraging EFS’ full suite of capabilities. our customers’ increasingly complex needs. We remain committed to developing new and innovative solutions Our Fleet segment accomplishments extend well beyond EFS. As a for our clients by focusing on three key objectives: drive testament to our value proposition, we successfully implemented continued growth, lead through superior technology, and price modernization eff orts with limited customer attrition. We leverage our investments to create further synergies. Our also secured a key partner in Chevron, demonstrating our ability disciplined revenue management practices, coupled with to gain share in a competitive marketplace. We have deepened our our dedication to excellence across our sales and marketing oil partnerships globally, and an expanded off ering in key regions teams will continue to drive organic growth. This approach like APAC. Our continued diligence, meaningful renewals, and new will be complemented by our strategic investments, which wins enabled us to achieve year-over-year payment processing will continue to diff erentiate our current off erings. Looking transaction growth of 18% for the fourth quarter of 2016 in our forward, we will leverage our market-leading products, Fleet segment despite depressed oil prices over 2015 levels. strategic relationships, and presence in attractive geographies to position the business for long term success. Our non-fl eet core segments performed remarkably well this year as well. We remain the vendor of choice for three of the I would like to thank our employees for their continued hard biggest online travel agencies (OTAs) in the world, and we made work commitment; and you, our shareholders, for your ongoing signifi cant progress this year with tapping into new sources of investment in and support of WEX. I look forward to continued Virtual Card volumes. Similarly, we maintain an industry-leading success in 2017 and beyond. position via our Health and Employee Benefi t Solutions segment. President and Chief Executive Offi cer • March 23rd, 2017 3 50010_GutsNEW.indd 3 3/28/17 5:54 PM FINANCIAL HIGHLIGHTS TOTAL REVENUE TOTAL FUEL TRAVEL & CORPORATE ($ in Millions) TRANSACTIONS PROCESSED PURCHASE CARD (in Millions) VOLUME 23,965 1,018 ($ in Millions) 19,441 818 855 454 406 17,073 717 371 385 623 338 13,058 10,689 12 13 14 15 16 12 13 14 15 16 12 13 14 15 16 KEY FINANCIAL HIGHLIGHTS & RECONCILIATIONS ($ in thousands) 2016 2015 2014 Revenue $ 1,018,460 $ 854,637 $ 817,647 Reconciliation of Adjusted Net Income (”ANI”) to Net Earnings Attributable to WEX Inc. Net earnings attributable to shareholders $ 60,637 $ 101,904 $ 202,211 Unrealized (gains) losses on derivative instruments (7,901) 35,962 (48,327) Net foreign currency remeasurement loss 7,665 5,689 13,438 Acquisition and divestiture related items 148,753 50,714 20,826 Stock-based compensation 19,742 12,420 13,790 Restructuring and other costs 13,995 9,010 – Vendor settlement 15,500 – – Debt restructuring and debt issuance cost amortization 12,673 3,097 2,641 Non-cash adjustments related to tax receivable agreement 563 (2,145) 1,331 Regulatory reserve – 1,750 – ANI adjustments attributable to non-controlling interests (2,583) 4,996 (2,150) Tax related items (79,834) (32,286) 2,462 Adjusted net income attributable to shareholders $ 189,210 $ 191,111 $ 206,222 The tax impact of the foregoing adjustments is the difference between the Company’s GAAP tax provision and a proforma tax provision based upon the Company’s adjusted net income before taxes. The methodology utilized for calculating the Company’s adjusted net income tax provision is the same methodology utilized in calculating the Company’s GAAP tax provision. The Company is unable to reconcile our adjusted net income guidance to the comparable GAAP measure because of the difficulty in predicting the amounts to be adjusted.