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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 5/11/15 Fleetcor Technologies Inc 10-Q 3/31/15 69:4.4M Donnelley … Solutions/FA |
Document/Exhibit Description Pages Size
1: 10-Q Quarterly Report HTML 361K
2: EX-10.1 Material Contract HTML 27K
3: EX-31.1 Certification -- §302 - SOA'02 HTML 24K
4: EX-31.2 Certification -- §302 - SOA'02 HTML 24K
5: EX-32.1 Certification -- §906 - SOA'02 HTML 21K
6: EX-32.2 Certification -- §906 - SOA'02 HTML 21K
47: R1 Document and Entity Information HTML 43K
37: R2 Consolidated Balance Sheets HTML 145K
45: R3 Consolidated Balance Sheets (Parenthetical) HTML 41K
49: R4 Consolidated Statements of Income HTML 86K
64: R5 Consolidated Statements of Comprehensive Income HTML 40K
39: R6 Consolidated Statements of Comprehensive Income HTML 25K
(Parenthetical)
44: R7 Consolidated Statements of Cash Flows HTML 145K
32: R8 Summary of Significant Accounting Policies HTML 34K
24: R9 Accounts Receivable HTML 38K
65: R10 Fair Value Measurements HTML 51K
51: R11 Share Based Compensation HTML 57K
50: R12 Acquisitions HTML 51K
55: R13 Goodwill and Other Intangible Assets HTML 49K
56: R14 Debt HTML 39K
54: R15 Income Taxes HTML 34K
57: R16 Earnings Per Share HTML 32K
46: R17 Segments HTML 41K
48: R18 Commitments and Contingencies HTML 25K
53: R19 Summary of Significant Accounting Policies HTML 38K
(Policies)
69: R20 Accounts Receivable (Tables) HTML 36K
60: R21 Fair Value Measurements (Tables) HTML 39K
41: R22 Share Based Compensation (Tables) HTML 66K
52: R23 Acquisitions (Tables) HTML 45K
43: R24 Goodwill and Other Intangible Assets (Tables) HTML 52K
18: R25 Debt (Tables) HTML 37K
61: R26 Income Taxes (Tables) HTML 32K
66: R27 Earnings Per Share (Tables) HTML 29K
28: R28 Segments (Tables) HTML 36K
27: R29 Summary of Significant Accounting Policies - HTML 24K
Additional Information (Detail)
30: R30 Accounts Receivable - Additional Information HTML 28K
(Detail)
31: R31 Accounts Receivable - Company's Accounts HTML 41K
Receivable and Securitized Accounts Receivable
(Detail)
33: R32 Accounts Receivable - Allowance for Doubtful HTML 31K
Accounts Related to Accounts Receivable (Detail)
17: R33 Fair Value Measurements - Financial Assets and HTML 49K
Liabilities Measured at Fair Value (Detail)
58: R34 Share Based Compensation - Summary of Expense HTML 30K
Related to Share-Based Payments (Detail)
40: R35 Share Based Compensation - Additional Information HTML 39K
(Detail)
42: R36 Share Based Compensation - Summary of Total HTML 32K
Unrecognized Compensation Cost Related to
Stock-Based Compensation (Detail)
21: R37 Share Based Compensation - Summary of Changes in HTML 68K
Number of Shares of Common Stock Under Option
(Detail)
68: R38 Share Based Compensation - Schedule of HTML 35K
Weighted-Average Assumptions (Detail)
13: R39 Share Based Compensation - Summary of Changes in HTML 47K
Number of Shares of Restricted Stock and
Restricted Stock Units (Detail)
35: R40 Acquisition - Additional Information (Detail) HTML 41K
63: R41 Acquisition - Summary of Purchase Price Allocation HTML 61K
(Detail)
20: R42 Acquisition - Purchase Price Allocations of HTML 53K
Intangible Assets (Detail)
26: R43 Goodwill and Other Intangible Assets - Summary of HTML 36K
Changes in Goodwill by Reportable Business Segment
(Detail)
29: R44 Goodwill and Other Intangible Assets - Schedule of HTML 61K
Other Intangible Assets (Detail)
38: R45 Goodwill and Other Intangible Assets - Additional HTML 27K
Information (Detail)
16: R46 Debt - Summary of Debt Instruments (Detail) HTML 55K
23: R47 Debt - Summary of Debt Instruments (Parenthetical) HTML 80K
(Detail)
14: R48 Income taxes - Additional Information (Detail) HTML 24K
62: R49 Income Taxes - Summary of Provision for Income HTML 65K
Taxes and U.S. Federal Tax Rate (Detail)
19: R50 Earnings Per Share - Summary of Earnings Per HTML 46K
Share, Basic and Diluted (Detail)
59: R51 Earnings Per Share - Additional Information HTML 28K
(Detail)
22: R52 Segments - Additional Information (Detail) HTML 23K
36: R53 Segments - Schedule of Company's Segment Results HTML 44K
(Detail)
67: XML IDEA XML File -- Filing Summary XML 103K
15: EXCEL IDEA Workbook of Financial Reports XLSX 131K
25: EXCEL IDEA Workbook of Financial Reports (.xls) XLS 526K
7: EX-101.INS XBRL Instance -- flt-20150331 XML 830K
9: EX-101.CAL XBRL Calculations -- flt-20150331_cal XML 203K
10: EX-101.DEF XBRL Definitions -- flt-20150331_def XML 321K
11: EX-101.LAB XBRL Labels -- flt-20150331_lab XML 840K
12: EX-101.PRE XBRL Presentations -- flt-20150331_pre XML 628K
8: EX-101.SCH XBRL Schema -- flt-20150331 XSD 114K
34: ZIP XBRL Zipped Folder -- 0001193125-15-181886-xbrl Zip 101K
| EX-10.1 |
Exhibit 10.1
Armando Lins Netto
Dear Armando:
It’s been a pleasure getting to know you during the recent interview process. We appreciate the time investment and travel investment you’ve made to explore this opportunity. On behalf of FleetCor, I’m pleased to offer you the position of CEO, FleetCor Brazil reporting to me.
In the Brazil CEO role, you will have responsibility for:
| • | Delivering the annual revenue and profit plan for both of our “existing businesses” in Brazil (VB and CTF/DB). |
| • | Developing annual budgets and developing 3 year growth plans to insure 20% plus profit growth annually throughout the forecast period. |
| • | Working with Corporate to identify, assess and acquire new business opportunities in the region. |
| • | Developing and implementing key customer, merchant, partner, government and industry relationships in the region, and ensure the ongoing awareness of the competitive environment and market conditions. |
| • | Hiring, developing and retaining key executives and second level management. |
The general terms of your employment offer are as follows.
Salary
Your salary will be R$872,093 per year, or R$72,672.42 paid monthly in accordance with FleetCor’s normal payroll practice for statutory managers. (Your salary in R$ was calculated taking $375,000 (USD) divided by an average exchange rate of 0.43 = R$872,093; your monthly salary was calculated by dividing R$872,093 by 12).
Executive Bonus Program
You will be eligible to participate in FleetCor’s Executive Bonus Program. Your annual target payout for this bonus will be R$465,116 (or $200,000 (USD). Your 2014 bonus payment will prorated to reflect your actual hire date but will be guaranteed to be a minimum R$348,837 (or $150,000 USD). Your 2015 annual bonus payment will be guaranteed at the target of R$465,116 (or $200,000 USD). Bonus payments for 2016 and beyond are dependent upon meeting your performance on your individual objectives. Bonus payments are generally made in February of the following year. Your bonus targets in R$ were calculated using the same average exchange rate of 0.43.
Incremental Guaranteed Bonus
You will be eligible to receive a guaranteed bonus of R$100,000 per year. This bonus is in lieu of participation in traditional employee benefits such as Christmas bonus, vacation bonus and pension contribution. This bonus payment will be made at the same time the bonuses under the Executive Bonus Program are paid and will remain in effect as long as you are employed at FleetCor or until we reach a new agreement. Your actual 2014 bonus will be prorated for your hire date and your payment will be R$58,334. Beginning in 2015, this bonus will be paid quarterly.
1
Annual Restricted Stock: You will be granted approximately $175,000 (USD) in restricted stock annually. These shares vest if FleetCor achieves its annual EPS target. At the beginning of 2014, this was 1,600 restricted shares. Your actual 2014 grant of 933 shares (prorated for your start date) was approved on July 24, 2014.
Employment Status
As we discussed, you are employed as a statutory manager.
Equity
You will be granted equity as follows:
Recovery of Tivit Equity: You will be granted 20,000 shares of performance restricted stock immediately. These shares will vest based on achieving the 2015 Brazil profit targets (per the 2015 budgeted EBITDA). These grants will not be pro-rated. If in the event, FLT is trading below $125 per share in January 2015, your RS grant will be upsized to target a $2.5M potential value. This grant was approved on July 15, 2014.
Performance-Based Restricted Stock: You will be granted an additional 20,000 performance based restricted shares that will vest based upon achievement of criteria on which we jointly agree in 2016 / 2017. These shares were approved on November 13, 2014.
Stock Options: You will be granted 45,000 stock options. These stock options, which will vest evenly over 4 years, were approved by the Board on July 15, 2014 at an exercise price of $132.24.
Severance
Our executive severance policy is 6 months’ salary continuation and does not include target bonus. This policy is in the unlikely event of termination not for cause. [Note: Termination for cause carries no severance.]
Benefits
You will be entitled to participate in FleetCor Brazil’s benefit plans which I think you will find quite competitive. Like our other senior executives in Brazil, you receive a car allowance of R$2,800 per month. If you have detailed questions, please contact Cirlene Montiero Silveiro at csilveiro@ctf.com.br.
Armando, we are excited to welcome you to the FleetCor team. Your previous experiences at Tivit, Unisys and McKinsey will prove invaluable to FleetCor. As we have discussed, this represents an exciting opportunity for you to join a company with a growth outlook in a role where you can make a significant impact. We’re looking forward to getting started.
Best Regards,
Ron Clarke, Chairman and CEO
cc: Crystal Williams
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| This ‘10-Q’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
 | ||||
| Filed on: | 5/11/15 | |||
| For Period end: | 3/31/15 | |||
| 11/13/14 | ||||
| 7/29/14 | ||||
| 7/24/14 | ||||
| 7/15/14 | 4 | |||
| List all Filings | ||||
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