UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 10-Q

(Mark One)


☒			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, ~~2022~~2023


☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from __________ to ___________

COMMISSION FILE NUMBER 001-09533

WORLD ~~FUEL SERVICES~~KINECT CORPORATION

(Exact name of registrant as specified in its charter)

Florida

9800 N.W. 41st Street,

Miami,

Florida

33178

59-2459427

(State or other jurisdiction of
incorporation or organization)

(Address of Principal Executive Offices) (Zip Code)

(I.R.S. Employer
Identification No.)

~~Registrant’s telephone number, including area code:~~

(

305

)

428-8000

Registrant’s telephone number, including area code

Securities registered pursuant to Section 12(b) of the Act

Title of each class

Trading Symbol (s)

Name of each exchange on which registered

Common Stock, , $0.01 par value

~~INT~~WKC

New York Stock Exchange

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes þ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes þ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated ~~filer"~~filer," "smaller reporting company," and ~~"smaller reporting~~"emerging growth company" in Rule 12b-2 of the Exchange Act.

Large accelerated filer þ Accelerated filer ☐ Non-accelerated filer ☐ Smaller reporting company ☐ Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No þ

The registrant had a total of ~~61,916,561~~60,197,313 shares of common stock, par value $0.01 per share, issued and outstanding as of July ~~22, 2022.~~21, 2023.

TABLE OF CONTENTS


~~Part~~PART I.	Financial Information

	Item 1.	Financial Statements (Unaudited)
		Condensed Consolidated Balance Sheets as of June 30, ~~2022~~2023 and December 31, ~~2021~~2022	1
		Condensed Consolidated Statements of Income and Comprehensive Income for the Three and Six Months Ended June 30, ~~2022~~2023 and ~~2021~~2022	2
		Condensed Consolidated Statements of Shareholders' Equity for the Three and Six Months Ended June 30, ~~2022~~2023 and ~~2021~~2022	3
		Condensed Consolidated Statements of Cash Flows for the Six Months Ended June 30, ~~2022~~2023 and ~~2021~~2022	5
		Notes to the Condensed Consolidated Financial Statements	6

	Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations	21

	Item 3.	Quantitative and Qualitative Disclosures About Market Risk	33

	Item 4.	Controls and Procedures	3334

~~Part~~PART II.	Other Information

	Item 1.	Legal Proceedings	3435



	Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	3436
Item 5.	Other Information		36
	Item 6.	Exhibits	3537

~~Signatures~~SIGNATURES			36

Part I — Financial Information

Item 1. Financial Statements

WORLD ~~FUEL SERVICES~~KINECT CORPORATION

CONDENSED CONSOLIDATED BALANCE SHEETS

(Unaudited - In millions, except per share data)


		June 30, 2022		December 31, 2021			June 30, 2023		December 31, 2022
Assets:	Assets:					Assets:
Current assets:	Current assets:					Current assets:
Cash and cash equivalents	Cash and cash equivalents	$	385.8	$	652.2	Cash and cash equivalents	$	293.9	$	298.4
Accounts receivable, net of allowance for credit losses of $19.1 million and $26.1 million as of June 30, 2022 and December 31, 2021, respectively		3,954.7		2,355.3
Accounts receivable, net of allowance for credit losses of $15.2 million and $14.1 million as of June 30, 2023 and December 31, 2022, respectively						Accounts receivable, net of allowance for credit losses of $15.2 million and $14.1 million as of June 30, 2023 and December 31, 2022, respectively	2,473.3		3,294.1
Inventories	Inventories	903.8		477.9		Inventories	552.6		779.9
Prepaid expenses	Prepaid expenses	86.0		59.2		Prepaid expenses	84.8		83.6
Short-term derivative assets, net	Short-term derivative assets, net	339.5		169.2		Short-term derivative assets, net	212.3		302.1
Other current assets	Other current assets	224.2		305.9		Other current assets	428.2		479.9
Total current assets	Total current assets	5,894.0		4,019.7		Total current assets	4,045.1		5,238.1
Property and equipment, net	Property and equipment, net	476.0		348.9		Property and equipment, net	507.3		484.2
Goodwill	Goodwill	1,233.3		861.9		Goodwill	1,236.6		1,233.0
Identifiable intangible assets, net	Identifiable intangible assets, net	356.7		189.1		Identifiable intangible assets, net	318.1		336.2
Other non-current assets	Other non-current assets	835.6		522.8		Other non-current assets	854.8		873.2
Total assets	Total assets	$	8,795.7	$	5,942.4	Total assets	$	6,961.9	$	8,164.6
Liabilities:	Liabilities:					Liabilities:
Current liabilities:	Current liabilities:					Current liabilities:
Current maturities of long-term debt	Current maturities of long-term debt	$	16.3	$	30.6	Current maturities of long-term debt	$	61.6	$	15.8
Accounts payable	Accounts payable	3,936.7		2,399.6		Accounts payable	2,708.7		3,529.5
Short-term derivative liabilities, net	Short-term derivative liabilities, net	431.5		168.4		Short-term derivative liabilities, net	212.1		325.2
Customer deposits		305.4		205.5
Accrued expenses and other current liabilities	Accrued expenses and other current liabilities	404.7		292.7		Accrued expenses and other current liabilities	589.7		738.2
Total current liabilities	Total current liabilities	5,094.7		3,096.7		Total current liabilities	3,572.0		4,608.6
Long-term debt	Long-term debt	1,024.1		478.1		Long-term debt	816.2		829.9
Non-current income tax liabilities, net		192.8		213.9
Other long-term liabilities	Other long-term liabilities	563.9		236.8		Other long-term liabilities	608.4		735.3
Total liabilities	Total liabilities	6,875.4		4,025.6		Total liabilities	4,996.6		6,173.8

Commitments and contingencies						Commitments and contingencies
Equity:	Equity:					Equity:
World Fuel shareholders' equity:
World Kinect shareholders' equity:						World Kinect shareholders' equity:
Preferred stock, $1.00 par value; 0.1 shares authorized, none issued	Preferred stock, $1.00 par value; 0.1 shares authorized, none issued	—		—		Preferred stock, $1.00 par value; 0.1 shares authorized, none issued	—		—
Common stock, $0.01 par value; 100.0 shares authorized, 61.9 and 61.7 issued and outstanding as of June 30, 2022 and December 31, 2021, respectively		0.6		0.6
Common stock, $0.01 par value; 100.0 shares authorized, 60.2 and 62.0 issued and outstanding as of June 30, 2023 and December 31, 2022, respectively						Common stock, $0.01 par value; 100.0 shares authorized, 60.2 and 62.0 issued and outstanding as of June 30, 2023 and December 31, 2022, respectively	0.6		0.6
Capital in excess of par value	Capital in excess of par value	172.8		168.1		Capital in excess of par value	107.2		182.4
Retained earnings	Retained earnings	1,916.4		1,880.6		Retained earnings	1,998.2		1,962.5
Accumulated other comprehensive income (loss)	Accumulated other comprehensive income (loss)	(174.0)		(136.7)		Accumulated other comprehensive income (loss)	(146.9)		(160.6)
Total World Fuel shareholders' equity		1,915.7		1,912.7
Total World Kinect shareholders' equity						Total World Kinect shareholders' equity	1,959.1		1,984.9
Noncontrolling interest	Noncontrolling interest	4.5		4.1		Noncontrolling interest	6.2		5.9
Total equity	Total equity	1,920.2		1,916.8		Total equity	1,965.2		1,990.7
Total liabilities and equity	Total liabilities and equity	$	8,795.7	$	5,942.4	Total liabilities and equity	$	6,961.9	$	8,164.6

The accompanying Notes are an integral part of these unaudited Condensed Consolidated Financial Statements.

WORLD ~~FUEL SERVICES~~KINECT CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF INCOME AND

COMPREHENSIVE INCOME

(Unaudited – In millions, except per share data)


		For the Three Months Ended June 30,				For the Six Months Ended June 30,					For the Three Months Ended June 30,				For the Six Months Ended June 30,
		2022		2021		2022		2021			2023		2022		2023		2022
Revenue	Revenue	$	17,122.1	$	7,085.5	$	29,504.1	$	13,043.4	Revenue	$	10,980.7	$	17,122.1	$	23,462.3	$	29,504.1
Cost of revenue	Cost of revenue	16,868.7		6,901.6		29,019.8		12,667.9		Cost of revenue	10,699.0		16,868.7		22,917.9		29,019.8
Gross profit	Gross profit	253.4		183.9		484.4		375.5		Gross profit	281.7		253.4		544.4		484.4
Operating expenses:	Operating expenses:									Operating expenses:
Compensation and employee benefits	Compensation and employee benefits	118.3		87.9		233.2		180.3		Compensation and employee benefits	125.1		118.3		244.2		233.2
General and administrative	General and administrative	82.3		57.4		157.1		116.8		General and administrative	80.8		82.3		159.8		157.1
Asset impairments	Asset impairments	—		4.7		—		4.7		Asset impairments	0.3		—		0.3		—
Restructuring charges		—		3.0		—		5.1

Total operating expenses	Total operating expenses	200.6		153.0		390.3		306.9		Total operating expenses	206.2		200.6		404.3		390.3
Income from operations	Income from operations	52.8		30.9		94.1		68.6		Income from operations	75.5		52.8		140.1		94.1
Non-operating income (expenses), net:	Non-operating income (expenses), net:									Non-operating income (expenses), net:
Interest expense and other financing costs, net	Interest expense and other financing costs, net	(26.5)		(10.0)		(40.9)		(18.7)		Interest expense and other financing costs, net	(32.5)		(26.5)		(66.8)		(40.9)
Other income (expense), net	Other income (expense), net	(4.0)		(1.4)		1.7		(2.6)		Other income (expense), net	(2.8)		(4.0)		(6.3)		1.7
Total non-operating income (expense), net	Total non-operating income (expense), net	(30.5)		(11.4)		(39.2)		(21.3)		Total non-operating income (expense), net	(35.3)		(30.5)		(73.1)		(39.2)
Income (loss) before income taxes	Income (loss) before income taxes	22.3		19.6		54.9		47.2		Income (loss) before income taxes	40.3		22.3		67.0		54.9
Provision for income taxes	Provision for income taxes	(2.5)		2.0		3.8		10.8		Provision for income taxes	9.8		(2.5)		14.0		3.8
Net income (loss) including noncontrolling interest	Net income (loss) including noncontrolling interest	24.8		17.6		51.1		36.4		Net income (loss) including noncontrolling interest	30.5		24.8		53.0		51.1
Net income (loss) attributable to noncontrolling interest	Net income (loss) attributable to noncontrolling interest	0.4		(0.1)		0.4		(0.1)		Net income (loss) attributable to noncontrolling interest	0.5		0.4		0.3		0.4
Net income (loss) attributable to World Fuel		$	24.4	$	17.6	$	50.7	$	36.5
Net income (loss) attributable to World Kinect										Net income (loss) attributable to World Kinect	$	29.9	$	24.4	$	52.7	$	50.7
Basic earnings (loss) per common share	Basic earnings (loss) per common share	$	0.39	$	0.28	$	0.81	$	0.58	Basic earnings (loss) per common share	$	0.48	$	0.39	$	0.85	$	0.81
Basic weighted average common shares	Basic weighted average common shares	62.2		63.4		62.8		63.2		Basic weighted average common shares	62.3		62.2		62.4		62.8
Diluted earnings (loss) per common share	Diluted earnings (loss) per common share	$	0.39	$	0.28	$	0.80	$	0.57	Diluted earnings (loss) per common share	$	0.48	$	0.39	$	0.84	$	0.80
Diluted weighted average common shares	Diluted weighted average common shares	62.4		63.8		63.2		63.6		Diluted weighted average common shares	62.5		62.4		62.8		63.2
Comprehensive income:	Comprehensive income:									Comprehensive income:
Net income (loss) including noncontrolling interest	Net income (loss) including noncontrolling interest	$	24.8	$	17.6	$	51.1	$	36.4	Net income (loss) including noncontrolling interest	$	30.5	$	24.8	$	53.0	$	51.1
Other comprehensive income (loss):	Other comprehensive income (loss):									Other comprehensive income (loss):
Foreign currency translation adjustments	Foreign currency translation adjustments	(35.7)		4.8		(45.1)		0.8		Foreign currency translation adjustments	9.1		(35.7)		14.8		(45.1)
Cash flow hedges, net of income tax expense (benefit) of $9.8 and ($2.9) for the three months ended June 30, 2022 and 2021, respectively, and net of income tax expense (benefit) of $2.8 and $2.7 for the six months ended June 30, 2022 and 2021, respectively		27.1		(8.6)		7.8		7.8
Cash flow hedges, net of income tax expense (benefit) of $0.6 and $9.8 for the three months ended June 30, 2023 and 2022, respectively, and net of income tax expense (benefit) of ($0.2) and $2.8 for the six months ended June 30, 2023 and 2022, respectively										Cash flow hedges, net of income tax expense (benefit) of $0.6 and $9.8 for the three months ended June 30, 2023 and 2022, respectively, and net of income tax expense (benefit) of ($0.2) and $2.8 for the six months ended June 30, 2023 and 2022, respectively	1.1		27.1		(1.1)		7.8
Total other comprehensive income (loss)	Total other comprehensive income (loss)	(8.7)		(3.8)		(37.3)		8.5		Total other comprehensive income (loss)	10.2		(8.7)		13.7		(37.3)
Comprehensive income (loss) including noncontrolling interest	Comprehensive income (loss) including noncontrolling interest	16.1		13.7		13.7		44.9		Comprehensive income (loss) including noncontrolling interest	40.7		16.1		66.8		13.7
Comprehensive income (loss) attributable to noncontrolling interest	Comprehensive income (loss) attributable to noncontrolling interest	0.4		(0.1)		0.4		(0.1)		Comprehensive income (loss) attributable to noncontrolling interest	0.5		0.4		0.3		0.4
Comprehensive income (loss) attributable to World Fuel		$	15.7	$	13.8	13.4		$	45.0
Comprehensive income (loss) attributable to World Kinect										Comprehensive income (loss) attributable to World Kinect	$	40.1	$	15.7	66.4		$	13.4

The accompanying Notes are an integral part of these unaudited Condensed Consolidated Financial Statements.

WORLD ~~FUEL SERVICES~~KINECT CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY

(Unaudited - In millions)


		Common Stock			Capital in Excess of Par Value				Retained Earnings		Accumulated Other Comprehensive Income (Loss)					Total World Fuel Shareholders' Equity			Noncontrolling Interest Equity				Total Equity			Common Stock				Capital in Excess of Par Value				Retained Earnings				Accumulated Other Comprehensive Income (Loss)				Total World Kinect Shareholders' Equity				Noncontrolling Interest Equity				Total Equity
		Shares	Amount												Shares						Amount
Balance as of December 31, 2021		61.7	$	0.6			$	168.1					$	1,880.6				$	(136.7)			$	1,912.7			$	4.1	$	1,916.8
Balance as of December 31, 2022																									Balance as of December 31, 2022	62.0		$	0.6			$	182.4			$	1,962.5			$	(160.6)			$	1,984.9			$	5.9			$	1,990.7
Net income (loss)	Net income (loss)	—	—		—				26.3		—					26.3			(0.1)				26.3		Net income (loss)	—		—		—				22.8				—				22.8				(0.2)				22.6

Cash dividends declared	Cash dividends declared	—	—		—				(7.6)		—					(7.6)			—				(7.6)		Cash dividends declared	—		—		—				(8.6)				—				(8.6)				—				(8.6)
Amortization of share-based payment awards	Amortization of share-based payment awards	—	—		3.7				—		—					3.7			—				3.7		Amortization of share-based payment awards	—		—		6.1				—				—				6.1				—				6.1
Issuance (cancellation) of common stock related to share-based payment awards	Issuance (cancellation) of common stock related to share-based payment awards	0.1	—		—				—		—					—			—				—		Issuance (cancellation) of common stock related to share-based payment awards	0.1		—		—				—				—				—				—				—
Issuance of common stock for acquisition of a business		1.8	—		50.0				—		—					50.0			—				50.0

Purchases of common stock tendered by employees to satisfy the required withholding taxes related to share-based payment awards																									Purchases of common stock tendered by employees to satisfy the required withholding taxes related to share-based payment awards	—		—		(0.3)				—				—				(0.3)				—				(0.3)

Other comprehensive income (loss)																									Other comprehensive income (loss)	—		—		—				—				3.5				3.5				—				3.5

Balance as of March 31, 2023																									Balance as of March 31, 2023	62.1		$	0.6	$	188.2			$	1,976.7			$	(157.1)			$	2,008.3			$	5.7			$	2,014.0
Net income (loss)																									Net income (loss)	—		—		—				29.9				—				29.9				0.5				30.5

Cash dividends declared																									Cash dividends declared	—		—		—				(8.4)				—				(8.4)				—				(8.4)
Amortization of share-based payment awards																									Amortization of share-based payment awards	—		—		4.0				—				—				4.0				—				4.0
Issuance (cancellation) of common stock related to share-based payment awards																									Issuance (cancellation) of common stock related to share-based payment awards	0.3		—		—				—				—				—				—				—

Purchases of common stock tendered by employees to satisfy the required withholding taxes related to share-based payment awards	Purchases of common stock tendered by employees to satisfy the required withholding taxes related to share-based payment awards	—	—		(1.3)				—		—					(1.3)			—				(1.3)		Purchases of common stock tendered by employees to satisfy the required withholding taxes related to share-based payment awards	—		—		(4.0)				—				—				(4.0)				—				(4.0)
Purchases of common stock	Purchases of common stock	(0.5)	—		(13.7)				—		—					(13.7)			—				(13.7)		Purchases of common stock	(2.2)		—		(50.5)				—				—				(50.5)				—				(50.5)
Other comprehensive income (loss)	Other comprehensive income (loss)	—	—		—				—		(28.7)					(28.7)			—				(28.7)		Other comprehensive income (loss)	—		—		—				—				10.2				10.2				—				10.2
Convertible note hedge transactions																									Convertible note hedge transactions	—		—		(70.5)				—				—				(70.5)				—				(70.5)
Warrant transactions																									Warrant transactions	—		—		40.0				—				—				40.0				—				40.0

Balance as of March 31, 2022		63.0	0.6		206.7				1,899.4		(165.4)					1,941.4			4.1				1,945.5
Net income (loss)		—	—		—				24.4		—					24.4			0.4				24.8
Cash dividends declared		—	—		—				(7.4)		—					(7.4)			—				(7.4)
Amortization of share-based payment awards		—	—		3.1				—		—					3.1			—				3.1
Issuance (cancellation) of common stock related to share-based payment awards		0.2	—		—				—		—					—			—				—
Purchases of common stock tendered by employees to satisfy the required withholding taxes related to share-based payment awards		0.2	—		(2.0)				—		—					(2.0)			—				(2.0)
Purchases of common stock		(1.5)	—		(35.0)				—		—					(35.0)			—				(35.0)
Other comprehensive income (loss)		—	—		—				—		(8.7)					(8.7)			—				(8.7)

Balance as of June 30, 2022		61.9	$	0.6	$	172.8			$	1,916.4	$	(174.0)				$	1,915.7		$	4.5			$	1,920.2
Balance as of June 30, 2023																									Balance as of June 30, 2023	60.2		$	0.6	$	107.2			$	1,998.2			$	(146.9)			$	1,959.1			$	6.2			$	1,965.2

The accompanying Notes are an integral part of these unaudited Condensed Consolidated Financial Statements.


		Common Stock			Capital in Excess of Par Value				Retained Earnings		Accumulated Other Comprehensive Income (Loss)					Total World Fuel Shareholders' Equity			Noncontrolling Interest Equity				Total Equity			Common Stock				Capital in Excess of Par Value				Retained Earnings				Accumulated Other Comprehensive Income (Loss)				Total World Kinect Shareholders' Equity				Noncontrolling Interest Equity				Total Equity
		Shares	Amount												Shares						Amount
Balance as of December 31, 2020		62.9	$	0.6			$	204.6					$	1,836.7				$	(132.6)			$	1,909.3			$	3.6	$	1,912.9
Balance as of December 31, 2021																									Balance as of December 31, 2021	61.7		$	0.6			$	168.1			$	1,880.6			$	(136.7)			$	1,912.7			$	4.1			$	1,916.8
Net income (loss)																									Net income (loss)	—		—		—				26.3				—				26.3				(0.1)				26.3

Net income (loss)		—	—		—				18.9		—					18.9			—				18.8
Cash dividends declared	Cash dividends declared	—	—		—				(7.5)		—					(7.5)			—				(7.5)		Cash dividends declared	—		—		—				(7.6)				—				(7.6)				—				(7.6)
Amortization of share-based payment awards	Amortization of share-based payment awards	—	—		8.7				—		—					8.7			—				8.7		Amortization of share-based payment awards	—		—		3.7				—				—				3.7				—				3.7
Issuance (cancellation) of common stock related to share-based payment awards	Issuance (cancellation) of common stock related to share-based payment awards	0.1	—		—				—		—					—			—				—		Issuance (cancellation) of common stock related to share-based payment awards	0.1		—		—				—				—				—				—				—
Issuance of common stock for acquisition of a business																									Issuance of common stock for acquisition of a business	1.8		—		50.0				—				—				50.0				—				50.0
Purchases of common stock tendered by employees to satisfy the required withholding taxes related to share-based payment awards	Purchases of common stock tendered by employees to satisfy the required withholding taxes related to share-based payment awards	—	—		(2.4)				—		—					(2.4)			—				(2.4)		Purchases of common stock tendered by employees to satisfy the required withholding taxes related to share-based payment awards	—		—		(1.3)				—				—				(1.3)				—				(1.3)
Purchases of common stock																									Purchases of common stock	(0.5)		—		(13.7)				—				—				(13.7)				—				(13.7)
Other comprehensive income (loss)																									Other comprehensive income (loss)	—		—		—				—				(28.7)				(28.7)				—				(28.7)

Other comprehensive income (loss)		—	—		—				—		12.4					12.4			—				12.4
Other		—	—		—				0.2		—					0.2			—				0.2
Balance as of March 31, 2021		63.0	0.6		210.8				1,848.3		(120.3)					1,939.5			3.5				1,943.0
Balance as of March 31, 2022																									Balance as of March 31, 2022	63.0		$	0.6	$	206.7			$	1,899.4			$	(165.4)			$	1,941.4			$	4.1			$	1,945.5
Net income (loss)	Net income (loss)	—	—		—				17.6		—					17.6			(0.1)				17.6		Net income (loss)	—		—		—				24.4				—				24.4				0.4				24.8

Cash dividends declared	Cash dividends declared	—	—		—				(7.6)		—					(7.6)			—				(7.6)		Cash dividends declared	—		—		—				(7.4)				—				(7.4)				—				(7.4)
Amortization of share-based payment awards	Amortization of share-based payment awards	—	—		3.3				—		—					3.3			—				3.3		Amortization of share-based payment awards	—		—		3.1				—				—				3.1				—				3.1
Issuance (cancellation) of common stock related to share-based payment awards	Issuance (cancellation) of common stock related to share-based payment awards	0.3	—		0.2				—		—					0.3			—				0.3		Issuance (cancellation) of common stock related to share-based payment awards	0.2		—		—				—				—				—				—				—

Purchases of common stock tendered by employees to satisfy the required withholding taxes related to share-based payment awards	Purchases of common stock tendered by employees to satisfy the required withholding taxes related to share-based payment awards	—	—		(3.1)				—		—					(3.1)			—				(3.1)		Purchases of common stock tendered by employees to satisfy the required withholding taxes related to share-based payment awards	0.2		—		(2.0)				—				—				(2.0)				—				(2.0)
Purchases of common stock																									Purchases of common stock	(1.5)		—		(35.0)				—				—				(35.0)				—				(35.0)
Other comprehensive income (loss)																									Other comprehensive income (loss)	—		—		—				—				(8.7)				(8.7)				—				(8.7)

Other comprehensive income (loss)		—	—		—				—		(3.8)					(3.8)			—				(3.8)
Balance as of June 30, 2021		63.3	$	0.6	$	211.3			$	1,858.4	$	(124.1)				$	1,946.2		$	3.5			$	1,949.7
Balance as of June 30, 2022																									Balance as of June 30, 2022	61.9		$	0.6	$	172.8			$	1,916.4			$	(174.0)			$	1,915.7			$	4.5			$	1,920.2

The accompanying Notes are an integral part of these unaudited Condensed Consolidated Financial Statements.

WORLD ~~FUEL SERVICES~~KINECT CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited - In millions)
For the Six Months Ended June 30,
2022 2021
Cash flows from operating activities:
Net income (loss) including noncontrolling interest $ 51.1 $ 36.4
Adjustments to reconcile net income including noncontrolling interest to net cash provided by operating activities:
Depreciation and amortization 53.5 40.5
Provision for credit losses 4.6 2.4
Share-based payment award compensation costs 6.7 12.0
Deferred income tax expense (benefit) (15.6) (15.4)
Foreign currency (gains) losses, net (5.2) (8.9)
Other (17.6) 10.5
Changes in assets and liabilities, net of acquisitions and divestitures:
Accounts receivable, net (1,539.0) (600.7)
Inventories (383.0) (77.4)
Prepaid expenses (26.6) (24.3)
Short-term derivative assets, net (322.8) 39.6
Other current assets 48.7 61.9
Cash collateral with counterparties 235.4 24.7
Other non-current assets (163.9) (28.9)
Accounts payable 1,503.5 605.9
Customer deposits 105.3 (2.7)
Accrued expenses and other current liabilities 308.4 41.1
Non-current income tax, net and other long-term liabilities 127.3 23.8
Total adjustments (80.2) 104.2
Net cash provided by (used in) operating activities (29.2) 140.6
Cash flows from investing activities:
Acquisition of business, net of cash acquired (639.4) —
Capital expenditures (37.7) (14.2)
Other investing activities, net (1.4) (5.4)
Net cash provided by (used in) investing activities (678.5) (19.7)
Cash flows from financing activities:
Borrowings of debt 3,772.9 0.3
Repayments of debt (3,244.9) (8.9)
Dividends paid on common stock (15.0) (13.6)
Repurchases of common stock (48.7) —
Other financing activities, net (13.3) (13.5)
Net cash provided by (used in) financing activities 451.0 (35.7)
Effect of exchange rate changes on cash and cash equivalents (9.7) (1.4)
Net increase (decrease) in cash and cash equivalents (266.4) 83.9
Cash and cash equivalents, as of the beginning of the period 652.2 658.8
Cash and cash equivalents, as of the end of the period $ 385.8 $ 742.7

~~Supplemental Schedule of Noncash Investing and Financing Activities:~~

~~Cash dividends declared, but not yet paid, were $7.4 million and $7.6 million for the six months ended June 30, 2022 and 2021, respectively.~~


	For the Six Months Ended June 30,
	2023		2022
Cash flows from operating activities:
Net income (loss) including noncontrolling interest	$	53.0	$	51.1
Adjustments to reconcile net income including noncontrolling interest to net cash provided by operating activities:
Unrealized (gain) loss on derivatives	(146.1)		(16.3)
Depreciation and amortization	51.7		53.5
Provision for credit losses	2.5		4.6
Share-based payment award compensation costs	10.1		6.7
Deferred income tax expense (benefit)	(0.1)		(15.6)

Unrealized foreign currency (gains) losses, net	(13.8)		(5.2)

Other	(0.5)		(1.3)
Changes in assets and liabilities, net of acquisitions and divestitures:
Accounts receivable, net	820.4		(1,539.0)
Inventories	228.0		(383.0)
Prepaid expenses	(1.4)		(26.6)
Short-term derivative assets, net	243.2		(322.8)
Other current assets	(26.3)		48.7
Cash collateral with counterparties	181.5		235.4
Other non-current assets	50.7		(163.9)
Accounts payable	(845.8)		1,503.5
Short-term derivative liabilities, net	(248.7)		311.6
Accrued expenses and other current liabilities	(131.5)		(3.2)
Other long-term liabilities	(40.3)		232.6
Net cash provided by (used in) operating activities	186.5		(29.2)
Cash flows from investing activities:
Acquisition of business, net of cash acquired	—		(639.4)

Capital expenditures	(46.5)		(37.7)
Other investing activities, net	(9.6)		(1.4)
Net cash provided by (used in) investing activities	(56.1)		(678.5)
Cash flows from financing activities:
Borrowings of debt	3,221.3		3,772.9
Repayments of debt	(3,531.4)		(3,244.9)
Issuance of Convertible Notes	350.0		—
Dividends paid on common stock	(17.3)		(15.0)
Repurchases of common stock	(50.0)		(48.7)
Purchase of convertible note hedges	(70.5)		—
Sale of warrants	40.0		—
Payments of deferred consideration for acquisitions	(62.8)		(10.0)
Other financing activities, net	(8.6)		(3.3)
Net cash provided by (used in) financing activities	(129.3)		451.0
Effect of exchange rate changes on cash and cash equivalents	(5.6)		(9.7)
Net increase (decrease) in cash and cash equivalents	(4.5)		(266.4)
Cash and cash equivalents, as of the beginning of the period	298.4		652.2
Cash and cash equivalents, as of the end of the period	$	293.9	$	385.8

The accompanying Notes are an integral part of these unaudited Condensed Consolidated Financial Statements.

WORLD ~~FUEL SERVICES~~KINECT CORPORATION NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

1. Basis of Presentation, New Accounting Standards, and Significant Accounting Policies

General

World ~~Fuel Services~~Kinect Corporation (the "Company") was incorporated in Florida in July 1984 and along with its consolidated subsidiaries is referred to collectively in this Quarterly Report on Form 10-Q ("10-Q Report") as "World ~~Fuel,~~Kinect," "we," "our" and "us." On June 15, 2023, the Company's shareholders approved an amendment to the Company's Articles of Incorporation, as amended, changing the Company's name from World Fuel Services Corporation to World Kinect Corporation. This change is intended to better reflect the Company's ongoing transformation into a more resilient, diversified energy and solutions provider.

We are a leading global fuel services company, principally engaged in the distribution of fuel and related products and services in the aviation, land and marine transportation industries. In recent years, we have expanded our land product and service offerings to include energy advisory services and supply fulfillment for natural gas and power to commercial, industrial and government customers. Our intention is to become a leading global energy management company, offering a ~~full~~broad suite of ~~energy advisory, management and fulfillment services, technology~~ solutions ~~payment management solutions, as well as sustainability products and services~~ across the energy product spectrum. In addition to our core energy and fuel offerings to customers in the transportation sector, we provide advisory services, sustainability and renewable energy solutions, as well as supply fulfillment for natural gas and power. We ~~will~~ continue to focus on ~~enhancing~~advancing the energy transition to lower carbon alternatives through expanding our portfolio of ~~products and services we provide based on changes in customer demand, including increasing our sustainability offerings and renewable~~ energy solutions ~~in light of the continued global focus on climate change~~ and ~~the related impacts.~~providing customers with greater access to sustainably sourced energy.

The Condensed Consolidated Financial Statements and related Notes include our parent company and all subsidiaries where we exercise control, and include the operations of acquired businesses after the completion of their acquisition. The decision of whether or not to consolidate an entity requires consideration of majority voting interests, as well as effective economic or other control over the entity. The Condensed Consolidated Financial Statements are prepared in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP"), the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all the information and footnotes required by ~~generally accepted accounting principles~~U.S. GAAP for complete financial statements. However, except as disclosed herein, there has been no material change in the information disclosed in the Notes included in our ~~2021~~2022 Annual Report on Form 10-K ("~~2021~~2022 10-K Report"). All intercompany transactions among our businesses have been eliminated.

Revenues, expenses, assets and liabilities can vary during each quarter of the year. Therefore, the results and trends in these interim financial statements may not be representative of those for the full year. In our opinion, all adjustments necessary for a fair statement of the financial statements, which are of a normal and recurring nature, have been made for the interim periods reported. The information included in this 10-Q Report should be read in conjunction with the Consolidated Financial Statements and accompanying Notes included in our ~~2021~~2022 10-K Report. Certain amounts in the Condensed Consolidated Financial Statements and accompanying Notes may not add due to rounding; however, all percentages have been calculated using unrounded amounts. Certain prior period amounts have been reclassified to conform to the current presentation.

New Accounting Standards

Adoption of New Accounting Standards

~~During~~Disclosure of Supplier Finance Program Obligations. In September 2022, ~~there have been no accounting standards that, upon~~Accounting Standards Update ("ASU") 2022-04 was issued to require the buyer in a supplier finance program to disclose the key terms of the program, outstanding confirmed amounts as of the end of the period, a rollforward of such amounts during each annual period, and a description of where in the financial statements outstanding amounts are presented. The amendments do not affect the recognition, measurement or financial statement presentation of supplier finance program obligations. The amendments are effective for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. The amendments should be applied retrospectively to each period in which a balance sheet is presented, except for the rollforward, which should be applied prospectively. Early adoption ~~had a material impact~~was permitted. The Company adopted ASU 2022-04 in the first quarter of 2023 and has included all relevant disclosures below.

Supplier Finance Programs

Under various supplier finance programs, we agree to pay counterparties engaged as paying agents the stated amount of confirmed invoices from our designated suppliers on the ~~Company's unaudited~~original maturity date of the invoices. Under certain of these arrangements, we may also pay fees for the supplier finance platform and related support.

Outstanding obligations confirmed under our supplier finance programs were $207.4 million and $246.8 million as of June 30, 2023 and December 31, 2022, respectively, and are included in Accounts payable within our Condensed Consolidated ~~Financial Statements or processes.~~Balance Sheets.

Accounting Standards Issued but Not Yet Adopted

There ~~have been~~are no recently issued accounting standards not yet adopted by us ~~which~~that are expected, upon adoption, to have a material impact on the Company’s Consolidated Financial Statements or processes.

Significant Accounting Policies

There have been no significant changes in the Company's accounting policies from those disclosed in our ~~2021~~2022 10-K Report. The significant accounting policies we use for quarterly financial reporting are disclosed in Note 1. Basis of Presentation, New Accounting Standards, and Significant Accounting Policies of the accompanying Notes to the Consolidated Financial Statements included in our ~~2021~~2022 10-K Report.

2. Accounts Receivable

Accounts Receivable and Allowance for Credit Losses

When we extend credit on an unsecured basis, our exposure to credit losses depends on the financial condition of our customers and ~~other~~ macroeconomic factors beyond our control, such as global economic conditions or adverse impacts in the industries we serve, changes in oil prices and political instability.

We actively monitor and manage our credit exposure and work to respond to both changes in our customers' financial conditions orand macroeconomic events. Based on the ongoing credit evaluations of our customers, we adjust credit limits based upon payment history and our customers' current creditworthiness. However, because we extend credit on an unsecured basis to most of our customers, there is a possibility that any accounts receivable not collected may ultimately need to be written off.

We had accounts receivable, net, of ~~$4.0~~$2.5 billion and ~~$2.4~~$3.3 billion and an allowance for expected credit losses, primarily related to accounts receivable, of ~~$22.7~~$17.5 million and ~~$29.8~~$17.3 million, as of June 30, ~~2022~~2023 and December 31, ~~2021,~~2022, respectively. Changes to the expected credit loss provision during the six months ended June 30, ~~2022~~2023 include global economic outlook considerations as a result of the Company's assessment of reasonable and supportable forward-looking information. ~~Write-offs of uncollectible receivables during the six months ended June 30, 2022 resulted principally from pre-existing financial difficulties experienced by certain customers.~~ Based on an aging analysis as of June 30, ~~2022, 97%~~2023, 95% of our accounts receivable were outstanding less than 60 days.

The following table sets forth activities in our allowance for expected credit losses (in millions):


		For the Six Months Ended June 30,					For the Six Months Ended June 30,
		2022		2021			2023		2022
Balance as of January 1,	Balance as of January 1,	$	29.8	$	57.3	Balance as of January 1,	$	17.3	$	29.8
Charges to allowance for credit losses	Charges to allowance for credit losses	4.6		2.4		Charges to allowance for credit losses	2.5		4.6
Write-off of uncollectible receivables	Write-off of uncollectible receivables	(12.8)		(21.2)		Write-off of uncollectible receivables	(2.4)		(12.8)
Recoveries of credit losses	Recoveries of credit losses	0.7		1.1		Recoveries of credit losses	0.1		0.7
Translation adjustments	Translation adjustments	0.4		0.1		Translation adjustments	(0.1)		0.4
Balance as of June 30,	Balance as of June 30,	$	22.7	$	39.8	Balance as of June 30,	$	17.5	$	22.7

Receivable Purchase Agreements

We have receivable purchase agreements ("RPAs") that allow for the sale of our qualifying accounts receivable in exchange for cash consideration equal to the total balance, less a discount margin, depending on the outstanding accounts receivable at any given time. During the second quarter of 2023, we amended one of our RPAs to, among other things, reduce the overall fee structure.

Accounts receivable sold under the RPAs are accounted for as sales and excluded from Accounts receivable, net of allowance for credit losses on the accompanying Condensed Consolidated Balance Sheets. Fees paid under the RPAs are recorded within Interest expense and other financing costs, net on the Condensed Consolidated Statements of Income and Comprehensive ~~Income~~.Income.

During the six months ended June 30, ~~2022~~2023 and ~~2021,~~2022, we sold receivables under the RPAs with an aggregate face value of ~~$6.2~~$6.0 billion and ~~$4.3~~$6.2 billion, respectively, and ~~paid~~recognized fees of ~~$14.6~~$22.8 million and ~~$9.4~~$14.6 million, respectively.

3. Acquisitions

2022 Acquisition

~~On October 28, 2021,~~During the first quarter of 2022, we ~~entered into a definitive agreement (the "Purchase Agreement") to acquire all~~completed the acquisition of ~~the outstanding equity interest in~~ Flyers Energy Group, LLC ("Flyers"). Flyers' operations include transportation, commercial fleet fueling, lubricants distribution, and the supply of wholesale, branded and renewable fuels.

The acquisition closed on January 3, 2022 for total estimated consideration of $792.2 million, subject to customary adjustments relating to net working capital, indebtedness and transaction expenses. At closing, $642.7 million, inclusive of $19.7 million for estimated net working capital adjustments, was paid in cash and, at the election of the Company, $50.0 million was satisfied through the delivery of 1,768,034 shares of the Company's common stock at a price of $28.28 per share. The remaining $100.0 million was held back to satisfy potential indemnification and other obligations of the seller, with one-half to be released on the first and second anniversary of the closing of the acquisition, in each case subject to reduction in respect to amounts claimed under the Purchase Agreement. The total purchase ~~consideration also~~price of $795.0 million included ~~a receivable of $0.5~~deferred payments totaling $100.0 million. In January 2023, $50 million ~~from~~was paid to the seller ~~for estimated working capital~~

~~adjustments. During~~and the ~~second quarter, the working capital adjustments were updated and~~remaining $50 million outstanding as ~~a result the working capital payable to seller increased to $2.3 million, which was paid on July 1, 2022.~~

~~The acquisition was accounted for as a business combination and is reported in the land segment. We are in the process~~ of obtaining information to measure all assets acquired and liabilities assumed. Additionally, we continue to gather and evaluate contracts acquired that could impact the underlying inputs and assumptions used in the valuation of assets acquired and liabilities assumed. These estimates, along with any related tax impacts, are subject to change during the measurement period, which is up to one year from the acquisition date. The following preliminary purchase price allocation was estimated based on the information obtained to date andJune 30, 2023 is expected to be ~~completed~~settled in 2022. During the three months ended June 30, 2022, the purchase price allocation was adjusted as shown in the table below. These adjustments have been retrospectively reflected as of the acquisition date.

The following table summarizes the fair value of the aggregate consideration as well as the preliminary allocation of the purchase price to the fair value of the assets acquired and liabilities assumed as recorded in the first quarter of 2022 and as adjusted in the second quarter of 2022 (in millions):

Preliminary Adjustments As Adjusted
Consideration:
Cash paid $ 642.7 $ — $ 642.7
Working capital adjustment (receivable from) payable to seller (0.5) 2.8 2.3
Common stock issued to seller 50.0 — 50.0
Amount due to sellers 100.0 — 100.0
Total fair value of consideration $ 792.2 $ 2.8 $ 795.0
Assets acquired and liabilities assumed:
Cash $ 3.3 $ — $ 3.3
Accounts receivable 109.2 0.6 109.8
Inventory 50.9 — 50.9
Property, plant and equipment 126.6 — 126.6
Identifiable intangible assets subject to amortization (1)
162.9 (0.4) 162.5
Identifiable intangible assets not subject to amortization (2)
29.3 — 29.3
Accounts payable (38.0) (0.1) (38.0)
Other assets and liabilities, net (3)
(39.0) 1.8 (37.3)
Net identifiable assets acquired 405.1 1.9 407.0
Goodwill (4)
387.1 0.9 388.0
Net assets acquired $ 792.2 $ 2.8 $ 795.0

~~(1)~~Identifiable intangible assets subject to amortization primarily consist of customer and network relationships and other identifiable assets which will be amortized over a weighted average life of 11.6 years.

~~(2)Identifiable intangible assets not subject to amortization include trademarks and trade names acquired.~~

~~(3)Includes the recognition of right of use assets of $45.0 million and lease liabilities of $46.0 million.~~

~~(4)~~Goodwill is attributable primarily to the expected synergies and other benefits that we believe will result from combining the acquired operations with the operations of our land segment. We anticipate that all of the goodwill assigned to the land segment will be deductible for tax purposes.

Total revenue and income before income taxes of Flyers included in the Company's Condensed Consolidated Statement of Income for the period from the date of acquisition through June 30, 2022 were $1.8 billion and $39.8 million, respectively.

~~The following presents unaudited pro forma combined financial information of the Company for the three and six months ended June 30, 2021 as if the acquisition of Flyers had been completed on~~ January ~~1, 2021 (in millions, except per share data):~~

(unaudited) Three Months Ended
June 30, 2021 Six Months Ended June 30, 2021
Revenue $ 7,805.4 $ 14,141.0
Net income attributable to World Fuel $ 33.3 $ 53.5

The unaudited pro forma combined financial information was based on the historical financial information of World Fuel and Flyers and includes (i) incremental amortization expense to be incurred based on the preliminary fair values of the identifiable intangible assets acquired; (ii) additional interest expense associated with the incremental borrowings under our Credit Facility to finance the acquisition; (iii) nonrecurring transaction costs recognized in connection with the transaction; and (iv) the tax effect of the pro forma adjustments as well as the recognition of income tax expense associated with Flyers' historical statements, calculated using statutory tax rates, as Flyers was comprised of limited liability companies not subject to federal and state income taxes prior to the acquisition. The unaudited pro forma combined financial information does not necessarily reflect what the combined company's financial condition or results of operations would have been had the transaction and the related financing occurred on the dates indicated. The unaudited pro forma financial information also may not be useful in predicting the future financial condition and results of operations of the combined company following the transaction. In addition, the unaudited pro forma combined financial information does not give effect to any cost savings, operating synergies or revenue synergies that may result from the transaction, or the costs to achieve any such synergies.

~~2021 Acquisition~~

On October 1, 2021, we completed the acquisition of a liquid fuel business which services business and residential customers for a total purchase price of $41.4 million. The transaction was accounted for as a business combination and is reported in our land segment.2024.

4. ~~Goodwill~~

~~The following table provides information regarding changes in goodwill during the six months ended June 30, 2022 and 2021 (in millions):~~

Aviation
Segment Land
Segment Total
As of December 31, 2021 $ 400.1 $ 461.8 $ 861.9
2022 acquisition (1)
— 388.0 388.0
Foreign currency translation of non-USD functional currency subsidiary goodwill (2.8) (13.8) (16.5)
As of June 30, 2022 $ 397.3 $ 836.0 $ 1,233.3

~~(1)See Note 3. Acquisitions for additional information.~~

5. Derivative Instruments

We are exposed to a variety of risks including but not limited to, changes in the prices of commodities that we buy or sell, changes in foreign currency exchange rates, changes in interest rates, and the creditworthiness of each of our counterparties. While we attempt to mitigate these fluctuations through hedging, such hedges may not be fully effective.

Our risk management program includes the following types of derivative instruments:

Fair Value Hedges. Derivative contracts we hold to hedge the risk of changes in the price of our inventory.

Cash Flow Hedges. Derivative contracts we execute to mitigate the risk of price and interest rate volatility in forecasted transactions.

Non-designated Derivatives. Derivatives we primarily transact to mitigate the risk of market price fluctuations in swaps or futures contracts, as well as certain forward fixed price purchase and sale contracts to hedge the risk of currency rate fluctuations and for portfolio optimization.

~~With the exception of the interest rate swap agreement, which matures in March 2025, the majority of our derivative contracts are expected to settle within the next year.~~ The following table summarizes the gross notional values of our derivative contracts used for risk management purposes (in millions):

Unit

June 30, ~~2022~~2023

Commodity contracts

Long

BBL

~~66.8~~92.1

Short

BBL

~~(56.1)~~(92.0)

Foreign currency exchange contracts

Sell U.S. dollar, buy other currencies

USD

~~(511.6)~~(584.9)

Buy U.S. dollar, sell other currencies

USD

~~762.1~~627.9

Interest rate contracts

Interest rate swap

USD

300.0

While the majority of our foreign currency exchange contracts and the volume related to our commodities contracts are expected to settle within the next year, our interest rate swap agreement matures in March 2025.

Assets and Liabilities

The following table presents the gross fair value of our derivative instruments and their locations on the Condensed Consolidated Balance Sheets (in millions):


			Gross Derivative Assets				Gross Derivative Liabilities
		Condensed Consolidated Balance Sheets Location	June 30,		December 31,		June 30,		December 31,			Condensed Consolidated Balance Sheets Location	Gross Derivative Assets				Gross Derivative Liabilities
Derivative Instruments	Derivative Instruments		2022		2021		2022		2021		Derivative Instruments		June 30, 2023		December 31, 2022		June 30, 2023		December 31, 2022
Derivatives designated as hedging instruments	Derivatives designated as hedging instruments										Derivatives designated as hedging instruments
Commodity contracts	Commodity contracts	Short-term derivative assets, net	$	15.5	$	1.8	$	1.4	$	9.7	Commodity contracts	Short-term derivative assets, net	$	19.7	$	—	$	17.7	$	—

		Short-term derivative liabilities, net	1.9		0.1		2.1		0.4			Short-term derivative liabilities, net	1.0		3.4		1.5		6.7

Interest rate contracts	Interest rate contracts	Short-term derivative assets, net	7.5		—		—		—		Interest rate contracts	Short-term derivative assets, net	14.2		12.9		—		—
		Other non-current assets	11.8		5.4		—		—			Other non-current assets	8.3		11.9		—		—
		Short-term derivative liabilities, net	—		—		—		0.3

Total derivatives designated as hedging instruments	Total derivatives designated as hedging instruments		36.7		7.3		3.5		10.4		Total derivatives designated as hedging instruments		43.2		28.2		19.3		6.7

Derivatives not designated as hedging instruments	Derivatives not designated as hedging instruments										Derivatives not designated as hedging instruments
Commodity contracts	Commodity contracts	Short-term derivative assets, net	1,370.8		516.3		899.3		337.5		Commodity contracts	Short-term derivative assets, net	377.8		376.4		133.6		42.3
		Other non-current assets	520.2		112.2		259.8		27.6			Other non-current assets	192.7		293.3		54.8		66.9
		Short-term derivative liabilities, net	406.1		117.6		853.2		286.6			Short-term derivative liabilities, net	228.6		423.1		507.4		936.3
		Other long-term liabilities	145.2		15.5		388.3		82.1			Other long-term liabilities	144.1		201.8		254.4		399.8

Foreign currency contracts	Foreign currency contracts	Short-term derivative assets, net	24.8		3.8		7.7		1.7		Foreign currency contracts	Short-term derivative assets, net	6.0		21.8		2.5		18.5
		Other non-current assets	0.6		0.1		0.3		—			Other non-current assets	0.8		0.7		0.1		0.1
		Short-term derivative liabilities, net	9.0		0.8		15.2		2.6			Short-term derivative liabilities, net	5.2		2.0		10.1		19.8
												Other long-term liabilities	0.5		0.2		0.6		0.4
Total derivatives not designated as hedging instruments	Total derivatives not designated as hedging instruments		2,476.7		766.3		2,423.8		738.1		Total derivatives not designated as hedging instruments		955.8		1,319.2		963.7		1,484.1
Total derivatives	Total derivatives		$	2,513.4	$	773.6	$	2,427.3	$	748.5	Total derivatives		$	998.9	$	1,347.4	$	982.9	$	1,490.8

For information regarding our derivative instruments measured at fair value after netting and collateral, see Note 8.5. Fair Value Measurements.

The following amounts were recorded on our Consolidated Balance Sheets related to cumulative basis adjustments for fair value hedges (in millions):


Line item in the Consolidated Balance Sheets in which the hedged item is included	Line item in the Consolidated Balance Sheets in which the hedged item is included	Carrying Amount of Hedged Assets/(Liabilities)				Cumulative Amount of Fair Value Hedging Adjustment Included in the Carrying Amount of the Hedged Asset/(Liabilities)				Line item in the Consolidated Balance Sheets in which the hedged item is included	Carrying Amount of Hedged Assets/(Liabilities)				Cumulative Amount of Fair Value Hedging Adjustment Included in the Carrying Amount of the Hedged Asset/(Liabilities)
		June 30, 2022		December 31, 2021		June 30, 2022		December 31, 2021			June 30, 2023		December 31, 2022		June 30, 2023		December 31, 2022
Inventory	Inventory	$	61.0	$	59.3	$	(0.5)	$	0.6	Inventory	$	66.0	$	60.7	$	0.8	$	1.2

109

Earnings and Other Comprehensive Income (Loss)

Derivatives Designated as Hedging Instruments

The following table presents, on a pre-tax basis, the location and amount of gains (losses) on fair value and cash flow hedges recognized in income in our Condensed Consolidated Statements of Income and Comprehensive Income (in millions):

For the Three Months Ended
June 30, 2022 June 30, 2021
Revenue Cost of revenue Interest expense and other financing costs, net Revenue Cost of revenue Interest expense and other financing costs, net
Total amounts of income and expense line items in which the effects of fair value or cash flow hedged are recorded $ 17,122.1 $ 16,868.7 $ 26.5 $ 7,085.5 $ 6,901.6 $ 11.4
Gains (losses) on fair value hedge relationships:
   Commodity contracts:
Hedged item — 13.5 — — 14.6 —
Derivatives designated as hedging instruments — (10.9) — — (11.3) —
Gains (losses) on cash flow hedge relationships:
   Commodity contracts:
Amount of gain (loss) reclassified from Accumulated other comprehensive income (loss) into net income (112.2) — — (2.9) 67.4 —
   Interest rate contracts:
Amount of gain (loss) reclassified from Accumulated other comprehensive income (loss) into net income — — (0.2) — — (0.3)
Total amount of income and expense line items excluding the impact of hedges $ 17,234.3 $ 16,871.3 $ 26.3 $ 7,088.4 $ 6,972.2 $ 11.1


		For the Six Months Ended													For the Three Months Ended
		June 30, 2022						June 30, 2021							June 30, 2023						June 30, 2022
		Revenue		Cost of revenue		Interest expense and other financing costs, net		Revenue		Cost of revenue		Interest expense and other financing costs, net			Revenue		Cost of revenue		Interest expense and other financing costs, net		Revenue		Cost of revenue		Interest expense and other financing costs, net
Total amounts of income and expense line items in which the effects of fair value or cash flow hedged are recorded	Total amounts of income and expense line items in which the effects of fair value or cash flow hedged are recorded	$	29,504.1	$	29,019.8	$	40.9	$	13,043.4	$	12,667.9	$	22.5	Total amounts of income and expense line items in which the effects of fair value or cash flow hedged are recorded	$	10,980.7	$	10,699.0	$	32.5	$	17,122.1	$	16,868.7	$	26.5
Gains (losses) on fair value hedge relationships:	Gains (losses) on fair value hedge relationships:													Gains (losses) on fair value hedge relationships:
Commodity contracts:	Commodity contracts:													Commodity contracts:
Hedged item	Hedged item	—		42.1		—		—		26.5		—		Hedged item	—		(1.0)		—		—		13.5		—
Derivatives designated as hedging instruments	Derivatives designated as hedging instruments	—		(52.1)		—		—		(19.7)		—		Derivatives designated as hedging instruments	—		1.4		—		—		(10.9)		—
Amount excluded from effectiveness testing recognized in earnings based on amortization approach														Amount excluded from effectiveness testing recognized in earnings based on amortization approach	—		—		—		—		—		—
Gains (losses) on cash flow hedge relationships:	Gains (losses) on cash flow hedge relationships:													Gains (losses) on cash flow hedge relationships:
Commodity contracts:	Commodity contracts:													Commodity contracts:
Amount of gain (loss) reclassified from Accumulated other comprehensive income (loss) into net income	Amount of gain (loss) reclassified from Accumulated other comprehensive income (loss) into net income	(145.6)		—		—		(14.6)		88.4		—		Amount of gain (loss) reclassified from Accumulated other comprehensive income (loss) into net income	1.7		(1.4)		—		(112.2)		—		—
Amount excluded from effectiveness testing recognized in earnings based on changes in fair value														Amount excluded from effectiveness testing recognized in earnings based on changes in fair value	—		—		—		—		—		—
Interest rate contracts:	Interest rate contracts:													Interest rate contracts:
Amount of gain (loss) reclassified from Accumulated other comprehensive income (loss) into net income	Amount of gain (loss) reclassified from Accumulated other comprehensive income (loss) into net income	—		—		(0.5)		—		—		(0.5)		Amount of gain (loss) reclassified from Accumulated other comprehensive income (loss) into net income	—		—		3.9		—		—		(0.2)
Amount excluded from effectiveness testing recognized in earnings based on changes in fair value														Amount excluded from effectiveness testing recognized in earnings based on changes in fair value	—		—		—		—		—		—
Total amount of income and expense line items excluding the impact of hedges	Total amount of income and expense line items excluding the impact of hedges	$	29,649.8	$	29,009.8	$	40.4	$	13,058.0	$	12,763.2	$	22.0	Total amount of income and expense line items excluding the impact of hedges	$	10,979.0	$	10,698.0	$	36.3	$	17,234.3	$	16,871.3	$	26.3

1110


	For the Six Months Ended
	June 30, 2023						June 30, 2022
	Revenue		Cost of revenue		Interest expense and other financing costs, net		Revenue		Cost of revenue		Interest expense and other financing costs, net
Total amounts of income and expense line items in which the effects of fair value or cash flow hedged are recorded	$	23,462.3	$	22,917.9	$	66.8	$	29,504.1	$	29,019.8	$	40.9
Gains (losses) on fair value hedge relationships:
Commodity contracts:
Hedged item	—		(4.3)		—		—		42.1		—
Derivatives designated as hedging instruments	—		5.2		—		—		(52.1)		—
Amount excluded from effectiveness testing recognized in earnings based on amortization approach	—		—		—		—		—		—
Gains (losses) on cash flow hedge relationships:
Commodity contracts:
Amount of gain (loss) reclassified from Accumulated other comprehensive income (loss) into net income	0.9		(1.2)		—		(145.6)		—		—
Amount excluded from effectiveness testing recognized in earnings based on changes in fair value	—		—		—		—		—		—
Interest rate contracts:
Amount of gain (loss) reclassified from Accumulated other comprehensive income (loss) into net income	—		—		5.7		—		—		(0.5)
Amount excluded from effectiveness testing recognized in earnings based on changes in fair value	—		—		—		—		—		—
Total amount of income and expense line items excluding the impact of hedges	$	23,461.4	$	22,917.7	$	72.5	$	29,649.8	$	29,009.8	$	40.4

The following table presents, on a pre-tax basis, the amounts not recorded in Accumulated other comprehensive income (loss) due to intra-period settlement but recognized in Revenue and Cost of revenue in our Condensed Consolidated Statements of Income and Comprehensive Income (in millions):


Gain (Loss) Not Recorded in Accumulated other comprehensive income (loss) Due to Intra-Period Settlement	Gain (Loss) Not Recorded in Accumulated other comprehensive income (loss) Due to Intra-Period Settlement		For the Three Months Ended June 30,				For the Six Months Ended June 30,				Gain (Loss) Not Recorded in Accumulated other comprehensive income (loss) Due to Intra-Period Settlement		For the Three Months Ended June 30,				For the Six Months Ended June 30,
		Location	2022		2021		2022		2021			Location	2023		2022		2023		2022
Commodity contracts	Commodity contracts	Revenue	$	(56.6)	$	(113.8)	$	(131.4)	$	(190.6)	Commodity contracts	Revenue	$	—	$	(56.6)	$	(0.1)	$	(131.4)
Commodity contracts	Commodity contracts	Cost of revenue	$	10.3	$	8.0	$	11.7	$	15.2	Commodity contracts	Cost of revenue	$	(3.8)	$	10.3	$	(5.8)	$	11.7

For the six months ended June 30, ~~2022~~2023 and ~~2021,~~2022, there were no gains or losses recognized in earnings related to our fair value or cash flow hedges that were excluded from the assessment of hedge effectiveness.

As of June 30, ~~2022,~~2023, on a pre-tax basis, ~~$12.1~~$1.3 million is scheduled to be reclassified from Accumulated other comprehensive income (loss) over the next twelve months as a decrease to ~~Revenue~~Cost of revenue related to designated commodity cash flow hedges that will mature within the next twelve months.

The following tables present the effect and financial statement location of our derivative instruments in cash flow hedging relationships on Accumulated other comprehensive income (loss) and in our Condensed Consolidated Statements of Income and Comprehensive Income (in millions):


Amount of Gain (Loss) Recognized in Accumulated other comprehensive income (loss), Net of Income Tax (Expense) Benefit	Amount of Gain (Loss) Recognized in Accumulated other comprehensive income (loss), Net of Income Tax (Expense) Benefit	For the Three Months Ended June 30,				For the Six Months Ended June 30,				Amount of Gain (Loss) Recognized in Accumulated other comprehensive income (loss), Net of Income Tax (Expense) Benefit	For the Three Months Ended June 30,				For the Six Months Ended June 30,
		2022		2021		2022		2021			2023		2022		2023		2022
Commodity contracts (Revenue)	Commodity contracts (Revenue)	$	(56.3)	$	(13.3)	$	(109.0)	$	(76.1)	Commodity contracts (Revenue)	$	(0.1)	$	(56.3)	$	0.7	$	(109.0)
Commodity contracts (Cost of revenue)	Commodity contracts (Cost of revenue)	(0.6)		69.6		(0.6)		154.3		Commodity contracts (Cost of revenue)	0.1		(0.6)		(0.3)		(0.6)
Interest rate contracts (Interest expense and other financing costs, net)	Interest rate contracts (Interest expense and other financing costs, net)	1.4		(0.7)		10.0		3.0		Interest rate contracts (Interest expense and other financing costs, net)	3.8		1.4		$	3.2	$	10.0
Total gain (loss)	Total gain (loss)	$	(55.6)	$	55.7	$	(99.6)	$	81.2	Total gain (loss)	$	3.9	$	(55.6)	$	3.6	$	(99.6)

Amount of Gain (Loss) Reclassified from Accumulated other comprehensive income (loss) into Net income (loss), Net of Income Tax (Expense) Benefit For the Three Months Ended June 30, For the Six Months Ended June 30,
Location 2022 2021 2022 2021
Commodity contracts Revenue $ (82.5) $ (2.9) $ (107.0) $ (14.6)
Commodity contracts Cost of revenue — 67.4 — 88.4
Interest rate contracts Interest expense and other financing costs, net (0.1) (0.3) (0.4) (0.5)
Total gain (loss) $ (82.6) $ 64.2 $ (107.4) $ 73.4


Amount of Gain (Loss) Reclassified from Accumulated other comprehensive income (loss) into Net income (loss), Net of Income Tax (Expense) Benefit		For the Three Months Ended June 30,				For the Six Months Ended June 30,
	Location	2023		2022		2023		2022
Commodity contracts	Revenue	$	1.2	$	(82.5)	$	0.8	$	(107.0)
Commodity contracts	Cost of revenue	(0.9)		—		(1.0)		—
Interest rate contracts	Interest expense and other financing costs, net	2.6		(0.1)		4.9		(0.4)
Total gain (loss)		$	2.8	$	(82.6)	$	4.6	$	(107.4)

Derivatives Not Designated as Hedging Instruments

The following table presents the amount and financial statement location in our Condensed Consolidated Statements of Income and Comprehensive Income of realized and unrealized gains (losses) recognized on derivative instruments not designated as hedging instruments (in millions):


			For the Three Months Ended June 30,				For the Six Months Ended June 30,						For the Three Months Ended June 30,				For the Six Months Ended June 30,
Derivative Instruments - Non-designated	Derivative Instruments - Non-designated	Location	2022		2021		2022		2021		Derivative Instruments - Non-designated	Location	2023		2022		2023		2022
Commodity contracts	Commodity contracts	Revenue	$	72.0	$	12.9	$	148.9	$	(290.9)	Commodity contracts	Revenue	$	(52.4)	$	72.0	$	(142.8)	$	148.9
		Cost of revenue	(10.6)		(6.2)		(17.0)		306.8			Cost of revenue	(11.3)		(10.6)		(18.5)		(17.0)
			61.4		6.7		131.9		15.9				(63.8)		61.4		(161.2)		131.9
Foreign currency contracts	Foreign currency contracts	Revenue	0.7		(0.2)		0.1		0.1		Foreign currency contracts	Revenue	(2.1)		0.7		(5.6)		0.1
		Other (expense), net	6.2		(1.5)		3.9		1.8			Other (expense), net	(3.0)		6.2		0.8		3.9
			6.8		(1.7)		3.9		2.0				(5.1)		6.8		(4.9)		3.9
Total gain (loss)	Total gain (loss)		$	68.2	$	5.0	$	135.8	$	17.9	Total gain (loss)		$	(68.8)	$	68.2	$	(166.1)	$	135.8

Credit-Risk-Related Contingent Features

We enter into derivative contracts which may require us to post collateral periodically. Certain of these derivative contracts contain credit-risk-related contingent clauses which are triggered by credit ~~events. These credit~~ events, ~~may include the requirement to post additional collateral or the immediate settlement of the derivative instruments upon the occurrence of~~such as a credit downgrade or if certain defined financial ratios fall below an established threshold. The occurrence of these credit events may require us to post additional collateral or immediately settle the derivative instrument.

The following table presents the potential collateral requirements for derivative liabilities with credit-risk-contingent features (in millions):

June 30, 2022 December 31, 2021
Net derivative liability positions with credit contingent features $ 15.4 $ 3.3
Collateral posted and held by our counterparties — —
Maximum additional potential collateral requirements $ 15.4 $ 3.3

~~As of June 30, 2022 and December 31, 2021, there was no collateral held by our counterparties on these derivative contracts with credit-risk-contingent features.~~


	June 30, 2023		December 31, 2022
Net derivative liability positions with credit contingent features	$	111.2	$	72.5
Collateral posted and held by our counterparties	—		(28.7)
Maximum additional potential collateral requirements	$	111.2	$	43.8

~~6. Debt, Interest Income, Expense, and Other Finance Costs~~

~~Credit Facility~~

On April 1, 2022, the Company entered into Amendment No. 8 to Fourth Amended and Restated Credit Agreement (the "Amendment") to: (i) increase the revolving credit facility to $1.5 billion; (ii) provide a new term loan of $500 million, thereby increasing the total borrowing capacity under the credit facility to $2.0 billion; (iii) modify the pricing of the loans, including the reference rates for various currencies to reflect the discontinuation of LIBOR; (iv) extend the maturity to April 1, 2027; and (v) modify certain financial and other covenants to provide greater operating flexibility.

~~Long-Term Debt~~

~~Our outstanding debt consists of the following (in millions):~~

June 30, 2022 December 31, 2021
Credit Facility $ 525.0 $ —
Term loans 494.7 484.1
Finance leases 17.6 21.2
Other 3.0 3.3
Total debt 1,040.4 508.7
Less: Current maturities of long-term debt and finance leases 16.3 30.6
Long-term debt $ 1,024.1 $ 478.1

~~Interest Expense~~

~~The following table provides additional information about our Interest income (expense), and other financing costs, net (in millions):~~

For the Three Months Ended June 30, For the Six Months Ended June 30,
2022 2021 2022 2021
Interest income $ 1.3 $ 1.4 $ 3.8 $ 3.7
Interest expense and other financing costs (27.8) (11.4) (44.6) (22.5)
Interest expense and other financing costs, net $ (26.5) $ (10.0) $ (40.9) $ (18.7)

~~7. Shareholders' Equity~~

~~Cash Dividends~~

During the six months ended June 30, 2022, the Company's Board of Directors declared quarterly cash dividends of $0.12 per common share representing $7.6 million and $7.4 million in total dividends, which were paid on April 8, 2022 and July 1, 2022, respectively. During the six months ended June 30, 2021, quarterly cash dividends were declared of $0.12 per common share representing $7.5 million and $7.6 million in total dividends, which were paid on April 9, 2021 and July 1, 2021, respectively.

~~Accumulated Other Comprehensive Income (Loss)~~

Our Accumulated other comprehensive income (loss), consists of foreign currency translation adjustments related to our subsidiaries that have a functional currency other than the U.S. dollar and unrealized gains (losses) from derivative instruments designated as cash flow hedges. The after-tax changes in Accumulated other comprehensive income (loss) by component were as follows (in millions):

Foreign Currency Translation Adjustments Cash Flow Hedges Accumulated Other Comprehensive Income (Loss)
Balance as of January 1, 2022 $ (134.0) $ (2.7) $ (136.7)
Other comprehensive income (loss) before reclassifications (45.1) (99.6) (144.7)
Amounts reclassified from accumulated other comprehensive income (loss) — 107.4 107.4
Less: Net other comprehensive (income) loss attributable to noncontrolling interest — — —
Balance as of June 30, 2022 $ (179.1) $ 5.1 $ (174.0)
Balance as of January 1, 2021 $ (120.3) $ (12.3) $ (132.6)
Other comprehensive income (loss) before reclassifications 0.8 81.2 82.0
Amounts reclassified from accumulated other comprehensive income (loss) — (73.4) (73.4)
Less: Net other comprehensive (income) loss attributable to noncontrolling interest — — —
Balance as of June 30, 2021 $ (119.5) $ (4.5) $ (124.1)

8.5. Fair Value Measurements

The carrying amounts of cash and cash equivalents, net accounts receivable, accounts payable and accrued expenses and other current liabilities approximate fair value based on their short-term maturities. ~~The~~With the exception of the Convertible Notes issued in June 2023, as discussed in Note 6. Debt, Interest Income, Expense, and Other Finance Costs, the carrying values of our debt and notes receivable approximate fair value as these instruments bear interest either at variable rates or fixed rates, which are not significantly different from market rates. The fair value measurements for our debt and notes receivable are considered to be Level 2 measurements based on the fair value hierarchy.

Recurring Fair Value Measurements

The following tables present information about our gross assets and liabilities that are measured at fair value on a recurring basis (in millions):


		Fair Value Measurements as of June 30, 2022									Fair Value Measurements as of June 30, 2023
		Level 1 Inputs		Level 2 Inputs		Level 3 Inputs		Total			Level 1 Inputs		Level 2 Inputs		Level 3 Inputs		Total
Assets:	Assets:									Assets:
Commodities contracts	Commodities contracts	$	1,499.2	$	951.7	$	8.8	$	2,459.7	Commodities contracts	$	434.7	$	519.6	$	9.7	$	964.0
Interest rate contract	Interest rate contract	—		19.3		—		19.3		Interest rate contract	—		22.4		—		22.4
Foreign currency contracts	Foreign currency contracts	—		34.4		—		34.4		Foreign currency contracts	—		12.5		—		12.5
Cash surrender value of life insurance	Cash surrender value of life insurance	—		13.4		—		13.4		Cash surrender value of life insurance	—		14.2		—		14.2
Total assets at fair value	Total assets at fair value	$	1,499.2	$	1,018.8	$	8.8	$	2,526.8	Total assets at fair value	$	434.7	$	568.8	$	9.7	$	1,013.2

Liabilities:	Liabilities:									Liabilities:
Commodities contracts	Commodities contracts	$	1,076.4	$	1,320.7	$	7.0	$	2,404.1	Commodities contracts	$	442.0	$	525.4	$	2.2	$	969.6

Foreign currency contracts	Foreign currency contracts	—		23.2		—		23.2		Foreign currency contracts	—		13.4		—		13.4
Total liabilities at fair value	Total liabilities at fair value	$	1,076.4	$	1,343.9	$	7.0	$	2,427.3	Total liabilities at fair value	$	442.0	$	538.8	$	2.2	$	982.9


		Fair Value Measurements as of December 31, 2021									Fair Value Measurements as of December 31, 2022
		Level 1 Inputs		Level 2 Inputs		Level 3 Inputs		Total			Level 1 Inputs		Level 2 Inputs		Level 3 Inputs		Total
Assets:	Assets:									Assets:
Commodities contracts	Commodities contracts	$	513.3	$	247.6	$	2.6	$	763.5	Commodities contracts	$	496.2	$	797.6	$	4.2	$	1,298.0
Interest rate contract	Interest rate contract	—		5.4		—		5.4		Interest rate contract	—		24.7		—		24.7
Foreign currency contracts	Foreign currency contracts	—		4.7		—		4.7		Foreign currency contracts	—		24.7		—		24.7
Cash surrender value of life insurance	Cash surrender value of life insurance	—		14.6		—		14.6		Cash surrender value of life insurance	—		14.4		—		14.4
Total assets at fair value	Total assets at fair value	$	513.3	$	272.3	$	2.6	$	788.3	Total assets at fair value	$	496.2	$	861.4	$	4.2	$	1,361.8

Liabilities:	Liabilities:									Liabilities:
Commodities contracts	Commodities contracts	$	361.5	$	378.6	$	3.8	$	743.9	Commodities contracts	$	497.4	$	951.2	$	3.4	$	1,452.1
Interest rate contract		—		0.3		—		0.3

Foreign currency contracts	Foreign currency contracts	—		4.3		—		4.3		Foreign currency contracts	—		38.7		—		38.7
Total liabilities at fair value	Total liabilities at fair value	$	361.5	$	383.2	$	3.8	$	748.5	Total liabilities at fair value	$	497.4	$	989.9	$	3.4	$	1,490.8

For our derivative contracts, we may enter into master netting, collateral and offset agreements with counterparties. These agreements provide us the ability to offset a counterparty's rights and obligations, request additional collateral when necessary, or liquidate the collateral in the event of counterparty default. We net the fair value of cash collateral paid or received against fair value amounts recognized for net derivative positions executed with the same counterparty under the same master netting or offset agreement.

We have elected to offset the recognized fair value amounts for multiple derivative instruments executed with the same counterparty in our financial statements when a legal right of offset exists. The following tables summarize those derivative balances subject to the right of offset as presented on our Condensed Consolidated Balance Sheets (in millions):


		Fair Value as of June 30, 2022													Fair Value as of June 30, 2023
		Gross Amounts Recognized		Gross Amounts Offset		Net Amounts Presented		Cash Collateral		Gross Amounts without Right of Offset		Net Amounts			Gross Amounts Recognized		Gross Amounts Offset		Net Amounts Presented		Collateral		Gross Amounts without Right of Offset		Net Amounts
Assets:	Assets:													Assets:
Commodities contracts	Commodities contracts	$	2,459.7	$	1,717.2	$	742.5	$	283.8	$	—	$	458.7	Commodities contracts	$	964.0	$	581.2	$	382.8	$	80.1	$	—	$	302.7
Interest rate contract	Interest rate contract	19.3		—		19.3		—		—		19.3		Interest rate contract	22.4		—		22.4		—		—		22.4
Foreign currency contracts	Foreign currency contracts	34.4		17.0		17.4		—		—		17.4		Foreign currency contracts	12.5		8.3		4.2		—		—		4.2
Total assets at fair value	Total assets at fair value	$	2,513.4	$	1,734.2	$	779.2	$	283.8	$	—	$	495.4	Total assets at fair value	$	998.9	$	589.5	$	409.4	$	80.1	$	—	$	329.4

Liabilities:	Liabilities:													Liabilities:
Commodities contracts	Commodities contracts	$	2,404.1	$	1,717.2	$	686.9	$	36.0	$	—	$	651.0	Commodities contracts	$	969.6	$	581.2	$	388.4	$	121.6	$	—	$	266.8

Foreign currency contracts	Foreign currency contracts	23.2		17.0		6.2		—		—		6.2		Foreign currency contracts	13.4		8.3		5.0		—		—		5.0
Total liabilities at fair value	Total liabilities at fair value	$	2,427.3	$	1,734.2	$	693.1	$	36.0	$	—	$	657.1	Total liabilities at fair value	$	982.9	$	589.5	$	393.4	$	121.6	$	—	$	271.9


		Fair Value as of December 31, 2021													Fair Value as of December 31, 2022
		Gross Amounts Recognized		Gross Amounts Offset		Net Amounts Presented		Cash Collateral		Gross Amounts without Right of Offset		Net Amounts			Gross Amounts Recognized		Gross Amounts Offset		Net Amounts Presented		Collateral		Gross Amounts without Right of Offset		Net Amounts
Assets:	Assets:													Assets:
Commodities contracts	Commodities contracts	$	763.5	$	513.1	$	250.4	$	7.6	$	—	$	242.8	Commodities contracts	$	1,298.0	$	756.8	$	541.1	$	79.3	$	—	$	461.9
Interest rate contract	Interest rate contract	5.4		—		5.4		—		—		5.4		Interest rate contract	24.7		—		24.7		—		—		24.7
Foreign currency contracts	Foreign currency contracts	4.7		2.6		2.1		—		—		2.1		Foreign currency contracts	24.7		20.9		3.8		—		—		3.8
Total assets at fair value	Total assets at fair value	$	773.6	$	515.6	$	258.0	$	7.6	$	—	$	250.4	Total assets at fair value	$	1,347.4	$	777.7	$	569.7	$	79.3	$	—	$	490.5

Liabilities:	Liabilities:													Liabilities:
Commodities contracts	Commodities contracts	$	743.9	$	513.1	$	230.8	$	3.2	$	—	$	227.7	Commodities contracts	$	1,452.1	$	755.6	$	696.4	$	243.1	$	—	$	453.3
Interest rate contract		0.3		—		0.3		—		—		0.3

Foreign currency contracts	Foreign currency contracts	4.3		2.6		1.7		—		—		1.7		Foreign currency contracts	38.7		22.1		16.7		—		—		16.7
Total liabilities at fair value	Total liabilities at fair value	$	748.5	$	515.6	$	232.8	$	3.2	$	—	$	229.7	Total liabilities at fair value	$	1,490.8	$	777.7	$	713.1	$	243.1	$	—	$	470.0

At June 30, ~~2022~~2023 and December 31, ~~2021,~~2022, we did not present any amounts gross on our Condensed Consolidated Balance Sheets where we had the right of offset.

Concentration of Credit Risk

Our individual over-the-counter ("OTC") counterparty exposure is managed within predetermined credit limits and includes the use of cash-call margins when appropriate, thereby reducing the risk of significant nonperformance. At June 30, ~~2022,~~2023, one of our counterparties with a total exposure of ~~$86.6~~$95.3 million represented over 10% of our credit exposure to OTC derivative ~~counterparties.~~counterparties, for which we held cash collateral of $21.2 million.

1614

Nonrecurring Fair Value Measurements

The fair values of nonrecurring assets or liabilities measured using Level 3 inputs were not material as of June 30, ~~2022~~2023 and December 31, ~~2021,~~2022, respectively.

6. Debt, Interest Income, Expense, and Other Finance Costs

Issuance of Convertible Debt

On June 26, 2023, we issued $350.0 million aggregate principal amount of 3.250% Convertible Senior Notes due 2028 (the "Convertible Notes"), which reflects the exercise in full of an option to purchase up to an additional $50.0 million in principal amount of the Convertible Notes.

The ~~Flyers assets acquired~~Convertible Notes mature on July 1, 2028, unless earlier converted, redeemed or repurchased. We may not redeem the Convertible Notes prior to July 6, 2026. Thereafter and ~~liabilities assumed were measured~~until the 61st scheduled trading day immediately preceding the maturity date, we may redeem for cash, if the last reported sale price of our common stock has been at least 130% of the conversion price then in effect for at least 20 trading days (whether or not consecutive) during any 30 consecutive trading day period (including the last trading day of such period) ending on, and ~~recorded~~including, the trading day immediately preceding the date on which we provide the related Notice of Redemption. Prior to March 1, 2028, the Convertible Notes will be convertible at ~~their acquisition date fair values~~the option of the holders only under the following circumstances: (1) during any calendar quarter commencing after the calendar quarter ending on September 30, 2023 (and only during such calendar quarter), if the last reported sale price of our common stock for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on, and including, the last trading day of the immediately preceding calendar quarter is greater than or equal to 130% of the conversion price on each applicable trading day; (2) during the five business day period after any ten consecutive trading day period in which, for each trading day of that period, the Trading Price (as defined in the Indenture), as determined following a request by a holder of Convertible Notes in accordance with the procedures described in the Indenture, per $1,000 principal amount of Convertible Notes for such trading day was less than 98% of the product of the last reported sale price of our common stock and the conversion rate on each such trading day; (3) if we call such Convertible Notes for redemption, at any time prior to the close of business on the scheduled trading day immediately preceding the redemption date, but only with respect to the Convertible Notes called (or deemed called) for redemption; or (4) upon the occurrence of specified corporate events described in the Indenture. Thereafter and until the second scheduled trading day immediately preceding the maturity date of the Convertible Notes, holders may convert regardless of the foregoing conditions.

The Convertible Notes are senior, unsecured obligations that bear interest at a rate of 3.250% per year, payable semiannually in arrears on January 1 and July 1 of each year, beginning on January 1, 2024. The initial conversion rate was 35.1710 shares of common stock per $1,000 principal amount of Convertible Notes, which is equivalent to an initial conversion price of approximately $28.43 per share. The conversion rate will be subject to adjustment upon the occurrence of certain events but will not be adjusted for accrued and unpaid interest.

Upon conversion, the Convertible Notes will be settled in cash up to the aggregate principal amount of the Convertible Notes to be converted, and in cash, shares of common stock or any combination thereof, at our option, in respect of the remainder, if any, of our conversion obligation in excess of the aggregate principal amount.

In connection with the pricing of the Convertible Notes, we entered into convertible note hedge transactions and warrant transactions. The cost of the convertible note hedge transactions was approximately $70.5 million. The convertible note hedge transactions cover, subject to customary anti-dilution adjustments, the number of shares of common stock that initially underlie the Convertible Notes, and have an initial strike price equal to the initial conversion price of the Convertible Notes. Separately, we received $40.0 million of proceeds from the sale of warrants to acquire, subject to anti-dilution adjustments, the same amount of shares at an initial strike price of $40.14 per share. The net cost of $30.5 million was recorded as a reduction to additional paid-in capital in the Condensed Consolidated Statement of Shareholders’ Equity.

The total interest expense recognized for the three and six months ended June 30, ~~2022~~2023 was nominal as a result of the June 26, 2023 closing date.

Credit Agreement

The Fourth Amended and Restated Credit Agreement matures in April 2027 and provides for a term loan as well as a revolving credit facility of up to $1.5 billion (the "Credit Facility").

Long-Term Debt

Our outstanding debt consists of the following (in millions):


	June 30, 2023		December 31, 2022
Credit Facility	$	—	$	339.0
Term loan	479.3		488.4
Notes (1)	337.5		—
Finance leases	17.8		15.4
Other (2)	43.3		2.9
Total debt	877.8		845.7
Less: Current maturities of long-term debt and finance leases (2)	61.6		15.8
Long-term debt	$	816.2	$	829.9

(1)The conversion feature discussed ~~in Note 3. Acquisitions.~~above did not require separate accounting. As a result a liability was recognized for the aggregate principal net of issuance costs. As of June 30, 2023 the net carrying amount of the Convertible Notes includes the aggregate principal amount of $350.0 million, net of unamortized debt issuance costs of $12.5 million. As the transaction closed on June 26, 2023, the carrying value of the Convertible Notes as of June 30, 2023 is a close approximation of its fair value.

(2)Includes secured borrowings of $40.3 million (EUR 37.0 million) as of June 30, 2023 for the transfer of tax receivables.

Interest Expense

The following table provides additional information about our Interest income (expense), and other financing costs, net (in millions):


	For the Three Months Ended June 30,				For the Six Months Ended June 30,
	2023		2022		2023		2022
Interest income	$	2.4	$	1.3	$	4.0	$	3.8
Interest expense and other financing costs	(34.9)		(27.8)		(70.7)		(44.6)
Interest expense and other financing costs, net	$	(32.5)	$	(26.5)	$	(66.8)	$	(40.9)

7. Revenue from Contracts with Customers

Disaggregated revenue

The following table presents our revenues from contracts with customers disaggregated by major geographic areas in which we conduct business (in millions):


		For the Three Months Ended June 30,				For the Six Months Ended June 30,					For the Three Months Ended June 30,				For the Six Months Ended June 30,
		2022		2021		2022		2021			2023		2022		2023		2022
Aviation	Aviation	$	318.6	$	156.1	$	543.8	$	277.4	Aviation	$	253.1	$	318.6	$	525.3	$	543.8
Land	Land	6.6		4.0		55.1		9.6		Land	7.9		6.6		12.2		55.1
Marine	Marine	1,529.8		727.5		2,675.2		1,446.3		Marine	1,005.7		1,529.8		2,116.1		2,675.2
Asia Pacific	Asia Pacific	1,854.9		887.6		3,274.2		1,733.3		Asia Pacific	1,266.7		1,854.9		2,653.6		3,274.2

Aviation	Aviation	1,301.9		363.2		1,943.8		630.0		Aviation	1,002.0		1,301.9		1,826.7		1,943.8
Land	Land	958.3		555.8		1,996.7		1,165.6		Land	729.9		958.3		1,787.0		1,996.7
Marine	Marine	1,131.4		560.1		1,962.4		1,047.2		Marine	619.7		1,131.4		1,145.1		1,962.4
EMEA	EMEA	3,391.6		1,479.0		5,902.9		2,842.9		EMEA	2,351.6		3,391.6		4,758.8		5,902.9

Aviation	Aviation	1,329.0		453.4		2,282.2		802.5		Aviation	889.1		1,329.0		2,107.1		2,282.2
Land	Land	265.0		139.8		463.4		262.5		Land	238.9		265.0		456.6		463.4
Marine	Marine	299.0		131.0		577.6		256.6		Marine	150.8		299.0		437.9		577.6
LATAM	LATAM	1,893.0		724.2		3,323.2		1,321.6		LATAM	1,278.8		1,893.0		3,001.6		3,323.2

Aviation	Aviation	5,060.0		1,943.7		8,351.8		3,375.0		Aviation	3,047.0		5,060.0		6,944.9		8,351.8
Land	Land	4,136.2		1,750.8		7,185.8		3,211.3		Land	2,719.0		4,136.2		5,427.0		7,185.8
Marine	Marine	673.4		289.9		1,232.9		545.4		Marine	368.1		673.4		813.6		1,232.9
North America	North America	9,869.7		3,984.4		16,770.5		7,131.8		North America	6,134.2		9,869.7		13,185.5		16,770.5

Other revenues (excluded from ASC 606) (1)	Other revenues (excluded from ASC 606) (1)	112.9		10.3		233.4		13.9		Other revenues (excluded from ASC 606) (1)	(50.6)		112.9		(137.1)		233.4

Total revenue	Total revenue	$	17,122.1	$	7,085.5	$	29,504.1	$	13,043.4	Total revenue	$	10,980.7	$	17,122.1	$	23,462.3	$	29,504.1

(1) Includes revenue from derivatives, leases, and other transactions that we account for under separate guidance.

Accounts receivable, contract assets and contract liabilities

The nature of the receivables related to revenue from contracts with customers and other revenues (excluded from ASC 606) are substantially similar, as they are both generated from transactions with the same type of counterparties (e.g., separate fuel sales and storage lease with the same counterparty) and are entered into utilizing the same credit approval and monitoring procedures for all customers. As such, we believe the risk associated with the cash flows from the different types of receivables is not meaningful to separately disaggregate the accounts receivable balance presented on our Condensed Consolidated Balance Sheets. As of June 30, ~~2022~~2023 and December 31, ~~2021,~~2022, the contract assets and contract liabilities recognized by the Company were not material.

~~10.~~8. Income Taxes

Our income tax provision and the respective effective income tax rates are as follows (in millions, except for income tax rates):


		For the Three Months Ended June 30,						For the Six Months Ended June 30,							For the Three Months Ended June 30,						For the Six Months Ended June 30,
		2022			2021			2022			2021				2023			2022			2023			2022
Income tax provision		$	(2.5)		$	2.0		$	3.8		$	10.8
Provision for income taxes														Provision for income taxes	$	9.8		$	(2.5)		$	14.0		$	3.8
Effective income tax rate	Effective income tax rate	(11.3)		%	10.2		%	7.0		%	22.9		%	Effective income tax rate	24.3		%	(11.3)		%	20.8		%	7.0		%

Our provision for income taxes for the three months ended June 30, ~~2022~~2023 includes a discrete income tax benefit of ~~$10.6~~$1.7 million, net, of which $1.5 million relates to the reversal of a valuation allowance previously recorded against the deferred tax assets of one of our foreign subsidiaries. For the three months ended June 30, 2022, the provision included a net discrete income tax benefit of $10.6 million, of which $6.3 million ~~relates~~related to the reversal of a valuation allowance previously recorded against the deferred tax assets of one of our foreign subsidiaries, $3.0 million ~~relates~~related to the remeasurement of an uncertain tax position and expiration of statute of limitation periods for one of our foreign subsidiaries, and ~~$1.2 million, net, relates to other worldwide tax adjustments. For the three months ended June 30, 2021, the provision includes~~ a ~~net discrete income~~ tax benefit of ~~$2.6~~$1.2 million, ~~of which $4.5 million relates to the impact of a change in the United Kingdom's tax rate, reduced by a~~ net, ~~discrete tax expense of $1.9 million~~ related to other worldwide ~~tax~~ adjustments.

Our provision for income taxes for the six months ended June 30, ~~2022~~2023 includes a discrete income tax benefit of ~~$11.8~~$5.5 million, net, of which a $5.0 million tax benefit relates to the reversal of valuation allowances previously recorded against deferred tax assets. Our provision for income taxes for the six months ended June 30, 2022 included a net discrete income tax benefit of $11.8 million, of which $7.1 million ~~relates~~related to the remeasurement of an uncertain tax position and expiration of statute of limitation periods for one of our foreign subsidiaries and $6.3 million ~~relates~~related to the reversal of a valuation allowance previously recorded against the deferred tax assets of one of our foreign subsidiaries, reduced by a ~~net~~ tax expense of $1.6 million, ~~related to other worldwide tax adjustments. For the six months ended June 30, 2021, the provision includes a~~ net, discrete income tax benefit of $3.8 million, which includes a $4.5 million tax benefit related to the impact of a change in the United Kingdom's tax rate and a $1.6 million tax benefit related to an adjustment for the final purchase price allocation on the sale of the MultiService payment solutions business ("MSTS"), offset by a net discrete tax expense of $2.3 million related to other worldwide tax adjustments.

Our income tax provisions for the three ~~and six~~ months ended June 30, ~~2022~~2023 and ~~2021~~2022 were calculated based on the estimated annual effective income tax rates for the ~~2022~~2023 and ~~2021~~2022 years, respectively. The actual effective income tax rate for the ~~2022~~2023 year may be materially different for several reasons including differences between estimated versus actual results and the geographic tax jurisdictions in which the results are earned.

We have ~~various~~ tax returns under examination ~~both~~ in ~~the~~various U.S. state and foreign jurisdictions. The most material of these is in Denmark for the 2013 -to 2019 tax ~~years. One~~years, where one of our subsidiaries ~~in Denmark~~ has been under audit ~~for its 2013 - 2015 tax years~~ since ~~2018 and was notified in March 2021 that its 2016 - 2019 tax years were also under examination.~~2018. Through ~~the six months ended~~ June 30, ~~2022,~~2023, we have received final tax assessments for the 2013 and 2014 tax years that were immaterial, ~~and~~ a proposed tax assessment for the 2015 tax year of approximately ~~$13.6~~$14.1 million (DKK 96.1 million)~~. In April 2022, we received a~~, and proposed tax ~~assessment~~assessments for the 2016 and 2017 tax years of approximately ~~$18.9~~$19.6 million (DKK 133.8 million) and ~~$21.9~~$22.8 million (DKK 155.5 million), respectively. We believe these assessments are without merit and are vigorously defending against the actions. We have not yet received any proposed assessments related to the 2018 -or 2019 tax years, which could be materially larger than the previous assessments if a similar methodology is applied.

In ~~March 2022,~~April 2023, we received a proposed settlement for the 2011 to 2014 tax years of the Korea branch of one of our subsidiaries related to income tax assessment notices received in 2017 totaling $8.8 million (KRW 11.3 billion) and revised in 2021 to $8.3 million (KRW 10.6 billion). The proposed settlement reduced the total South Korean assessment for the 2011 to 2014 tax years to approximately $1.6 million (KRW 2.0 billion), including tax, interest, and penalties. We agreed to the proposed settlement in the second quarter of 2022.

~~The U.S. IRS examination for our 2019 tax year was closed in June 2022, without any adjustments. We have not yet~~ received notification that the U.S. examinations of our 2017 and 2018 tax years are closed ~~but do not anticipate any changes from what we previously agreed in March 2022.~~as expected.

An unfavorable resolution of one or more of the above matters could have a material adverse effect on our operating results or cash flows in the quarter or year in which the adjustments are recorded, or the tax is due or paid. As examinations are still in process or have not yet reached the final stages of the appeals process, the timing of the ultimate resolution or payments that may be required cannot be determined at this time.

~~11. Business Segments~~

We operate in 3 reportable segments consisting of aviation, land and marine. Corporate expenses are allocated to the segments based on usage, where possible, or on other factors according to the nature of the activity. Our operating segments are determined based on the different markets in which we provide products and services, which are defined primarily by the customers (businesses and governmental) and the products and services provided to those customers. As discussed in Note 3. Acquisitions, Flyers is reported as part of our land segment subsequent to the acquisition on January 3, 2022. We use Income from operations as our primary measure of profit as we believe it is the most meaningful measure to allocate resources and assess the performance of our segments.

~~Information concerning our Revenue and Income from operations by reportable segment is as follows (in millions):~~

For the Three Months Ended June 30, For the Six Months Ended June 30,
Revenue: 2022 2021 2022 2021
Aviation segment $ 7,843.5 $ 2,805.8 $ 12,854.0 $ 4,900.8
Land segment 5,431.8 2,457.2 9,812.6 4,645.4
Marine segment 3,846.8 1,822.4 6,837.5 3,497.1
Total revenue $ 17,122.1 $ 7,085.5 $ 29,504.1 $ 13,043.4
Income from operations:
Aviation segment $ (6.9) $ 34.0 $ 0.7 $ 57.0
Land segment 33.0 8.1 66.3 40.9
Marine segment 52.7 4.8 75.9 11.1
Corporate overhead - unallocated (26.0) (15.9) (48.8) (40.5)
Total income from operations $ 52.8 $ 30.9 $ 94.1 $ 68.6

~~Information concerning our Accounts receivable, net of allowance for credit losses and Total assets by reportable segment is as follows (in millions):~~

June 30, 2022 December 31, 2021
Accounts receivable, net:
Aviation segment, net of allowance for credit losses of $11.4 and $18.4 as of June 30, 2022 and December 31, 2021, respectively $ 1,607.0 $ 972.9
Land segment, net of allowance for credit losses of $4.0 and $3.8 as of June 30, 2022 and December 31, 2021, respectively 1,208.6 664.7
Marine segment, net of allowance for credit losses of $3.8 and $3.9 as of June 30, 2022 and December 31, 2021, respectively 1,139.1 717.7
Total accounts receivable, net $ 3,954.7 $ 2,355.3
Total assets:
Aviation segment $ 3,288.3 $ 2,305.6
Land segment 3,632.9 2,106.1
Marine segment 1,462.2 1,022.7
Corporate 412.4 507.9
Total assets $ 8,795.7 $ 5,942.4

~~12. Earnings Per Common Share~~

~~The following table sets forth the computation of basic and diluted earnings per common share for the periods presented (in millions, except per share amounts):~~

For the Three Months Ended June 30, For the Six Months Ended June 30,
2022 2021 2022 2021
Numerator:
Net income attributable to World Fuel $ 24.4 $ 17.6 $ 50.7 $ 36.5
Denominator:
Weighted average common shares for basic earnings per common share 62.2 63.4 62.8 63.2
Effect of dilutive securities 0.2 0.4 0.3 0.5
Weighted average common shares for diluted earnings per common share 62.4 63.8 63.2 63.6
Basic earnings (loss) per common share $ 0.39 $ 0.28 $ 0.81 $ 0.58
Diluted earnings (loss) per common share $ 0.39 $ 0.28 $ 0.80 $ 0.57
Weighted average securities which are not included in the calculation of diluted earnings per common share because their impact is anti-dilutive or their performance conditions have not been met 1.6 0.9 1.5 0.9

~~13.~~9. Commitments and Contingencies

In December 2021, judgments were entered against one of our subsidiaries in the Singapore High Court in companion actions filed by a financing bank of two of our subsidiary’s suppliers. Each of the claims arose out of a financing arrangement between our subsidiary's supplier and the bank. The resulting judgments, including principal and interest, aggregated to approximately $33 million, which we paid to the bank pending the appeals of the Singapore court judgments. In January 2023, we entered into a settlement agreement with the bank pursuant to which the parties settled for approximately $13 million. As a result, we recognized a loss of $6.5 million during the year ended December 31, 2022. Pursuant to the settlement, in the first quarter of 2023 we recovered approximately $20 million in funds we had previously paid to the bank. In connection with the settlement, we have withdrawn our appeals and the parties have exchanged full and final releases in respect of the matters.

We are also 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, personal injury, billing and fuel quality claims, as well as bankruptcy preference claims and tax and administrative claims. For example, in December 2021, a judgment was entered against one of our subsidiaries in the Singapore High Court in respect of an action filed by a financing bank of two of our subsidiary’s suppliers. The claims arose out of a financing arrangement between the suppliers and the bank and the resulting judgments, including principal and interest, are in the aggregate amount of approximately $33 million. We believe the claims are without merit, have appealed the judgments and are vigorously defending against the claims.

From time to time, we are also under review by various domestic and foreign tax authorities regarding indirect tax matters and are involved in various challenges and litigation in a number of countries, including, in particular, South Korea and Brazil, where the amounts ~~under~~in controversy may be material. During 2016 and 2017, the South Korean branch of one of our subsidiaries received assessments totaling approximately ~~$26.6~~$26.1 million (KRW 34.3 billion) from the regional tax authorities of Seoul, South Korea. The ~~assessment~~assessments primarily consist of fines and penalties for allegedly failing to issue Value Added Tax ("VAT") invoices and report certain transactions during the period

2011-2014. These assessments do not involve failure to pay or collect VAT. We believe that these assessments are without merit and are currently appealing the actions.

We are also involved in several tax disputes with federal, state and municipal tax authorities in Brazil, relating primarily to a VAT tax known as ICMS. These disputes are at various stages of the legal process, including the administrative review phase and the collection action phase, and include assessments of fixed amounts of principal and penalties, plus interest. One of our Brazilian subsidiaries is currently ~~appealing~~contesting an assessment of approximately ~~$11.6~~$13.5 million (BRL ~~60.8~~65.4 million) from the Brazilian tax authorities relating to the ICMS rate used for certain transactions. The assessment primarily consists of interest and penalties. We believe that the assessment is without merit and are pursuing our remedies in the judicial court system.

We have established loss provisions for claims and other matters in which losses are probable and can be reasonably estimated. As of June 30, ~~2022,~~2023, these reserves were not material. For those matters where a reserve has not been established and for which we believe a loss is reasonably possible, we believe that such losses will not have a material adverse effect on our Condensed 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 Condensed 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.

10. Shareholders' Equity

Cash Dividends

During the six months ended June 30, 2023, the Company's Board of Directors (the "Board") declared quarterly cash dividends of $0.14 per common share representing $8.6 million and $8.4 million in dividends, which were paid on April 21, 2023 and July 10, 2023, respectively. During the six months ended June 30, 2022, the Board declared quarterly cash dividends of $0.12 per common share representing $7.6 million and $7.4 million in dividends, which were paid on April 8, 2022 and July 1, 2022, respectively.

Accumulated Other Comprehensive Income (Loss)

Our Accumulated other comprehensive income (loss) consists of foreign currency translation adjustments related to our subsidiaries that have a functional currency other than the U.S. dollar and unrealized gains (losses) from derivative instruments designated as cash flow hedges. The after-tax changes in Accumulated other comprehensive income (loss) by component were as follows (in millions):


	Foreign Currency Translation Adjustments		Cash Flow Hedges		Accumulated Other Comprehensive Income (Loss)
Balance as of January 1, 2023	$	(179.5)	$	18.9	$	(160.6)
Other comprehensive income (loss) before reclassifications	14.8		3.6		18.3
Amounts reclassified from accumulated other comprehensive income (loss)	—		(4.6)		(4.6)

Balance as of June 30, 2023	$	(164.7)	$	17.8	$	(146.9)

Balance as of January 1, 2022	$	(134.0)	$	(2.7)	$	(136.7)
Other comprehensive income (loss) before reclassifications	(45.1)		(99.6)		(144.7)
Amounts reclassified from accumulated other comprehensive income (loss)	—		107.4		107.4

Balance as of June 30, 2022	$	(179.1)	$	5.0	$	(174.0)

11. Business Segments

We operate in three reportable segments consisting of aviation, land and marine. Our operating segments are determined based on the different markets in which we provide products and services, which are defined primarily by the customers (businesses and governmental) and the products and services provided to those customers. We use Income from operations as our primary measure of profit as we believe it is the most meaningful measure to allocate resources and assess the performance of our segments. Corporate expenses are allocated to the segments based on usage, where possible, or on other factors according to the nature of the activity.

Information concerning our Revenue and Income from operations by reportable segment is as follows (in millions):


	For the Three Months Ended June 30,				For the Six Months Ended June 30,
Revenue:	2023		2022		2023		2022
Aviation segment	$	5,194.4	$	7,843.5	$	11,417.2	$	12,854.0
Land segment	3,642.3		5,431.8		7,533.5		9,812.6
Marine segment	2,144.0		3,846.8		4,511.6		6,837.5
Total revenue	$	10,980.7	$	17,122.1	$	23,462.3	$	29,504.1

Income from operations:
Aviation segment	$	58.1	$	(6.9)	$	92.1	$	0.7
Land segment	24.6		33.0		50.8		66.3
Marine segment	19.8		52.7		50.6		75.9
Corporate overhead - unallocated	(27.0)		(26.0)		(53.4)		(48.8)
Total income from operations	$	75.5	$	52.8	$	140.1	$	94.1

Information concerning our Accounts receivable, net of allowance for credit losses and Total assets by reportable segment is as follows (in millions):


	June 30, 2023		December 31, 2022
Accounts receivable, net:
Aviation segment, net of allowance for credit losses of $6.0 and $4.9 as of June 30, 2023 and December 31, 2022, respectively	$	1,166.0	$	1,452.4
Land segment, net of allowance for credit losses of $6.3 and $5.8 as of June 30, 2023 and December 31, 2022, respectively	792.3		1,141.9
Marine segment, net of allowance for credit losses of $2.9 and $3.4 as of June 30, 2023 and December 31, 2022, respectively	515.0		699.8
Total accounts receivable, net	$	2,473.3	$	3,294.1

Total assets:
Aviation segment	$	2,477.9	$	3,036.2
Land segment	3,202.0		3,710.1
Marine segment	785.7		1,007.4
Corporate	496.4		410.8
Total assets	$	6,961.9	$	8,164.6

12. Earnings Per Common Share

The following table sets forth the computation of basic and diluted earnings per common share for the periods presented (in millions, except per share amounts):


	For the Three Months Ended June 30,				For the Six Months Ended June 30,
	2023		2022		2023		2022
Numerator:
Net income attributable to World Kinect	$	29.9	$	24.4	$	52.7	$	50.7
Denominator:
Weighted average common shares for basic earnings per common share	62.3		62.2		62.4		62.8
Effect of dilutive securities (1)	0.2		0.2		0.4		0.3
Weighted average common shares for diluted earnings per common share	62.5		62.4		62.8		63.2
Basic earnings (loss) per common share	$	0.48	$	0.39	$	0.85	$	0.81
Diluted earnings (loss) per common share	$	0.48	$	0.39	$	0.84	$	0.80
Weighted average securities which are not included in the calculation of diluted earnings per common share because their impact is anti-dilutive or their performance conditions have not been met	1.3		1.6		1.2		1.5

(1)There was no dilutive effect of the Convertible Notes in the three and six months ended June 30, 2023 by application of the if-converted method.

Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

The following discussion should be read in conjunction with our ~~2021~~2022 10-K Report and the unaudited Condensed Consolidated Financial Statements and related Notes in Item 1 -– Financial Statements of this 10-Q Report. A reference to a "Note" herein refers to the accompanying Notes to the Condensed Consolidated Financial Statements contained in Item 1 -– Financial Statements. The following discussion may contain forward-looking statements, and our actual results may differ materially from the results suggested by these forward-looking statements. Some factors that may cause our results to differ are disclosed in Item 1A -– Risk Factors of our ~~2021~~2022 10-K Report.

Forward-Looking Statements

This 10-Q Report and the information incorporated by reference in it, or made by us in other reports, filings with the SEC, press releases, teleconferences, industry conferences or otherwise, contain "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. The forward-looking statements include, without limitation, any statement that may predict, forecast, indicate or imply future results, performance or achievements, and may contain the words "believe," "anticipate," "expect," "estimate," "project," "could," "would," "will," "will be," "will continue," "plan," or words or phrases of similar meaning. Specifically, this 10-Q Report includes forward-looking statements regarding (i) the conditions in the aviation, land, and marine markets and their impact on our business, (ii) our growth strategies, including the ~~effectiveness~~position of our ~~initiatives~~land segment to ~~reduce cost, improve liquidity and drive enhanced operating efficiencies, as well as the impact of such initiatives on our business and long-term shareholder value,~~gain market share, (iii) ~~growth strategies,~~ the impact of fuel prices and our working capital, liquidity, and capital expenditure requirements, (iv) ~~the expected benefit of our land segment restructuring and its ability to create efficiencies and allow for greater scalability and quicker integration of new businesses to capture synergies, (v)~~ our expectations and estimates regarding ~~certain~~ tax, legal and accounting matters, including the impact on our financial statements, ~~(vi)~~(v) our ~~expectations regarding the financial impact and other benefits of previous acquisitions, including estimates of future expenses and our ability to realize estimated synergies, (vii)~~hedging strategy, (vi) estimates regarding the financial impact of our derivative contracts, (vii) expectations regarding inflation and its impact on us, and (viii) our role in the transition to lower carbon alternatives and the impact of our services on such ~~transition, and (ix) the effects of the continuing recovery from the coronavirus pandemic, or COVID-19, including our expectations about demand, volume, and profitability.~~transition. These forward-looking statements are qualified in their entirety by cautionary statements and risk factor disclosures contained in our SEC filings.

These forward-looking statements are estimates and projections reflecting our best judgment and involve risks, uncertainties or other factors relating to our operations and business environment, all of which are difficult to predict and many of which are beyond our control. Although we believe the estimates and projections reflected in the forward-looking statements are reasonable, our expectations may prove to be incorrect. Our actual results may differ materially from the future results, performance or achievements expressed or implied by the forward-looking statements.

Important factors that could cause actual results to differ materially from the results and events anticipated or implied by such forward-looking statements include, but are not limited to:

•customer and counterparty creditworthiness and our ability to collect accounts receivable and settle derivative contracts;

•~~adverse conditions in the industries in which our customers operate;~~

•sudden changes in the market price of fuel or extremely high or low fuel prices that continue for an extended period of time;

•adverse conditions in the industries in which our ~~ability to effectively integrate and derive benefits from acquired businesses;~~customers operate;

•our inability to effectively mitigate certain financial risks and other risks associated with derivatives and our physical fuel products;

•relationships with our employees and potential labor disputes associated with employees covered by collective bargaining agreements;

•our failure to comply with restrictions and covenants ingoverning our ~~senior revolving credit facility ("Credit Facility") and our senior term loans ("Term Loans"), including our financial covenants;~~outstanding indebtedness;

•the impact of cyber and other information ~~security-related~~security related incidents;

•changes in the political, economic or regulatory environment generally and in the markets in which we operate, such as the current conflict in Eastern Europe;

•greenhouse gas reduction ~~("GHG")~~ programs and other environmental and climate change legislation adopted by governments around the world, including cap and trade regimes, carbon taxes, increased efficiency standards and mandates for renewable energy, each of which could increase our operating and compliance costs as well as adversely impact our sales of fuel products;

•changes in credit terms extended to us from our suppliers;

•non-performance of suppliers on their sale commitments and customers on their purchase commitments;

•non-performance of third-party service providers;

•~~inflationary pressures~~our ability to effectively integrate and ~~its impact on our customers or the global economy, including sudden or significant increases in interest rates or a global recession;~~derive benefits from acquired businesses;

•our ability to meet financial forecasts associated with our operating plan;

•lower than expected cash flows and revenues, which could impair our ability to realize the value of recorded intangible assets and goodwill;

•the availability of cash and sufficient liquidity to fund our working capital and strategic investment needs;

•currency exchange fluctuations;

•inflationary pressures and their impact on our customers or the global economy, including sudden or significant increases in interest rates or a global recession;

•our ability to effectively leverage technology and operating systems and realize the anticipated benefits;

•failure to meet fuel and other product specifications agreed with our customers;

•~~our ability to achieve the expected level of benefit from our restructuring activities and cost reduction initiatives;~~

•environmental and other risks associated with the storage, transportation and delivery of petroleum products;

•reputational harm from adverse publicity arising out of spills, environmental contamination or public perception about the impacts on climate change by us or other companies in our industry;

•risks associated with operating in high-risk locations, including supply disruptions, border closures and other logistical difficulties that arise when working in these areas;

•uninsured or underinsured losses;

•seasonal variability that adversely affects our revenues and operating results, as well as the impact of natural disasters, such as earthquakes, hurricanes and wildfires;

•declines in the value and liquidity of cash equivalents and investments;

•our ability to retain and attract senior management and other key employees;

•changes in U.S. or foreign tax laws, interpretations of such laws, changes in the mix of taxable income among different tax jurisdictions, or adverse results of tax audits, assessments, or disputes;

•our failure to generate sufficient future taxable income in jurisdictions with material deferred tax assets and net operating loss carryforwards;

•the impact of the U.K.'s exit from the European Union, known as Brexit, on our business, operations and financial condition;

•our ability to comply with U.S. and international laws and regulations, including those related to anti-corruption, economic sanction programs and environmental matters;

•~~our ability to effectively manage the effects of the COVID-19 pandemic and the extent of the impact of the pandemic on ours and our customers' sales, profitability, operations and supply chains;~~

•the outcome of litigation and other proceedings, including the costs associated in defending any actions; and

•other risks, including those described in this 10-Q report and in Item 1A -– Risk Factors in our ~~2021~~2022 10-K Report, ~~and~~together with those described from time to time in our other filings with the SEC.

We operate in a very competitive and rapidly changing environment. New risks emerge from time to time. It is not possible for us to predict all of those risks, nor can we assess the impact of all of those risks on our business or the extent to which any factor may cause actual results to differ materially from those contained in any forward-looking statement. Further, forward-looking statements speak only as of the date they are made, and unless required by law, we expressly disclaim any obligation or undertaking to publicly update any of them in light of new information, future events, or otherwise. Any public statements or disclosures by us following this report that modify or impact any of the forward-looking statements contained in or accompanying this 10-Q Report will be deemed to modify or supersede such forward-looking statements.

For these statements, we claim the protection of the safe harbor for forward-looking statements contained in Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act, as amended (the "Exchange Act").

Business Overview

On June 15, 2023, the Company's shareholders approved an amendment to the Company's Articles of Incorporation, as amended, changing the Company's name from World Fuel Services Corporation to World Kinect Corporation. This change is intended to better reflect the Company's ongoing transformation into a more resilient, diversified energy and solutions provider. Effective at the open of market trading on June 16, 2023, the Company’s common stock began trading on the New York Stock Exchange under its new name as well as the Company’s new ticker symbol, "WKC."

We are a leading global energy management company, offering a broad suite of solutions across the energy product spectrum. In addition to our core energy and fuel ~~services company, principally engaged~~offerings to customers in the ~~distribution of fuel and related products and services in the aviation, land and marine~~ transportation ~~industries. In recent years,~~sector, we ~~have expanded our product and service offerings to include energy~~provide advisory services, sustainability and renewable energy solutions, as well as supply fulfillment for natural gas and ~~power~~power. We continue to commercial, industrial and government customers. Our intention is to become a leading global energy management company offering a full suite of energy advisory, management and fulfillment services, technology solutions, payment management solutions, as well as sustainability products and services across the energy product spectrum. We believe that we can have a significant impactfocus on advancing the energy transition to lower carbon alternatives through expanding our portfolio of energy solutions and providing customers with greater access to sustainably sourced ~~energy as well as mechanisms to compensate for residual emissions in the near term.~~energy.

Reportable Segments

We operate in three reportable segments consisting of aviation, land, and marine.For additional discussion on our reportable segments, see "Reportable Segments" under Part I, Item 1.1 – Business in our ~~2021 10-K.~~2022 10-K Report. Selected financial information with respect to our business segments is provided in Note 11. Business Segments.

Aviation Segment

Our aviation segment has benefited from growth in our fuel and related ~~services~~service offerings, as well as our ~~improving~~enhanced logistics ~~capability~~capabilities and the geographic expansion of our aviation fueling operations into additional international airport locations. As part of our growth strategy, we have also increased the level of inventory that we hold ~~for strategic reasons at certain locations.~~in order to meet the needs of our customers. While we generally enter into financial derivative contracts to mitigate price risk exposure associated with our inventory, ~~depending on~~ market pricing dynamics we may ~~experience negative impacts on~~still negatively impact our ~~results, particularly in a market pricing environment experiencing severe backwardation, such as in~~results. In the first half of 2022, ~~where~~ oil futures forward prices traded at significantly lower levels than ~~the current~~then-current market ~~price. Our results of operations~~prices, resulting in elevated price volatility and a severely backwardated market that negatively impacted our ~~aviation segment have been significantly affected during the last two fiscal years by the effects of the COVID-19 pandemic, as well as the withdrawal of the troops in Afghanistan by the U.S.~~results. The oil futures forward pricing structure has since returned closer to historical trading and NATO that concluded in the third quarter of 2021. However, the gradual relaxation of global travel restrictions in conjunction with higher vaccination distribution and lower COVID-19 case rates has contributed to a substantial recovery in global aviation volumes as compared to pre-pandemicvolatility levels.

Land Segment

We believe our land segment is ~~well positioned~~well-positioned to continue growing market share, both organically and through leveraging the capabilities of our acquisitions, including Flyers, which we acquired in January 2022, serving to further enhance our ~~commercial and industrial platforms~~business to deliver value-added solutions to ~~customers across the U.S. In addition, to participate in accelerating the~~our land fuel customers.

We provide energy ~~transition, we~~advisory services, sustainability solutions, as well as supply fulfillment for natural gas and power. We continue to focus on supporting the ~~expansion of~~energy transition through various initiatives and expanding our sustainability offerings, including renewable fuel products, and carbon management and renewable energy ~~solutions through World Kinect, our global energy management brand. In connection with our efforts~~solutions. We are continuing to ~~sharpen our portfolio of businesses and~~invest in talent in this area, which we believe will help accelerate growth in our core business activities, we have also divested of certain businesses and focused on investing in businesses that we believe will drive enhanced operating efficiencies and generate long-term shareholder value. With the addition of Flyers', which we acquired in January 2022, we believe our expanded national platform will continue to accelerate the delivery of value-added solutions to commercial and industrial customers across the United States. See Note 3. Acquisitions for additional information.

In addition, results of operations in our land segment can be significantly affected by market volatility and weather conditions. In periods where we experience historically extreme or unseasonable weather conditions, demand for our products may be affected, both positively and negatively. Finally, our land segment has also benefited from sales to NATO in Afghanistan in recent years, however, such activity materially declined and ultimately concluded in 2021 in connection with the withdrawal of the U.S. and NATO troops.these activities.

Marine Segment

~~Our~~Due to the generally spot nature of sales in our marine ~~segment has~~business, we have traditionally benefited from elevated fuel prices and volatility, supply uncertainty, and a constrained credit environment. ~~Beginning~~Over the last several years, we have spent a considerable amount of time reorganizing our business to drive internal efficiencies so that we can generate relatively moderate levels of earnings in ~~the latter part of the first quarter of 2020~~stable markets and ~~continuing through 2021, we experienced a material decline~~yet remain poised to provide additional value in ~~volume~~volatile and ~~related profitability primarily due to the impact of the COVID-19 pandemic on the marine transportation industry. However, in the first half of~~credit constrained markets. In 2022, our marine segment ~~significantly benefited from~~delivered exceptional results due to the ~~constrained credit environment~~market conditions arising from the dramatic increase in global oil prices and higher interest rates, as well as the disruption of traditional supply patterns and related price volatility. However, if lower global oil prices and the reduced market volatility experienced in the first half of 2023 continue, we would expect our marine segment's performance for the full year 2023 to be materially lower than the extraordinary results produced in 2022.

Macroeconomic Environment

After being relatively moderate in recent years, inflation in the United States and other jurisdictions in which we do business increased significantly beginning in late 2021, primarily driven by supply chain disruptions, labor shortages and increased commodity prices, which generally resulted in higher costs in 2022 and into 2023.

However, to the extent that a rising cost environment impacts our results, there are typically offsetting benefits either inherent in certain parts of our business or that may result from proactive measures we take to reduce the impact of inflation on our net operating results. These benefits can include higher commodity prices that typically result in a constrained credit environment, often creating favorable market conditions that increase demand for our services, as well as our ability to renegotiate prices due to many of our sales contracts being 12 months or less in duration.

Additionally, we take measures to mitigate the impact of increases in fuel prices through comprehensive hedging programs and the use of financial derivative contracts.

For these reasons, the increased cost environment, caused in part by inflation, has not had a material impact on our historical results of operations for the periods presented in this report. However, a significant or prolonged period of high inflation, particularly when combined with rising interest rates due to actions taken by governments to attempt to control inflation, could adversely impact our results if costs, including employee compensation driven by competitive job market conditions, were to increase at a rate greater than the increase in the revenues we generate. Higher interest rates also typically increase the interest expense associated with our credit arrangements with banks and other parties that serve as important sources of liquidity for us, which can therefore negatively impact our results of operations for a particular period.

See “We extend credit to most of our customers in connection with their purchase of fuel and services from us, and our financial condition, results of operations and cash flows will be adversely affected if we are unable to collect accounts receivable,” “Changes in the market price of fuel may have a material adverse effect on our business,” “Our business depends on our ability to adequately finance our capital requirements and fund our investments, which, if not available to us, would impact our ability to conduct our operations,” "Significant inflation and higher interest rates may adversely affect our business and financial condition," and “Our derivative transactions with customers, suppliers, merchants and financial institutions expose us to price and credit risks, which could have a material adverse effect on our business” in Item 1A – Risk Factors in our 2022 10-K Report for additional discussion of these risks.

Results of Operations

Three Months Ended June 30, ~~2022~~2023 Compared to Three Months Ended June 30, ~~2021~~2022

Consolidated Results of Operations

The following provides a summary of our consolidated results of operations for the periods indicated (in ~~millions)~~millions, except per share amounts):


	For the Three Months Ended June 30,
	2023		2022
Revenue	$	10,980.7	$	17,122.1
Cost of revenue	10,699.0		16,868.7
Gross profit	281.7		253.4
Operating expenses:
Compensation and employee benefits	125.1		118.3
General and administrative	80.8		82.3
Asset impairments	0.3		—

Total operating expenses	206.2		200.6
Income (loss) from operations	75.5		52.8
Non-operating income (expenses), net:
Interest expense and other financing costs, net	(32.5)		(26.5)
Other income (expense), net	(2.8)		(4.0)
Total non-operating income (expense), net	(35.3)		(30.5)
Income (loss) before income taxes	40.3		22.3
Provision for income taxes	9.8		(2.5)
Net income (loss) including noncontrolling interest	30.5		24.8
Net income (loss) attributable to noncontrolling interest	0.5		0.4
Net income (loss) attributable to World Kinect	$	29.9	$	24.4

Basic earnings (loss) per common share	$	0.48	$	0.39

Diluted earnings (loss) per common share	$	0.48	$	0.39

For the Three Months Ended June 30,
2022 2021
Revenue $ 17,122.1 $ 7,085.5
Cost of revenue 16,868.7 6,901.6
Gross profit 253.4 183.9
Operating expenses:
Compensation and employee benefits 118.3 87.9
General and administrative 82.3 57.4
Asset impairments — 4.7
Restructuring charges — 3.0
Total operating expenses 200.6 153.0
Income (loss) from operations 52.8 30.9
Non-operating income (expenses), net:
Interest expense and other financing costs, net (26.5) (10.0)
Other income (expense), net (4.0) (1.4)
Total non-operating income (expense), net (30.5) (11.4)
Income (loss) before income taxes 22.3 19.6
Provision for income taxes (2.5) 2.0
Net income (loss) including noncontrolling interest 24.8 17.6
Net income (loss) attributable to noncontrolling interest 0.4 (0.1)
Net income (loss) attributable to World Fuel $ 24.4 $ 17.6
Basic earnings (loss) per common share 0.39 0.28
Diluted earnings (loss) per common share 0.39 0.28

Revenue. Our consolidated revenue for the three months ended June 30, ~~2022~~2023 was ~~$17.1~~$11.0 billion, ~~an increase~~a decrease of ~~$10.0~~$6.1 billion, or ~~142%~~36%, compared to the three months ended June 30, ~~2021, due to higher fuel~~2022, primarily driven by lower prices ~~and increased volumes in our aviation, land, and marine~~across all segments, ~~respectively,~~ as discussed further below.

Gross Profit. Our gross profit for the three months ended June 30, ~~2022~~2023 was ~~$253.4~~$281.7 million, an increase of ~~$69.5~~$28.3 million, or ~~38%~~11%, compared to the three months ended June 30, ~~2021,~~2022, attributable to increased gross profit of ~~$55.5~~$75.4 million in our aviation segment, partially offset by decreased gross profit of $36.2 million and ~~$48.6~~$10.9 million in ~~the~~our marine and land segments, respectively, ~~partially offset by a decrease of $34.6 million in the aviation segment,~~ as discussed further below.

Operating Expenses. Total operating expenses for the three months ended June 30, ~~2022~~2023 were ~~$200.6~~$206.2 million, an increase of ~~$47.7~~$5.5 million, or ~~31%~~3%, compared to the three months ended June 30, ~~2021.~~2022. The increase in operating expenses was primarily driven by higher compensation costs partially ~~attributable to the addition of Flyers' operating expenses of $19.1 million, as well as increased compensation and employee benefit costs, together with higher~~offset by a decrease in general and administrative costs, ~~associated with more normalized levels of business activity. In 2021, total operating expenses were also impacted by asset impairments and restructuring charges, principally in our land segment.~~as discussed further below.

Non-Operating Income (Expense), net. For the three months ended June 30, ~~2022,~~2023, we had net non-operating expense of ~~$30.5~~$35.3 million compared to net non-operating expense of ~~$11.4~~$30.5 million for the three months ended June 30, ~~2021.~~2022. The increase of ~~$19.1~~$4.7 million ~~was primarily attributable to a $16.5 million increase in interest expense, driven by higher interest rates and incremental borrowings~~ during the three months ended June 30, ~~2022 related~~2023 was primarily attributable to ~~the Flyers acquisition~~a $5.9 million increase in interest expense and ~~increased working capital requirements as a result of higher fuel prices and volumes, as well as foreign currency losses. These increases were~~lower equity in earnings, partially offset by ~~higher equity in earnings~~lower foreign currency losses during the three months ended June 30, 2023 compared to the three months ended June 30, 2022. The increase in interest expense was primarily driven by higher interest rates and fees associated with sales of accounts receivable under our RPAs.

Income Taxes. For the three months ended June 30, ~~2022,~~2023, we recognized an income tax ~~benefit~~expense of ~~$2.5~~$9.8 million, compared to income tax ~~expense~~benefit of ~~$2.0~~$2.5 million for the three months ended June 30, ~~2021.~~2022. The ~~decrease~~increase of ~~$4.5~~$12.3 million was primarily attributable to ~~an increase of $8.0 million~~differences in net discrete tax ~~benefits~~items, as well as an increase in pre-tax earnings and changes in the ~~three months ended June 30, 2022 compared to three months ended June 30, 2021. The additional discrete tax benefits were offset by an increase~~jurisdictional mix of $3.5 million in the tax provision for the three months ended June 30, 2022 compared to three months ended June 30, 2021 primarily due to differences in the results of our subsidiaries in tax jurisdictions with different tax rates.those earnings. See Note ~~10.~~8. Income Taxes for additional information.

Aviation Segment Results of Operations

The following provides a summary of the aviation segment results of operations for the periods indicated (in millions, except price per gallon):


		For the Three Months Ended June 30,							For the Three Months Ended June 30,
		2022		2021		Change			2023		2022		Change
Revenue	Revenue	$	7,843.5	$	2,805.8	$	5,037.6	Revenue	$	5,194.4	$	7,843.5	$	(2,649.0)

Gross profit	Gross profit	$	52.8	$	87.4	$	(34.6)	Gross profit	$	128.2	$	52.8	$	75.4
Operating expenses	Operating expenses	59.7		53.3		6.3		Operating expenses	70.1		59.7		10.4
Income (loss) from operations	Income (loss) from operations	$	(6.9)	$	34.0	$	(40.9)	Income (loss) from operations	$	58.1	$	(6.9)	$	65.0

Operational metrics:	Operational metrics:							Operational metrics:
Aviation segment volumes (gallons)	Aviation segment volumes (gallons)	1,831.2		1,373.8		457.4		Aviation segment volumes (gallons)	1,846.6		1,831.2		15.4
Aviation segment average price per gallon	Aviation segment average price per gallon	$	4.20	$	1.95	$	2.25	Aviation segment average price per gallon	$	2.61	$	4.20	$	(1.59)

Revenues in our aviation segment were ~~$7.8~~$5.2 billion for the three months ended June 30, ~~2022, an increase~~2023, a decrease of ~~$5.0~~$2.6 billion, or ~~180%~~34%, compared to the three months ended June 30, ~~2021.~~2022. The ~~increase~~decrease in revenue was driven by ~~higher~~lower average ~~prices and increased volumes.~~prices. Average jet fuel price per gallon sold ~~increased~~decreased by ~~115%~~38% in the three months ended June 30, ~~2022~~2023 compared to the three months ended June 30, ~~2021 as a result of the rise in global oil prices.~~2022. Total aviation volumes increased by ~~457.4~~15.4 million gallons, or ~~33%~~1%, to 1.8 billion gallons as ~~demand for air travel continued to recover, particularly~~organic growth was offset by the reduction in ~~the North American and European markets.~~lower return activity.

~~Our aviation~~Aviation segment gross profit for the three months ended June 30, ~~2022~~2023 was ~~$52.8~~$128.2 million, ~~a decrease~~an increase of ~~$34.6~~$75.4 million, or ~~40%~~143%, compared to the three months ended June 30, ~~2021.~~2022. The ~~decrease~~increase in gross profit ~~was primarily attributable to inventory losses driven by extreme backwardation~~ during the three months ended June 30, ~~2022~~2023 as compared to the prior period was primarily attributable to the impact of significant inventory losses arising from the extreme backwardation and ~~the reduction in our government-related activity in Afghanistan as a result of the military withdrawal which concluded~~price volatility experienced during the ~~third quarter of 2021, partially offset~~three months ended June 30, 2022. Gross profit also benefited from higher margins driven by ~~increased volumes from the continued recovery~~our focus on maintaining returns in ~~demand for air travel.~~a higher interest rate environment.

Income ~~(loss)~~ from operations in our aviation segment for the three months ended June 30, ~~2022~~2023 was ~~a loss~~$58.1 million, an increase of ~~$6.9 million, a decrease of $40.9~~$65.0 million, or ~~120%~~945%, compared to the three months ended June 30, ~~2021. In addition to the decrease in~~2022. The higher gross profit discussed above ~~income from operations~~ was ~~also impacted~~partially offset by a ~~$6.3~~$10.4 million increase in operating ~~expenses. The increase~~expenses primarily attributable to higher incentive compensation costs in operating expenses was driven by higher general and administrative costs, primarily travel and marketing expenses, and higher compensation and employee benefit costs as business activity resumed to more normalized levels.connection with improved financial performance.

Land Segment Results of Operations

The following provides a summary of the land segment results of operations for the periods indicated (in millions, except price per gallon):


		For the Three Months Ended June 30,							For the Three Months Ended June 30,
		2022		2021		Change			2023		2022		Change
Revenue	Revenue	$	5,431.8	$	2,457.2	$	2,974.6	Revenue	$	3,642.3	$	5,431.8	$	(1,789.5)

Gross profit	Gross profit	$	122.4	$	73.8	$	48.6	Gross profit	$	111.5	$	122.4	$	(10.9)
Operating expenses	Operating expenses	89.5		65.7		23.8		Operating expenses	86.9		89.5		(2.6)
Income (loss) from operations	Income (loss) from operations	$	33.0	$	8.1	$	24.9	Income (loss) from operations	$	24.6	$	33.0	$	(8.3)

Operational metrics:	Operational metrics:							Operational metrics:
Land segment volumes (gallons)(1)	Land segment volumes (gallons)(1)	1,531.7		1,288.5		243.3		Land segment volumes (gallons)(1)	1,507.6		1,531.7		(24.2)
Land segment average price per gallon	Land segment average price per gallon	$	3.55	$	1.91	$	1.64	Land segment average price per gallon	$	2.42	$	3.55	$	(1.13)

(1)Includes gallons and gallon equivalents of British Thermal Units (BTU) for our natural gas sales and Kilowatt Hours (kWh) for our power business.

Revenues in our land segment were ~~$5.4~~$3.6 billion for the three months ended June 30, ~~2022, an increase~~2023, a decrease of ~~$3.0~~$1.8 billion, or ~~121%~~33%, compared to the three months ended June 30, ~~2021.~~2022. The ~~increase~~decrease in revenue was principally driven by ~~higher~~lower average fuel prices ~~and the acquisition of Flyers. The average price per gallon, or gallon equivalent sold, increased by 86% in~~combined with lower volumes. Average fuel prices decreased 32% for the three months ended June 30, ~~2022~~2023 compared to the three months ended June 30, ~~2021 as a result of the rise in global oil prices.~~2022. Total volumes ~~increased~~decreased by ~~243.3~~24.2 million, or ~~19%~~2%, to 1.5 billion gallons or gallon equivalents in the three months ended June 30, ~~2022~~2023 compared to the three months ended June 30, ~~2021, primarily due to the acquisition of Flyers~~2022 driven by lower activity in ~~January 2022.~~our liquid fuel business in North America, partially offset by increased activity in our natural gas and power business.

Our land segment gross profit for the three months ended June 30, ~~2022~~2023 was ~~$122.4~~$111.5 million, ~~an increase~~a decrease of ~~$48.6~~$10.9 million, or ~~66%~~9%, compared to the three months ended June 30, ~~2021.~~2022. The ~~increase~~decrease in gross profit was primarily ~~attributable to Flyers gross profit of $41.6 million~~driven by our liquid fuel business in North America, as well as our U.K. business, which benefited from significant price volatility in the ~~three months ended June 30, 2022 and~~first half of 2022. This decrease was partially offset by improved performance in ~~the U.K., partially offset by the reduction in~~ our ~~government-related activity in Afghanistan.~~sustainability-related offerings.

In our land segment, income from operations for the three months ended June 30, ~~2022~~2023 was ~~$33.0~~$24.6 million, ~~an increase~~a decrease of ~~$24.9~~$8.3 million, or ~~308%~~25%, compared to the three months ended June 30, ~~2021.~~2022. The ~~increase in income from operations attributable to Flyers of $22.5 million during the three months ended June 30, 2022 and the increase~~decrease in gross profit discussed above ~~were~~was partially offset by ~~an increase~~a decrease in operating ~~expenses. Operating~~ expenses ~~excluding Flyers, increased as a result of higher compensation and employee benefit costs and higher~~principally related to lower general and administrative ~~costs, primarily travel and marketing expenses, as business activity resumed to more normalized levels.~~costs.

Marine Segment Results of Operations

The following provides a summary of the marine segment results of operations for the periods indicated (in millions, except price per metric ton):


		For the Three Months Ended June 30,							For the Three Months Ended June 30,
		2022		2021		Change			2023		2022		Change
Revenue	Revenue	$	3,846.8	$	1,822.4	$	2,024.4	Revenue	$	2,144.0	$	3,846.8	$	(1,702.8)

Gross profit	Gross profit	$	78.2	$	22.7	$	55.5	Gross profit	$	42.0	$	78.2	$	(36.2)
Operating expenses	Operating expenses	25.5		17.9		7.5		Operating expenses	22.2		25.5		(3.3)
Income (loss) from operations	Income (loss) from operations	$	52.7	$	4.8	$	48.0	Income (loss) from operations	$	19.8	$	52.7	$	(32.9)

Operational metrics:	Operational metrics:							Operational metrics:
Marine segment volumes (metric tons)	Marine segment volumes (metric tons)	4.9		4.6		0.3		Marine segment volumes (metric tons)	4.2		4.9		(0.7)
Marine segment average price per metric ton	Marine segment average price per metric ton	$	788.32	$	397.18	$	391.14	Marine segment average price per metric ton	$	509.37	$	788.32	$	(278.96)

Revenues in our marine segment were ~~$3.8~~$2.1 billion for the three months ended June 30, ~~2022, an increase~~2023, a decrease of ~~$2.0~~$1.7 billion, or ~~111%~~44%, compared to the three months ended June 30, ~~2021.~~2022. The ~~increase~~decrease in revenue was principally driven by a ~~98% increase~~35% decrease in the average price per metric ton of bunker fuel sold in the three months ended June 30, ~~2022~~2023 compared to the three months ended June 30, ~~2021. In addition, total~~2022. Total volumes ~~increased~~decreased by ~~0.3~~0.7 million metric tons, or 6%14%, ~~to 4.9 million metric tons in the three months ended June 30, 2022 compared to the three months ended June 30, 2021.~~

~~Our marine~~from 4.2 million metric tons for the three months ended June 30, 2023 compared to 4.9 million metric tons for the three months ended June 30, 2022 primarily due to reduced demand in our resale businesses.

Marine segment gross profit for the three months ended June 30, ~~2022~~2023 was ~~$78.2~~$42.0 million, ~~an increase~~a decrease of ~~$55.5~~$36.2 million, or ~~244%~~46%, compared to the three months ended June 30, ~~2021. The increase in gross profit was~~2022 principally ~~attributable~~due to ~~the impact of higher~~near record bunker fuel prices and heightened market volatility during the three months ended June 30, 2022 as well as ~~a constrained credit environment.~~increased competition resulting from lower bunker fuel prices, together with softening demand driven by changes in the global macroeconomic environment during the three months ended June 30, 2023.

Our marine segment income from operations for the three months ended June 30, ~~2022~~2023 was ~~$52.7~~$19.8 million, ~~an increase~~a decrease of ~~$48.0~~$32.9 million, or ~~1,003%~~62%, compared to the three months ended June 30, ~~2021, principally~~2022, primarily due to the ~~increase~~decrease in gross profit ~~partially offset by~~as well as a ~~$7.5~~$3.3 million ~~increase~~decrease in operating expenses, largely driven by ~~increased~~lower incentive ~~compensation.~~compensation costs compared to the three months ended June 30, 2022.

Six Months Ended June 30, ~~2022~~2023 Compared to Six Months Ended June 30, ~~2021~~2022

Consolidated Results of Operations

The following provides a summary of our consolidated results of operations for the periods indicated (in ~~millions)~~millions, except per share amounts):


		For the Six Months Ended June 30,					For the Six Months Ended June 30,
		2022		2021			2023		2022
Revenue	Revenue	$	29,504.1	$	13,043.4	Revenue	$	23,462.3	$	29,504.1
Cost of revenue	Cost of revenue	29,019.8		12,667.9		Cost of revenue	22,917.9		29,019.8
Gross profit	Gross profit	484.4		375.5		Gross profit	544.4		484.4
Operating expenses:	Operating expenses:					Operating expenses:
Compensation and employee benefits	Compensation and employee benefits	233.2		180.3		Compensation and employee benefits	244.2		233.2
General and administrative	General and administrative	157.1		116.8		General and administrative	159.8		157.1
Asset impairments	Asset impairments	—		4.7		Asset impairments	0.3		—
Restructuring charges		—		5.1

Total operating expenses	Total operating expenses	390.3		306.9		Total operating expenses	404.3		390.3
Income (loss) from operations	Income (loss) from operations	94.1		68.6		Income (loss) from operations	140.1		94.1
Non-operating income (expenses), net:	Non-operating income (expenses), net:					Non-operating income (expenses), net:
Interest expense and other financing costs, net	Interest expense and other financing costs, net	(40.9)		(18.7)		Interest expense and other financing costs, net	(66.8)		(40.9)
Other income (expense), net	Other income (expense), net	1.7		(2.6)		Other income (expense), net	(6.3)		1.7
Total non-operating income (expense), net	Total non-operating income (expense), net	(39.2)		(21.3)		Total non-operating income (expense), net	(73.1)		(39.2)
Income (loss) before income taxes	Income (loss) before income taxes	54.9		47.2		Income (loss) before income taxes	67.0		54.9
Provision for income taxes	Provision for income taxes	3.8		10.8		Provision for income taxes	14.0		3.8
Net income (loss) including noncontrolling interest	Net income (loss) including noncontrolling interest	51.1		36.4		Net income (loss) including noncontrolling interest	53.0		51.1
Net income (loss) attributable to noncontrolling interest	Net income (loss) attributable to noncontrolling interest	0.4		(0.1)		Net income (loss) attributable to noncontrolling interest	0.3		0.4
Net income (loss) attributable to World Fuel		$	50.7	$	36.5
Net income (loss) attributable to World Kinect						Net income (loss) attributable to World Kinect	$	52.7	$	50.7

Basic earnings (loss) per common share	Basic earnings (loss) per common share	$	0.81	$	0.58	Basic earnings (loss) per common share	$	0.85	$	0.81

Diluted earnings (loss) per common share	Diluted earnings (loss) per common share	$	0.80	$	0.57	Diluted earnings (loss) per common share	$	0.84	$	0.80

Revenue. Our consolidated revenue for the six months ended June 30, ~~2022~~2023 was ~~$29.5~~$23.5 billion, ~~an increase~~a decrease of ~~$16.5~~$6.0 billion, or ~~126%~~20%, compared to the six months ended June 30, ~~2021, due to higher fuel~~2022, primarily driven by lower prices ~~and increased volumes in our aviation, land, and marine~~across all segments, ~~respectively,~~ as discussed further below.

Gross Profit. Our gross profit for the six months ended June 30, ~~2022~~2023 was ~~$484.4~~$544.4 million, an increase of ~~$108.9~~$60.1 million, or ~~29%~~12%, compared to the six months ended June 30, ~~2021,~~2022, attributable to increased gross profit of ~~$78.9 million and $77.0~~$111.8 million in ~~the land and marine segments, respectively,~~our aviation segment, partially offset by ~~a decrease~~decreased gross profit of ~~$47.1~~$31.1 million and $20.6 million in ~~the aviation segment,~~our marine and land segments, respectively, as discussed further below.

Operating Expenses. Total operating expenses for the six months ended June 30, ~~2022~~2023 were ~~$390.3~~$404.3 million, an increase of ~~$83.3~~$14.1 million, or ~~27%~~4%, compared to the six months ended June 30, ~~2021.~~2022. The increase in operating expenses was ~~partially attributable to the addition of Flyers' operating expenses of $37.5 million, as well as increased~~primarily driven by higher compensation ~~and employee benefit~~ costs ~~together with higher~~and general and administrative costs ~~associated with more normalized levels of~~as business ~~activity. These increases were partially offset by a decrease in asset impairment and restructuring charges compared~~activities continued to ~~the six months ended June 30, 2021, principally in our land segment.~~normalize.

Non-Operating Income (Expense), net. For the six months ended June 30, ~~2022,~~2023, we had net non-operating expense of ~~$39.2~~$73.1 million compared to net non-operating expense of ~~$21.3~~$39.2 million the six months ended June 30, ~~2021.~~2022. The increase of ~~$17.8~~$33.9 million was primarily attributable to ~~a $22.1 million~~an increase in interest expense as well as foreign currency losses. The increase in interest expense was primarily driven by higher interest rates and ~~incremental borrowings during the six months ended June 30, 2022 related to the Flyers acquisition and increased working capital requirements as a result~~an increase in fees associated with sales of ~~higher fuel prices and volumes, as well as foreign currency losses. These increases were partially offset by higher equity in earnings during the six months ended June 30, 2022.~~accounts receivable under our RPAs.

Income Taxes. For the six months ended June 30, ~~2022,~~2023, we recognized income tax expense of ~~$3.8~~$14.0 million, compared to ~~$10.8~~$3.8 million for the six months ended June 30, ~~2021.~~2022. The ~~decrease~~increase of ~~$6.9~~$10.1 million was primarily attributable to ~~an increase of $8.0 million~~differences in net discrete tax ~~benefits~~items and an overall increase in the six months ended June 30, 2022 compared to three months ended June 30, 2021. The additional discrete tax benefits were offset by an increase of $1.1 million in the tax provision for the six months ended June 30, 2022 compared to six months ended June 30, 2021 primarily due to differences in the results of our subsidiaries in tax jurisdictions with different tax rates.pre-tax income. See Note ~~10.~~8. Income Taxes for additional information.

Aviation Segment Results of Operations

The following provides a summary of the aviation segment results of operations for the periods indicated (in millions, except price per gallon):


		For the Six Months Ended June 30,							For the Six Months Ended June 30,
		2022		2021		Change			2023		2022		Change
Revenue	Revenue	$	12,854.0	$	4,900.8	$	7,953.2	Revenue	$	11,417.2	$	12,854.0	$	(1,436.8)

Gross profit	Gross profit	$	117.0	$	164.1	$	(47.1)	Gross profit	$	228.8	$	117.0	$	111.8
Operating expenses	Operating expenses	116.3		107.0		9.3		Operating expenses	136.7		116.3		20.3
Income (loss) from operations	Income (loss) from operations	$	0.7	$	57.0	$	(56.4)	Income (loss) from operations	$	92.1	$	0.7	$	91.5

Operational metrics:	Operational metrics:							Operational metrics:
Aviation segment volumes (gallons)	Aviation segment volumes (gallons)	3,486.6		2,517.1		969.5		Aviation segment volumes (gallons)	3,623.7		3,486.6		137.1
Aviation segment average price per gallon	Aviation segment average price per gallon	$	3.59	$	1.85	$	1.74	Aviation segment average price per gallon	$	2.95	$	3.59	$	(0.64)

Revenues in our aviation segment were ~~$12.9~~$11.4 billion for the six months ended June 30, ~~2022, an increase~~2023, a decrease of ~~$8.0~~$1.4 billion, or ~~162%~~11%, compared to the six months ended June 30, ~~2021.~~2022. The ~~increase~~decrease in revenue was driven by ~~higher~~lower average prices, ~~and~~partially offset by increased volume. Average jet fuel price per gallon sold ~~increased~~decreased by ~~94%~~18% in the six months ended June 30, ~~2022~~2023 compared to the six months ended June 30, ~~2021.~~2022. Total aviation volumes increased by ~~1.0~~137.1 million gallons, or 4%, to 3.6 billion gallons, ~~or 39%, to 3.5 billion gallons as demand for air travel continued to recover, particularly~~driven largely by growth in ~~the North American and European markets.~~international passenger airline demand.

Our aviation segment gross profit for the six months ended June 30, ~~2022~~2023 was ~~$117.0~~$228.8 million, ~~a decrease~~an increase of ~~$47.1~~$111.8 million, or ~~29%~~96%, compared to the six months ended June 30, ~~2021.~~2022. The ~~decrease~~increase in gross profit ~~was primarily due to inventory losses driven by extreme backwardation and significant price volatility~~ during the six months ended June 30, ~~2022~~2023 as compared to the prior period was primarily attributable to the impact of significant inventory losses arising from the extreme backwardation and ~~the reduction in our government-related activity in Afghanistan as a result of the military withdrawal which concluded~~price volatility experienced during the ~~third quarter of 2021, partially offset~~six months ended June 30, 2022. Gross profit also benefited from higher margins driven by ~~increased volumes from the continued recovery~~our focus on maintaining returns in ~~demand for air travel.~~a higher interest rate environment as well as growth in related service offerings.

Income from operations in our aviation segment for the six months ended June 30, ~~2022~~2023 was ~~$0.7~~$92.1 million, ~~a decrease~~an increase of ~~$56.4~~$91.5 million ~~or 99%,~~ compared to the six months ended June 30, ~~2021. In addition to the decrease~~2022. The increase in gross profit discussed above ~~income from operations~~ was ~~also impacted~~partially offset by a ~~$9.3~~$20.3 million increase in operating ~~expenses. The increase in operating~~ expenses ~~was~~primarily driven by higher ~~general and administrative~~incentive compensation costs ~~primarily travel, marketing, and professional fees, as well as higher compensation and employee benefit costs as business activity resumed to more normalized levels.~~in connection with improved financial performance.

Land Segment Results of Operations

The following provides a summary of the land segment results of operations for the periods indicated (in millions, except price per gallon):


		For the Six Months Ended June 30,							For the Six Months Ended June 30,
		2022		2021		Change			2023		2022		Change
Revenue	Revenue	$	9,812.6	$	4,645.4	$	5,167.2	Revenue	$	7,533.5	$	9,812.6	$	(2,279.1)

Gross profit	Gross profit	$	242.2	$	163.3	$	78.9	Gross profit	$	221.6	$	242.2	$	(20.6)
Operating expenses	Operating expenses	175.9		122.4		53.5		Operating expenses	170.8		175.9		(5.0)
Income (loss) from operations	Income (loss) from operations	$	66.3	$	40.9	$	25.5	Income (loss) from operations	$	50.8	$	66.3	$	(15.5)

Operational metrics:	Operational metrics:							Operational metrics:
Land segment volumes (gallons)(1)	Land segment volumes (gallons)(1)	3,114.3		2,591.5		522.8		Land segment volumes (gallons)(1)	3,072.3		3,114.3		(42.0)
Land segment average price per gallon	Land segment average price per gallon	$	3.15	$	1.79	$	1.36	Land segment average price per gallon	$	2.45	$	3.15	$	(0.70)

(1)Includes gallons and gallon equivalents of British Thermal Units (BTU) for our natural gas sales and Kilowatt Hours (kWh) for our power business.

Revenues in our land segment were ~~$9.8~~$7.5 billion for the six months ended June 30, ~~2022, an increase~~2023, a decrease of ~~$5.2~~$2.3 billion, or ~~111%~~23%, compared to the six months ended June 30, ~~2021.~~2022. The ~~increase~~decrease in revenue was principally driven by ~~higher~~lower average fuel prices ~~and the acquisition of Flyers. The average price per gallon sold increased by 76% in~~combined with lower volumes. Average fuel prices decreased 22% for the six months ended June 30, ~~2022~~2023 compared to the six months ended June 30, ~~2021. In addition, total~~2022. Total volumes ~~increased~~decreased by ~~522.8~~42.0 million, ~~gallons,~~ or ~~20%~~1%, to 3.1 billion gallons or gallon equivalents in the six months ended June 30, ~~2022~~2023 compared to the six months ended June 30, ~~2021, primarily due the acquisition of Flyers.~~2022 driven by lower activity in our liquid fuel business in North America, partially offset by increased activity in our natural gas and power business.

Our land segment gross profit for the six months ended June 30, ~~2022~~2023 was ~~$242.2~~$221.6 million, ~~an increase~~a decrease of ~~$78.9~~$20.6 million, or ~~48%~~8%, compared to the six months ended June 30, ~~2021.~~2022. The ~~increase~~decrease in gross profit was primarily attributable to ~~Flyers gross profit of $77.6 million~~extreme weather conditions experienced in ~~the six months ended June 30, 2022~~our liquid fuel business in North America as well as ~~improved results~~lower profitability from our U.K. business, which benefited from significant price volatility in the ~~U.K.. These increases were~~first half of 2022. This decrease was partially offset by ~~the reduction in our government-related activity in Afghanistan as well as a decline~~improved performance in our natural gas, ~~activities relative to the exceptional results during the six months ended June 30, 2021, which benefited from extreme weather conditions.~~power and sustainability-related offerings.

In our land segment, income from operations for the six months ended June 30, ~~2022~~2023 was ~~$66.3~~$50.8 million, ~~an increase~~a decrease of ~~$25.5~~$15.5 million, or ~~62%~~23%, compared to the six months ended June 30, ~~2021, primarily attributable to the increase in income from operations attributable to Flyers of $40.1 million during the six months ended June 30, 2022 and the increase~~2022. The decrease in gross profit discussed ~~above. These increases were~~above was partially offset by ~~an increase~~a decrease in operating expenses ~~excluding Flyers, driven by higher compensation and employee benefit costs and~~principally related to lower general and administrative ~~costs, as described under Consolidated Results of Operations above.~~costs.

Marine Segment Results of Operations

The following provides a summary of the marine segment results of operations for the periods indicated (in millions, except price per metric ton):


		For the Six Months Ended June 30,							For the Six Months Ended June 30,
		2022		2021		Change			2023		2022		Change
Revenue	Revenue	$	6,837.5	$	3,497.1	$	3,340.3	Revenue	$	4,511.6	$	6,837.5	$	(2,325.9)

Gross profit	Gross profit	$	125.2	$	48.2	$	77.0	Gross profit	$	94.0	$	125.2	$	(31.1)
Operating expenses	Operating expenses	49.3		37.0		12.2		Operating expenses	43.4		49.3		(5.9)
Income (loss) from operations	Income (loss) from operations	$	75.9	$	11.1	$	64.7	Income (loss) from operations	$	50.6	$	75.9	$	(25.3)

Operational metrics:	Operational metrics:							Operational metrics:
Marine segment volumes (metric tons)	Marine segment volumes (metric tons)	9.6		8.8		0.7		Marine segment volumes (metric tons)	8.5		9.6		(1.1)
Marine segment average price per metric ton	Marine segment average price per metric ton	$	714.46	$	396.44	$	318.01	Marine segment average price per metric ton	$	531.45	$	714.46	$	(183.01)

Revenues in our marine segment were ~~$6.8~~$4.5 billion for the six months ended June 30, ~~2022, an increase~~2023, a decrease of ~~$3.3~~$2.3 billion, or ~~96%~~34%, compared to the six months ended June 30, ~~2021.~~2022. The ~~increase~~decrease in revenue was principally driven by a ~~80% increase~~decrease of 26% in the average price per metric ton of bunker fuel sold in the six months ended June 30, ~~2022~~2023 compared to the six months ended June 30, ~~2021. In addition, total~~2022. Total volumes ~~increased~~decreased by ~~0.7~~1.1 million metric tons, or 8%11%, to ~~9.6~~

8.5 million metric tons in the six months ended June 30, ~~2022~~2023 compared to the six months ended June 30, ~~2021.~~

2022 primarily due to reduced demand in our resale businesses.

Our marine segment gross profit for the six months ended June 30, ~~2022~~2023 was ~~$125.2~~$94.0 million, ~~an increase~~a decrease of ~~$77.0~~$31.1 million, or ~~160%~~25%, compared to the six months ended June 30, ~~2021. The increase in gross profit was~~2022 principally ~~attributable to the impact of higher~~driven by increased competition resulting from lower bunker fuel prices, ~~and market volatility, as well as a constrained credit~~together with softening demand driven by changes in the global macroeconomic environment.

Our marine segment income from operations for the six months ended June 30, ~~2022~~2023 was ~~$75.9~~$50.6 million, ~~an increase~~a decrease of ~~$64.7~~$25.3 million, or ~~581%~~33%, compared to the six months ended June 30, ~~2021, principally~~2022, primarily due to the ~~increase~~decrease in gross profit ~~partially offset by~~as well as a ~~$12.2~~$5.9 million ~~increase~~decrease in operating expenses, largely driven by ~~increased~~lower incentive ~~compensation.~~compensation costs compared to the three months ended June 30, 2022.

Liquidity and Capital Resources

Liquidity to fund working capital, as well as make strategic investments to further our growth strategy, is a significant priority for us. Our views concerning liquidity are based on currently available information and if circumstances change significantly, ~~whether as a result of the COVID-19 pandemic or otherwise,~~ the future availability of trade credit or other sources of financing may be reduced, and our liquidity would be adversely affected accordingly.

Sources of Liquidity and Factors Impacting Our Liquidity

Our liquidity, consisting principally of cash and availability under our Credit Facility, fluctuates based on a number of factors, including the timing of receipts from our customers and payments to our suppliers, changes in fuel prices, as well as our financial performance.

Based on the information currently available, we believe that our cash and cash equivalents as of June 30, ~~2022~~2023 and available funds from our Credit Facility, as described below, together with cash flows generated by operations, are sufficient to fund our working capital and capital expenditure requirements for at least the next twelve months.

~~Credit Facility~~Convertible Notes. On June 26, 2023, we issued $350.0 million aggregate principal amount of 3.250% Convertible Senior Notes due 2028 (the "Convertible Notes"), which reflects the exercise in full of an option to purchase up to an additional $50.0 million in principal amount of the Convertible Notes. The Convertible Notes mature on July 1, 2028, unless earlier converted, redeemed or repurchased. The Convertible Notes are senior, unsecured obligations that bear interest at a rate of 3.250% per year, payable semiannually in arrears on January 1 and ~~Term Loans.~~ ~~On April~~July 1 ~~2022,~~of each year, beginning on January 1, 2024. The initial conversion rate was 35.1710 shares of common stock per $1,000 principal amount of Convertible Notes, which is equivalent to an initial conversion price of approximately $28.43 per share. The conversion rate will be subject to adjustment upon the occurrence of certain events but will not be adjusted for accrued and unpaid interest. Upon conversion, the Convertible Notes will be settled in cash up to the aggregate principal amount of the Convertible Notes to be converted, and in cash, shares of common stock or any combination thereof, at our option, in respect of the remainder, if any, of our conversion obligation in excess of the aggregate principal amount.

In connection with the pricing of the Convertible Notes, we entered into ~~Amendment No. 8~~convertible note hedge transactions and warrant transactions. The cost of the convertible note hedge transactions was approximately $70.5 million. The convertible note hedge transactions cover, subject to customary anti-dilution adjustments, the number of shares of common stock that initially underlie the Convertible Notes, and have an initial strike price equal to the initial conversion price of the Convertible Notes. Separately, we received $40.0 million of proceeds from the sale of warrants to acquire, subject to anti-dilution adjustments, the same amount of shares at an initial strike price of $40.14 per share. As a result, dilution upon conversion of the Convertible Notes will be mitigated as the bond hedge and warrant transactions increase the effective conversion price of the Convertible Notes to $40.14 per share.

The net proceeds from the sale of the Convertible Notes was approximately $337.5 million after deducting the initial purchasers’ discounts and estimated offering expenses payable by us. We used the net proceeds from the sale of the Convertible Notes (i) to pay the cost of the convertible note hedge transactions net of the proceeds from the sale of the warrants), (ii) to repurchase approximately 2.24 million shares of common stock from purchasers of the Convertible Notes for an aggregate purchase price of approximately $50.0 million and (iii) to repay the amounts outstanding under our revolving credit facility.

See Note 6. Debt, Interest Income, Expense, and Other Finance Costs for additional information.

Credit Agreement. The Fourth Amended and Restated Credit Agreement ~~(the "Amendment"~~(as amended, the "Credit Agreement") ~~to amend certain terms~~, matures in April 2027 and ~~conditions of our Credit Facility, including: (i) increasing the~~provides for a term loan as well as a revolving credit facility toof $1.5 billion and providing a term loan of $500 million, thereby replacing the existing Term Loan and increasing the total facilities to $2.0 billion; (ii) modifying the pricing of the loans, including the reference rates for various currencies to reflect the discontinuation of LIBOR; (iii) extending the maturity to April 1, 2027; and (iv) modifying certain financial and other covenants to provide greater operating flexibility.(the "Credit Facility"). Our availability under ~~our~~the Credit Facility is limited by, among other things, our consolidated total leverage ratio, which is defined in the Credit Agreement and is based, in part, on our ~~adjusted~~ consolidated earnings before interest,

taxes, depreciation and amortization, and share-based compensation, ~~("Adjusted EBITDA")~~with such adjustments as specified therein, for the four immediately preceding fiscal quarters. The Credit ~~Facility~~Agreement generally limits the total amount of indebtedness we may incur to a consolidated total leverage ratio of not more than 4.75 to 1.

As a result of the foregoing, as well as other covenants and restrictions contained in our Credit ~~Facility,~~Agreement, our availability under the Credit Facility may fluctuate from period to period. In addition, our failure to comply with the covenants contained in our Credit ~~Facility and our Term Loans~~Agreement could result in an event of default. An event of default, if not cured or waived, would permit acceleration of any outstanding indebtedness under the Credit Facility and our ~~Term Loans,~~term loan, trigger cross-defaults under certain other agreements to which we are a party, and impair our ability to obtain working capital advances and issue letters of credit, which would have a material adverse effect on our business, financial condition, results of operations and cash flows. See Note 6. Debt, Interest Income, Expense, and Other Finance Costs for additional information.

Receivables Purchase Agreements. We also have accounts receivable programs under ~~receivables purchase agreements ("RPAs")~~RPAs that allow us to sell a specified amount of qualifying accounts receivable and receive cash consideration equal to the total balance, less ~~a discount margin,~~an associated fee, which varies based on the outstanding accounts receivable at any given time. The ~~RPA agreements~~RPAs provide the constituent banks with the ability to add or remove customers from these programs in their discretion based on, among other things, the level of risk exposure the bank is willing to accept with respect to any particular customer. The fees the banks charge us to purchase the receivables from these customers can also be impacted for these reasons. During the ~~six months ended June 30, 2022 and 2021,~~second quarter of 2023, we ~~sold receivables under~~amended one of our RPAs to, among other things, reduce the ~~RPAs with an aggregate face value of $6.2 billion and $4.3 billion, respectively.~~overall fee structure. See Note 2. Accounts Receivable for additional information.

Cash Flows

The following table reflects the major categories of cash flows for the six months ended June 30, 2023 and 2022 (in millions). For additional details, please see the unaudited Condensed Consolidated Statements of Cash Flows in this Quarterly Report on Form 10-Q.


	For the Six Months Ended June 30,
	2023		2022
Net cash provided by (used in) operating activities	$	186.5	$	(29.2)
Net cash provided by (used in) investing activities	(56.1)		(678.5)
Net cash provided by (used in) financing activities	(129.3)		451.0

Operating Activities. For the six months ended June 30, 2023, net cash provided by operating activities was $186.5 million, compared to $29.2 million net cash used during the six months ended June 30, 2022. The $215.6 million increase in operating cash flows was principally due to lower average fuel prices compared to the prior year, which reduced our cost of inventory and decreased both our accounts receivable and accounts payable (net of activity under our RPA programs, as discussed under "Sources of Liquidity and Factors Impacting Our Liquidity" above). These increases were offset by a decrease in customer prepayments and cash used in our derivative activities, as well as a decrease in our net income (see "Results of Operations" for further details of the drivers impacting our net income) adjusted for noncash items.

Investing Activities. For the six months ended June 30, 2023, net cash used in investing activities was $56.1 million, compared to net cash used of $678.5 million during the six months ended June 30, 2022. The net cash used in investing activities for the six months ended June 30, 2023 was primarily driven by capital expenditures of $46.5 million. Net cash used in investing activities for the six months ended June 30, 2022 was principally driven by $639.4 million net cash paid for the acquisition of Flyers, as discussed in Note 3. Acquisitions, and $37.7 million for capital expenditures.

Financing Activities. For the six months ended June 30, 2023, net cash used in financing activities was $129.3 million compared to net cash provided of $451.0 million for the six months ended June 30, 2022. The net cash used in financing activities for the six months ended June 30, 2023 was primarily attributable to net borrowings of $39.9 million, driven by $350.0 million proceeds from the issuance of the Convertible Notes and $40.3 million proceeds from secured borrowings associated with the transfer of transaction taxes, as discussed in Note 6. Debt, Interest Income, Expense, and Other Finance Costs, partially offset by $348.4 million of net repayments under our Credit Facility. In connection with the issuance of the Convertible Notes, we paid $70.5 million for the purchase of the convertible note hedges and $10.5 million for debt issuance costs, and received $40.0 million from the sale of warrants. In addition, net cash used in financing activities includes payments of deferred consideration related to prior acquisitions of $62.8 million, repurchases of common stock of $50.0 million, and dividend payments of $17.3 million. Net cash provided by financing activities for the six months ended June 30, 2022 was primarily attributable

to net borrowings under our Credit Facility of $528.0 million, primarily driven by incremental borrowings related to the acquisition of Flyers and increased working capital requirements, partially offset by $48.7 million in purchases of our common stock, payments for deferred consideration related to prior acquisitions of $10.0 million, and dividend payments of $15.0 million.

Future Uses of Liquidity

Cash is primarily used to fund working capital to support our operations as well as for strategic acquisitions and investments. There were no material changes in our expected future uses of liquidity from December 31, ~~2021~~2022 to June 30, ~~2022.~~2023. For a discussion of these matters, refer to "Liquidity and Capital Resources" under Part II, Item 7 ~~- Liquidity~~– Management's Discussion and ~~Capital Resources~~Analysis of Financial Condition and Results of Operations of our ~~2021~~2022 10-K Report.

~~Cash Flows~~

The following table reflects the major categories of cash flows for the six months ended June 30, 2022 and 2021 (in millions). For additional details, please see the unaudited Condensed Consolidated Statements of Cash Flows in this Quarterly Report on Form 10-Q.

For the Six Months Ended June 30,
2022 2021
Net cash provided by (used in) operating activities $ (29.2) $ 140.6
Net cash provided by (used in) investing activities (678.5) (19.7)
Net cash provided by (used in) financing activities 451.0 (35.7)

~~Operating Activities.~~ For the six months ended June 30, 2022, net cash used in operating activities was $29.2 million, compared to $140.6 million net cash provided during the six months ended June 30, 2021. The $169.8 million decrease in operating cash flows was principally attributable to an increase in working capital driven by higher fuel prices and increased volume and inventory levels during the six months ended June 30, 2022.

~~Investing Activities.~~ For the six months ended June 30, 2022, net cash used in investing activities was $678.5 million, compared to net cash used of $19.7 million during the six months ended June 30, 2021. The net cash used in investing activities for the six months ended June 30, 2022 was primarily driven by $639.4 million net cash paid for the acquisition of Flyers, as discussed in Note 3. Acquisitions, and $37.7 million for capital expenditures. Net cash used in investing activities for the six months ended June 30, 2021 was principally due to capital expenditures of $14.2 million.

~~Financing Activities.~~ For the six months ended June 30, 2022, net cash provided by financing activities was $451.0 million compared to net cash used of $35.7 million for the six months ended June 30, 2021. The net cash provided by financing activities for the six months ended June 30, 2022 was primarily attributable to net borrowings under our Credit Facility of $528.0 million, primarily driven by incremental borrowings related to the acquisition of Flyers and increased working capital requirements, partially offset by $48.7 million in purchases of our common stock and dividend payments of $15.0 million. Net cash used in financing activities for the six months ended June 30, 2021 was primarily driven by dividend payments on our common stock of $13.6 million and net repayments of debt under our Credit Facility of $8.6 million.

Critical Accounting Estimates

The unaudited Condensed Consolidated Financial Statements are prepared in accordance with accounting principles generally accepted in the United States of ~~America ("U.S. GAAP").~~America. The significant accounting policies used are disclosed in Item 15 -– Financial Statement Schedules, Note 1. Basis of Presentation, New Accounting Standards and Significant Accounting Policies to the Consolidated Financial Statements in our ~~2021~~2022 10-K report.

We make estimates and assumptions that affect the reported amounts on our unaudited Condensed Consolidated Financial Statements and accompanying Notes as of the date of the unaudited Condensed Consolidated Financial Statements. ~~There~~With the exception of additional considerations in relation to the Convertible Notes discussed below, there have been no material changes to the Critical Accounting Estimates disclosed in our ~~2021~~2022 10-K report.

Impairment Assessments of Goodwill, Long-Lived Assets, and Equity Investments

We assess accounting estimates that require consideration of forecasted financial information. Significant judgment is involved in performing these estimates as they are developed based on forecasted assumptions. As of June 30, ~~2022,~~2023, the assumptions used in these assessments, particularly the expected growth rates, the profitability embedded in the projected cash flows provided by our legacy and newly acquired businesses, the discount rate and the market-based multiples, were defined based on available information considering current market volatility and geopolitical risks. Management also considered the volatility in the Company's market capitalization and evaluated the potential impact that this volatility may have on the estimated fair value of our reporting units.

Based on the assessments performed, and supported by the available information as of June 30, ~~2022,~~2023, we concluded that the carrying value of our long-lived assets and equity investments were recoverable and that the fair value of our land and aviation reporting units were not less than their respective carrying values. If our results differ significantly from our assumptions, such impact could potentially result in impairments.

Derivatives

We assess convertible notes and other related contracts to determine if those contracts or embedded components of those contracts meet the definition of a derivative that require separate accounting. Significant judgment is involved in assessing if the contracts are indexed to our own stock and if the contracts shall be classified as equity in our statement of financial position. If those contracts are derivatives or contain embedded derivatives, they would be classified as a liability and remeasured to fair value through net income impacting future earnings.

Item 3. Quantitative and Qualitative Disclosures About Market Risk

There have been no material changes to our exposures to commodity price, interest rate, or foreign currency risk since December 31, ~~2021.~~2022. Please refer to our ~~2021~~2022 10-K Report for a complete discussion of our exposure to these risks.

For information about our derivative instruments at their respective fair value positions as of June 30, ~~2022,~~2023, see Note 5.4. Derivative Instruments.

Item 4. Controls and Procedures

Management's Evaluation of Disclosure Controls and Procedures

We maintain disclosure controls and procedures that are designed to ensure that information required to be disclosed in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC's rules and forms, and that such information is accumulated and communicated to our management, including our Chief Executive Officer ("CEO") and our Chief Financial Officer ("CFO"), as appropriate, to allow timely decisions regarding required financial disclosure.

As of the end of the period covered by this 10-Q Report, we evaluated, under the supervision and with the participation of our CEO and CFO, the effectiveness of the design and operation of our disclosure controls and procedures pursuant to Exchange Act Rule 13a-15(e). Based upon this evaluation, the CEO and CFO concluded that our disclosure controls and procedures were effective at a reasonable assurance level as of June 30, ~~2022.~~2023.

Changes in Internal Control over Financial Reporting

There were no changes in our internal control over financial reporting that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting during the three months ended June 30, ~~2022.~~2023.

It should be noted that any system of controls, however well designed and operated, can provide only reasonable, and not absolute, assurance that the objectives of the system will be met. In addition, the design of any control system is based in part upon certain assumptions about the likelihood of future events. Because of these and other inherent limitations of control systems, there is only the reasonable assurance that our controls will succeed in achieving their goals under all potential future conditions.

3334

Part II — Other Information

Item 1. Legal Proceedings

From time to time, we are under review by the IRS and various other domestic and foreign tax authorities with regards to income tax and indirect tax matters and are involved in various inquiries, audits, challenges and litigation in a number of countries, ~~including, in particular, Brazil, Denmark, South Korea~~ and ~~the U.S. where~~ the amounts under controversy may be material. See Note ~~10.~~8. Income Taxes and Note ~~13.~~9. Commitments and Contingencies within this 10-Q Report as well as ~~Note 9.~~Notes 10. Income Taxes and 11. Commitments and Contingencies ~~and Note 11. Income Taxes~~ within Part IV. Item 15 -– Notes to the Consolidated Financial Statements in our ~~2021~~2022 10-K Report for additional details regarding certain tax matters.

We are also 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, personal injury, billing and fuel quality claims, as well as bankruptcy preference claims and administrative claims. We are not currently a party to any such claim, complaint or proceeding that we expect to have a material adverse effect on our business or financial condition. However, any adverse resolution of one or more such claims, complaints or proceedings during a particular reporting period could have a material adverse effect on our Consolidated Financial Statements or disclosures for that period. See Note ~~13.~~9. Commitments and Contingencies for additional information.

Item 1A. Risk Factors

The risk factors set forth below supplement the risk factors previously disclosed under Part I, Item 1A – Risk Factors of our 2022 10-K Report.

We are subject to counterparty risk with respect to the bond hedge transactions which serve to mitigate the dilutive impact of our Convertible Notes.

In connection with our offering of Convertible Notes in June 2023, we entered into bond hedge transactions with multiple financial institutions, which increased the effective conversion price of the Convertible Notes to approximately $40.14 (from the nominal conversion price of $28.43). Consequently, the bond hedge transaction is expected to reduce the potential dilution upon conversion of the Convertible Notes and/or offset any cash payments we are required to make in excess of the principal amount of the Convertible Notes upon their conversion. We also entered into warrant transactions with the bond hedge counterparties, which could have a dilutive effect on our common stock to the extent that the market price per share of our common stock exceeds the strike price of the warrants.

Our exposure to the credit risk of the bond hedge counterparties is not secured by any collateral. Global economic conditions have, from time-to-time, resulted in the actual or perceived failure or financial difficulties of several financial institutions. If any bond hedge counterparty becomes subject to insolvency proceedings, we would become an unsecured creditor in those proceedings with a claim equal to our exposure at that time under the bond hedge transaction. If any of these counterparties were to fail to comply with their contractual obligations under bond hedge transactions, we would (i) be exposed to greater dilution with respect to their respective portion of the hedge, to the extent that our stock price exceeded the nominal conversion price upon conversion, (ii) may suffer adverse tax consequences, or (iii) incur additional costs associated with entering into a replacement bond hedge transaction with a different bond hedge counterparty.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

Issuer Purchases of Equity Securities

The following table presents information with respect to repurchases of common stock made by us during the periods presented (in thousands, except average price paid per share):

Period
Total Number
of Shares
Purchased (1)
Average Price
Paid Per Share Total Number
of Shares Purchased
as Part of Publicly
Announced Plans
or Programs
Approximate Dollar
Value of Shares that
May Yet Be Purchased
Under the Plans or
Programs (2)
4/1/2022 - 4/30/2022 128 $ 24.65 128 $ 178,899
5/1/2022 - 5/31/2022 1,382 23.02 1,382 147,053
6/1/2022 - 6/30/2022 — — — 147,053
Total 1,510 $ 23.16 1,510 $ 147,053


Period	Total Number of Shares Purchased (1)	Average Price Paid Per Share (2)		Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs	Approximate Dollar Value of Shares that May Yet Be Purchased Under the Plans or Programs (3)
4/1/2023 - 4/30/2023	—	$	—	—	$	147,053
5/1/2023 - 5/31/2023	—	—		—	147,053
6/1/2023 - 6/30/2023	2,242	22.30		—	147,053
Total	2,242	$	22.30	—	$	147,053

(1) ~~These amounts include~~In June 2023, we used approximately $50.0 million of the net proceeds from issuance of the Convertible Notes to repurchase approximately 2.24 million shares ~~purchased as part~~ of our ~~publicly announced programs~~common stock in a privately negotiated transaction with one of the initial purchasers of the Convertible Notes. Such transactions were authorized separately from, and ~~shares owned~~did not reduce the authorized repurchase capacity remaining under, our 2020 Repurchase Program (as defined below). For additional information about the offering of the Convertible Notes, see Note 6. Debt, Interest Income, Expense, and ~~tendered by employees to satisfy the required withholding taxes related to share-based payment awards, which are not deducted from shares available to be purchased under publicly announced programs.~~Other Finance Costs.

(2) The average price paid per share excludes the impact of the 1% Federal excise tax owed pursuant to the Inflation Reduction Act.

(3) In March 2020, the Board approved a stock repurchase program authorizing $200.0 million in common stock repurchases (the "2020 Repurchase Program"). Our repurchase ~~programs do~~program does not require a minimum number of shares of common stock to be purchased, ~~have~~has no expiration date, and repurchases may be initiated, suspended or discontinued at any time. As of June 30, ~~2022,~~2023, approximately $147.1 million remains available ~~for purchase~~ under the 2020 Repurchase Program. The timing and amount of shares of common stock to be repurchased under the 2020 Repurchase Program will depend on market conditions, share price, securities law and other legal requirements and factors.

Item 5. Other Information

Rule 10b5-1 Trading Plans

During the three months ended June 30, 2023, none of our officers (as defined in Rule 16a-1(f) of the Exchange Act) or directors adopted or terminated a "Rule 10b5-1 trading arrangement" or "non-Rule 10b5-1 trading arrangement," as each term is defined in Item 408(a) of Regulation S-K.

Item 6. Exhibits

The exhibits set forth in the following index of exhibits are filed as part of this 10-Q Report:


Exhibit No.						Description
3.1						Articles of Amendment to Articles of Incorporation, as amended, of World Kinect Corporation

3.2						Restated Articles of Incorporation of World Kinect Corporation

4.1						Indenture, dated as of June 26, 2023, between World Kinect Corporation and U.S. Bank Trust Company, National Association (incorporated by reference from Exhibit 4.1 to our Current Report on Form 8-K filed on June 27, 2023)

4.2						Form of 3.250% Convertible Senior Note due 2028 (incorporated by reference from Exhibit 4.2 to our Current Report on Form 8-K filed on June 27, 2023)

10.1						~~Amendment No. 8 to Fourth Amended and Restated Credit~~Purchase Agreement, dated ~~as of April 1, 2022,~~June 21, 2023, among World ~~Fuel Services~~Kinect Corporation, ~~World Fuel Services Europe, Ltd., World Fuel Services (Singapore) Pte Ltd,~~Morgan Stanley & Co. LLC, J.P. Morgan Securities LLC and ~~certain other Subsidiaries,~~BofA Securities, Inc. as ~~borrowers, Bank~~representatives of ~~America, N.A., as administrative agent, and~~ the ~~financial institutions named therein as lenders~~several initial purchasers listed on Schedule I thereto (incorporated by reference ~~herein~~ from Exhibit 10.1 to our Current Report on Form 8-K filed on ~~April 1, 2022).~~June 27, 2023)

~~10.~~210.2						~~Amendment No. 9~~Form of Convertible Note Hedge Confirmation (incorporated by reference from Exhibit 10.2 to ~~the Fourth Amended and Restated Credit Agreement, dated as~~our Current Report on Form 8-K filed on June 27, 2023)

10.3						Form of July 12, 2022, among World Fuel Services Corporation, World Fuel Services Europe, Ltd., World Fuel Services (Singapore) Pte Ltd, and certain other Subsidiaries, as borrowers, Bank of America, N.A., as administrative agent, and the financial institutions named therein as lenders.Warrant Confirmation (incorporated by reference from Exhibit 10.3 to our Current Report on Form 8-K filed on June 27, 2023)

31.1						Certification of the Chief Executive Officer pursuant to Rule 13a-14(a) or Rule 15d — 14(a).

31.2						Certification of the Chief Financial Officer pursuant to Rule 13a-14(a) or Rule 15d — 14(a).

32.1						Certification of Chief Executive Officer and Chief Financial Officer under Section 906 of the Sarbanes-Oxley Act of ~~2002.~~2002 (furnished herewith)

101						The following materials from World ~~Fuel Services Corporation’s~~Kinect Corporation's Quarterly Report on Form 10-Q for the quarter ended June 30, ~~2022,~~2023, formatted in XBRL (Extensible Business Reporting Language); (i) Condensed Consolidated Balance Sheets, (ii) Condensed Consolidated Statements of Income and Comprehensive Income, (iii) Condensed Consolidated Statements of Shareholders’ Equity, (iv) Condensed Consolidated Statements of Cash Flows, and (v) Notes to the Condensed Consolidated Financial Statements.

104						Cover page interactive file (formatted in Inline XBRL and contained in Exhibit 101).

3537

Signatures

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.



Date: July ~~29, 2022~~28, 2023			World ~~Fuel Services~~Kinect Corporation


			/s/ Michael J. Kasbar
			Michael J. Kasbar
			Chairman, President and Chief Executive Officer


			/s/ Ira M. Birns
			Ira M. Birns
			Executive Vice President and Chief Financial Officer

3638


	Preliminary		Adjustments		As Adjusted
Consideration:
Cash paid	$	642.7	$	—	$	642.7
Working capital adjustment (receivable from) payable to seller	(0.5)		2.8		2.3
Common stock issued to seller	50.0		—		50.0
Amount due to sellers	100.0		—		100.0
Total fair value of consideration	$	792.2	$	2.8	$	795.0

Assets acquired and liabilities assumed:
Cash	$	3.3	$	—	$	3.3
Accounts receivable	109.2		0.6		109.8
Inventory	50.9		—		50.9
Property, plant and equipment	126.6		—		126.6
Identifiable intangible assets subject to amortization (1)	162.9		(0.4)		162.5
Identifiable intangible assets not subject to amortization (2)	29.3		—		29.3
Accounts payable	(38.0)		(0.1)		(38.0)
Other assets and liabilities, net (3)	(39.0)		1.8		(37.3)
Net identifiable assets acquired	405.1		1.9		407.0
Goodwill (4)	387.1		0.9		388.0
Net assets acquired	$	792.2	$	2.8	$	795.0


(unaudited)	Three Months Ended June 30, 2021		Six Months Ended June 30, 2021
Revenue	$	7,805.4	$	14,141.0
Net income attributable to World Fuel	$	33.3	$	53.5


	Aviation Segment		Land Segment		Total
As of December 31, 2021	$	400.1	$	461.8	$	861.9
2022 acquisition (1)	—		388.0		388.0
Foreign currency translation of non-USD functional currency subsidiary goodwill	(2.8)		(13.8)		(16.5)
As of June 30, 2022	$	397.3	$	836.0	$	1,233.3


Period	Total Number of Shares Purchased (1)	Average Price Paid Per Share		Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs	Approximate Dollar Value of Shares that May Yet Be Purchased Under the Plans or Programs (2)
4/1/2022 - 4/30/2022	128	$	24.65	128	$	178,899
5/1/2022 - 5/31/2022	1,382	23.02		1,382	147,053
6/1/2022 - 6/30/2022	—	—		—	147,053
Total	1,510	$	23.16	1,510	$	147,053