Cover and table of contents

8K characters. Original on sec.gov · Markdown

Cover and table of contents

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549


FORM 10-Q


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

For the quarterly period ended September 30, 2022

OR

☐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: 001-35004


FLEETCOR Technologies, Inc.

(Exact name of registrant as specified in its charter)


Delaware72-1074903
(State or other jurisdiction of incorporation or organization)(I.R.S. Employer Identification No.)
3280 Peachtree Road, Suite 2400AtlantaGeorgia30305
(Address of principal executive offices)(Zip Code)

Registrant’s telephone number, including area code: (770) 449-0479

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

Title of each classTrading Symbol(s)Name of each exchange on which registered
Common StockFLTNYSE

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 ☒ 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 ☒ No ☐

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

Large accelerated filer☒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 ☒

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.

ClassOutstanding at November 2, 2022
Common Stock, $0.001 par value73,752,362

FLEETCOR TECHNOLOGIES, INC. AND SUBSIDIARIES

FORM 10-Q

For the Three and Nine Months Ended September 30, 2022

INDEX

Page
PART I—FINANCIAL INFORMATION
Item 1.FINANCIAL STATEMENTS
Consolidated Balance Sheets at September 30, 2022 (unaudited) and December 31, 20211
Unaudited Consolidated Statements of Income for the Three and Nine Months Ended September 30, 2022 and 20212
Unaudited Consolidated Statements of Comprehensive Income for the Three and Nine Months Ended September 30, 2022 and 20213
Unaudited Consolidated Statements of Stockholders' Equity for the Three and Nine Months Ended September 30, 2022 and 20214
Unaudited Statements of Cash Flows for the Nine Months Ended September 30, 2022 and 20216
Notes to Unaudited Consolidated Financial Statements7
Item 2.MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS25
Item 3.QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK44
Item 4.CONTROLS AND PROCEDURES44
PART II—OTHER INFORMATION
Item 1.LEGAL PROCEEDINGS45
Item 1A.RISK FACTORS46
Item 2.UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS48
Item 3.DEFAULTS UPON SENIOR SECURITIES48
Item 4.MINE SAFETY DISCLOSURES48
Item 5.OTHER INFORMATION48
Item 6.EXHIBITS49
SIGNATURES50

i

PART I—FINANCIAL INFORMATION

Next: Item 1. Financial Statements