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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
FORM 11-K
(Mark one)
     
þ   ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 2005
OR
     
o   TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from                     to                     
Commission file number 001-32426
(Full title of the plan and the address of the plan, if different from
that of the issuer named below)
Wright Express Corporation Employee Savings Plan
(Name of issuer of the securities held pursuant to the plan
and the address of its principal executive office)
Wright Express Corporation
97 Darling Avenue
South Portland, ME 04106
 
 

 


 

APPENDIX 1
WRIGHT EXPRESS CORPORATION
EMPLOYEE SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS AS OF DECEMBER 31, 2005
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
FOR THE PERIOD FROM FEBRUARY 23, 2005 (DATE OF INCEPTION) TO DECEMBER 31, 2005
SUPPLEMENTAL SCHEDULE AS OF DECEMBER 31, 2005
AND REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
Wright Express Corporation
Employee Savings Plan
Table of Content
         
    1  
Financial Statements:
       
    2  
    3  
    4-6  
Supplemental Schedule -
       
    8  
 Ex-23 Consent of Deloitte & Touche LLP
Note: All other schedules required by Section 2520.103-10 of the Department of Labor’s Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974 have been omitted because they are not applicable.

 


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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Trustees and Participants of
Wright Express Corporation Employee Savings Plan
South Portland, Maine
We have audited the accompanying statement of net assets available for benefits of Wright Express Corporation Employee Savings Plan (the “Plan”) as of December 31, 2005, and the related statement of changes in net assets available for benefits for the period from February 23, 2005 (date of inception) to December 31, 2005. These financial statements are the responsibility of the Plan’s management. Our responsibility is to express an opinion on these financial statements based on our audit.
We conducted our audit in accordance with standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. The Plan is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audit included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Plan’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.
In our opinion, such financial statements present fairly, in all material respects, the net assets available for benefits of the Plan as of December 31, 2005, and the changes in net assets available for benefits for the period from February 23, 2005 (date of inception) to December 31, 2005 in conformity with accounting principles generally accepted in the United States of America.
Our audit was conducted for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental schedule of assets (held at end of year) as of December 31, 2005, is presented for the purpose of additional analysis and is not a required part of the basic financial statements, but is supplementary information required by the Department of Labor’s Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. The schedule is the responsibility of the Plan’s management. Such schedule has been subjected to the auditing procedures applied in our audit of the basic 2005 financial statements and, in our opinion, is fairly stated in all material respects when considered in relation to the basic financial statements taken as a whole.
DELOITTE & TOUCHE LLP
June 23, 2006

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Wright Express Corporation
Employee Savings Plan
Statement of Net Assets Available for Benefits
December 31, 2005
         
Assets:
       
Participant–directed investments
  $ 19,186,128  
 
     
 
       
Receivables:
       
Employee contributions
    82,188  
Employer contributions
    48,958  
Loan repayments
    5,589  
Accrued income
    433  
 
     
Total receivables
    137,168  
 
       
 
     
Total Assets
    19,323,296  
 
     
 
       
Liabilities
       
Payable for investment purchased
    136,734  
 
     
 
       
Net assets available for benefits
  $ 19,186,562  
 
     
See notes to financial statements.

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Wright Express Corporation
Employee Savings Plan
Statement of Changes in Net Assets Available for Benefits
For the Period from February 23, 2005 (Date of Inception) to December 31, 2005
         
Additions:
       
Contributions:
       
Participants
  $ 1,887,730  
Employer
    1,130,895  
Rollover
    208,721  
 
     
Total contributions
    3,227,346  
 
     
 
       
Investment income:
       
Net appreciation in fair value of investments
    945,700  
Dividends
    656,031  
Interest
    16,500  
 
     
Net investment income
    1,618,231  
 
       
 
     
Total additions
    4,845,577  
 
     
Deductions:
       
Benefits paid to participants
    402,528  
Administrative expenses
    860  
 
     
Total deductions
    403,388  
 
     
Net increase in net assets before transfers
    4,442,189  
 
       
Transfer from Cendant Corporation Employee Savings Plan
    14,744,373  
 
     
Net increase
    19,186,562  
 
       
Net assets available for benefits:
       
Beginning of period
     
 
     
End of period
  $ 19,186,562  
 
     
See notes to financial statements.

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Wright Express Corporation
Employee Savings Plan
Notes to Financial Statements
December 31, 2005
1. DESCRIPTION OF THE PLAN
The following description of the Wright Express Corporation Employee Savings Plan (the “Plan”) is provided for general information purposes only. Participants should refer to the Plan documents for more information.
General
The Plan is a defined contribution plan established on February 23, 2005, by Wright Express Corporation (the “Company”) under the provisions of Section 401(a) of the Internal Revenue Code (the “Code”) and includes a qualified cash or deferred arrangement satisfying the safe harbor requirements of Sections 401(k)(12) and 401(m)(11) of the Code. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 (ERISA), as amended. The Plan Administrator is the Benefits Committee as designated by the Company’s Board of Directors. Merrill Lynch is the trustee of the Plan. Net assets of $14,744,373, related to former Cendant Corporation employees, were transferred from the Cendant Corporation Employee Savings Plan to the Plan on February 23, 2005.
Eligibility
Each employee, who as of the date immediately prior to February 23, 2005, was eligible to participate in a qualified defined contribution plan of Cendant Corporation, the Company’s former parent company, became a participant on the later of (i) February 23, 2005, or (ii) the date such employee ceased participation in such other qualified defined contribution plan. Employees of the Company who were not prior employees of Cendant Corporation are eligible to participate in the Plan on the first day of the Plan year or the first day of every month during the Plan year coincident with or next following the later of such regular employee’s commencement of employment or the attainment by such employee of age eighteen (18).
Contributions
Each year, participants may contribute up to 20% of their pretax annual compensation, as defined in the Plan, subject to limitations stipulated by the Code. The Company contributes to the participants’ contribution accounts an amount equivalent to 100% of the first 6% of participant’s contributions to any investment option. These contributions can be redirected by participants. Participants may also contribute amounts representing distributions from other qualified defined benefit or defined contribution plans. Participants who are at least 50 years of age may make an additional contribution.
Participant Accounts
An individual account is maintained for each Plan participant. Each participant’s account is credited with the participant’s contribution, the Company’s matching contribution and allocations of Plan earnings, and charged with withdrawals and an allocation of Plan losses. Allocations are based on participant earnings or account balances, as defined. The benefit to which a participant is entitled is the benefit that can be provided from the participant’s vested account.
Investments
Participants direct the investment of their contributions and the Company matching contributions into various investment options offered by the Plan. Company contributions match individual participant’s investment directives. The Plan currently offers eighteen mutual funds, the Wright Express Stock Fund and one common collective trust fund as investment options for participants.
Vesting
Participants have full and immediate vesting rights in their contributions and Company matching contributions, investment earnings and other amounts allocated to their accounts at all times.

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Wright Express Corporation
Employee Savings Plan
Notes to Financial Statements
December 31, 2005
1. DESCRIPTION OF THE PLAN (Continued)
Participant Loans
Participants may borrow against their Plan accounts up to the maximum of $50,000 or 50 percent of their account balances, whichever is less. The term of the loan may not exceed five years, and the interest rate will be equal to the interest rate equivalent to that charged by major financial institutions. This provides the Plan with a return commensurate with the interest rate charged by persons in the business of lending money for loans which would be made under similar circumstances. Principal and interest are paid ratably through payroll deductions. If a participant’s employment terminates for any reason, the loan will become immediately due and payable and must be paid within 90 days from the date of termination. The interest rate on loans outstanding at December 31, 2005, range from 5.00 percent to 10.50 percent.
Benefit Payments
On termination of service a participant may elect either to receive a lump sum distribution of the participant’s account balance, or payment in installments over a period permissible under the Code, or leave the funds in the Plan for later distribution. Distributions from all investment options are made in cash.
2. SIGNIFICANT ACCOUNTING POLICIES
Basis of Presentation
The accompanying financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America.
Use of Estimates
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, and changes therein and disclosure of contingent assets and liabilities. Actual results could differ from those estimates.
Risks and Uncertainties
The Plan utilizes various investment instruments, including mutual funds and common stock. Investment securities, in general, are exposed to various risks, such as interest rate, credit, and overall market volatility. Due to the level of risk associated with certain investment securities, it is reasonably possible that changes in the values of investment securities will occur in the near term and that such changes could materially affect the amounts reported in the financial statements.
Investment Valuation and Income Recognition
The Plan’s investments are stated at fair value. Quoted market prices are used to value investments in common stock. Shares of mutual funds are valued at quoted market prices, which represent the net asset value of shares held by the Plan at year end. Participant loans are valued at the outstanding loan balances, which approximate the cost.
The fair value of investments that do not have readily ascertainable market values (such as common collective trusts) have been estimated by the trustee based on the underlying assets of the portfolio. These investments aggregate to $2,270,598 or 11.8 percent of the Plan assets at December 31, 2005.
Purchases and sales of investments are recorded on a trade-date basis. Interest income is recorded on the accrual basis. Dividend income is recorded on the ex-dividend date.
Management fees and operating expenses charged to the Plan for investments in the mutual funds and common collective trust are deducted from income earned on a daily basis and are not separately reported.

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Wright Express Corporation
Employee Savings Plan
Notes to Financial Statements
December 31, 2005
3. INVESTMENTS
The following presents investments that represent 5% or more of the Plan’s net assets available for benefits
at December 31, 2005:
         
Merrill Lynch Preservation Trust
  $ 2,270,598  
Harbor Small Cap Value Investor
    2,835,110  
ING International Value Fund CL A
    1,581,421  
PIMCO Total Return Fund CL A
    2,003,048  
Allianz CCM Capital Appreciation Fund A
    1,424,054  
Allianz OCC Renaissance Fund A
    1,242,617  
Davis NY Venture Fund CL A
    1,468,545  
During the period from February 23, 2005 (date of inception), to December 31, 2005, the Plan’s investments (including gains and losses on investments bought and sold, as well as held during the year) appreciated in value as follows:
         
Mutual Funds
  $ 945,511  
Wright Express Common Stock Fund
    189  
 
     
 
  $ 945,700  
 
     
4. INCOME TAX STATUS
The Plan document has not been submitted to the Internal Revenue Service for a determination of its qualified status. However, the Company’s management believes that the Plan has been designed and is being operated in compliance with the applicable requirements of the Code. Therefore, no provision for income tax has been included in the Plan’s financial statements.
5. EXEMPT PARTY-IN-INTEREST TRANSACTION
Certain plan investments are shares of mutual funds managed by Merrill Lynch. Merrill Lynch is the trustee as defined by the Plan. Fees paid by the Plan for investment management services were included as a reduction of the return earned on each fund. As of December 31, 2005, the Plan held 2,561.5 shares of common stock of the Company, the sponsoring employer, with a cost basis of $56,217. No dividends were recorded by the Plan related to the Company stock. These transactions qualify as exempt party-in-interest transactions
6. ADMINISTRATIVE EXPENSES
Substantially all of the administrative expenses are paid for by the Company. If the Company does not pay the expenses, they shall be paid from the Plan.
7. PLAN TERMINATION
Although the Company has not expressed any intent to terminate the Plan, it has the right under the Plan to discontinue contributions at any time and to terminate the Plan subject to the provisions set forth in ERISA. In the event of termination of the Plan, the net assets of the Plan are set aside, first, for payment of all Plan expenses and, second, for distribution to the participants, based upon the balances in their individual accounts.

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SUPPLEMENTAL SCHEDULE

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Wright Express Corporation
Employee Savings Plan
Schedule H, line 4i — Schedule of Assets (Held at End of Year)
December 31, 2005
                     
a)   b) Identity of Issue, borrower, lessor or similar party   c) Description of Investment   d) Cost   e) Current Value
 
                   
 
  Lord Abbott   Bond Debenture Fund   **   $ 118,627  
 
  PIMCO   Total Return Fund   **     2,003,048  
 
  Oppenheimer   Quest Balanced Value Find   **     390,033  
 
  Oakmark   Equity and Income Fund   **     575,090  
 
  Allianz   CCM Capital Appreciation Fund   **     1,424,054  
 
  Davis   New York Venture Fund   **     1,468,545  
 
  Massachusetts Investors   Growth Stock Fund   **     777,440  
 
  Oppenheimer   Capital Appreciation Fund   **     698,644  
*
  Merrill Lynch   S&P 500 Index Fund   **     395,843  
 
  MFS   Mid Cap Growth Fund (A)   **     553,783  
 
  Allianz   OCC Renaissance Fund (A)   **     1,242,617  
 
  Manager’s   Special Equity Fund   **     242,101  
 
  Harbor   Small Cap Value Fund (Inv.)   **     2,835,110  
 
  ING   International Value Fund (A)   **     1,581,421  
 
  Oppenheimer   Developing Markets Fund (A)   **     852,989  
 
  Oppenheimer   International Growth Fund (A)   **     402,987  
 
  Scudder   RREEF Real Estate Fund (A)   **     401,723  
 
  MFS   Value Fund   **     504,764  
*
  Merrill Lynch   Retirement Preservation Trust   **     2,270,598  
*
  Wright Express Common Stock Fund   Wright Express Corporation Common Stock Fund   **     56,353  
*
  Various participants   Participant Loans - maturing at various dates through April 2020 at interest rates of 5.0% - 10.5%   **     390,358  
 
                   
 
  Total assets held at end of year           $ 19,186,128  
 
                   
 
* Party-in-interest
** Cost information is not required for participant-directed investments and therefore is not included.

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REQUIRED INFORMATION
The Wright Express Corporation Employee Savings Plan (Plan) is subject to the Employee Retirement Income Security Act of 1974 (ERISA). Therefore, in lieu of the requirements of Items 1-3 of Form 11-K, the financial statements of the Plan for the fiscal year ended December 31, 2005 and supplemental schedules, which have been prepared in accordance with the financial reporting requirements of ERISA, are attached hereto as Appendix 1 and incorporated herein by reference.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Committee to administer the Plan has duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized.
         
    Wright Express Employee Savings Plan
 
       
Date: June 29, 2006
  By        /s/ Robert Cornett
 
       
 
                Robert Cornett
 
                Committee Member
 
       
Date: June 29, 2006
  By        /s/ Hilary Rapkin
 
       
 
                Hilary Rapkin
 
                Committee Member
 
       
Date: June 29, 2006
  By        /s/ Steven Elder
 
       
 
                Steven Elder
 
                Committee Member
 
       
Date: June 29, 2006
  By        /s/ Kelley Shimansky
 
       
 
                Kelley Shimansky
 
                Committee Member

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