WAGEWORKS, INC. (NYSE:WAGE) Files An 8-K Entry into a Material Definitive AgreementItem 1.01
On June28, 2018, WageWorks, Inc., a Delaware corporation (the “Company”), entered into a Reporting Extension Agreement (the “Second Extension Agreement”), by and among the Company, the lenders party thereto (the “Lenders”) and MUFG Union Bank, N.A., as administrative agent (“Agent”), relating to the Company’s existing Second Amended and Restated Credit Agreement (the “Credit Agreement”), by and among the Company, the guarantors from time to time party thereto, the lenders from time to time party thereto, and Agent. The Second Extension Agreement extends the time period for delivery to Agent and the Lenders of the Company’s (1)restated audited consolidated financial statements for the fiscal year ending December31, 2016, (2) audited annual financial statements for the fiscal year ending December31, 2017, and (3)restated consolidated financial statements for the fiscal quarters ending March31, 2016, June30, 2016, September30, 2016, March31, 2017, June30, 2017 and September30, 2017 (together, the “FY2016 and FY2017 Financial Statements”) until March16, 2019, provided that the Company use its commercially reasonable efforts to deliver the FY2016 and FY2017 Financial Statements no later than September30, 2018. The Second Extension Agreement further extends the time period for delivery to Agent and the Lenders of the Company’s unaudited quarterly financial statements for the fiscal quarters ending March31, 2018, June30, 2018, September30, 2018 and December31, 2018 until March16, 2019.
The current aggregate commitment amount of the Lenders under the Credit Agreement is $400,000,000 (the “Aggregate Commitments”) and in connection with the Second Extension Agreement, the Company has agreed to pay Agent, for the account of the Lenders, a non-refundable fee equal to two-tenths of one percent (0.20%) of the Aggregate Commitments (equal to $800,000) (the “Second Extension Fee”), payable in two installments. $500,000 of such Second Extension Fee is due and payable on the effective date of the Second Extension Agreement (the “First Installment”) and $300,000 of such Second Extension Fee shall be due and payable on September30, 2018 (the “Second Installment”). The Second Installment, however, shall be automatically waived if the Company delivers to Agent and the Lenders the FY2016 and FY2017 Financial Statements and files with the Securities and Exchange Commission its Form 10-K Annual Report for the fiscal year ended December31, 2017 on or before September30, 2018.
The Company has had dialogue with the NYSE and expects that it will request an extension of the six month period to regain compliance with the NYSE’s continued listing requirements. The Company is focused on coming into compliance with its reporting requirements.
Certain of the lenders and their affiliates have engaged in, and may in the future engage in, other commercial dealings in the ordinary course of business with the Company or its affiliates. They have received, or may in the future receive, customary fees and commissions for those transactions.
The foregoing description of the Second Extension Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Second Extension Agreement, a copy of which is filed as Exhibit 10.1 hereto and incorporated herein by reference.
| Item 1.01 | Financial Statements and Exhibits. |
WAGEWORKS, INC. ExhibitEX-10.1 2 d641966dex101.htm EX-10.1 EX-10.1 Exhibit 10.1 REPORTING EXTENSION AGREEMENT This REPORTING EXTENSION AGREEMENT (this “Agreement”),…To view the full exhibit click here
About WAGEWORKS, INC. (NYSE:WAGE)
WageWorks, Inc. is engaged in administering Consumer-Directed Benefits (CDBs). The Company administers CBDs, including pre-tax spending accounts, such as Health Savings Accounts (HSAs), health and dependent care Flexible Spending Accounts (FSAs), and Health Reimbursement Arrangements (HRAs), as well as Commuter Benefit Services, including transit and parking programs, wellness programs, Consolidated Omnibus Budget Reconciliation Act and other employee benefits. Its CDB programs assist employees and their families in saving money by using pre-tax dollars to pay for certain of their healthcare, dependent care and commuter expenses. Employers financially benefit from its programs through reduced payroll taxes. Under its FSA, HSA and commuter programs, employee participants contribute funds from their pre-tax income to pay for qualified out-of-pocket healthcare expenses not covered by insurance, such as co-pays, deductibles and over-the-counter medical products, or for commuting costs.
