Item 1.01 Entry into a Material Definitive Agreement
On May 9, 2019, WageWorks, Inc., a Delaware corporation (the “Company”), entered into a Reporting Extension Agreement and Waiver (the “Fourth Extension Agreement”), by and among the Company, the lenders party thereto and MUFG Union Bank, N.A., as administrative agent (“Agent”), relating to the Company’s existing Second Amended and Restated 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 Fourth Extension Agreement extends the time period for delivery to Agent and the lenders of the Company’s audited financial statements for the fiscal year ending December 31, 2018 until May 31, 2019. The Fourth Extension Agreement also waives noncompliance for late delivery to Agent and the lenders of amended and restated compliance certificates for certain prior reporting periods.
In connection with the Fourth Extension Agreement, the Company has agreed to pay Agent, for the account of the lenders, anon-refundable fee equal to $50,000.
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 Fourth Extension Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Third Extension Agreement, a copy of which is filed as Exhibit 10.1 hereto and incorporated herein by reference.
Item 8.01 Other Events.
The Company continues to work diligently to complete the preparation of its consolidated financial statements in order to be in a position to file its Form10-K for the year ended December 31, 2018 with the Securities and Exchange Commission (the “SEC”) as soon as possible, but in any event no later than the end of May 2019. The Company expects to file its Form10-Q for the quarter ended March 30, 2019 in June 2019. In summary, the Company anticipates achieving compliance with the periodic and annual report requirements of the Exchange Act in June 2019 at the latest.
Cautionary Statement Concerning Forward Looking Statements
ThisForm 8-K contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Exchange Act. Statements that include the words “anticipates,” “expects,” “believes,” “intends,” and similar expressions or future or conditional verbs such as “will,” “should,” “would,” “may” and “could” are generally forward-looking in nature and not historical facts. Forward-looking statements are based on management’s current expectations or beliefs about the Company’s future plans, expectations and objectives, including the Company’s expected timing for filing its Form10-Q for the quarter ended March 31, 2019 and its Form10-K. These forward-looking statements are not historical facts and are subject to risks and uncertainties that could cause the actual results to differ materially from those projected in these forward-looking statements. For a discussion of this and other related risks, please refer to the sections entitled “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in the most recent Annual Report onForm 10-K filed with the SEC and similar disclosures in subsequent periodic and current reports filed with the SEC. Readers of thisForm 8-K are cautioned not to place undue reliance on forward-looking statements contained herein, which speak only as of the date of thisForm 8-K.
Item 9.01 Exhibits
