0001309108False00013091082024-01-222024-01-22
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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Date of Report (Date of earliest event reported) | January 22, 2024 |
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WEX Inc. |
(Exact name of registrant as specified in its charter) |
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Delaware | | 001-32426 | | 01-0526993 |
(State or other jurisdiction of incorporation) | | (Commission File Number) | | (IRS Employer Identification No.) |
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| 1 Hancock Street | , | Portland | , | Maine | | 04101 |
Address of principal executive offices | Zip Code |
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Registrant's telephone number, including area code | | (207) | 733-8171 | |
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(Former name or former address if changes since last report) |
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
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| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
| Common Stock, $0.01 par value | WEX | New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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. ☐
Item 1.01 Entry Into a Material Definitive Agreement.
On January 22, 2024, WEX Inc. (the “Company”) and certain of its subsidiaries entered into the Fourth Amendment to Amended and Restated Credit Agreement (the “Fourth Amendment”), which amends that certain Amended and Restated Credit Agreement, dated as of April 1, 2021, by and among the Company and certain of its subsidiaries identified therein, the lenders party thereto from time to time, and Bank of America, N.A., as administrative agent on behalf of the lenders (as amended by the First Amendment to Amended and Restated Credit Agreement dated April 24, 2023, the Second Amendment to Amended and Restated Credit Agreement dated August 10, 2023, the Third Amendment to Amended and Restated Credit Agreement dated September 26, 2023, and as otherwise amended, restated, amended and restated, supplemented or otherwise modified prior to January 22, 2024, the “Existing Credit Agreement” and, as amended by the Fourth Amendment, the “Amended Credit Agreement”).
The Fourth Amendment, amends certain terms of the Existing Credit Agreement, including without limitation, to reprice the Company’s approximately $1.4 billion of existing tranche B term loans, in connection with the issuance of new tranche B term loans in the same amount. The Fourth Amendment reduces the applicable interest rate margin for tranche B term loans from 1.25% to 1.00% for base rate borrowings and 2.25% to 2.00% for term SOFR borrowings and removes the credit spread adjustment applicable to tranche B term loans which are SOFR borrowings. All other terms and provisions of the Amended Credit Agreement remain substantially the same as the Existing Credit Agreement.
From time to time, certain parties to the Amended Credit Agreement, and affiliates of those parties, have provided, and may in the future provide banking, investment banking, and other financial services to the Company or the Company’s affiliates. Such parties have received, or may in the future receive, customary fees and commissions for these services.
The foregoing description of the Fourth Amendment is qualified in its entirety by reference to the Fourth Amendment filed as Exhibit 10.1 to this Current Report on Form 8-K, which is incorporated by reference herein.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
The information set forth above under Item 1.01 is hereby incorporated by reference into this Item 2.03.
Item 9.01 Financial Statements and Exhibits.
(c) See attached Exhibit Index.
EXHIBIT INDEX
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Exhibit No. | | Description |
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10.1 | | |
104 | | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURE
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 hereunto duly authorized.
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| WEX INC. |
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Date: January 25, 2024 | By: | /s/ Jagtar Narula |
| | Jagtar Narula |
| | Chief Financial Officer |
