Appfolio INC 8-K Filing

Ticker: APPF · Form: 8-K · Filed: Oct 24, 2024 · CIK: 1433195

Appfolio INC 8-K Filing Summary
FieldDetail
CompanyAppfolio INC (APPF)
Form Type8-K
Filed DateOct 24, 2024
Pages5
Reading Time6 min
Key Dollar Amounts$0.0001, $80 million, $6 million
Sentimentneutral

Sentiment: neutral

FAQ

What type of filing is this?

This is a 8-K filing submitted by Appfolio INC (ticker: APPF) to the SEC on Oct 24, 2024.

What are the key financial figures in this filing?

Key dollar amounts include: $0.0001 (which registered Class A Common Stock, $0.0001 par value APPF NASDAQ Global Market I); $80 million (ggregate consideration of approximately $80 million in cash, subject to customary post-clos); $6 million (tock Incentive Plan worth approximately $6 million to certain continuing LiveEasy employee).

How long is this filing?

Appfolio INC's 8-K filing is 5 pages with approximately 1,473 words. Estimated reading time is 6 minutes.

Where can I view the full 8-K filing?

The complete filing is available on SEC EDGAR. You can also read the AI-decoded analysis with risk assessment and key highlights on ReadTheFiling.

Filing Stats: 1,473 words · 6 min read · ~5 pages · Grade level 13 · Accepted 2024-10-24 16:32:16

Key Financial Figures

Filing Documents

01 Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement. On October 22, 2024 (the "Closing Date"), AppFolio, Inc. (the "Company") acquired all of the shares of Move EZ, Inc., d/b/a LiveEasy ("LiveEasy"), pursuant to that certain Agreement and Plan of Merger (the "Merger Agreement"), dated as of the Closing Date, by and among the Company, Lilac Merger Sub, Inc., a wholly owned subsidiary of the Company ("Merger Subsidiary"), LiveEasy and WT Representative, LLC, in its capacity as representative for the equityholders of LiveEasy (the "Transaction"). Pursuant to the Merger Agreement, upon the filing of a Certificate of Merger with the Delaware Secretary of State on October 23, 2024, Merger Subsidiary was merged with and into LiveEasy and LiveEasy became a wholly-owned subsidiary of the Company, and the holders of the outstanding shares of LiveEasy (including the holders of other outstanding equity interests in LiveEasy) received aggregate consideration of approximately $80 million in cash, subject to customary post-closing working capital adjustments based on the level of net working capital of LiveEasy as of the Closing Date. In addition, the Company will issue new, time-based restricted stock units under the Company's 2015 Stock Incentive Plan worth approximately $6 million to certain continuing LiveEasy employees. Such restricted stock units will vest over a period of four years. LiveEasy operates a concierge platform that connects renters and homeowners with qualified providers for utilities, internet and cable, moving, home security, and more. The Merger Agreement contains customary representations, warranties, indemnities and covenants for a transaction of this nature. The Company has purchased a representations and warranties insurance policy in connection with the Merger Agreement, under which the Company may seek recourse for certain breaches of LiveEasy's representations and warranties in the Merger Agreement. The representations and warranties insurance polic

02 Results of Operations and Financial Condition

Item 2.02 Results of Operations and Financial Condition. On October 24, 2024, the Company issued a press release announcing its financial results for its third quarter ended September 30, 2024. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference. The information contained in this Item 2.02, including the press release attached as Exhibit 99.1 hereto, is being furnished and shall not be deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liability of that Section. Such information shall not be deemed to be incorporated by reference in any filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act, whether made before or after the date hereof, regardless of any general incorporation language in such filing, except as otherwise expressly set forth by specific reference in such a filing. Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. Departure of Chief Financial Officer On October 23, 2024, Fay Sien Goon, the Chief Financial Officer of the Company (who also serves as the Company's principal financial officer and principal accounting officer), notified the Company's Board of Directors (the "Board") of her plans to depart the Company as of October 25, 2024 (the "Separation Date"). Ms. Goon's departure is not related to any financial or accounting issue or the result of any disagreement with respect to the Company's operations, policies, or practices. Appointment of Interim Chief Financial Officer The Company has commenced a search for a successor to Ms. Goon and will consider internal and external candidates. Pending the appointment of Ms. Goon's successor, the Board, on October 23, 2024, appointed Tim Eaton as the Company' interim Chief Financial Officer (and principal financial o

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits: Exhibit Number Description 2.1 Agreement and Plan of Merger , dated as of October 22, 2024 , by and among the AppFolio, Inc. , Lilac Merger Sub, Inc. , Move EZ, Inc. and WT Representative, LLC 99.1 Press release issued on October 24 , 2024. 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. Date: October 24, 2024 AppFolio, Inc. By: /s/ Fay Sien Goon Name: Fay Sien Goon Title: Chief Financial Officer

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