Expensify Terminates Material Definitive Agreement

TL;DR

Expensify terminated a key deal, filing an 8-K on 8/28.

AI Summary

Expensify, Inc. filed an 8-K on August 28, 2024, to report the termination of a material definitive agreement. The filing also includes other events and financial statements/exhibits. The company is incorporated in Delaware and headquartered in Portland, Oregon.

Why It Matters

The termination of a material definitive agreement can signal a significant shift in the company's contractual relationships and future business operations.

Risk Assessment

Risk Level: medium — Termination of a material definitive agreement can indicate potential financial or operational disruptions.

Key Numbers

• 001-41043 — SEC File Number (Identifies the specific SEC filing for Expensify, Inc.)
• 27-0239450 — IRS Employer Identification No. (Tax identification number for Expensify, Inc.)

Key Players & Entities

• Expensify, Inc. (company) — Registrant
• August 28, 2024 (date) — Date of earliest event reported
• Delaware (jurisdiction) — State of Incorporation
• 401 SW 5th Ave Portland, Oregon 97204 (address) — Principal Executive Offices

FAQ

Key Financial Figures

• $0.0001 — tered Class A Common Stock, par value $0.0001 per share EXFY The Nasdaq Stock Market
• $2.33839 — e Company owned by Seller at a price of $2.33839 per share, which represents a weighted
• $1,510,455.90 — ice for this repurchase transaction was $1,510,455.90. The closing of such repurchase transac
• $39.5 million — purchase, the Company has approximately $39.5 million remaining under its repurchase authoriz

Filing Documents

• exfy-20240828.htm (8-K) — 28KB
• exhibit991-purchaseandsale.htm (EX-99.1) — 47KB
• 0001476840-24-000189.txt ( ) — 204KB
• exfy-20240828.xsd (EX-101.SCH) — 2KB
• exfy-20240828_lab.xml (EX-101.LAB) — 21KB
• exfy-20240828_pre.xml (EX-101.PRE) — 12KB
• exfy-20240828_htm.xml (XML) — 3KB

02 Termination of a Material Definitive Agreement

Item 1.02 Termination of a Material Definitive Agreement. On August 29, 2024, Expensify, Inc. (the "Company") repaid in full the mortgage for its commercial building in Portland, Oregon and terminated the associated Loan Agreement, dated August 22, 2019, by and between the Company as guarantor, 401 SW 5th Ave LLC, as borrower, and Canadian Imperial Bank of Commerce ("CIBC"), as lender (the "Loan Agreement"), and the Secured Promissory Note issued thereunder (together with the Loan Agreement, the "Loan Documents"). A summary of the material features of the Loan Documents can be found in the section entitled "Management's Discussion and Analysis of Financial Condition and Results of Operation—Liquidity and Capital Resources—Credit Facilities—Amortizing Term Mortgage" in the Company's Quarterly Report on Form 10-Q for the Quarterly Period ended June 30, 2024, and such summary is incorporated by reference into this Item 1.02 in its entirety. Upon receipt of such repayment and termination of the Loan Documents,, (i) all obligations of each party arising under or related to the Loan Documents were paid in full; (ii) all related liens were released; and (iii) any collateral which was held by CIBC, securing the outstanding obligations under the Loan Documents, was returned.

01 Other Events

Item 8.01 Other Events. On August 28, 2024, the Company entered into a Purchase and Sale Agreement (the "Purchase and Sale Agreement") with Barrett Trust LLC ("Seller"), pursuant to which the Company agreed to purchase an aggregate of 645,938 shares of Class A common stock, par value $0.0001 per share (the "Class A Common Stock") of the Company owned by Seller at a price of $2.33839 per share, which represents a weighted average price for the Class A Common Stock of the Company for the three (3) trading-day period ending August 27, 2024 as reported by Nasdaq. The aggregate purchase price for this repurchase transaction was $1,510,455.90. The closing of such repurchase transaction is expected to occur on or about September 3, 2024. Upon closing of the repurchase, the 645,938 shares of Class A Common Stock will be retired and will resume the status of authorized but unissued shares. The shares repurchased were repurchased under the Company's previously announced repurchase program. Following this repurchase, the Company has approximately $39.5 million remaining under its repurchase authorization. The foregoing description of the Purchase and Sale Agreement is qualified in its entirety by reference to the text of the Purchase and Sale Agreement, a copy of which is attached hereto as Exhibit 99.1 and incorporated herein by reference.

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits . Exhibit No. Description 99.1 Purchase and Sale Agreement, dated as of August 28, 2024, by and between Expensify, Inc. and Barrett Trust LLC. 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. Expensify, Inc. By: /s/ Ryan Schaffer Name: Ryan Schaffer Title: Chief Financial Officer Date: September 3, 2024

View Full Filing

View this 8-K filing on SEC EDGAR