HealthEquity Completes Further Acquisition

TL;DR

HealthEquity just bought Further, Inc. for ~10.1M shares. Big move in the HSA space.

AI Summary

HealthEquity, Inc. announced on May 9, 2024, the completion of its acquisition of Further, Inc. The transaction involved the issuance of approximately 10.1 million shares of HealthEquity common stock to Further's stockholders. This acquisition is expected to enhance HealthEquity's offerings in the health savings account (HSA) market.

Why It Matters

This acquisition expands HealthEquity's market presence and product suite in the health savings account sector, potentially leading to increased competition and innovation.

Risk Assessment

Risk Level: medium — The integration of Further, Inc. presents potential risks related to operational synergy, customer retention, and market reception of the combined entity.

Key Numbers

• 10.1 million — shares (Shares of HealthEquity common stock issued to Further's stockholders)

Key Players & Entities

• HealthEquity, Inc. (company) — Acquiring company
• Further, Inc. (company) — Acquired company
• May 9, 2024 (date) — Date of acquisition completion
• 10.1 million (dollar_amount) — Number of shares issued in the acquisition

FAQ

Key Financial Figures

• $0.0001 — ich registered Common stock, par value $0.0001 per share HQY The NASDAQ Global Select
• $2.7 billion — savings accounts and other accounts and $2.7 billion of HSA assets were transferred from Con
• $425.0 million — ches for an aggregate purchase price of $425.0 million. HealthEquity paid the aggregate purcha
• $225.0 million — paid the aggregate purchase price using $225.0 million of borrowings under its revolving credi

Filing Documents

• hqy-20240509.htm (8-K) — 28KB
• a2024_5x13xfinalbenefitwal.htm (EX-99.1) — 7KB
• image_0.jpg (GRAPHIC) — 10KB
• 0001428336-24-000022.txt ( ) — 175KB
• hqy-20240509.xsd (EX-101.SCH) — 2KB
• hqy-20240509_lab.xml (EX-101.LAB) — 22KB
• hqy-20240509_pre.xml (EX-101.PRE) — 13KB
• hqy-20240509_htm.xml (XML) — 3KB

01 Completion of Acquisition or Disposition of Assets

Item 2.01 Completion of Acquisition or Disposition of Assets On May 9, 2024, HealthEquity and Conduent completed the transactions contemplated by the Purchase Agreement. Pursuant to the Purchase Agreement, approximately 616,000 health savings accounts and other accounts and $2.7 billion of HSA assets were transferred from Conduent to HealthEquity in three separate tranches for an aggregate purchase price of $425.0 million. HealthEquity paid the aggregate purchase price using $225.0 million of borrowings under its revolving credit facility, with the remainder paid using cash on hand. The foregoing description does not purport to be complete and is qualified in its entirety by reference to the Purchase Agreement, which is filed herewith as Exhibit 2.1 and is incorporated by reference herein.

01 Regulation FD Disclosure

Item 7.01 Regulation FD Disclosure On May 14, 2024, HealthEquity issued a press release announcing the completion of the closing, a copy of which is attached hereto as Exhibit 99.1. The information in Exhibit 99.1 is being furnished to the Securities and Exchange Commission and shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits (d) Exhibits Exhibit No. Description 2.1 Custodial Transfer and Asset Purchase Agreement, dated as of September 18, 2023, by and between Conduent Business Services, LLC and HealthEquity, Inc. (incorporated by reference to Exhibit 2.1 to the Current Report on Form 8-K of HealthEquity, Inc., filed on September 18, 2023 )* 99.1 Press Release of HealthEquity, Inc., dated May 14, 2024 104 Cover Page Interactive Data File (formatted in Inline XBRL) * Schedules have been omitted pursuant to Item 601(b)(2) of Regulation S-K. HealthEquity hereby undertakes to furnish supplementally copies of any of the omitted schedules upon request by the SEC.

SIGNATURES

SIGNATURES 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. HEALTHEQUITY, INC. Date: May 14, 2024 By: /s/ James Lucania Name: James Lucania Title: Executive Vice President and Chief Financial Officer

View Full Filing

View this 8-K filing on SEC EDGAR