Expensify Inc.
10/15/2025 | Press release | Distributed by Public on 10/15/2025 14:47
Material Agreement, Financial Obligation (Form 8-K)
Item 1.01 Entry into a Material Definitive Agreement.
On October 9, 2025, Expensify, Inc. ("Expensify" or the "Company") as borrower, the lenders party thereto and Canadian Imperial Bank of Commerce ("CIBC"), as administrative agent, entered into a Letter of Credit Facility and Security Agreement (the "LOC Security Agreement"). As previously disclosed, on July 1, 2025, the Company terminated the revolving credit facility under its Second Amended and Restated Loan and Security Agreement, dated February 13, 2025 and subsequently amended, between the Company, as borrower, the lenders party thereto, and CIBC, as administrative agent (as amended, the "Loan and Security Agreement"). Following such termination, certain terms, including collateral security, survived the termination with respect to outstanding Contingent Obligations (as defined in the Loan and Security Agreement) arising from Bank Services (as defined in the Loan and Security Agreement), and the Company's $7.5 million irrevocable standby letter of credit originally issued under the Loan and Security Agreement remained outstanding (the "LOC"). As of October 9, 2025, the Company had no amounts drawn on the LOC. The LOC Security Agreement, among other things, provides for the issuance of additional irrevocable standby letters of credit, governs the terms of the LOC, and grants to CIBC, for the ratable benefit of the lenders, a security interest in substantially all of the assets of the Company and its subsidiaries (including intellectual property), and also replaces the Loan and Security Agreement with respect to the Contingent Obligations described above. The LOC Security Agreement contains customary affirmative and negative covenants, representations and warranties, and default provisions.
The foregoing description of the LOC Security Agreement does not purport to be complete and is qualified in its entirety by reference to the complete terms of the LOC Security Agreement, a copy of which is attached as Exhibit 10.1 to this current report on Form 8-K and is incorporated herein by reference. The LOC Security Agreement has been included as an exhibit to this filing to provide investors and security holders with information regarding its terms and is not intended to provide any other factual information about Expensify or any of its subsidiaries. The representations and warranties in the LOC Security Agreement were made only for the purposes of the LOC Security Agreement, as of a specified date, and may be subject to a contractual standard of materiality different from what might be viewed as material to stockholders, or may have been used for the purpose of allocating risk between the parties. Accordingly, the representations and warranties in the LOC Security Agreement are not necessarily characterizations of the actual state of facts concerning Expensify or any of its subsidiaries at the time they were made or otherwise and should only be read in conjunction with the other information that Expensify makes publicly available in reports, statements and other documents filed with the SEC.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
The information in Item 1.01 of this current report on Form 8-K is incorporated into this Item 2.03 by reference.
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