Item 1.01.Entry into a Material Definitive Agreement.
On March 13, 2020, Benefitfocus.com, Inc., a wholly owned subsidiary of
Benefitfocus, Inc. (the "Company"), executed an Amendment to Leases amending:
(i) the Lease Agreement dated January 1, 2009, as amended, between the Company
and Daniel Island Executive Center, LLC ("DIEC"); (ii) the Lease Agreement dated
May 31, 2005, as amended, between the Company and DIEC; and (iii) the Commercial
Lease Agreement dated December 13, 2013, as amended, between the Company and
DIEC II, LLC ("DIEC II" and, together with "DIEC", the "Lessors"). Pursuant to
the Amendment to Leases, the Company paid the Lessors $3,993,352 for rent due to
the Lessors from January 1, 2021 to June 1, 2021, representing an approximately
17% discount on rent due for those periods.
The Lessors are South Carolina limited liability companies. The Holland Family
Trust is part owner of each of the Lessors. Mason R. Holland, Jr., Executive
Chairman of the Company's Board of Directors (the "Board"), is affiliated with
the Holland Family Trust. In accordance with the Company's policies and
procedures with respect to related-party transactions, after being apprised of
Mr. Holland's relationship with the Lessors, the Audit Committee of the Board
and the disinterested directors carefully considered and then unanimously
approved the Amendment to Leases as being in the best interests of the Company
and its stockholders, other than Mr. Holland.
The description of Amendment to Leases provided above is qualified in its
entirety by reference to the full and complete terms of the Amendment to Leases,
which is filed as exhibit 10.26 to this Current Report on Form 8-K and is
incorporated herein by reference.
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 in Item 1.01 of this Current Report on Form 8-K
is incorporated by reference into this Item 2.03.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
Exhibit No. Description
10.26 Amendment to Leases between Daniel Island Executive Center, LLC,
DIEC II, LLC and Benefitfocus.com, Inc., dated as of March 13,
2020.
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