Item 1.01 Entry into a Material Definitive Agreement

On October 4, 2021, HealthEquity, Inc. (the "Company") and certain of its subsidiaries entered into a purchase agreement with the representative of the initial purchasers named therein (the "Purchase Agreement"), pursuant to which the Company agreed to sell $100 million aggregate principal amount of its 4.500% Senior Notes due 2029 at an issue price of 100.750% of their aggregate principal amount. The offering is in addition to the previously announced offering of $500 million aggregate principal amount of its 4.500% Senior Notes due 2029, which were priced at 100.000% of their aggregate principal amount. The offerings are expected to close on October 8, 2021, subject to customary closing conditions.

The Purchase Agreement contains customary representations, warranties and agreements by the Company, customary conditions to closing, indemnification obligations of the Company and the initial purchasers, other obligations of the parties and termination provisions.

A copy of the Purchase Agreement is attached as Exhibit 1.1 hereto and is incorporated by reference herein.

The Company intends to use the net proceeds from the offerings, together with cash on hand and borrowings under new credit facilities, to refinance outstanding amounts under its existing term loan and/or for general corporate purposes.

Item 9.01 Financial Statements and Exhibits





(d) Exhibits



Exhibit No.   Description
  1.1           Purchase Agreement, dated as of October 4, 2021, between the Company
              and J.P. Morgan Securities LLC as Representative of the several Initial
              Purchasers listed in Schedule 1 thereto.
104           Cover Page Interactive Data File (formatted in Inline XBRL)






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