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The Federal Reserve’s interest rate cut in response to the economic impact of the COVID-19 pandemic and other interest rate market conditions have caused interest rates to decline significantly.
−Removed: As a result, the funds that we place with our depository partners in this environment have been, and are likely to continue to be, placed at, lower interest rates than we originally expected.
−Removed: In addition, stock market volatility, such as a decline in the stock market, decreases HSA investment assets and the related fees we earn from HSA investment assets, and any future declines will also have a negative impact.
+Added: As a result, the funds that we place with our depository partners in this environment have been, and are likely to continue to be for the foreseeable future, placed at lower interest rates than we originally expected.
+Added: In addition, stock market volatility, such as a decline in the stock market, may decrease HSA investment assets and the related fees we earn from HSA investment assets.
We have also seen an increase in regulatory changes related to our products due to government responses to the COVID-19 pandemic and may continue to see additional regulatory changes, which changes require substantial time and costs for us to ensure compliance.
+Added: For example, regulatory changes related to our COBRA product have created uncertainty and additional workload on our team members, which could reduce our operational efficiency and result in additional costs.
Our financial results related to certain of our products have also been adversely affected.
For example, we have seen a significant decline in the use of commuter benefits and our members' spend on healthcare, which has negatively impacted both our interchange revenue and service revenue.
+Added: In addition, if the "work from home" trend continues after the pandemic, that would further negatively impact the revenue we receive from commuter benefits.
We have also seen a decline in interchange revenue across all other products.
Going forward, some Clients may be unable to pay fees required under contracts and exercise "force majeure" or similar defenses, which would negatively impact our financial results.
−Removed: In addition, as an increasing number of companies go out of business, the number of our Clients and potential Clients would be adversely affected.
−Removed: Increased unemployment may mean that fewer of our members utilize HSAs, FSAs or other CDBs.
−Removed: Regulatory changes related to our products, such as COBRA, have created uncertainty and additional workload on our team members, which could reduce our operational efficiency and result in additional costs.
+Added: In addition, as an increasing number of companies go out of business, the number of our Clients and potential Clients could be adversely affected.
+Added: Increased unemployment may mean that fewer of our members utilize HSAs or other CDBs.
In the event our financial results continue to be severely impacted or the impact worsens, it may make it more difficult for us to comply with the financial covenants in our credit agreement, which could result in a breach of the financial covenants and the acceleration of our outstanding debt by our lenders.
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The extent to which the COVID-19 pandemic will continue to negatively impact our business remains highly uncertain and, as a result, may continue to have a material and adverse impact on our business and financial results.
+Added: Our management has identified material weaknesses in our internal control over financial reporting that could adversely affect our ability to report our financial condition and results of operations in a timely and accurate manner.
+Added: Our management is responsible for establishing and maintaining adequate internal control over financial reporting, as defined in Rule 13a-15(f) under the Exchange Act.
+Added: Our management has determined that our internal control over financial reporting was not effective due to the existence of material weaknesses arising out of our acquisition of WageWorks.
+Added: See Item 4 - Controls and Procedures.
+Added: Until fully remediated, these material weaknesses may materially adversely affect our ability to report our financial condition and results of operations in a timely and accurate manner.
+Added: Although we have developed a plan to address the material weaknesses, we cannot provide a timeframe as to when the remediation will be completed and tested, nor can we assure you that the remediation, integration and testing process will not reveal additional material weaknesses or other deficiencies, so that our internal control over financial reporting and related disclosure controls and procedures are effective.
+Added: If we are unable to report our results in a timely and accurate manner, we may not be able to comply with the applicable covenants in our credit agreement, and may be required to seek waivers or repay amounts under the credit agreement earlier than anticipated, which could adversely impact our liquidity and financial condition.
+Added: Although we continually review and evaluate internal control systems to allow management to report on the sufficiency of our internal controls over financial reporting, we cannot assure you that we will not discover additional weaknesses in our internal control over financial reporting.
Incorporate by reference
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Exhibit Filing Date
−Removed: 10.1+ Transition and Separation Agreement between the Company and Darcy Mott, dated June 25 , 2020.
31.1+ Certification of the Principal Executive Officer Pursuant to Exchange Act Rules 13a-14(a) and 15d-14(a), as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
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101.PRE Inline XBRL Taxonomy presentation linkbase document
−Removed: 104 The cover page from the Company’s Quarterly Report on Form 10-Q for the quarter ended July 31, 2020, formatted in Inline XBRL.
+Added: 104 The cover page from the Company’s Quarterly Report on Form 10-Q for the quarter ended October 31, 2020, formatted in Inline XBRL.
+ Filed herewith.
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HEALTHEQUITY, INC.
−Removed: September 9, 2020 By:
+Added: December 9, 2020 By:
/s/ Darcy Mott
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Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.