UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) January 9, 2018
FlexShopper, Inc.
(Exact name of registrant as specified in its charter)
| Delaware | 001-37945 | 20-5456087 | ||
| (State or other jurisdiction of incorporation |
(Commission File Number) | (IRS Employer Identification No.) |
| 2700 North Military Trail, Ste. 200 Boca Raton, FL |
33431 | |
| (Address of principal executive offices) | (Zip Code) | |
| Registrant's telephone number, including area code | (855) 353-9289 |
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
| Item 1.01 | Entry into a Material Definitive Agreement. |
On January 9, 2018, FlexShopper, Inc. (the “Company”), through a wholly-owned indirect subsidiary (the “Borrower”), entered into a letter agreement (the “Commitment Extension”) with WE 2014-1, LLC (the “Administrative Agent and Lender”), an affiliate of Waterfall Asset Management, LLC, to extend the Commitment Termination Date (as that term is defined the Credit Agreement originally entered into on March 6, 2015 by and among the Borrower, the Administrative Agent and Lender, and certain other lenders thereunder from time to time (as amended from time to time, the “Credit Agreement”)). The Commitment Extension modified the Credit Agreement to extend the Commitment Termination Date from April 1, 2018 to August 31, 2018.
A copy of the Commitment Extension is filed with this report as Exhibit 10.1 and is hereby incorporated by reference herein. The foregoing description of the Commitment Extension does not purport to be complete and is qualified in its entirety by reference to the full text of such document.
| Item 2.02 | Results of Operations and Financial Condition |
On January 11, 2018, the Company announced certain financial results for the quarter ended December 31, 2017. A copy of the press release is being furnished as Exhibit 99.1 to this Current Report on Form 8-K.
The information furnished in this Item 2.02 and Exhibit 99.1 attached to this Current Report on Form 8-K 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 into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.
| Item 9.01 | Financial Statements and Exhibits. |
The exhibits furnished as a part of this Current Report on Form 8-K are listed in the Exhibit Index attached hereto and incorporated herein by reference.
| 1 |
EXHIBIT INDEX
| 2 |
SIGNATURE
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.
| FlexShopper, Inc. | ||
| January 12, 2018 | By: | /s/ Brad Bernstein |
| Brad
Bernstein, Chief Executive Officer | ||
| 3 |
Exhibit 10.1
WE 2014-1, LLC
1140 Avenue of the Americas
New York, NY 10036
January 9, 2018
FlexShopper 2, LLC
2700 N. Military Trail, Suite 200
Boca Raton, FL 33431
Re: Notice to Extend Commitment Termination Date
Ladies and Gentlemen:
We refer to the Credit Agreement (as amended from time to time, the “Credit Agreement”), dated as of March 6, 2015, among FlexShopper 2, LLC, Wells Fargo Bank, National Association, as paying agent, the various lenders from time to time party thereto and WE 2014-1, LLC, as administrative agent. Capitalized terms not defined herein shall have the meanings set forth in the Credit Agreement.
Pursuant to the Credit Agreement, the Administrative Agent and the Lender hereby notify the Company that the date in clause (i) of the definition of “Commitment Termination Date” is hereby extended from April 1, 2018 to August 31, 2018.
Please acknowledge this letter by countersigning under your name below.
[Signature Page Follows]
| WE 2014-1, LLC, | ||
| as Administrative Agent and Lender | ||
| By: | /s/ Thomas Buttacavoli | |
| Name: | Thomas Buttacavoli | |
| Title: | Manager | |
Acknowledged as of the date first above written:
| FLEXSHOPPER 2, LLC, | ||
| as a Company | ||
| By: | /s/ Brad Bernstein | |
| Name: | Brad Bernstein | |
| Title: | CEO | |
Exhibit 99.1
FlexShopper Reports Record Gross Lease Originations
During Holiday Season in December (up 27.5%)
BOCA RATON, FL., January 11, 2018 -- FlexShopper, Inc. (Nasdaq: FPAY) (“FlexShopper” or the “Company”), a leading national online lease-to-own (“LTO”) retailer and LTO payment solution provider, today announced record year-over-year lease origination growth in December 2017, with gross lease originations increasing 27.5% to 25,140 from 19,712 during December 2016. This increase in lease originations coupled with a 3% increase in average order value resulted in a 34% increase in gross lease purchases in December to $10.2 million from $7.6 million in December 2016.
FlexShopper is pleased to share the additional following preliminary data points regarding 4th Quarter business activity:
| · | Gross lease purchases increased 22.5% to $18.9 million in Q4 2017 from $15.4 million in Q4 2016. |
| · | Lease origination growth was achieved with a 13% decrease in Q4 marketing spend versus last year reflecting increased marketing optimization. |
| · | FlexShopper’s enhanced underwriting model increased lease approval rates by 27%, also contributing to the Company’s lease origination growth. |
| · | Our automated digital pay per click (PPC) advertising platform, FLEX-AADS, enabled us to scale in PPC resulting in 177% more approvals in this channel in Q4 2017 vs. Q4 2016. |
Management Commentary
Brad Bernstein, CEO, stated, “We concluded an extremely successful holiday season which is a testament to achievements in all of our departments. A faster, friendlier ecommerce site, enhanced underwriting, and digital marketing expansion are some of the factors that contributed to our significant growth during this period. We continue to execute on our strategy of scaling the business, increasing back-end efficiencies, optimizing and expanding marketing, maintaining lease portfolio performance and integrating retailers. Heading into 2018, we are very excited about our growth prospects.”
About FlexShopper
FlexShopper, LLC, a wholly owned subsidiary of FlexShopper, Inc. (FPAY), is a financial and technology company that
provides brand name electronics, home furnishings and other durable goods to consumers on a lease-to-own (LTO) basis through
its e-commerce marketplace (www.FlexShopper.com) and patent pending LTO payment method. FlexShopper also provides
LTO technology platforms to retailers and e-retailers to facilitate transactions with consumers who want to acquire their
products, but do not have sufficient cash or credit. FlexShopper approves consumers utilizing its proprietary
consumer screening model, collects from consumers under a LTO contract and funds the LTO transactions by paying merchants
for the goods. Follow us on Facebook or Twitter @FlexShopper.
Forward-Looking Statements
Certain statements in this press release constitute "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements involve inherent risks and uncertainties which could cause actual results to differ materially from those in the forward-looking statements, as a result of various factors including those risks and uncertainties described in the Risk Factors and in Management's Discussion and Analysis of Financial Condition and Results of Operations sections of the Company’s most recently filed Annual Report on Form 10-K and its subsequently filed Quarterly Reports on Form 10-Q. The Company urges you to consider those risks and uncertainties in evaluating its forward-looking statements. The Company cautions readers not to place undue reliance upon any such forward-looking statements, which speak only as of the date made. Except as otherwise required by the federal securities laws, the Company disclaims any obligation or undertaking to publicly release any updates or revisions to any forward-looking statement contained herein (or elsewhere) to reflect any change in its expectations with regard thereto or any change in events, conditions or circumstances on which any such statement is based.
Contact:
Jeremy Hellman
Senior Associate
The Equity Group
212-836-9626
jhellman@equityny.com
FlexShopper, Inc.
Investor Relations
ir@flexshopper.com
FlexShopper Inc.