Business Context and Reporting Period
Company: International Money Express, Inc. (IMXI)
Filing Type: Form 8-K (Current Report)
Date of Report: August 23, 2019
Reporting Period: Specific event date of August 23, 2019.
Business Context: The filing reports the entry into material definitive agreements regarding the modification of existing shareholder and registration rights contracts.
Key Financial Metrics
This filing does not contain financial statements, revenue, profit, cash flow, margin, debt, or liquidity data. The document focuses exclusively on corporate governance agreements and share transfer waivers.
Material Changes and Agreements
On August 23, 2019, the Company entered into two primary waivers with FinTech Investor Holdings II, LLC ("Sponsor") and related entities:
- Shareholders Agreement Waiver: Waived lock-up provisions in Section 4 of the Shareholders Agreement (dated July 26, 2018). This waiver applies to the distribution of 394,793 shares of common stock held by the Sponsor to its members on August 23, 2019, and an additional 394,785 shares to be distributed on October 15, 2019. Transferees are not obligated to be bound by the Shareholders Agreement.
- Registration Rights Agreement Waiver: Waived the requirement that transferees be bound by contractual lock-ups in connection with the first sale of registrable securities under the Form S-3 Registration Statement (File No. 333-232888) filed on July 30, 2019 ("First Offering"). This waiver is specific to the First Offering and does not apply to other members of the Sponsor or other sales.
Guidance, Outlook, and Risks
The filing contains no management commentary, financial guidance, or outlook for future periods. No specific risks or contingencies are detailed beyond the execution of the waivers described above.
Investor Verification Checklist
- Verify the total number of shares being transferred (789,578 shares total across two dates) and the impact on the Sponsor's remaining holdings.
- Confirm the status of the Form S-3 Registration Statement (File No. 333-232888) referenced in the Registration Rights Agreement Waiver.
- Review the original Shareholders Agreement and Registration Rights Agreement (dated July 26, 2018) to understand the specific lock-up provisions that were waived.
- Check for any subsequent filings regarding the actual distribution of shares on the scheduled dates (August 23 and October 15, 2019).