According to the Complaint, WageWorks is a leader in administering Consumer-Directed Benefits (“CDBs”). The Company is dedicated to administering CDBs, including pre-tax spending accounts, such as Health Savings Accounts, health and dependent care Flexible Spending Accounts, Health Reimbursement Arrangements, and Commuter Benefit Services, including transit and parking programs, wellness programs, COBRA, and other employee benefits.
This action stems from a proposed transaction announced on June 27, 2019, pursuant to which WageWorks, Inc.
will be acquired by HealthEquity, Inc.
On June 26, 2019, WageWorks’ Board of Directors caused the Company to enter into an agreement and plan of merger with HealthEquity. Pursuant to the terms of the Merger Agreement, WageWorks’ stockholders will receive $51.35 in cash for each share of WageWorks common stock they own.
On July 29, 2019, Defendants filed a proxy statement with the United States Securities and Exchange Commission in connection with the Proposed Transaction, which scheduled a stockholder vote on the Proposed Transaction for August 28, 2019.
The Complaint alleges that the Proxy Statement omits material information with respect to the Proposed
Transaction, which renders the Proxy Statement false and misleading.