---
schema_version: "secwatch.filing_event.v1"
accession: "0001628280-23-029176"
form_type: "8-K"
ticker: "WEX"
cik: "0001309108"
company_name: "WEX Inc."
filed_at: "2023-08-14T23:59:59+00:00"
generated_at: "2026-06-11T10:21:55.307902+00:00"
event_type: "other_material"
sentiment: "neutral"
materiality_score: 0.7
calibrated_materiality_score: 0.7
confidence: "high"
source: SEC EDGAR
---

# WEX repurchases all $310M convertible notes from Warburg Pincus for $370M cash

## Summary
- Repurchased $310M aggregate principal of 6.50% Convertible Senior Notes due 2027 from WP Bronco Holdings (Warburg Pincus affiliate).
- Purchase price of ~$370M includes accrued interest; funded by borrowings under existing credit facility.
- Repurchased notes were convertible into 1.55M shares of common stock; notes canceled.
- Concurrently amended credit agreement to allow Bank Regulated Subsidiaries to use Federal Reserve's Bank Term Funding Program.
- Second Amendment excludes BTFP indebtedness from consolidated funded debt for leverage ratio calculation.

## SEC filing metadata
- accession: 0001628280-23-029176
- form_type: 8-K
- ticker: WEX
- cik: 0001309108
- company_name: WEX Inc.
- filed_at: 2023-08-14T23:59:59+00:00
- event_type: other_material
- sentiment: neutral
- materiality_score: 0.7
- calibrated_materiality_score: 0.7
- confidence: high
- sec_items: 1.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1309108/000162828023029176/0001628280-23-029176-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1309108/000162828023029176/wex-20230810.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001628280-23-029176
- JSON: https://secwatch.observer/filing/0001628280-23-029176.json
- Plain text: https://secwatch.observer/filing/0001628280-23-029176.txt

## Key facts
- Material Agreements
  WEX Inc. amended Second Amendment to Amended and Restated Credit Agreement with Bank of America, N.A., as administrative agent (effective 2023-08-10).
  - Action: amendment
  - Agreement: credit facility
  - Counterparty: Bank of America, N.A., as administrative agent
  - Effective: 2023-08-10
  source text: On August 10, 2023, the Company entered into the Second Amendment to Amended and Restated Credit Agreement (the “Second Amendment”), which amends that certain Amended and Restated Credit Agreement, dated as of April 1, 2021, by and among the Company and certain of its subsidiaries, as borrowers, the lenders party thereto from time to time, and Bank of America, N.A., as administrative agent on behalf of the lenders
  evidence_url: https://www.sec.gov/Archives/edgar/data/1309108/000162828023029176/0001628280-23-029176-index.htm
- Material Agreements
  WEX Inc. entered into Repurchase Agreement with WP Bronco Holdings, LLC, an affiliate of funds managed by Warburg Pincus LLC valued at $310.0 million in aggregate principal amount (effective 2023-08-11).
  - Action: entry
  - Agreement: notes offering
  - Counterparty: WP Bronco Holdings, LLC, an affiliate of funds managed by Warburg Pincus LLC
  - Value: $310.0 million in aggregate principal amount
  - Effective: 2023-08-11
  source text: On August 11, 2023, WEX Inc. (the “Company”) entered into a privately negotiated repurchase agreement (the “Repurchase Agreement”) with WP Bronco Holdings, LLC, an affiliate of funds managed by Warburg Pincus LLC (the “Noteholder”), to repurchase all of the outstanding $310.0 million in aggregate principal amount (the “Repurchase”) of the Company’s outstanding 6.50% Convertible Senior Notes due 2027 (the “Convertible Notes”)
  evidence_url: https://www.sec.gov/Archives/edgar/data/1309108/000162828023029176/0001628280-23-029176-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.