FWP 1 a19-12550_3fwp.htm FWP

 

Filed Pursuant to Rule 433 of the Securities Act of 1933

Issuer Free Writing Prospectus dated July 9, 2019

Relating to Amendment No. 1 to Preliminary Prospectus Supplement dated July 9, 2019

Registration No. 333-227231

 

$410,000,000

 

GRAPHIC

 

Shares of Common Stock

 

This free writing prospectus relates to the public offering (the “Offering”) of $410,000,000 of shares of common stock of HealthEquity, Inc. (the “Company”). On July 9, 2019, the Company filed Amendment No. 1 (“Amendment No. 1”) to its Preliminary Prospectus (Registration No. 333-227231) (the “Preliminary Prospectus”) relating to the Offering. The Preliminary Prospectus may be accessed through the following link: https://www.sec.gov/Archives/edgar/data/1428336/000104746919004044/a2239219z424b5.htm.

 

This free writing prospectus presents below certain amended financial data included in Amendment No. 1. This free writing prospectus should be read together with Amendment No. 1 carefully, especially the “Risk Factors” section and the financial statements and related notes, before deciding to invest in these securities. Unless the context otherwise requires, the terms “we,” “our” and similar terms used in this free writing prospectus refer to HealthEquity, Inc.

 

The following exhibit sets forth certain information included in Amendment No. 1 in the section referenced below. We identify revisions by underling the text where a change has occurred (indicated textually in the same manner as the following example: underlined text) as set out on the pages of the conformed Preliminary Prospectus attached as Exhibit A hereto.

 

The Company has filed an automatic shelf registration statement (including a related base prospectus) on Form S-3 and a preliminary prospectus supplement with the U.S. Securities and Exchange Commission (“SEC”) for the offering to which this communication relates. Before you invest, you should read the base prospectus and the preliminary prospectus for the offering to which this communication relates and other documents the Company files with the SEC for more complete information about the Company and this offering. You may obtain those documents for free by visiting EDGAR on the SEC website at www.sec.gov. Copies of the preliminary prospectus may also be obtained by contacting Wells Fargo Securities, LLC, Attention: Equity Syndicate Department, 375 Park Avenue , New York, New York 10152 or by telephone at (800) 326-5897, or by email at cmclientsupport@wellsfargo.com; Goldman Sachs & Co. LLC, Prospectus Department, 200 West Street, New York, NY 10282, telephone: 1-866-471-2526, facsimile: 212-902-9316 or by emailing prospectus-ny@ny.email.gs.com; J.P. Morgan Securities LLC, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, telephone: 1-866-803-9204; Citigroup Global Markets Inc., c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, at +1 (800) 831-9146; RBC Capital Markets, LLC, Attention: Equity Syndicate Department, 200 Vesey Street, 8th Floor, New York, NY 10281, at 1-877-822-4089 or by email at equityprospectus@rbccm.com; or SunTrust Robinson Humphrey, Inc. 3333 Peachtree Road NE, 9th Floor, Atlanta GA 30326, Attn: Prospectus Department, toll-free: 404-926-5744 or by email: strh.prospectus@suntrust.com.