8-K - Rimini Street, Inc. | StockGist

AI Analysis

AI-generated analysis. Always verify with the original filing.

Rimini Street, Inc. amended its Credit Agreement to modify restricted payment limits, establishing a $20 million annual cap starting fiscal year 2026 and a $50 million aggregate cap for payments made on or after January 1, 2026.

Key Takeaways

1Amendment No. 1 modifies the Amended and Restated Credit Agreement dated April 30, 2024, with Capital One, National Association as agent.

2Annual restricted payment limit is set at $20,000,000 for fiscal years ending December 31, 2026 and thereafter.

3Aggregate restricted payments made on or after January 1, 2026 are capped at $50,000,000.

4Previous terms allowed higher limits based on a percentage of LTM Consolidated EBITDA; new terms remove the EBITDA-based calculation.

5Restricted Payments include share repurchases, redemptions, and acquisitions of common stock for value.

Current Report Details

Event Type

Material Agreement

Financing

Exhibits Only

Disclosure

Mandatory

Variant

8-K

Items Reported

1.01

| ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT On March 27, 2026, Rimini Street, Inc. (the “ Company ”) entered into Amendment No. 1 (the “ Amendment ”) to that c

Material Agreement

$20.0M$50.0M$12.5M$50.0M

Source Document

2.03

| CREATION OF A DIRECT FINANCIAL OBLIGATION OR AN OBLIGATION UNDER AN OFF-BALANCE SHEET ARRANGEMENT OF A REGISTRANT The information set forth in Item 1.01 of th

Financing

9.01

| FINANCIAL STATEMENTS AND EXHIBITS (d) Exhibits. Exhibit No .: 10.1* | Exhibit Title: Amendment No. 1 to that certain Amended and Restated Credit Agreement dat

Exhibits Only

Transaction Details

Material Agreement

Agreement: Amendment No. 1 to Amended and Restated Credit Agreement
Parties: Rimini Street, Inc., Capital One, National Association, The Toronto-Dominion Bank, New York Branch, U.S. Bank National Association

•Amendment dated March 27, 2026 to Credit Agreement originally dated April 30, 2024.
•Annual Restricted Payments capped at $20,000,000 for fiscal years ending December 31, 2026 and thereafter.
•Aggregate Restricted Payments made on or after January 1, 2026 capped at $50,000,000.
•Previous annual limit was the greater of $12,500,000 or 20.0% of LTM Consolidated EBITDA.
•Previous aggregate limit was the greater of $50,000,000 or 100.0% of LTM Consolidated EBITDA.
•Restricted Payments include repurchase, redemption, or acquisition of common stock.

Debt / Financing

Instrument: Amended and Restated Credit Agreement

Exhibits (2)

10.1

EX-10.1

8-K