Current Report Filing (8-k)
December 27 2022 - 4:04PM
Edgar (US Regulatory)
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2022-12-22
2022-12-22
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported)
December 22, 2022
YEXT, INC.
(Exact name of registrant as specified in
its charter)
Delaware |
|
001-38056 |
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20-8059722 |
(State or other jurisdiction of incorporation) |
|
(Commission File Number) |
|
(IRS Employer
Identification No.) |
61 Ninth Avenue
New York, NY 10011
(Address of principal executive offices,
including zip code)
(212) 994-3900
(Registrant’s telephone number, including
area code)
Not Applicable
(Former name or former address, if changed
since last report)
Check the appropriate box below if the Form 8-K filing
is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General
Instruction A.2. below):
| ¨ | Written communications pursuant to Rule 425 under
the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under
the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under
the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under
the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of
the Act:
Title of each class |
|
Trading Symbol(s) |
|
Name of each exchange on which registered |
Common Stock, par value $0.001 per share |
|
YEXT |
|
New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging
growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of
the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging
Growth Company ¨
If an emerging
growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with
any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
Item 1.01. | Entry into a Material Definitive Agreement. |
On December 22, 2022, Yext, Inc. (the
“Company”) entered into a second amendment (“Amendment No. 2”) to that certain Credit Agreement, dated March 11,
2020, by and among the Company, as borrower, Yext Holdings, LLC, as guarantor, the lenders from time to time party thereto, and Silicon
Valley Bank, as administrative agent, collateral agent, issuing lender and swingline lender (as amended by that certain First Amendment
to Credit Agreement and Guarantee and Collateral Agreement dated as of January 29, 2021, the “Credit Facility”). Amendment
No. 2 amends the Credit Facility to, among other things (i) extend the maturity date of the Credit Facility to December 22,
2025, (ii) amend the interest rate provisions to replace LIBOR with SOFR as the interest rate benchmark, (iii) amend the recurring
revenue growth rate financial covenant, and (iv) make certain other revisions as more fully set forth therein. As amended, the revolving
loans bear interest, at the Company’s election, at an annual rate based on SOFR or a base rate. Loans based on SOFR shall bear interest
at a rate between SOFR plus 2.50% and SOFR plus 3.00%, depending on the Company’s average daily usage of the revolving loan facility
and subject to a SOFR floor of 1.00%. Loans based on the base rate shall bear interest at a rate between the base rate minus 0.50% and
the base rate plus 0.00%, depending on the Company’s average daily usage of the revolving loan facility.
The description of Amendment No. 2 is qualified
in its entirety by reference to the text of Amendment No. 2, which is filed as Exhibit 10.1 to this Current Report on Form 8-K
and is incorporated herein by reference.
Item 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 above is
incorporated herein by reference.
Item 9.01 |
Financial Statements and Exhibits. |
(d) Exhibits.
Exhibit No. |
|
Description |
10.1 |
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Second Amendment to Credit Agreement, dated as of December 22, 2022, by and among Yext, Inc., Yext Holdings, LLC, the lenders from time to time party thereto, and Silicon Valley Bank, as administrative agent, collateral agent, issuing lender and swingline lender. |
104 |
|
Cover Page Interactive Data File (formatted as Inline XBRL) |
SIGNATURES
Pursuant to the requirements of the Securities
Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly
authorized.
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YEXT, INC. |
|
|
|
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By: |
/s/ Darryl Bond |
|
|
Darryl Bond
Chief Financial Officer |
Date: December 27, 2022
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