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NUANCE COMMUNICATIONS, INC. Form 8-K: Current report

NUANCE COMMUNICATIONS, INC. Form 8-K: Current report

Filings on SEC EDGAR, newest first; amendments sit with their base form. Values are as filed.

  • 2022-03-04: Form 8-K; Period of report 2022-03-03; Description 1.01 Entry into a Material Definitive Agreement; 1.02 Termination of a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets; 2.04 Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement; 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing; 3.03 Material Modification to Rights of Security Holders; 5.01 Changes in Control of Registrant; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 8.01 Other Events; Details 1.01.
  • 2022-03-01: Form 8-K; Period of report 2022-03-01; Description 5.07 Submission of Matters to a Vote of Security Holders; Details 5.07.
  • 2022-02-07: Form 8-K; Period of report 2022-02-07; Description 2.02 Results of Operations and Financial Condition; Details 2.02.
  • 2021-11-18: Form 8-K; Period of report 2021-11-18; Description 2.02 Results of Operations and Financial Condition; Details 2.02.
FiledFormPeriod of reportDescriptionDetailsDocument
2022-03-048-K2022-03-031.01 Entry into a Material Definitive Agreement; 1.02 Termination of a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets; 2.04 Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement; 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing; 3.03 Material Modification to Rights of Security Holders; 5.01 Changes in Control of Registrant; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 8.01 Other Events1.01 Entry into a Material Definitive Agreement.
1.02 On the Closing Date, the Company repaid all outstanding borrowings under the Revolving Credit Agreement, dated as of February 4, 2021, among the Company, as borrower, the lenders party thereto and Barclays Bank PLC, as administrative agent (the “Existing Revolving Credit Facility”) and terminated the revolving credit commitments thereunder.
2.01 The information set forth in the Introduction of this Current Report on Form 8-K is incorporated by reference in this Item 2.01.
2.04 The description contained under the Introductory Note above and in Item 1.01 of this Current Report on Form 8-K is hereby incorporated by reference in its entirety into this Item 2.04.
3.01 The information set forth in the Introduction of this Current Report on Form 8-K is incorporated by reference in this Item 3.01.
3.03 The information set forth in the Introduction and under Item 2.01, Item 5.01 and Item 5.03 of this Current Report on Form 8-K is incorporated by reference in this Item 3.03.
5.01 The information set forth in the Introduction and under Item 2.01, Item 5.02 and Item 5.03 of this Current Report on Form 8-K is incorporated by reference in this Item 5.01.
5.02 The information set forth in the Introduction of this Current Report on Form 8-K is incorporated by reference in this Item 5.02.
5.03 At the Effective Time, (i) the Company’s certificate of incorporation was amended and restated in its entirety and (ii) the bylaws of Merger Sub became the bylaws of the Company, each in accordance with the terms of the Merger Agreement and the DGCL.
8.01 On March 3, 2022, the Company issued a conditional notice of full redemption (the “Conditional Notice of Full Redemption”) pursuant to the indenture, dated as of December 22, 2016 (as amended, supplemented or otherwise modified, the “Senior Notes Indenture”), between the Company and U.S. Bank National Association, as trustee, governing its 5.625% Senior Notes announcing that it intends to redeem all of its outstanding 5.625% Senior Notes on April 2, 2022 (such date, the “Redemption Date”) at a redemption price equal to 102.813% of the principal amount of the 5.625% Senior Notes, plus accrued and unpaid interest thereon, to, but not including, the Redemption Date.
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2022-03-018-K2022-03-015.07 Submission of Matters to a Vote of Security Holders5.07 On March 1, 2022, Nuance Communications, Inc. (the “Company”) held its 2022 Annual Meeting of Shareholders (the “Annual Meeting”).nuan-20220301.htm
2022-02-078-K2022-02-072.02 Results of Operations and Financial Condition2.02 On February 7, 2022, Nuance Communications, Inc. (the "Company") announced its financial results for the first quarter ended December 31, 2021.nuan-20220207.htm