{"schema_version":"secwatch.filing_event.v1","accession":"0001104659-23-039214","form_type":"8-K","ticker":"RBBN","cik":"0001708055","company_name":"Ribbon Communications Inc.","filed_at":"2023-03-30T23:59:59+00:00","discovered_at":"2026-05-14T18:03:46.221579+00:00","generated_at":"2026-06-17T09:23:56.016961+00:00","sec_items":["1.01","2.03","3.02","5.03","7.01","9.01"],"event_type":"other_material","sentiment":"neutral","materiality_score":0.75,"calibrated_materiality_score":0.75,"confidence":"high","headline":"Ribbon completes $53.4M preferred stock private placement, repays $75M term loan","bullets":["Gross proceeds of ~$53.4M from 55,000 Series A preferred shares at $970 each and warrants for 4.86M common shares at $3.77.","Net proceeds used with cash and swap proceeds to prepay $75M of Term Loan A under senior secured credit facility.","Sixth Amendment reduces revolver to $75M, replaces LIBOR with Term SOFR, increases leverage ratio covenant.","Participation from three largest stockholders: Neuberger Berman, JPMorgan Chase, Swarth Investments.","Preferred stock pays cumulative dividends of 9.25% (yr1), 9.75% (yr2), 12% thereafter; mandatory redemption Sept 30, 2025 at 102%."],"urls":{"canonical":"https://secwatch.observer/filing/0001104659-23-039214","json":"https://secwatch.observer/filing/0001104659-23-039214.json","markdown":"https://secwatch.observer/filing/0001104659-23-039214.md","text":"https://secwatch.observer/filing/0001104659-23-039214.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1708055/000110465923039214/0001104659-23-039214-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1708055/000110465923039214/tm2310899d1_8k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-17T09:23:56.016961+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"08e59ebb363126192b5b8574f703f0902286cfad","claim":"Ribbon Communications Inc.: Filed a Certificate of Designation with the Delaware Secretary of State designating 63,250 shares of Series A preferred stock, effective as of March 30, 2023 (effective 2023-03-30).","evidence_excerpt":"Pursuant to the terms of the Purchase Agreement, the Company filed with the Delaware Secretary of State a Certificate of Designation, Preferences and Rights (the “ Certificate of Designation ”) designating 63,250 shares of the Preferred Stock, effective as of the Closing Date, which is attached as Exhibit 3.1 to this Current Report on Form 8-K.","evidence_source":"SEC 8-K Item 5.03/5.05/5.06","evidence_url":"https://www.sec.gov/Archives/edgar/data/1708055/000110465923039214/0001104659-23-039214-index.htm","confidence":0.95,"family_label":"Governance Changes","details":[{"label":"Change","value":"charter amendment"},{"label":"Effective","value":"2023-03-30"}],"fact_type":"governance_change"},{"claim_id":"2643eaed64127da532c7428646633373f10a0601","claim":"Ribbon Communications Inc. entered into Securities Purchase Agreement with certain investors (the Purchasers) valued at Issuance and sale of 55,000 shares of Series A preferred stock at $970 per share and warrants to pur (effective 2023-03-28).","evidence_excerpt":"On March 28, 2023, the Company entered into a Securities Purchase Agreement (the “ Purchase Agreement ”) with certain investors (the “ Purchasers ”) for the sale by the Company in a private placement (the “ Private Placement ”) of (i) 55,000 shares of the Company’s Series A preferred stock, par value $0.01 per share (the “ Preferred Stock ”), at a price per share of $970, and (ii) warrants (the “ Warrants ” and, together with the Preferred Stock, the “ Securities ”) to purchase up to an aggregate of 4,858,090 shares (the “ Warrant Shares ”) of the Company’s common stock, par value $0.0001 per share (the “ Common Stock ”).","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1708055/000110465923039214/0001104659-23-039214-index.htm","confidence":0.99,"family_label":"Material Agreements","details":[{"label":"Action","value":"entry"},{"label":"Agreement","value":"equity purchase"},{"label":"Counterparty","value":"certain investors (the Purchasers)"},{"label":"Value","value":"Issuance and sale of 55,000 shares of Series A preferred stock at $970 per share and warrants to pur"},{"label":"Effective","value":"2023-03-28"}],"fact_type":"material_agreement"},{"claim_id":"e00ff72c6b3d1585bc18f8ee1cb057cb072e569a","claim":"Ribbon Communications Inc. amended Sixth Amendment to Credit Agreement with Citizens Bank, N.A., Santander Bank, National Association, and other lenders valued at Amended credit agreement reducing revolving loan availability to $75 million, reducing letter of cre (effective 2023-03-24).","evidence_excerpt":"On March 24, 2023 (the “ Sixth Amendment Effective Date ”), Ribbon Communications Inc. (the “ Company ”), Ribbon Communications Operating Company, Inc. (the “ Borrower ”), and certain of their subsidiaries entered into a Sixth Amendment to Credit Agreement (the “ Sixth Amendment ”), which amends that certain Credit Agreement (as previously amended, the “ Existing Credit Agreement ” and, as amended by the Sixth Amendment, the “ Credit Agreement ”; the credit facilities thereunder, the “ Senior Secured Credit Facilities ”), dated as of March 3, 2020, by and among the Company, as a guarantor, the Borrower, Citizens Bank, N.A., as administrative agent (in such capacity, the “ Administrative Agent ”), a lender, issuing lender, swingline lender, joint lead arranger and bookrunner, Santander Bank, National Association, as a lender, joint lead arranger and bookrunner, and the other lenders party thereto (each, together with Citizens Bank, N.A. and Santander Bank, National Association, referred","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1708055/000110465923039214/0001104659-23-039214-index.htm","confidence":0.99,"family_label":"Material Agreements","details":[{"label":"Action","value":"amendment"},{"label":"Agreement","value":"credit facility"},{"label":"Counterparty","value":"Citizens Bank, N.A., Santander Bank, National Association, and other lenders"},{"label":"Value","value":"Amended credit agreement reducing revolving loan availability to $75 million, reducing letter of cre"},{"label":"Effective","value":"2023-03-24"}],"fact_type":"material_agreement"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}