{"schema_version":"secwatch.filing_event.v1","accession":"0001193125-24-021865","form_type":"8-K","ticker":null,"cik":"0001841804","company_name":"INSTRUCTURE HOLDINGS, INC.","filed_at":"2024-02-01T23:59:59+00:00","discovered_at":"2026-05-14T18:03:25.923810+00:00","generated_at":"2026-06-06T11:27:13.598251+00:00","sec_items":["1.01","2.01","2.03","7.01","9.01"],"event_type":"m_and_a","sentiment":"neutral","materiality_score":0.75,"calibrated_materiality_score":0.75,"confidence":"high","headline":"Instructure closes acquisition of Parchment for ~$686M; adds 13K credential-management customers","bullets":["Acquisition of PCS Holdings (Parchment) closed Feb 1, 2024; total consideration approx. $686M net of debt/expenses.","Financed with $685M in incremental term loans under amended credit agreement dated Feb 1, 2024.","Parchment serves over 13,000 customers and has exchanged more than 165 million credentials.","CEO Steve Daly says deal creates a lifelong digital passport for learners, expands non-traditional learning support."],"urls":{"canonical":"https://secwatch.observer/filing/0001193125-24-021865","json":"https://secwatch.observer/filing/0001193125-24-021865.json","markdown":"https://secwatch.observer/filing/0001193125-24-021865.md","text":"https://secwatch.observer/filing/0001193125-24-021865.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1841804/000119312524021865/0001193125-24-021865-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1841804/000119312524021865/d559740d8k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-06T11:27:13.598251+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":"40da95e7ea8834b763d5c166b16688fd476a3b89","claim":"INSTRUCTURE HOLDINGS, INC. incurred term loan of $685,000,000 with JPMorgan Chase Bank, N.A., as administrative agent, and the lenders named therein.","evidence_excerpt":"the lenders named in the Second Amendment agreed, severally and not jointly, to extend additional 2023 Incremental Term Loans (as defined in the Credit Agreement) (the “2023 Incremental Term Loans”) to the Company under the Credit Agreement in an aggregate principal amount equal to $685,000,000.","evidence_source":"SEC 8-K Item 2.03/2.04","evidence_url":"https://www.sec.gov/Archives/edgar/data/1841804/000119312524021865/0001193125-24-021865-index.htm","confidence":0.9,"family_label":"Debt Financings","details":[{"label":"Instrument","value":"term loan"},{"label":"Principal","value":"$685,000,000"},{"label":"Counterparty","value":"JPMorgan Chase Bank, N.A., as administrative agent, and the lenders named therein"},{"label":"Event","value":"incurrence"}],"fact_type":"debt_financing"},{"claim_id":"ab19d2088c9add673ac7ac85be5eee48bd10ef18","claim":"INSTRUCTURE HOLDINGS, INC. completed an acquisition involving PCS Holdings, LLC for approximately $686 million, net of repaid indebtedness and transaction expenses (closed 2024-02-01).","evidence_excerpt":"Term Loans (as defined in the Credit Agreement) (the “2023 Incremental Term Loans”) to the Company under the Credit Agreement in an aggregate principal amount equal to $685,000,000. The Company used the proceeds of the 2023 Incremental Term Loans, borrowed under the Credit Agreement, to finance (i) the cash consideration for the acquisition of PCS Holdings,","evidence_source":"SEC 8-K Item 2.01/5.01","evidence_url":"https://www.sec.gov/Archives/edgar/data/1841804/000119312524021865/0001193125-24-021865-index.htm","confidence":0.9,"family_label":"M&A Transactions","details":[{"label":"Action","value":"acquisition"},{"label":"Counterparty","value":"PCS Holdings, LLC"},{"label":"Consideration","value":"approximately $686 million, net of repaid indebtedness and transaction expenses"},{"label":"Closing","value":"2024-02-01"}],"fact_type":"ma_transaction"},{"claim_id":"e3476c7e20f8e08d662958c8d2b908ebd02157e1","claim":"INSTRUCTURE HOLDINGS, INC. amended Second Amendment to the Credit Agreement with JPMorgan Chase Bank, N.A., as administrative agent, and the lenders named therein valued at $685,000,000 (effective 2024-02-01).","evidence_excerpt":"On February 1, 2024, Instructure Holdings, Inc. (the “Company”) entered into the Second Amendment to the Credit Agreement (the “Second Amendment”), which amends that certain Credit Agreement, dated as of October 29, 2021 (as amended by that certain First Amendment to Credit Agreement, dated as of June 7, 2023, and as further amended, restated, amended and restated, supplemented or otherwise modified, the “Credit Agreement”), by and among the Company and certain of its subsidiaries, JPMorgan Chase Bank, N.A., as administrative agent, and the lenders named therein.","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1841804/000119312524021865/0001193125-24-021865-index.htm","confidence":0.9,"family_label":"Material Agreements","details":[{"label":"Action","value":"amendment"},{"label":"Agreement","value":"credit facility"},{"label":"Counterparty","value":"JPMorgan Chase Bank, N.A., as administrative agent, and the lenders named therein"},{"label":"Value","value":"$685,000,000"},{"label":"Effective","value":"2024-02-01"}],"fact_type":"material_agreement"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}