---
schema_version: "secwatch.filing_event.v1"
accession: "0001193125-24-095496"
form_type: "8-K"
ticker: "CRNC"
cik: "0001768267"
company_name: "Cerence Inc."
filed_at: "2024-04-15T23:59:59+00:00"
generated_at: "2026-06-03T22:58:54.183973+00:00"
event_type: "debt"
sentiment: "neutral"
materiality_score: 0.65
calibrated_materiality_score: 0.65
confidence: "high"
source: SEC EDGAR
---

# Cerence amends credit agreement: new EBITDA covenant, tighter leverage, maturity extended to 2026

## Summary
- Amendment No. 3: net secured leverage ratio ≤3.00x, minimum EBITDA from -$5M to $40M, liquidity ≥$50M, capex ≤$10M.
- Interest margin increased to SOFR+3.00% (SOFR loans) or ABR+2.00%.
- Revolving facility maturity changed to April 1, 2026, with early maturity trigger if 2025 convertible notes not refinanced.
- Truist Bank's commitment terminated; remaining lenders Wells Fargo, First-Citizens, Citibank.

## SEC filing metadata
- accession: 0001193125-24-095496
- form_type: 8-K
- ticker: CRNC
- cik: 0001768267
- company_name: Cerence Inc.
- filed_at: 2024-04-15T23:59:59+00:00
- event_type: debt
- sentiment: neutral
- materiality_score: 0.65
- calibrated_materiality_score: 0.65
- confidence: high
- sec_items: 1.01, 2.03, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1768267/000119312524095496/0001193125-24-095496-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1768267/000119312524095496/d823611d8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001193125-24-095496
- JSON: https://secwatch.observer/filing/0001193125-24-095496.json
- Plain text: https://secwatch.observer/filing/0001193125-24-095496.txt

## Key facts
- Debt Financings
  Cerence Inc. amended credit facility with Wells Fargo Bank, N.A., as administrative agent at SOFR plus 3.00% maturing April 1, 2026.
  - Instrument: credit facility
  - Counterparty: Wells Fargo Bank, N.A., as administrative agent
  - Rate: SOFR plus 3.00%
  - Maturity: April 1, 2026
  - Event: amendment
  source text: Amendment No. 3 revised certain interest rates in the Credit Agreement. The applicable margin is SOFR plus 3.00% for SOFR loans and the highest of (i) the federal funds effective rate, (ii) the prime rate, and (iii) one-month SOFR plus 1.00% (the highest of clauses (i) through (iii), the “ABR”) plus 2.00% for ABR loans. Amendment No. 3 also modified the maturity date for the revolving facility. The revolving facility matures on April 1, 2026
  evidence_url: https://www.sec.gov/Archives/edgar/data/1768267/000119312524095496/0001193125-24-095496-index.htm
- Material Agreements
  Cerence Inc. amended Amendment No. 3 to Credit Agreement with Wells Fargo Bank, N.A., as administrative agent (effective 2024-04-12).
  - Action: amendment
  - Agreement: credit facility
  - Counterparty: Wells Fargo Bank, N.A., as administrative agent
  - Effective: 2024-04-12
  source text: On April 12, 2024 (the “ Amendment No. 3 Effective Date ”), Cerence Inc. (the “ Borrower ” or the “ Company ”) entered into Amendment No. 3 to Credit Agreement (the “ Amendment ”), by and among the Borrower, the lenders and issuing banks party thereto and Wells Fargo Bank, N.A., as administrative agent (the “ Administrative Agent ”), which amends certain terms of the Credit Agreement, dated as of June 12, 2020
  evidence_url: https://www.sec.gov/Archives/edgar/data/1768267/000119312524095496/0001193125-24-095496-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.