8-K
filed June 11, 2024, 7:59 PM ET
ticker BNED
CIK 0001634117
other material
confidence high
sentiment positive
materiality 0.85
BNED closes $95M equity raise, $34M debt conversion, ABL refinancing, 1-for-100 reverse split
Barnes & Noble Education, Inc.
- Received $95M gross new equity ($80M net) via $50M private investment and $45M backstopped rights offering led by Immersion (IMMR).
- Converted $34M of second lien debt (plus accrued interest) into 1,925,343,642 shares at $0.05/share.
- Amended ABL facility to $325M revolving, maturing June 2028; SOFR+3.50% (floor 2.50%), with fixed charge coverage and minimum EBITDA covenants.
- Board reconstituted: seven directors resigned; five new appointees include Eric Singer (CEO Immersion) and three others, plus two continuing directors.
- 1-for-100 reverse stock split effective June 11, 2024; shares trade on NYSE split-adjusted June 12 to regain $1.00 minimum bid compliance.
Key facts
Extracted from this filing and checked against the source text.
Executive change
SEC 8-K Item 5.02
confidence 0.95
Raphael Wallander resigned as Director at Barnes & Noble Education, Inc..
- Action
- resigned
- Role
- Director
Exact text from the filing
Mario Dell’Aera Jr., David Golden, Michael Huseby, Steven Panagos, Vice Admiral John Ryan, Rory Wallace, and Raphael Wallander resigned from the Company’s Board of Directors.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Vice Admiral John Ryan resigned as Director at Barnes & Noble Education, Inc..
- Action
- resigned
- Role
- Director
Exact text from the filing
Mario Dell’Aera Jr., David Golden, Michael Huseby, Steven Panagos, Vice Admiral John Ryan, Rory Wallace, and Raphael Wallander resigned from the Company’s Board of Directors.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
David Golden resigned as Director at Barnes & Noble Education, Inc..
- Action
- resigned
- Role
- Director
Exact text from the filing
Mario Dell’Aera Jr., David Golden, Michael Huseby, Steven Panagos, Vice Admiral John Ryan, Rory Wallace, and Raphael Wallander resigned from the Company’s Board of Directors.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Steven Panagos resigned as Director at Barnes & Noble Education, Inc..
- Action
- resigned
- Role
- Director
Exact text from the filing
Mario Dell’Aera Jr., David Golden, Michael Huseby, Steven Panagos, Vice Admiral John Ryan, Rory Wallace, and Raphael Wallander resigned from the Company’s Board of Directors.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Rory Wallace resigned as Director at Barnes & Noble Education, Inc..
- Action
- resigned
- Role
- Director
Exact text from the filing
Mario Dell’Aera Jr., David Golden, Michael Huseby, Steven Panagos, Vice Admiral John Ryan, Rory Wallace, and Raphael Wallander resigned from the Company’s Board of Directors.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Mario Dell’Aera Jr. resigned as Director at Barnes & Noble Education, Inc..
- Action
- resigned
- Role
- Director
Exact text from the filing
Mario Dell’Aera Jr., David Golden, Michael Huseby, Steven Panagos, Vice Admiral John Ryan, Rory Wallace, and Raphael Wallander resigned from the Company’s Board of Directors.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Michael Huseby resigned as Director at Barnes & Noble Education, Inc..
- Action
- resigned
- Role
- Director
Exact text from the filing
Mario Dell’Aera Jr., David Golden, Michael Huseby, Steven Panagos, Vice Admiral John Ryan, Rory Wallace, and Raphael Wallander resigned from the Company’s Board of Directors.
View on SEC.gov
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