8-K
filed November 13, 2024, 6:59 PM ET
CIK 0001841804
M&A
confidence high
sentiment neutral
materiality 1.00
KKR and Dragoneer complete $4.8B acquisition of Instructure at $23.60 per share
INSTRUCTURE HOLDINGS, INC.
- All-cash transaction valued at ~$4.8B enterprise value; shareholders receive $23.60 per share.
- Instructure common stock ceased trading on NYSE; company is now privately held.
- Board of directors resigned; Steve Daly remains as CEO; other officers continue.
- Credit agreement with JPMorgan terminated and repaid in full at closing.
- Company aims for $1B revenue by 2028 with KKR and Dragoneer support.
Key facts
Extracted from this filing and checked against the source text.
Executive change
SEC 8-K Item 5.02
confidence 0.95
Lloyd Waterhouse resigned as director at INSTRUCTURE HOLDINGS, INC..
- Action
- resigned
- Role
- director
Exact text from the filing
Holden Spaht, Brian Jaffee, Charles Goodman, Erik Akopiantz, James Hutter, Ossa Fisher and Lloyd Waterhouse resigned from the board of directors of the Company and any committee thereof.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Erik Akopiantz resigned as director at INSTRUCTURE HOLDINGS, INC..
- Action
- resigned
- Role
- director
Exact text from the filing
Holden Spaht, Brian Jaffee, Charles Goodman, Erik Akopiantz, James Hutter, Ossa Fisher and Lloyd Waterhouse resigned from the board of directors of the Company and any committee thereof.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Brian Jaffee resigned as director at INSTRUCTURE HOLDINGS, INC..
- Action
- resigned
- Role
- director
Exact text from the filing
Holden Spaht, Brian Jaffee, Charles Goodman, Erik Akopiantz, James Hutter, Ossa Fisher and Lloyd Waterhouse resigned from the board of directors of the Company and any committee thereof.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Ossa Fisher resigned as director at INSTRUCTURE HOLDINGS, INC..
- Action
- resigned
- Role
- director
Exact text from the filing
Holden Spaht, Brian Jaffee, Charles Goodman, Erik Akopiantz, James Hutter, Ossa Fisher and Lloyd Waterhouse resigned from the board of directors of the Company and any committee thereof.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Holden Spaht resigned as director at INSTRUCTURE HOLDINGS, INC..
- Action
- resigned
- Role
- director
Exact text from the filing
Holden Spaht, Brian Jaffee, Charles Goodman, Erik Akopiantz, James Hutter, Ossa Fisher and Lloyd Waterhouse resigned from the board of directors of the Company and any committee thereof.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Charles Goodman resigned as director at INSTRUCTURE HOLDINGS, INC..
- Action
- resigned
- Role
- director
Exact text from the filing
Holden Spaht, Brian Jaffee, Charles Goodman, Erik Akopiantz, James Hutter, Ossa Fisher and Lloyd Waterhouse resigned from the board of directors of the Company and any committee thereof.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
James Hutter resigned as director at INSTRUCTURE HOLDINGS, INC..
- Action
- resigned
- Role
- director
Exact text from the filing
Holden Spaht, Brian Jaffee, Charles Goodman, Erik Akopiantz, James Hutter, Ossa Fisher and Lloyd Waterhouse resigned from the board of directors of the Company and any committee thereof.
View on SEC.gov
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.9
INSTRUCTURE HOLDINGS, INC.: The Company's certificate of incorporation and bylaws were amended and restated in their entirety in connection with the Merger.
- Change
- bylaw amendment
Exact text from the filing
In connection with the consummation of the Merger, and as of the Effective Time, the Company’s certificate of incorporation and its bylaws, as in effect immediately prior to the Effective Time, were each amended and restated in their entirety, as set forth in Exhibits 3.1 and 3.2, respectively, to this Current Report on Form 8-K, and are incorporated herein by reference.
View on SEC.gov
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