secwatch / observer
8-K filed February 13, 2026, 6:59 PM ET CIK 0001131554
M&A confidence high sentiment neutral materiality 0.80

Synchronoss acquired by Lumine Group for $9.00/share in all-cash deal valued at $116.4M equity

SYNCHRONOSS TECHNOLOGIES INC

Key facts

Extracted from this filing and checked against the source text.

Governance Changes SEC 8-K Item 5.03/5.05/5.06 confidence 0.9

SYNCHRONOSS TECHNOLOGIES INC: Bylaws amended and restated to conform to bylaws of Merger Sub.

Change
bylaw amendment
Exact text from the filing
the Company’s bylaws, as in effect immediately prior to the Effective Time, were amended and restated to conform to the bylaws of Merger Sub (the “ Amended and Restated Bylaws ”)
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Governance Changes SEC 8-K Item 5.03/5.05/5.06 confidence 0.9

SYNCHRONOSS TECHNOLOGIES INC: Certificate of incorporation amended and restated to Third Amended and Restated Certificate of Incorporation in connection with merger.

Change
charter amendment
Exact text from the filing
the Restated Certificate of Incorporation of the Company, as in effect immediately prior to the Effective Time, was amended and restated to be in the form of the certificate of incorporation set forth on Exhibit A to the Merger Agreement (the “ Third Amended and Restated Certificate of Incorporation ”)
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Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.95

SYNCHRONOSS TECHNOLOGIES INC terminated Receivables Purchase Agreement, dated as of June 22, 2022 with Norddeutsche Landesbank Girozentrale valued at All outstanding liabilities and obligations paid in full; liens and guarantees released (effective 2025-12-04).

Action
termination
Counterparty
Norddeutsche Landesbank Girozentrale
Value
All outstanding liabilities and obligations paid in full; liens and guarantees released
Effective
2025-12-04
Exact text from the filing
In connection with the consummation of the Merger, on the Closing Date, the Company and certain of its subsidiaries terminated all outstanding obligations under that certain Receivables Purchase Agreement, dated as of June 22, 2022 (as amended, restated, modified or supplemented from time to time, the “ Receivables Purchase Agreement ” ), among SN Technologies, LLC, SN Technologies, Inc., the Purchasers party thereto, the Group Agents party thereto, and Norddeutsche Landesbank Girozentrale, as administrative agent.
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Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.95

SYNCHRONOSS TECHNOLOGIES INC terminated Credit Agreement, dated as of June 28, 2024, as amended by First Amendment dated April 24, 2025 with BGC Lender Rep LLC valued at All outstanding commitments terminated; obligations for principal, interest and fees paid in full; l (effective 2025-12-04).

Action
termination
Agreement
credit facility
Counterparty
BGC Lender Rep LLC
Value
All outstanding commitments terminated; obligations for principal, interest and fees paid in full; l
Effective
2025-12-04
Exact text from the filing
In connection with the consummation of the Merger, on the Closing Date, the Company terminated all outstanding commitments, including commitments to issue letters of credit, under that certain Credit Agreement, dated as of June 28, 2024, by and among the Company, the lenders party thereto and BGC Lender Rep LLC, as administrative agent, as amended by that certain First Amendment to Credit Agreement and Pledge and Security Agreement, dated as of April 24, 2025, by and among the Company and the parties thereto (the “ Credit Agreement ”).
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37 governance changes filed in the last 30 days. Browse all governance changes →

Source: SEC EDGAR
accession 0001628280-26-008072
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