Business Context and Reporting Period
This Form 8-K Current Report was filed by SS&C Technologies Holdings, Inc. on September 18, 2013. The filing reports the entry into a material definitive agreement regarding a secondary offering of common stock by selling stockholders, not the company itself.
Key Financial Metrics
The filing does not provide standard financial performance metrics such as revenue, profit, cash flow, margins, debt, or liquidity. The only financial data disclosed relates to the specific transaction:
- Shares Sold: 7,469,799 shares of common stock.
- Price Per Share: $37.63.
- Selling Parties: Carlyle Partners IV, L.P. and CP IV Coinvestment, L.P. (Selling Stockholders).
- Underwriter: Credit Suisse Securities (USA) LLC.
Material Changes
The material change reported is the execution of an Underwriting Agreement on September 18, 2013, facilitating the sale of approximately 7.47 million shares by existing investors. This is a secondary offering, meaning the proceeds are received by the selling stockholders, not the Company.
Guidance, Outlook, and Risks
The filing does not contain management guidance, future outlook, or specific risk factors beyond the standard disclosure of the secondary offering. The Company issued press releases on September 18 and September 19, 2013, announcing the agreement and the commencement of the offering, respectively.
Investor Verification Checklist
- Verify the total number of shares outstanding post-offering to assess potential dilution impact on remaining shareholders.
- Confirm the identity of the Selling Stockholders (Carlyle Partners IV, L.P. and CP IV Coinvestment, L.P.) and their remaining holdings.
- Review the full Underwriting Agreement (Exhibit 1.1) for details on underwriting fees and lock-up provisions.
- Check subsequent filings to confirm the final closing date and total proceeds received by the selling stockholders.