Business Context and Reporting Period
Company: Commvault Systems, Inc.
Filing Type: Form 8-K (Current Report)
Date of Report: August 1, 2018
Event: Entry into and termination of a Material Definitive Agreement regarding the Company's Rights Agreement.
Key Financial Metrics
This filing is a current report regarding a corporate governance event and does not contain financial statements. The filing text does not provide values for revenue, profit, cash flow, margins, debt, or liquidity.
Material Changes
The primary material change reported is the acceleration of the expiration of the Company's Rights Agreement:
- Original Expiration: November 14, 2018.
- New Expiration: August 1, 2018 (5:00 p.m., New York City time).
- Effect: The Rights Agreement was terminated effective immediately upon the filing date, causing all distributed Rights to expire.
Guidance, Outlook, and Risks
Management Commentary: The Company entered into Amendment No. 1 to the Rights Agreement dated November 14, 2008, with Computershare Trust Company, N.A. as the rights agent. A press release was issued on August 1, 2018, announcing this entry.
Risks and Contingencies: The filing does not disclose new risks or contingencies beyond the termination of the poison pill mechanism (Rights Agreement).
Unusual Items: None reported in this filing.
Investor Verification Checklist
- Verify the full text of Amendment No. 1 to the Rights Agreement (Exhibit 4.1) to confirm specific terms of termination.
- Review the Press Release (Exhibit 99.1) for management's rationale regarding the termination of the Rights Agreement.
- Confirm the status of the Rights Agreement in subsequent filings to ensure no reinstatement or related agreements were executed.