(Address
of principal executive offices) (Zip Code)
i(702)i839-9671
(Registrant’s telephone number, including area code)
N/A
(Former name or former address, if changed since last report)
Check
the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
i☐
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
i☐
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
i☐
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
i☐
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class:
Trading Symbol(s)
Name of each exchange on which registered:
iCommon
Stock, par value $0.0001 per share
iRMNI
iThe Nasdaq Global Market
iPublic
Units, each consisting of one share of Common Stock, $0.0001 par value, and one-half of one Warrant
iRMNIU
OTC Pink Current Information Marketplace
iWarrants, exercisable for one share of Common Stock, $0.0001 par
value
iRMNIW
OTC Pink Current Information Marketplace
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2) of this chapter.
Emerging
growth company i☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
☐
ITEM 8.01
OTHER EVENTS
On March 16, 2021, Rimini Street, Inc. (the “Company”) issued a notice of partial redemption calling for redemption on April 16, 2021 of 60,000 shares of its 13.00% Series A Preferred Stock at an
aggregate redemption price of $62,343,000.The Company is funding the partial redemption with a portion of the proceeds from its two recent common stock offerings, which raised aggregate net proceeds of approximately $81 million. A copy of the notice is attached as Exhibit 99.1 hereto and is incorporated into this Item 8.01 by reference.
Also on March 16, 2021, the Company issued a press release titled “Rimini Street, Inc. Announces Notice of $60 Million Face Value
Redemption of Series A Preferred Stock.” A copy of the press release is attached as Exhibit 99.2 hereto and is incorporated into this Item 8.01 by reference.
Cover Page Interactive Data File (embedded within the Inline XBRL document)
1
SIGNATURES
Pursuant to the requirements of the
Securities Exchange Act of 1934, the registrant has duly caused this Report to be signed on its behalf by the undersigned hereunto duly authorized.