AGILYSYS Files Administrative 8-K for Feb 14 Event

TL;DR

**AGILYSYS filed an 8-K for a Feb 14 event, but the provided text gives no actual details, so it's just an administrative update for now.**

AI Summary

AGILYSYS, INC. filed an 8-K on February 15, 2024, reporting an event that occurred on February 14, 2024. The filing indicates 'Other Events' and 'Financial Statements and Exhibits' but does not provide specific details regarding the nature of these events or exhibits within the provided text. This appears to be an administrative filing confirming the occurrence of an event requiring disclosure.

Why It Matters

This filing is an administrative update, signaling that an event occurred on February 14, 2024, which AGILYSYS, INC. deemed material enough to report to the SEC. Without further details, its immediate real-world impact is limited to regulatory compliance.

Risk Assessment

Risk Level: low — The provided text is purely administrative and does not contain any information about a substantive event that would indicate financial or operational risk.

Key Players & Entities

• AGILYSYS, INC. (company) — Registrant
• PIONEER STANDARD ELECTRONICS INC (company) — Former Company Name
• 06 Technology (company) — Organization Name listed in header
• Delaware (location) — State of Incorporation
• Alpharetta, Georgia (location) — Principal Executive Offices

FAQ

Key Financial Figures

• $82.59 — olders to the Underwriter at a price of $82.59 per share. The Company will not receive

Filing Documents

• agys-20240214.htm (8-K) — 45KB
• agys-ex1_1.htm (EX-1.1) — 319KB
• agys-ex5_1.htm (EX-5.1) — 13KB
• img192533818_0.jpg (GRAPHIC) — 8KB
• 0000950170-24-015947.txt ( ) — 557KB
• agys-20240214.xsd (EX-101.SCH) — 25KB
• agys-20240214_htm.xml (XML) — 5KB

01 Other Events

Item 8.01 Other Events. On February 14, 2024, Agilysys, Inc. (the "Company") entered into an underwriting agreement (the "Underwriting Agreement") with BTIG, LLC, as underwriter (the "Underwriter"), MAK Capital One L.L.C. ("MAK Capital One"), in its capacity as financial advisor and manager of, and on behalf of, MAK Capital Fund LP ("MAK Fund") and the MAK Capital Distressed Debt Fund I, LP ("MAK CDD" and collectively with MAK Fund, the "Selling Stockholders") relating to the sale of 867,729 shares (the "Shares") of the Company's common stock, without par value (the "Common Stock"), by the Selling Stockholders to the Underwriter at a price of $82.59 per share. The Company will not receive any of the proceeds from the sale of the Shares by the Selling Stockholders in the offering. The Shares offered pursuant to the Underwriting Agreement have been registered on the Company's shelf registration statement on Form S-3ASR (File No. 333-274548), which became effective upon filing with the Securities and Exchange Commission (the "SEC") on September 15, 2023, and a prospectus supplement dated February 14, 2024. The Company and the Selling Stockholders have also agreed to indemnify the Underwriter against certain liabilities, including liabilities under the Securities Act of 1933, as amended, or to contribute to amounts payable by the Underwriter as a result of such liabilities. In addition, the Underwriting Agreement contains customary representations, warranties and covenants of the Company and the Selling Stockholders, and customary conditions to closing. The closing of the offering is expected to occur on February 20, 2024. The foregoing description of the Underwriting Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Underwriting Agreement, a copy of which is attached hereto as Exhibit 1.1 to this Current Report on Form 8-K and is incorporated herein by reference.

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits. Exhibit Number Description 1.1 Underwriting Agreement, dated February 14, 2024, by and among Agilysys, Inc., MAK Capital One L.L.C., the selling stockholders named therein, and BTIG, LLC. 5.1 Opinion of Polsinelli PC. 23.1 Consent of Polsinelli PC (included in Exhibit 5.1). 104 Cover Page Interactive Data File (embedded within Inline XBRL document).

SIGNATURES

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. AGILYSYS, INC. Date: February 15, 2024 By: /s/ Kyle C. Badger Kyle C. Badger Senior Vice President, General Counsel and Secretary

View Full Filing

View this 8-K filing on SEC EDGAR