BigBear.ai Files 8-K: Agreement Termination & Equity Sale
Ticker: BBAI-WT · Form: 8-K · Filed: Dec 30, 2024 · CIK: 1836981
| Field | Detail |
|---|---|
| Company | Bigbear.Ai Holdings, INC. (BBAI-WT) |
| Form Type | 8-K |
| Filed Date | Dec 30, 2024 |
| Risk Level | medium |
| Pages | 7 |
| Reading Time | 9 min |
| Key Dollar Amounts | $0.0001, $11.50, $182.3 million, $0.4 million, $1,000 |
| Sentiment | neutral |
Sentiment: neutral
Topics: agreement-termination, equity-sale, corporate-action
Related Tickers: BBAI
TL;DR
BigBear.ai terminated a deal and sold stock on Dec 30th. Watch for impact.
AI Summary
On December 30, 2024, BigBear.ai Holdings, Inc. filed an 8-K detailing the termination of a material definitive agreement and the unregistered sale of equity securities. The company, formerly known as GigCapital4, Inc., is incorporated in Delaware and operates in the prepackaged software industry.
Why It Matters
This filing indicates significant corporate actions, including the end of a key agreement and the issuance of new equity, which could impact the company's financial structure and future operations.
Risk Assessment
Risk Level: medium — The termination of a material definitive agreement and unregistered sales of equity securities can introduce uncertainty regarding the company's financial stability and strategic direction.
Key Numbers
- 001-40031 — SEC File Number (Identifies the company's filing with the SEC.)
- 85-4164597 — IRS Number (Company's Employer Identification Number.)
Key Players & Entities
- BigBear.ai Holdings, Inc. (company) — Registrant
- GigCapital4, Inc. (company) — Former Company Name
- December 30, 2024 (date) — Date of earliest event reported
- Delaware (jurisdiction) — State of Incorporation
FAQ
What was the material definitive agreement that was terminated?
The filing does not specify the details of the material definitive agreement that was terminated.
What type of equity securities were sold in the unregistered sale?
The filing mentions the unregistered sale of equity securities but does not specify the exact type or terms.
What is the significance of the former company name GigCapital4, Inc.?
GigCapital4, Inc. was the former name of BigBear.ai Holdings, Inc., with a name change occurring on December 17, 2020.
What is the business address of BigBear.ai Holdings, Inc.?
The business address is 6811 Benjamin Franklin Drive, Suite 200, Columbia, MD 21046.
What is the SIC code for BigBear.ai Holdings, Inc.?
The Standard Industrial Classification (SIC) code is 7372, which falls under SERVICES-PREPACKAGED SOFTWARE.
Filing Stats: 2,203 words · 9 min read · ~7 pages · Grade level 12.6 · Accepted 2024-12-30 08:51:01
Key Financial Figures
- $0.0001 — nge on which registered Common stock, $0.0001 par value BBAI New York Stock Excha
- $11.50 — of common stock at an exercise price of $11.50 per share BBAI.WS New York Stock Ex
- $182.3 million — 2026 Notes"), to exchange approximately $182.3 million principal amount of the 2026 Notes for
- $0.4 million — 29 (the "2029 Notes") and approximately $0.4 million in cash, with such cash payment represe
- $1,000 — s 281.4491 shares of common stock per $1,000 principal amount of 2029 Notes, which r
- $3.5530 — presents an initial conversion price of $3.5530 per share of the Company's common stock
Filing Documents
- d897144d8k.htm (8-K) — 42KB
- d897144dex41.htm (EX-4.1) — 26KB
- d897144dex42.htm (EX-4.2) — 1011KB
- 0001193125-24-286239.txt ( ) — 1486KB
- bbai-20241230.xsd (EX-101.SCH) — 4KB
- bbai-20241230_def.xml (EX-101.DEF) — 14KB
- bbai-20241230_lab.xml (EX-101.LAB) — 24KB
- bbai-20241230_pre.xml (EX-101.PRE) — 15KB
- d897144d8k_htm.xml (XML) — 6KB
Financial Statements and Exhibits
Financial Statements and Exhibits. (d) Exhibits: Exhibit No. Description 4.1 Third Supplemental Indenture, dated December 27, 2024 among BigBear.ai Holdings, Inc., BigBear.ai Intermediate Holdings, LLC, BigBear.ai, LLC, BigBear.ai Federal, LLC (f/k/a NuWave Solutions, L.L.C.), ProModel, LLC, Pangiam Purchaser, LLC, Pangiam Intermediate II Holdings, LLC, Pangiam Holdings, LLC, Pangiam Labs, LLC, Linkware, LLC, Pre, LLC, veriScan LLC, 214 Technologies, Inc. d/b/a Trueface and Wilmington Trust National Association, as trustee. 4.2 Indenture, dated as of December 27, 2024, among BigBear.ai Holdings, Inc., BigBear.ai Intermediate Holdings, LLC, BigBear.ai, LLC, BigBear.ai Federal, LLC (f/k/a NuWave Solutions, L.L.C.), ProModel, LLC, Pangiam Purchaser, LLC, Pangiam Intermediate II Holdings, LLC, Pangiam Holdings, LLC, Pangiam Labs, LLC, Linkware, LLC, Pre, LLC, veriScan LLC, 214 Technologies, Inc. d/b/a Trueface and Wilmington Trust, National Association, as trustee and collateral agent 4.3 Form of certificate representing the 6.00% Convertible Senior Secured Notes due 2029 (included as Exhibit A to Exhibit 4.2) 104 Cover page interactive data file (embedded within the inline XBRL document).
SIGNATURES
SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. BigBear.ai Holdings, Inc. Date: December 30, 2024 By: /s/ Sean Ricker Sean Ricker Chief Accounting Officer