SPS Commerce Files 8-K on Equity Sales
Ticker: SPSC · Form: 8-K · Filed: Jan 2, 2025 · CIK: 1092699
| Field | Detail |
|---|---|
| Company | Sps Commerce Inc (SPSC) |
| Form Type | 8-K |
| Filed Date | Jan 2, 2025 |
| Risk Level | low |
| Pages | 4 |
| Reading Time | 5 min |
| Key Dollar Amounts | $0.001, $210 m |
| Sentiment | neutral |
Sentiment: neutral
Topics: equity-sale, regulation-fd, disclosure
TL;DR
SPS Commerce filed an 8-K for unregistered equity sales and Reg FD disclosure as of Dec 30, 2024.
AI Summary
SPS Commerce, Inc. filed an 8-K on January 2, 2025, reporting unregistered sales of equity securities and a Regulation FD disclosure. The filing, dated December 30, 2024, pertains to the company's operations and financial reporting.
Why It Matters
This filing indicates potential equity transactions by SPS Commerce, Inc., which could impact its capital structure and shareholder equity.
Risk Assessment
Risk Level: low — The filing is a routine disclosure of unregistered equity sales and Regulation FD information, not indicating immediate financial distress or significant operational changes.
Key Numbers
- 001-34702 — SEC File Number (Identifies the company's filing with the SEC.)
- 41-2015127 — IRS Number (Company's Employer Identification Number.)
Key Players & Entities
- SPS COMMERCE INC (company) — Registrant
- 0001092699 (company) — Central Index Key
- Delaware (company) — State of Incorporation
- Minneapolis, Minnesota (company) — Principal Executive Offices
- December 30, 2024 (date) — Date of earliest event reported
- January 2, 2025 (date) — Filing Date
FAQ
What specific type of equity securities were sold in the unregistered sale?
The filing does not specify the exact type of equity securities sold in the unregistered sale.
What is the purpose of the Regulation FD disclosure mentioned in the filing?
The filing mentions Regulation FD disclosure but does not detail the specific information being disclosed under this regulation.
When was the earliest event reported in this 8-K filing?
The earliest event reported in this 8-K filing was on December 30, 2024.
Where are SPS Commerce, Inc.'s principal executive offices located?
SPS Commerce, Inc.'s principal executive offices are located at 333 South Seventh Street, Suite 1000, Minneapolis, Minnesota 55402.
What is the SIC code for SPS Commerce, Inc.?
The Standard Industrial Classification (SIC) code for SPS Commerce, Inc. is 7372, which falls under SERVICES-PREPACKAGED SOFTWARE.
Filing Stats: 1,145 words · 5 min read · ~4 pages · Grade level 13.3 · Accepted 2025-01-02 16:31:30
Key Financial Figures
- $0.001 — ich registered Common stock, par value $0.001 per share SPSC The Nasdaq Stock Mar
- $210 m — e "Acquisition") totaling approximately $210 million, subject to customary purchase pr
Filing Documents
- d875283d8k.htm (8-K) — 32KB
- d875283dex991.htm (EX-99.1) — 44KB
- d875283dex992.htm (EX-99.2) — 14KB
- 0001193125-25-000693.txt ( ) — 232KB
- spsc-20241230.xsd (EX-101.SCH) — 3KB
- spsc-20241230_lab.xml (EX-101.LAB) — 18KB
- spsc-20241230_pre.xml (EX-101.PRE) — 11KB
- d875283d8k_htm.xml (XML) — 4KB
Financial Statements and Exhibits
Financial Statements and Exhibits. (d) Exhibits Exhibit No. Exhibit 99.1 Form of Registration Rights and Lock-Up Agreement. 99.2 Press release, dated January 2, 2025 (furnished herewith). 104 Cover Page Interactive Data File (embedded within the Inline XBRL document).
Forward-Looking Statements
Forward-Looking Statements This Current Report on Form 8-K (including its exhibits) contains forward-looking statements within the safe harbor provisions under The Private Securities Litigation Reform Act of 1995, including information about management's views of the Company's future plans and prospects, including the expected consummation of the Acquisition and the related transactions contemplated by the Purchase Agreement, including the issuance of the Common Stock Consideration and entry into the Registration Rights Agreements. These statements involve known and unknown risks, uncertainties and other factors which may cause the results of the Company to be materially different than those expressed or implied in such statements. Certain of these risk factors and others are included in documents the Company files with the Securities and Exchange Commission, including but not limited to, the Company's Annual Report on Form 10-K for the year ended December 31, 2023, as well as subsequent reports filed with the Securities and Exchange Commission. Factors that related to the Acquisition and issuance of the Common Stock Consideration include, among other things, risks related to the consummation of the Acquisition, including the risks that the Acquisition may not be consummated within the anticipated time period, or at all, required regulatory clearances and approvals may not be obtained, other conditions to the consummation of the Acquisition may not be satisfied, and the number of shares under the Common Stock Consideration may change. Other unknown or unpredictable factors also could have material adverse effects on the Company's future results. Such forward-looking statements are made only as of the date hereof. The Company cannot guarantee future results, levels of activity, performance or achievements. Accordingly, you should not place undue reliance on these forward-looking statements. Finally, the Company expressly disclaims any intent or obligation to update
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. SPS COMMERCE, INC. Date: January 2, 2025 By: /s/ KIMBERLY NELSON Kimberly Nelson Executive Vice President and Chief Financial Officer