TEAM Inc. Files 8-K: Agreements, Equity Sales, and Bylaw Changes

TL;DR

TEAM Inc. dropped an 8-K detailing new debt, equity sales, and bylaw changes effective Sept 11, 2025.

AI Summary

On September 11, 2025, TEAM, Inc. entered into a material definitive agreement, creating a direct financial obligation. The company also reported on unregistered sales of equity securities and material modifications to security holder rights. This filing also includes amendments to its articles of incorporation or bylaws and a change in its fiscal year, along with Regulation FD disclosures and financial exhibits.

Why It Matters

This 8-K filing indicates significant corporate actions by TEAM Inc., including new financial obligations and changes to its governance, which could impact investors and stakeholders.

Risk Assessment

Risk Level: medium — The filing details material definitive agreements, financial obligations, and equity sales, which can introduce financial and operational risks.

Key Players & Entities

• TEAM, Inc. (company) — Registrant
• September 11, 2025 (date) — Date of earliest event reported
• Delaware (jurisdiction) — State of Incorporation
• 001-08604 (identifier) — Commission File Number
• 74-1765729 (identifier) — EIN

FAQ

Key Financial Figures

• $0.30 — ange on which registered Common Stock, $0.30 par value TISI New York Stock Excha
• $100.00 — f (A) 75,000 shares of preferred stock, $100.00 par value per share, of the Company des
• $23.00 — Stock") at an initial exercise price of $23.00 per share, subject to adjustments ("Tra
• $50.00 — n Stock at an initial exercise price of $50.00 per share, subject to adjustments ("Tra
• $75.0 million — Warrants"), for total consideration of $75.0 million. The closing of the payment and the iss
• $25.0 million — Equity Issuance were used to (x) repay $25.0 million of the loans outstanding under the Comp
• $42.9 million — ined below), representing approximately $42.9 million. Pursuant to the Purchase Agreement,
• $30.0 million — n to draw upon (a "Delayed Draw") up to $30.0 million as a delayed draw, with 30,000 shares o
• $5.0 m — ed Shares"), in minimum draw amounts of $5.0 million, subject to satisfying certain co
• $30.00 — nitial exercise price the lesser of (x) $30.00 and (y) 110% of the 30-day volume weigh
• $1,000 — , for each share of Series B Preferred, $1,000 (the "Initial Stated Value"), plus (i)
• $10.0 million — proceeds exceed, in the aggregate, (i) $10.0 million or (ii) an amount less than $10.0 milli
• $130.0 million — e amount of commitments thereunder from $130.0 million to $150.0 million, (iii) permit the con
• $150.0 m — ments thereunder from $130.0 million to $150.0 million, (iii) permit the consummation of

Filing Documents

• d39655d8k.htm (8-K) — 65KB
• d39655dex31.htm (EX-3.1) — 176KB
• d39655dex41.htm (EX-4.1) — 150KB
• d39655dex42.htm (EX-4.2) — 151KB
• d39655dex101.htm (EX-10.1) — 394KB
• d39655dex102.htm (EX-10.2) — 78KB
• d39655dex103.htm (EX-10.3) — 116KB
• d39655dex104.htm (EX-10.4) — 76KB
• d39655dex105.htm (EX-10.5) — 1261KB
• d39655dex106.htm (EX-10.6) — 1125KB
• d39655dex107.htm (EX-10.7) — 1241KB
• d39655dex991.htm (EX-99.1) — 19KB
• g39655dsp894.jpg (GRAPHIC) — 7KB
• 0001193125-25-202462.txt ( ) — 6105KB
• tisi-20250911.xsd (EX-101.SCH) — 3KB
• tisi-20250911_lab.xml (EX-101.LAB) — 18KB
• tisi-20250911_pre.xml (EX-101.PRE) — 11KB
• d39655d8k_htm.xml (XML) — 4KB

Financial Statements and Exhibits

Financial Statements and Exhibits. Exhibit number Description 3.1 Certificate of Designation of Series B Preferred Stock of Team, Inc., as filed with the Secretary of State of the State of Delaware on September 11, 2025. 4.1 Form of Common Stock Purchase Warrant No. 5, dated September 11, 2025, between the Company and InspectionTech Holdings LP. 4.2 Form of Common Stock Purchase Warrant No. 6, dated September 11, 2025, between the Company and InspectionTech Holdings LP. 10.1* Securities Purchase Agreement, dated as of September 11, 2025, by and between the Company and the purchasers named in Schedule I thereto. 10.2 Shareholders Agreement, dated as of September 11, 2025, by and among the Company, Stellex Capital Management LLC and InspectionTech Holdings LP. 10.3 Registration Rights Agreement, dated as of September 11, 2025, among the Company and InspectionTech Holdings LP. 10.4 Voting and Support Agreement, dated as of September 11, 2025, by and among the Company, Corre Partners Management, LLC, Corre Opportunities Qualified Master Fund, LP, Corre Horizon Fund, LP, Corre Horizon II Fund, LP and InspectionTech Holdings LP. 10.5* Amendment No. 1 to Credit Agreement, dated as of September 11, 2025, among Team, Inc., as Borrower, the lenders from time to time party thereto, the guarantors party thereto and HPS Investment Partners, LLC, as Agent. 10.6* Amendment No. 1 to Second Amended and Restated Second Lien Term Loan Credit Agreement, dated as of September 11, 2025, among Team, Inc., as Borrower, the lenders from time to time party thereto, the guarantors party thereto and Cantor Fitzgerald Securities, as Agent. 10.7* Amendment No. 7 to Credit Agreement, dated as of September 11, 2025, among Team, Inc., as Borrower, the lenders from time to time party thereto, the guarantors party thereto and Eclipse Business Capital LLC. as Agent. 99.1 Team, Inc.'s Press Release issued September 11, 2025. 104 Cover Page Interactive

View Full Filing

View this 8-K filing on SEC EDGAR