Blackbaud Inc. Files 8-K on March 3, 2024

Ticker: BLKB · Form: 8-K · Filed: Mar 4, 2024 · CIK: 1280058

Sentiment: neutral

Topics: 8-K, disclosure, corporate-filing

Related Tickers: BLKB

TL;DR

Blackbaud filed an 8-K on 3/3/24, check it for company updates.

AI Summary

Blackbaud, Inc. filed an 8-K on March 3, 2024, reporting on events including a Regulation FD Disclosure and Other Events. The filing details the company's principal executive offices located at 65 Fairchild Street, Charleston, South Carolina, 29492, and its telephone number (843) 216-6200. The report was filed as of March 4, 2024.

Why It Matters

This 8-K filing provides official updates and disclosures from Blackbaud, Inc. to the SEC, which are important for investors and stakeholders to monitor company activities and compliance.

Risk Assessment

Risk Level: low — This filing is a routine 8-K reporting basic company information and event disclosures, not indicating significant new risks.

Key Players & Entities

FAQ

What is the primary purpose of this 8-K filing for Blackbaud, Inc.?

The primary purpose of this 8-K filing is to report on specific events that occurred on or before March 3, 2024, including Regulation FD Disclosures and Other Events, as required by the SEC.

When was the earliest event reported in this filing?

The earliest event reported in this filing occurred on March 3, 2024.

What is Blackbaud, Inc.'s principal executive office address?

Blackbaud, Inc.'s principal executive office is located at 65 Fairchild Street, Charleston, South Carolina 29492.

What is the telephone number for Blackbaud, Inc.?

The telephone number for Blackbaud, Inc. is (843) 216-6200.

Under which sections of the Securities Exchange Act of 1934 is Blackbaud, Inc. filing this report?

Blackbaud, Inc. is filing this report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934.

Filing Stats: 1,227 words · 5 min read · ~4 pages · Grade level 11.2 · Accepted 2024-03-04 07:33:10

Key Financial Figures

Filing Documents

01. Regulation FD Disclosure

Item 7.01. Regulation FD Disclosure. On March 4, 2024, Blackbaud, Inc., a Delaware corporation (the " Company ") issued a press release announcing it intends to repurchase between 7% and 10% of its outstanding common stock under its existing $500 million stock repurchase program, which was authorized by the Company's Board of Directors in January 2024. The Company also announced that it has entered into an accelerated share repurchase agreement to repurchase $200 million of the Company's common stock as described under Item 8.01 of this Current Report on Form 8-K. A copy of this press release is attached hereto as Exhibit 99.1 . On March 4, 2024, the Company made available a new investor presentation on the investor relations section of its website. A copy of the investor presentation is attached hereto as Exhibit 99.2 . In accordance with General Instruction B.2 of Form 8-K, the information furnished pursuant to Item 7.01, including Exhibits 99.1 and 99.2 furnished herewith, shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the " Exchange Act "), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

01. Other Events

Item 8.01. Other Events. On March 3, 2024, the Company entered into an Issuer Forward Repurchase Transaction with Bank of America, N.A. (" BofA ") to repurchase an aggregate of $200 million of shares of the Company's common stock (the " ASR Transaction "). The Company is entering the ASR Transaction pursuant to its existing $500 million stock repurchase program as previously disclosed in its Annual Report on Form 10-K for the year ended December 31, 2023, filed by the Company with the Securities and Exchange Commission on February 21, 2024 (the " 2023 10-K "). Pursuant to the terms of the ASR Transaction, on March 5, 2024, the Company will pay $200 million to BofA for an initial delivery of 2.1 million shares of the Company's common stock. The final number of shares of common stock delivered to the Company under the ASR Transaction will be based on the volume-weighted average share price of the common stock during the term of the ASR Transaction, less a discount and subject to customary adjustments upon events affecting the common stock (e.g., dilutive or concentrative events, mergers and acquisitions, and market disruptions). The final settlement of the ASR Transaction is scheduled to occur by the fourth quarter of 2024, unless settled earlier at the election of BofA. The Company expects to fund the repurchase payment on March 5, 2024 pursuant to a revolving credit loan under its existing senior secured credit facility (the " Credit Facility ") on March 5, 2024 to fund the ASR Transaction. Following the borrowing on March 5, 2024, it is expected that the Company will have approximately $390 million outstanding under the revolving credit loan with approximately $109 million of available borrowing capacity under the Credit Facility. Summaries of the terms of the Credit Facility and related agreements are more fully described in the 2023 10-K.

Forward-Looking Statements

Forward-Looking Statements Except for historical information, all of the statements, expectations, and assumptions contained in this report are forward-looking statements that involve a number of risks and uncertainties, including statements regarding expected benefits of products and product features. Although Blackbaud attempts to be accurate in making these forward-looking statements, it is possible that future circumstances might differ from the assumptions on which such statements are based. In addition, other important factors that could cause results to differ materially include the following: general economic risks; uncertainty regarding increased business and renewals from existing customers; continued success in sales growth; management of integration of acquired companies and other risks associated with acquisitions; risks associated with successful implementation of multiple integrated software products; the ability to attract and retain key personnel; risks associated with management of growth; lengthy sales and implementation cycles, particularly in larger organizations; technological changes that make our products and services less competitive; risks related to the implementation and ultimate success of our stock repurchase program; and the other risk factors set forth from time to time in the SEC filings for Blackbaud, copies of which are available free of charge at the SEC's website at www.sec.gov or upon request from Blackbaud's investor relations department. All Blackbaud product names appearing herein are trademarks or registered trademarks of Blackbaud, Inc.

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. (d) Exhibits The following exhibits are filed with this current report: Exhibit No. Description 99.1 Press release of Blackbaud, Inc. dated March 4, 2024. 99.2 Blackbaud, Inc. Investor Presentation dated March 4, 2024. 101.INS Inline XBRL Instance Document - the Instance Document does not appear in the interactive data file because its XBRL tags are embedded within the Inline XBRL Document. 101.SCH Inline XBRL Taxonomy Extension Schema Document. 101.CAL Inline XBRL Taxonomy Extension Calculation Linkbase Document. 101.DEF Inline XBRL Taxonomy Extension Definition Linkbase Document. 101.LAB Inline XBRL Taxonomy Extension Label Linkbase Document. 101.PRE Inline XBRL Taxonomy Extension Presentation Linkbase Document. 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, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. BLACKBAUD, INC. Date: March 4, 2024 /s/ Anthony W. Boor Anthony W. Boor Executive Vice President and Chief Financial Officer (Principal Financial and Accounting Officer)

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