Premier, Inc. Files 8-K: Material Agreement and Other Events
| Field | Detail |
|---|---|
| Company | Premier, Inc. |
| Form Type | 8-K |
| Filed Date | Sep 22, 2025 |
| Risk Level | medium |
| Pages | 13 |
| Reading Time | 16 min |
| Key Dollar Amounts | $0.01, $28.25, $66,215,100, $168,550,000, $1,450 million |
| Sentiment | neutral |
Sentiment: neutral
Topics: material-agreement, filing, financials
Related Tickers: PREM
TL;DR
PREM filed an 8-K for a material definitive agreement, other events, and financials. Keep an eye on this.
AI Summary
On September 21, 2025, Premier, Inc. entered into a material definitive agreement. The filing also indicates other events and the submission of financial statements and exhibits. Premier, Inc. is headquartered in Charlotte, NC.
Why It Matters
This 8-K filing signals a significant new agreement for Premier, Inc., which could impact its business operations and financial performance.
Risk Assessment
Risk Level: medium — Material definitive agreements can introduce new risks or opportunities that are not yet fully understood.
Key Players & Entities
- Premier, Inc. (company) — Registrant
- September 21, 2025 (date) — Date of earliest event reported
- Charlotte, NC (location) — Principal executive offices
- 13520 Ballantyne Corporate Place (address) — Principal executive offices
FAQ
What is the nature of the material definitive agreement entered into by Premier, Inc.?
The filing states that Premier, Inc. entered into a material definitive agreement, but the specific details of this agreement are not provided in the provided text.
When was the earliest event reported in this 8-K filing?
The earliest event reported in this 8-K filing occurred on September 21, 2025.
Where are Premier, Inc.'s principal executive offices located?
Premier, Inc.'s principal executive offices are located at 13520 Ballantyne Corporate Place, Charlotte, NC 28277.
What other information is included in this 8-K filing besides the material definitive agreement?
In addition to the material definitive agreement, the filing also reports on other events and includes financial statements and exhibits.
What is Premier, Inc.'s telephone number?
Premier, Inc.'s telephone number, including area code, is (704) 357-0022.
Filing Stats: 3,895 words · 16 min read · ~13 pages · Grade level 17.1 · Accepted 2025-09-22 09:20:28
Key Financial Figures
- $0.01 — stered Class A Common Stock, par value $0.01 per share PINC NASDAQ Global Select
- $28.25 — lly converted into the right to receive $28.25 per Share in cash, without interest (th
- $66,215,100 — on fee to Parent equal to approximately $66,215,100 if the Merger Agreement is terminated i
- $168,550,000 — e to the Company equal to approximately $168,550,000 (the "Parent score Termination Fee") if
- $1,450 million — ents for debt financing consisting of a $1,450 million senior secured first lien term loan fac
- $225 million — red first lien term loan facility and a $225 million senior secured revolving credit facilit
Filing Documents
- d948966d8k.htm (8-K) — 55KB
- d948966dex21.htm (EX-2.1) — 507KB
- d948966dex991.htm (EX-99.1) — 21KB
- 0001193125-25-210204.txt ( ) — 826KB
- pinc-20250921.xsd (EX-101.SCH) — 3KB
- pinc-20250921_lab.xml (EX-101.LAB) — 17KB
- pinc-20250921_pre.xml (EX-101.PRE) — 11KB
- d948966d8k_htm.xml (XML) — 3KB
Forward-Looking Statements
Forward-Looking Statements This communication includes forward-looking statements within the meaning of the "safe harbor" provisions of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements are based on a number of assumptions about future events and are subject to various known and unknown risks, uncertainties and other factors that may cause actual results, performance or achievements to be materially different from historical results or from any future results, projections, views, beliefs and estimates expressed or implied by such forward-looking statements. These risks, uncertainties and other factors include, but are not limited to, those discussed under "Risk Factors" in the Company's Annual Report on Form 10-K for the fiscal year ended June 30, 2025 (the "Annual Report"), Current Reports on Form 8-K and other documents filed with the SEC, including documents that will be filed with the SEC in connection with the Merger, and the following: (1) the inability to consummate the Merger within the anticipated time period, or at all, due to any reason, including the failure to obtain required regulatory approvals, satisfy the other conditions to the consummation of the Merger (including the failure to obtain necessary regulatory approvals or the approval of the Company's stockholders) or complete contemplated financing arrangements, (2) the risk that any announcements relating to the Merger could have adverse effects on the market price of the Company Class A Common Stock, (3) disruption from the Merger making it more difficult to maintain business and operational relationships, including retaining and hiring key personnel and maintaining relationships with the Company's customers, vendors and others with whom it does business, (4) the occurrence of any event, change or other circumstances that could give rise to the termination of the merger agreement entered into in c
Financial Statements and Exhibits
Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description 2.1 Agreement and Plan of Merger, by and among Premium Parent, LLC, Premium Merger Sub, Inc. and Premier, Inc., dated as of September 21, 2025. 99.1 Press Release, dated September 22, 2025. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document). Schedules have been omitted pursuant to Item 601(a)(5) of Regulation S-K. The registrant hereby undertakes to furnish supplementally copies of any of the omitted schedules upon request by the SEC. SIGNATURE 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. Date: September 22, 2025 PREMIER, INC. By: /s/ Michael J. Alkire Name: Michael J. Alkire Title: President and Chief Executive Officer