Rimini Street, Inc. 8-K

What Happened

• Rimini Street, Inc. filed an 8-K on April 1, 2026 disclosing Amendment No. 1 to its Amended and Restated Credit Agreement (originally dated April 30, 2024) among Rimini Street, its lenders and Capital One, N.A. as agent.
• The Amendment revises Section 6.8(b)(ii) to set new caps on permitted “Restricted Payments” (a term that includes share repurchases). Starting with the fiscal year ending December 31, 2026 and for each fiscal year thereafter, annual Restricted Payments are capped at $20,000,000. For Restricted Payments made on or after January 1, 2026, the aggregate cap is $50,000,000.

Key Details

• Amendment filed: April 1, 2026 (Amendment No. 1 to Credit Agreement dated April 30, 2024).
• New annual cap: $20,000,000 per fiscal year beginning with FY ending Dec 31, 2026.
• New aggregate cap for payments on/after Jan 1, 2026: $50,000,000.
• Prior limits: through and including FY ended Dec 31, 2025, aggregate Restricted Payments could not exceed the greater of $12,500,000 and 20% of LTM Consolidated EBITDA; previously the total during the Credit Agreement term could not exceed the greater of $50,000,000 and 100% of LTM Consolidated EBITDA.
• “Restricted Payments” expressly includes payments for repurchase, redemption or other acquisition for value of the company’s common stock.

Why It Matters

• The amendment changes how much cash Rimini Street can return to shareholders or make other restricted distributions (including share buybacks) beginning in 2026. This affects the company’s flexibility to fund repurchases, dividends or similar actions without breaching the credit agreement.
• Investors should note there is no announcement of an immediate repurchase or dividend—this is a contractual change that alters future capacity for such actions. Watch future company disclosures for any planned use of the increased allowance and for any related liquidity or capital allocation updates.