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Gen Digital logoGen Digital GEN

Gen Digital said it completed its merger with MoneyLion Inc. on April 17, 2025, and that MoneyLion will survive as a wholly owned subsidiary of Gen Digital. Each share of MoneyLion Class A common stock will receive $82.00 in cash and 1 CVRs as merger consideration.

8-KCompletion of Acquisition or Disposition of AssetsFiled Period of report Summary published (UTC)

Key points

AI summary
  1. Gen Digital said it completed its merger with MoneyLion Inc. on April 17, 2025, and that MoneyLion will survive as a wholly owned subsidiary of Gen Digital. Each share of MoneyLion Class A common stock will receive $82.00 in cash and 1 CVRs as merger consideration.

  2. The company said each CVR will entitle its holder to receive Gen Digital common stock worth $23.00, based on an assumed share price of $30.48, if the Average VWAP of Gen Digital common stock is equal to or greater than $37.50 for 30 consecutive trading days on any date before the 2nd anniversary of the Closing, or if Gen Digital undergoes a change of control.

  3. The company said it entered into a Second Amendment to its Amended and Restated Credit Agreement on April 16, 2025 to help fund part of the cash consideration for the merger. It borrowed $750 million of Incremental Term B Loans, which mature on April 16, 2032.

  4. The company said the loans can bear interest at either the base rate plus 0.75% or SOFR plus 1.75%, at its option. It will repay 0.25% of the original principal amount each quarter. Voluntary prepayments tied to a Repricing Transaction made before the 6-month anniversary of the Closing are subject to a 1.00% prepayment premium.

Summary

AI-written

Analysis scope · Filing bodyWe analyzed the filing body and confirmed exhibits. This is not a review of other exhibits, investor presentations or the full earnings call.

MoneyLion Merger Completed and Per-Share Merger Consideration

Gen Digital said it completed its merger with MoneyLion Inc. on April 17, 2025, and that MoneyLion will survive as a wholly owned subsidiary of Gen Digital. Each share of MoneyLion Class A common stock will receive $82.00 in cash and 1 CVRs as merger consideration.

Source · Based on the filing body and exhibits

Share-Settlement Terms of the CVRs

The company said each CVR will entitle its holder to receive Gen Digital common stock worth $23.00, based on an assumed share price of $30.48, if the Average VWAP of Gen Digital common stock is equal to or greater than $37.50 for 30 consecutive trading days on any date before the 2nd anniversary of the Closing, or if Gen Digital undergoes a change of control.

Source · Based on the filing body and exhibits

Incremental Term B Loans of $750 million Raised

The company said it entered into a Second Amendment to its Amended and Restated Credit Agreement on April 16, 2025 to help fund part of the cash consideration for the merger. It borrowed $750 million of Incremental Term B Loans, which mature on April 16, 2032.

Source · Based on the filing body and exhibits

Loan Interest Rate and Repayment Terms

The company said the loans can bear interest at either the base rate plus 0.75% or SOFR plus 1.75%, at its option. It will repay 0.25% of the original principal amount each quarter. Voluntary prepayments tied to a Repricing Transaction made before the 6-month anniversary of the Closing are subject to a 1.00% prepayment premium.

Source · Based on the filing body and exhibits

AI summarized the filing and translated the summary into English; it may differ from the original. For reference only, not investment advice. AI translated the published Korean report into English. Figures are copied as filed, not recalculated.

Original filing

The filing as submitted to SEC EDGAR. You can check the figures and statements of this summary against it.

Source: SEC EDGAR (U.S. Securities and Exchange Commission). Item captions are the SEC's. The summary is for reference only and is not investment advice.