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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT
REPORT
Pursuant to Section 13 or 15(d) of The Securities Exchange Act
of 1934
Date of Report (Date of earliest event reported): March 10,
2023
ZoomInfo Technologies Inc.
(Exact name of registrant as specified in its charter)
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Delaware
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001-39310
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87-3037521
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(State or other jurisdiction
of incorporation)
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(Commission File Number)
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(IRS Employer Identification No.)
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805 Broadway Street, Suite 900, Vancouver, Washington
98660
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code:
(800) 914-1220
Not applicable
(Former name or former address, if changed since last
report.)
Check the appropriate box below if the Form 8−K filing is intended
to simultaneously satisfy the filing obligation of the registrant
under any of the following provisions:
☐ Written communications pursuant to Rule 425 under the Securities
Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a−12 under the Exchange
Act (17 CFR 240.14a−12)
☐ Pre−commencement communications pursuant to Rule 14d−2(b) under
the Exchange Act (17 CFR 240.14d−2(b))
☐ Pre−commencement communications pursuant to Rule 13e−4(c) under
the Exchange Act (17 CFR 240.13e− 4(c))
Securities registered pursuant to Section 12(b) of the
Act:
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Title of each class
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Trading Symbol
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Name of each exchange on which registered
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Common Stock, par value $0.01 per share
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ZI
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The Nasdaq Stock Market LLC
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Indicate by check mark whether the registrant is an emerging growth
company as defined in Rule 405 of the Securities Act of 1933
(§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange
Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the
registrant has elected not to use the extended transition period
for complying with any new or revised financial accounting
standards provided pursuant to Section 13(a) of the Exchange Act.
☐
Item 7.01 Regulation FD
Disclosure.
On March 10, 2023, the Federal Deposit Insurance Corporation
(“FDIC”) issued a press release stating that Silicon Valley Bank,
Santa Clara, California, (“SVB”) was closed by the California
Department of Financial Protection and Innovation, which appointed
the FDIC as receiver. According to the FDIC press release, the
FDIC, as receiver, will retain all the assets from SVB for later
disposition.
On March 12, 2023, the FDIC, in a joint statement with the
Department of Treasury and the Federal Reserve, announced actions
enabling the FDIC to complete its resolution of SVB, in a manner
that fully protects all depositors. It stated that depositors will
have access to all of their money starting Monday, March
13.
As of March 9, 2023, ZoomInfo Technologies Inc. ( the “Company”)
had approximately $20 million, or 3%, of its total cash, cash
equivalents, and short term investments in deposit accounts with
SVB, and approximately $264 million, or 42% of its total cash, cash
equivalents, and short term investments in money market securities
for which SVB acts as custodian. The Company also had accounts with
SVB totaling approximately $6 million pursuant to letters of credit
that the company was required to provide its landlord in connection
with the execution of leases for office space, which amount is
classified as restricted cash, non-current on the Company's balance
sheet.
Regardless of access to those deposits and money market securities,
at this time, the Company has sufficient liquidity and alternative
banking relationships to meet its obligations.
The information contained within Item 7.01 of this Current Report
is being furnished and shall not be deemed “filed” for the purposes
of Section 18 of the Securities Exchange Act of 1934, as amended
(“Exchange Act”), or otherwise subject to the liabilities of that
Section, and shall not be incorporated by reference into any
registration statement or other document pursuant to the Securities
Act of 1933, as amended, or the Exchange Act, except as otherwise
expressly stated in such filing.
Forward-Looking Statements
This Current Report on Form 8-K contains “forward-looking”
statements that are based on the Company’s beliefs and assumptions
and on information currently available to the Company on the date
of this Current Report on Form 8-K. Forward-looking statements
include all statements that are not historical facts and can be
identified by terms such as “anticipate,” “believe,” “continue,”
“could,” “design,” “estimate,” “expect,” “may,” “seek,” “should,”
“will,” “would” or similar expressions and the negatives of those
terms. Forward-looking statements may involve known and unknown
risks, uncertainties and other factors that may cause the Company’s
actual results, performance or achievements to be materially
different from those expressed or implied by the forward-looking
statements. These statements include, but are not limited to, the
sufficiency of our liquidity to meet our obligations. Except as
required by law, the Company assumes no obligation to update these
forward-looking statements publicly, or to update the reasons
actual results could differ materially from those anticipated in
the forward-looking statements, even if new information becomes
available in the future. Further information on factors that could
cause the Company’s actual results to differ materially from the
results anticipated by the Company’s forward-looking statements is
included in the reports the Company has filed with the U.S.
Securities and Exchange Commission, including the Company’s Annual
Report on Form 10-K for the year ended December 31, 2022. All
information provided in this Current Report on Form 8-K is as of
March 10, 2023, and the Company undertakes no duty to update this
information unless required by law.
Item 9.01 Financial Statements and
Exhibits.
(d) Exhibits.
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Exhibit No. |
Description |
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104 |
Cover Page Interactive Data File (embedded within the Inline XBRL
document) |
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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.
ZoomInfo Technologies Inc.
Date: March 13, 2023
By: /s/
P. Cameron Hyzer
Name: P. Cameron Hyzer
Title: Chief Financial Officer
ZoomInfo Technologies (NASDAQ:ZI)
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