8-K ยทFiled May 14, 2026

CSGS

CSG SYSTEMS INTERNATIONAL INC
NEUTRAL
Impact 8/10
Horizonimmediate Processed4mo ago SEC0001193125-26-224339
Killer combo: M&A completed + management change
Actionable Insight โ€ข Neutral

The merger is complete โ€” CSGS common stock is no longer trading on Nasdaq and will be deregistered. Holders of CSGS common stock should have received or will receive $80.70 per share in cash. Convertible note holders should evaluate the conversion terms ($1,231.53 per $1,000 principal during the Make-Whole Fundamental Change Period). No further trading in CSGS equity is expected.

DirectionNeutral
Confidencehigh
Horizonimmediate

Price Chart

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Executive Summary

NEC Corporation completed its all-cash acquisition of CSG Systems for $80.70 per share on May 14, 2026. CSG is now a wholly owned subsidiary of NEC, trading of CSGS common stock has been suspended on Nasdaq, and delisting will be effective May 25, 2026. The existing credit facility ($125M repaid) and convertible notes (~$425M outstanding) have been addressed via termination and a supplemental indenture, respectively. All prior directors and top executives (CEO, CFO, Chief Legal Officer, Chief Experience Officer) have been replaced by NEC/Netcracker appointees.

Key Financial Metrics

Deal Value
$2.3B
Deal Type
merger

Key Facts

  • Merger completed on May 14, 2026; CSG shareholders received $80.70 per share in cash.
  • CSG common stock trading suspended on Nasdaq; delisting effective May 25, 2026.
  • Approximately $425M aggregate principal amount of 3.875% Convertible Senior Notes due 2028 outstanding; holders can convert into $80.70 cash per share equivalent.
  • Existing $125M credit facility repaid in full and terminated; no early termination penalties incurred.
  • All 10 prior directors resigned; Masakazu Yamashina (NEC) is the sole director of the surviving corporation.
  • CEO Brian Shepherd, CFO Hai Tran, Chief Experience Officer Elizabeth Bauer, and Chief Legal Officer Rasmani Bhattacharya terminated without cause; Sylvain Seignour appointed President.
  • Certificate of incorporation and bylaws amended and restated; CSG is now a wholly owned subsidiary of NEC.
  • Netcracker Technology (NEC subsidiary) will lead the combined business; Andrew Feinberg appointed Chairman and CEO of the combined organization.

Financial Impact

All-cash acquisition valued at $80.70 per share; total equity value approximately $2.3B based on pre-deal market cap. $125M credit facility repaid. ~$425M convertible notes converted to cash obligation.

revenueepsdebtdilutioncash

Risk Factors

  • Delisting and deregistration eliminate public market liquidity for CSGS shares.
  • Convertible note holders face forced conversion into cash at terms set by the supplemental indenture.
  • Integration risk: combining CSG with Netcracker under NEC may face operational and cultural challenges.
  • Appraisal rights: shareholders who properly exercised appraisal rights may receive a different value through litigation.

Market Snapshot

Exchange
Nasdaq
Sector
Services-Computer Processing & Data Preparation
Analyst Consensus
0% bullish (12 analysts)

Investment Themes

Software & IT

Documents Analyzed

This report is based on 8 SEC documents filed with EDGAR.

DocumentAccession Number
8-K Filing (Primary)0001193125-26-224339
Document: d154728dex32.htm0001193125-26-224339
Document: d154728dex41.htm0001193125-26-224339
Document: d154728dex991.htm0001193125-26-224339
Document: d154728dex31.htm0001193125-26-224339
Document: 0001193125-26-224339-index-headers.html0001193125-26-224339
Document: 0001193125-26-224339-index.html0001193125-26-224339
Document: 0001193125-26-224339.txt0001193125-26-224339
3 reports for CSGS
Performance horizon

Track record builds as more directional reports settle.

Filters
Rows
Reports for CSGS โ€” sortable, filterable
TypeNow
May 26, 2026
18w ago
15-12G
NEUTRAL โ˜… 5/10
โ€”awaiting T+5โ€”โ€”
May 14, 2026
20w ago
8-K
NEUTRAL โ˜… 8/10
$80.69 awaiting T+5awaiting T+5โ€”โ€”
May 11, 2026
20w ago
8-K
BULLISH โ˜… 7/10
$80.69 $80.69ยท 0.00%โ–ผ โˆ’0.08%โ€”
Showing 3 of 3

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