Shopify Completes Offering of Class A Subordinate Voting Shares
August 22 2016 - 9:16AM
Business Wire
Including Full Exercise of Over-Allotment
Option
Shopify Inc. (NYSE:SHOP)(TSX:SH) (“Shopify”) today announced
that it has completed its previously announced offering of
8,625,000 Class A subordinate voting shares (the “Offering“),
which includes the full exercise of the over-allotment option of
1,125,000 Class A subordinate voting shares, at a price of US$38.25
per share. An aggregate of 6,125,000 Class A subordinate voting
shares, which includes the Class A subordinate voting shares issued
on exercise of the over-allotment option, were sold by Shopify for
aggregate gross proceeds of US$234,281,250. Entities affiliated
with Bessemer Venture Partners and certain members of Shopify’s
management (the “Selling Shareholders”) sold 2,500,000 Class A
subordinate voting shares at a price of US$38.25 per share.
Shopify expects to use its net proceeds from the Offering to
strengthen its balance sheet, providing flexibility to fund its
growth strategies. Pending their use, Shopify intends to invest the
net proceeds from the Offering in short-term, investment-grade,
interest-bearing instruments or hold them as cash. Shopify did not
receive any of the proceeds of the sale of shares by the Selling
Shareholders.
Morgan Stanley, Credit Suisse, RBC Capital Markets, Pacific
Crest Securities, a division of KeyBanc Capital Markets, Raymond
James, Canaccord Genuity and Piper Jaffray acted as underwriters in
the Offering.
The Class A subordinate voting shares were offered in each of
the provinces and territories of Canada, other than Quebec, by way
of a prospectus supplement dated August 16, 2016 to Shopify's short
form base shelf prospectus dated August 5, 2016. The Class A
subordinate voting shares were also offered in the United States
pursuant to a prospectus supplement to Shopify's registration
statement on Form F-10 (the “Registration Statement”) under the
U.S./Canada Multijurisdictional Disclosure System. The prospectus
supplements and the Registration Statement contain important
detailed information about the Offering. A copy of the Canadian
prospectus supplements can be found on SEDAR at www.sedar.com, and
a copy of the U.S. prospectus supplements and the Registration
Statement can be found on EDGAR at www.sec.gov. Copies of such
offering documents may also be obtained from Morgan Stanley &
Co. LLC, Attention: Prospectus Department, 180 Varick Street, 2nd
Floor, New York, NY 10014; Credit Suisse Securities (USA) LLC,
Attention: Prospectus Department, One Madison Avenue, New York, NY
10010; RBC Capital Markets, Attention: Distribution Centre, 180
Wellington Street, 8th Floor, Toronto, Ontario M5J 0C2; or RBC
Capital Markets, LLC, Attention: Equity Syndicate, 200 Vesey
Street, 8th Floor, New York, NY 10281-8098.
No securities regulatory authority has either approved or
disapproved the contents of this news release. This news release
shall not constitute an offer to sell or the solicitation of an
offer to buy, nor shall there be any sale of these securities in
any province, state or jurisdiction in which such offer,
solicitation or sale would be unlawful prior to the registration or
qualification under the securities laws of any such province, state
or jurisdiction.
About Shopify
Shopify is the leading cloud-based, multi-channel commerce
platform designed for small and medium-sized businesses. Merchants
use the software to design, set up and manage their stores across
multiple sales channels, including web, mobile, social media,
marketplaces, brick-and-mortar locations and pop-up shops. The
platform also provides a merchant with a powerful back-office and a
single view of their business. The Shopify platform was engineered
for reliability and scale, making enterprise-level technology
available to businesses of all sizes. Shopify currently powers over
300,000 businesses in approximately 150 countries and is trusted by
big brands including Tesla Motors, Budweiser, Red Bull, the LA
Lakers, the New York Stock Exchange, GoldieBlox, and many more.
Forward-looking Statements
This press release contains certain forward-looking statements,
including statements with regard to Shopify's proposed use of
proceeds from the offering. Words such as "expects", “anticipates”
and “intends” or similar expressions are intended to identify
forward-looking statements. These forward-looking statements are
subject to the inherent uncertainties in predicting future results
and conditions and no assurance can be given that the proceed of
the offering will be used on the terms described. Allocation of the
proceeds of the offering is subject to numerous factors, many of
which are beyond Shopify’s control, including, without limitation,
market conditions and the risk factors and other matters set forth
in Shopify's filings with the U.S. Securities and Exchange
Commission and the securities commissions or similar securities
regulatory authorities in each of the provinces and territories of
Canada. Shopify undertakes no obligation to publicly update or
revise any forward-looking statements, whether as a result of new
information, future events or otherwise, except as may be required
by law.
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version on businesswire.com: http://www.businesswire.com/news/home/20160822005548/en/
INVESTORS:Katie Keita, 613-241-2828Director, Investor
RelationsIR@shopify.comorMEDIA:Sheryl So, 416-238-6705 x 302Public
Relations Managerpress@shopify.com
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