Quotient Technology Inc. Announces $175 Million Convertible Notes Offering
November 13 2017 - 4:05PM
Business Wire
Quotient Technology Inc. (“Quotient”) (NYSE: QUOT) today
announced its intention to offer, subject to market conditions and
other factors, $175 million aggregate principal amount of
convertible senior notes due 2022 (the “notes”) in a private
placement to qualified institutional buyers pursuant to Rule 144A
under the Securities Act of 1933, as amended (the “Act”). Quotient
also expects to grant the initial purchasers an option to purchase
up to an additional $25 million aggregate principal amount of the
notes within a 13-day period from, and including, the initial
issuance date of the notes.
The notes will be unsecured, senior obligations of Quotient.
Interest will be payable semi-annually in arrears. The notes will
be convertible at the option of holders, subject to certain
conditions and during certain periods, into cash, shares of
Quotient’s common stock or a combination of cash and shares of
Quotient’s common stock, at Quotient’s election. The notes will be
redeemable at the option of Quotient on or after December 5, 2020,
at a redemption price equal to 100% of the principal amount
thereof, plus accrued and unpaid interest if the last reported sale
price of Quotient’s common stock has been at least 130% of the
conversion price then in effect for at least 20 trading days
(whether or not consecutive) during any 30 consecutive trading day
period ending within not more than three trading days preceding the
date on which Quotient provides written notice of redemption. The
interest rate, conversion rate and other terms of the notes are to
be determined upon pricing of the offering.
Quotient intends to use the net proceeds of the offering for
general corporate purposes, including working capital, capital
expenditures, repurchases of Quotient’s common stock pursuant to
its existing stock repurchase program, potential acquisitions and
strategic transactions.
This announcement is neither an offer to sell nor a solicitation
of an offer to buy any of these securities and shall not constitute
an offer, solicitation, or sale in any jurisdiction in which such
offer, solicitation, or sale is unlawful. Any offer of the
securities will be made only by means of a private offering
memorandum. The notes and the shares of the common stock issuable
upon conversion of the notes, if any, will not be registered under
the Act or any state securities law, and unless so registered, may
not be offered or sold in the United States except pursuant to an
applicable exemption from the registration requirements of the Act
and applicable state security laws.
Forward-Looking
Statements
This press release includes forward-looking statements within
the meaning of Section 27A of the Securities Act of 1933 and
Section 21E of the Securities Exchange Act of 1934. These
statements involve risks and uncertainties that could cause actual
results to differ materially, including, but not limited to,
whether Quotient will be able to consummate the offering, the final
terms of the offering, the satisfaction of customary closing
conditions with respect to the offering of the notes, prevailing
market conditions, the anticipated use of the net proceeds of the
offering of the notes which could change as a result of market
conditions or for other reasons, and the impact of general
economic, industry or political conditions in the United States or
internationally. Forward looking statements may be identified by
the use of the words “may,” “will,” “expect,” “intend,” and other
similar expressions. These forward looking statements are based on
estimates and assumptions by Quotient’s management that, although
believed to be reasonable, are inherently uncertain and subject to
a number of risks. Actual results may differ materially from those
anticipated or predicted by Quotient’s forward-looking statements.
All forward-looking statements are subject to other risks detailed
in our Quarterly Report on Form 10-Q for the quarter ended
September 30, 2017 and the risks discussed in our other filings
with the Securities and Exchange Commission. You are cautioned not
to place undue reliance on these forward-looking statements, which
speak only as of the date hereof. All forward-looking statements
are qualified in their entirety by this cautionary statement, and
we undertake no obligation to revise or update this news release to
reflect events or circumstances after the date hereof, except as
required by applicable law.
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version on businesswire.com: http://www.businesswire.com/news/home/20171113006318/en/
Investor Relations Contact:Quotient Technology Inc.Stacie
Clements, 650-605-4535Vice President, Investor
Relationsir@quotient.comorMedia Contact:Paul Sloan,
650-396-8754Vice President, Corporate
Communicationspress@quotient.com
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