Envestnet, Inc. to Offer $300 Million of Convertible Notes
May 21 2018 - 4:05PM
Business Wire
Envestnet, Inc. (NYSE:ENV) (the “Company”), a leading provider
of intelligent systems for wealth management and financial
wellness, announced today that it proposes to offer $300 million
aggregate principal amount of convertible notes due 2023 (the
“Notes”) in a private offering to qualified institutional buyers
pursuant to Rule 144A under the Securities Act of 1933, as amended
(the “Securities Act”), subject to market conditions and other
factors. The Company also expects to grant to the initial
purchasers of the Notes an option to purchase within a 30-day
period up to an additional $45 million aggregate principal
amount of Notes.
The Notes will be general unsecured obligations, subordinated in
right of payment to the Company’s obligations under its revolving
credit facility. Interest will be payable semiannually. Upon
conversion, the Notes may be settled, at the Company’s election, in
cash, shares of the Company’s common stock, or a combination of
cash and shares of the Company’s common stock. The interest rate,
conversion rate and other terms of the Notes are to be determined
upon by negotiations between the Company and the initial
purchasers.
The Company expects to use a portion of the net proceeds from
the offering to repay the outstanding principal balance of its
revolving credit facility. The Company intends to use the remaining
net proceeds from the offering, as well as the increased amounts
available under its revolving credit facility, for general
corporate purposes, which may include selective strategic
investments through acquisitions, alliances or other transactions
and to opportunistically repurchase or retire its outstanding 1.75%
Convertible Notes due 2019.
The Notes will only be offered to qualified institutional buyers
pursuant to Rule 144A under the Securities Act. Neither the Notes
nor the shares of the Company’s common stock into which the Notes
are convertible have been, or will be, registered under the
Securities Act or the securities laws of any other jurisdiction,
and unless so registered, may not be offered or sold in the United
States except pursuant to an applicable exemption from such
registration requirements.
This announcement is neither an offer to sell nor a solicitation
of an offer to buy the Notes (or the shares of the Company’s common
stock into which the Notes are convertible), nor will there be any
offer, solicitation or sale in any jurisdiction in which such
offer, solicitation or sale is unlawful.
Cautionary Statement
The statements in this release relating to the terms and timing
of the proposed offering and the expected use of proceeds from the
offering are forward-looking statements made pursuant to the safe
harbor provisions of the Private Securities Litigation Reform Act
of 1995. These statements involve risks and uncertainties that
could cause actual results to differ materially, including, but not
limited to, whether or not the Company will offer the Notes or
consummate the offering, the final terms of the offering,
prevailing market conditions, the anticipated principal amount of
the Notes, which could differ based upon market conditions, the
anticipated use of the proceeds of the offering, 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. Factors that could cause such
differences are described in the Company’s periodic filings with
SEC.
You are cautioned not to place undue reliance on the Company’s
forward-looking statements, which speak only as of the date such
statements are made. The Company does not undertake any obligation
to publicly update any forward-looking statements to reflect
events, circumstances or new information after this May 21, 2018
press release, or to reflect the occurrence of unanticipated
events.
About Envestnet
Envestnet, Inc. (NYSE:ENV) is a leading provider of intelligent
systems for wealth management and financial wellness. Envestnet’s
unified technology enhances advisor productivity and strengthens
the wealth management process. Envestnet empowers enterprises and
advisors to more fully understand their clients and deliver better
outcomes.
Envestnet enables financial advisors to better manage client
outcomes and strengthen their practices. Institutional-quality
research and advanced portfolio solutions are provided through
Envestnet | PMC, our Portfolio Management Consultants group.
Envestnet | Yodlee is a leading data aggregation and data analytics
platform powering dynamic, cloud-based innovation for digital
financial services. Envestnet | Tamarac provides leading
rebalancing, reporting, and practice management software for
advisors. Envestnet | Retirement Solutions provides an integrated
platform that combines leading practice management technology,
research, data aggregation and fiduciary managed account
solutions.
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