Jamf Announces Pricing of Follow-on Offering of Common Stock by Selling Shareholders
June 09 2021 - 6:53PM
Jamf Holding Corp. (“Jamf”) (NASDAQ: JAMF), the standard in Apple
Enterprise Management, today announced the pricing of a public
follow-on offering of 8,500,000 shares of its common stock by
certain selling shareholders at $33.00 per share. Certain of the
selling shareholders also granted the underwriters a 30-day option
to purchase up to an additional 1,275,000 shares on the same terms
and conditions. The offering is expected to close on June 14, 2021,
subject to customary closing conditions.
Jamf will not receive any proceeds from the sale of shares by
the selling shareholders, and will not issue any shares of its
common stock in the offering.
J.P. Morgan, BofA Securities and Barclays are acting as lead
book-running managers for the proposed offering. RBC Capital
Markets, Mizuho Securities and HSBC are acting as joint
book-running managers, and Canaccord Genuity, JMP Securities, Piper
Sandler, William Blair, Loop Capital Markets and CastleOak
Securities, L.P. are acting as co-managers for the offering.
This offering is being made only by means of a prospectus,
copies of which may be obtained from: J.P. Morgan, c/o Broadridge
Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717,
telephone: 1-866-803-9204, or by emailing
prospectus-eq_fi@jpmchase.com; or BofA Securities, NC1-004-03-43,
200 North College Street, 3rd floor, Charlotte, NC 28255-0001,
Attention: Prospectus Department, or by e-mail at
dg.prospectus_requests@bofa.com; or Barclays, Attention: Broadridge
Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717,
telephone: 1-888-603-5847, or email:
Barclaysprospectus@broadridge.com.
A registration statement relating to the sale of these
securities was filed with, and declared effective by, the
Securities and Exchange Commission (the “SEC”) on June 9, 2021.
Copies of the registration statement can be accessed by visiting
the SEC’s website at www.sec.gov. This press 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 state or
jurisdiction in which such offer, solicitation, or sale would be
unlawful prior to registration or qualification under the
securities laws of any such state or jurisdiction.
Note Regarding Forward-Looking Statements
This press release contains “forward-looking statements” within
the meaning of the “safe harbor” provisions of the Private
Securities Litigation Reform Act of 1995, including but not limited
to, statements regarding our financial outlook and market
positioning. Forward-looking statements give our current
expectations and projections relating to our financial condition,
results of operations, plans, objectives, future performance and
business. You can identify forward-looking statements by the fact
that they do not relate strictly to historical or current facts.
These statements may include words such as “anticipate,”
“estimate,” “expect,” “project,” “plan,” “intend,” “believe,”
“may,” “will,” “should,” “can have,” “likely” and other words and
terms of similar meaning in connection with any discussion of the
timing or nature of future operating or financial performance or
other events. All forward-looking statements are subject to risks
and uncertainties that may cause actual results to differ
materially from those that we expected, including: the ability of
Jamf and Wandera to close the announced transaction; the ability of
Jamf to realize the potential benefits of the acquisition of
Wandera; the possibility that the closing of the transaction may be
delayed; other risks related to Jamf’s integration of Wandera’s
business, team, and technology; the impact on our operations and
financial condition from the effects of the current COVID-19
pandemic; the potential impact of customer dissatisfaction with
Apple or other negative events affecting Apple services and
devices, and failure of enterprises to adopt Apple products; the
potentially adverse impact of changes in features and functionality
by Apple on our engineering focus or product development efforts;
changes in our continued relationship with Apple; the fact that we
are not party to any exclusive agreements or arrangements with
Apple; our reliance, in part, on channel partners for the sale and
distribution of our products; the impact of reputational harm if
users perceive our products as the cause of device failure; our
ability to successfully develop new products or materially enhance
current products through our research and development efforts; our
ability to continue to attract new customers; our ability to retain
our current customers; our ability to sell additional functionality
to our current customers; our ability to meet service-level
commitments under our subscription agreements; our ability to
correctly estimate market opportunity and forecast market growth;
risks associated with failing to continue our recent growth rates;
our dependence on one of our products for a substantial portion of
our revenue; our ability to scale our business and manage our
expenses; our ability to change our pricing models, if necessary to
compete successfully; the impact of delays or outages of our cloud
services from any disruptions, capacity limitations or
interferences of third-party data centers that host our cloud
services, including Amazon Web Services; our ability to maintain,
enhance and protect our brand; our ability to maintain our
corporate culture; the ability of Jamf Nation to thrive and grow as
we expand our business; the potential impact of inaccurate,
incomplete or misleading content that is posted on Jamf Nation; our
ability to offer high-quality support; risks and uncertainties
associated with potential acquisitions and divestitures, including,
but not limited to, disruptions to ongoing operations; diversions
of management from day-to-day responsibilities; adverse impacts on
our financial condition; failure of an acquired business to further
our strategy; uncertainty of synergies; personnel issues; resulting
lawsuits and issues unidentified in diligence processes; our
ability to predict and respond to rapidly evolving technological
trends and our customers' changing needs; our ability to compete
with existing and new companies; the impact of adverse general and
industry-specific economic and market conditions; the impact of
reductions in IT spending; our ability to attract and retain highly
qualified personnel; risks associated with competitive challenges
faced by our customers; the impact of our often long and
unpredictable sales cycle; our ability to develop and expand our
marketing and sales capabilities; the risks associated with sales
to new and existing enterprise customers; the risks associated with
free trials and other inbound, lead-generation sales strategies;
the risks associated with indemnity provisions in our contracts;
our management team’s limited experience managing a public company;
the impact of any catastrophic events; the impact of global
economic conditions; risks associated with cyber-security events;
the impact of real or perceived errors, failures or bugs in our
products; the impact of interruptions or performance problems
associated with our technology or infrastructure; the impact of
general disruptions to data transmission; risks associated with
stringent and changing privacy laws, regulations and standards, and
information security policies and contractual obligations related
to data privacy and security; the risks associated with
intellectual property infringement claims; our reliance on
third-party software and intellectual property licenses; our
ability to protect our intellectual property and proprietary
rights; and the risks associated with our use of open source
software in our products. Additional information concerning these
and other factors can be found in Jamf's filings with the SEC.
Given these factors, as well as other variables that may affect
Jamf’s operating results, you should not rely on forward-looking
statements, assume that past financial performance will be a
reliable indicator of future performance, or use historical trends
to anticipate results or trends in future periods. The
forward-looking statements included in this press release and on
the related teleconference call relate only to events as of the
date hereof. Jamf undertakes no obligation to update or revise any
forward-looking statement as a result of new information, future
events or otherwise, except as otherwise required by law.
About Jamf
Jamf, the standard in Apple Enterprise Management, extends the
legendary Apple experience people love to businesses, schools and
government organizations through its software and the world’s
largest online community of IT admins focused exclusively on Apple,
Jamf Nation.
Investor Contact:
Jennifer Gaumondir@jamf.com
Media Contact:
Rachel Nauenmedia@jamf.com
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