Bill.com Announces Pricing of Upsized Offering of $1.2 Billion of Common Stock
September 22 2021 - 7:00AM
Business Wire
Bill.com Holdings, Inc. (NYSE: BILL) (“Bill.com”) today
announced that it has priced its public offering (the “offering”)
of 4,411,765 shares of its common stock (the “shares”) at a price
to the public of $272.00 per share. The size of the offering was
increased from the previously announced $1.0 billion of shares of
common stock. Bill.com also granted the underwriters of the shares
30-day option to purchase up to an additional 661,764 shares. The
sale is expected to close on September 24, 2021, subject to
customary closing conditions.
Goldman Sachs & Co. LLC, BofA Securities, J.P. Morgan
Securities LLC and Morgan Stanley & Co. LLC are acting as joint
book-running managers for the offering. Jefferies LLC, Deutsche
Bank Securities Inc., Barclays Capital Inc. and KeyBanc Capital
Markets Inc. are acting as bookrunners for the offering. Canaccord
Genuity LLC, Needham & Company, LLC, Nomura Securities
International, Inc., Oppenheimer & Co. Inc., Piper Sandler
& Co. and William Blair & Company, L.L.C. are acting as
co-managers for the offering.
The offering is being made pursuant to Bill.com’s automatic
shelf registration statement (which includes a base prospectus),
which Bill.com filed with the Securities and Exchange Commission
(the "SEC") on September 21, 2021 and which automatically become
effective upon filing, and a preliminary prospectus supplement
related to the offering (together with such base prospectus, the
"preliminary prospectus") which Bill.com also filed with the SEC on
September 21, 2021. Before investing in the shares, investors
should read the preliminary prospectus, including the documents
incorporated by reference therein, and any free writing prospectus
related to the offering. These documents may be obtained for free
by visiting EDGAR on the SEC's website at www.sec.gov.
Alternatively, copies may be obtained from Goldman Sachs & Co.
LLC, Attention: Prospectus Department, 200 West Street, New York,
NY 10282, by email at Prospectus-ny@ny.email.gs.com or by phone at
1-866-471-2526; from BofA Securities, Attention: Prospectus
Department or by email at dg.prospectus_requests@bofa.com; from
J.P. Morgan Securities LLC, Attention: J.P. Morgan Securities LLC,
c/o Broadridge Financial Solutions, 1155 Long Island Avenue,
Edgewood, NY 11717, by email at prospectus-eq_fi@jpmchase.com, or
by phone at 1-866-803-9204; or from Morgan Stanley & Co. LLC,
Attention: Attention: Prospectus Department, 180 Varick Street, 2nd
Floor, New York, New York 10014.
Bill.com estimates that the net proceeds from the offering will
be approximately $1.17 billion (or approximately $1.34 billion if
the underwriters exercise their option to purchase additional
shares in full), after deducting the underwriters’ discount and
estimated offering expenses payable by Bill.com.
Bill.com intends to use the net proceeds of the offering for
general corporate purposes, which may include working capital,
capital expenditures and potential acquisitions and strategic
transactions. From time to time, Bill.com evaluates potential
acquisitions and strategic transactions involving businesses,
technologies or products. However, Bill.com has not designated any
specific uses and has no current agreements with respect to any
acquisitions or 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. The securities being
offered have not been approved or disapproved by any regulatory
authority, nor has any such authority passed upon the accuracy or
adequacy of the registration statement, the base prospectus
contained therein or the preliminary prospectus supplement.
Cautionary Statement Regarding Forward-Looking Statements
This press release may include forward-looking statements within
the meaning of Section 27A of the Securities Act of 1933, as
amended, and Section 21E of the Securities Exchange Act of 1934, as
amended. Words such as "anticipate," "believe," "estimate,"
"expect," "intend," "should," "will" and variations of these terms
or the negative of these terms and similar expressions are intended
to identify these forward-looking statements. Forward-looking
statements in this press release may include but are not limited to
statements regarding the timing and closing of Bill.com’s offering
of the shares and expected use of net proceeds of the offering.
Factors that may contribute to such differences include, but are
not limited to, risks related to whether Bill.com will consummate
the offering of the shares on the expected terms, or at all,
prevailing market and other general economic, industry or political
conditions in the United States or internationally, the impact of
COVID-19, whether Bill.com will be able to satisfy the conditions
required to close any sale of the shares and the expected use of
the net proceeds from the offering, which could change as a result
of market conditions. The foregoing list of risks and uncertainties
is illustrative, but is not exhaustive. For information about other
potential factors that could affect Bill.com’s business and
financial results, please review the “Risk Factors” described in
Bill.com’s registration statement on Form S-3 and the preliminary
prospectus and in Bill.com’s other filings with the SEC, including
Bill.com’s Annual Report on Form 10-K for the fiscal year ended
June 30, 2021. These forward-looking statements speak only as of
the date hereof or as of the date otherwise stated herein. Bill.com
disclaims any obligation to update these forward-looking
statements.
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version on businesswire.com: https://www.businesswire.com/news/home/20210922005376/en/
IR Contact: Karen Sansot ksansot@hq.bill.com
Press Contact: Oriana Branon obranon@hq.bill.com
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