Business
Pegasystems Inc. Prices $525.0 Million Convertible Senior Notes Offering
CAMBRIDGE, Mass., Feb. 19, 2020 /PRNewswire/ -- Pegasystems Inc. ("Pega") (NASDAQ: PEGA), the software company empowering digital transformation at the
About this update from Pegasystems Inc.
[{"type":"text","content":"CAMBRIDGE, Mass., Feb. 19, 2020 /PRNewswire/ -- Pegasystems Inc. (\"Pega\") (NASDAQ: PEGA), the software company empowering digital transformation at the world's leading enterprises, today announced the pricing of its offering of $525,000,000 aggregate principal amount of 0.75% Convertible Senior Notes due 2025 (the \"notes\") in a private offering (the \"offering\") to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the \"Securities Act\"). The offering size was increased from the previously announced offering size of $450.0 million aggregate principal amount of notes. The offering is expected to close on February 24, 2020, subject to customary closing conditions. Pega also granted the initial purchasers of the notes an option to purchase, for settlement within a period of 13 days from, and including, the date notes are first issued, up to an additional $75,000,000 principal amount of notes.\n\n \n \n\n \nThe notes will be senior, unsecured obligations of Pega and will accrue interest at a rate of 0.75% per annum, payable semi-annually in arrears on March 1 and September 1 of each year, beginning on September 1, 2020. The notes will mature on March 1, 2025, unless earlier repurchased, redeemed or converted. Before September 1, 2024, noteholders will have the right to convert their notes only upon the occurrence of certain events. From and after September 1, 2024, noteholders may convert their notes at any time at their election until the close of business on the scheduled trading day immediately before the maturity date. Pega will settle conversions by paying or delivering, as applicable, cash, shares of its common stock or a combination of cash and shares of its common stock, at the election of Pega. The initial conversion rate is 7.4045 shares of common stock per $1,000 principal amount of notes, which represents an initial conversion price of approximately $135.05 per share of common stock. The initial conversion price represents a premium of approximately 37.5% over the last reported sale of $98.22 per share of Pega's common stock on February 19, 2020. The conversion rate and conversion price will be subject to adjustment upon the occurrence of certain events.\nThe notes will not be redeemable at Pega's election before March 1, 2023. The notes will be redeemable, in whole o...