TechTarget Announces Proposed Offering of Convertible Senior Notes

About this update from Techtarget, Inc.

[{"type":"text","content":" NEWTON, Mass.--(BUSINESS WIRE)--\nTechTarget, Inc. (“TechTarget”) (Nasdaq: TTGT) today announced that it proposes to offer, subject to market conditions and other factors, $360 million aggregate principal amount of convertible senior notes due 2026 (the “notes”). The notes are to be offered and sold to persons reasonably believed to be “qualified institutional buyers” pursuant to Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”). In addition, TechTarget has granted the initial purchasers of the notes a 13-day option to purchase up to an additional $54 million aggregate principal amount of notes on the same terms and conditions.\n\nThe notes will be senior unsecured obligations of TechTarget and will mature on December 15, 2026, unless earlier converted, redeemed or repurchased in accordance with their terms prior to such date. Upon conversion of the notes, holders of the notes will receive cash, shares of TechTarget’s common stock or a combination of cash and shares of TechTarget’s common stock, at TechTarget’s option. Interest on the notes will be payable semi-annually in arrears on June 15 and December 15 of each year, beginning on June 15, 2022. The interest rate, initial conversion rate, offering price and other terms will be determined at the time of pricing the offering.\n\nTechTarget intends to use a portion of the net proceeds from the offering to enter into privately negotiated transactions with certain holders of TechTarget’s 0.125% convertible senior notes due 2025 (the “existing notes”) to repurchase or exchange a portion of its existing notes for cash, shares of its common stock or a combination of cash and shares of its common stock. TechTarget intends to use the remaining proceeds from the offering for general corporate purposes, which may include, without limitation and in TechTarget’s sole discretion, working capital, capital expenditures, investments in or loans to TechTarget’s subsidiaries, repayment or further repurchases of outstanding indebtedness, common stock repurchases, funding potential future acquisitions and investments and satisfaction of other obligations. Completion of the offering is not contingent upon the closing of any repurchase or exchange of the existing notes and there can be no assurance that such repurchases or exchanges will be consummated on the terms expec...

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