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Last Trade - 14/05/21

Sector
Technology
Size
Large Cap
Market Cap £4.31bn
Enterprise Value £4.26bn
Revenue £261.1m
Position in Universe 1248th / 6846

BlackLine, Inc. Announces Proposed Private Offering of $1 Billion of Convertible Senior Notes

Tue 9th March, 2021 9:05pm
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LOS ANGELES, March 09, 2021 (GLOBE NEWSWIRE) -- BlackLine, Inc. (Nasdaq: BL),
a global leader in cloud-based accounting and finance software, today
announced that it intends to offer, subject to market conditions and other
factors, $1 billion aggregate principal amount of convertible senior notes
due 2026 (the “notes”) in a private placement to qualified institutional
buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the
“Securities Act”). BlackLine also intends to grant the initial purchasers
of the notes a 13-day option to purchase up to an additional $150
million aggregate principal amount of the notes.

The notes will be senior unsecured obligations of BlackLine and will accrue
interest payable semiannually in arrears. The notes will mature on March 15,
2026, unless earlier converted, repurchased or redeemed. The notes will be
convertible into cash, shares of BlackLine’s common stock (“common
stock”) or a combination of cash and shares of BlackLine’s common stock,
at BlackLine’s election. The interest rate, initial conversion rate and
other terms of the notes will be determined at the time of pricing of the
offering.

BlackLine intends to use a portion of the net proceeds from the offering to
pay the cost of the capped call transactions described below. BlackLine also
intends to use a portion of the net proceeds from this offering for the
repurchase of up to $250.0 million principal amount of its outstanding 0.125%
Convertible Senior Notes due 2024 (the “2024 Notes”). BlackLine intends to
use the remainder of the net proceeds for working capital and other general
corporate purposes, which may include capital expenditures and potential
acquisitions and strategic transactions. However, it has not designated any
specific uses and has no current agreements with respect to any material
acquisition or strategic transaction.

In connection with the pricing of the notes, BlackLine expects to enter into
capped call transactions with one or more of the initial purchasers and/or
their respective affiliates and/or other financial institutions (the “option
counterparties”). The capped call transactions are expected generally to
reduce potential dilution to BlackLine’s common stock upon any conversion of
notes and/or offset any cash payments BlackLine is required to make in excess
of the principal amount of converted notes, as the case may be, with such
reduction and/or offset subject to a cap. If the initial purchasers exercise
their option to purchase additional notes, BlackLine expects to enter into
additional capped call transactions with the option counterparties.

BlackLine expects that, in connection with establishing their initial hedges
of the capped call transactions, the option counterparties or their respective
affiliates may enter into various derivative transactions with respect to
BlackLine’s common stock and/or purchase shares of BlackLine’s common
stock concurrently with or shortly after the pricing of the notes. This
activity could increase (or reduce the size of any decrease in) the market
price of BlackLine’s common stock or the notes at that time.

In addition, BlackLine expects that the option counterparties or their
respective affiliates may modify their hedge positions by entering into or
unwinding various derivatives with respect to BlackLine’s common stock
and/or purchasing or selling BlackLine’s common stock or other securities of
BlackLine in secondary market transactions following the pricing of the notes
and prior to the maturity of the notes (and are likely to do so following any
conversion, repurchase or redemption of the notes, if BlackLine exercises the
relevant election under the capped call transactions). This activity could
also cause or prevent an increase or a decrease in the market price of
BlackLine’s common stock or the notes, and to the extent the activity occurs
during any observation period related to a conversion of notes, this could
affect the value of the consideration that a noteholder will receive upon
conversion of its notes. If any capped call transactions fail to become
effective, whether or not the offering of the notes is completed, the option
counterparties (or their respective affiliates) may unwind their hedge
positions with respect to BlackLine’s common stock, which could adversely
affect the price of BlackLine’s common stock and, if the notes have been
issued, the value of the notes.

BlackLine also expects in connection with the repurchase of a portion of its
2024 Notes, those holders of the 2024 Notes that sell their 2024 Notes to
BlackLine may enter into or unwind various derivatives with respect to
BlackLine’s common stock and/or purchase shares of BlackLine’s common
stock concurrently with or shortly after the pricing of the notes. In
particular, BlackLine expects that many holders of the 2024 Notes employ a
convertible arbitrage strategy with respect to the 2024 Notes and have a short
position with respect to BlackLine’s common stock that they would close,
through purchases of BlackLine’s common stock, in connection with
BlackLine’s repurchase of the 2024 Notes. This activity could increase (or
reduce the size of any decrease in) the market price of BlackLine’s common
stock, which may also affect the trading price of the notes at that time, and
could result in a higher effective conversion price for the notes. The initial
conversion price for the notes will be determined based on the volume weighted
average price of BlackLine’s common stock per share between opening and
closing of trading on the Nasdaq Global Select Market on the day of pricing of
the offering.

Neither the notes, nor any shares of BlackLine’s common stock potentially
issuable upon conversion of the notes, have been, nor will be, registered
under the Securities Act or any state securities laws and, unless so
registered, such securities may not be offered or sold in the United
States absent registration or an applicable exemption from, or in a
transaction not subject to, the registration requirements of the Securities
Act and other applicable securities laws.

This press release is neither an offer to sell nor a solicitation of an offer
to buy any securities, nor shall it constitute an offer, solicitation or sale
of the securities in any jurisdiction in which such offer, solicitation or
sale would be unlawful prior to the registration or qualification under the
securities laws of any such jurisdiction.

Media Contact:

Kimberly Uberti
BlackLine
kimberly.uberti@blackline.com

Investor Relations Contact:

Alexandra Geller 
BlackLine
alex.geller@blackline.com


(https://www.globenewswire.com/NewsRoom/AttachmentNg/4bf13579-a862-4482-9dd1-e6f6471573c4)



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