Progress Software Corporation, a global software company, has announced the pricing of its private offering of US$325 million aggregate principal amount of 1% Convertible Senior Notes due 2026 to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933. Progress also granted the initial purchasers of the Notes an option to purchase up to an additional US$50 million aggregate principal amount of the Notes, for settlement within a 13-day period beginning on, and including, the first date on which the Notes are issued.
The aggregate principal amount of the offering was increased from the previously announced offering size of US$300 million (or US$345 million if the initial purchasers exercise their option to purchase additional notes in full). The sale of the Notes is expected to close on April 13, 2021, subject to customary closing conditions.
Latham & Watkins LLP represented the initial purchasers in the offering with a capital markets team led by New York partners Greg Rodgers, Erika Weinberg, and Stelios Saffos and Los Angeles partner Arash Aminian Baghai, with New York associates Ryan Gold, Claire Solimine, and Victoria McGrath. Advice was also provided on tax matters by New York partner Bora Bozkurt, with New York associate Michael Syku; on equity derivatives matters by New York partner Catherine Lee, with New York associates Christopher Yu and Katherine Kim; on intellectual property matters by New York counsel Carrie Girgenti; and on data privacy matters by Bay Area counsel Robert Blamires, with Bay Area associate Adriana Beach.