IPOS - BlackLine Inc. Announces Upsize and Pricing of Offering of $600000000 of Convertible Senior Notes | Benzinga
LOS ANGELES, May 22, 2024 (GLOBE NEWSWIRE) -- BlackLine, Inc. (NASDAQ:BL), today announced the pricing of $600,000,000 aggregate principal amount of 1.00% convertible senior notes due 2029 (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"). The aggregate principal amount of the offering was increased from the previously announced offering size of $500,000,000. BlackLine also granted the initial purchaser of the notes a 13-day option to purchase up to an additional $90,000,000 aggregate principal amount of the notes. The sale of the notes is expected to close on May 24, 2024, subject to customary closing conditions.
The notes will be senior unsecured obligations of BlackLine. The notes will bear interest at a rate of 1.00% per year. Interest will be payable semi-annually in arrears on June 1 and December 1 of each year, beginning on December 1, 2024. The notes will mature on June 1, 2029, unless earlier converted, redeemed or repurchased. The initial conversion rate will be 14.6047 shares of BlackLine's common stock ("common stock") per $1,000 principal amount of notes (equivalent to an initial conversion price of approximately $68.47 per share of common stock). The initial conversion price of the notes represents a premium of approximately 30% over the last reported sale price of BlackLine's common stock per share on the Nasdaq Global Select Market on May 21, 2024. The notes will be convertible into cash, shares of BlackLine's common stock or a combination of cash and shares of BlackLine's common stock, at BlackLine's election.
BlackLine may redeem the notes, at its option, on or after June 5, 2027 if (i) the notes are "freely tradable" (as defined in the indenture governing the notes) and any accrued and unpaid additional interest has been paid as of the date BlackLine sends the related redemption notice and (ii) the last reported sale price of BlackLine's common stock has been at least 130% of the conversion price then in effect for at least 20 trading days (whether or not consecutive) during any 30 consecutive trading-day period (including the last trading day of such period) ending on and including the trading day immediately preceding the date on which BlackLine provides notice of redemption at a redemption price equal to 100% of the principal amount of the notes to be redeemed, plus accrued and unpaid special interest, if any, to, but excluding, the redemption date.
If a "fundamental change" (as defined in the indenture governing the notes) occurs at any time prior to the maturity date, holders of the notes may require BlackLine to repurchase for cash all or any portion of their notes at a repurchase price equal to 100% of the principal amount of the notes to be repurchased, plus accrued and unpaid special interest, if any. In addition, following certain corporate events or if BlackLine issues a notice of redemption, BlackLine ...