Envestnet, Inc. (NYSE:ENV) (the “Company”), a leading provider of
unified wealth management technology and services to investment advisors
and wealth managers, announced today that it proposes to offer $125.0
million aggregate principal amount of convertible notes due 2019 (the
“Notes”) in an underwritten public offering, subject to market
conditions and other factors. The Company also expects to grant to the
underwriters of the Notes an option to purchase within a 30-day period
up to an additional $18.75 million aggregate principal amount of Notes
to cover over-allotments.
The Notes will be general unsecured obligations, subordinated in right
of payment to the Company’s obligations under its revolving credit
facility. Interest will be payable semiannually. Upon conversion, the
Notes may be settled, at the Company’s election, in cash, shares of the
Company’s common stock, or a combination of cash and shares of the
Company’s common stock. The interest rate, conversion rate and other
terms of the Notes are to be determined by negotiations between the
Company and the underwriters. Stifel, Credit Suisse and BMO Capital
Markets are acting as joint book-running managers, and Sandler O’Neill +
Partners, L.P., Sterne Agee and William Blair are acting as co-managers
for the offering.
The Company expects to use the net proceeds of the offering for general
corporate purposes, including for selective strategic investments
through acquisitions, alliances or other transactions.
This announcement is neither an offer to sell nor a solicitation of an
offer to buy the Notes (or the shares of the Company’s common stock into
which the Notes are convertible), nor will there be any offer,
solicitation or sale in any jurisdiction in which such offer,
solicitation or sale is unlawful.
The offering is being made only by means of a prospectus supplement and
accompanying prospectus. When available, you may get these documents for
free by visiting EDGAR on the SEC’s website at www.sec.gov.
Alternatively, copies of the prospectus supplement and accompanying
prospectus may be obtained by contacting Stifel, Nicolaus & Company,
Incorporated, Attention: Syndicate, One Montgomery Street, Suite 3700,
San Francisco, California 94104, by telephone at (415) 364-2720 or by
email to syndprospectus@stifel.com;
or by contacting Credit Suisse Securities (USA) LLC, Attention:
Prospectus Department, One Madison Avenue, New York, NY 10010, by
telephone at (800) 221-1037, or by email to newyork.prospectus@credit-suisse.com;
or by contacting BMO Capital Markets Corp., Attention: Equity Syndicate
Department, 3 Times Square, 27th Floor, New York, NY 10036, by telephone
at (800) 414-3627 or by email to bmoprospectus@bmo.com.
Cautionary Statement
The statements in this release relating to the terms and timing of the
proposed offering and the expected use of proceeds from the offering are
forward-looking statements made pursuant to the safe harbor provisions
of the Private Securities Litigation Reform Act of 1995. These
statements involve risks and uncertainties that could cause actual
results to differ materially, including, but not limited to, whether or
not the Company will offer the Notes or consummate the offering, the
final terms of the offering, prevailing market conditions, the
anticipated principal amount of the Notes, which could differ based upon
market conditions, the anticipated use of the proceeds of the offering,
which could change as a result of market conditions or for other
reasons, and the impact of general economic, industry or political
conditions in the United States or internationally. Factors that could
cause such differences are described in the Company’s prospectus
supplement and the Company’s periodic filings with SEC.
You are cautioned not to place undue reliance on the Company’s
forward-looking statements, which speak only as of the date such
statements are made. The Company does not undertake any obligation to
publicly update any forward-looking statements to reflect events,
circumstances or new information after this December 8, 2014 press
release, or to reflect the occurrence of unanticipated events.
About Envestnet
Envestnet, Inc. (NYSE:ENV) is a leading provider of unified wealth
management technology and services to investment advisors. Our
open-architecture platforms unify and fortify the wealth management
process, delivering unparalleled flexibility, accuracy, performance and
value. Envestnet solutions enable the transformation of wealth
management into a transparent, independent, objective and fully-aligned
standard of care, and empower advisors to deliver better results.
Envestnet’s Advisor Suite® software empowers financial
advisors to better manage client outcomes and strengthen their practice.
Envestnet provides institutional-quality research and advanced portfolio
solutions through our Portfolio Management Consultants group, Envestnet
| PMC®. Envestnet | Tamarac provides leading rebalancing,
reporting and practice management software.
Copyright Business Wire 2014