Guidewire Software Inc. priced 2,285,714 common shares at a price to the public of $87.50 per share and $360 million of 1.250% convertible senior notes due March 15, 2025.
Guidewire Software expects to generate approximately $348.5 million in net proceeds from the notes offering and $191.8 million from the sale of shares.
Underwriters of the notes offering were given a 30-day option to purchase up to $40 million of additional notes to cover overallotments. For the share offering, the company granted a 30-day option to underwriters to purchase up to 342,857 additional common shares to cover overallotments.
Both sales are expected to settle March 13.
Guidewire Software expects to use a portion of the net proceeds of the notes offering to pay the cost of the capped call transactions and the remaining net proceeds from the notes offering, together with funds from the shares offering, for working capital and other general corporate purposes. In addition, the company may use a portion of the net proceeds to acquire or invest in complementary companies, product lines, products or technologies.
Goldman Sachs & Co. LLC, J.P. Morgan Securities LLC and Citigroup Global Markets Inc. are joint book-running managers for both offerings. Bank of America Merrill Lynch and Deutsche Bank Securities Inc. are lead managers for both offerings. Piper Jaffray & Co., William Blair, KeyBanc Capital Markets Inc., Stifel and JMP Securities LLC are co-managers for the offering. D.A. Davidson & Co. is co-manager for the shares offering.
