Clarivate Raises $1.93B Via Secondary Public Equity Offerings To Finance ProQuest Acquisition

Clarivate PLC CLVT has priced 38.5 million common shares at $26 per share, including 9.6 million shares from selling shareholders and 12.5 million convertible preferred shares at $100 per share in a secondary public offering.
The offer price of $26 per share signifies a 1.5% discount to the June 9 closing price of $26.39.
The company expects net proceeds of $723.8 million from the common stock offering and $1.208 billion from the preferred share offering.
Clarivate will not receive any proceeds from the sale of shares by the selling shareholders.
Certain selling shareholders granted the underwriters with a 30-day option to purchase additional shares up to 5.8 million.
The underwriters of the preferred shares have a 30-day option to purchase additional shares up to 1.9 million.
Clarivate will utilize the net proceeds to finance a portion of its pending ProQuest acquisition or for general corporate purposes, which otherwise include redemption of the convertible preferred shares. Clarivate had inked an agreement on May 17 to acquire ProQuest for $4 billion in cash and $1.3 billion of equity.
Each convertible preferred share will automatically convert on June 1, 2024, into between 3.2052 and 3.8462 of Clarivate's shares.
Dividends on the convertible preferred shares will be payable on a cumulative basis at the board's discretion at an annual rate of 5.25%.
Price action: CLVT shares traded lower by 2.80% at $25.65 in the premarket session on the last check Thursday.