Proofpoint greenshoe lifts 0.75% convertible sale to $230 million

By Tali Rackner

Norfolk, Va., June 17 – Underwriters for Proofpoint, Inc.’s 0.75% convertible senior notes due in 2020 exercised their over-allotment option in full, adding an additional $125 million, according to a press release.

The company priced an upsized $200 million of the Rule 144A notes on June 11.

As previously reported, the joint bookrunners are Credit Suisse Securities (USA) LLC and Citigroup Global Markets Inc.

Prior to Dec. 15, 2019, the notes will be convertible only if certain conditions are met and during certain periods.

The notes are non-callable until June 20, 2018 and then provisionally callable if shares rise to 130% of the conversion price for at least 20 trading days during any 30 consecutive trading-day period.

There is dividend and takeover protection via standard conversion rate adjustments.

The bonds will be settled in cash, shares or a combination.

Proceeds will be used for general corporate purposes, including potential acquisitions and strategic transactions.

Proofpoint is a security-as-a-service vendor based in Sunnyvale, Calif.

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