Varonis Systems (NASDAQ:VRNS) has proposed a private offering of $350M aggregate principal amount of convertible senior notes due 2029.
The company expects to grant to the initial purchasers of the notes a 13-day option to purchase up to an additional $52.5M of the notes.
The notes will be unsecured senior obligations of the company and mature on September 15, 2029, unless earlier converted, redeemed, or repurchased. Interest will be payable semiannually in arrears on March 15 and September 15 of each year, beginning on March 15, 2025.
Net proceeds from the offering will be used for working capital and general corporate purposes. A portion of the proceeds may be used to acquire or make investments in businesses, products, offerings, and technologies.
In connection with the pricing of the notes, the company plans to enter into capped call transactions, with one or more of the initial purchasers, that are expected generally to reduce the potential dilution to its common stock upon any conversion of the notes.
Shares of Varonis Systems (VRNS) fell 4% premarket on Thursday.
