Blackboard Inc. Prices $150 Million in Convertible Senior Notes Due 2027
WASHINGTON, June 15 /PRNewswire-FirstCall/ -- Blackboard Inc.
(Nasdaq: BBBB) today announced that it has priced an offering of $150 million
aggregate principal amount of Convertible Senior Notes due 2027, pursuant to
an automatically effective registration statement filed with the Securities
and Exchange Commission on June 13, 2007. In addition, Blackboard has granted
the underwriters an option to purchase up to an additional $15 million
aggregate principal amount of Notes from Blackboard solely to cover
The notes will be convertible, under certain circumstances, into cash or a
combination of cash and Blackboard common stock at an initial base conversion
rate of 15.4202 shares of Blackboard common stock per $1,000 principal amount
of convertible notes. The base conversion rate represents an initial base
conversion price of approximately $64.85, which is a 62 percent premium to the
closing price of Blackboard's common stock on June 14, 2007. In addition, if
at the time of conversion the applicable price of Blackboard's common stock
exceeds the base conversion price, the conversion rate will be increased by up
to an additional 9.5605 shares of Blackboard common stock per $1,000 principal
amount of notes, as determined pursuant to a specified formula. In general,
upon conversion of a note, the holder of such note will receive cash equal to
the principal amount of the note and Blackboard common stock for the note's
conversion value in excess of such principal amount.
The notes will bear interest at a rate of 3.25 percent per annum from the
date of issuance, payable semi-annually on January 1 and July 1, commencing on
January 1, 2008. The notes will mature on July 1, 2027 and may not be redeemed
by Blackboard prior to July 1, 2011, after which they may be redeemed at 100
percent of the principal amount plus accrued interest. Holders of the notes
may require Blackboard to repurchase some or all of the notes on July 1, 2011,
July 1, 2017 and July 1, 2022, or in the event of certain fundamental change
transactions, at 100 percent of the principal amount plus accrued interest.
The closing of the offering is expected to occur on June 20, 2007, subject to
the satisfaction of customary closing conditions.
Blackboard intends to use approximately $19.4 million of the net proceeds
to repay amounts outstanding under its senior secured term loan facility.
Blackboard intends to use the remaining net proceeds for general corporate
purposes, which may include funding potential acquisitions.
The sole book-running manager of the offering is Credit Suisse Securities
(USA) LLC and Citi is serving as the sole co-manager. A copy of the prospectus
and prospectus supplement meeting the requirements of Section 10 of the
Securities Act of 1933 may be obtained from Credit Suisse by writing to it at
Credit Suisse Securities Prospectus Department, One Madison Avenue, Level 1B,
New York, NY 10010.
About Blackboard Inc.
Blackboard Inc. (Nasdaq: BBBB) is a leading provider of enterprise
learning software applications and related services. Founded in 1997,
Blackboard enables educational innovations everywhere by connecting people and
technology. Millions of people use Blackboard everyday around the globe.
Blackboard is headquartered in Washington, D.C., with offices in North
America, Europe, Australia and Asia.
Educate. Innovate. Everywhere.(TM)
Any statements in this press release about future expectations, plans and
prospects for Blackboard and other statements containing the words "believes,"
"anticipates," "plans," "expects," "will," and similar expressions, constitute
forward-looking statements within the meaning of The Private Securities
Litigation Reform Act of 1995. Forward-looking statements in this press
release include expectations regarding Blackboard's use of proceeds. Actual
results may differ materially from those indicated by such forward-looking
statements as a result of various important factors, including the factors
discussed in the "Risk Factors" section of our Form 10-Q filed on May 4, 2007
with the Securities and Exchange Commission. In addition, the forward-looking
statements included in this press release represent Blackboard's views as of
June 15, 2007. Blackboard anticipates that subsequent events and developments
will cause Blackboard's views to change. However, while Blackboard may elect
to update these forward-looking statements at some point in the future,
Blackboard specifically disclaims any obligation to do so. These forward-
looking statements should not be relied upon as representing Blackboard's
views as of any date subsequent to June 15, 2007.
SOURCE Blackboard Inc.
CONTACT: Michael J. Stanton, Vice President, Investor Relations and
Global Treasury of Blackboard Inc., +1-202-463-4860, ext. 2305