Billtrust Announces Pricing of Public Offering of Common Stock
01 July 2021 - 12:41PM
BTRS Holdings Inc. (Nasdaq: BTRS) (“Billtrust”), a
leading provider of cloud-based software and integrated payment
processing solutions that simplify and automate B2B commerce, today
announced the pricing of an underwritten secondary offering of
9,000,000 shares of the Company’s Class 1 common stock at a public
offering price of $12.25 per share. The gross proceeds from the
offering, before deducting underwriting discounts and commissions,
are expected to be $110,250,000. All of the Class 1 common stock is
being offered by existing shareholders and Billtrust will not
receive any of the proceeds from the offering. Certain selling
shareholders have granted the underwriters a 30-day option to
purchase an aggregate of not more than 1,350,000 additional shares
of the Company’s Class 1 common stock on the same terms and
conditions. The Company will not receive any proceeds from any sale
of shares by the selling shareholders.
The offering is expected to close on or about
July 6, 2021, subject to satisfaction of customary closing
conditions.
Citigroup Global Markets, Inc., J.P. Morgan
Securities LLC, BofA Securities, Inc. and William Blair &
Company, L.L.C. are acting as bookrunners. Canaccord Genuity LLC,
Guggenheim Securities, LLC and Needham & Company, LLC are
acting as co-managers.
A registration statement on Form S-1 relating to
the shares being sold in this offering, including a prospectus, was
filed with the U.S. Securities and Exchange Commission (the “SEC”)
on June 28, 2021, and became effective on June 30, 2021. A
prospectus relating to the offering is available for free on the
SEC’s website located at http://www.sec.gov. Electronic copies of
the prospectus may be obtained from Citigroup Global Markets Inc.,
c/o Broadridge Financial Solutions, 1155 Long Island Avenue,
Edgewood, NY 11717, telephone: 1-800-831-9146; or J.P. Morgan
Securities LLC, c/o Broadridge Financial Solutions, 1155 Long
Island Avenue, Edgewood, NY 11717, Telephone: 1-866-803-9204;
email: prospectus-eq_fi@jpmchase.com.
This press release shall not constitute an offer
to sell or the solicitation of an offer to buy, nor shall there be
any sale of these securities in any state or jurisdiction in which
such offer, solicitation, or sale would be unlawful prior to
registration or qualification under the securities laws of any such
state or jurisdiction.
About BTRS Holdings
Inc.
Billtrust is at the forefront of the
digital transformation of accounts receivable (“AR”), providing
mission-critical solutions that span credit decisioning and
monitoring, online ordering, invoicing, cash application, and
collections. Billtrust solutions integrate with a number of
ecosystem players, including financial institutions, enterprise
resource planning (“ERP”) systems, and accounts payable (“AP”)
software platforms, to help customers accelerate cash flow and
generate sales more quickly and efficiently. Customers use
the Billtrust platform to transition from expensive paper
invoicing and check acceptance to efficient electronic billing and
payments, which accelerates revenue capture, generates cost
savings, and provides a better user experience.
Forward-Looking Statements
This press release includes “forward-looking
statements” within the meaning of the “safe harbor” provisions of
the United States Private Securities Litigation Reform Act of 1995.
Forward-looking statements may be identified by the use of words
such as “may,” “should,” “could,” “would,” “expect,” “plan,”
“anticipate,” “intend,” “believe,” “estimate,” “continue,” “goal,”
“project” or other similar expressions that predict or indicate
future events or trends or that are not statements of historical
matters. These forward-looking statements include, but are not
limited to, statements regarding Billtrust’s financial and business
performance, changes in Billtrust’s strategy, the potential
benefits to Billtrust’s customers of Billtrust’s services,
Billtrust’s opportunity and ability to grow and scale its business,
Billtrust’s expansion plans, the impact of health epidemics on
Billtrust’s business, and future operating results. These
statements are based on various assumptions, whether or not
identified in this press release, and on the current expectations
of Billtrust’s management and are not predictions of actual
performance. These forward-looking statements are provided for
illustrative purposes only and are not intended to serve as, and
must not be relied on by any investor as, a guarantee, an
assurance, a prediction or a definitive statement of fact or
probability. Actual events and circumstances are difficult or
impossible to predict and may differ from assumptions. Many actual
events and circumstances are beyond the control of Billtrust. These
forward-looking statements are subject to a number of risks and
uncertainties, including the ability to maintain the listing of
Billtrust common stock on Nasdaq; changes in applicable laws and
regulations; the impact of the COVID-19 pandemic on Billtrust’s
business; Billtrust’s ability to execute its business model,
Billtrust’s ability to attract and retain customers and expand
customers’ use of Billtrust’s products and services; risks relating
to the uncertainty of Billtrust’s projected financial and operating
information; Billtrust’s ability to raise capital; the possibility
Billtrust will be adversely affected by other economic, business,
and/or competitive factors; and the risks discussed in Billtrust’s
Annual Report on Form 10-K filed on March 24, 2021, under the
heading “Risk Factors” and other documents of Billtrust filed, or
to be filed, with the SEC. If any of these risks materialize or any
of Billtrust’s assumptions prove incorrect, actual results could
differ materially from the results implied by these forward-looking
statements. There may be additional risks that Billtrust presently
does not know of or that Billtrust currently believes are
immaterial that could also cause actual results to differ from
those contained in the forward-looking statements. In addition,
forward-looking statements reflect Billtrust’s expectations, plans
or forecasts of future events and views as of the date of this
press release. Billtrust anticipates that subsequent events and
developments will cause Billtrust’s assessments to change. However,
while Billtrust may elect to update these forward-looking
statements at some point in the future, Billtrust specifically
disclaims any obligation to do so. These forward-looking statements
should not be relied upon as representing Billtrust’s assessments
as of any date subsequent to the date of this press release.
Accordingly, undue reliance should not be placed upon the
forward-looking statements.
Investor Relations Contact for
Billtrust: ICRBilltrustIR@icrinc.com
Media Contact for
Billtrust:Meredith SimpsonMSimpson@Billtrust.com
www.billtrust.com
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