BIRMINGHAM, Mich., Nov. 12,
2024 /PRNewswire/ -- OneStream, Inc. ("OneStream")
(Nasdaq: OS) announced today the commencement of a proposed
underwritten public offering of 15,000,000 shares of its
Class A common stock, 9,006,948 shares of which are being
offered by selling stockholders and 5,993,052 shares of which are
being offered by OneStream as part of a non-dilutive "synthetic
secondary" transaction (the "Synthetic Secondary"). In addition,
the underwriters will have a 30-day option to purchase up to an
additional 2,250,000 shares of Class A common stock at the public
offering price, less underwriting discounts and commissions.
OneStream will not receive any proceeds from the sale of shares
by the selling stockholders in the public offering. OneStream
intends to use all of the net proceeds to it from the public
offering to purchase LLC units of OneStream Software LLC (and
purchase and cancel an equal number of shares of Class C common
stock) from KKR Dream Holdings LLC in the Synthetic Secondary, at a
purchase price per unit equal to the public offering price per
share of Class A common stock sold in the public offering, net of
underwriting discounts and commissions. Accordingly, OneStream will
not retain any proceeds from the public offering and, upon the
closing of the public offering and the Synthetic Secondary, the
total number of outstanding shares of common stock of OneStream and
LLC units of OneStream Software LLC will remain the same.
Morgan Stanley, J.P. Morgan and KKR are acting as lead
book-running managers for the proposed offering. Citigroup, BofA
Securities and Guggenheim Securities are acting as book-running
managers and Mizuho, Raymond James,
Scotiabank, Truist Securities, BTIG, Piper Sandler, TD Cowen and
Wolfe | Nomura Alliance are acting
as additional book-running managers. Amerivet Securities,
Blaylock Van, LLC, Cabrera Capital
Markets LLC, Drexel Hamilton and
Loop Capital Markets are acting as co-managers for the proposed
offering.
The proposed offering will be made only by means of a
prospectus. Copies of the preliminary prospectus relating to this
offering, when available, may be obtained from: Morgan Stanley
& Co. LLC, Prospectus Department, 180 Varick Street,
New York, New York 10014, or
email: prospectus@morganstanley.com; and J.P. Morgan Securities
LLC, c/o Broadridge Financial Solutions, 1155 Long Island Avenue,
Edgewood, NY 11717, or email:
prospectus-eq_fi@jpmchase.com and
postsalemanualrequests@broadridge.com.
A registration statement relating to these securities has been
filed with the Securities and Exchange Commission but has not yet
become effective. These securities may not be sold, nor may offers
to buy be accepted, prior to the time the registration statement
becomes effective. This press release shall not constitute an offer
to sell or the solicitation of an offer to buy these securities,
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 OneStream
OneStream is how today's Finance teams can go beyond just
reporting on the past and Take Finance Further by steering the
business to the future. It's the leading enterprise finance
platform that unifies financial and operational data, embeds AI for
better decisions and productivity, and empowers the CFO to become a
critical driver of business strategy and execution.
We deliver a comprehensive cloud-based platform to modernize the
Office of the CFO. Our Digital Finance Cloud unifies core financial
and broader operational data and processes and embeds AI for better
planning and forecasting, with an extensible architecture, so
customers can adopt and develop new solutions, achieving greater
value as their business needs evolve.
With over 1,500 customers, including 15% of the Fortune 500,
more than 250 go-to-market, implementation, and development
partners and over 1,400 employees, our vision is to be the
operating system for modern finance.
Disclaimer
"Wolfe | Nomura Alliance" is the
marketing name used by Wolfe Research Securities and Nomura
Securities International, Inc. in connection with certain equity
capital markets activities conducted jointly by the firms. Both
Nomura Securities International, Inc. and WR Securities, LLC are
serving as underwriters in the offering described herein. In
addition, WR Securities, LLC and certain of its affiliates may
provide sales support services, investor feedback, investor
education, and/or other independent equity research services in
connection with this offering.
Investor Relations Contacts
INVESTOR CONTACT
Anne Leschin
VP, Investor Relations and Strategic Finance
OneStream
investors@onestreamsoftware.com
MEDIA CONTACT
Victoria Borges
Media Relations Contact
OneStream
media@onestreamsoftware.com
View original content to download
multimedia:https://www.prnewswire.com/news-releases/onestream-announces-launch-of-secondary-offering-of-class-a-common-stock-302303382.html
SOURCE OneStream, Inc.