Paycor Announces Offering of Common Stock by Selling Stockholder
06 Dicembre 2023 - 10:26PM
Paycor HCM, Inc. (Nasdaq: PYCR) (“Paycor”), a leading provider of
human capital management (HCM) software, today announced the
commencement of an underwritten public offering of 5,000,000 shares
of common stock on behalf of Pride Aggregator, LP. The underwriter
proposes to offer the shares of common stock for sale from time to
time in one or more transactions on the Nasdaq Global Select
Market, in the over-the-counter market, through negotiated
transactions or otherwise at market prices prevailing at the time
of sale, at prices related to prevailing market prices or at
negotiated prices, subject to receipt and acceptance by them and
subject to their right to reject any order in whole or in part. The
selling stockholder is controlled by investment funds advised by
Apax Partners LLP. Paycor will not receive any of the proceeds from
the sale of the shares being offered by the selling stockholder but
will bear the costs associated with the sale of such shares, other
than any underwriting discounts and commissions.
Following the completion of this offering, the selling
stockholder may adopt an amendment to its limited partnership
agreement which, if adopted, would result in the recognition by
Paycor of additional stock-based compensation expense estimated to
be between $5,000,000 and $10,000,000 during its second fiscal
quarter. Such amendment would accelerate the timing of the
distribution of proceeds from this offering to certain of the
selling stockholder’s limited partners, but would not result in the
issuance of any additional equity by Paycor.
Jefferies is acting as underwriter for the proposed
offering.
The proposed offering of common stock will be made pursuant to
the Company’s shelf registration statement on Form S-3 filed with
the Securities and Exchange Commission (“SEC”) and declared
effective. The proposed offering will be made only by means of a
prospectus and a free writing prospectus. A copy of the prospectus
and the free writing prospectus relating to this offering may be
obtained, when available, by visiting the SEC’s website at
www.sec.gov. Alternatively, the prospectus and the free writing
prospectus may be obtained from: Jefferies LLC, at Attention:
Equity Syndicate Prospectus Department, 520 Madison Avenue, New
York, New York 10022, by telephone at 877-821-7388, or by email at
prospectus_department@jefferies.com.
This press release shall not constitute an offer to sell or a
solicitation of an offer to buy these securities, nor shall there
be any offer or sale of these securities in any state or
jurisdiction in which such offer, solicitation or sale would be
unlawful prior to the registration or qualification under the
securities laws of any such state or jurisdiction.
Note Regarding Forward-Looking Statements
This press release contains forward-looking statements within
the meaning of the Private Securities Litigation Reform Act of
1995. These forward-looking statements reflect Paycor’s current
intentions, expectations or beliefs regarding the proposed common
stock offering. These statements may be preceded by, followed by or
include the words “aim,” “anticipate,” “believe,” “estimate,”
“expect,” “forecast,” “intend,” “likely,” “outlook,” “plan,”
“potential,” “project,” “projection,” “seek,” “can,” “could,”
“may,” “should,” “would,” “will,” the negatives thereof and other
words and terms of similar meaning. Forward-looking statements
include all statements that are not historical facts. Such
forward-looking statements are subject to various risks and
uncertainties. Accordingly, there are or will be important factors
that could cause actual outcomes or results to differ materially
from those indicated in these statements. There is no assurance
that any forward-looking statements will materialize. You are
cautioned not to place undue reliance on forward-looking
statements, which reflect expectations only as of this date. Paycor
does not undertake any obligation to publicly update or review any
forward-looking statement, whether as a result of new information,
future developments, or otherwise.
About Paycor
Paycor’s human capital management (HCM) platform modernizes
every aspect of people management, from recruiting, onboarding, and
payroll to career development and retention, but what really sets
us apart is our focus on leaders. For more than 30 years, we’ve
been listening to and partnering with leaders, so we know what they
need: a unified HR platform, easy integration with third party
apps, powerful analytics, talent development tools, and
configurable technology that supports specific industry needs.
That’s why more than 30,000 customers trust Paycor to help them
solve problems and achieve their goals.
Investor Relations:
Rachel White513-954-7388IR@paycor.com
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