Clover Health Investments, Corp. Announces Pricing of $300 Million Upsized Public Offering of Class A Common Stock
18 11월 2021 - 11:36AM
Clover Health Investments, Corp. (Nasdaq: CLOV), (“Clover Health”),
a technology company committed to improving health equity for
seniors, today announced the pricing of its previously announced
underwritten public offering of 52,173,913 shares of its Class A
Common Stock at a price of $5.75 per share. In addition, Clover
Health has granted the underwriters a 30-day option to purchase up
to 7,826,086 additional shares of its Class A Common Stock at the
public offering price, less the underwriting discounts and
commissions. The aggregate gross proceeds to Clover Health from the
offering are expected to be approximately $300 million, before
deducting underwriting discounts and commissions and offering
expenses and assuming no exercise of the underwriters’ option to
purchase additional shares. All of the shares are being offered by
Clover Health. The offering is expected to close on or about
November 22, 2021, subject to the satisfaction of customary closing
conditions.
Clover Health intends to use the net proceeds from this offering
for working capital and general corporate purposes.
Citigroup and Deutsche Bank Securities are acting as joint
book-running managers for the offering. SVB Leerink and Canaccord
Genuity LLC are acting as book-runners for the offering.
The offering is being made only by means of a prospectus. Copies
of the final prospectus relating to the offering may be obtained by
contacting: Citigroup Global Markets Inc., c/o Broadridge Financial
Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, telephone:
1-800-831-9146 or email: prospectus@citi.com; or Deutsche Bank
Securities Inc., Attn: Prospectus Department, 1 Columbus Circle,
New York, New York 10019, telephone: 800-503-4611 or email:
prospectus.cpdg@db.com.
No Offer or Solicitation
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. Registration statements relating to these
securities have been filed with the SEC and were declared effective
by the SEC.
Forward Looking Statements
This press release contains forward-looking statements within
the meaning of Section 27A of the Securities Act of 1933, as
amended, and Section 21E of the Securities Exchange Act of 1934, as
amended. Forward-looking statements include statements regarding
the proceeds to be received by us in the offering, expected use of
proceeds and the timing of closing of the offering. These
statements are subject to known and unknown risks, uncertainties
and other factors that may cause our actual results to differ
materially from results expressed or implied in this press release,
including but not limited to the risks and uncertainties contained
in the Risk Factors section of our Quarterly Report on Form 10-Q
for the quarter ended September 30, 2021, which we filed with the
Securities and Exchange Commission on November 9, 2021, the
preliminary prospectus related to the proposed public offering and
subsequent filings with the SEC. Clover Health assumes no
obligation, and does not intend, to update these forward-looking
statements as a result of future events or developments.
Contact Information
Investor Relations:Derrick Nuemaninvestors@cloverhealth.com
Press Contact:Andrew Still-Baxterpress@cloverhealth.com
Clover Health Investments (NASDAQ:CLOVW)
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