Descartes Systems Group today announced the commencement of a marketed, underwritten public offering of 9,500,000 Common Shares. The underwriters will also have the option, at any time not later than the 30th day after the filing of the final prospectus supplement, to purchase up to 1,425,000 additional Common Shares on the same terms and conditions, to cover their over-allocation position, if any.
Completion of the offering is subject to market conditions and approval by the Toronto Stock Exchange. There can be no assurance as to whether or when the offering may be completed, or as to the actual size, price or other terms of the offering. Descartes intends to use the net proceeds of the offering for general corporate purposes, including as an available source of funding for potential future acquisition opportunities, as well as for possible repayment of outstanding indebtedness under its revolving debt facility.
The offering is being made through an underwriting group co-led by Morgan Stanley, Barclays and GMP Securities L.P., who are acting as joint book-running managers of the offering and as representatives of the underwriters, which include Canaccord Genuity Corp., TD Securities Inc., William Blair & Company LLC and Raymond James Ltd.
The offering is being conducted in the United States pursuant to Descartes' effective shelf registration statement filed with the United States Securities and Exchange Commission (SEC) and in Canada pursuant to a short form base shelf prospectus filed with the securities regulatory authorities in each of the provinces of Canada, other than Quebec.
A preliminary prospectus supplement containing important information relating to these securities will be filed in the United States with the SEC and in Canada with the securities commissions in each of the provinces of Canada, other than Quebec. The preliminary prospectus supplement will still be subject to completion or amendment. A final prospectus supplement relating to the offering will also be filed in the United States with the SEC and in Canada with the securities commissions in each of the provinces of Canada, other than Quebec.
