Jamf Announces Pricing of Secondary Offering of Common Stock by Selling Stockholders and Related Common Stock Repurchase
On May 14, 2024, Jamf (Nasdaq: JAMF) announced the pricing of an underwritten public offering by investment funds affiliated with Vista Equity Partners, involving 8,956,522 shares at $18.25 per share.
The offering is set to close on May 16, 2024, with a 30-day option for underwriters to purchase an additional 1,043,478 shares. Jamf will not sell any shares or receive proceeds but will cover associated costs while funding the purchase of 2,000,000 shares from the underwriters with existing cash.
Joint lead book-running managers include Morgan Stanley, Goldman Sachs, and J.P. Morgan, among others.
- Jamf is executing a stock repurchase of 2,000,000 shares, potentially signaling confidence in its valuation.
- The offering is priced at $18.25 per share, potentially reflecting strong market demand.
- Involvement of reputable underwriters like Morgan Stanley, Goldman Sachs, and J.P. Morgan may enhance investor confidence.
- Jamf will not receive any proceeds from the sale of shares by the Selling Stockholders.
- Jamf will bear the costs associated with the offering, excluding underwriting discounts and commissions.
- The stock repurchase depends on the completion of the offering, introducing an element of uncertainty.
MINNEAPOLIS, May 14, 2024 (GLOBE NEWSWIRE) -- Jamf (Nasdaq: JAMF), the standard in managing and securing Apple at work, today announced the pricing of an underwritten public offering (the “Offering”) of 8,956,522 shares of its common stock by investment funds affiliated with Vista Equity Partners (the “Selling Stockholders”), at a price to the public of
Jamf is not selling any shares of common stock in this offering and will not receive any proceeds from the sale of shares by the Selling Stockholders, but will bear the costs associated with the sale of such shares, other than any underwriting discounts and commissions.
In addition, Jamf has agreed to purchase from the underwriters 2,000,000 shares of Jamf’s common stock that are the subject of the Offering at the same per share price to be paid by the underwriters to the Selling Stockholders in the Offering (the “Stock Repurchase”). Jamf intends to fund the concurrent Stock Repurchase with existing cash on hand. The Stock Repurchase is conditioned upon the completion of the Offering and therefore there can be no assurance that the Stock Repurchase will be completed. The Offering is not conditioned upon the completion of the Stock Repurchase.
Morgan Stanley, Goldman Sachs & Co. LLC and J.P. Morgan are acting as joint lead book-running managers of the Offering. BofA Securities, Barclays, RBC Capital Markets, Mizuho and HSBC are acting as joint book-running managers of the Offering. Canaccord Genuity, Citizens JMP, Piper Sandler, William Blair, Needham & Company, Loop Capital Markets, CastleOak Securities, L.P., Stern Brothers & Co. and Drexel Hamilton are acting as co-managers of the Offering.
The Registration Statement on Form S-3 relating to these securities has been filed with the SEC and became effective upon such filing. The offering will be made only by means of a prospectus and an accompanying prospectus supplement. Before investing, prospective investors should read the prospectus, any accompanying prospectus supplement and the documents incorporated by reference therein for more complete information. A copy of the prospectus and preliminary prospectus supplement relating to this offering and a copy of the final prospectus supplement, when available, may be obtained by visiting the SEC’s website at www.sec.gov. Alternatively, copies of the documents relating to this offering may be obtained if you request them by contacting: Morgan Stanley & Co. LLC, Attn: Prospectus Department, 180 Varick Street, 2nd Floor, New York, NY 10014; Goldman Sachs & Co. LLC, Prospectus Department, 200 West Street, New York, NY 10282, telephone: 1-866-471-2526, facsimile: 212-902-9316, or email: prospectus-ny@ny.email.gs.com; or J.P. Morgan Securities LLC, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717 or by email at prospectus-eq_fi@jpmchase.com and postsalemanualrequests@broadridge.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 federal securities laws, which statements involve substantial risks and uncertainties. Forward-looking statements generally relate to future events or our future financial or operating performance. In some cases, you can identify forward-looking statements because they contain words such as “may,” “can,” “will,” “would,” “should,” “expects,” “plans,” “anticipates,” “could,” “intends,” “target,” “projects,” “contemplates,” “believes,” “estimates,” “predicts,” “forecasts,” “potential,” or “continue,” or other similar terms or expressions that concern our expectations, strategy, plans, or intentions. Forward-looking statements may involve known and unknown risks, uncertainties, and other factors that may cause our actual results, performance, or achievements to be materially different from those expressed or implied by the forward-looking statements. These statements include, but are not limited to, statements regarding the closing of the Offering and the Stock Repurchase.
The forward-looking statements contained in this press release are also subject to additional risks, uncertainties, and factors, including those more fully described in our Annual Report on Form 10-K for the fiscal year ended December 31, 2023 and our other filings with the SEC. Moreover, we operate in a very competitive and rapidly changing environment, and new risks and uncertainties may emerge that could have an impact on the forward-looking statements contained in this press release.
Given these factors, as well as other variables that may affect our operating results, you should not rely on forward-looking statements, assume that past financial performance will be a reliable indicator of future performance, or use historical trends to anticipate results or trends in future periods. The forward-looking statements included in this press release relate only to events as of the date hereof. We undertake no obligation to update or revise any forward-looking statement as a result of new information, future events, or otherwise, except as otherwise required by law.
About Jamf
Jamf’s purpose is to simplify work by helping organizations manage and secure an Apple experience that end users love and organizations trust. Jamf is the only company in the world that provides a complete management and security solution for an Apple-first environment that is enterprise secure, consumer simple and protects personal privacy.
Media Contact:
Rachel Nauen
media@jamf.com
Investor Contact:
Jennifer Gaumond
ir@jamf.com
FAQ
What is the significance of Jamf's secondary offering announced on May 14, 2024?
Will Jamf receive proceeds from the secondary offering?
When is the closing date for Jamf's secondary offering?
How many additional shares can underwriters purchase in Jamf's secondary offering?
What is the price per share in Jamf's secondary offering?
What role do Morgan Stanley, Goldman Sachs, and J.P. Morgan play in Jamf's secondary offering?
Will Jamf repurchase any of its shares during the secondary offering?
How will Jamf fund the concurrent stock repurchase?
