Ping Identity Announces Offering of Common Stock by Selling Stockholders

Rhea-AI Summary

Ping Identity has launched an underwritten public offering of 10 million shares of common stock, with an additional 1.5 million shares available through a 30-day underwriter option. The offering is led by Morgan Stanley, but Ping Identity will not receive any proceeds from the sale. Instead, the company will incur associated costs. A registration statement concerning the offering has been filed with the SEC and is effective. Investors should note that this release contains forward-looking statements that are subject to risks and uncertainties.

Positive

• Offering of 10 million shares could increase liquidity for investors in the market.
• Morgan Stanley acting as the sole underwriter may provide strong support and credibility.

Negative

• Ping Identity will incur costs associated with the sale despite not receiving any proceeds.
• Potential dilution for existing shareholders due to the sale of a significant number of shares.

DENVER--(BUSINESS WIRE)-- Ping Identity Holding Corp. (NYSE: PING) (“Ping Identity”), the Intelligent Identity solution for the enterprise, today announced the commencement of an underwritten public offering of 10,000,000 shares of common stock by investment funds affiliated with Vista Equity Partners. Such selling stockholders will also grant the underwriters a 30-day option to purchase up to an additional 1,500,000 shares of Ping Identity’s common stock. Ping Identity will not receive any of the proceeds from the sale of the shares being offered by the selling stockholders but will bear the costs associated with the sale of such shares, other than underwriting discounts and commissions.

Morgan Stanley is acting as sole underwriter for the proposed offering. The offering is subject to market and other conditions, and there can be no assurance as to whether or when the offering may be completed or as to the actual size or terms of the offering.

A registration statement on Form S-3 relating to these securities has been filed with the Securities and Exchange Commission (“SEC”) and has become 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 or by contacting the offices of Morgan Stanley & Co. LLC, Attention: Prospectus Department, 180 Varick Street, 2nd Floor, New York, New York 10014.

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 Ping Identity’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. Ping Identity 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 Ping Identity

Ping Identity is the Intelligent Identity solution for the enterprise. We enable companies to achieve Zero Trust identity-defined security and more personalized, streamlined user experiences. The Ping Intelligent Identity™ platform provides customers, workforce, and partners with access to cloud, mobile, SaaS and on-premises applications across the hybrid enterprise. Over half of the Fortune 100 choose us for our identity expertise, open standards, and partnerships with companies including Microsoft and Amazon. We provide flexible identity solutions that accelerate digital business initiatives, delight customers, and secure the enterprise through multi-factor authentication, single sign-on, access management, intelligent API security, directory, and data governance capabilities.

View source version on businesswire.com: https://www.businesswire.com/news/home/20211108006117/en/

Media Contact:

Kristin Miller

press@pingidentity.com

Investor Relations Contact:

David Banks

investor@pingidentity.com

Source: Ping Identity

FAQ

What is the size of the public offering by Ping Identity?

Ping Identity is offering 10 million shares of common stock.

Who is underwriting the Ping Identity stock offering?

Morgan Stanley is acting as the sole underwriter for the offering.

Will Ping Identity receive proceeds from the stock offering?

No, Ping Identity will not receive any proceeds from the sale of the shares.

What is the additional option available to underwriters in the Ping Identity offering?

Underwriters have a 30-day option to purchase up to an additional 1.5 million shares.

What are the implications of the stock offering for existing Ping Identity shareholders?

The stock offering may lead to dilution for existing shareholders.