Procore Technologies has announced plans to offer $750 million in Convertible Senior Notes due 2031 through a private placement. Subject to market conditions, the offering is intended to support the company's strategic growth initiatives, including the planned acquisition of DroneDeploy, share repurchases, and general corporate purposes.
The construction management software provider also expects to grant initial purchasers the option to acquire up to an additional $112.5 million in notes, further increasing the potential size of the financing.
Quick Intel
Procore Technologies intends to raise $750 million through a private offering of Convertible Senior Notes due 2031. The offering will be available only to qualified institutional buyers under Rule 144A of the Securities Act and remains subject to market conditions and customary closing requirements.
The notes will represent senior unsecured obligations of Procore and will pay interest semiannually. Upon conversion, the company may settle obligations using cash, shares of common stock, or a combination of both, depending on its election.
A significant portion of the proceeds will be used to fund part of the cash consideration for Procore's planned acquisition of DroneDeploy, supporting the company's strategy to expand its construction technology portfolio.
In addition to the acquisition, the company plans to allocate proceeds toward capped call transactions designed to reduce potential shareholder dilution associated with future note conversions.
Procore expects to use up to $175 million from the offering to repurchase shares of its common stock through privately negotiated transactions conducted alongside the pricing of the notes.
The company stated that these repurchases, together with the capped call transactions, are intended to help manage the potential dilution resulting from the convertible securities while supporting its broader capital allocation strategy.
The remaining proceeds are expected to be used for general corporate purposes, including working capital, operating expenses, capital expenditures, and administrative costs.
The financing aligns with Procore's broader growth strategy, which includes expanding its construction technology platform through strategic acquisitions and continued investment in innovation.
By combining capital raising with its planned DroneDeploy acquisition and ongoing share repurchase program, Procore aims to strengthen its market position while continuing to invest in AI-powered construction management technologies and enterprise software capabilities.
Procore Technologies, Inc. is a leading technology partner for every stage of construction. Built for the industry, Procore’s unified technology platform drives efficiency and mitigates risk through AI & data-driven insights and decision making. Over three million projects have run on Procore across 150+ countries. For more information, visit www.procore.com
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