This Day On The Street
Continue to site
This account is pending registration confirmation. Please click on the link within the confirmation email previously sent you to complete registration.
Need a new registration confirmation email? Click here

Concur Announces Closing Of $488.75 Million Of 0.50% Convertible Senior Notes Due 2018

BELLEVUE, Wash., June 4, 2013 /PRNewswire/ -- Concur (Nasdaq: CNQR), a leading provider of integrated travel and expense management solutions, today announced the closing of its offering of $488.75 million aggregate principal amount of 0.50% convertible senior notes due in 2018. The notes were issued in a private placement to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended. The offering included $63.75 million aggregate principal amount of notes issued pursuant to the full exercise of the initial purchasers' over-allotment option.

The notes are unsecured, unsubordinated obligations of Concur, and will mature on June 15, 2018, unless earlier purchased or converted. Interest is payable semi-annually in cash at a rate of 0.50% per annum. Prior to March 15, 2018, the notes will be convertible at the option of holders only upon satisfaction of certain conditions and during certain periods, and thereafter, at any time until the close of business on the second scheduled trading day immediately preceding the maturity date.  Upon conversion, holders will receive cash up to the principal amount of the notes and, with respect to any excess conversion value, shares of Concur common stock. Holders of the notes will have the right to require Concur to repurchase all or some of their notes at 100% of their principal amount, plus any accrued and unpaid interest, upon the occurrence of certain events.  The notes have an initial conversion rate of 9.5377 shares of common stock per $1,000 principal amount of notes (which is subject to adjustment in certain circumstances). This represents an initial effective conversion price of approximately $104.85 per share. The initial conversion price represents a premium of approximately 32.5% to the closing price of Concur's common stock on May 29, 2013, which was $79.13 per share.

In connection with the offering, Concur entered into convertible note hedge and warrant transactions with certain of the initial purchasers of the notes and their respective affiliates. The warrants have an initial exercise price of approximately $138.48 per share, which is 75% higher than the closing price of Concur's common stock on May 29, 2013, and are expected to generate certain tax benefits over the term of such warrants. The convertible note hedge transactions are intended to reduce the potential dilution to Concur's common stock upon any conversion of notes. However, the warrant transactions separately could have a dilutive effect, if the market price per share of Concur's common stock exceeds the strike price of the warrants.

Concur estimates that the net proceeds from the offering will be approximately $475 million, after payment of the initial purchasers' discounts and estimated offering expenses payable by Concur.  Concur used approximately $34.4 million of the net proceeds of the offering to pay the cost of the convertible note hedge transactions (after such cost was partially offset by the proceeds from the sale of the warrant transactions). Concur expects to use the remainder of the net proceeds of the offering for general corporate purposes and potential acquisitions and strategic transactions. Concur is currently evaluating potential strategic transactions and acquisitions of businesses, technologies or products, and expects to enter into an agreement to acquire one or more businesses, technologies or products.

This announcement is neither an offer to sell nor a solicitation of an offer to buy any of these securities (including any shares of Concur common stock into which the notes are convertible) and shall not constitute an offer, solicitation or sale in any jurisdiction in which such offer, solicitation or sale is unlawful. Any offers of the notes will be made only by means of a private offering memorandum.

1 of 2

Check Out Our Best Services for Investors

Action Alerts PLUS

Portfolio Manager Jim Cramer and Director of Research Jack Mohr reveal their investment tactics while giving advanced notice before every trade.

Product Features:
  • $2.5+ million portfolio
  • Large-cap and dividend focus
  • Intraday trade alerts from Cramer
Quant Ratings

Access the tool that DOMINATES the Russell 2000 and the S&P 500.

Product Features:
  • Buy, hold, or sell recommendations for over 4,300 stocks
  • Unlimited research reports on your favorite stocks
  • A custom stock screener
Stocks Under $10

David Peltier uncovers low dollar stocks with serious upside potential that are flying under Wall Street's radar.

Product Features:
  • Model portfolio
  • Stocks trading below $10
  • Intraday trade alerts
14-Days Free
Only $9.95
14-Days Free
Dividend Stock Advisor

David Peltier identifies the best of breed dividend stocks that will pay a reliable AND significant income stream.

Product Features:
  • Diversified model portfolio of dividend stocks
  • Updates with exact steps to take - BUY, HOLD, SELL
Trifecta Stocks

Every recommendation goes through 3 layers of intense scrutiny—quantitative, fundamental and technical analysis—to maximize profit potential and minimize risk.

Product Features:
  • Model Portfolio
  • Intra Day Trade alerts
  • Access to Quant Ratings
Real Money

More than 30 investing pros with skin in the game give you actionable insight and investment ideas.

Product Features:
  • Access to Jim Cramer's daily blog
  • Intraday commentary and news
  • Real-time trading forums
Only $49.95
14-Days Free
14-Days Free
AAPL $93.74 0.00%
FB $117.58 0.00%
GOOG $693.01 0.00%
TSLA $240.76 0.00%
YHOO $36.60 0.00%


Chart of I:DJI
DOW 17,773.64 -57.12 -0.32%
S&P 500 2,065.30 -10.51 -0.51%
NASDAQ 4,775.3580 -29.9330 -0.62%

Free Reports

Top Rated Stocks Top Rated Funds Top Rated ETFs