Square (SQ) Prices 27M Common Stock IPO at $9/Share, Below Expectations

Square (NYSE: SQ) announced the pricing of its initial public offering of 27,000,000 shares of its Class A common stock at a public offering price of $9.00 per share. 25,650,000 of the shares are being offered by Square, and 1,350,000 shares are being offered by the Start Small Foundation, a donor-­advised fund held and administered by the Silicon Valley Community Foundation, the selling stockholder. The Start Small Foundation is a charitable fund created by Square's CEO and founder, Jack Dorsey.

*** The Company was previously looking for a range of $11 to $13 per share.

The shares are expected to begin trading on the New York Stock Exchange on November 19, 2015, under the symbol "SQ," and the offering is expected to close on November 24, 2015, subject to customary closing conditions. Square has granted the underwriters a 30-­day option to purchase up to an additional 4,050,000 shares of Class A common stock from the company. Giving effect to the offering, there are 355 million diluted shares outstanding using the treasury stock method.

Goldman, Sachs & Co., Morgan Stanley, and J.P. Morgan​ are acting as lead joint book-running managers for the offering. Barclays, Deutsche Bank Securities, Jefferies, RBC Capital Markets, and Stifel are acting as additional book-­running managers for the offering, and LOYAL3 Securities, Inc. and SMBC Nikko are acting as co­-managers.

A registration statement relating to these securities has been filed with, and declared effective by, the U.S. Securities and Exchange Commission ("SEC"). Copies of the registration statement can be accessed through the SEC's website at www.sec.gov. This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

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