Pegasystems (PEGA) to Offer $450M in Conv Notes

Pegasystems Inc. (NASDAQ: PEGA), the software company empowering digital transformation at the world's leading enterprises, today announced its intention to offer, subject to market and other conditions, $450,000,000 aggregate principal amount of Convertible Senior Notes due 2025 (the "notes") in a private offering (the "offering") to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the "Securities Act"). Pega also expects to grant the initial purchasers of the notes an option to purchase up to an additional $67,500,000 aggregate principal amount of the notes.

Pega intends to use a portion of the net proceeds from the offering to fund the cost of entering into the capped call transactions described below and intends to use the remainder of the net proceeds for working capital and other general corporate purposes, which may include purchases of Pega's common stock following the consummation of the offering. In addition, Pega may use a portion of the net proceeds to acquire or invest in complementary companies, product lines, products or technologies. However, Pega has no understandings or agreements with respect to any such acquisition or investment. If the initial purchasers exercise their option to purchase additional notes, then Pega intends to use a portion of the additional net proceeds to fund the cost of entering into additional capped call transactions as described below.

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