PROS Holdings, Inc. (NYSE:PRO) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01 Entry into a Material Definitive Agreement
into a private placement purchase agreement (each, a “Purchase
Agreement”) with each of the individual purchasers named therein
(collectively, the “Purchasers”), to issue $106,250,000 in
aggregate principal amount at maturity of convertible senior
notes due 2047 (the “Convertible Notes”) in separate private
placements to “qualified institutional buyers” within the meaning
of Rule 144A under the Securities Act of 1933, as amended (the
“Securities Act”). The Convertible Notes will be issued to the
Purchasers to an exemption from the registration requirements of
the Securities Act afforded by Section 4(a)(2) of the Securities
Act.
Purchase Agreement attached as Exhibit 10.1 to this Current
Report on Form 8-K and includes customary representations,
warranties and covenants by the Company and customary closing
conditions. Under the terms of each Purchase Agreement, the
Company agreed to indemnify the Purchasers against certain
liabilities.
under the Purchase Agreements are expected to close on or about
June 21, 2017.
qualified in its entirety by reference to the form of Purchase
Agreement attached as Exhibit 10.1 to this Current Report on Form
8-K, and which is incorporated herein by reference.
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Exhibit No.
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Description
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10.1
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Form of Private Placement Purchase Agreement, dated
June 15, 2017, between PROS Holdings, Inc. and each purchaser named therein. |
PROS Holdings, Inc. ExhibitEX-10.1 2 ex101formofpurchaseagreeme.htm EXHIBIT 10.1 Exhibit EXHIBIT 10.1[FORM OF] PRIVATE PLACEMENT PURCHASE AGREEMENT[ ] (the “Undersigned”),…To view the full exhibit click here About PROS Holdings, Inc. (NYSE:PRO)
PROS Holdings, Inc. provides enterprise revenue and profit realization software solutions. The Company’s software solutions are designed to help business-to-business (B2B) and business-to-consumer (B2C) companies. The Company also provides professional services to implement its software applications. The Company provides its solutions to enterprises across a range of industries, including manufacturing, distribution, services and travel. In addition, the Company provides product maintenance and support to its customers to receive unspecified upgrades, maintenance releases and bug fixes during the term of the support period on a when-and-if-available basis. Its SellingPRO solutions include editions, such as SellingPRO Deal Desk, SellingPRO Smart CPQ and SellingPRO eCommerce. The Company offers revenue management solutions as integrated software solutions. It provides software-related professional services, including implementation and configuration services, consulting and training.