ZoomInfo Announces Secondary Offering of Shares of Class A Common Stock
ZoomInfo Technologies Inc. ("ZoomInfo") today announced that certain selling stockholders of ZoomInfo, including investment funds affiliated with The Carlyle Group ("Carlyle"), 22C Capital LLC ("22C Capital") and TA Associates (together with Carlyle and 22C Capital, the "Selling Stockholders") have commenced an underwritten public offering of 12,000,000 shares of ZoomInfo's Class A common stock pursuant to a registration statement filed with the Securities and Exchange Commission. Additionally, the Selling Stockholders intend to grant the underwriters a 30-day option to purchase up to an additional 1,800,000 shares of ZoomInfo's Class A common stock.
ZoomInfo is not selling any shares of Class A common stock in the offering, will not receive any of the proceeds from the sale and will bear the costs associated with the sale of such shares, other than the underwriting discounts.
J.P. Morgan and Morgan Stanley are acting as the joint lead book-running managers for the offering and Barclays and Credit Suisse are also acting as joint book-running managers of the offering.
The proposed offering of these securities will be made only by means of a prospectus. Copies of the preliminary prospectus relating to this offering may be obtained from J.P. Morgan Securities LLC, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, New York 11717, by telephone at (866) 803-9204 or by email at email@example.com; or Morgan Stanley & Co. LLC, Attention: Prospectus Department, 180 Varick Street, 2nd Floor, New York, New York 10014.
A registration statement, including a prospectus, which is preliminary and subject to completion,relating to the proposed sale of these securities has been filed with the Securities and Exchange Commission but has not yet become effective. These securities may not be sold nor may offers to buy be accepted prior to the time the registration statement becomes effective. This press release shall not constitute an offer to sell or the solicitation of an offer to buy these securities, 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.
In connection with this offering, J.P. Morgan Securities LLC and Morgan Stanley & Co. LLC, as representatives of the several underwriters in ZoomInfo's initial public offering, have agreed to release the restrictions under the lock-up agreements that were executed in connection with the initial public offering with respect to the shares of Class A common stock being offered by the Selling Stockholders, which includes shares beneficially owned by certain of ZoomInfo's directors or entities with which they are affiliated, provided that the release of shares of Class A common stock held by the Selling Stockholders is limited to the shares actually sold in this offering.
ZoomInfo is a leading go-to-market intelligence platform for sales and marketing teams. Its go-to-market intelligence platform delivers comprehensive and high-quality intelligence and analytics on approximately 14 million companies, including advanced attributes, technologies used by companies, intent signals, and decision-maker contact information. Its software, insights, and data enable over 15,000 companies to sell and market more effectively and efficiently.
Forward Looking Statements
This press release contains forward-looking statements. Forward-looking statements include all statements that are not historical facts. In some cases, you can identify these forward-looking statements by the use of words such as "outlook," "believes," "expects," "potential," "continues," "may," "will," "should," "could," "seeks," "predicts," "intends," "trends," "plans," "estimates," "anticipates" or the negative version of these words or other comparable words. Such forward-looking statements are subject to various risks, uncertainties, assumptions, or changes in circumstances that are difficult to predict or quantify. Accordingly, there are or will be important factors that could cause actual outcomes or results to differ materially from those indicated in these statements. These factors include but are not limited to those described under "Risk Factors" in ZoomInfo's registration statement relating to the offering. These factors should not be construed as exhaustive and should be read in conjunction with the other cautionary statements that are included in the registration statement. ZoomInfo undertakes no obligation to publicly update or review any forward-looking statement, whether as a result of new information, future developments or otherwise, except as required by law.