Phreesia, Inc. (“Phreesia”) (NYSE: PHR), a leading patient intake management platform, announced today the launch of an underwritten secondary public offering of a total of 6,000,000 shares of its common stock (the “Secondary Offering”), to be offered by certain of Phreesia’s existing stockholders (the “Selling Stockholders”). In addition, the Selling Stockholders expect to grant to the underwriters an option for 30 days to purchase up to 900,000 additional shares of common stock to cover overallotments, if any, at the public offering price, less the underwriting discount. Phreesia will not receive any proceeds from the Secondary Offering but will bear costs associated with the sale of such shares.
J.P. Morgan, Wells Fargo Securities and William Blair are acting as joint book-running managers for the offering as representatives of the underwriters. Allen & Company LLC and Piper Jaffray are acting as passive book-running managers, and Baird and Raymond James are acting as co-managers for the offering.
The proposed Secondary Offering will be made only by means of a prospectus. When available, copies of the preliminary prospectus relating to the Secondary Offering may be obtained from J.P. Morgan Securities LLC, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, telephone: 1-866-803-9204; from Wells Fargo Securities, LLC, Attention: Equity Syndicate Department, 375 Park Avenue, New York, NY 10152, telephone: 1-800-326-5897; or from William Blair & Company, L.L.C., Attention: Prospectus Department, 150 North Riverside Plaza, Chicago, IL 60606, telephone: 1-800-621-0687.
A registration statement relating to 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 a solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.
Phreesia gives healthcare organizations a suite of robust applications to manage the patient intake process. Our innovative SaaS platform engages patients in their healthcare and provides a modern, consistent experience, while enabling healthcare organizations to optimize their staffing, boost profitability and enhance clinical care.
CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS
This press release contains forward looking statements, including among other things, statements concerning the completion of the Secondary Offering, and other statements identified by words such as “could,” “expects,” “intends,” “may,” “plans,” “potential,” “should,” “will,” “would,” or similar expressions and the negatives of those terms. Forward-looking statements are not promises or guarantees of future performance, and are subject to a variety of risks and uncertainties, many of which are beyond our control. Actual results could differ materially from those anticipated in such forward-looking statements as a result of various risks and uncertainties, which include, without limitation, market risks and uncertainties and the satisfaction of customary closing conditions for an offering of securities. These and other risks and uncertainties are described more fully in the preliminary prospectus, and in particular in the section captioned “Risk Factors”, related to the Secondary Offering filed with the Securities and Exchange Commission. Forward-looking statements speak only as of the date hereof, and, except as required by law, Phreesia undertakes no obligation to update or revise these forward-looking statements.
Phreesia qualifies all of its forward-looking statements by these cautionary statements.