CPE News (11/08/2021) – Coveo Solutions Inc. has filed am amendment to its preliminary prospectus for a proposed initial public offering (IPO) of subordinate voting shares.
Coveo Solutions intends to issue between 14,333,333 and 16,538,462 subordinate voting shares from treasury to be priced between $13.00 and $15.00 per share for gross proceeds of $215 million or $247.25 million if the over-allotment option is fully exercised.
Coveo Solutions is principally backed by Elliott Investment Management L.P., Fonds de solidarité FTQ, Investissement Québec (IQ), Al-Rayyan Holding LLC, and OMERS Growth Equity (OGE).
Al-Rayyan Holding LLC is a wholly owned subsidiary of Qatar Investment Authority (QIA), the sovereign wealth fund of the State of Qatar. OGE is a wholly owned subsidiary of OMERS Administration Corporation, the administrator of the Ontario Municipal Employees Retirement System Pension Plans (OMERS).
Assuming an offering price of $14 per share, upon completion of the offering and the pre-closing capital changes (and after giving effect to the Elliott MVS conversion and the Pledge 1% issuance and conversion), Coveo will have 42,202,107 subordinate voting shares on a non-diluted basis (42,202,107 on a fully-diluted basis) and 59,835,174 Multiple Voting Shares (MVS) on a non-diluted basis (70,257,490 on a fully-diluted basis). If the over-allotment option is exercised in full, there will be 44,505,678 subordinate voting shares and 59,835,174 Multiple Voting Shares on a non-diluted basis (44,505,678 subordinate voting shares and 70,257,490 Multiple Voting Shares on a fully-diluted basis) issued and outstanding.
Shareholding (MVS) following the pre-closing capital changes and prior to IPO closing
Elliott – 25,987,842 shares
Fonds de solidarité — 13,413,283 shares
Investissement Québec — 10,944,254 shares
Al-Rayyan Holding — 7,415,859 shares
OMERS Growth Equity — 7,203,916 shares
Led by Têtu and Simoneau, Coveo is a market-leading AI-powered relevance platform. The company aims to re-democratize business by bringing AI and relevance to organizations throughout the world, enabling them to deliver the cross-channel experiences that we believe people now expect in the new digital economy.
For the fiscal year ended March 31, 2021, Cover reported $64.9 million in revenues, $48.5 million in gross profit, $20.5 million in operating loss and $600 million in net loss (all financial figures in US dollars).
As of September 30, 2021, Coveo had over 625 employees.
photo credit: Coveo
Coveo Solutions Inc. Files Amended and Restated Preliminary Prospectus
NOT FOR DISTRIBUTION IN THE UNITED STATES OR OVER UNITED STATES WIRE SERVICES
MONTREAL/SAN FRANCISCO, November 8, 2021 — Coveo Solutions Inc. (“Coveo” or the “Company”) today announced that it has filed an amended and restated preliminary prospectus with the securities regulatory authorities in each of the provinces and territories of Canada (the “Amended and Restated Preliminary Prospectus”), which amends and restates the preliminary prospectus filed by the Company on November 3, 2021 in connection with its proposed initial public offering of subordinate voting shares (the “Offering”).
As disclosed in the Amended and Restated Preliminary Prospectus, the Offering consists of a treasury offering of between 14,333,333 and 16,538,462 subordinate voting shares (between 16,483,333 and 19,019,231 subordinate voting shares if the over-allotment option is exercised in full) at a price per subordinate voting share between C$13.00 and C$15.00, for total gross proceeds to the Company of approximately C$215 million (approximately C$247 million if the over-allotment option is exercised in full).
The Offering is expected to close during the week of November 22, 2021, subject to customary closing conditions, including the Company’s subordinate voting shares being conditionally approved for listing on the Toronto Stock Exchange.
The Offering is being made through a syndicate of underwriters led by BMO Capital Markets, BofA Securities, RBC Capital Markets and UBS Investment Bank, as joint bookrunners, and Canaccord Genuity Corp., Oppenheimer & Co. Inc., National Bank Financial Inc., Scotiabank, TD Securities Inc. and Ramirez & Co., Inc.
The Amended and Restated Preliminary Prospectus contains important information relating to the Offering and is still subject to completion or amendment. The Amended and Restated Preliminary Prospectus is available on SEDAR at www.sedar.com. There will not be any sale or any acceptance of an offer to buy the subordinate voting shares until a receipt for the final prospectus has been issued.
No securities regulatory authority has either approved or disapproved the contents of this press release. This press release does not constitute an offer to sell or a solicitation of an offer to buy any securities of the Company in any jurisdiction in which such offer, solicitation or sale would be unlawful. The subordinate voting shares have not been and will not be registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”) or any U.S. state securities law and may not be offered or sold in the United States except in compliance with the registration requirements of the U.S. Securities Act and applicable U.S. state securities laws or pursuant to an exemption therefrom.
We believe that relevance is critical to winning in the new digital experience economy. Coveo is a marketleading AI-powered relevance platform. We aim to enable our customers to deliver the relevant experiences that we believe people expect in the new digital economy. Our SaaS-native, multi-tenant platform injects search, recommendations, and personalization solutions into digital experiences. We provide solutions for ecommerce, service, website, and workplace applications. Our solutions are designed to provide tangible value to our customers by helping drive revenue growth, reduce customer support costs, increase customer satisfaction and website engagement, and improve employee proficiency and satisfaction.
Our AI powers relevant interactions for hundreds of the world’s most innovative brands and is supported by a large network of global system integrators and implementation partners.
Coveo is a trademark of Coveo Solutions Inc.
This press release may contain forward-looking information within the meaning of applicable Canadian securities laws, which reflects the Company’s current expectations regarding future events. Forwardlooking information is based on a number of assumptions and is subject to a number of risks and uncertainties, many of which are beyond the Company’s control, which could cause actual results and events to differ materially from those that are disclosed in or implied by such forward-looking information. Such risks and uncertainties include, but are not limited to, failure to complete the Offering, and the factors discussed under “Risk Factors” in the Amended and Restated Preliminary Prospectus. The Company does not undertake any obligation to update such forward-looking information, whether as a result of new information, future events or otherwise, except as expressly required by applicable law.