Benzinga | Nov 17, 2020 05:46AM EST

LendingTree Priced Secondary Offering Of 2,955,984 Shares Of Common Stock @$295/Share

LendingTree, Inc. (NASDAQ:TREE) announced the pricing of an underwritten public offering (the "Public Offering") of 2,955,984 shares of common stock by Ventures Holdco II, LLC (the "Selling Stockholder"), which is a wholly-owned subsidiary of GCI Liberty, Inc. ("GCI Liberty"), at the public offering price of $295.00 per share. Subject to the satisfaction of customary conditions, the Public Offering is expected to close on November 18, 2020.

LendingTree logo (PRNewsfoto/LendingTree)

Contemporaneously with the Public Offering, the Selling Stockholder is also offering an additional 488,005 shares of common stock pursuant to a private placement to be purchased by Royal Bank of Canada (the "Concurrent Private Placement"). The Public Offering is not contingent on the completion of the Concurrent Private Placement, but the Concurrent Private Placement is contingent on the completion of the Public Offering.

After giving effect to the Public Offering and the Concurrent Private Placement, GCI Liberty will not beneficially own any of our shares of common stock. As a result, our "Spinco Agreement" with GCI Liberty will terminate and GCI Liberty will no longer have the right to designate directors for nomination to LendingTree's board of directors. It is expected that Courtnee Chun will resign as a member of LendingTree's board of directors effective upon completion of the Public Offering.

LendingTree is not selling any shares of common stock in, and will not receive any proceeds from the Public Offering or the Concurrent Private Placement.

Goldman Sachs & Co. LLC is acting as the sole underwriter for the Public Offering.