Benzinga | Jan 20, 2021 04:03PM EST

Docebo Announces 3.65M Share Secondary Public Offering By Selling Shareholders

Docebo Inc. ("Docebo") (TSX:DCBO, NASDAQ:DCBO) today announced the launch of a marketed secondary public offering of Docebo's common shares in the United States and Canada.

A total of 3,650,000 common shares will be offered for sale in the offering, which will be conducted through a syndicate of underwriters led by Morgan Stanley, Goldman Sachs & Co. LLC and Canaccord Genuity, as joint lead book-running managers. All of the common shares will be offered by certain shareholders of Docebo, namely Intercap Equity Inc., Claudio Erba and Alessio Artuffo (collectively, the "Selling Shareholders"). 3,285,000 common shares are being offered by Intercap Equity Inc., 273,750 common shares are being offered by Claudio Erba and 91,250 common shares are being offered by Alessio Artuffo. The offering will be priced in the context of the market, with the price and total size of the offering to be determined at the time of entering into an underwriting agreement for the offering (the "Underwriting Agreement").

The Selling Shareholders will also grant the underwriters an over-allotment option, exercisable for a period of 30 days from the date of the Underwriting Agreement, to purchase up to 547,500 additional common shares, representing in the aggregate 15% of the total number of common shares to be sold pursuant to the offering. Docebo will not receive any of the proceeds from the sale of common shares by the Selling Shareholders.

Closing of the offering will be subject to a number of customary conditions, including the entering into of the Underwriting Agreement.

In connection with the offering, Docebo filed a preliminary prospectus supplement to its base shelf prospectus with the securities regulatory authorities in each of the provinces and territories of Canada. The preliminary prospectus supplement has also been filed with the U.S. Securities and Exchange Commission as a supplement to the base shelf prospectus included in Docebo's effective registration statement on Form F-10 (File No. 333-251046) under the U.S.-Canada multijurisdictional disclosure system (MJDS). The public offering will be made in Canada only by means of the base shelf prospectus and preliminary prospectus supplement and in the United States only by means of the registration statement, including the base shelf prospectus and preliminary prospectus supplement. Such documents contain important information about the offering. Copies of the base shelf prospectus and the preliminary prospectus supplement can be found on SEDAR at www.sedar.com, and a copy of the registration statement and the preliminary prospectus supplement can be found on EDGAR at www.sec.gov. Copies of such documents may also be obtained from any of the following sources: Morgan Stanley & Co. LLC, Attn: Prospectus Department -- 180 Varick Street, 2nd Floor -- New York, NY 10014, by email at prospectus@morganstanley.com; Goldman Sachs & Co. LLC, Attention: Prospectus Department, 200 West Street, New York, NY 10282, by telephone at 1-866-471-2526 or by e-mail at prospectus-ny@ny.email.gs.com; and Canaccord Genuity LLC, Attention: Syndicate Department, 99 High Street, 12th Floor, Boston MA 021990, by email at prospectus@cgf.com.