Business Context and Reporting Period
This Form 8-K was filed by SS&C Technologies Holdings Inc. on April 3, 2018, reporting a material definitive agreement entered into on the same date. The company is incorporated in Delaware and maintains its principal executive offices in Windsor, CT.
Key Financial Metrics and Transaction Details
The filing details a public offering of common stock rather than standard operating financial metrics. Key transaction figures include:
- Shares Issued: 26,315,000 shares of common stock.
- Public Offering Price: $47.50 per share.
- Underwriters: Credit Suisse Securities (USA) LLC and Morgan Stanley & Co. LLC.
- Over-Allotment Option: Underwriters exercised their option in full on April 4, 2018, to purchase an additional 3,947,250 shares.
The filing text does not provide clear values for revenue, profit, cash flow, margins, debt, or liquidity metrics.
Material Changes
The primary material change is the execution of the Underwriting Agreement and the subsequent full exercise of the over-allotment option, resulting in a significant increase in the company's outstanding share count and capital raised.
Guidance, Outlook, and Risks
The filing does not contain management commentary, forward-looking guidance, or specific risk factors beyond the standard legal disclosures associated with the underwriting agreement. The transaction is subject to the terms of the Underwriting Agreement filed as Exhibit 1.1.
Investor Verification Checklist
- Verify the total capital raised by calculating the sum of the initial 26,315,000 shares and the 3,947,250 over-allotment shares at the $47.50 price point.
- Review the full Underwriting Agreement (Exhibit 1.1) for lock-up periods, indemnification clauses, and use of proceeds.
- Confirm the updated share count and dilution impact on existing shareholders following the full exercise of the option.
- Check subsequent filings for the actual closing date and net proceeds after underwriting discounts.