Riverbed Technology and Project Homestake Merger Corp. (the "Issuer"), controlled by affiliates of Thoma Bravo, LLC, announced that the Issuer intends to privately offer, subject to market and other conditions, $575 million in aggregate principal amount of its senior notes due 2023 (the "Notes"). The net proceeds from the offering of the Notes, together with other financing sources, will be used to fund the acquisition (the "Acquisition") of Riverbed by affiliates of Thoma Bravo and Teachers' Private Capital, the private investor department of Ontario Teachers' Pension Plan ("OTPP"), and to pay certain related fees, commissions and expenses. Riverbed will assume all of the obligations of the Issuer under the Notes upon the consummation of the Acquisition. The offering and the actual terms of the Notes, including the interest rate, will depend on market and other conditions.
The Notes will be offered to qualified institutional buyers in accordance with Rule 144A under the Securities Act of 1933, as amended (the "Securities Act"), and to non-U.S. persons outside the United States pursuant to Regulation S under the Securities Act.
The Notes have not been and will not be registered under the Securities Act or any state or other jurisdiction’s securities laws. Accordingly, the Notes may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements under the Securities Act and any applicable state or other jurisdiction's securities laws.
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